UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Securities~~Date ~~Exchange~~of ~~Act~~Report (Date of ~~1934~~ earliest event reported) August 10, 2011 (August 9, 2011)

Date of Report (Date of earliest event reported) June 20, 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 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:

¨ x 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))

Item 1.01. Entry into a Material Definitive Agreement.

~~The~~On ~~Board~~August 9, of2011, ~~Directors~~Toreador ~~(the~~Resources Corporation (“~~Board~~Toreador”) ofentered ~~Toreador~~into ~~Resources~~an ~~Corporation,~~Agreement aand ~~Delaware~~Plan ~~corporation~~of Merger and Contribution (the “~~Company~~Merger Agreement”) by and among Toreador, ~~has~~ZaZa ~~adopted~~Energy, ~~the~~LLC ~~Rights~~(“ZaZa ~~Agreement~~LLC”), ~~dated~~ZaZa asEnergy ~~of June 20~~Corporation, ~~2011~~a ~~(the~~newly-formed entity (“~~Rights~~ZaZa ~~Agreement~~Corp”), ~~between~~and ~~the~~Thor ~~Company~~Merger ~~and~~Sub ~~American~~Corporation, ~~Stock~~a ~~Transfer &~~subsidiary ~~Trust~~of ~~Company,~~ZaZa ~~LLC~~Corp, (“Merger aSub”). The ~~New~~Merger ~~York~~Agreement ~~limited~~provides ~~liability~~for ~~trust~~(i) the ~~company,~~merger asof ~~Rights~~Merger ~~Agent~~Sub with and into Toreador (the “~~Rights Agent~~Merger”), ~~which~~with ~~is attached~~Toreador continuing as ~~Exhibit~~the ~~4.1~~surviving toentity, ~~this~~and ~~Current~~(ii) the ~~Report~~contribution onby ~~Form~~the ~~8-K~~holders ~~and~~of islimited ~~incorporated~~liability ~~herein~~company byinterests ~~reference.~~in ~~For~~ZaZa aLLC ~~description~~of 100% of ~~the~~such ~~material~~interests to ~~terms~~ZaZa ofCorp (the ~~Rights~~“Contribution”) ~~Agreement~~ and (iii) the ~~rights~~contribution by the holders of profits interests in ZaZa LLC of 100% of such interests to beZaZa ~~issued~~Corp ~~pursuant~~(the ~~thereto~~“Profits Interests Contribution,” ~~please~~and ~~refer~~together towith ~~Item 3~~the Contribution and the Merger, the “Transactions”).03 Upon the consummation of ~~this Current~~the ~~Report~~Transactions, onToreador ~~Form~~and ~~8-K,~~ZaZa ~~which~~LLC iswill ~~incorporated~~be ~~herein~~wholly-owned bysubsidiaries ~~reference.~~of ZaZa Corp.

~~Item~~At 3the effective time of the Merger, each share of common stock, par value $0.~~03.~~15625 ~~Material~~per ~~Modification~~share, of Toreador issued and outstanding immediately prior to ~~Rights~~the effective time of ~~Security~~the ~~Holders~~Transactions will be converted into the right to receive one share of common stock, par value $0.01 per share, of ZaZa Corp (“ZaZa Corp Common Stock”). The shares of ZaZa Corp Common Stock that will be received by the stockholders of Toreador in the Merger will in the aggregate represent 25% of the outstanding shares of ZaZa Corp Common Stock immediately after the consummation of the Transactions.

