As filed with the Securities and Exchange Commission on September 7, 2000
                                             Registration No. 333-

                       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 Drive, Suite 400
          Houston, Texas                                           77060
(Address of principal executive offices)                        (Zip Code)

                              SWIFT ENERGY COMPANY
                          1990 STOCK COMPENSATION PLAN

                              SWIFT ENERGY COMPANY
                       1990 NONQUALIFIED STOCK OPTION PLAN

                              SWIFT ENERGY COMPANY
                              EMPLOYEE SAVINGS PLAN
                            (Full title of the plans)

                                                             COPIES TO:

   A. EARL SWIFT, PRESIDENT                             DONALD W. BRODSKY, ESQ.
    SWIFT ENERGY COMPANY                                 JENKENS & GILCHRIST,
16825 NORTHCHASE DRIVE, SUITE 400                     A PROFESSIONAL CORPORATION
   HOUSTON, TEXAS 77060                               1100 LOUISIANA, SUITE 1800
     (713) 874-2700                                     HOUSTON, TEXAS 77002
                                                           (713) 951-3300
  (Name, address and telephone number including area code of agent for service)
<TABLE>
<CAPTION>
                                                 CALCULATION OF REGISTRATION FEE

                                                                                     PROPOSED                 PROPOSED
                                            AMOUNT              MAXIMUM              MAXIMUM                AMOUNT OF
             TITLE OF CLASS OF               TO BE            OFFERING PRICE         AGGREGATE              REGISTRATION
        SECURITIES TO BE REGISTERED      REGISTERED(1)(2)    PER SHARE(3)(4)    OFFERING PRICE(3)(4)         FEE(3)(4)
        ---------------------------      ----------------    ---------------    --------------------        ------------
<S>                                      <C>                  <C>                  <C>                         <C>
Common Stock, $.01 par value per share   1,660,548 shares     $7.00-26.41          $21,673,297                 $5,722
</TABLE>
-----------------------
          (1) Includes (i) 1,214,404  additional shares issuable under the Swift
Energy  Company  1990 Stock  Compensation  Plan (the  "Compensation  Plan") (ii)
330,000   additional  shares  issuable  under  the  Swift  Energy  Company  1990
Nonqualified  Stock Option Plan (the "Option Plan") and (iii) 116,144 additional
shares  issuable  under the Swift  Energy  Company  Employee  Savings  Plan (the
"401(k) Plan" and, together with  the Compensation Plan and the Option Plan, the
"Plans").
          (2)  Pursuant to Rule 416,  this  Registration  Statement is deemed to
include  additional  shares  issuable  under the  terms of the Plans 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 1,660,548 shares of common stock offered hereunder  pursuant to
the Plans is based on (i)  1,214,404  shares  reserved  for  issuance  under the
Compensation Plan and subject to outstanding  options at the following  exercise
prices: (A) 287,358 shares at $8.1250 per share; (B) 553,724 shares at $9.00 per
share;  (C) 3,122 shares at $9.1942;  and (D) 370,200  shares at $11.4375;  (ii)
330,000 shares reserved for issuance under the Option Plan, 181,235 of which are
not currently  subject to outstanding  options,  at a price of $26.41 per share,
which is the average of the highest and lowest  selling  price for the shares on
the New York Stock Exchange on August 30, 2000, and 148,765 shares  reserved for
issuance  under the  Option  Plan and  subject  to  outstanding  options  at the
following  exercise  prices:  (A) 20,000 shares at $21.75 per share;  (B) 25,000
shares at $12.50 per share;  (C)  50,000  shares at $7.00 per share;  (D) 25,000
shares at $18.875 per share;  (E) 27,500  shares at $23.6364 per share;  and (F)
1,265 shares at $15.00 per share; and (iii) 116,144 shares reserved for issuance
pursuant to the 401(k) Plan at a price of $26.41 per share, which is the average
of the  highest  and lowest  selling  price for the shares on the new York Stock
Exchange on August 30, 2000.

