UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

Post-Effective Amendment No. 6

to

Form S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

____________________

Crimson Exploration Inc.

(Exact name of registrant as specified in its charter)

Delaware

1311

20-3037840

(State or other jurisdiction of
incorporation or organization)

(Primary Standard Industrial
Classification Code Number)

(I.R.S. Employer
Identification No.)

____________________

Crimson Exploration Inc.
717 Texas Avenue, Suite 2900
Houston, Texas 77002
Telephone: (713) 236-7400

E. Joseph Grady
Senior Vice President and Chief Financial Officer
717 Texas Avenue, Suite 2900
Houston, Texas 77002
Telephone: (713) 236-7400

(Address, including zip code, and telephone number, including
area code, of registrant’s principal executive offices)

(Name, address, including zip code, and telephone
number, including area code, of agent for service)

____________________

Copies To:

James L. Rice, III

Akin Gump Strauss Hauer & Feld LLP

1111 Louisiana Street, 44th Floor

Houston, Texas 77002

Telephone: (713) 220-5800

____________________

Approximate date of commencement of proposed sale to the public: Not Applicable

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, check the following box.: x

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: o

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: o

If this Form is a post-effective amendment filed pursuant to Rule 462(d) 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: o

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box: o

____________________

 


Deregistration of Securities; Termination of Registration Statement

We are filing this Post-Effective Amendment No. 6 to our Registration Statement on Form S-1 (File No. 333-116048), as amended (the “Registration Statement”), to deregister the securities remaining unsold under the Registration Statement. Because these unsold securities became freely tradable upon expiration of the required holding periods under Rule 144 of the Securities Act of 1933, it is no longer necessary for the Registrant to maintain effectiveness of the Registration Statement. Therefore, this Post-Effective Amendment No. 6 to the Registration Statement is being filed to terminate the effectiveness of the Registration Statement and to deregister, as of the effective date of this Post-Effective Amendment No. 6, all of the shares remaining unsold under the Registration Statement.

 


S I G N A T U R E S

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this Post Effective Amendment No. 6 to this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on the 10th day of January, 2008.

 

 

CRIMSON EXPLORATION INC.

 

 

 

By:

 

 

 

Allan D. Keel, President and Chief Executive Officer

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this Post Effective Amendment No. 6 to the Registration Statement has been signed below by the following persons and in the capacities and on the dates indicated.

Signature

 

Title

 

Date

 

 

 

 

 

 

 

/s/ Allan D. Keel

 

 

President, Chief

 

 

 

Allan D. Keel

 

Executive Officer and Director

 

January 10, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ E. Joseph Grady

 

 

Senior Vice President and

 

 

 

E. Joseph Grady

 

Chief Financial Officer

 

January 10, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Richard L. Creel

 

 

Vice President of Finance

 

 

 

Richard L. Creel

 

and Controller

 

January 10, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ B. James Ford*

 

 

 

 

 

 

B. James Ford

 

Director

 

January 10, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Skardon F. Baker*

 

 

 

 

 

 

Skardon F. Baker

 

Director

 

January 10, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Lee B. Backsen*

 

 

 

 

 

 

Lee B. Backsen

 

Director

 

January 10, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Lon McCain*

 

 

 

 

 

 

Lon McCain

 

Director

 

January 10, 2008

 

 

 

 

 

 

 

*By:

 

 

 

 

 

 

Allan D. Keel

 

 

 

 

 

Attorney-in-fact

 

 

 

 

 

pursuant to a power of

 

 

 

 

 

attorney previously filed