As filed with the Securities and Exchange Commission on December 20, 2005
                                          Registration No. _________________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
      --------------------------------------------------------------------
                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
      --------------------------------------------------------------------
                              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
                          2005 STOCK COMPENSATION 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
<TABLE>
<CAPTION>
                         CALCULATION OF REGISTRATION FEE
===================================================================================================================================
                                                                            Proposed                Proposed
                                                      Amount                Maximum                 Maximum              Amount of
                  Title of                            to be              Offering Price            Aggregate            Registration
        Securities to be Registered              Registered(1)(2)       per Share(3)(4)       Offering Price(3)(4)         Fee(4)
--------------------------------------------- ----------------------- --------------------- ------------------------- --------------
<S>                                               <C>                        <C>                  <C>                     <C>
Common Stock, $.01 par value per share(5)         900,000 shares             $46.05               $41,445,000           $4,325.45(6)

============================================= ======================= ===================== ========================= ==============
<FN>
(1)  Covers  900,000  shares  issuable under the Swift Energy Company 2005 Stock
     Compensation Plan(the "Plan").
(2)  Pursuant  to Rule 416 under the  Securities  Act of 1933,  as amended  (the
     "Securities  Act"),  this  Registration  Statement  is  deemed  to  include
     additional  shares issuable under the terms of the Plan to prevent dilution
     resulting   from  any  future  stock  split,   stock  dividend  or  similar
     transaction.
(3)  Estimated solely for the purpose of calculating the registration fee.
(4)  Calculated  pursuant  to Rule  457(c) and (h).  Accordingly,  the price per
     share of the common stock offered  hereunder  pursuant to the Plan is based
     on 900,000 shares reserved for issuance under the Plan at a price per share
     of $46.05, which is the average of the highest and lowest selling price for
     the shares on the New York Stock Exchange on December 16, 2005.
(5)  Each share of common stock is  accompanied  by a preferred  share  purchase
     right pursuant to the Rights Agreement (as Amended and Restated as of March
     31, 1999) between Swift Energy  Company and American Stock Transfer & Trust
     Company, as Rights Agent.
(6)  The registrant  paid a registration  fee of $56,642 in connection  with its
     Registration   Statement  on  Form  S-3  (Reg.  No.   333-64692)   covering
     $350,000,000 that was filed with the Securities and Exchange  Commission on
     July 6, 2001,  and $965 of the unused  $29,630 prior  registration  fee was
     used for  Registration  Statement on Form S-8 (Reg. No.  333-112042)  dated
     January 20, 2004, and $28,315 of the unused $29,630 prior  registration fee
     was used for Registration Statement on Form S-3 (Reg. No. 333-112041) dated
     January 20, 2004, of which  $200,000,000 of unsold securities  remains.  As
     calculated  pursuant  to Rule 457(o) at the  statutory  rate of $117.70 per
     $1,000,000 of securities  registered,  and pursuant to Rule 457(p), $552.62
     which includes $350 of the unused $29,630 registration   fee  paid  for the
     earlier registration statement and $202.62 balance held by the SEC is being
     used  to partially  offset the  $4,878.07  registration  fee  due  for this
     registration statement.

</FN>
</TABLE>
<PAGE>

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

     The  registrant  hereby  incorporates  by  reference  in this  registration
statement the following  documents  previously  filed by the registrant with the
Securities and Exchange Commission (the "Commission"):


     1.   the registrant's  Annual Report on Form 10-K for the fiscal year ended
          December 31, 2004;

     2.   the registrant's Quarterly Reports on Form 10-Q for the quarters ended
          March 31, June 30, and September 30, 2005;

     3.   the  description  of the common stock of the  registrant  (the "Common
          Stock") set forth in the registrant's  Registration  Statement on Form
          S-3 filed January 21, 2004, (Reg. No. 333-112041), as amended on April
          16, 2004,  and all  amendments  or reports  filed  thereafter  for the
          purpose of updating such description;

     4.   the  description  of  the  preferred  share  purchase  rights  of  the
          registrant  contained in our registration  statement on Form S-3 filed
          on January 21,  2004,  (Registration  No.  333-112041),  as amended on
          April 16, 2004; and all amendments or reports filed thereafter for the
          purpose of updating such description; and

     5.   the registrant's  Current Reports on Form 8-K filed November 9, August
          29, August 3, May 12, May 9, February 17 and November 1, 2005.

