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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

            (Mark one)

[ X ]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE   
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2004

OR

[ __ ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE    
SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to ____

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 or organization)		 (I.R.S. Employer
Identification Number)

                                     
4809 Cole Avenue, Suite 108
                Dallas, Texas                  		          75205                  
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:    (214) 559-3933

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes   X   No      

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

Yes       No   X  

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

                       Class                            Outstanding at May 14, 2004   
Common Stock, $0.15625 par value 9,460,317 shares

TOREADOR RESOURCES CORPORATION

INDEX

   Page Number
 
  PART I. FINANCIAL INFORMATION  
       
       Item 1. Financial Statements (Unaudited)
             
           Consolidated Balance Sheets (Unaudited) 1 
                March 31, 2004 and December 31, 2003     
       
           Consolidated Statements of Operations (Unaudited) 2 
                Three Months Ended March 31, 2004 and 2003    
             
           Consolidated Statements of Cash Flows (Unaudited) 3 
                Three Months Ended March 31, 2004 and 2003    
       
           Notes to Consolidated Financial Statements 4 
             
       Item 2. Management's Discussion and Analysis of Financial Condition and 12 
                Results of Operations            
       
       Item 3. Quantitative and Qualitative Disclosure about Market Risk 18 
         
       Item 4. Controls and Procedures 18 
  
  PART II. OTHER INFORMATION
         
       Item 1. Legal Proceedings 19 
         
       Item 2. Changes in Securities and Use of Proceeds 19 
         
       Item 3. Defaults Upon Senior Securities 19 
         
       Item 4. Submission of Matters to a Vote of Security Holders 19 
         
       Item 5. Other Information 19 
         
       Item 6. Exhibits and Reports on Form 8-K 19 
         
       Signatures 23 
         
       Exhibit Index 24 

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TOREADOR RESOURCES CORPORATION

CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

March 31,
2004
 December 31,
2003
ASSETS (in thousands, except share data)
Current assets:      
   Cash and cash equivalents  $      12,424   $      2,819  
   Accounts and notes receivable  3,242   4,053  
   Marketable securities, at fair value  15   20  
   Royalty properties held avaliable-for-sale  —   13,157  
   Other  2,152   2,843  
     Total current assets  17,833   22,892  
                              
Oil and gas properties, net, using the successful efforts method of accounting  62,671   64,459  
                               
Investments in unconsolidated entities  750   529  
Goodwill  3,255   3,293  
Other assets  63   369  
     Total assets  $ 84,572   $ 91,542  
                              
LIABILITIES AND STOCKHOLDERS' EQUITY                                        
Current liabilities: 
   Accounts payable and accrued liabilities  $   4,936   $   6,881  
   Unrealized loss on commodity derivatives  1,255   1,159  
   Current portion of long-term debt  —   28,816  
   Income taxes payable  9,741   757  
     Total current liabilities  15,932   37,613  
                              
Long-term accrued liabilities  228   958  
Long-term asset retirement obligation  1,724   1,698  
Deferred tax liability  9,850   11,791  
Convertible debenture  2,160   2,160  
     Total liabilities   29,894   54,220  
                              
Stockholders' equity: 
   Preferred stock, Series A & A-1, $1.00 par value, 4,000,000 shares                         
          authorized; liquidation preference of $8,000,000; 320,000 issued  320   320  
   Common stock, $0.15625 par value, 30,000,000                         
          shares authorized; 10,181,344 shares issued and 10,058,544 issued  1,591   1,572  
   Capital in excess of par value  33,902   33,562  
   Retained earnings (deficit)  21,824   18  
   Accumulated other comprehensive income  (425)   4,384  
   57,212   39,856  
                              
   Treasury stock at cost: 
        721,027 shares  (2,534 ) (2,534 )
        Total stockholders' equity  54,678   37,322  
        Total liabilities and stockholders' equity  $ 84,572   $ 91,542  

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TOREADOR RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

Three Months Ended
March 31,
2004
 2003
  (in thousands, except share data)
Revenues:      
   Oil and gas sales  $ 4,258   $ 5,390  
   Loss on commodity derivatives   (410 ) (996 )
   Lease bonuses and rentals   14   14  
            Total revenues   3,862    4,408  
     
Costs and expenses:      
   Lease and operating   1,924    1,600  
   Exploration and acquisition   228    152  
   Depreciation, depletion and amortization   816    970  
   Reduction in force   118    —  
   General and administrative   1,403    858  
            Total cost and expenses   4,489    3,580  
     
Operating income (loss)   (627 )  828  
     
Other income (expense)         
   Equity in earnings (losses) of unconsolidated investments   (68 )  33  
   Gain (loss) on sale of properties and other assets   (27 )  96  
   Foreign currency exchange gain   4,899    —  
   Other income   163    37  
   Interest expense   (996 )  (330 )
            Total other income (expense)   3,971    (164 )
     
Income from continuing operations before income taxes   3,344    664  
Provision (benefit) for income taxes   (400 )  303  
Income from continuing operations, net of income taxes   3,744    361  
Income from discontinued operations, net of income taxes   18,242    454  
Net income   21,986    815  
Less: dividends on preferred shares   180    111  
Net income applicable to common shares  $ 21,806   $ 704  
     
Basic income per share         
   Continuing operations  $ 0.38   $ 0.03  
   Discontinued operations   1.93    0.05  
   $ 2.31   $ 0.08  
Diluted income per share         
   Continuing operations  $ 0.32   $ 0.03  
   Discontinued operations   1.52    0.04  
   $ 1.84   $ 0.07  
Weighted average shares outstanding         
   Basic   9,435    9,338  
   Diluted   11,966    10,917  

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TOREADOR RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

Three Months
  Ended March 31,
2004
 2003
(in thousands)
Cash flows from operating activities:      
   Net income  $ 21,986   $ 815  
   Adjustments to reconcile net income (loss) to net cash provided by operating activities: 
         Depreciation, depletion and amortization  835   1,326  
         Gain on sale of properties  (28,745 ) (96 )
         Unrealized losses on commodity derivatives  96   335  
         Equity in (gains) losses of unconsolidated investments  68   (11 )
         Realized gains on foreign currency transactions  (4,778 ) —  
   Decrease (increase) in operating assets: 
          Accounts and notes receivable  787   (1,291 )
         Other current assets  643   67
         Other assets  309   (124 )
   Increase (decrease) in operating liabilities: 
         Accounts payable and accrued liabilities  (2,487 ) (1,462 )
         Income taxes payable  9,500   626  
         Deferred taxes  12   (193 )
         Other  —   289  
  
