AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 16, 2005
Registration No. 333-39172
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 3
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
DENBURY RESOURCES INC.
(Exact name of Registrant as specified in its charter)
Delaware 20-0467835
(State of Incorporation) (I.R.S. Employer Identification No.)
Phil Rykhoek
Senior Vice President and Chief Financial Officer
Denbury Resources Inc.
5100 Tennyson Parkway, Suite 3000
Plano, Texas 75024
(972) 673-2000
(Name, address and telephone number of Registrant's
Principal Executive Offices and agent for service))
DENBURY RESOURCES INC. DIRECTOR COMPENSATION PLAN
(Full Title of the Plan)
_______________________
Copies to:
Donald W. Brodsky
Jenkens & Gilchrist
A Professional Corporation
1401 McKinney Street, Suite 2600
Houston, Texas 77010
(713) 951-3300
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This Post-Effective Amendment No. 3 to Registration Statement 333-39172 on
Form S-8 is being filed by the registrant, Denbury Resources Inc. ("Denbury")
for the sole purpose of filing the form of the Director Compensation Plan
("Plan"), as amended by Denbury, effective May 11, 2005. The Plan was amended to
delete the directors' ability to defer receipt of their compensation in response
to the adoption of the American Jobs Creation Act of 2004.
Part II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits
(a) Exhibits
The following documents are filed as a part of this
registration statement.
Exhibit
Number Document Description
------- --------------------
99 Denbury Resources Inc. Director Compensation
Plan, as amended on May 11, 2005
2
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, 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 Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Plano, State of Texas, on this 16 day of June, 2005.
DENBURY RESOURCES INC.
By: /s/ Phil Rykhoek
------------------------------------
Phil Rykhoek
Senior Vice President and
Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
Signatures Title Date
---------- ----- ----
/s/ Ronald G. Greene* Chairman of the Board of Directors June 16, 2005
------------------------
Ronald G. Greene
/s/ Gareth Roberts* Chief Executive Officer and President June 16, 2005
------------------------
Gareth Roberts
/s/ Phil Rykhoek Senior Vice President and Chief June 16, 2005
------------------------ Financial Officer
Phil Rykhoek (Principal Financial Officer)
/s/ Mark Allen* Controller and Chief Accounting June 16, 2005
------------------------ Officer
Mark Allen (Principal Accounting Officer)
/s/ David I. Heather* Director June 16, 2005
------------------------
David I. Heather
/s/ Wieland F. Wettstein* Director June 16, 2005
------------------------
Wieland F. Wettstein
*By /s/ Phil Rykhoek
------------------------------
Phil Rykhoek
*Attorney-in-Fact pursuant to
power of attorney contained in
original filing of this Registration Statement
3
INDEX TO EXHIBITS
Exhibit
Number Document Description
------- --------------------
99 Denbury Resources Inc. Director Compensation Plan,
as amended on May 11, 2005
4