As filed with the Securities and Exchange Commission on December 28, 2005
                                                     Registration No. 3380228

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
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                         POST-EFFECTIVE AMENDMENT NO. 1
                                       TO
                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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                              SWIFT ENERGY COMPANY
             (Exact name of registrant as specified in its charter)

           Texas                                               74-2073055
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                            Identification No.)

                         16825 Northchase Dr., Suite 400
                              Houston, Texas 77060
               (Address of Principal Executive Offices) (Zip Code)

                              SWIFT ENERGY COMPANY
                          EMPLOYEE STOCK PURCHASE PLAN
                              
                                 Terry E. Swift
                             Chief Executive Officer
                              Swift Energy Company
                         16825 Northchase Dr., Suite 400
                              Houston, Texas 77060
                                 (281) 874-2700

                     (Name, address and telephone number of
             Registrant's executive offices and agent for service)

                                   Copies to:

                                  Karen Bryant
                            General Counsel-Corporate
                     Chief Governance Officer and Secretary
                              Swift Energy Company
                         16825 Northchase Dr., Suite 400
                              Houston, Texas 77060
                                 (281) 874-2700




                         POST-EFFECTIVE AMENDMENT NO. 1

     This  Post-Effective  Amendment No. 1 to Registration  Statement 3380228 on
Form S-8 is being filed  pursuant to Rule 414 under the  Securities Act of 1933,
as  amended  (the  "Securities   Act"),  to  reflect  the  new  holding  company
organizational structure of Swift Energy Company (the "Registrant"), effected in
accordance  with  Article  5.03.H of the  Texas  Business  Corporation  Act (the
"TBCA") and the  Registrant's  status as the  successor  issuer to Swift  Energy
Company as it was constituted prior to the Merger (as defined below).

     The holding company  organizational  structure was effected  pursuant to an
Plan and Agreement  and Articles of Merger to Form Holding  Company (the "Merger
Agreement")  among  Swift  Energy  Company  as it was  constituted  prior to the
effectuation  of the new holding  company  structure  (the  "Predecessor"),  the
Registrant,  and Swift Energy Operating,  LLC, a Texas limited liability company
and a  wholly-owned  subsidiary  of the  Registrant  ("Operating").  The  Merger
Agreement  provides  for the  merger of the  Predecessor  into  Operating,  with
Operating continuing as the surviving entity and as a wholly-owned subsidiary of
the Registrant (the "Merger"). The Merger was effective at 9:00 a.m., local time
in Austin, Texas on December 28, 2005. Prior to the Merger, the Registrant was a
direct,  wholly-owned subsidiary of the Predecessor organized for the purpose of
implementing the holding company organizational  structure.  Pursuant to Article
5.03.H of the TBCA,  shareholder  approval  of the Merger was not  required.  In
connection with the Merger,  the Registrant's  name was changed to "Swift Energy
Company."

     By virtue of the Merger, all of the Predecessor's outstanding capital stock
was converted, on a share for share basis, into capital stock of the Registrant.
As a  result,  each  shareholder  of the  Predecessor  became  the  owner  of an
identical  number of shares of capital  stock of the  Registrant.  Additionally,
each  treasury  share of the  Predecessor  was  automatically  converted  into a
treasury share of the  Registrant.  Also,  each  outstanding  option to purchase
shares of the  Predecessor's  common stock was  automatically  converted into an
option to purchase,  upon the same terms and conditions,  an identical number of
shares of the Registrant's common stock.  Finally, each preferred share purchase
right  under  the  Predecessor's  Amended  and  Restated  Rights  Agreement  was
automatically  converted,  upon the same terms and conditions,  into a preferred
share purchase right for each outstanding share of the Registrant's common stock
held by such holder.

     In accordance with Rule 414, the Registrant, as the successor issuer to the
Predecessor,  hereby expressly adopts Registration Statement No. 3380228 on Form
S-8 as its own for all  purposes  under the  Securities  Act and the  Securities
Exchange Act of 1934, as amended.  This Registration  Statement  pertains to the
Swift Energy Company's Employee Stock Purchase Plan. Registration fees were paid
at the time of filing the original Registration Statement.