                  Net cash provided by (used in) operating activities  (1,774 ) 281  
        
Cash flows from investing activities: 
         Expenditures for properties and equipment  (1,906 ) (73 )
         Proceeds from the sale of properties and equipment  41,954   391  
         Investment in unconsolidated subsidiaries  (289 ) —  
  
                  Net cash provided by investing activities  39,759   318  
        
Cash flows from financing activities: 
         Borrowings under revolving credit arrangements  —   778  
         Repayments under revolving credit arrangements  (28,436 ) (2,069 )
         Proceeds from an issuance of stock, net  361   —  
         Payment of preferred dividends  (180 ) (111 )
  
        
                  Net cash used in financing activities  (28,255 ) (1,402 )
  
Net increase (decrease) in cash and cash equivalents  9,730   (803 )
Effects of foreign currency translation on cash and cash equivalents  (125 ) —  
  
Cash and cash equivalents, beginning of period  2,819   976  
  
Cash and cash equivalents, end of period  $    12,424   $    173  
  

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 1 – BASIS OF PRESENTATION

        You should read these consolidated unaudited financial statements along with the consolidated financial statements and notes in the 2003 Annual Report on Form 10-K of Toreador Resources Corporation (the “Company, Toreador, we, us, our”) filed with the Securities and Exchange Commission. In our opinion, the information furnished herein reflects all normal nonrecurring adjustments necessary for a fair presentation of the results of these interim periods.

        Unless otherwise noted, amounts reported in tables are in thousands, except per share and product per unit data.

NOTE 2 – DISCONTINUED OPERATIONS

        In January 2004, we sold our U.S. mineral and royalty assets to Black Stone Acquisitions Partners I, L.P. (the “Royalty Sale”). We retained all of our working-interest properties. From the approximate $45.0 million cash consideration that we received, we discharged our outstanding credit facilities in full and placed approximately $8.0 million in a tax-deferred escrow account for a possible like-kind exchange. The escrow account is designed to comply with the like-kind exchange provisions of Section 1031 of the Internal Revenue Code of 1986, as amended, which permits the deferral of gains from a sale of assets if specific like-kind exchange criteria are met. We are attempting to acquire working-interests that would comply with the like-kind exchange criteria.

NOTE 3 – COMPREHENSIVE INCOME

The following table presents the components of comprehensive income, net of related tax:

  Three Months Ended
March 31,
2004
 2003
Net income   $  21,806   $     704  
Foreign currency translation adjustment  (4,806 ) 1,083  
Change in fair value of avaliable-for-sale securities  (3 ) 6  
Comprehensive income  $        16,997   $  1,793  

NOTE 4 – RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

        On August 15, 2001, the FASB issued Statement No. 143, Accounting for Asset Retirement Obligations (“Statement 143”). We adopted Statement 143 on January 1, 2003. Upon adoption of Statement 143, we recorded an increase to Property and Equipment and an offsetting entry to Asset Retirement Obligations of approximately $1,690,000 and $1,716,000, respectively, as a result of the Company separately accounting for salvage values and recording the estimated fair value of its plugging and abandonment obligation on the balance sheet. The impact of adopting Statement 143 was determined to be immaterial. We do not expect the effects of adopting Statement 143 to have a material impact on our financial position or results of operations in future years.

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

        The following table describes our asset retirement liability as of the three months ended March 31, 2004 and 2003:

2004
 2003
Asset retirement obligation January 1   $1,698   $1,690  
Asset retirement accretion expense  26   26  
     Less: plugging cost  —   —  
     Less: property sold  —   —  
 Asset retirement obligation at March 31  $1,724   $1,716  

        In July 2002, the FASB issued Statement No. 146, Accounting for Costs Associated with Exit or Disposal Activities (“Statement 146”). Statement 146 requires that a liability for costs associated with an exit or disposal activity should be initially recognized when it is incurred. Examples of costs included under Statement 146 include one-time termination benefits, costs to consolidate or close facilities and costs to relocate employees. On June 17, 2003, Toreador committed to the termination of four employees. Two engineers, one geologist and one part-time employee were terminated in an effort to reduce general and administrative costs. On February 2, 2004, we committed to the termination of two land-men as a result of the Royalty Sale in January 2004. Total severance expense and liability for the three months ended March 31, 2004, were approximately $118,000 and $227,000, respectively. The following table provides a reconciliation of the liability:

Exit Cost or Disposal Activity
 Amount
Employee severance liability June 17, 2003   $310  
   Cost incurred  89  
   Adjustments  —  
   Less: Payroll payments  172  
Severance liability March 31, 2004  $227  

        In December 2002, the FASB issued Statement No. 148, Accounting for Stock-Based Compensation – Transition and Disclosure (“Statement 148”). Statement 148 provides alternative methods of transition to the fair value method of accounting proscribed by FASB Statement No. 123, Accounting for Stock-Based Compensation (“Statement 123”). Statement 148 also amends the disclosure provisions of Statement 123 and Accounting Principles Board Opinion No. 28, Interim Financial Reporting, to require disclosure in the summary of significant accounting policies of the effects of an entity’s accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements. Statement 148 does not require companies to account for employee stock options under the fair value method. We do not anticipate adopting the fair value method of accounting for stock-based compensation; however, we have adopted the disclosure provisions of Statement 148 in this filing. Net income would have been adjusted for the pro forma amounts as follows:

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

Three Months
  Ended March 31,
2004
 2003
(in thousands, except share data)
          
Net income, applicable to common shares, as reported   $  21,806   $  704  
Basic earnings per share reported   2.31    0.08  
Diluted earnings per share reported   1.84    0.07  
Stock-based compensation costs under the intristic value         
    method included in net income reported, net of related         
    tax   —    —  
Pro-forma stock-based compensation costs under the fair         
    value method, net of related tax   68    84  
Pro-forma income applicable to common shares, as under         
    the fair-value method   21,738    620  
Pro-forma basic earnings per share under the fair value         
    method   2.30    0.07  
Pro-forma diluted earnings per share under the fair value         
    method   1.83    0.06  

NOTE 5 – GEOGRAPHIC OPERATING SEGMENT INFORMATION

        We have operations in only one industry segment, the oil and gas exploration and production industry. We are structured along geographic operating segments or regions. As a result, we have reportable operations in the United States, France and Turkey. Geographic operating segment income tax expenses have been determined based on statutory rates existing in the various tax jurisdictions where we have oil and natural gas producing activities.

