##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
  Form 10-Q
  þ

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended:
    June 30, 2008o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934   Commission
    file number 0-02517
  TOREADOR RESOURCES
    CORPORATION
 (Exact name of registrant as
    specified in its charter)
  Delaware

75-0991164(State or other jurisdiction
    of incorporation)

(I.R.S. Employer
    Identification Number)   13760
    Noel Road, Suite 1100
    Dallas, Texas 75240 (Address
    of principal executive office)
   Registrants
    telephone number, including area code:
    (214) 559-3933
  þ o
  12b-2
  Large accelerated
    filer o

Accelerated
    filer þ

Non-accelerated
    filer o

Smaller
    reporting company o(Do not check if a smaller reporting company)   Rule 12b-2 o þ




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##### 





TOREADOR
    RESOURCES CORPORATION
  TABLE OF
    CONTENTS
   
 PagePART I. FINANCIAL INFORMATIONItem 1.

Financial Statements (unaudited)Consolidated Balance Sheets 
    June 30, 2008 and December 31, 2007


1Consolidated Statements of Operations 
    for the three months ended June 30, 2008 and 2007


2Consolidated Statements of Operations 
    for the six months ended June 30, 2008 and 2007


3Consolidated Statements of Cash Flows 
    for the six months ended June 30, 2008 and 2007


4Notes to Consolidated Financial Statements


5Item 2.

Managements Discussion and Analysis of
    Financial Condition and Results of Operations


19Item 3.

Quantitative and Qualitative Disclosures About
    Market Risk


35Item 4.

Controls and Procedures


35PART II.OTHER
    INFORMATIONItem. 4.

Submission of Matters to a Vote of Security
    Holders


36Item 6.

Exhibits


37SIGNATURES


38Form of Outside Director Stock AwardNonqualified Stock Option AgreementIncentive Stock Option AgreementEmployee Restricted Stock AwardFirst Amendment to the Separation AgreementCertification of CEO Pursuant to Section 302Certification of SVP Pursuant to Section 302Certification Pursuant to Section 906   i




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION



CONSOLIDATED
    BALANCE SHEETS  June 30,


December 31,2008


2007(Unaudited)(In thousands, except shareand per share data)ASSETSCurrent assets:Cash and cash equivalents

$
16,567


$
12,721Accounts receivable, net of allowance of $275 and $120


14,777



12,340Other


3,771



3,912Total current assets


35,115



28,973Oil and natural gas properties, net, using successful efforts
    method of accounting


208,059



271,951Investments


200



500Restricted cash


11,711



10,818Goodwill


5,230



4,942Deferred income tax asset


3,465



Other assets


6,012



5,927$
269,792


$
323,111LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable and accrued liabilities

$
21,269


$
18,280Deferred lease payable


87



183Fair value of oil and gas derivatives


1,953



192Income taxes payable


4,794



674Total current liabilities


28,103



19,329Long-term accrued liabilities


535



522Deferred lease payable


598



478Long-term debt, net of current portion


30,000



30,000Asset retirement obligations


8,259



7,339Deferred income tax liabilities


15,718



15,368Convertible senior notes


86,250



86,250Total liabilities


169,463



159,286Commitments and contingenciesStockholders equity:Common stock, $0.15625 par value, 30,000,000 shares
    authorized; 20,862,060 and 20,566,470 shares issued


3,260



3,214Additional paid-in capital


165,768



163,955Accumulated deficit


(112,762
)


(42,564
)Accumulated other comprehensive income


46,597



41,754Treasury stock at cost, 721,027 shares


(2,534
)


(2,534
)Total stockholders equity


100,329



163,825$
269,792


$
323,111    1




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION



CONSOLIDATED
    STATEMENTS OF OPERATIONS  Three Months EndedJune 30,2008


2007(Unaudited)(In thousands, exceptper share data)Oil and natural gas sales

$
19,864


$
9,962Operating costs and expenses:Lease operating


4,855



3,057Exploration expense


979



2,685Depreciation, depletion and amortization


13,087



5,358Dry hole expense






9,097General and administrative


5,255



2,950Loss on oil and gas derivative contracts


3,671



606Impairment on investments


300



Impairment on oil and gas properties


55,461



Gain on sale of properties and other assets






(3,584
)Total operating costs and expenses


83,608



20,169Operating loss


(63,744
)


(10,207
)Other income (expense):Foreign currency exchange gain (loss)


