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: August 2, 2005
(DATE OF EARLIEST EVENT REPORTED)

REMINGTON OIL AND GAS CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE
(State or other jurisdiction of incorporation)

1-11516 (Commission File No.)	75-2369148 (IRS Employer Identification Number)
8201 PRESTON ROAD — SUITE 600 Dallas, Texas (Address of principal executive offices)	75225-6211 (Zip Code)

(214) 210-2650
Registrant’s Telephone Number Including Area Code

(Former Name or 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):

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

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

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

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

TABLE OF CONTENTS

	ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
	ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
INDEX TO EXHIBITS
Press Release

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 2, 2005, Remington Oil and Gas Corporation issued the Press Release appended to this Current Report on Form 8-K as Exhibit 99.1 and incorporated by reference herein. The press release announces the Company’s financial results for the second quarter 2005.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

     (c) Exhibits

Exhibit
No.	Description
99.1	— Press Release of Remington Oil and Gas Corporation dated August 2, 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.

	Remington Oil and Gas Corporation
	By:	/s/ JAMES A. WATT
		James A. Watt
		Chairman and Chief Executive Officer
Date: August 5, 2005

INDEX TO EXHIBITS

EXHIBIT
NUMBER	DESCRIPTION
99.1	— Press Release of Remington Oil and Gas Corporation dated August 2, 2005.

EX-99.1

	PRESS RELEASE
	FOR IMMEDIATE RELEASE
	Contact:	Steven J. Craig
		Sr. Vice President
		(214) 210-2675

REMINGTON OIL AND GAS CORPORATION ANNOUNCES FINANCIAL
RESULTS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2005

Dallas, TX, August 2, 2005 — Remington Oil and Gas Corporation (NYSE: REM) announced the following financial results for the three and six months ended June 30, 2005:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2005		2004		2005		2004
	(In thousands, except per share data)
Revenues	$	77,778	$	58,384	$	137,564	$	104,545
Net income	$	24,924	$	14,988	$	40,958	$	25,987
Cash flow provided by operations	$	63,839	$	48,133	$	109,194	$	77,595
Basic net income per share	$	0.87	$	0.55	$	1.45	$	0.96
Diluted income per share	$	0.83	$	0.53	$	1.39	$	0.92
Production Bcfe		10.4		9.4		19.0		17.5
Average gas price	$	7.13	$	6.22	$	6.85	$	6.00
Average oil price	$	48.02	$	36.34	$	47.65	$	35.07

Total revenues for the three months ended June 30, 2005, grew by $19.4 million, or 33.2%, compared to the same period of 2004. Total revenues for the six months ended June 30, 2005, increased $33.0 million, or 31.6%, compared to the same period of 2004. The revenue gains for the three and six months ended June 30, 2005, were due to increases in average equivalent oil and gas prices of 20.4% and 20.6%, respectively and Mcfe production gains of 10.2% and 8.6% per period.

Net income for the three months ended June 30, 2005, increased $9.9 million, or 66.3%, compared to the same period of 2004. Net income for the six months ended June 30, 2005, increased $15.0 million, or 57.6%, compared to the same period of 2004. Cash flow from operations increased $15.7 million, or 32.6%, and $31.6 million, or 40.7%, for the three and six months ended June 30, 2005, compared to the same periods in 2004, respectively.

Income taxes for the three months ended June 30, 2005 were $13.5 million compared to $8.2 million in the comparable period of 2004 and $22.3 million for the six months ended June 30, 2005 compared to $14.3 million for the comparable period in 2004. Current taxes accounted for $4.2 million of this total, all of which arose in the second quarter of 2005. The increase in taxes is primarily attributable to the increase in income before taxes.

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The following table reflects 2005 cost guidance per Mcfe produced versus our year-to-date results:

	2005	2005 Actual
	Annual Guidance $/Mcfe	Year-to-Date $/Mcfe
Operating Costs (LOE)	$0.65 — $0.75	$	0.65
General and Administrative (G&A)	$0.21 — $0.28	$	0.30
Interest and Financing	$0.01 — $0.02	$	0.02
Depreciation, Depletion and Amortization (DD&A)	$2.00 — $2.15	$	1.85

LOE and Interest and Financing Costs on a Mcfe basis were in line with guidance provided. DD&A was below guidance primarily due to increased production from new lower cost properties in the Gulf of Mexico. G&A costs were greater than guidance largely as a result of $0.11/Mcfe associated with the amortization of stock based compensation incurred during the quarter.

Annual dry hole expense is estimated between $25 and $30 million. Dry hole expense for the first six months of 2005 totaled $17.0 million, of which $8.0 is attributable to the second quarter. Of this latter amount, $2.8 million represents carry-over expenses associated with two wells classified as dry holes in the first quarter plus $3.8 million at East Cameron 315; and $1.3 million at West Cameron 256. We utilize the successful efforts method of accounting which requires dry holes to be reported as an expense in the quarter they are determined to be dry. It is very difficult to predict when dry holes will occur, and thus dry hole expense may dramatically fluctuate from quarter to quarter.

Remington Oil and Gas Corporation is an independent oil and gas exploration and production company headquartered in Dallas, Texas, with operations concentrating in the onshore and offshore regions of the Gulf Coast.

