1 As filed with the Securities and Exchange Commission on December 4, 1996 Registration No. 333-12823 ================================================================================ 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 ---------------------------------- UNITED MERIDIAN CORPORATION (Exact name of Registrant as specified in its charter) DELAWARE 75-2160316 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 1201 LOUISIANA, SUITE 1400 HOUSTON, TEXAS 77002 (713) 654-9110 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) JOHN B. BROCK CHAIRMAN AND CHIEF EXECUTIVE OFFICER 1201 LOUISIANA, SUITE 1400 HOUSTON, TEXAS 77002 (713) 654-9110 (Name, address, including zip code, and telephone number, including area code, of agent for service) ---------------------------------- COPIES TO: MICHAEL E. DILLARD, P.C. T. MARK KELLY AKIN, GUMP, STRAUSS, HAUER & FELD, L.L.P. VINSON & ELKINS L.L.P. 1700 PACIFIC AVENUE 1001 FANNIN STREET SUITE 4100 SUITE 2300 DALLAS, TEXAS 75201 HOUSTON, TEXAS 77002-6760 (214) 969-2800 (713) 758-2222 ---------------------------------- ================================================================================ 2 By this Post-effective Amendment No. 1, the Registrant is amending its Registration Statement No. 333-12823, effective October 31, 1996, to reduce the number of shares registered from 6,612,500 shares of Common Stock to 6,588,942 shares of Common Stock, as set forth below. Total amount of securities registered prior to Amendment 6,612,500 shares Common Stock Reduced by: Shares to be de-registered under Form S-3 Registration Statement, effective October 31, 1996 (represents shares initially registered and reserved for issuance to underwriters under an over-allotment option which was not exercised) 23,558 shares Common Stock Total amount of securities registered after Amendment 6,588,942 shares Common Stock SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and as authorized by Rule 478 of that Act, the Registrant has duly caused this Post-effective Amendment No. 1 to the Form S-3 Registration Statement to be signed on its behalf by the undersigned, its duly authorized agent for service, in the City of Houston, State of Texas, on the fourth day of December, 1996. UNITED MERIDIAN CORPORATION By: /s/ John B. Brock ---------------------------- John B. Brock Chairman and Chief Executive Officer 2