141



(16,759
)Interest and other income


256



69Interest expense, net of interest capitalized


(2,010
)


(313
)Total other expense


(1,613
)


(17,003
)Loss before taxes


(65,357
)


(27,210
)Income tax benefit (provision)


(390
)


1,804Loss from continuing operations


(65,747
)


(25,406
)Income (loss) from discontinued operations


(21
)


359Net loss


(65,768
)


(25,047
)Preferred dividends






(40
)Loss available to common shares

$
(65,768
)

$
(25,087
)Basic income (loss) available to common shares per share:From continuing operations

$
(3.33
)

$
(1.34
)From discontinued operations






0.02$
(3.33
)

$
(1.32
)Diluted income (loss) available to common shares per share:From continuing operations

$
(3.33
)

$
(1.34
)From discontinued operations






0.02$
(3.33
)

$
(1.32
)Weighted average shares outstanding:Basic


19,742



18,993Diluted


19,742



18,993    2




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION



CONSOLIDATED
    STATEMENTS OF OPERATIONS  Six Months EndedJune 30,2008


2007(Unaudited)(In thousands, exceptper share data)Oil and natural gas sales

$
33,845


$
16,783Operating costs and expenses:Lease operating


8,314



5,394Exploration expense


1,949



4,733Depreciation, depletion and amortization


19,969



7,427Dry hole expense






17,107General and administrative


9,832



9,235Loss on oil and gas derivative contracts


4,211



606Impairment on investments


300



Impairment on oil and gas properties


55,461



Gain on sale of properties and other assets






(3,584
)Total operating costs and expenses


100,036



40,918Operating loss


(66,191
)


(24,135
)Other income (expense):Equity in earnings of unconsolidated investments






22Foreign currency exchange gain (loss)


1,339



(15,771
)Interest and other income


537



582Interest expense, net of interest capitalized


(4,250
)


(909
)Total other expense


(2,374
)


(16,076
)Loss before taxes


(68,565
)


(40,211
)Income tax benefit (provision)


(1,593
)


5,479Loss from continuing operations


(70,158
)


(34,732
)Income (loss) from discontinued operations


(36
)


910Net loss


(70,194
)


(33,822
)Preferred dividends






(81
)Loss available to common shares

$
(70,194
)

$
(33,903
)Basic income (loss) available to common shares per share:From continuing operations

$
(3.56
)

$
(1.98
)From discontinued operations






0.05$
(3.56
)

$
(1.93
)Diluted income (loss) available to common shares per shareFrom continuing operations

$
(3.56
)

$
(1.98
)From discontinued operations






0.05$
(3.56
)

$
(1.93
)Weighted average shares outstanding:Basic


19,699



17,545Diluted


19,699



17,545    3




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION



CONSOLIDATED
    STATEMENTS OF CASH FLOWS  Six Months EndedJune 30,2008


2007(Unaudited )(In thousands)Cash flows from operating activities:Net loss

$
(70,194
)

$
(33,822
)Adjustments to reconcile net loss to net cash provided by (used
    in) operating activities:Depreciation and amortization


19,969



7,978Gain on sale of oil and gas properties and other assets






(4,204
)Loss on oil and gas derivative contracts


1,761



581Equity in earnings of unconsolidated investments






(22
)Stock based compensation


1,498



2,756Impairment on investments


300



Impairment on oil and gas properties


55,461



Dry hole expense






17,279Deferred income taxes benefit


(4,415
)


(5,033
)Increase in accounts receivable


(2,185
)


(18,650
)Decrease in other current assets


369



6,947Increase in other assets


(180
)


(197
)Increase (decrease) in accounts payable and accrued liabilities


4,973



(658
)Increase (decrease) in income taxes payable


3,970



(412
)Net cash provided by (used in) operating activities


11,327



(27,457
)Cash flows from investing activities:Expenditures for property and equipment


(6,974
)


(57,632
)Restricted cash






12,734Proceeds from sale of oil and gas properties and other assets






6,999Distributions from unconsolidated subsidiaries






60Purchase of long term investments






(500
)Net cash used in investing activities


(6,974
)


(38,339
)Cash flows from financing activities:Borrowings from long-term debt






25,000Repayments of long-term debt






(16,550
)Payment of equity issue cost






(2,846
)Proceeds from issuance of common stock






50,413Payment of preferred dividends






(81
)Exercise of stock options


568



1,477Net cash provided by financing activities


568



57,413Net increase (decrease) in cash and cash equivalents


4,921



(8,383
)Effects of foreign currency translation on cash and cash
    equivalents


(1,075
)