     All  documents  filed by the  registrant  with the  Commission  pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act"),  subsequent  to the  date of this  Registration
Statement  shall be deemed to be  incorporated  herein by reference  and to be a
part  hereof  from the date of the filing of such  documents  until such time as
there shall have been filed a  post-effective  amendment that indicates that all
securities  offered  hereby have been sold or that  deregisters  all  securities
remaining unsold at the time of such amendment.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Swift Energy Company ("Swift") has the authority under Articles 2.02(A)(16)
and 2.02-1 of the Texas Business  Corporation Act to indemnify its directors and
officers to the extent provided for in such statute. Swift's Bylaws, as amended,
provide for  indemnification  of its  officers,  directors  and employees to the
fullest extent  permitted by Article  2.02-1 of the Texas  Business  Corporation
Act. With shareholder  approval,  Swift amended its Articles of Incorporation to
confirm  that  Swift  has  the  power  to  indemnify  certain  persons  in  such
circumstances as are provided in its Bylaws. The amendment allows Swift to enter
into  additional  insurance  and  indemnity  arrangements  at the  discretion of
Swift's board of directors.  Swift has entered into  indemnification  agreements
with each of its officers and directors  that  indemnify  the  individual to the
fullest extent permitted by law.

     Article  1302-7.06(B)  of the  Texas  Miscellaneous  Corporation  Laws  Act
provides  that a  corporation's  articles of  incorporation  may provide for the
elimination  or  limitation  of a  director's  liability.  Swift's  Articles  of
Incorporation  eliminate  the liability of directors to the  corporation  or its
shareholders  for  monetary  damages for an act or omission in his capacity as a
director, with certain specified exceptions to Swift and its shareholders to the
fullest extent permitted by Article 1302-7.06(B)(1-4) of the Texas Miscellaneous
Corporation Laws Act.


                                      II-2
<PAGE>


     Swift  maintains  insurance to cover amounts that it may be required to pay
officers  and  directors  under the  indemnity  provisions  described  above and
coverage for its officers and directors against certain  liabilities,  including
certain liabilities under the federal securities law.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

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

          5.1  Opinion of Counsel as to the legality of the shares being offered

          23.1 Consent of Ernst & Young LLP

          23.2 Consent of Counsel (contained in Exhibit 5.1)

          24.1 Powers of Attorney (contained in the signature pages hereto)

          99.1 Swift  Energy  Company  2005 Stock   Compensation  Plan
               (filed with the Commission as Exhibit 10.1 to our report on  Form
               8-K filed on May 12, 2005 and incorporated   by   reference)

Item 9.  Undertakings.

     A.   The undersigned registrant hereby undertakes:

          (1) to file,  during  any  period  in which  offers or sales are being
     made, a post-effective  amendment to this registration statement to include
     any  material  information  with  respect to the plan of  distribution  not
     previously  disclosed in the registration  statement or any material change
     to such information in the registration statement;

          (2) that,  for the  purpose of  determining  any  liability  under the
     Securities Act of 1933, each such post-effective  amendment shall be deemed
     to be a new  registration  statement  relating  to  the securities  offered
     therein, and the offering of such securities  at that time  shall be deemed
     to be the initial bona fide offering thereof; and

          (3) to remove from registration by means of a post-effective amendment
     any  of  the  securities  being  registered  which  remain  unsold  at  the
     termination of the offering.

     B. The  undersigned  registrant  hereby  undertakes  that,  for purposes of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in the registration  statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

     C. Insofar as indemnification  for liabilities arising under the Securities
Act may be  permitted to  directors,  officers  and  controlling  persons of the
registrant pursuant to the foregoing  provisions,  or otherwise,  the registrant
has been advised that in the opinion of the Commission such  indemnification  is
against  public  policy as expressed in the  Securities  Act and is,  therefore,
unenforceable.  In the  event  that a claim  for  indemnification  against  such
liabilities  (other than the payment by the  registrant of expenses  incurred or
paid by a  director,  officer or  controlling  person of the  registrant  in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction  the  question  of whether  such  indemnification  by it is against
public  policy as  expressed in the  Securities  Act and will be governed by the
final adjudication of such issue.


                                      II-3
<PAGE>

                                   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 15th 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.