~~The~~Simultaneously ~~Board~~with ~~has~~the ~~declared~~consummation aof ~~dividend~~the ~~distribution~~Merger, ofthe ~~one~~three ~~purchase~~members ~~right~~of ZaZa LLC (athe “~~Right~~ZaZa LLC Members”) ~~for~~will ~~each~~contribute ~~outstanding~~all ~~share~~ of ~~Common~~the ~~Stock,~~limited ~~par~~liability ~~value~~company ~~$0.15625~~interests ~~per~~in ~~share~~ZaZa LLC to ZaZa Corp in exchange for (~~“Common Stock”~~i), a number of shares of ZaZa Corp Common Stock that will in the ~~Company,~~aggregate ~~payable~~represent on75% ~~June 30,~~of ~~2011~~the tooutstanding ~~stockholders~~shares of ~~record~~ZaZa atCorp Common Stock immediately after the ~~close~~consummation of ~~business~~the onTransactions ~~that~~and ~~date.~~(ii) cash ~~Each~~(if ~~share~~then ofavailable ~~Common~~to ~~Stock~~ZaZa onCorp ~~the~~under ~~record~~credit ~~date~~facilities ZaZa Corp will ~~receive~~seek ~~one~~to ~~Right.~~enter ~~Except~~into inprior ~~the~~to ~~circumstances~~or ~~described~~simultaneously ~~below,~~with ~~each Right,~~closing) ~~when~~or itsubordinated ~~becomes~~secured ~~exercisable,~~notes ~~entitles~~in ~~the~~an ~~registered~~amount ~~holder~~equal to ~~purchase~~$50 ~~from~~million in the ~~Company~~aggregate ~~one~~(reduced ~~one-thousandth~~by the amount of acertain ~~share~~pre-closing ofdistributions ~~Series~~made Cto ~~Preferred~~such ~~Stock,~~members ~~par~~and ~~value~~reduced ~~$1.00~~by ~~per~~amounts ~~share,~~that ofwill be paid by the Company ~~(“Preferred~~in ~~Stock”~~exchange ~~and~~for ~~each~~the ~~one one-thousandth~~contribution of athe ~~share~~net profits interest of ~~Preferred~~ZaZa ~~Stock,~~LLC. Any asuch ~~“Unit”)~~notes issued will provide for monthly cash interest at a ~~purchase~~rate ~~price~~ of ~~$20.00~~8% per ~~Unit~~annum, ~~subject~~a tomaturity ~~adjustment~~date ~~(as~~on ~~adjusted,~~ the ~~“Purchase~~4th ~~Price”). The~~anniversary ~~rights~~ of closing (with a ~~holder~~requirement ofthat aZaZa ~~Unit~~Corp ~~are~~apply ~~substantially equivalent~~up to ~~the~~20% ~~rights~~ of aany ~~holder~~post-closing ofdebt aor ~~share~~equity financing towards prepayment of ~~Common~~the ~~Stock~~notes). Such ~~The~~notes ~~description~~will ~~and~~be ~~terms~~subordinated to up to $150 million of ~~the~~senior ~~Rights~~indebtedness ~~are~~and ~~set~~secured ~~forth~~by inZaZa ~~the~~Corp’s ~~Rights~~interest ~~Agreement~~in ZaZa LLC.

~~Separation~~Immediately ~~and~~after ~~Distribution~~the consummation of ~~Rights;~~the ~~Exercisability.~~Merger Asand ~~discussed below~~Contribution, ~~initially~~ the ~~Rights~~holders ~~will~~of ~~not~~profits beinterests ~~exercisable,~~in ~~certificates~~ZaZa LLC will ~~not~~contribute beall ~~sent~~of tothe ~~stockholders~~outstanding ~~and~~profits ~~the~~interests ~~Rights~~in ~~will automatically~~ZaZa ~~trade~~LLC ~~with~~to ~~the~~ZaZa ~~Common~~Corp ~~Stock~~in exchange for $4.8 million in cash.

~~The~~Following ~~Rights~~the ~~will~~consummation beof ~~evidenced by~~ the ~~Common Stock certificates~~Transactions, ~~and~~ZaZa ~~Rights~~Corp ~~relating to shares of Common Stock not represented by certificates~~ will behave ~~represented~~nine bydirectors ~~notation~~ on ~~the~~its ~~records~~initial board of ~~the Company~~directors, ~~until~~with ~~the~~seven ~~close of business on the earlier~~ to ~~occur~~be ~~of (i) the date of a public announcement or filing that a person or group of affiliated or associated persons has become an “Acquiring Person”~~designated, ~~which~~prior ~~is defined as a person who, at any time after the date of the Rights Agreement, has acquired, or obtained the right~~ to ~~acquire~~closing, ~~beneficial ownership of shares of Common Stock (including synthetic interests in such shares created~~ by ~~derivative~~ZaZa ~~positions~~LLC —and ~~whether~~two ~~or not such interests are considered~~ to be beneficial ownership of the shares of Common Stock or are reportable for purposes of Regulation 13D of the Securities Exchange Act of 1934) representing 10% or more of the shares of Common Stock then outstandingdesignated, ~~subject~~prior to ~~certain exceptions described below~~closing, ~~or (ii) the tenth day (or a later date determined~~ by ~~the~~Toreador. Thereafter, ~~Board) after~~ the ~~commencement~~board of adirectors ~~tender~~will orbe ~~exchange~~determined ~~offer~~as ~~the~~set ~~consummation~~forth ~~of which would result~~ in athe ~~person~~Stockholders ~~becoming~~Agreement ~~an Acquiring Person~~ (~~the~~described ~~earlier of these dates is called the “Distribution Date”~~below).