14,401Cash and cash equivalents, beginning of period


12,721



12,664Cash and cash equivalents, end of period

$
16,567


$
18,682Supplemental disclosures:Cash paid during the period for interest, net of interest
    capitalized

$
3,330


$
Cash paid during the period for income taxes

$
1,821


$
1,700    4




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
 (UNAUDITED)
  NOTE 1 
    BASIS OF PRESENTATION
  Form 10-K
    New
    Accounting Pronouncements
  The Hierarchy of Generally Accepted Accounting
    Principles (SFAS No. 162). The Meaning of Present Fairly in
    Conformity with Generally Accepted Accounting Principles
  Disclosures about Derivative
    Instruments and Hedging Activities
  Fair Value Measurements
  The
    Fair Value Option for Financial Assets and Financial
    Liabilities   (SFAS No. 159).
 5




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Business Combinations
  Noncontrolling Interests in Consolidated Financial
    Statements 
  NOTE 2 
    CONCENTRATION OF CREDIT RISK AND ACCOUNTS RECEIVABLE
        June 30,


December 31,2008


2007Accrued oil and natural gas sales receivables, net of allowance
    of $274,797 and $120,000

$
8,005


$
3,154Joint interest receivables


2,003



2,163Trade receivables


9



2,182Recoverable VAT


4,142



4,221Other accounts receivable


618



620$
14,777


$
12,340  6




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  NOTE 3 
    INCOME (LOSS) PER COMMON SHARE
    Three Months EndedJune 30,2008


2007Basic income (loss) per share:Numerator:Loss from continuing operations, net of income tax

$
(65,747
)

$
(25,406
)Less: dividends on preferred shares






40Net loss from continuing operations


(65,747
)


(25,446
)Income (loss) from discontinued operations, net of income tax


(21
)


359Loss available to common shareholders

$
(65,768
)

$
(25,087
)Denominator:Common shares outstanding


19,742



18,993Basic income (loss) available to common shareholders per share
    from:Continuing operations

$
(3.33
)

$
(1.34
)Discontinued operations






0.02$
(3.33
)

$
(1.32
)Diluted income (loss) per share:Numerator:Loss from continuing operations, net of income tax

$
(65,747
)

$
(25,406
)Less: dividends on preferred shares, if antidilutive






40Net loss from continuing operations


(65,747
)


(25,446
)Income (loss) from discontinued operations, net of income tax


(21
)


359Loss available to common shareholders

$
(65,768
)

$
(25,087
)Denominator:Weighted average common shares outstanding


19,742



18,993Common stock options and warrants



(1)



(1)Conversion of preferred shares



(2)



(2)Conversion of 5.0% notes payable



(3)



(3)Diluted shares outstanding


19,742



18,993Diluted income (loss) available to common shareholders per share
    from:Continuing operations

$
(3.33
)

$
(1.34
)Discontinued operations






0.02$
(3.33
)

$
(1.32
)     (1)
    
    Conversion of these securities would be antidilutive; therefore,
    there are no dilutive shares.(2)
    
    Conversion of these securities would be antidilutive; therefore,
    there are no dilutive shares. These securities were converted on
    or prior to December 31, 2007.(3)
    
    Conversion of the 5% Senior Convertible Notes would be
    antidilutive therefore, there are no dilution shares.  7




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Six Months EndedJune 30,2008


2007Basic income (loss) per share:Numerator:Loss from continuing operations, net of income tax

$
(70,158
)

$
(34,732
)Less: dividends on preferred shares






81Net loss from continuing operations


(70,158
)


(34,813
)Income (loss) from discontinued operations, net of income tax


(36
)


910Loss available to common shareholders

$
(70,194
)

$
(33,903
)Denominator:Common shares outstanding


19,699



17,545Basic income (loss) available to common shareholders per share
    from:Continuing operations

$
(3.56
)

$
(1.98
)Discontinued operations






0.05$
(3.56
)

$
(1.93
)Diluted income (loss) per share:Numerator:Loss from continuing operations, net of income tax

$
(70,158
)

$
(34,732
)Less: dividends on preferred shares, if antidilutive






81Net loss from continuing operations


(70,158
)


