##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, 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, 2007o

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)    4809 Cole Avenue, Suite 108
 Dallas, Texas 75205
 (Address of principal executive
    office)
   Registrants telephone number, including area code:
 (214) 559-3933
   þ o
  Rule 12b-2
 o þ o
  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, 2007 and
    December 31, 2006


1Consolidated
    Statements of Operations  for the three months ended
    June 30, 2007 and 2006


2Consolidated
    Statements of Operations  for the six months ended
    June 30, 2007 and 2006


3Consolidated
    Statements of Changes in Stockholders Equity 
    June 30, 2007


4Consolidated
    Statements of Cash Flows  for the six months ended
    June 30, 2007 and 2006


5Notes to
    Consolidated Financial Statements


6Item 2.


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


18Item 3.


Quantitative and
    Qualitative Disclosures About Market Risk


32Item 4.


Controls and
    Procedures


32PART II.
    OTHER INFORMATIONItem. 2.


Unregistered Sales
    of Equity Securities and Use of Proceeds


33Item. 4.


Submission of
    Matters to a Vote of Security Holders


33Item 6.


Exhibits


34SIGNATURES


36Certification of Chief Executive Officer Pursuant to Section 302Certification of Vice President - Finance & Accounting and Chief Pursuant to Section 302Certification of Chief Executive Officer and Vice President Pursuant to Section 906




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED
    BALANCE SHEETS
  June 30,


December 31,2007


2006(In thousands, except share and per share data)
    (Unaudited)ASSETSCurrent assets:Cash and cash equivalents

$
18,682


$
12,664Restricted cash






12,734Accounts receivable


28,962



9,547Income taxes receivable


236



1,260Other


1,534



8,445Oil and gas properties held for
    resale


10,507



9,916Total current assets


59,921



54,566Oil and natural gas properties,
    net, using successful efforts method of accounting


269,905



241,099Investments in unconsolidated
    entities






2,659Investments


500



Restricted cash


7,968



7,770Goodwill


4,698



4,551Other assets


6,774



6,559$
349,766


$
317,204LIABILITIES AND
    STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable and accrued
    liabilities

$
25,799


$
33,827Current portion of long-term debt






5,000Fair value of oil and gas
    derivatives


390



Asset retirement obligations, oil
    and gas properties held for sale


609



606Income taxes payable






745Total current liabilities


26,798



40,178Long-term accrued liabilities


1,166



394Fair value of oil and gas
    derivatives


191



Long-term debt, net of current
    portion


35,000



21,550Long-term asset retirement
    obligations


4,784



4,519Deferred income tax liabilities


12,112



17,162Convertible senior notes


86,250



86,250Total liabilities


166,301



170,053Commitments and contingenciesStockholders equity:Preferred stock,
    Series A-1,
    $1.00 par value, 4,000,000 shares authorized;
    liquidation preference of $1,800; 72,000 shares issued


72



72Common stock, $0.15625 par
    value, 30,000,000 shares authorized; 20,107,153 and
    16,655,511 shares issued


3,142



2,602Additional paid-in capital


162,968



111,708Retained earnings (deficit)


(1,968
)


31,980Accumulated other comprehensive
    income


21,785



3,323Treasury stock at cost,
    721,027 shares


(2,534
)


(2,534
)Total stockholders equity


183,465



147,151$
349,766


$
317,204    1




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  Three Months EndedJune 30,2007


2006(In thousands, except per share data) (Unaudited)Oil and natural gas sales

$
9,962


$
8,446Operating costs and expenses:Lease operating


3,057



2,126Exploration expense


2,685



1,094Depreciation, depletion and
    amortization


5,358



1,069Dry hole expense


9,097



General and administrative


2,950



2,264Loss on oil and gas derivative
    contracts


606



(Gain) loss on sale of properties
    and other assets


(3,584
)


22Total operating costs and expenses


20,169



6,575Operating income (loss)


(10,207
)


1,871Other income (expense):Equity in earnings of
    unconsolidated investments






96Foreign currency exchange loss


(16,759
)