        The following tables provide the geographic operating segment data required by Statement of Financial Accounting Standards No. 131, Disclosure about Segments of an Enterprise and Related Information.

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

Three Months Ended March 31,
2004
 2003
United
States
 France
 Turkey
 Total
 United
States
 France
 Turkey
 Total
(in thousands)
Revenues:                                    
   Oil and gas sales   $ 1,487   $ 2,319   $ 452   $ 4,258   $ 2,043   $ 2,634   $ 713   $ 5,390  
                                             
   Loss on commodity derivatives    (410 )  --    --    (410 )  (872 )  (124 )  --    (996 )
                                             
   Lease bonus and rentals    14    —    —    14    14    —    —    14  
       Total revenues    1,091    2,319    452    3,862    1,185    2,510    713    4,408  
                                             
Cost and expenses:  
   Lease operating    442    1,298    184    1,924    254    1,137    209    1,600  
   Exploration and acquisition    182    —    46    228    152    —    —    152  
   Depreciation, depletion and                                                                                                                                                                   
         amortization    375    281    160    816    478    303    189    970  
   General and administrative    1,162    196    163    1,521    350    261    247    858  
       Total costs and expenses    2,161    1,775    553    4,489    1,234    1,701    645    3,580  
                                             
Operating income (loss)    (1,070 )  544    (101 )  (627 )  (49 )  809    68    828  
                                             
Other income (expense)  
   Equity in gains (losses) of                                                                                                                                                                             
          unconsolidated investments    (68 )  —    —    (68 )  33    —    —    33  
   Gain (loss) on sale of properties    (27 )  —    —    (27 )  96    —    —    96  
   Foreign currency exchange gain    —    4,899    —    4,899    —    —    —    —  
   Other income (expense)    22    142    (1 )  163    27    10    —    37  
   Interest expense    37    (1,006 )  (27 )  (996 )  (154 )  (138 )  (38 )  (330 )
       Total other income (expense)      (36 )  4,035    (28 )  3,971    2    (128 )  (38 )  (164 )
                                             
Income (loss) before income tax    (1,106 )  4,579    (129 )  3,344    (47 )  681    30    664  
                                             
Provision (benefit) for income taxes    (400 )  —    —    (400 )  303    —    —    303  
Income (loss) from continuing operations,                                          
net    (706 )  4,579    (129 )  3,744    (350 )  681    30    361  
Income from discontinued operations, net(1)    18,242    —    —    18,242    454 )  —    —    454  
Net income (loss)   $   17,536   $   4,579   $   (129 ) $   21,986   $   104   $   681   $   30   $   815  
Dividends on preferred shares   $   180       —       —   $   180   $   111               $   111  
Total assets(2)   $   98,376   $   28,066   $   12,049   $   138,491   $   90,063   $   29,138   $   9,613   $   128,814  
                                             
(1)   All results relating to the mineral and royalty properties are required to be disclosed as discontinued operations. Please see “Item 2 — Management's Discussion and Analysis of Financial Condition and Results of Operations” under “Results of Operations” for a   more detailed description.
(2)   Total consolidated assets reflect the effect of intersegment eliminations.

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 6 – DERIVATIVE FINANCIAL INSTRUMENTS

        We utilize commodity derivative instruments as part of our risk management program. These commodity derivatives are not designated as hedges. These transactions are generally structured as either swaps or collar contracts. A swap has the effect of an outright sale at a specific price. A collar has the effect of creating a sale only if the price falls below a floor price or exceeds a ceiling price. These instruments reduce the effect of the price fluctuations of the commodities we produce and sell and support our annual capital budget and expenditure plans. When we had our senior credit facilities, these instruments protected the amounts required for servicing outstanding debt and maximized the funds available under those credit facilities. The trading party that represents the other side of each of these transactions is known as a “counterparty.” The counterparty of our United States transactions is Coral Energy Holdings, L.P., an affiliate of Royal Dutch/Shell. Currently we do not have any commodity derivative instruments for our French production.

        The following table lists our open natural gas derivative contracts as of March 31, 2004. All contracts are based on NYMEX pricing. We estimated the fair value of the option agreement at March 31, 2004, from quotes by the counterparty representing the amounts we would expect to receive or pay to terminate the agreements on that date. We estimated the fair value of the swap agreement based on the difference between the strike prices and the forward NYMEX prices for each determination period multiplied by the notional volume for each period.

Contract
Type		         Effective
Date		         Termination
Date		             Notional
Volume per
Month
(MMBtu)(1) 		           Aggregate
Volume
(MMBtu)		           Strike Price
per MMBtu		         Fair Value-
Gain/(Loss)
March 31,
2004		        
       
Swap      May 2004    
    		   December 2004           50,000
      		   400,000
      		     $ 3.920
      		   $    (856,000)
           
       
Put Option     May 2004    
      		   December 2004           50,000
      		   400,000
      		     $ 3.250
      		   $              653
               
  
Call Option     May 2004    
      		   December 2004           50,000
      		   400,000
      		     $ 5.275
      		   $    (399,388)
         

           (1)    MMBtu - Million British thermal units.

NOTE 7 – LONG-TERM DEBT

        At the end of 2003, we had two senior borrowing facilities. The Bank of Texas facility (the “Texas Facility”) had borrowings outstanding of approximately $17.0 million at December 31, 2003. We discharged the Texas Facility in January 2004 with a portion of the proceeds from the Royalty Sale.

        The revolving credit facility with Barclays Bank, Plc (the “Barclays Facility”) had approximately $11.8 million outstanding at December 31, 2003. We discharged the Barclays Facility in January 2004 with a portion of the proceeds from the Royalty Sale. Under the terms of the Warrant Buyback Letter dated May 19, 2003, we were required to buy 500,000 outstanding warrants back from Barclays for the sum of $100,000 upon final settlement of the Barclays Facility. Additionally, we were required to make a final settlement payment of $925,000 less the amounts of any payments made to Barclays for interim fees due before the final settlement under the terms of the Settlement Fee Letter dated May 19, 2003. The settlement payment amount after deduction of the interim fees paid to Barclays was approximately $806,000.