(34,813
)Income (loss) from discontinued operations, net of income tax


(36
)


910Loss available to common shareholders

$
(70,194
)

$
(33,903
)Denominator:Weighted average common shares outstanding


19,699



17,545Common stock options and warrants



(1)



(1)Conversion of preferred shares



(2)



(2)Conversion of 5.0% notes payable



(3)



(3)Diluted shares outstanding


19,699



17,545Diluted income (loss) available to common shareholders per share
    from:Continuing operations

$
(3.56
)

$
(1.98
)Discontinued operations






0.05$
(3.56
)

$
(1.93
)     (1)
    
    Conversion of these securities would be antidilutive; therefore,
    there are no dilutive shares.(2)
    
    Conversion of these securities would be antidilutive; therefore,
    there are no dilutive shares. These securities were converted on
    or prior to December 31, 2007.(3)
    
    Conversion of the 5% Senior Convertible Notes would be
    antidilutive therefore, there are no dilution shares. 8




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   NOTE 4 
    COMPREHENSIVE LOSS
    Three Months Ended June 30,


Six Months Ended June 30,2008


2007


2008


2007Net loss

$
(65,768
)

$
(25,047
)

$
(70,194
)

$
(33,822
)Foreign currency translation adjustment


(208
)


14,232



4,843



18,462Comprehensive loss

$
(65,976
)

$
(10,815
)

$
(65,351
)

$
(15,360
)   NOTE 5 
    LONG-TERM DEBT
    June 30,


December 31,2008


2007Secured revolving facility with the International Finance
    Corporation

$
30,000


$
30,000Convertible senior notes


86,250



86,250116,250



116,250Less: current portion






$
116,250


$
116,250   CONVERTIBLE
    SENIOR NOTES DUE OCTOBER 1, 2025
         9




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Form 10-Q
  Form 10-Q Form 10-Q Form 10-K
  SECURED
    REVOLVING FACILITY WITH THE INTERNATIONAL FINANCE
    CORPORATION
       10




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
               NOTE 6 
    ASSET RETIREMENT OBLIGATIONS
  Accounting for Asset Retirement
    Obligations
 11




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six Months


Year EndedEnded June 30,


December 31,2008


2007Asset retirement obligation January 1

$
7,339


$
4,519Asset retirement accretion expense


253



462Foreign currency exchange loss


551



394Change in estimates






1,964Property additions


230



Property dispositions


(114
)


Asset retirement obligation at the end of the period

$
8,259


$
7,339   NOTE 7 
    GEOGRAPHIC OPERATING SEGMENT INFORMATION
    Disclosure about Segments of an
    Enterprise and Related Information
  Three Months Ended June 30, 2008United States


France


Turkey


Romania


Hungary


TotalRevenues

$
16


$
10,971


$
8,163


$
714


$



$
19,864Costs and expenses


10,505



4,197



67,102



1,633



171



83,608Operating income (loss)

$
(10,489
)

$
6,774


$
(58,939
)

$
(919
)

$
(171
)

$
(63,744
)Three Months Ended June 30,
    2007(1)Revenues

$
12


$
6,180


$
2,601


$
1,169


$



$
9,962Costs and expenses


(786
)


6,851



4,524



8,024



1,556



20,169Operating income (loss)

$
798


$
(671
)

$
(1,923
)

$
(6,855
)

$
(1,556
)

$
(10,207
)Six Months Ended June 30,
    2008Revenues

$
25


$
19,812


$
12,630


$
1,378


$



$
33,845Costs and expenses


14,679



7,739



73,828



3,141



649



100,036Operating income (loss)

$
(14,654
)

$
12,073


$
(61,198
)

$
(1,763
)

$
(649
)

$
(66,191
)Six Months Ended June 30,
    2007(2)Revenues

$
17


$
11,310


$
3,411


$
2,045


$



$
16,783Costs and expenses


5,047



11,190



5,661



14,454



4,566



40,918Operating income (loss)

$
(5,030
)

$
120


$
(2,250
)

$
(12,409
)

$
(4,566
)

$
(24,135
)Total Assets(3)June 30, 2008

$
286,412


$
102,511


$
(30,772
)

$
(30,592
)

$
4,593


$
332,152December 31, 2007

$
298,949


$
83,683


$
31,417


$
(29,271
)

$
693


$
385,471  12




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    (1)
    