<TABLE>
<CAPTION>

       Signature                             Capacity                                               Date
<S>                                     <C>                                                   <C>


/s/ A. Earl Swift                                                                              December 15, 2005
----------------------------
A. Earl Swift                           Chairman of the Board


/s/ Terry E. Swift                                                                             December 15, 2005
---------------------------
Terry E. Swift                          Chief Executive Officer (Principal
                                        Executive Officer) and Director


/s/ Bruce H. Vincent                                                                           December 15, 2005
---------------------------
Bruce H. Vincent                        President and Director


/s/ Alton D. Heckaman, Jr.                                                                     December 15, 2005
----------------------------
Alton D. Heckaman, Jr.                  Executive Vice President-Finance, Chief
                                        Financial Officer (Principal Financial
                                        Officer)


/s/ David W. Wesson                                                                            December 15, 2005
----------------------------
David W. Wesson                         Controller (Principal Accounting Officer)


/s/ Deanna L. Cannon                                                                           December 15, 2005
----------------------------
Deanna L. Cnanon                        Director


<PAGE>


/s/ Raymond E. Galvin                                                                          December 15, 2005
---------------------------
Raymond E. Galvin                       Director


/s/ Douglas J. Lanier                                                                          December 15, 2005
----------------------------
Douglas J. Lanier                       Director


/s/ Greg Matiuk                                                                                December 15, 2005
---------------------------
Greg Matiuk                             Director


/s/ Henry C. Montgomery                                                                        December 15, 2005
----------------------------
Henry C. Montgomery                     Director


/s/ Clyde W. Smith, Jr.                                                                        December 15, 2005
----------------------------
Clyde W. Smith, Jr.                     Director

</TABLE>






<PAGE>



                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>

        Exhibit No.                Document Description
----------------------------       ------------------------------------------------------------------------------
<S>                                <C>

            5.1                    Opinion of Counsel as to the legality of the shares being offered
           23.1                    Consent of Ernst & Young LLP
           23.2                    Consent of Counsel  (contained in Exhibit 5.1)
           24.1                    Powers of Attorney (contained in the signature pages hereto)
           99.1                    Swift Energy Company 2005 Stock Compensation Plan (filed with the
                                   Commission as Exhibit 10.1 to our report on Form 8-K filed on May
                                   12, 2005 and incorporated herein by reference).


</TABLE>
[{"type": "S-8", "sequence": "1", "filename": "forms82005stkplan.txt", "description": "2005 STOCK COMPENSATION PLAN", "secsgml_size_bytes": 19108}]
{"company-data": {"conformed-name": "SWIFT ENERGY CO", "cik": "0000351817", "assigned-sic": "1311", "irs-number": "742073055", "state-of-incorporation": "TX", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-130548", "film-number": "051277550"}, "business-address": {"street1": "16825 NORTHCHASE DR STE 400", "city": "HOUSTON", "state": "TX", "zip": "77060", "phone": "2818742700"}, "mail-address": {"street1": "16825 NORTHCHASE DRIVE", "street2": "SUITE 400", "city": "HOUSTON", "state": "TX", "zip": "77060"}}
As filed with the Securities and Exchange Commission on December 20, 2005
                                          Registration No. _________________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
      --------------------------------------------------------------------
                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
      --------------------------------------------------------------------
                              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
                          2005 STOCK COMPENSATION 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
CALCULATION OF REGISTRATION FEE
===================================================================================================================================
                                                                            Proposed                Proposed
                                                      Amount                Maximum                 Maximum              Amount of
                  Title of                            to be              Offering Price            Aggregate            Registration
        Securities to be Registered              Registered(1)(2)       per Share(3)(4)       Offering Price(3)(4)         Fee(4)
--------------------------------------------- ----------------------- --------------------- ------------------------- --------------
Common Stock, $.01 par value per share(5)         900,000 shares             $46.05               $41,445,000           $4,325.45(6)

