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SECURITIES AND EXCHANGE COMMISSION

Registration of securities [Section 12(g)]

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UNITED STATES

Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF

THE SECURITIES EXCHANGE ACT OF 1934

HERCULES OFFSHORE, INC.

(Exact name of registrant as specified in its charter)

Securities to be registered pursuant to Section 12(b) of the Act:

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. ¨

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. x

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨

Securities Act registration statement or Regulation A offering statement file number to which this form relates:

[N/A]

Securities to be registered pursuant to Section 12(g) of the Act:

Warrants to purchase Common Stock, $0.01 par value per share, exercisable on or before November 8, 2021

(title of class)

As previously reported, on August 13, 2015, Hercules Offshore, Inc. (the Company) and certain of its subsidiaries (together with the Company, the Debtors) filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the Court), Case No. 15-11685. On September 24, 2015, the Court confirmed the Joint Prepackaged Plan of Reorganization of the Debtors (the Plan). The Plan will become effective on November 6, 2015 (the Effective Date). Capitalized terms not defined herein shall have the meanings ascribed to them in the Warrant Agreement.

This registration statement registers under Section 12(g) of the Securities Exchange Act of 1934, as amended, warrants to purchase shares of a new class of common stock, par value $0.01 per share (the Common Stock) at...


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