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): July 25, 2005

WHITTIER ENERGY CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Nevada	0-30598	20-0539412
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

333 CLAY STREET, SUITE 1100

HOUSTON, TEXAS 77002

(Address of Registrant’s Principal Executive Offices)

(713) 850-1880

(Registrant’s telephone number, including area code)

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:

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

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

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

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

ITEM 7.01. Regulation FD Disclosure

On July 25, 2005, Whittier Energy Corporation (the “Company”) issued a press release regarding the repayment of its $1.8 million subordinated convertible note held by Texas Independent Exploration Limited, as well as an update on the Company’s commodity price hedging contracts subsequent to Whittier’s acquisition of RIMCO Production Company, Inc. A copy of the press release issued by the Company is attached hereto as Exhibit 99.1.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c)           Exhibits.

Number	Exhibit
99.1	Press release dated July 25, 2005.

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.

	WHITTIER ENERGY CORPORATION
Date: July 26, 2005
	By:	/s/ Michael B. Young
		Michael B. Young
		Chief Financial Officer
		(Principal Financial and Accounting
		Officer)

2

EX-99.1

	Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE:

Contact:

Bryce W. Rhodes, President

(713) 850-1880

Whittier Energy Corporation Announces Repayment of Subordinated Convertible Note
and Current Commodity Price Hedging Contracts

HOUSTON – (Business Wire) – July 25, 2005 – Whittier Energy Corporation (OTCBB: WECP.OB) announced today the repayment of its $1.8 million subordinated convertible note held by Texas Independent Exploration Limited (the “Note”), as well as an update on Whittier’s commodity price hedging contracts subsequent to Whittier’s acquisition of RIMCO Production Company, Inc.

Repayment of Convertible Note

On July 22, 2005, Whittier paid approximately $1.1 million in cash for 60% of the outstanding principal on the Note, as well as all accrued and unpaid interest. Whittier also issued 119,156 shares of Whittier’s common stock in exchange for the remaining $714,932 in principal on the Note.

Commodity Price Hedging Contracts

Whittier periodically enters into commodity price hedging contracts with respect to its oil and gas production, including “swaps” and “collars,” in order to manage its exposure to oil and gas price volatility and achieve more predictable cash flows. Swaps are designed to fix the price of anticipated sales of future production, while collars are designed to establish floor and ceiling prices on anticipated sales of future production. We have hedged approximately 70% of our proved developed forecasted production through December 31, 2007. Whittier’s derivative commodity positions as of July 25, 2005 are as follows:

		Nymex Contract Price
Contract Period and Type	Total Volume	Floor		Ceiling/Swap Price
	(in Barrels)
Crude Oil Contracts
Swap Contracts:
July 2005 – December 2005	18,000	N/A		$	34.75
July 2005 – December 2005	36,000	N/A		$	58.10
January 2006 – December 2006	36,000	N/A		$	58.00
Collar Contracts:
July 2005 – December 2005	6,000	$	26.00	$	29.20
July 2005 – December 2005	6,000	$	26.00	$	28.95
July 2005 – December 2005	9,000	$	31.00	$	36.95
July 2005 – December 2005	24,000	$	50.00	$	68.20
January 2006 – December 2006	96,000	$	30.00	$	34.25
January 2006 – December 2006	21,600	$	49.50	$	68.60
January 2007 – December 2007	54,000	$	47.50	$	69.00
January 2007 – December 2007	78,000	$	47.50	$	69.25

333 Clay Street • Suite 1100 • Houston, TX 77002 • Phone: (713) 850-1880 • Fax: (713) 850-1879

		Nymex Contract Price
Contract Period and Type	Total Volume	Floor		Ceiling/Swap Price
	(in Mmbtus)(1)
Natural Gas Contracts
Swap Contracts
July 2005 – October 2005	140,000	N/A		$	7.47
July 2005 – December 2005	60,000	N/A		$	6.02
November 2005 – March 2006	150,000	N/A		$	8.43
April 2006 – October 2006	210,000	N/A		$	7.44
November 2006 – March 2007	150,000	N/A		$	8.16
April 2007 – October 2007	210,000	N/A		$	6.97
Collar Contracts:
July 2005 – September 2005	72,000	$	5.75	$	6.05
July 2005 – October 2005	220,000	$	6.75	$	8.40
July 2005 – December 2005	60,000	$	4.00	$	7.20
October 2005 – December 2005	72,000	$	5.75	$	6.75
November 2005 – March 2006	250,000	$	7.50	$	10.10
April 2006 – October 2006	280,000	$	6.75	$	8.40
January 2006 – December 2006	120,000	$	5.00	$	6.45
November 2006 – March 2007	200,000	$	7.25	$	9.75
April 2007 – October 2007	280,000	$	6.25	$	7.95

(1) Million British thermal units

About Whittier Energy Corporation

Whittier Energy Corporation is an independent oil and gas exploration and production company headquartered in Houston, Texas, with operations in Texas and Louisiana. Whittier Energy also holds non-operated interests in fields located in the Gulf Coast, Oklahoma, Wyoming and California. The Company’s stock trades as WECP.OB on the Over-the-Counter Bulletin Board. Additional information about Whittier Energy can be found at www.whittierenergy.com.

Forward-Looking Statements

All statements, other than statements of historical fact, included in this report are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based upon current expectations and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements. Whittier assumes no obligation and expressly disclaims any duty to update the information contained herein except as required by law.

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