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 8 – LITIGATION

        Karak Petroleum. Madison Oil Company (“Madison”), a wholly-owned subsidiary of Toreador and its wholly-owned subsidiary Trans-Dominion Holdings Ltd. were named as defendants in a complaint filed in Alberta, Canada, in 1999. The complaint arose from a dispute between Karak Petroleum (“Karak”), a subsidiary of Trans-Dominion Holdings, and the operator of an exploratory well in Pakistan in 1994 in which Karak was a joint interest partner. The plaintiffs alleged that they were owed approximately $500,000. On August 7, 2002, we reached an agreement with the plaintiffs in this matter. Under the terms of the agreement, we agreed to pay the plaintiffs $400,000 for full release of liability. Written documentation reflecting the foregoing was finalized on August 29, 2002. The agreement required that we remit the $400,000 in two installments. The first installment of $50,000 was paid on August 29, 2002, and the remaining $350,000 was to be paid by February 3, 2003. This liability was recorded in 2002. In February 2003, the plaintiffs agreed to accept the $350,000 in monthly installments payable at the beginning of each month beginning February 2003. Payments totaling $105,000 were made during 2003. The remaining balance due was paid in January 2004.

        Turkish Registered Capital. Under the existing Petroleum Law of Turkey, capital that is invested by foreign companies in projects such as oil and natural gas exploration can be registered with the General Directorate of Petroleum Affairs, thereby qualifying for protection against adverse changes in the exchange rate between the time of the initial investment and the time such capital is repatriated out of Turkey. Since 1997 the Turkish government has suspended such protection for repatriated capital. As holder of more than $50 million of registered capital, we have filed suit in Turkey to attempt to restore the exchange rate protections afforded under the law. No amounts are accrued related to this contingency. Holders of Madison common stock have the right to receive, in cash or our common stock, 30% of certain potential payments that may be received from the Turkish government for the protection of repatriated capital. In March 2002 a lower level court ruled in favor of Madison. The ruling was subject to automatic appeal that was heard in December 2002. The appellate court reversed the lower court’s ruling. We have appealed the ruling of the appellate court and are still waiting on a definitive date to be set for the case. The current appeal is the last appeal that can be made by either side in this case. We cannot predict the outcome of this matter.

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 9 – EARNINGS PER COMMON SHARE

The following table reconciles the numerators and denominators of the basic and diluted earnings per ordinary share computation:

  Three Months Ended
March 31,
2004
 2003
  (in thousands, except share data)
Basic earnings per share:          
  Numerator         
      Net income from continuing operations, net of income tax  $    3,744   $  361  
      Income from discontinued operations, net of income tax    18,242     454  
      Net income    21,986     815  
      Less: dividends on preferred shares    180     111  
      Net income applicable to common shares  $  21,806   $  704  
  Denominator          
      Common shares outstanding    9,435     9,338  
     
      Basic earnings per share from:         
          Continuing operations  $  0.38   $  0.03  
          Discontinued opearations    1.93     0.05  
          Net income per share applicable to common shares  $  2.31   $  0.08  
  Diluted earnings per share:         
    Numerator         
              Net income from continuing operations, net of income tax  $  3,744   $  361  
              Income from discontinued operations, net of income tax    18,242     454  
              Net income    21,986     815  
              Less: dividends on preferred shares    N/A(1)     N/A(1)  
              Net income applicable to common shares  $  21,986   $  815  
    Denominator          
              Common shares outstanding    9,435     9,338  
              Common stock options and warrants    211     3  
              Conversion of preferred shares    2,000     1,231  
              Conversion of debentures    320     345  
                Diluted shares outstanding    11,966     10,917  
                Diluted earnings per share from:          
                    Continuing operations  $  0.32   $  0.03  
                    Discontinued operations    1.52     0.04  
                    Net income per share applicable to common shares  $  1.84   $0.07    

           (1)     Since we assumed that preferred shares were converted into common shares, there would have been no preferred dividends paid.

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TOREADOR RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 10 – INCOME TAXES

        We use the liability method to account for income taxes. Under this method a tax provision is made for both current and deferred taxes for the period. The components of the provision are then recorded as a net asset or liability for the current and deferred amounts.

        For the three months ended March 31, 2004 a benefit for income taxes of $400,000 was recognized for continuing operations. A tax provision of $10.2 million was recorded as part of income from discontinued operations, net of tax. The net tax provision was $9.8 million with a corresponding increase in the current and deferred tax liabilities.

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ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                  AND RESULTS OF OPERATIONS

DISCLOSURES REGARDING FORWARD-LOOKING STATEMENTS

        Certain matters discussed under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report may constitute “forward-looking” statements for purposes of the Securities Act of 1933, and the Securities Exchange Act of 1934 and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. When used in this report, the words “anticipates,” “estimates,” “plans,” “believes,” “continues,” “expects,” “projections,” “forecasts,” “intends,” “may,” “might,” “could,” “should,” and similar expressions are intended to be among the statements that identify forward-looking statements. Various factors that could cause the actual results, performance or achievements to differ materially from our expectations are disclosed in this report (“Cautionary Statements”), including, without limitation, those statements made in conjunction with the forward-looking statements included under the caption identified above and otherwise herein. All written and oral forward-looking statements attributable to us are expressly qualified in their entirety by the Cautionary Statements.

EXECUTIVE OVERVIEW

        The Company’s financial and operating performance for the first quarter of 2004 included the following highlights:

                    •     The sale of our U.S. mineral and royalty properties for approximately $45 million allowing for the repayment of all senior debt owed.

                    •     An increase in daily production of approximately 250 barrels of oil per day since the beginning of the year as a result of workovers in France and the U.S.

                    •     Higher than anticipated prices for oil and natural gas.

                    •     An increase in cash and cash equivalents of almost $10 million since December 31, 2003.

                    •     A 400% increase in income from continuing operations, as compared to the first quarter of 2003.

        The Company recorded net income of $21.8 million ($1.84 per diluted share) for the three months ended March 31, 2004, as compared to net income of $0.7 million ($.07 per diluted share) for the same period in 2003, including an $18.2 million benefit from the sale of U.S. mineral and royalty properties, net of tax. Net income applicable to common shares increased by $21.8 million during the first quarter of 2004, as compared to that of the first quarter of 2003.