============================================= ======================= ===================== ========================= ==============
(1)  Covers  900,000  shares  issuable under the Swift Energy Company 2005 Stock
     Compensation Plan(the "Plan").
(2)  Pursuant  to Rule 416 under the  Securities  Act of 1933,  as amended  (the
     "Securities  Act"),  this  Registration  Statement  is  deemed  to  include
     additional  shares issuable under the terms of the Plan to prevent dilution
     resulting   from  any  future  stock  split,   stock  dividend  or  similar
     transaction.
(3)  Estimated solely for the purpose of calculating the registration fee.
(4)  Calculated  pursuant  to Rule  457(c) and (h).  Accordingly,  the price per
     share of the common stock offered  hereunder  pursuant to the Plan is based
     on 900,000 shares reserved for issuance under the Plan at a price per share
     of $46.05, which is the average of the highest and lowest selling price for
     the shares on the New York Stock Exchange on December 16, 2005.
(5)  Each share of common stock is  accompanied  by a preferred  share  purchase
     right pursuant to the Rights Agreement (as Amended and Restated as of March
     31, 1999) between Swift Energy  Company and American Stock Transfer & Trust
     Company, as Rights Agent.
(6)  The registrant  paid a registration  fee of $56,642 in connection  with its
     Registration   Statement  on  Form  S-3  (Reg.  No.   333-64692)   covering
     $350,000,000 that was filed with the Securities and Exchange  Commission on
     July 6, 2001,  and $965 of the unused  $29,630 prior  registration  fee was
     used for  Registration  Statement on Form S-8 (Reg. No.  333-112042)  dated
     January 20, 2004, and $28,315 of the unused $29,630 prior  registration fee
     was used for Registration Statement on Form S-3 (Reg. No. 333-112041) dated
     January 20, 2004, of which  $200,000,000 of unsold securities  remains.  As
     calculated  pursuant  to Rule 457(o) at the  statutory  rate of $117.70 per
     $1,000,000 of securities  registered,  and pursuant to Rule 457(p), $552.62
     which includes $350 of the unused $29,630 registration   fee  paid  for the
     earlier registration statement and $202.62 balance held by the SEC is being
     used  to partially  offset the  $4,878.07  registration  fee  due  for this
     registration statement.
PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The  registrant  hereby  incorporates  by  reference  in this  registration
statement the following  documents  previously  filed by the registrant with the
Securities and Exchange Commission (the "Commission"):

     1.   the registrant's  Annual Report on Form 10-K for the fiscal year ended
          December 31, 2004;

     2.   the registrant's Quarterly Reports on Form 10-Q for the quarters ended
          March 31, June 30, and September 30, 2005;

     3.   the  description  of the common stock of the  registrant  (the "Common
          Stock") set forth in the registrant's  Registration  Statement on Form
          S-3 filed January 21, 2004, (Reg. No. 333-112041), as amended on April
          16, 2004,  and all  amendments  or reports  filed  thereafter  for the
          purpose of updating such description;

     4.   the  description  of  the  preferred  share  purchase  rights  of  the
          registrant  contained in our registration  statement on Form S-3 filed
          on January 21,  2004,  (Registration  No.  333-112041),  as amended on
          April 16, 2004; and all amendments or reports filed thereafter for the
          purpose of updating such description; and

     5.   the registrant's  Current Reports on Form 8-K filed November 9, August
          29, August 3, May 12, May 9, February 17 and November 1, 2005.

     All  documents  filed by the  registrant  with the  Commission  pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act"),  subsequent  to the  date of this  Registration
Statement  shall be deemed to be  incorporated  herein by reference  and to be a
part  hereof  from the date of the filing of such  documents  until such time as
there shall have been filed a  post-effective  amendment that indicates that all
securities  offered  hereby have been sold or that  deregisters  all  securities
remaining unsold at the time of such amendment.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Swift Energy Company ("Swift") has the authority under Articles 2.02(A)(16)
and 2.02-1 of the Texas Business  Corporation Act to indemnify its directors and
officers to the extent provided for in such statute. Swift's Bylaws, as amended,
provide for  indemnification  of its  officers,  directors  and employees to the
fullest extent  permitted by Article  2.02-1 of the Texas  Business  Corporation
Act. With shareholder  approval,  Swift amended its Articles of Incorporation to
confirm  that  Swift  has  the  power  to  indemnify  certain  persons  in  such
circumstances as are provided in its Bylaws. The amendment allows Swift to enter
into  additional  insurance  and  indemnity  arrangements  at the  discretion of
Swift's board of directors.  Swift has entered into  indemnification  agreements
with each of its officers and directors  that  indemnify  the  individual to the
fullest extent permitted by law.

     Article  1302-7.06(B)  of the  Texas  Miscellaneous  Corporation  Laws  Act
provides  that a  corporation's  articles of  incorporation  may provide for the
elimination  or  limitation  of a  director's  liability.  Swift's  Articles  of
Incorporation  eliminate  the liability of directors to the  corporation  or its
shareholders  for  monetary  damages for an act or omission in his capacity as a
director, with certain specified exceptions to Swift and its shareholders to the
fullest extent permitted by Article 1302-7.06(B)(1-4) of the Texas Miscellaneous
Corporation Laws Act.