    For the three months ended June 30, 2007, we recorded dry
    hole expense of $9.1 million, which included one dry hole
    in France of $2.7, one dry hole in Romania of $4.4 million
    and a revision to the prior quarter dry hole expense
    $2.0 million.(2)
    
    For the six months ended June 30, 2007, we recorded dry
    hole expense of $17.1 million, which included two dry holes
    in France of $3.7 million, three dry holes in Romania
    totaling $10 million and two dry holes in Hungary totaling
    $3.4 million.(3)
    
    Each segments total assets reflect the effect of
    intersegment eliminations of $62,360 for the periods ending
    June 30, 2008 and December 31, 2007.  NOTE 8 
    INCOME TAXES
    Accounting for
    Uncertainty in Income Taxes
      NOTE 9 
    CAPITAL
  30-day
 13




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    EITF Issue
    No. 00-19-2,
    Accounting for Registration Payment Arrangements. FAS No. 5, Accounting for Contingencies
    and FASB Interpretation No. 14, Reasonable Estimation
    of the Amount of a Loss.
    NOTE 10 
    CAPITALIZED INTEREST
    NOTE 11 
    COMMITMENTS AND CONTINGENCIES
  Black Sea Incidents.
 14




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    David M. Brewer.
      NOTE 12 
    DISCONTINUED OPERATIONS
   15




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Three Months Ended


Six Months EndedJune 30,


June 30,2008


2007


2008


2007Revenue:Oil and natural gas sales

$



$
1,689


$



$
3,019Operating costs and expenses:Lease operating expense


21



593



36



1,128Exploration expense






30







88Depreciation, depletion and amortization






304







551Dry hole expense






23







172General and administrative expense






126







299Gain on sale of properties and other assets






82







(620
)Total operating costs and expenses


21



1,158



36



1,618Operating income (loss)


(21
)


531



(36
)


1,401Income tax provision






172







491Income (loss) from discontinued operations

$
(21
)

$
359


$
(36
)

$
910   NOTE 13 
    DERIVATIVES
    Type

Period

Barrels


Floor


Ceiling


LossCollar

January 1  March 31, 2008


48,000


$
84.75


$
92.75


$
19Collar

April 1  June 30, 2008


48,000


$
92.25


$
100.25



2,239Collar

July 1  September 30, 2008


48,000


$
91.75


$
99.75



1,953$
4,211   NOTE 14 
    FAIR VALUE MEASUREMENTS
  Fair Value
    Measurements, No. 157-2,
 16




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Level 1
    
    Unadjusted quoted prices in active markets that are accessible
    at the measurement date for identical, unrestricted assets or
    liabilities. We consider active markets as those in which
    transactions for the assets or liabilities occur in sufficient
    frequency and volume to provide pricing information on an
    ongoing basis.Level 2
    
    Quoted prices in markets that are not active, or inputs which
    are observable, either directly or indirectly, for substantially
    the full term of the asset or liability. This category includes
    those derivative instruments that we value using observable
    market data. Substantially all of these inputs are observable in
    the marketplace throughout the full term of the derivative
    instrument, can be derived from observable data, or supported by
    observable levels at which transactions are executed in the
    marketplace. Instruments in this category include non-exchange
    traded derivatives such as over-the-counter commodity price
    swaps, investments and interest rate swaps.Level 3
    
    Measured based on prices or valuation models that require inputs
    that are both significant to the fair value measurement and less
    observable from objective sources (i.e., supported by little or
    no market activity). Our valuation models are primarily
    industry-standard models that consider various inputs including:
    (a) quoted forward prices for commodities, (b) time
    value, (c) volatility factors and (d) current market
    and contractual prices for the underlying instruments, as well
    as other relevant economic measures. Level 3 instruments
    primarily include derivative instruments, such as basis swaps,
    commodity price collars and floors, as well as investments.
    Although we utilize third party broker quotes to assess the
    reasonableness of our prices and valuation techniques, we do not
    have sufficient corroborating market evidence to support
    classifying these assets and liabilities as Level 2.    Fair Value Measurements (in thousands)as of June 30, 2008 UsingDescription

Level 1


Level 2


Level 3


TotalAssets (Liabilities):Oil and gas derivatives

$



$
(1,953
)

$



$
(1,953
)Total

$



$
(1,953
)

$



$
(1,953
)   NOTE 15 
    IMPAIRMENT OF ASSETS
  field-by-field
 17




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      NOTE 16 
    SUBSEQUENT EVENTS
   18




