1 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 10, 1997 REGISTRATION STATEMENT NO. 33-36956 - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------------- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ---------------------------- AMERICAN EXPLORATION COMPANY (Exact Name of Registrant as Specified in Its Charter) DELAWARE 1311 74-2086890 (State Or Other (Primary Standard (I.R.S. Employer Jurisdiction Industrial Identification Number) Of Incorporation Or Classification Code Organization) Number) ---------------------------- 1331 LAMAR, SUITE 900 HOUSTON, TEXAS 77010-3088 (713) 756-6000 ---------------------------- (Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant's Principal Executive Office) ---------------------------- JOHN M. HOGAN SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER AMERICAN EXPLORATION COMPANY 1331 LAMAR, SUITE 900 HOUSTON, TEXAS 77010-3088 (713) 756-6000 (Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service) ---------------------------- REMOVING SHARES FROM REGISTRATION 2 REMOVAL OF SHARES FROM REGISTRATION American Exploration Company (the "Company"), hereby amends the Registration Statement on Form S-8, File No. 33-36956 (the "Registration Statement"), filed in connection with the Company's American Exploration Company Amended and Restated 1988 Stock Option Plan of Hershey Oil Corporation (the "Plan"), to withdraw from registration all the shares of Common Stock of the Company registered under the Registration Statement with respect to which options have not been granted or have been granted but not exercised under the Plans. 3 SIGNATURE Pursuant to the requirements of the Securities Act of 1933, the Corporation has duly caused this Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on December 8, 1997. AMERICAN EXPLORATION COMPANY By: /s/ MARK E. ANDREWS ---------------------------- Name: Mark E. Andrews Title: Chairman of the Board, Chief Executive Officer and Director