LIQUIDITY AND CAPITAL RESOURCES

        This section should be read in conjunction with Note 7 in the Notes to Consolidated Financial Statements included in this filing.

        For the first three months of 2004, net cash used by operations was $1.7 million, compared with $2.3 million provided by operations for the year-ago period. We continually review the operating results of each of our properties. When we determine properties are underperforming, we attempt remediation and subsequently liquidate them if necessary. During the three months ended March 31, 2004, we received $42.0 million in proceeds from sales of property and equipment, net of expenses. We expect that cash flow provided by operating activities for the remaining nine months of 2004 will be approximately $6 million.

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        At the end of 2003, we had two senior borrowing facilities. The Bank of Texas facility (the “Texas Facility”) had borrowings outstanding of approximately $17.0 million at December 31, 2003. We discharged the Texas Facility in January 2004 with a portion of the proceeds from the Royalty Sale.

        The revolving credit facility with Barclays Bank, Plc (the “Barclays Facility”) had approximately $11.8 million in borrowings outstanding at December 31, 2003. We discharged the Barclays Facility in January 2004 with a portion of the proceeds from the Royalty Sale. Under the terms of the Warrant Buyback Letter dated May 19, 2003, we were required to buy 500,000 outstanding warrants back from Barclays for the sum of $100,000 upon final settlement of the Barclays Facility. Additionally, we were required to make a final settlement payment of $925,000 less the amounts of any payments made to Barclays for interim fees due before the final settlement under the terms of the Settlement Fee Letter dated May 19, 2003. The settlement payment amount after deduction of the interim fees paid to Barclays was approximately $806,000.

        Toreador had 160,000 shares of nonvoting Series A Convertible Preferred Stock outstanding at March 31, 2004. At the option of the holder, the Series A Convertible Preferred Stock may be converted into common shares at a price of $4.00 per common share (conversion would amount to 1,000,000 Toreador common shares). The Series A Convertible Preferred Stock accrues dividends at an annual rate of $2.25 per share payable quarterly in cash. At any time after December 1, 2004, we may elect to redeem for cash any or all shares of Series A Convertible Preferred Stock. The optional redemption price per share is the sum of (1) $25.00 per share of the Series A Convertible Preferred Stock plus (2) any accrued unpaid dividends, and such sum is multiplied by a declining multiplier. The multiplier is 105% until November 30, 2005, 104% until November 30, 2006, 103% until November 30, 2007, 102% until November 30, 2008, 101% until November 30, 2009, and 100% thereafter.

        Toreador had 160,000 shares of nonvoting Series A-1 Convertible Preferred Stock outstanding at March 31, 2004. At the option of the holder, the Series A-1 Convertible Preferred Stock may be converted into common shares at a price of $4.00 per common share (conversion would amount to 1,000,000 Toreador common shares). The Series A-1 Convertible Preferred Stock accrues dividends at an annual rate of $2.25 per share payable quarterly in cash. At any time on or after November 1, 2007, we may elect to redeem for cash any or all shares of Series A-1 Convertible Preferred Stock. The optional redemption price per share is the sum of (1) $25.00 per share of the Series A-1 Convertible Preferred Stock plus (2) any accrued unpaid dividends, and such sum is multiplied by a declining multiplier. The multiplier is 105% until October 31, 2008, 104% until October 31, 2009, 103% until October 31, 2010, 102% until October 31, 2011, 101% until October 31, 2012, and 100% thereafter.

        As part of our acquisition of Madison in 2001, we indirectly acquired a convertible debenture (“Debenture”) payable to PHD Partners LP and due on March 31, 2006. The general partner of PHD Partners LP is a corporation wholly owned by David M. Brewer, a director and significant stockholder of Toreador. The original Debenture bore interest at 10% per annum. As of March 31, 2004, the Debenture was amended and restated to bear interest at 6% per annum, eliminate our right under certain circumstances to force a conversion of the principal into shares of our common stock and eliminate our ability to repay principal prior to maturity. At the holders’ option, the Debenture can be converted into common stock at a ratio of $6.75 per share. We have 319,962 common shares reserved for issuance related to the conversion of the Debenture.

        We anticipate that our 2004 capital expenditures budget, excluding any acquisitions we may make, will be approximately $7.0 to $9.0 million. Capital expenditures through March 31, 2004 were $1.9 million. We intend to fund our capital expenditures budget from operating cash flow and cash currently on hand. We anticipate spending most of our 2004 capital budget on prospects in our foreign inventory. We will limit our activity in France to development drilling on our existing properties and exploration work on the Courtenay permit. In Turkey, we anticipate continuing exploration work on several projects, including plans to drill our first exploratory well in the western Black Sea.

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        We expect to receive future funds through production from existing producing properties and new producing properties that may be discovered through exploration, along with development properties added to existing fields. In addition to the properties described above, we also may acquire other producing oil and gas assets, which could require the use of debt or other forms of financing.

        Dividends on our common stock may be declared and paid out of funds legally available when and as determined by our board of directors. Our policy is to hold and invest corporate funds on a conservative basis, and, thus, we do not anticipate paying cash dividends on our common stock in the foreseeable future. The terms of our Series A Convertible Preferred Stock and our Series A-1 Convertible Preferred Stock prohibit us from paying dividends on the common stock without the approval of the holders of a majority of the then outstanding shares of the Series A Convertible Preferred Stock and the Series A-1 Convertible Preferred Stock.

        Dividends on our Series A Convertible Preferred Stock and Series A-1 Convertible Preferred Stock are paid quarterly. Cash dividends totaling $180,000 and $110,813 were paid for the three-month periods ended March 31, 2004 and 2003, respectively. Future dividends will be paid in cash at the rate of $180,000 per full calendar quarter.