(1,137
)Interest and other income


69



617Interest expense, net of
    interested capitalized


(313
)


Total other expense


(17,003
)


(424
)Income (loss) before taxes


(27,210
)


1,447Income tax provision (benefit)


(1,804
)


573Income (loss) from continuing
    operations


(25,406
)


874Income from discontinued operations


359



699Net income (loss)


(25,047
)


1,573Preferred dividends


(40
)


(41
)Income (loss) available to common
    shares

$
(25,087
)

$
1,532Basic income available to common
    shares per share:From continuing operations

$
(1.34
)

$
0.05From discontinued operations


0.02



0.05$
(1.32
)

$
0.10Diluted income available to common
    shares per share:From continuing operations

$
(1.34
)

$
0.05From discontinued operations


0.02



0.04$
(1.32
)

$
0.09Weighted average shares
    outstanding:Basic


18,993



15,492Diluted


18,993



16,598    2




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  Six Months EndedJune 30,2007


2006(In thousands, except per share data) (Unaudited)Oil and natural gas sales

$
16,783


$
16,591Operating costs and expenses:Lease operating


5,394



4,015Exploration expense


4,733



2,139Depreciation, depletion and
    amortization


7,427



2,177Dry hole expense


17,107



General and administrative


9,235



4,614Loss on oil and gas derivative
    contracts


606



Gain on sale of properties and
    other assets


(3,584
)


(449
)Total operating costs and expenses


40,918



12,496Operating income (loss)


(24,135
)


4,095Other income (expense):Equity in earnings of
    unconsolidated investments


22



192Foreign currency exchange loss


(15,771
)


(873
)Interest and other income


582



1,515Interest expense, net of
    interested capitalized


(909
)


(249
)Total other income (expense)


(16,076
)


585Income (loss) before taxes


(40,211
)


4,680Income tax provision (benefit)


(5,479
)


1,111Income (loss) from continuing
    operations


(34,732
)


3,569Income from discontinued operations


910



1,152Net income (loss)


(33,822
)


4,721Preferred dividends


(81
)


(82
)Income (loss) available to common
    shares

$
(33,903
)

$
4,639Basic income available to common
    shares per share:From continuing operations

$
(1.98
)

$
0.23From discontinued operations


0.05



0.07$
(1.93
)

$
0.30Diluted income available to common
    shares per shareFrom continuing operations

$
(1.98
)

$
0.21From discontinued operations


0.05



0.07$
(1.93
)

$
0.28Weighted average shares
    outstanding:Basic


17,545



15,413Diluted


17,545



16,634    3




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS
    EQUITY
  AccumulatedPreferred


Preferred


Common


Common


Additional


Retained


Other


Treasury


TotalStock


Stock


Stock


Stock


Paid-in


Earnings/


Comprehensive


Stock


Stockholders(Shares)


($)


(Shares)


($)


Capital


(Deficit)


Income (Loss)


($)


Equity(In thousands)Balance at December 31, 2006


72


$
72



16,656


$
2,602


$
111,708


$
31,980


$
3,323


$
(2,534
)

$
147,151Cash payment of preferred dividends






















(81
)










(81
)Exercise of stock options










294



46



1,431















1,477Issuance of common stock










3,037



476



49,937















50,413Issuance of restricted stock










121



18



(18
)










Adoption FIN 48






















(45
)










(45
)Amortization of deferred stock
    compensation


















2,756















2,756Payment of equity issuance costs


















(2,846
)














(2,828
)Net loss






















(33,822
)










(33,822
)Foreign currency translation
    adjustments


























18,462







18,462Balance at June 30, 2007


72


$
72



20,108


$
3,142


$
162,968


$
(1,968
)

$
21,785


$
(2,534
)

$
183,465    4




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  CONSOLIDATED STATEMENTS OF CASH FLOWS
  Six Months EndedJune 30,2007


2006(In thousands) (Unaudited)Cash flows from operating
    activities:Net income (loss)

$
(33,822
)

$
4,721Adjustments to reconcile net income
    (loss) to net cash provided by (used in) operating activities:Depreciation and amortization