AsEach ~~soon~~of asToreador ~~practicable~~and ~~following~~ZaZa aLLC ~~Distribution~~has ~~Date,~~made customary representations and warranties in the ~~Rights~~Agreement. Toreador ~~Agent~~and ~~will,~~ZaZa ifLLC ~~requested~~have made various commitments under the Agreement, including (i) to doconduct sotheir byrespective businesses in the ~~Company~~ordinary course during the period between execution of the Merger Agreement and ~~provided~~the ~~with~~effective ~~all necessary~~time ~~information~~of the Transactions, ~~mail~~(ii) that ~~separate~~Toreador ~~certificates~~will ~~evidencing~~convene a meeting of its stockholders to consider and vote upon the ~~Rights~~approval of the Merger Agreement and the Merger, (~~“Right~~iii) not ~~Certificates”~~to (A) initiate, solicit or knowingly facilitate any inquiries relating to ~~holders~~alternative ofbusiness ~~record~~combination oftransactions ~~shares~~for either Toreador or ZaZa LLC or (B) subject to certain exceptions in the case of Toreador, respond to, furnish information with respect to, or engage in discussions or negotiations regarding, alternative business combination transactions for either Toreador or ZaZa LLC, (iv) to use reasonable best efforts to cause the ZaZa Corp Common Stock asto ofbe listed on NASDAQ, (v) to cooperate in the ~~close~~preparation of ~~business~~a onregistration statement for the ~~Distribution~~ZaZa ~~Date~~Corp Common Stock, ~~and~~(vi) that, ~~those~~subject ~~separate~~to ~~certificates~~ certain exceptions, the board of directors of Toreador will ~~solely~~recommend ~~evidence~~that the ~~Rights~~stockholders ~~from~~of ~~and~~Toreador ~~after~~approve the ~~Distribution~~Merger ~~Date.~~and (vii) that Toreador will terminate its Shareholder Rights Plan before closing.