        We believe that sufficient funds will be available from operating cash flow, cash on hand and future potential financing sources (which may include senior debt, subordinated debt and/or equity) to meet anticipated capital budget requirements and fund potential acquisitions in 2004.The following table sets forth our contractual obligations in thousands at March 31, 2004 for the periods shown:

Due Within
Total
 1 Year
 2 - 3 Years
 4 - 5 Years
 After 5 Years
Debt       $    2,160   $      —   $    2,160   $        —   $        —  
Leases      997     217     611     169     —  
  Total   $    3,157   $    217    $    2,771   $      169   $        —  

CRITICAL ACCOUNTING POLICIES

        We did not have any changes in our critical accounting policies or in our significant accounting estimates during the three months ended March 31, 2004. Please see our Annual Report on Form 10-K for the year ended December 31, 2003, for a detailed discussion of our critical accounting policies.

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RESULTS OF OPERATIONS

COMPARISON OF THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003

The following tables present production and average unit prices and costs for the geographic segments indicated:

Three Months Ended
March 31,
 Three Months Ended
March 31,
2004
 2003
 2004
 2003
Production       Average Price      
   Oil (MBbls):        Oil ($/Bbl):  
     United States   19   46        United States   $     31 .23 $   31 .39
     France   85   95        France   29 .28 29 .97
     Turkey  18   31        Turkey  26 .47 23 .14
   
     
        Total   122   172           Total  $     29 .18 $   29 .13
                                               
   Gas (MMcf):               Gas ($/Mcf):   
     United States  140   477        United States  $       5 .83 $     5 .77
     France  —   —        France     —   —
     Turkey  —   —        Turkey     —   —
   
     
        Total  140   477           Total  $       5 .83 $     5 .77
                                               
   MBOE:            $/BOE:  
     United States  42   126        United States  $     33 .28 $   33 .41
     France  85   95        France  29 .28 29 .97
     Turkey  18   31        Turkey  26 .47 23 .14
   
     
        Total  145   252           Total  $     30 .11 $   30 .86

REVENUES

        Oil and gas sales. Oil and natural gas sales decreased by $1.1 million from first quarter 2003 to first quarter 2004. French production decreased due to needed workovers, and U.S. production decreased because the Vermilion #175 well was down during the first quarter 2004. For the first quarter 2004, sales were $4.3 million versus $5.4 million in the first quarter 2003. The average realized gas price in the first quarter of 2004 was $5.83 per thousand cubic feet (Mcf) versus $5.77 per Mcf in the first quarter of 2003. The average realized oil price for the first quarter of 2004 was $29.18 per barrel versus $29.13 per barrel for the year-ago period.

        Loss on commodity derivatives. We utilize commodity derivative instruments as part of our risk management program. These commodity derivatives are not designated as hedges. These transactions are generally structured as either swaps or collar contracts. A swap has the effect of an outright sale at a specific price. A collar has the effect of creating a sale only if the price falls below a floor price or exceeds a ceiling price. These instruments reduce the effect of the price fluctuations of the commodities we produce and sell and support our annual capital budget and expenditure plans. When we had our senior credit facilities, these instruments protected the amounts required for servicing outstanding debt and maximized the funds available under those credit facilities. The trading party that represents the other side of each of these transactions is known as a “counterparty.” The counterparty of our United States transactions is Coral Energy Holdings, L.P., an affiliate of Royal Dutch/Shell. Currently we do not have any commodity derivative instruments for our French production.

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        During the first quarter of 2004, we had an unrealized loss of approximately $96,000 related to hedging activity, as well as realized losses of approximately $314,000. During the first quarter of 2003, we had an unrealized loss of approximately $249,000 and a realized loss of $747,000. As noted above, we have structured our commodity derivatives to reduce the effect of price fluctuations of the commodities we produce and sell. As a result, these derivatives decline in value as the underlying commodity prices rise. Higher actual oil and gas sales revenues due to increased prices for the products offset any losses incurred on derivatives. See Note 6 in the Notes to Consolidated Financial Statements included in this filing for more details.

        Lease bonuses and rentals. During the first quarter of 2004, lease bonuses and rentals were $14,000, no change from $14,000 during the first quarter of 2003.

EXPENSES

        Lease operating. Lease operating expenses increased $324,000, or 20%, due to continuing workover expenses in France and the U.S. along with the increase in value of the Eurodollar against the U.S. dollar since the first quarter of 2003.

        Exploration and acquisition. Exploration and acquisition expenses for the first quarter of 2004 were $228,000, 50% higher than exploration and acquisition expenses of $152,000 in the first quarter of 2003 due to increased evaluation activity on our prospects in Turkey.

        Depreciation, depletion and amortization. First-quarter 2004 depreciation, depletion and amortization expenses decreased $154,000, or 16%, due to a lower unit of production rate than that used in 2003, along with decreased production.

        General and administrative. General and administrative expenses increased $545,000, or 64%, for the first quarter of 2004 compared with the first quarter of 2003. The quarter-to-quarter increase is the result of $635,000 of 2003 general and administrative costs being allocated to income from discontinued operations. The total costs including amounts classified as discontinued operations were $1.4 million for the first quarter 2004 compared with $1.5 million for the first quarter 2003. Overall general and administrative costs were lower on a quarterly comparative basis.

OTHER INCOME AND EXPENSE

        Other income and expense resulted in a net charge to income of $4.0 million for the first quarter of 2004 versus a net charge to expense of $164,000 for the first quarter of 2003. Other income increased $4.1 million primarily due to a realized foreign currency exchange gain related to the increase in value of the Eurodollar against the U.S. dollar in connection with the discharge of the Barclays Facility in the first quarter of 2004.

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DISCONTINUED OPERATIONS

        The following table compares discontinued operations for the first quarters ended March 31, 2004 and 2003:

Three Months Ended
March 31,
2004
 2003
(in thousands)
Revenues:      
   Oil and gas sales    $         10   $ 2,199  
   Lease bonuses and rentals   —    101  
   Loss on hedging activity   —    (346 )
            Total revenues   10    1,954  
     
Costs and expenses:      
   Lease and operating   —    155  
   Depreciation, depletion and amortization   —    357  
   General and administrative   18    638  
   Interest   305    175  
            Total cost and expenses   323    1,325  
     
Gain on sale properties   28,772    —  
Income before taxes   28,459    629  
Income tax provision   10,217    175  
Income from discontinued operations  $ 18,242   $ 454  

        Income from discontinued operations for the first quarter 2004 was $18.2 million versus $454,000 for the first quarter 2003. The increase is due to the sale of U.S. royalty properties in January 2004 (see Note 2 in Notes to Consolidated Financial Statements).