7,978



2,579Gain on sale of oil and gas
    properties and other assets


(4,204
)


(651
)Loss on unrealized futures contracts


581



Equity in earnings of
    unconsolidated investments


(22
)


(192
)Stock based compensation


2,756



1,138Realized gains on foreign currency
    derivative transactions






873Dry hole expense


17,279



92Deferred income taxes benefit


(5,033
)


(467
)(Increase) decrease in accounts
    receivable


(18,650
)


1,985Decrease in other current assets


6,947



2,829Increase in other assets


(197
)


Decrease in accounts payable and
    accrued liabilities


(658
)


(398
)Increase (decrease) in income taxes
    payable


(412
)


584Net cash provided by (used in)
    operating activities


(27,457
)


13,093Cash flows from investing
    activities:Expenditures for property and
    equipment


(57,632
)


(47,453
)Restricted cash


12,734



Short-term investments






40,000Proceeds from sale of oil and gas
    properties and other assets


6,999



1,549Distributions from unconsolidated
    subsidiaries


60



Purchase of long term investments


(500
)


Investments in unconsolidated
    subsidiaries






(65
)Net cash used in investing
    activities


(38,339
)


(5,969
)Cash flows from financing
    activities:Borrowings from long-term debt


25,000



Repayments of long-term debt


(16,550
)


(5,000
)Payment of equity issue cost


(2,848
)


Proceeds from issuance of common
    stock


50,413



Payment of preferred dividends


(81
)


(82
)Tax benefit of stock option
    exercises






1,210Exercise of stock options


1,477



969Net cash provided by (used in)
    financing activities


57,411



(2,903
)Net increase (decrease) in cash and
    cash equivalents


(8,385
)


4,221Effects of foreign currency
    translation on cash and cash equivalents


14,403



(6,088
)Cash and cash equivalents,
    beginning of period


12,664



53,113Cash and cash equivalents, end of
    period

$
18,682


$
51,246Supplemental disclosures:Cash paid during the period for
    interest, net of interest capitalized

$



$
Cash paid during the period for
    income taxes

$
1,700


$
360    5




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 (UNAUDITED)
  NOTE 1 
    BASIS OF
    PRESENTATION  Form 10-K/A
    New
    Accounting Pronouncements
  Accounting for
    Uncertainty in Income Taxes  An Interpretation of
    FASB Statement No. 109,
  No. 00-19-2, Accounting for Registration Payment Arrangements
  Fair Value Measurement
  The
    Fair Value Option for Financial Assets and Financial
    Liabilities  Including an Amendment of FASB Statement
    115.
 6




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    06-11 ,
    Accounting for Income Tax Benefits of Dividends on
    Share-Based Payment Awards. 06-11 06-11will
  NOTE 2 
    CONCENTRATION
    OF CREDIT RISK AND ACCOUNTS RECEIVABLE        June 30,


December 31,2007


2006Accrued oil and natural gas sales
    receivables

$
6,361


$
3,597Joint interest receivables


14,425



612Trade receivables


3,549



3,394Other accounts receivable


4,627



1,944$
28,962


$
9,547  7




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  NOTE 3 
    EARNINGS
    (LOSS) PER COMMON SHARE    Three Months Ended June 30,2007


2006Basic earnings (loss) per share:Numerator:Income (loss) from continuing
    operations, net of income tax

$
(25,406
)

$
874Less: dividends on preferred shares


40



41Net income (loss) from continuing
    operations


(25,446
)


833Income from discontinued
    operations, net of income tax


359



699Income (loss) available to common
    shareholders

$
(25,087
)

$
1,532Denominator:Common shares outstanding


18,993



15,492Basic earnings available to common
    shareholders per share from:Continuing operations

$
(1.34
)

$
0.05Discontinued operations


0.02



0.05$
(1.32
)

$
0.10Diluted earnings (loss) per share:Numerator:Income (loss) from continuing
    operations, net of income tax

$
(25,406
)

$
874Less: dividends on preferred
    shares, if antidilutive


40



Net income (loss) from continuing
    operations


(25,446
)


