424B3 1 h27265b3e424b3.htm ENDEAVOUR INTERNATIONAL CORP.- REG.NO.333-124145 e424b3
 

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-124145
PROSPECTUS SUPPLEMENT NO. 3
(TO PROSPECTUS DATED MAY 16, 2005)
(ENDEAVOUR LOGO)
$81,250,000
6.00% Convertible Senior Notes Due 2012
and
Common Stock Issuable Upon Conversion of the Notes
ENDEAVOUR INTERNATIONAL CORPORATION
     The document supplements our prospectus dated May 16, 2005 (the “prospectus”), relating to $81,250,000 aggregate principal amount of our 6.00% Convertible Senior Notes Due 2012 and the common stock issuable upon conversion of the notes. You should read this prospectus supplement in conjunction with the accompanying prospectus, which is to be delivered by selling securityholders to prospective purchasers along with this prospectus supplement. The following table has been prepared based upon information furnished to us by the selling securityholders and supplements the information under the caption “Selling Securityholders” in the prospectus.
                     
    Principal           Shares of    
    Amount of Notes       Shares of Common   Common Stock    
    Beneficially   Percentage of   Stock Beneficially   Issuable Upon   Percentage
    Owned That   Notes   Owned Prior to   Conversion That   Owned After
Name
   May Be Sold   Outstanding(1)   Conversion   May Be Sold   Conversion
 
                    
UBS AG London f/b/o HFS
     3,000,000   3.7%   —     597,609   *
 
                    
All other holders of notes or future transferees, pledgees, donees or successors of any holder(2), (3)
   22,750,000    28%   —   4,531,872   5.7%
 
*   Less than 1%, based on 74,317,259 shares outstanding on July 25, 2005.
(1)   The percentage of Notes outstanding is based on the $81,250,000 principal amount of Notes originally outstanding. Beneficial ownership is determined in accordance with SEC rules and includes voting or investment power with respect to the securities.
(2)   Information concerning other selling securityholders of the Notes will be set forth in amendments to the registration statement of which this prospectus is a part or in prospectus supplements from time to time, if and when necessary.
(3)   Assumes that any other holders of Notes or any future transferee from any holder does not beneficially own any common stock other than common stock into which the Notes are convertible at the conversion price of 199.2032 shares per $1,000 principal amount of the Notes.
     Investing in the notes and our common stock issuable upon their conversion involves certain risks. See “Risk Factors” beginning on page 4 of the accompanying prospectus.
     Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or the common stock issuable upon conversion of the notes or determined that this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is July 26, 2005.