<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, 1999;

          (2) the registrant's  Quarterly  Reports on Form 10-Q for the quarters
ended March 31, 2000 and June 30, 2000;

          (3) the description of the common stock of the registrant (the "Common
Stock") set forth in the registrant's  Registration  Statement on Form 8-A filed
July 24, 1981, and all amendments or reports filed thereafter for the purpose of
updating such description.

          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  which
indemnify the individual to the fullest extent permitted by law.

          Article 7.06 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 7.06 of the Texas Miscellaneous Corporation Laws Act.



                                      II-1

<PAGE>


          Swift maintains insurance which will cover amounts that it is 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.

          4.1                 Swift Energy Company 1990 Stock  Compensation Plan
                              (Amended and Restated as of May 13, 1997)

          4.2                 Swift  Energy  Company  1990  Nonqualified   Stock
                              Option Plan  (Amended  and  Restated as of May 13,
                              1997)

          4.3                 Swift  Energy   Company   Employee   Savings  Plan
                              (incorporated  by  reference  to  Exhibit  4(c) of
                              Swift Energy Company's  Registration  Statement on
                              Form S-3, Registration No. 33-36310)

          5.1                 Opinion of  Jenkens &  Gilchrist,  a  Professional
                              Corporation,  as to the  legality  of  the  shares
                              being offered

         23.1                 Consent of Arthur Andersen LLP

                              Consent of  Jenkens &  Gilchrist,  a  Professional
         23.2                 Corporation, (contained in Exhibit 5.1)

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

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, 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.




                                      II-2

<PAGE>



          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 7th day of September, 2000.

                                        SWIFT ENERGY COMPANY


                                        By: /s/ A. Earl Swift
                                            ------------------------------------
                                            A. Earl Swift
                                            Chairman of the Board and
                                            Chief Executive Officer


                                POWER OF ATTORNEY

          KNOW ALL MEN BY THESE PRESENTS,  that each individual  whose signature
appears  below  hereby  constitutes  and  appoints  A.  Earl  Swift 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                        Chairman of the Board of Directors and Chief               September 7, 2000
-------------------------------          Executive Officer (Principal Executive Officer)
A. Earl Swift

/s/ Alton D. Heckaman, Jr.               Senior Vice President-Finance, Chief                       September 7, 2000
-------------------------------          Financial Officer, and Controller (Principal
Alton D. Heckaman, Jr.                   Financial and Accounting Officer)

/s/ Virgil N. Swift
-------------------------------          Vice-Chairman, Director                                    September 5, 2000
Virgil N. Swift

/s/ Terry E. Swift
-------------------------------          Director                                                   September 7, 2000
Terry E. Swift

/s/ G. Robert Evans
-------------------------------          Director                                                   September 1, 2000
G. Robert Evans

<PAGE>




/s/ Henry C. Montgomery                  Director                                                   September 7, 2000
-------------------------------
Henry C. Montgomery

                                         Director                                                   September  , 2000
-------------------------------
Clyde W. Smith, Jr.


-------------------------------          Director                                                   September  , 2000
Harold J. Withrow
</TABLE>







<PAGE>





                                        INDEX TO EXHIBITS


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


     4.1           Swift Energy Company 1990 Stock Compensation Plan (Amended
                   and Restated as of May 13, 1997)

     4.2           Swift Energy Company 1990 Nonqualified Stock Option Plan
                   (Amended and Restated as of May 13, 1997)

     4.3            Swift Energy Company Employee Savings Plan  (incorporated by
                    reference  to  Exhibit   4(c)  of  Swift  Energy   Company's
                    Registration   Statement  on  Form  S-3,   Registration  No.
                    33-36310)

     5.1            Opinion of Jenkens & Gilchrist, a Professional  Corporation,
                    as to the legality of the shares being offered

    23.1            Consent of Arthur Andersen LLP

    23.2            Consent of Jenkens & Gilchrist, a Professional Corporation,
                    (contained in Exhibit 5.1)