874Income from discontinued
    operations, net of income tax


359



699Income (loss) available to common
    shareholders

$
(25,087
)

$
1,573Denominator:Weighted average common shares
    outstanding


18,993



15,492Common stock options and warrants



(1)


598Conversion of preferred shares



(1)


450Conversion of 5.0% notes
    payable



(2)



(2)Restricted stock



(1)


58Diluted shares outstanding


18,993



16,598Diluted earnings available to
    common shareholders per share from:Continuing operations

$
(1.34
)

$
0.05Discontinued operations


0.02



0.04$
(1.32
)

$
0.09     (1)
    
    Conversion of these securities would result in the issuance of
    588,105 shares of common stock that are antidilutive;
    therefore, there are no dilutive shares.(2)
    
    Conversion of these securities would result in the issuance of
    2,014,716 common shares that are antidulitive. The 5% notes
    payable were issued September 27, 2005 and
    September 30, 2005.  8




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Six Months Ended June 30,2007


2006Basic earnings (loss) per share:Numerator:Income (loss) from continuing
    operations, net of income tax

$
(34,732
)

$
3,569Less: dividends on preferred shares


81



82Net income (loss) from continuing
    operations


(34,813
)


3,487Income from discontinued
    operations, net of income tax


910



1,152Income (loss) available to common
    shareholders

$
(33,903
)

$
4,639Denominator:Common shares outstanding


17,545



15,413Basic earnings available to common
    shareholders per share from:Continuing operations

$
(1.98
)

$
0.23Discontinued operations


0.05



0.07$
(1.93
)

$
0.30Diluted earnings (loss) per share:Numerator:Income (loss) from continuing
    operations, net of income tax

$
(34,732
)

$
3,569Plus: interest on convertible debt



(3)


6Less: dividends on preferred
    shares, if antidilutive


81



Net income (loss) from continuing
    operations


(34,813
)


3,575Income from discontinued
    operations, net of income tax


910



1,152Income (loss) available to common
    shareholders

$
(33,903
)

$
4,727Denominator:Weighted average common shares
    outstanding


17,545



15,413Common stock options and warrants



(1)


661Conversion of preferred shares



(1)


450Conversion of 5.0% notes
    payable



(2)



(2)Restricted stock



(1)


57Conversion of debenture



(3)


53Diluted shares outstanding


17,545



16,634Diluted earnings available to
    common shareholders per share from:Continuing operations

$
(1.98
)

$
0.21Discontinued operations


0.05



0.07$
(1.93
)

$
0.28     (1)
    
    Conversion of these securities would result in the issuance of
    656,375 shares of common stock that are antidilutive;
    therefore, there are no dilutive shares.(2)
    
    Conversion of these securities would result in the issuance of
    2,014,716 common shares that are antidulitive. The 5% notes
    payable were issued September 27, 2005 and
    September 30, 2005.(3)
    
    The convertible debenture was converted to common stock in the
    first quarter of 2006. 9




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##### Table of Contents



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


Six Months EndedJune 30,


June 30,2007


2006


2007


2006Net income (loss)

$
(25,047
)

$
1,573


$
(33,822
)

$
4,721Foreign currency translation
    adjustment


14,233



(4,963
)


18,462



(5,088
)Comprehensive loss

$
(10,814
)

$
(3,390
)

$
(15,360
)

$
(367
)   NOTE 5 
    LONG-TERM
    DEBT    June 30,


December 31,2007


2006Revolving line of credit with
    Texas Capital Bank, N.A.

$



$
5,550Revolving line of credit with
    Natixis Banques Populaires






11,000Secured revolving facility with
    the International Finance Corporation


35,000



10,000Convertible senior notes


86,250



86,250121,250



112,800Less: current portion






(5,000
)$
121,250


$
107,800   CONVERTIBLE
    SENIOR NOTES DUE OCTOBER 1, 2025
       10




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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 Form S-1. Form 10-K Form S-1.
  SECURED
    REVOLVING FACILITY WITH THE INTERNATIONAL FINANCE
    CORPORATION
         11




