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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 40-F/A
                                AMENDMENT NO. 1
[Check one]

   [_]    REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE
          SECURITIES EXCHANGE ACT OF 1934

                                       OR

   [X]    ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF
          THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended  DECEMBER 31, 2005    Commission File Number  0-50832
                         --------------------                         ----------

                             VERMILION ENERGY TRUST
             (Exact name of Registrant as specified in its charter)

<TABLE>
<S>                                <C>                                     <C>
       ALBERTA, CANADA                          1311                        NOT APPLICABLE.
      (PROVINCE OR OTHER            (PRIMARY STANDARD INDUSTRIAL           (I.R.S. EMPLOYER
JURISDICTION OF INCORPORATION         CLASSIFICATION CODE NUMBER)          IDENTIFICATION NO.)
       OR ORGANIZATION)
</TABLE>
                           2800, 400 - 4TH AVENUE S.W.
                         CALGARY, ALBERTA T2P 0J4 CANADA
                                 (403) 269-4884
   (ADDRESS AND TELEPHONE NUMBER OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

                        NATIONAL CORPORATE RESEARCH, LTD.
                         225 WEST 34TH STREET, SUITE 910
                            NEW YORK, NEW YORK 10122
                                 (212) 947-7200
             (NAME, ADDRESS INCLUDING ZIP CODE, AND TELEPHONE NUMBER
                   INCLUDING AREA CODES OF AGENT FOR SERVICE)

SECURITIES REGISTERED OR TO BE REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
                                      NONE

SECURITIES REGISTERED OR TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                                   TRUST UNITS

        SECURITIES FOR WHICH THERE IS A REPORTING OBLIGATION PURSUANT TO
                           SECTION 15(D) OF THE ACT:
                                      NONE

For  annual reports, indicate by check mark the information filed with
this Form:

    [X] Annual information form       [X] Audited annual financial statements

    Indicate the number of outstanding shares of each of the issuer's classes
            of capital or common stock as of the close of the period
                         covered by the annual report:

   The Registrant had 68,875,321 Trust Units outstanding at December 31, 2005

     Indicate by check mark whether the Registrant by filing the information
    contained in this Form is also thereby furnishing the information to the
    Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
     of 1934 (the "Exchange Act"). If "Yes" is marked, indicate the filing
         number assigned to the Registrant in connection with such Rule.

                      Yes  [_]             No    [X]

     Indicate by check mark whether the Registrant (1) has filed all reports
     required to be filed by Section 13 or 15(d) of the Exchange Act during
    the preceding 12 months (or for such shorter period that the Registrant
              was required to file such reports) and (2) has been
           subject to such filing requirements for the past 90 days.

                      Yes  [X]             No    [_]

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                                EXPLANATORY NOTE


            The  Registrant is filing this Amendment No. 1 to Form 40-F for the
year ended December 31, 2005 because it has amended its Management's Discussion
and Analysis as part of a review of its Management's Discussion and Analysis by
the Alberta Securities Commission.

            Other  than as  expressly  set  forth in the  revised  Management's
Discussion and Analysis filed herewith, this Form 40-F/A does not, and does not
purport to, update or restate the  information  in any Item of the Form 40-F or
reflect any events that have occurred after the Form 40-F was filed.


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                                  UNDERTAKING

            The  Registrant  undertakes  to make  available,  in  person  or by
telephone,  representatives  to respond  to  inquiries  made by the  Commission
staff,  and to furnish  promptly,  when  requested  to do so by the  Commission
staff,  information  relating to: the  securities  registered  pursuant to Form
40-F;  the  securities  in relation to which the  obligation  to file an annual
report on Form 40-F arises; or transactions in said securities.


                         CONSENT TO SERVICE OF PROCESS

            The Registrant has previously  filed a Form F-X in connection  with
the class of securities in relation to which the obligation to file this report
arises.  Any change to the name or address of the agent for  service of process
of the  Registrant  shall be  communicated  promptly  to the  Commission  by an
amendment  to the  Form  F-X  referencing  the  file  number  of  the  relevant
registration statement.

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                                    EXHIBITS

            The following exhibits are filed as part of this report.


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EXHIBIT
NUMBER                                DESCRIPTION
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 99.1*    Renewal Annual Information Form for the year ended December 31, 2005.

 99.2     Management's Discussion and Analysis from the 2005 Annual Report to
          Shareholders

 99.3*    Audited Annual Financial Statements for the Year Ended December 31,
          2005

 99.4*    Consent Letter from Independent Registered Chartered Accountants

 99.5*    Consent of Independent Engineers GLJ Petroleum Consultants Ltd.

 99.6     Officers' Certifications Required by Rule 13a-14(a) or Rule 15d-14(a)

 99.7*    Officers' Certifications Required by Rule 13(a)-14(b) or Rule
          15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United
          States Code.

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* PREVIOUSLY FILED

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                                                                              5


                                   SIGNATURE

            Pursuant to the  requirements  of the Exchange Act, each Registrant
certifies that it meets all of the  requirements  for filing on Form 40-F/A and
has duly  caused  this  amendment  No.1 to Annual  Report on Form  40-F/A to be
signed on its behalf by the undersigned, thereto duly authorized.

Dated:  November 20, 2006

                                        VERMILION ENERGY TRUST



                                        By: /s/ Curtis Hicks
                                            --------------------
                                            Name:  Curtis Hicks
                                            Title: Executive Vice President &
                                                   Chief Financial Officer