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##### Table of Contents



ITEM 2 
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Form 10-Q, Form 10-K
  DISCLOSURES
    REGARDING FORWARD-LOOKING STATEMENTS
    EXECUTIVE
    OVERVIEW
        
    Revenues for the six months ended June 30, 2008 were
    $33.8 million, a 101% increase over 2007 revenues of
    $16.8 million;
    Oil and natural gas production for the first six months of 2008
    was 420 MBOE versus production of 330 MBOE for the
    comparable period in 2007. Our average realized oil price per
    barrel for 2008 was $104.12, a 82% increase over the average
    realized oil price per barrel of $57.35 in 2007. The average
    realized gas price in 2008 was $9.11 per Mcf, 56% greater than
    the average realized gas price of $5.83 per Mcf in 2007;
    Loss available to common shares for 2008 was $70.2 million,
    or a loss of $3.56 per share, compared with loss available to
    common shares of $33.9 million, or $1.93 per share, in
    2007. Operating loss for 2008 was $66.2 million, compared
    with an operating loss of $24.1 million in 2007;
    At June 30, 2008, we recorded an impairment charge in
    Turkey totaling $53.5 million. The impairment charge is a
    result of a decline in the fair market value of the
    Companys interest in South Akcakoca Sub-Basin assets. The
    fair market value has been determined based on us entering into
    a Letter our Intent to sell a 26.75% interest in the South
    Akcakoca Sub-Basin properties for $80.3 million. This sale
    price indicates that the fair value of our 36.75% working
    interest is $103.8 million; and 19




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##### Table of Contents




    At June 30, 2008, we recorded an impairment charge of
    $2.0 million on our undeveloped leasehold in Trinidad,
    which is recorded in the reportable operations of the United
    States. This impairment charge is due to managements
    decision to exit Trinidad and discontinue our association with
    our registered agent in the country.  LIQUIDITY
    AND CAPITAL RESOURCES
    Liquidity
         20




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##### Table of Contents



Secured
    Revolving Facility
       21




---



##### Table of Contents



Series A-1
    5%
    Convertible Senior Notes Due 2025
     22




---



##### Table of Contents



Form 10-Q
  Form 10-Q Form 10-Q Form 10-K
  Rule 10b-18
  Dividend
    and Interest Requirements
   23




---



##### Table of Contents



Contractual
    Obligations
    Less Than


One to


Four to


More ThanTotal


One Year


Three Years


Five Years


Five YearsLong-term debt

$
116,250


$



$



$



$
116,250Lease commitments


3,773



676



1,154



1,176



767Total contractual obligations

$
120,023


$
676


$
1,154


$
1,176


$
117,017         CRITICAL
    ACCOUNTING POLICIES
  Form 10-K
  Successful
    Efforts Method of Accounting
     24




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##### Table of Contents



Reserve
    Estimates
      Impairment
    of Oil and Natural Gas Properties
   25




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##### Table of Contents



Future
    Development and Abandonment Costs
  Accounting for Asset
    Retirement Obligations
    Income
    Taxes
      Derivatives
  Derivative
    Instruments and Hedging Activities,
 26




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##### Table of Contents



Foreign
    Currency Translation
      RESULTS
    OF OPERATIONS
  COMPARISON
    OF THE THREE MONTHS ENDED JUNE 30, 2008 AND 2007
    For the Three




For the ThreeMonths Ended




Months EndedJune 30,




June 30,2008


2007




2008


2007Production:







Average Price:Oil (MBbls):









Oil ($/Bbl):France


94



95


France

$
116.78


$
64.87Turkey


14



17


Turkey


114.81



55.91Romania


1



3


Romania


78.15



65.75Total


109



115


Total

$
116.25


$
63.57Gas (MMcf):









Gas ($/Mcf):France









France

$



$
Turkey


656



203


Turkey


9.96



8.17Romania


116



201


Romania


5.65



4.95Total


772



404


Total

$
9.32


$
6.57MBOE:









$/BOE:France


94



95


France

$
116.78


$
64.87Turkey


123



51


Turkey


66.04



51.31Romania


20



36


Romania


35.56



32.33Total


237



182


Total

$
83.52


$
54.63   Revenue
  Oil and
    natural gas sales
   27




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##### Table of Contents



Costs
    and expenses
  Lease
    operating
    Exploration
    expense
    Depreciation,
    depletion and amortization
    Dry hole
    expense
    General
    and administrative
    Stock
    compensation expense
   28