NET INCOME AVAILABLE TO COMMON SHARES

        For the first quarter of 2004, we reported net income before taxes of $3.3 million, compared with net income before taxes of $664,000 for the same period of 2003. Income from discontinued operations for the first quarter 2004 was $18.2 million versus $454,000 for the first quarter 2003, increasing due to the sale of U.S. royalty properties in January 2004. First-quarter 2004 income applicable to common shares was $21.8 million versus income applicable to common shares of $704,000 in the first quarter of 2003.

OTHER COMPREHENSIVE INCOME

        This item should be read in conjunction with Note 3 in the Notes to Consolidated Financial Statements included in this filing.

        The most significant element of comprehensive income, other than net income, is foreign currency translation. As of December 31, 2003, we had accumulated an unrealized gain of $4.9 million due to the Barclays Facility being denominated in U.S. dollars; where as the functional currency of our operations in France is the Eurodollar. In the first quarter 2004, we converted this gain from unrealized to realized due to the repayment of the facility. In Turkey, the functional currency is the Turkish Lira. The exchange rates used to translate the financial position of those operations at March 31, 2004, were approximately US$1.22 per Eurodollar and US$0.76 per million Turkish Lira. The Eurodollar rate at March 31, 2003, was US$1.08 per Eurodollar and US$0.59 per million Turkish Lira.

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ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

        There have been no material changes from the information provided in Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2003.

ITEM 4 – CONTROLS AND PROCEDURES

        The term “disclosure controls and procedures” is defined in Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, or the Exchange Act. This term refers to the controls and procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified by the Securities and Exchange Commission. Our management, including our Chief Executive Officer and our Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this quarterly report. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective in all material respects as of the end of the period covered by this quarterly report.

        There were no changes to our internal control over financial reporting during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1 – LEGAL PROCEEDINGS

        There have been no material changes to the information reported under Item 3 – Legal Proceedings of our Annual Report on Form 10-K for the year ended December 31, 2003.

        From time to time, we are named as a defendant in other legal proceedings arising in the normal course of business. In our opinion, the final judgment, or settlement, if any, which may be awarded with any other suits or claims would not have a material adverse effect on our financial position.

ITEM 2 – CHANGES IN SECURITIES AND USE OF PROCEEDS

        Since January 1, 2004, we have not issued any equity securities that were not registered under the Securities Act of 1933, as amended.

ITEM 3 – DEFAULT UPON SENIOR SECURITIES – None.

ITEM 4 – SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS – None.

ITEM 5 – OTHER INFORMATION – None.

ITEM 6 – EXHIBITS AND REPORTS ON FORM 8-K

(a)     The following exhibits are included herein:

2.1         - Agreement for Purchase and Sale by and among Toreador Resources Corporation and Tormin, Inc., as Sellers, and Black Stone Acquisitions Partners I, L.P., as Buyer, dated December 17, 2003 (previously filed as Exhibit 2.1 to Toreador Resources Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2004, File No. 0-2517, and incorporated herein by reference).

3.1         - Amended and Restated Certificate of Incorporation, of Toreador Resources Corporation (previously filed as Exhibit 3.1 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, File No. 0-2517, and incorporated herein by reference).

3.2         - Second Amended and Restated Bylaws of Toreador Resources Corporation (previously filed as Exhibit 3.2 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, File No. 0-2517, and incorporated herein by reference).

3.3         - Certificate of Designation of Series A-1 Convertible Preferred Stock of Toreador Resources Corporation, dated October 30, 2002 (previously filed as Exhibit 3.1 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2002, File No. 0-2517, and incorporated herein by reference).

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4.1         - Registration Rights Agreement, effective December 16, 1998, among Toreador Royalty Corporation and persons party thereto (previously filed as Exhibit 10.2 to Toreador Royalty Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on December 31, 1998, File No. 0-2517, and incorporated herein by reference).

4.2         - Settlement Agreement dated June 25, 1998, among the Gralee Persons, the Dane Falb Persons and Toreador Royalty Corporation (previously filed as Exhibit 10.1 to Toreador Royalty Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on July 1, 1998, File No. 0-2517, and incorporated herein by reference).

4.3         - Registration Rights Agreement, effective July 31, 2000, among Toreador Royalty Corporation and persons party thereto (previously filed as Exhibit 4.5 to Toreador Resources Corporation Registration Statement on Form S-3, No. 333-52522 filed with the Securities and Exchange Commission on December 22, 2000, File No. 0-2517, and incorporated herein by reference).

4.4         - Registration Rights Agreement, effective September 11, 2000, among Toreador Resources Corporation and Earl E. Rossman, Jr., Representative of the Holders (previously filed as Exhibit 4.6 to Toreador Resources Corporation Registration Statement on Form S-3, No. 333-52522, filed with the Securities and Exchange Commission on December 22, 2000, File No. 0-2517, and incorporated herein by reference).

4.5         - Registration Rights Agreement, effective November 1, 2002, among Toreador Resources Corporation and persons party thereto (previously filed as Exhibit 4.5 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2002, File No. 0-2517, and incorporated herein by reference).

4.6         - Registration Rights Agreement dated March 25, 2003, between Toreador Resources Corporation and Barclays Bank PLC (previously filed as Exhibit 4.6 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended March 31, 2003, File No. 0-2517, and incorporated herein by reference).

4.7         - Registration Rights Agreement dated July 26, 2003, between Toreador Resources Corporation and James R. Anderson (previously filed as Exhibit 4.7 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2003, File No. 0-2517, and incorporated herein by reference).

4.8         - Registration Rights Agreement dated August 13, 2003, between Toreador Resources Corporation and Karen Anderson (previously filed as Exhibit 4.8 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, File No. 0-2517, and incorporated herein by reference).

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4.9         - Registration Rights Agreement dated October 20, 2003, between Toreador Resources Corporation, William I. Lee and Wilco Properties, Inc. (previously filed as Exhibit 4.9 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, File No. 0-2517, and incorporated herein by reference).

4.10        - Registration Rights Agreement dated December 15, 2003, between Toreador Resources Corporation and James R. Anderson (previously filed as Exhibit 4.9 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2003, File No. 0-2517, and incorporated herein by reference).

4.11        - Registration Rights Agreement dated December 15, 2003, between Toreador Resources Corporation and Roger A. Anderson (previously filed as Exhibit 4.10 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2003, File No. 0-2517, and incorporated herein by reference).