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      REVOLVING
    LINE OF CREDIT WITH NATIXIS BANQUES POPULAIRES
    Form 10-Q Form 10-Q
  REVOLVING
    LINE OF CREDIT WITH TEXAS CAPITAL BANK, N.A.
    Form 10-Q
 12




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Form 10-Q
  NOTE 6 
    ASSET
    RETIREMENT OBLIGATIONS      2007


2006Asset retirement obligation
    January 1

$
5,125


$
3,630Asset retirement accretion expense


150



102Foreign currency exchange loss


33



204Property additions


101



11Property dispositions


(16
)


Asset retirement obligation at
    June 30

$
5,393


$
3,947  13




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  NOTE 7 
    GEOGRAPHIC
    OPERATING SEGMENT INFORMATION      Three Months Ended June 30, 2007(1)United States


France


Turkey


Romania


Hungary


TotalRevenues

$
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
) Three Months Ended June 30, 2006Revenues

$
6


$
7,441


$
999


$



$



$
8,446Costs and expenses


1,681



3,627



545



213



509



6,575Operating income (loss)

$
(1,675
)

$
3,814


$
454


$
(213
)

$
(509
)

$
1,871 Six Months Ended June 30, 2007(2)Revenues

$
17


$
11,310


$
3,411


$
2,045


$



$
16,783Costs and expenses


5,047



11,189



5,661



14,454



4,566



40,917Operating income (loss)

$
(5,030
)

$
121


$
(2,250
)

$
(12,409
)

$
(4,566
)

$
(24,134
) Six Months Ended June 30, 2006Revenues

$
11


$
14,730


$
1,850


$



$



$
16,591Costs and expenses


3,497



6,749



1,106



213



931



12,496Operating income (loss)

$
(3,486
)

$
7,981


$
744


$
(213
)

$
(931
)

$
4,095 Total Assets(3)June 30, 2007

$
36,588


$
92,427


$
183,864


$
20,953


$
15,934


$
349,766December 31, 2006

$
24,529


$
91,342


$
162,013


$
23,739


$
15,581


$
317,204     (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.  NOTE 8 
    INCOME
    TAXES   14




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##### Table of Contents



TOREADOR
    RESOURCES CORPORATION
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Accounting for
    Uncertainty in Income Taxes
      NOTE 9 
    COMMON
    STOCK  30-day
   15




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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      NOTE 12 
    DISCONTINUED
    OPERATIONS   16




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##### Table of Contents



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


Six Months EndedJune 30,


June 30,2007


2006


2007


2006Revenue:Oil and natural gas sales

$
1,607


$
1,857


$
3,019


$
3,481Operating costs and expenses:Lease operating expense


593



527



1,128



1,073Exploration expense


30



91



88



99Depreciation, depletion and
    amortization


304



218



551



412Dry hole expense


23







172



General and administrative expense


126



113



299



271Gain on sale of properties and
    other assets






(202
)


(620
)


(202
)Total operating costs and expenses


1,076



747



1,618



1,653Operating income


531



1,110



1,401



1,828Income tax provision


172



411



491



676Income from discontinued operations

$
359


$
699


$
910


$
1,152   NOTE 13 
    DERIVATIVES    NOTE 14 
    SALE OF
    INVESTMENTS IN UNCONSOLIDATED ENTITIES        NOTE 15 
    SUBSEQUENT
    EVENTS   17




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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/A
  DISCLOSURES
    REGARDING FORWARD-LOOKING STATEMENTS
    EXECUTIVE
    OVERVIEW
        