~~Each~~Consummation of the ~~following~~Transactions ~~persons~~is ~~will~~subject ~~not be deemed~~ to ~~be an~~customary ~~Acquiring Person~~conditions, ~~even~~including if(i) approval ~~they~~of ~~have~~the ~~acquired,~~Merger orAgreement ~~obtained~~by the ~~right~~holders ~~to acquire, beneficial ownership~~ of ~~10%~~a ormajority ~~more~~ of the outstanding shares of ~~Common~~Toreador ~~Stock~~common ~~then~~stock, ~~outstanding:~~ (iii) ~~the~~absence ~~Company, any subsidiary~~ of ~~the~~orders ~~Company,~~or ~~any~~injunctions ~~employee~~of ~~benefit~~U.S. ~~plan~~ or ~~employee~~ ~~stock~~French ~~plan~~courts ofprohibiting the ~~Company~~consummation ~~or any subsidiary~~ of the ~~Company;~~Merger ~~(ii) any~~or ~~underwriter~~Contribution, ~~acting in this capacity under an agreement with the Company;~~ (iii) ~~any~~declaration ~~person who becomes the beneficial owner~~ of ~~10% or more of~~ the ~~shares~~effectiveness ofby ~~Common Stock then outstanding, with~~ the ~~prior~~Securities ~~approval~~and ofExchange ~~the~~Commission ~~Board~~ (so“SEC”) ~~long~~of as the ~~person’s~~registration ~~beneficial~~statement ~~ownership~~to ~~level~~be ~~does~~filed ~~not exceed the level approved~~ by ~~the~~ZaZa ~~Board);~~Corp, (iv) ~~any person who is, as of~~ the ~~date~~listing of ~~the~~ZaZa ~~Rights~~Corp ~~Agreement, the beneficial owner of 10% or more of the~~ Common Stock ~~until~~on ~~the~~NASDAQ ~~time~~and as(v) obtaining ~~this~~required ~~person~~approval ~~shall~~from ~~become~~ the ~~beneficial~~French ~~owner~~Bureau of ~~any~~Mines ~~additional~~and ~~shares of Common Stock; (v)~~ any ~~person~~other ~~who~~applicable ~~becomes~~foreign angovernmental ~~Acquiring~~authorities. Toreador’s ~~Person~~obligation ~~solely~~to byconsummate ~~virtue of a reduction in~~ the ~~number~~ ofMerger ~~outstanding~~and ~~shares~~ZaZa ofLLC’s ~~Common~~obligation ~~Stock,~~to ~~unless~~consummate the ~~person~~Contribution ~~thereafter~~are ~~becomes~~subject ~~the~~to ~~beneficial~~certain ~~owner of any~~ additional ~~shares~~customary ~~of Common Stock~~conditions, ~~without~~including ~~the prior approval of the Board; and~~ (vii) ~~any~~material ~~person~~accuracy ~~who becomes the beneficial owner~~ of ~~10%~~ orrepresentations ~~more~~and ofwarranties ~~the shares~~ of ~~Common Stock then outstanding inadvertently, in~~ the ~~judgment~~other ~~of the Board~~party, ~~and within fifteen business days after discovering that it would be an Acquiring Person~~ (~~but for this exception~~ii) performance ~~the person notifies the Board and as promptly as practicable (as determined~~ by the ~~Board)~~other ~~the~~party ~~person divests itself~~ of ~~beneficial~~its ~~ownership~~covenants ofin aall ~~sufficient~~material ~~number~~respects ofand ~~the Common Stock so~~ (iii) that ~~the~~no ~~person~~material ~~would~~adverse ~~not~~effect bewith anrespect ~~Acquiring Person (regardless of this exception).~~ to

~~The Rights are not exercisable until after the Distribution Date. The Rights will expire at the close of business on December 31, 2011, unless earlier redeemed by the Company as described below.~~ 2

~~Flip-in~~Toreador ~~Events.~~or InZaZa ~~the~~LLC ~~event~~has ~~any~~occurred. In ~~person becomes an Acquiring Person~~addition, ~~then~~ each ~~holder~~ of ~~record~~Toreador’s ofand aZaZa ~~Right,~~LLC’s ~~other~~obligation ~~than~~to consummate the ~~Acquiring~~Merger ~~Person,~~is ~~will~~subject ~~thereafter have the right~~ to ~~receive, upon payment of~~ the ~~Purchase~~condition ~~Price,~~ that ~~number~~immediately ofafter ~~Units having a value (determined based on~~ the ~~market~~consummation ~~value~~ of the ~~Common~~ ~~Stock if the Units are not publicly held~~Transactions, ~~listed~~ZaZa orCorp ~~traded)~~and atits ~~the~~subsidiaries ~~time~~will ~~the~~have ~~person~~a ~~becomes~~minimum anlevel ~~Acquiring~~of ~~Person~~cash ~~equal~~and tocash ~~two~~equivalents ~~times the Purchase Price. Any Rights that are~~ and/or ~~were at any time, on or after the Distribution Date, beneficially owned by an Acquiring Person will become null and void. After such an event, to the extent that an insufficient number of Units are~~ available ~~for~~funds ~~the~~under ~~exercise in full of the Rights, holders of Rights will receive upon exercise~~ a ~~number~~credit ~~of Units to the extent available and~~ facility.