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##### Table of Contents



Cost
    incurred in relation to the resignation of former officers of
    the Company
      Impairment
    of investments
    Impairment
    of oil and gas properties
        Gain/loss
    on oil and gas derivative contracts
    Type

Period

Barrels


Floor


Ceiling


LossCollar

April 1  June 30, 2008


48,000


$
92.25


$
100.25


$
1,994Collar

July 1  September 30, 2008


48,000


$
91.75


$
99.75



1,677$
3,671     Gain/loss
    on the sale of properties and other assets
   29




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##### Table of Contents



Foreign
    currency exchange gain/ loss
    Interest
    and other income
    Interest
    expense, net of interest capitalized
    Discontinued
    operations
    Three Months Ended June 30,2008


2007Revenue:Oil and natural gas sales

$



$
1,689Operating costs and expenses:Lease operating expense


21



593Exploration expense






30Depreciation, depletion and amortization






304Dry hole expense






23General and administrative expense






126Gain on sale of properties and other assets






82Total operating costs and expenses


21



1,158Operating income (loss)


(21
)


531Income tax provision






172Income (loss) from discontinued operations

$
(21
)

$
359  30




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##### Table of Contents



Other
    comprehensive income
    RESULTS
    OF OPERATIONS
  COMPARISON
    OF THE SIX MONTHS ENDED JUNE 30, 2008 AND 2007
    For the Six




For the SixMonths Ended




Months EndedJune 30,




June 30,2008


2007




2008


2007Production:







Average Price:Oil (MBbls):









Oil ($/Bbl):France


189



194


France

$
104.78


$
58.32Turkey


28



34


Turkey


102.05



51.85Romania


2



6


Romania


66.87



57.07Total


219



234


Total

$
104.12


$
57.35Gas (MMcf):









Gas ($/Mcf):France









France

$



$
Turkey


976



203


Turkey


9.98



8.17Romania


231



375


Romania


5.46



4.57Total


1207



578


Total

$
9.11


$
5.83MBOE:









$/BOE:France


189



194


France

$
104.78


$
58.32Turkey


191



68


Turkey


66.09



50.43Romania


40



68


Romania


34.27



29.94Total


420



330


Total

$
80.45


$
50.82   Revenue
  Oil and
    natural gas sales
     31




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##### Table of Contents



Costs
    and expenses
  Lease
    operating
    Exploration
    expense
    Depreciation,
    depletion and amortization
    Dry hole
    expense
    General
    and administrative
    Stock
    compensation expense
    Cost
    incurred in relation to the resignation of former officers of
    the Company
   32




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##### Table of Contents



Impairment
    of investments
    Impairment
    of oil and gas properties
        Gain/loss
    on oil and gas derivative contracts
    Type

Period

Barrels


Floor


Ceiling


LossCollar

January 1  March 31, 2008


48,000


$
84.75


$
92.75


$
19Collar

April 1  June 30, 2008


48,000


$
92.25


$
100.25



2,239Collar

July 1  September 30, 2008


48,000


$
91.75


$
99.75



1,953$
4,211     Gain/loss
    on the sale of properties and other assets
   33




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##### Table of Contents



Foreign
    currency exchange gain/loss
    Interest
    and other income
    Interest
    expense, net of capitalization
    Discontinued
    operations
    Six Months Ended June 30,2008


2007Revenue:Oil and natural gas sales

$



$
3,019Operating costs and expenses:Lease operating expense


36



1,128Exploration expense






88Depreciation, depletion and amortization






551Dry hole expense






172General and administrative expense






299Gain on sale of properties and other assets






(620
)Total operating costs and expenses


36



1,618Operating income (loss)


(36
)


1,401Income tax provision






491Income (loss) from discontinued operations

$
(36
)

$
910   Other
    comprehensive income
   34




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##### Table of Contents



June 30,2008


2007Euro

$
1.5764


$
1.3505New Turkish Lira

$
0.8158


$
0.7612Romanian Lei

$
0.4326


$
0.4327Hungarian Forint

$
0.0066


$
0.0055   Off-balance
    sheet arrangements
    ITEM 3.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  Form 10-K.
  ITEM 4.
    CONTROLS
    AND PROCEDURES  Evaluation
    of Disclosure Controls and Procedures
  Rules 13a-15(e) 15d-15(e)
    Changes
    in Internal Control over Financial Reporting
   35