    Test flow rates from the Akcakoca  3 and 4 yielded
    rates of 38.5 MMCFD and 27.5 MMCFD, respectively;
    First gas sales from the Akkaya platform on May 21, 2007;
    Successful testing of the Alapli #1 well in South
    Akcakoca Sub-basin, offshore Turkey, which tested at a rate of
    7MMCFD;
    For the six months ended June 30, 2007, we drilled three
    dry holes in Romania, two in Hungary and two in France which
    resulted in an expense of $17.1 million and had a
    significant impact on income from operations and income
    available to common shares;
    For the six months ended June 30, 2007, we recorded a loss
    on foreign currency exchange of $15.8 million. This loss is
    primarily due to the weakening of the U.S. Dollar as
    compared to the Turkish Lira, Romanian Lei and the Hungarian
    Huf. In these countries the U.S. Dollar is the functional
    currency and foreign exchange translation gains and losses are
    charged to earnings;
    For the three months ended June 30, 2007 we recorded a
    $3.5 million gain on the sale of all our unconsolidated
    equity investments; EPSolutions, EnergyNet and Capstone.
    The Board of Directors authorized management to begin the
    process of selling the oil and gas properties in the United
    States. On August 2, 2007, we entered into a Purchase and
    Sale Agreement with RTF Realty, Inc., 18




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##### Table of Contents



to sell all the oil and natural gas properties in the United
    States for $19.1 million. The sale is subject to certain
    customary closing conditions and is expected to close on or
    before August 31, 2007 with an effective date of the sale
    of September 1, 2007. The sale is expected to result in a
    gain of approximately $9 million.  LIQUIDITY
    AND CAPITAL RESOURCES
    Liquidity
    30-day
     19




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Senior
    Debt
    Form 10-Q Form 10-Q
    Form 10-Q Form 10-Q
  New
    Secured Revolving Facility
         20




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##### Table of Contents



Series A-1
  5% Convertible
    Senior Notes Due 2025
        Form 10-Q
  Form 10-Q Form 10-Q
 21




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##### Table of Contents



Form 10-K Form S-1. Form 10-K Form S-1.
  Preferred
    Stock
  Series A-1 Series A-1 Series A-1 Series A-1
  Dividend
    and Interest Requirements
  Series A-1 Series A-1
  Series A-1
  Series A-1
  Contractual
    Obligations
    Less Than


One to


Four to


More ThanTotal


One Year


Three Years


Five Years


Five YearsLong-term debt

$
121,250


$



$



$



$
121,250Lease commitments


1,389



339



374



270



406Total contractual obligations

$
122,639


$
339


$
374


$
270


$
121,656     CRITICAL
    ACCOUNTING POLICIES
  Form 10-K/A
 22




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##### Table of Contents



Successful
    Efforts Method of Accounting
           23




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##### Table of Contents



Reserve
    Estimates
      Impairment
    of Oil and Natural Gas Properties
    Future
    Development and Abandonment Costs
   24




---



##### Table of Contents



Accounting for Asset
    Retirement Obligations
    Income
    Taxes
      Derivatives
  Derivative Instruments and Hedging
    Activities,
 25




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##### Table of Contents



RESULTS
    OF OPERATIONS
  COMPARISON
    OF THE THREE MONTHS ENDED JUNE 30, 2007 and 2006
    For
    the Three Months Ended June 30,
  Production:

2007


2006


Average Price:

2007


2006Oil (MBbls):









Oil ($/Bbl):France


95



112


France

$
64.87


$
66.39Turkey


17



17


Turkey


55.91



57.32Romania


3






Romania


65.75



Total


115



129


Total

$
63.57


$
65.17Gas (MMcf):









Gas ($/Mcf):France









France

$



$
Turkey


203






Turkey


8.17



Romania


201






Romania


4.95



Total


404






Total

$
6.57


$
MBOE:









$/ BOE:France


95



112


France

$
64.87


$
66.39Turkey


51



17


Turkey


51.31



57.32Romania


36






Romania


32.33



Total


182



129


Total

$
54.63


$
65.17   Revenue
  Oil and
    natural gas sales
      Costs
    and expenses
  Lease
    operating
    Exploration
    expense
   26




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##### Table of Contents



Depreciation,
    depletion and amortization
    Dry hole
    expense
    General
    and administrative
    Stock
    compensation expense
    Gain/loss
    on oil and gas derivative contracts
    Gain/loss
    on the sale of properties and other assets
    Foreign
    currency exchange loss
    Interest
    and other income
    Interest
    expense, net of interest capitalized
   27