~~then~~The ~~other~~Merger ~~securities~~Agreement provides for certain termination rights for Toreador and ZaZa LLC, including the right of either party to terminate if (i) the ~~Company~~Transactions have not been consummated by June 30, ~~assets~~2012, or(ii) the ~~cash~~stockholders of Toreador do not approve the proposed Merger, in(iii) the ~~proportions~~proposed ~~determined~~Transactions are prohibited by a permanent order or injunction of a U.S. or French court, or (iv) the ~~Company~~other party materially breaches the Merger Agreement, sowhich breach is not curable or cured within a certain period. If the board of Toreador fails to recommend that Toreador’s stockholders vote to approve the ~~aggregate~~Merger ~~value~~Agreement, ~~received~~then isZaZa ~~equal~~LLC has the right to ~~two~~terminate ~~times~~the Merger Agreement and Toreador will pay ZaZa LLC a termination fee of $3.5 million. Toreador has the ~~Purchase~~right ~~Price~~to terminate the Merger Agreement, prior to the vote of its stockholders with respect to the Merger Agreement, to enter into an agreement for an alternative business combination transaction that the board of directors of Toreador determines to be superior to the proposed Transactions so long as Toreador complies with certain notice and other requirements set forth in the Merger Agreement and Toreador pays ZaZa LLC a termination fee of $3.5 million.

~~Flip-over~~The ~~Events.~~foregoing ~~The~~description ~~Rights~~of the Merger Agreement ~~provides~~does ~~that,~~not onpurport orto ~~after~~be acomplete ~~public~~and ~~announcement~~is orqualified ~~filing~~in ~~indicating~~its ~~that~~entirety aby ~~person~~reference ~~has become~~to anthe ~~Acquiring~~full ~~Person,~~text ifof the ~~Company~~Merger isAgreement, ~~acquired~~which inis aattached ~~merger~~hereto oras ~~other~~Exhibit 2.1 ~~business~~and ~~combination~~the ~~(in~~terms of which ~~any~~are ~~shares~~incorporated ofherein ~~Common~~by ~~Stock~~reference. The ~~are~~Merger ~~changed~~Agreement ~~into~~has orbeen ~~exchanged~~attached ~~for~~to this Report on Form 8-K to provide investors with information regarding its terms, and is not intended to provide any other ~~securities~~factual or ~~assets)~~financial information about Toreador, ZaZa LLC or ~~more~~ZaZa ~~than~~Corp. The ~~30%~~representations, ofwarranties and covenants contained in the ~~assets~~Merger orAgreement ~~earning~~were ~~power~~made only for purposes of ~~the~~ ~~Company~~that Merger Agreement and ~~its~~as ~~subsidiaries~~of ~~(taken~~the asdates aspecified ~~whole)~~therein; ~~are~~were ~~sold~~solely orfor ~~transferred~~the inbenefit ~~one~~of orthe aparties ~~series~~to ofthe ~~related~~Merger ~~transactions~~Agreement and may be subject to limitations agreed upon by the parties, ~~proper~~including ~~provision~~being ~~will~~qualified beby ~~made~~confidential sodisclosures ~~that~~made ~~each~~for ~~registered~~the ~~holder~~purpose of aallocating ~~Right~~contractual ~~will~~risk ~~have~~between the ~~right~~parties to ~~receive,~~the ~~upon~~Agreement ~~payment~~instead of establishing these matters as facts; and may be subject to standards of materiality applicable to the ~~Purchase~~ ~~Price~~contracting parties that differ from those applicable to investors. Investors should not rely on the representations, inwarranties ~~lieu~~and covenants or any description thereof as characterizations of ~~Units,~~the ~~that~~actual ~~number~~state of ~~shares~~facts or conditions of ~~common~~Toreador, ~~stock~~ZaZa LLC or ZaZa Corp. Moreover, information concerning the subject matter of the ~~acquiring~~representations, ~~company~~warranties ~~having~~and acovenants ~~value~~may atchange after the ~~time~~date of ~~that~~the ~~transaction~~Merger ~~equal~~Agreement, towhich ~~two~~subsequent ~~times~~information ~~the~~may ~~Purchase~~or ~~Price.~~may not be fully reflected in public disclosures by Toreador.

