AS FILED: SEPTEMBER 24, 1996 SEC FILE NO.333-1417
SECURITIES AND EXCHANGE COMMISSION
FORM S-8/A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
FX ENERGY, INC.
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(Exact name of registrant as specified in its charter)
NEVADA 87-0504461
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3006 SOUTH HIGHLAND DRIVE
SALT LAKE CITY, UTAH 84106
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(Address of Principal Executive Offices) (Zip Code)
INCENTIVE STOCK OPTIONS GRANTED PURSUANT TO THE 1995 STOCK OPTION AND AWARD PLAN
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(Full title of the plan)
DAVID N. PIERCE, 3006 SOUTH HIGHLAND DRIVE, SALT LAKE CITY, UTAH 84106
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(Name and address of agent for service))
(801) 486-5555
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(Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
Proposed
Proposed maximum
Title of securities Amount to maximum aggregate Amount of
to be registered be offering offering registration
registered price per price fee
share(1)
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Common Stock, par value 50,000 $1.50 $75,000 $100
$0.001
(1)Pursuant to rule 457(h) of the Securities Act of 1993, the proposed
maximum offering price per share for the purpose of calculating the
registration fee is the weighted average of (i) the weighted average exercise
price per share of the outstanding options and warrants and (ii) with respect
to options that may yet be granted under the stock option plan included
hereunder, the average of the high and low price of the common stock of the
Registrant as of August 30, 1996, as reported on the Nasdaq National Market.
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EXHIBITS
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SEC
Exhibit Reference
No. No. Description Location
- -------- --------- ------------------------------------------ ------------
4.01 4 Specimen certificate for Common Stock Incorporated
by
reference(1)
5.01 5 Letter opinion, including consent, of Initial Filing
Kruse, Landa & Maycock, L.L.C., regarding
legality of Common Stock to be issued
pursuant to the Registration Statement.
23.01 23 Consent of Coopers & Lybrand L.L.P., Initial Filing
auditors for the Company
23.02 23 Consent of Barker & Folsom, previous Initial Filing
auditors for the Company
23.03 23 Consent of Kruse, Landa & Maycock, L.L.C., See Item 5
counsel for the Company above
23.04 23 Consent of Larry D. Krause This Filing
24.01 24 Powers of Attorney See signature
page to
Registration
Statement
(Original
Filing)
(1)Incorporated by reference from the Company's registration statement on form
SB-2, SEC file number 33-88354-D.
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SIGNATURES
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In accordance with the requirements of the Securities Act of 1933, as
amended, the registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on form S-8 and has duly
caused this Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the city of Salt Lake,
state of Utah, on the 23rd day of September, 1996.
FX ENERGY, INC.
By /s/ David N. Pierce, President
and Chief Executive Officer
In accordance with the requirements of the Securities Act this Amendment
No.l to the Registration Statement was signed by the following persons in
the capacities indicated on this 23rd day of September, 1996.
/s/ __
David N. Pierce |
Director and President |
(Principal Executive and Financial |
Officer) |
|
/s/ |
Andrew W. Pierce |
Director, Vice-President and Secretary |
(Principal Operating Officer) |
|
/s/ |By /s/ David N. Pierce
Thomas B. Lovejoy |Attorney in fact
Director |
|
/s/ |
Scott J. Duncan |
Director |
|
/s/ |
James A. Giauque, III |
Controller _|
Peter L. Raven
Director
Jay W. Decker
Director
CONSENT OF PETROLEUM ENGINEERING CONSULTANT
I hereby consent to the incorporation by reference into the registration
statement on Form S-8 of FX Energy, Inc. (the "Company"), SEC file no. 333-1417,
of my report as of December 31, 1995, respecting the estimated oil reserve
information for the Montana and Nevada producing properties of the Company, and
the discussion of such report as it is contained in the Company's annual report
on form 10-KSB for its fiscal year ended December 31, 1995.
/s/ Larry D. Krause
Billings, Montana
September 23, 1996