4.12        - Registration Rights Agreement dated December 22, 2003, between Toreador Resources Corporation and Wilco Properties, Inc. (previously filed as Exhibit 4.11 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2003, File No. 0-2517, and incorporated herein by reference).

10.1        - Master Qualified Escrow Agreement by and among Toreador Resources Corporation, Bank of Texas, N.A. and Petroleum Strategies, Inc dated January 9, 2004 (previously filed as Exhibit 10.1 to Toreador Resources Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2004, File No. 0-2517, and incorporated herein by reference).

10.2*        - Second Amended and Restated Convertible Debenture dated as of March 31, 2004, between Madison Oil Company, Toreador Resources Corporation and PHD Partners, LP.

31.1*        - 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.

31.2*        - Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*        - Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

        * Filed herewith.

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(b)     Reports on Form 8-K:

  On January 28, 2004, we filed a Current Report on Form 8-K with the Securities and Exchange Commission under Item 2 – Acquisition or Disposition of Assets and Item 7 – Financial Statements, Pro Forma Financial Information and Exhibits regarding our sale of U.S. mineral and royalty interests.

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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 thereunto duly authorized.

      TOREADOR RESOURCES CORPORATION,
Registrant
        
May 14, 2004      /s/ G. Thomas Graves III        
      G. Thomas Graves III
      President and Chief Executive Officer
        
May 14, 2004   /s/ Douglas W. Weir               
      Douglas W. Weir
      Senior Vice President and Chief Financial Officer

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EXHIBITS INDEX

  Exhibit Number                                                                    Description                                                            
2.1         - Agreement for Purchase and Sale by and among Toreador Resources Corporation and Tormin, Inc., as Sellers, and Black Stone Acquisitions Partners I, L.P., as Buyer, dated December 17, 2003 (previously filed as Exhibit 2.1 to Toreador Resources Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2004, File No. 0-2517, and incorporated herein by reference).

3.1         - Amended and Restated Certificate of Incorporation Toreador Resources Corporation (previously filed as Exhibit 3.2 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, File No. 0-2517, and incorporated herein by reference).

3.2         - Second Amended and Restated Bylaws of Toreador Resources Corporation, (previously filed as Exhibit 3.2 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, File No. 0-2517, and incorporated herein by reference).

3.3         - Certificate of Designation of Series A-1 Convertible Preferred Stock of Toreador Resources Corporation, dated October 30, 2002 (previously filed as Exhibit 3.1 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2002, File No. 0-2517, and incorporated herein by reference).

4.1         - Registration Rights Agreement, effective December 16, 1998, among Toreador Royalty Corporation and persons party thereto (previously filed as Exhibit 10.2 to Toreador Royalty Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on December 31, 1998, File No. 0-2517, incorporated herein by reference).

4.2         - Settlement Agreement dated June 25, 1998, among the Gralee Persons, the Dane Falb Persons and Toreador Royalty Corporation (previously filed as Exhibit 10.1 to Toreador Royalty Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on July 1, 1998, File No. 0-2517, and incorporated herein by reference).

4.3         - Registration Rights Agreement, effective July 31, 2000, among Toreador Royalty Corporation and persons party thereto (previously filed as Exhibit 4.5 to Toreador Resources Corporation Registration Statement on Form S-3, No. 333-52522 filed with the Securities and Exchange Commission on December 22, 2000, and incorporated herein by reference).

4.4         - Registration Rights Agreement, effective September 11, 2000, among Toreador Resources Corporation and Earl E. Rossman, Jr., Representative of the Holders (previously filed as Exhibit 4.6 to Toreador Resources Corporation Registration Statement on Form S-3, No. 333-52522, filed with the Securities and Exchange Commission on December 22, 2000, and incorporated herein by reference).

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Index
4.5         - Registration Rights Agreement, effective November 1, 2002, among Toreador Resources Corporation and persons party thereto (previously filed as Exhibit 4.5 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2002, File No. 0-2517, and incorporated herein by reference).

4.6         - Registration Rights Agreement dated March 25, 2003, between Toreador Resources Corporation and Barclays Bank PLC (previously filed as Exhibit 4.6 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended March 31, 2003, File No. 0-2517, and incorporated herein by reference).

4.7         - Registration Rights Agreement dated July 26, 2003, between Toreador Resources Corporation and James R. Anderson (previously filed as Exhibit 4.7 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended June 30, 2003, File No. 0-2517, and incorporated herein by reference).

4.8         - Registration Rights Agreement dated August 13, 2003, between Toreador Resources Corporation and Karen Anderson (previously filed as Exhibit 4.8 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, File No. 0-2517, and incorporated herein by reference).

4.9         - Registration Rights Agreement dated October 20, 2003, between Toreador Resources Corporation, William I. Lee and Wilco Properties, Inc (previously filed as Exhibit 4.9 to Toreador Resources Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, File No. 0-2517, and incorporated herein by reference).

4.10         - Registration Rights Agreement dated December 15, 2003, between Toreador Resources Corporation and James R. Anderson (previously filed as Exhibit 4.9 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2003, File No. 0-2517, and incorporated herein by reference).

4.11         - Registration Rights Agreement dated December 15, 2003, between Toreador Resources Corporation and Roger A. Anderson (previously filed as Exhibit 4.10 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2003, File No. 0-2517, and incorporated herein by reference).

4.12         - Registration Rights Agreement dated December 22, 2003, between Toreador Resources Corporation and Wilco Properties, Inc. (previously filed as Exhibit 4.11 to Toreador Resources Corporation Annual Report on Form 10-K for the year ended December 31, 2003, File No. 0-2517, and incorporated herein by reference).

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Index
10.1        - Master Qualified Escrow Agreement by and among Toreador Resources Corporation, Bank of Texas, N.A. and Petroleum Strategies, Inc dated January 9, 2004 (previously filed as Exhibit 10.1 to Toreador Resources Corporation Current Report on Form 8-K filed with the Securities and Exchange Commission on January 28, 2004, File No. 0-2517, and incorporated herein by reference).

10.2*        - Second Amended and Restated Convertible Debenture dated as of March 31, 2004, between Madison Oil Company, Toreador Resources Corporation and PHD Partners, LP.

31.1*        - 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.

31.2*        - Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*        - Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

        * Filed herewith.

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