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##### Table of Contents



Discontinued
    operations
    Three Months Ended June 30,2007


2006Revenue:Oil and natural gas sales

$
1,607


$
1,857Operating costs and expenses:Lease operating expense


593



527Exploration expense


30



91Depreciation, depletion and
    amortization


304



218Dry hole expense


23



General and administrative expense


126



113Gain on sale of properties and
    other assets






(202
)Total operating costs and expenses


1,076



747Operating income


531



1,110Income tax provision


172



411Income from discontinued operations

$
359


$
699  28




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##### Table of Contents



RESULTS
    OF OPERATIONS
  COMPARISON
    OF THE SIX MONTHS ENDED JUNE 30, 2007 and 2006
    For
    the Six Months Ended June 30,
  Production:

2007


2006


Average Price:

2007


2006Oil (MBbls):









Oil ($/Bbl):France


194



237


France

$
58.32


$
62.08Turkey


34



34


Turkey


51.85



54.55Romania


6






Romania


57.07



Total


234



271


Total

$
57.35


$
61.14Gas (MMcf):









Gas ($/Mcf):France









France

$



$
Turkey


203






Turkey


8.17



Romania


375






Romania


4.57



Total


578






Total

$
5.83


$
MBOE:









$/ BOE:France


194



237


France

$
58.32


$
62.08Turkey


68



34


Turkey


50.43



54.55Romania


68






Romania


29.94



Total


330



271


Total

$
50.82


$
61.14   Revenue
  Oil and
    natural gas sales
      Costs
    and expenses
  Lease
    operating
    Exploration
    expense
   29




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##### Table of Contents



Depreciation,
    depletion and amortization
    Dry hole
    expense
    General
    and administrative
    Stock
    compensation expense
    Cost
    incurred related to the resignation of former President and
    Chief Executive Officer
    Gain/loss
    on oil and gas derivative contracts
    Gain/loss
    on the sale of properties and other assets
   30




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##### Table of Contents



Foreign
    currency exchange loss
    Interest
    and other income
    Interest
    expense, net of capitalization
    Discontinued
    operations
    Six Months Ended June 30,2007


2006Revenue:Oil and natural gas sales

$
3,019


$
3,481Operating costs and expenses:Lease operating expense


1,128



1,073Exploration expense


88



99Depreciation, depletion and
    amortization


551



412Dry hole expense


172



General and administrative expense


299



271Gain on sale of properties and
    other assets


(620
)


(202
)Total operating costs and expenses


1,618



1,653Operating income


1,401



1,828Income tax provision


491



676Income from discontinued operations

$
910


$
1,152   Other
    comprehensive income
   31




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##### Table of Contents



June 30,2007


2006Euro

$
1.3505


$
1.2713New Turkish Lira

$
0.7612


$
0.6332Romanian Lei

$
0.4327


$
0.3547Hungarian Forint

$
0.0055


$
0.0050   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
      
    We did not maintain an effective control environment and our
    financial and accounting organization was not adequate to
    support our financial reporting requirements. The involvement of
    corporate personnel in the reporting of foreign transactions and
    operations was not sufficient to accurately capture and record
    such activity and we did not maintain a sufficient complement of
    personnel with an appropriate level of accounting knowledge,
    experience and training in the application of generally accepted
    accounting principles consistent with the level and complexity
    of our operations. We also did not have an adequate review and
    approval process for recorded journal entries and changes made
    to the general ledger. 32




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##### Table of Contents




    Our accounting and financial reporting systems and procedures
    were not sufficiently designed to ensure consistent and complete
    application of our accounting policies and to prepare financial
    statements in accordance with generally accepted accounting
    principles. This includes not only the sufficiency of our review
    of sensitive calculations, reconciliations and spreadsheets but
    also the preparation and processing of financial accounting
    information.  Changes
    in Internal Control over Financial Reporting
    
    We are providing additional training to our accounting staff and
    acquiring other accounting resources to improve our ability to
    report our financial statements in accordance with generally
    accepted accounting principles; and
    We are formally documenting our accounting policies and
    procedures. PART II.
    OTHER INFORMATION  ITEM 2.
    UNREGISTERED
    SALES OF EQUITY SECURITIES AND USE OF PROCEEDS  Form 8-K.
  ITEM 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF SECURITY HOLDERS      Nominee

Votes For


Votes WithheldAlan D. Bell


12,824,367



246,774David M. Brewer


12,612,081



458,560Herbert L. Brewer


12,538,276



532,865Peter L. Falb


12,732,343



338,798William I. Lee


11,104,372



1,966,769Nigel J. Lovett


12,791,780



279,361John Mark McLaughlin


12,684,573



386,568Nicholas Rostow


12,808,899



262,242H.R. Sanders, Jr.