Statements concerning future revenues and expenses, results of exploration, exploitation, development and acquisition expenditures, and reserve levels are forward-looking statements. These statements are based on assumptions concerning commodity prices, drilling results and production, administrative and interest costs that management believes are reasonable based on currently available information; however, management’s assumptions and the Company’s future performance are subject to a wide range of business risks and there is no assurance that these goals and projections can or will be met. Further information is available in the Company’s filings with the Securities and Exchange Commission, which are incorporated by this reference.

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Remington Oil and Gas Corporation
Condensed Consolidated Balance Sheets
(In thousands, except share data)

	June 30,			December 31,
	2005			2004
Assets	(Unaudited)
Current assets
Cash and cash equivalents	$	65,566		$	58,659
Accounts receivable		60,557			49,582
Prepaid expenses and other current assets		7,211			5,199
Total current assets		133,334			113,440
Properties
Oil and gas properties (successful-efforts method)		837,767			744,215
Other properties		3,468			3,145
Accumulated depreciation, depletion and amortization		(444,275	)		(409,591	)
Total properties		396,960			337,769
Other assets		2,005			1,905
Total assets	$	532,299		$	453,114
Liabilities and stockholders’ equity
Current liabilities
Accounts payable and accrued expenses	$	75,944		$	69,339
Total current liabilities		75,944			69,339
Long-term liabilities
Asset retirement obligation		18,740			16,030
Deferred income taxes		68,941			53,785
Total long-term liabilities		87,681			69,815
Total liabilities		163,625			139,154
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.01 par value, 25,000,000 shares authorized Shares issued — none
Common stock, $.01 par value, 100,000,000 shares authorized, 28,621,118 shares issued and 28,586,759 shares outstanding in 2005, 27,883,698 shares issued and 27,849,339 shares outstanding in 2004		286			279
Additional paid-in capital		145,107			132,334
Restricted common stock		24,453			6,749
Unearned compensation		(22,321	)		(5,593	)
Retained earnings		221,149			180,191
Total stockholders’ equity		368,674			313,960
Total liabilities and stockholders’ equity	$	532,299		$	453,114

Remington Oil and Gas Corporation
Condensed Consolidated Statements of Income
(Unaudited)
(In thousands, except per share amounts and prices)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2005		2004		2005		2004
Revenues
Gas sales	$	48,737	$	42,713	$	89,127	$	74,826
Oil sales		28,524		15,552		47,605		29,494
Gain on sale of assets and other income		517		119		832		225
Total revenues		77,778		58,384		137,564		104,545
Costs and expenses
Operating costs and expenses		6,472		5,689		12,384		11,450
Exploration expenses		9,585		5,217		19,970		11,032
Depreciation, depletion and amortization		19,232		17,617		35,243		32,763
Impairment of oil and gas properties		357		4,750		654		4,986
General and administrative		3,545		1,625		5,667		3,547
Interest and financing expense		148		250		346		478
Total costs and expenses		39,339		35,148		74,264		64,256
Income before taxes		38,439		23,236		63,300		40,289
Income tax expense		13,515		8,248		22,342		14,302
Net income	$	24,924	$	14,988	$	40,958	$	25,987
Basic income per share	$	0.87	$	0.55	$	1.45	$	0.96
Diluted income per share	$	0.83	$	0.53	$	1.39	$	0.92
Average shares outstanding
Basic		28,518		27,287		28,281		27,131
Diluted		29,927		28,218		29,382		28,190
Production
Oil (MBbls)		594		428		999		841
Gas (MMcf)		6,837		6,869		13,013		12,461
Mcfe (1 barrel of oil is equivalent to 6 Mcf of gas)		10,401		9,437		19,007		17,507
Average prices
Oil	$	48.02	$	36.34	$	47.65	$	35.07
Gas	$	7.13	$	6.22	$	6.85	$	6.00

Remington Oil and Gas Corporation
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)

	Six Months Ended
	June 30,
	2005			2004
Cash flow provided by operations
Net income	$	40,958		$	25,987
Adjustments to reconcile net income
Depreciation, depletion and amortization		35,243			32,763
Deferred income taxes		15,156			14,152
Amortization of deferred charges		91			91
Dry hole costs		17,023			6,753
Impairment costs		654			4,986
Cash paid for dismantlement costs		(52	)		(377	)
Stock based compensation		2,050			732
Tax benefit from exercise of stock options		3,516			—
Changes in working capital
(Increase) in accounts receivable		(10,304	)		(10,630	)
Decrease (increase) in prepaid expenses and other current assets		(1,746	)		575
Increase in accounts payable and accrued liabilities		6,605			2,563
Net cash flow provided by operations		109,194			77,595
Cash from investing activities
Payments for capital expenditures		(110,477	)		(65,711	)
Net cash (used in) investing activities		(110,477	)		(65,711	)
Cash from financing activities
Payments on notes payable and other long-term payables		—			(8,000	)
Common stock issued		8,565			3,404
Treasury stock acquired and retired		(375	)		(645	)
Net cash (used in) provided by financing activities		8,190			(5,241	)
Net increase in cash and cash equivalents		6,907			6,643
Cash and cash equivalents at beginning of period		58,659			31,408
Cash and cash equivalents at end of period	$	65,566		$	38,051

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