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As filed with the Securities and Exchange Commission on July 25, 2000
Registration No. 333-22613
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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UNION PACIFIC RESOURCES GROUP INC.
(Exact name of Registrant as specified in its charter)
Utah 13-2647483
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
777 Main Street
Fort Worth, Texas 76102-6203
(817) 321-6000
(Address of principal executive offices)
UNION PACIFIC RESOURCES GROUP INC. EMPLOYEE'S THRIFT PLAN (AS
AMENDED AND RESTATED)
1995 STOCK OPTION AND RETENTION STOCK PLAN OF UNION PACIFIC
RESOURCES GROUP INC. (AS AMENDED AND RESTATED)
(Full title of the plans)
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KERRY R. BRITTAIN
VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
UNION PACIFIC RESOURCES GROUP INC.
777 MAIN STREET
FORT WORTH, TEXAS 76102-6203
(817) 321-6000
(Name, address, and telephone number,
including area code, of agent for service)
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Explanatory Note
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This Post-Effective Amendment No. 1 to Registration Statement No.
333-22613 is being filed by Union Pacific Resources Group Inc. (the
"Registrant") and the Union Pacific Resources Group Inc. Employee's Thrift Plan
(as amended and restated) (the "Plan") to deregister under the Securities Act of
1933, as amended, (the "Securities Act") the securities that were originally
registered on this Registration Statement but that were not sold.
SIGNATURES
The Registrant. Pursuant to the requirements of the Securities Act, 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
Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Fort Worth, State of Texas, as of July
14, 2000.
UNION PACIFIC RESOURCES GROUP INC.
(The Registrant)
By: /s/ MORRIS B. SMITH
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Morris B. Smith,
Vice President, Chief Financial
Officer and Treasurer
Pursuant to the requirements of the Securities Act, this Post-Effective
Amendment No. 1 has been signed below, on this 14th day of July, 2000, by the
following persons on behalf of the Registrant and in the capacities indicated.
/s/ GEORGE LINDAHL III Chairman, Chief Executive Officer and
Director (Principal Executive Officer)
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George Lindahl III
/s/ MORRIS B. SMITH Vice President and Chief Financial Officer
(Principal Accounting and Financial Officer)
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Morris B. Smith
* Director
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H. Jesse Arnelle
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* Director
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Lynne V. Cheney
* Director
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Preston M. Geren III
* Director
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Lawrence M. Jones
* Director
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Drew Lewis
* Director
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Claudine B. Malone
* Director
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John W. Poduska, Sr., Ph.D.
* Director
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Michael E. Rossi
* Director
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Jeff Sandefer
* Director
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Samuel K. Skinner
* Director
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James R. Thompson
*By: /s/ KATHY L. COX
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Kathy L. Cox, as attorney-in-fact
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The Plan. Pursuant to the requirements of the Securities Act, the
Trustee for the Plan has duly caused this Post-Effective Amendment No. 1 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Fort Worth, State of Texas, as of July 14, 2000.
UNION PACIFIC RESOURCES GROUP INC.
EMPLOYEE'S THRIFT PLAN
(The Plan)
By: /s/ Anne M. Franklin
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Anne M. Franklin
Title: Vice-President - People,
Named Fiduciary, Plan
Administration