REGISTRATION NO. 333-03226
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
----------
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-3 REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
----------
CITGO PETROLEUM CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
<Table>
DELAWARE 73-1173881
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)
</Table>
----------
1293 ELDRIDGE PARKWAY
HOUSTON, TEXAS 77077
(832) 486-4000
(Address, Including Zip Code, and Telephone Number, Including Area Code,
of Registrant's Principal Executive Offices)
----------
DEAN M. HASSEMAN
GENERAL COUNSEL
CITGO PETROLEUM CORPORATION
1293 ELDRIDGE PARKWAY
HOUSTON, TEXAS 77077
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code,
of Agent for Service)
----------
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: Not
applicable.
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [ ]
If any of the securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box. [ ]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ]__________________
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ]__________________
If this Form is a registration statement pursuant to General Instruction
I.D. or a post-effective amendment thereto that shall become effective upon
filing with the Commission pursuant to Rule 462(e) under the Securities Act,
check the following box. [ ]
If this Form is a post-effective amendment to a registration statement
filed pursuant to General Instruction I.D. filed to register additional
securities or additional classes of securities pursuant to Rule 413(b) under the
Securities Act, check the following box. [ ]
================================================================================
Pursuant to the undertaking of the Registrant contained in its
Registration Statement on Form S-3 (Registration No. 333-03226), which was
originally filed on April 4, 1996 and declared effective on May 17, 1996, the
Registrant hereby files this Post-Effective Amendment to reduce the securities
remaining registered under this Registration Statement to zero and thereby
remove from registration under this Registration Statement all securities
remaining unsold as of the date hereof.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this Post-Effective Amendment to its Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Houston, State of Texas, on this 16th day of October,
2006.
CITGO PETROLEUM CORPORATION
By: /s/ Philip J. Reedy
------------------------------
Philip J. Reedy
Vice President Finance