                                      -2-

                                    PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT


Item 8.  Exhibits


     The following documents are filed as a part of this registration statement.

        Exhibit 
        Number                        Document Description
        -------                       --------------------

        5                             Opinion of Jenkens & Gilchrist, A
                                      Professional Corporation

        23.1                          Consent of Ernst & Young LLP

        23.2                          Consent of Jenkens & Gilchrist, A
                                      Professional Corporation (included in
                                      Exhibit 5)

        24                            Power of Attorney (included on signature
                                      page)




                                      -3-


                                   SIGNATURES

     Pursuant  to  the  requirements  of  the  Securities  Act,  the  registrant
certifies  that it has  reasonable  grounds  to  believe  that it meets  all 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 Houston, Texas, on the 28th day of December, 2005.

                                        SWIFT ENERGY COMPANY


                                        By:/s/ Terry E. Swift
                                           -------------------------------------
                                           Terry E. Swift
                                           President and Chief Executive Officer


                                POWER OF ATTORNEY

     KNOW  ALL MEN BY THESE  PRESENTS,  that  each  individual  whose  signature
appears below hereby  constitutes and appoints Terry E. Swift,  Bruce H. Vincent
and Alton D.  Heckaman,  Jr.,  and each of them,  each  with  full  power to act
without the other, his true and lawful  attorneys-in-fact  and agents, each with
full power of substitution and resubstitution for him and in his name, place and
stead,  in any  and  all  capacities,  to  sign  any or all  amendments  to this
Registration Statement, and to file the same with all exhibits thereto and other
documents in connection  therewith,  with the Commission,  granting unto each of
said  attorneys-in-fact  and agents full power and  authority  to do and perform
each and every act and thing  requisite  and  necessary to be done in connection
therewith,  as  fully to all  intents  and  purposes  as he might or could do in
person hereby ratifying and confirming that each of said  attorneys-in-fact  and
agents or his substitutes may lawfully do or cause to be done by virtue hereof.

     Pursuant to the  requirements  of the  Securities  Act,  this  Registration
Statement has been signed by the following  persons in the capacities and on the
dates indicated.




       Signature                             Capacity                                               Date
                                                                                        


/s/ A. Earl Swift                                                                              December 28, 2005
----------------------------
A. Earl Swift                           Chairman of the Board


/s/ Terry E. Swift                                                                             December 28, 2005
---------------------------
Terry E. Swift                          Chief Executive Officer (Principal
                                        Executive Officer) and Director


/s/ Bruce H. Vincent                                                                           December 28, 2005
---------------------------
Bruce H. Vincent                        President and Director


/s/ Alton D. Heckaman, Jr.                                                                     December 28, 2005
----------------------------
Alton D. Heckaman, Jr.                  Executive Vice President and Chief
                                        Financial Officer (Principal Financial
                                        Officer)


/s/ David W. Wesson                                                                            December 28, 2005
----------------------------                                                                                    
David W. Wesson                         Controller (Principal Accounting Officer)



                                      -4-




                                                                                               December 28, 2005
----------------------------
Deanna L. Cannon                        Director


/s/ Raymond E. Galvin                                                                          December 28, 2005
---------------------------
Raymond E. Galvin                       Director


                                                                                               December 28, 2005
----------------------------
Douglas J. Lanier                       Director


                                                                                               December 28, 2005
---------------------------
Greg Matiuk                             Director


                                                                                               December 28, 2005
----------------------------
Henry C. Montgomery                     Director


/s/ Clyde W. Smith, Jr.                                                                        December 28, 2005
----------------------------
Clyde W. Smith, Jr.                     Director






                                      -5-





                                INDEX TO EXHIBITS



        Exhibit No.                Document Description
----------------------------       ------------------------------------------------------------------------------
                                    

            5                      Opinion of Jenkens & Gilchrist, A Professional Corporation, regarding legality

           23                      Consent of Ernst & Young LLP








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