    24.1            Powers of Attorney (contained in the signature pages hereto)
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 18375}]
{"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": "333-45354", "film-number": "718471"}, "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 September 7, 2000
                                             Registration No. 333-

                       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 Drive, Suite 400
          Houston, Texas                                           77060
(Address of principal executive offices)                        (Zip Code)

                              SWIFT ENERGY COMPANY
                          1990 STOCK COMPENSATION PLAN

                              SWIFT ENERGY COMPANY
                       1990 NONQUALIFIED STOCK OPTION PLAN

                              SWIFT ENERGY COMPANY
                              EMPLOYEE SAVINGS PLAN
                            (Full title of the plans)

                                                             COPIES TO:

   A. EARL SWIFT, PRESIDENT                             DONALD W. BRODSKY, ESQ.
    SWIFT ENERGY COMPANY                                 JENKENS & GILCHRIST,
16825 NORTHCHASE DRIVE, SUITE 400                     A PROFESSIONAL CORPORATION
   HOUSTON, TEXAS 77060                               1100 LOUISIANA, SUITE 1800
     (713) 874-2700                                     HOUSTON, TEXAS 77002
                                                           (713) 951-3300
  (Name, address and telephone number including area code of agent for service)
CALCULATION OF REGISTRATION FEE

                                                                                     PROPOSED                 PROPOSED
                                            AMOUNT              MAXIMUM              MAXIMUM                AMOUNT OF
             TITLE OF CLASS OF               TO BE            OFFERING PRICE         AGGREGATE              REGISTRATION
        SECURITIES TO BE REGISTERED      REGISTERED(1)(2)    PER SHARE(3)(4)    OFFERING PRICE(3)(4)         FEE(3)(4)
        ---------------------------      ----------------    ---------------    --------------------        ------------
Common Stock, $.01 par value per share   1,660,548 shares     $7.00-26.41          $21,673,297                 $5,722
-----------------------
          (1) Includes (i) 1,214,404  additional shares issuable under the Swift
Energy  Company  1990 Stock  Compensation  Plan (the  "Compensation  Plan") (ii)
330,000   additional  shares  issuable  under  the  Swift  Energy  Company  1990
Nonqualified  Stock Option Plan (the "Option Plan") and (iii) 116,144 additional
shares  issuable  under the Swift  Energy  Company  Employee  Savings  Plan (the
"401(k) Plan" and, together with  the Compensation Plan and the Option Plan, the
"Plans").
          (2)  Pursuant to Rule 416,  this  Registration  Statement is deemed to
include  additional  shares  issuable  under the  terms of the Plans 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 1,660,548 shares of common stock offered hereunder  pursuant to
the Plans is based on (i)  1,214,404  shares  reserved  for  issuance  under the
Compensation Plan and subject to outstanding  options at the following  exercise
prices: (A) 287,358 shares at $8.1250 per share; (B) 553,724 shares at $9.00 per
share;  (C) 3,122 shares at $9.1942;  and (D) 370,200  shares at $11.4375;  (ii)
330,000 shares reserved for issuance under the Option Plan, 181,235 of which are
not currently  subject to outstanding  options,  at a price of $26.41 per share,
which is the average of the highest and lowest  selling  price for the shares on
the New York Stock Exchange on August 30, 2000, and 148,765 shares  reserved for
issuance  under the  Option  Plan and  subject  to  outstanding  options  at the
following  exercise  prices:  (A) 20,000 shares at $21.75 per share;  (B) 25,000
shares at $12.50 per share;  (C)  50,000  shares at $7.00 per share;  (D) 25,000
shares at $18.875 per share;  (E) 27,500  shares at $23.6364 per share;  and (F)
1,265 shares at $15.00 per share; and (iii) 116,144 shares reserved for issuance
pursuant to the 401(k) Plan at a price of $26.41 per share, which is the average
of the  highest  and lowest  selling  price for the shares on the new York Stock
Exchange on August 30, 2000.
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, 1999;

          (2) the registrant's  Quarterly  Reports on Form 10-Q for the quarters
ended March 31, 2000 and June 30, 2000;

          (3) the description of the common stock of the registrant (the "Common
Stock") set forth in the registrant's  Registration  Statement on Form 8-A filed
July 24, 1981, and all amendments or reports filed thereafter for the purpose of
updating such description.

