8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) May 18, 2011

Toreador Resources Corporation

(Exact name of Registrant as specified in its charter)

Delaware	001-34216	75-0991164
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS employer Identification No.)
c/o Toreador Holding SAS 5 rue Scribe Paris, France		75009
(Address of principal executive offices)		(Zip code)

+33 1 47 03 34 24

(Registrant’s telephone number including area code)

None

(Former name and former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

On May 18, 2011, Toreador Energy France S.C.S. (“TEF”), an indirect subsidiary of Toreador Resources Corporation (the “Company”), entered into an Amendment Agreement (the “Amendment”) with Hess Oil France S.A.S, a wholly owned subsidiary of Hess Corporation (“Hess”), amending that certain Investment Agreement, dated May 10, 2010, by and between TEF and Hess (the “Agreement”). The Amendment extends the “Phase 1 Completion Deadline,” as defined under the Agreement, by 18 months. The foregoing description is qualified in its entirety by the full text of the Amendment attached hereto as Exhibit 10.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Amendment Agreement to that certain Investment Agreement, dated May 10, 2010, by and between Toreador Energy France S.C.S. and Hess Oil France S.A.S.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

	TOREADOR RESOURCES CORPORATION
Date: May 23, 2011	By:	/s/ Craig M. McKenzie
		Craig M. McKenzie
		President and Chief Executive Officer

EXHIBIT INDEX

Exhibit No.	Description
10.1	Amendment Agreement to that certain Investment Agreement, dated May 10, 2010, by and between Toreador Energy France S.C.S. and Hess Oil France S.A.S.

EX-10.1

EXHIBIT 10.1

TOREADOR ENERGY FRANCE S.C.S.

And

HESS OIL FRANCE S.A.S

AMENDMENT AGREEMENT

TO THE

INVESTMENT AGREEMENT

This agreement (the “Amendment Agreement”) is made this 18^th day of May 2011

BETWEEN:

(1) TOREADOR ENERGY FRANCE S.C.S (“Toreador”), a company incorporated and existing under the laws of France, an indirect subsidiary of Toreador Resources Corporation, a Delaware corporation; and

(2) HESS OIL FRANCE S.A.S (“Hess”), a company incorporated and existing under the laws of France, a wholly owned subsidiary of Hess Corporation, a Delaware Corporation.

The companies named above and their respective successors and assignees (if any), may sometimes individually be referred to as “Party” and collectively as the “Parties”.

WHEREAS:

(A) The Parties entered into an investment agreement in relation to petroleum permits in the Paris Basin region on 10^th May 2010 (“Investment Agreement”);

(B) The Parties wish to extend the duration of the Phase 1 Completion Deadline under the Investment Agreement by modifying the “Phase 1 Completion Deadline” definition pursuant to the Clause 15.8 of the Investment Agreement;

(C) The Parties wish to set out such mutually agreed modifications in this Amendment Agreement.

NOW THEREFORE IT IS HEREBY AGREED AS FOLLOWS

1. Definitions and Interpretation

1.1 Terms defined in the Investment Agreement shall, unless otherwise stated, have the same meanings when used in this Amendment Agreement and the recitals hereto.

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2. Amendments to the Investment Agreement

With effect from the Effective Date, the Investment Agreement is hereby amended pursuant to the Clause 15.8 of the Investment Agreement as follow:

2.1 Amend Clause 1.1 of the Investment Agreement by:

2.1.1 revising the definition of Phase 1 Completion Deadline by changing “thirty (30)-month period” to “forty eight (48)-month period” so that it shall read as follow:

“Phase 1 Completion Deadline” shall mean the last day of the forty eight (48) -month period following the date on which Government Approval (or refusal, as the case maybe) for all the Wholly Owned Permits is obtained.”

3. Miscellaneous

3.1 Governing Law

The construction, validity and performance of this Amendment Agreement shall be governed by French law. The Parties agree that any dispute arising from or in connection to this Amendment Agreement shall be finally settled pursuant to the Dispute Resolution provisions set out in the Investment Agreement.

3.2 Agreement to remain in Full Force and Effect

The Investment Agreement shall, save as hereby amended, remain in full force and effect.

3.3 Effective Date and Duration

This Amendment Agreement shall take effect from the date first written above (the “Effective Date”) and shall terminate upon the date of termination of the Investment Agreement.

3.4 Counterpart Execution

2

This Amendment Agreement may be executed in any number of counterparts and by different Parties hereto on separate counterparts each of which when so executed shall be an original but all the counterparts shall together constitute one and the same instrument.

3

IN WITNESS WHEREOF this Amendment Agreement has been duly executed on behalf of the Parties the day and year first above written.

TOREADOR ENERGY FRANCE S.C.S.
By:	/s/ Marc Sengès
Name:	Marc Sengès
Title:	President
HESS OIL FRANCE S.A.S.
By:	/s/ Mark Katrosh
Name:	Mark Katrosh
Title:	President

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