~~Anti-dilution~~Contribution Adjustments; Fractional Shares. The Purchase Price, and the number of Units or other securities or property issuable upon exercise of the Rights, are subject to adjustment from time to time to prevent dilution: (i) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Stock; (ii) upon the grant to holders of Preferred Stock of certain rights or warrants to subscribe for Preferred Stock or convertible securities at less than the current market price of the Preferred Stock; or (iii) upon the distribution to holders of the Preferred Stock of evidences of indebtedness or assets (excluding dividends payable in Preferred Stock) or of subscription rights or warrants (other than those referred to above). The Purchase Price is also subject to adjustment from time to time in the event of a Common Stock dividend on, or a subdivision or combination of, the shares of Common Stock. Agreement

NoOn ~~fractional~~August 9, ~~Units~~2011, ~~will be required to be issued upon exercise of~~ the ~~Rights~~ZaZa ~~and,~~LLC inMembers ~~lieu~~entered ~~thereof,~~into a ~~payment~~Contribution inAgreement ~~cash~~with ~~equal~~ZaZa toCorp (the ~~fraction~~“Contribution ofAgreement”), ~~the~~a ~~then~~copy ~~current value~~ of awhich ~~Unit~~is ~~may~~attached behereto ~~made.~~as Exhibit 2.2.

~~Exchange~~The ofContribution Agreement governs the ~~Rights.~~terms Atof ~~any~~the ~~time~~Contribution, ~~after~~and acontains ~~person~~customary ~~becomes~~representations anand ~~Acquiring~~warranties ~~Person,~~of the ~~Board~~ZaZa ~~may~~LLC ~~exchange~~Members ~~all~~and orZaZa ~~part~~Corp. The ofZaZa ~~the~~LLC ~~outstanding~~Members ~~Rights~~made ~~(other~~covenants ~~than~~in ~~those~~the ~~held~~Contribution byAgreement, anincluding ~~Acquiring~~to ~~Person)~~not ~~for~~transfer, ~~Units at~~assign anor ~~exchange~~otherwise ~~rate~~dispose of ~~two~~any ~~Units~~of ~~(or~~the limited liability company interests in ZaZa LLC, and to comply with ZaZa LLC’s covenants in the ~~discretion~~Merger ofAgreement ~~the~~not ~~Board~~to initiate, ~~two~~solicit ~~shares~~or ofknowingly ~~Common~~facilitate ~~Stock~~any ofinquiries ~~the~~relating ~~Company~~to inalternative ~~lieu~~business ~~thereof~~combination ortransactions ~~such~~for ~~lesser~~ZaZa ~~number~~LLC. Consummation of ~~shares~~the ofContribution ~~Common~~is ~~Stock~~subject to conditions, including (~~but~~i) the ~~not~~satisfaction ~~less~~or ~~than~~waiver ~~one)~~of asthe ~~may~~conditions beto ~~determined~~closing bycontained in the ~~Board~~Merger Agreement, (ii) material ~~for~~accuracy ~~each Right.~~of ~~The~~the ~~Company~~representations ~~will~~and ~~promptly~~warranties ~~give~~of ~~public~~the ~~notice~~other ofparties ~~any~~to ~~exchange~~the ~~(although~~Contribution ~~failure~~Agreement toand ~~give~~(iii) the ~~notice~~performance ~~will~~by ~~not~~the ~~affect~~other parties to the ~~validity~~Contribution Agreement of ~~the~~their ~~exchange).~~respective covenants in all material respects.

~~Redemption~~The ofContribution ~~the~~Agreement ~~Rights.~~automatically Atterminates ~~any~~if ~~time~~the ~~until~~Merger ~~the~~Agreement ~~close~~is ofvalidly ~~business~~terminated onfor ~~the~~any ~~earlier~~reason. The ofContribution ~~December 31,~~Agreement ~~2011~~may ~~and~~be ~~the~~terminated ~~day~~by aeither ~~public~~ZaZa ~~announcement~~Corp or ~~the~~any ~~filing~~of isthe ~~made~~ZaZa ~~indicating~~LLC ~~that~~Members aif ~~person~~any ~~has become~~of anthe ~~Acquiring~~ZaZa ~~Person,~~LLC Members or ~~thereafter~~ZaZa ~~under~~Corp, ~~certain circumstances~~respectively, ~~the~~materially ~~Company~~breaches ~~may redeem~~ the ~~Rights~~Contribution ~~in whole~~Agreement, ~~but~~which ~~not~~breach inis ~~part,~~not atcured aor ~~price~~curable ofwithin ~~$0.001~~a ~~per~~certain ~~Right~~period.