                                      II-2
Swift  maintains  insurance to cover amounts that it may be required to pay
officers  and  directors  under the  indemnity  provisions  described  above and
coverage for its officers and directors against certain  liabilities,  including
certain liabilities under the federal securities law.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

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

          5.1  Opinion of Counsel as to the legality of the shares being offered

          23.1 Consent of Ernst & Young LLP

          23.2 Consent of Counsel (contained in Exhibit 5.1)

          24.1 Powers of Attorney (contained in the signature pages hereto)

          99.1 Swift  Energy  Company  2005 Stock   Compensation  Plan
               (filed with the Commission as Exhibit 10.1 to our report on  Form
               8-K filed on May 12, 2005 and incorporated   by   reference)

Item 9.  Undertakings.

     A.   The undersigned registrant hereby undertakes:

          (1) to file,  during  any  period  in which  offers or sales are being
     made, a post-effective  amendment to this registration statement to include
     any  material  information  with  respect to the plan of  distribution  not
     previously  disclosed in the registration  statement or any material change
     to such information in the registration statement;

          (2) that,  for the  purpose of  determining  any  liability  under the
     Securities Act of 1933, each such post-effective  amendment shall be deemed
     to be a new  registration  statement  relating  to  the securities  offered
     therein, and the offering of such securities  at that time  shall be deemed
     to be the initial bona fide offering thereof; and

          (3) to remove from registration by means of a post-effective amendment
     any  of  the  securities  being  registered  which  remain  unsold  at  the
     termination of the offering.

     B. The  undersigned  registrant  hereby  undertakes  that,  for purposes of
determining  any  liability  under  the  Securities  Act,  each  filing  of  the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in the registration  statement shall be deemed to be a
new registration  statement relating to the securities offered therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

     C. Insofar as indemnification  for liabilities arising under the Securities
Act may be  permitted to  directors,  officers  and  controlling  persons of the
registrant pursuant to the foregoing  provisions,  or otherwise,  the registrant
has been advised that in the opinion of the Commission such  indemnification  is
against  public  policy as expressed in the  Securities  Act and is,  therefore,
unenforceable.  In the  event  that a claim  for  indemnification  against  such
liabilities  (other than the payment by the  registrant of expenses  incurred or
paid by a  director,  officer or  controlling  person of the  registrant  in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction  the  question  of whether  such  indemnification  by it is against
public  policy as  expressed in the  Securities  Act and will be governed by the
final adjudication of such issue.

                                      II-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 15th 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 15, 2005
----------------------------
A. Earl Swift                           Chairman of the Board

/s/ Terry E. Swift                                                                             December 15, 2005
---------------------------
Terry E. Swift                          Chief Executive Officer (Principal
                                        Executive Officer) and Director

/s/ Bruce H. Vincent                                                                           December 15, 2005
---------------------------
Bruce H. Vincent                        President and Director

/s/ Alton D. Heckaman, Jr.                                                                     December 15, 2005
----------------------------
Alton D. Heckaman, Jr.                  Executive Vice President-Finance, Chief
                                        Financial Officer (Principal Financial
                                        Officer)

/s/ David W. Wesson                                                                            December 15, 2005
----------------------------
David W. Wesson                         Controller (Principal Accounting Officer)

/s/ Deanna L. Cannon                                                                           December 15, 2005
----------------------------
Deanna L. Cnanon                        Director
/s/ Raymond E. Galvin                                                                          December 15, 2005
---------------------------
Raymond E. Galvin                       Director

/s/ Douglas J. Lanier                                                                          December 15, 2005
----------------------------
Douglas J. Lanier                       Director

/s/ Greg Matiuk                                                                                December 15, 2005
---------------------------
Greg Matiuk                             Director

/s/ Henry C. Montgomery                                                                        December 15, 2005
----------------------------
Henry C. Montgomery                     Director

/s/ Clyde W. Smith, Jr.                                                                        December 15, 2005
----------------------------
Clyde W. Smith, Jr.                     Director
INDEX TO EXHIBITS
Exhibit No.                Document Description
----------------------------       ------------------------------------------------------------------------------
5.1                    Opinion of Counsel as to the legality of the shares being offered
           23.1                    Consent of Ernst & Young LLP
           23.2                    Consent of Counsel  (contained in Exhibit 5.1)
           24.1                    Powers of Attorney (contained in the signature pages hereto)
           99.1                    Swift Energy Company 2005 Stock Compensation Plan (filed with the
                                   Commission as Exhibit 10.1 to our report on Form 8-K filed on May
                                   12, 2005 and incorporated herein by reference).