11,109,176



1,961,965Herbert C. Williamson III


12,812,376



258,765     Votes For


Votes Against


Votes Abstaining12,933,777



85,428



51,936  33




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##### Table of Contents



ITEM 6 
    EXHIBITS  ExhibitNumber

Description

Incorporation by Reference2
.1

Agreement for Purchase and Sale
    among Toreador Resources Corporation, Toreador Exploration
    & Production Inc. and Toreador Acquisition Corporation, as
    Sellers, and RTF Realty Inc., as Buyer dated August 2, 2007.
    (Certain of the exhibits and schedules have been omitted from
    this filing.  An exhibit to the exhibit and schedules is
    contained in the Agreement for Purchase and Sale and the omitted
    exhibits and schedules are available to the Securities and
    Exchange Commission upon request.)

Previously filed as
    Exhibit 10.1 to Toreador Resources Corporation Current
    Report on
    Form 8-K
    filed on August 6, 2007, File
    No. 0-2517,
    and incorporated herein by reference.10
.1

Separation and Mutual Release
    Agreement by and between G. Thomas Graves III and Toreador
    Resources Corporation dated April 17, 2007.

Previously filed as Exhibit 10.1 to Toreador Resources Corporation Current Report on Form 8-K filed on April 20, 2007, File No. 0-2517, and incorporated herein by reference.10
.2

Form of Amendment to Form of 2005
    Outside Director Restricted Stock Agreement.

Previously filed as Exhibit 10.41 to Toreador Resources Corporation Registration Statement on Form S-1 (SEC No. 333-142731) on May 8, 2007 and incorporated herein by reference.10
.3

Increase in Salaries of Michael
    FitzGerald and Edward Ramirez effective May 1, 2007.

Previously filed as Exhibit 10.42 to Toreador Resources Corporation Registration Statement on Form S-1 (SEC No. 333-142731) on May 8, 2007 and incorporated herein by reference.10
.4

Summary Sheet: 2007 Charles J.
    Campise Annual Base Salary

Previously filed as Exhibit 10.1 to Toreador Resources Corporation Current Report on Form 8-K filed on June 18, 2007, File No. 0-2517, and incorporated herein by reference.10
.5

Employment Agreement of Michael
    FitzGerald dated March 14, 2007.

Previously filed as Exhibit 10.34 to Toreador Resources Corporation Registration Statement on Amendment No. 1 to Form S-1 (SEC No. 333-142731) on July 23, 2007 and incorporated herein by reference.10
.6

Employment Agreement of Douglas
    Weir dated March 14, 2007.

Previously filed as Exhibit 10.35 to Toreador Resources Corporation Registration Statement on Amendment No. 1 to Form S-1 (SEC No. 333-142731) on July 23, 2007 and incorporated herein by reference.10
.7

Form of 2007 Outside Director
    Restricted Stock Award Agreement.

Previously filed as Exhibit 10.56 to Toreador Resources Corporation Registration Statement on Amendment No. 1 to Form S-1 (SEC No. 333-142731) on July 23, 2007 and incorporated herein by reference. 34




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##### Table of Contents



ExhibitNumber

Description

Incorporation by Reference31
.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 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 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  35




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##### Table of Contents



SIGNATURES  Form 10-Q
    August 9, 2007

/s/  Nigel
    J. LovettNigel
    J. Lovett
    President and Chief Executive OfficerAugust 9, 2007

/s/  Charles
    J. CampiseCharles
    J. Campise
    Vice President  Finance & Accounting and
    Chief Accounting Officer  36