          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  which
indemnify the individual to the fullest extent permitted by law.

          Article 7.06 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 7.06 of the Texas Miscellaneous Corporation Laws Act.

                                      II-1
Swift maintains insurance which will cover amounts that it is 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.

          4.1                 Swift Energy Company 1990 Stock  Compensation Plan
                              (Amended and Restated as of May 13, 1997)

          4.2                 Swift  Energy  Company  1990  Nonqualified   Stock
                              Option Plan  (Amended  and  Restated as of May 13,
                              1997)

          4.3                 Swift  Energy   Company   Employee   Savings  Plan
                              (incorporated  by  reference  to  Exhibit  4(c) of
                              Swift Energy Company's  Registration  Statement on
                              Form S-3, Registration No. 33-36310)

          5.1                 Opinion of  Jenkens &  Gilchrist,  a  Professional
                              Corporation,  as to the  legality  of  the  shares
                              being offered

         23.1                 Consent of Arthur Andersen LLP

                              Consent of  Jenkens &  Gilchrist,  a  Professional
         23.2                 Corporation, (contained in Exhibit 5.1)

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

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, 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.

                                      II-2
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 7th day of September, 2000.

                                        SWIFT ENERGY COMPANY

                                        By: /s/ A. Earl Swift
                                            ------------------------------------
                                            A. Earl Swift
                                            Chairman of the Board and
                                            Chief Executive Officer

                                POWER OF ATTORNEY

          KNOW ALL MEN BY THESE PRESENTS,  that each individual  whose signature
appears  below  hereby  constitutes  and  appoints  A.  Earl  Swift 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                        Chairman of the Board of Directors and Chief               September 7, 2000
-------------------------------          Executive Officer (Principal Executive Officer)
A. Earl Swift

/s/ Alton D. Heckaman, Jr.               Senior Vice President-Finance, Chief                       September 7, 2000
-------------------------------          Financial Officer, and Controller (Principal
Alton D. Heckaman, Jr.                   Financial and Accounting Officer)

/s/ Virgil N. Swift
-------------------------------          Vice-Chairman, Director                                    September 5, 2000
Virgil N. Swift

/s/ Terry E. Swift
-------------------------------          Director                                                   September 7, 2000
Terry E. Swift

/s/ G. Robert Evans
-------------------------------          Director                                                   September 1, 2000
G. Robert Evans
/s/ Henry C. Montgomery                  Director                                                   September 7, 2000
-------------------------------
Henry C. Montgomery

                                         Director                                                   September  , 2000
-------------------------------
Clyde W. Smith, Jr.

-------------------------------          Director                                                   September  , 2000
Harold J. Withrow
INDEX TO EXHIBITS

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

     4.1           Swift Energy Company 1990 Stock Compensation Plan (Amended
                   and Restated as of May 13, 1997)

     4.2           Swift Energy Company 1990 Nonqualified Stock Option Plan
                   (Amended and Restated as of May 13, 1997)

     4.3            Swift Energy Company Employee Savings Plan  (incorporated by
                    reference  to  Exhibit   4(c)  of  Swift  Energy   Company's
                    Registration   Statement  on  Form  S-3,   Registration  No.
                    33-36310)

     5.1            Opinion of Jenkens & Gilchrist, a Professional  Corporation,
                    as to the legality of the shares being offered

    23.1            Consent of Arthur Andersen LLP

    23.2            Consent of Jenkens & Gilchrist, a Professional Corporation,
                    (contained in Exhibit 5.1)

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