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##### Table of Contents



PART II.
    OTHER INFORMATION  ITEM 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF SECURITY HOLDERS      Nominee

Votes For


Votes WithheldAlan D. Bell


13,910,520



1,894,628David M. Brewer(1)


9,347,749



6,457,399Peter L. Falb


10,067,957



5,737,191Nigel J. Lovett


13,560,903



2,244,245John Mark McLaughlin


13,417,715



2,387,433Nicholas Rostow


11,537,144



4,268,004Herbert C. Williamson III


14,699,985



1,105,163     (1)
    
    Resigned from the Board of Directors on June 13, 2008.    Votes For

Votes Against

Votes Abstaining

Broker Non-Votes8,335,357

4,191,548

254,074

3,024,169     Votes For

Votes Against

Votes Abstaining15,566,904

191,933

46,310  36




---



##### Table of Contents



ITEM 6.
    EXHIBITS  ExhibitNumber

Description

Incorporation by Reference4.1

Warrant No. 39, issued by Toreador Resources Corporation to Rich
    Brand amending and replacing Warrant No. 30.

Incorporated by reference from Exhibit 4.1 to Toreador Resources
    Corporation Form 10-Q for the quarter ended March 31, 2008.4.2

Warrant No. 40, issued by Toreador Resources Corporation to
    Dianne Brand.

Incorporated by reference from Exhibit 4.2 to Toreador Resources
    Corporation Form 10-Q for the quarter ended March 31, 2008.10.1

Waiver Letter dated May 7, 2008 by International Finance
    Corporation in favor of Toreador Resources Corporation, Toreador
    Turkey Ltd., Toreador Romania Ltd., Madison Oil France SAS,
    Toreador Energy France S.C.S., and Toreador International
    Holding Limited Liability Company.

Incorporated by reference from Exhibit 10.1 to Toreador
    Resources Corporation Form 10-Q for the quarter ended March 31,
    2008.10.2

Form of Outside Director Stock Award Agreement (2008)

Filed Herewith10.3

Nigel Lovett Nonqualified Stock Option Agreement dated May 15,
    2008.

Filed Herewith10.4

Nigel Lovett Incentive Stock Option Agreement dated May 15, 2008

Filed Herewith10.5

Nigel Lovett Restricted Stock Agreement dated May 15, 2008

Filed Herewith10.6

Amendment No. 3 to Toreador Resources Corporation 2005 Long-Term
    Incentive Plan.

Incorporated by reference from Exhibit 4.7 to the Registration
    Statement on Form S-8 (333-150930) filed with the Securities and
    Exchange Commission on May 15, 2008.10.7

Separation Agreement and Release dated June 27, 2008 by and
    between Toreador Resources Corporation and Michael J. FitzGerald.

Incorporated by reference from Exhibit 10.1 to Toreador
    Resources Corporation Current Report on Form 8-K filed on June
    30, 2008.10.8

Separation Agreement and Release dated June 27, 2008 by and
    between Toreador Resources Corporation and Edward Ramirez.

Incorporated by reference from Exhibit 10.2 to Toreador
    Resources Corporation Current Report on Form 8-K filed on June
    30, 2008.10.9

First Amendment dated July 3, 2008 to the Separation Agreement
    and Release between Edward Ramirez and Toreador Resources
    Corporation dated June 27, 2008.

Filed Herewith31.1

Certification of Chief Executive Officer pursuant to
    18 U.S.C. Section 1350, as adopted pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002

Filed Herewith31.2

Certification of Senior Vice President  Finance
    & Accounting and Chief Accounting Officer pursuant to
    18 U.S.C. Section 1350, as adopted pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002

Filed Herewith32.1

Certification of Chief Executive Officer and Senior Vice
    President  Finance & Accounting and Chief
    Accounting Officer pursuant to 18 U.S.C. Section 1350, as
    adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Filed Herewith  37




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##### Table of Contents



SIGNATURES  Form 10-Q
  TOREADOR RESOURCES CORPORATION,
    RegistrantAugust 11, 2008

/s/  Nigel
    J. LovettNigel
    J. Lovett
    President and Chief Executive OfficerAugust 11, 2008

/s/  Charles
    J. CampiseCharles
    J. Campise
    Senior Vice President  Finance & Accounting and
    Chief Accounting Officer  38