~~Immediately~~The ~~upon~~foregoing ~~the~~description ~~action~~ of the ~~Board~~Contribution ~~authorizing~~Agreement ~~exchange~~does ornot ~~redemption~~purport ofto ~~the~~be ~~Rights,~~complete ~~the~~and ~~right~~is toqualified ~~exercise~~in ~~the~~its ~~Rights~~entirety ~~will~~by ~~terminate,~~reference ~~and~~to the ~~only~~full ~~right~~text of the ~~holders~~Contribution ofAgreement, ~~Rights~~which ~~will~~is beattached tohereto ~~receive (if~~as ~~applicable)~~Exhibit 2.2 and the ~~Units~~terms ~~(or shares~~ of ~~Common~~which ~~Stock)~~are ~~issuable~~incorporated inherein ~~connection~~by ~~with the exchange or the Redemption Price without any interest thereon~~reference.

~~No Rights as Stockholder. Until a Right is exercised, the holder, as such, will have no rights as a stockholder of the Company, including the right to vote or to receive dividends.~~ 3

~~Amendment~~Net ofProfits ~~the~~Interest ~~Rights~~Contribution Agreement. Until the close of business on the day a public announcement or filing is made indicating that a person has become an Acquiring Person, or thereafter under certain circumstances, the Company may amend the Rights Agreement in any manner. The Company may also amend the Rights Agreement after the close of business on the day a public announcement or filing is made indicating that a person has become an Acquiring Person, to cure ambiguities, to correct defective or inconsistent provisions, to shorten or lengthen any period of the Rights Agreement or in any manner that does not adversely affect the interests of holders of the Rights.

~~Certain~~On ~~Anti-takeover~~August 9, ~~Effects.~~2011, ~~The~~the ~~Rights~~holders ~~have~~of ~~anti-takeover effects.~~net ~~The~~profits ~~Rights~~interests ~~will~~in ~~cause~~ZaZa ~~substantial~~LLC ~~dilution~~entered tointo a ~~person~~Net ~~that~~Profits ~~attempts~~Interests toContribution ~~acquire~~Agreement ~~the~~with ~~Company~~ZaZa ~~without~~LLC ~~obtaining~~and ~~the~~ZaZa ~~approval~~Corp of (the ~~Board,~~“Profits ~~the~~Interests ~~redemption~~Contribution ~~of the Rights or an amendment to the Rights~~ Agreement ~~permitting the acquisition. However~~”), ~~the~~a ~~Rights~~copy ~~generally~~of ~~should~~which ~~not~~is ~~interfere~~attached ~~with~~hereto ~~any~~as ~~merger or other business combination approved by the Board~~Exhibit 2. 3.

The ~~foregoing~~ ~~description~~Profits Interests Contribution Agreement will govern the terms of the ~~Rights~~Profits Interests Contribution, and contains customary representations and warranties of the holders of net profits interests in ZaZa LLC and ZaZa Corp. The holders of net profits interests in ZaZa LLC made covenants in the Profits Interests Contribution Agreement, ~~does~~including to not ~~purport~~transfer, toassign beor ~~complete~~otherwise ~~and~~dispose isof ~~qualified~~any of the net profits interests in ~~its~~ZaZa ~~entirety~~LLC. Consummation byof ~~reference~~the Profits Interests Contribution is subject to conditions, including (i) the ~~full~~satisfaction ~~text~~or waiver of the ~~Rights~~conditions to closing contained in the Merger Agreement, a(ii) material ~~copy~~accuracy of ~~which~~the isrepresentations ~~attached~~and ~~hereto~~warranties asof ~~Exhibit~~the ~~4.1~~other parties to ~~this~~the ~~Current~~Profits ~~Report~~Interests onContribution ~~Form 8-K~~Agreement and is(iii) the ~~incorporated~~performance ~~herein~~ by ~~reference.~~the other parties to the Profits Interests Contribution Agreement of their respective covenants in all material respects.

~~Dividend,~~The ~~Liquidation,~~Profits ~~Voting~~Interests ~~and~~Contribution ~~Redemption~~Agreement ~~Rights~~automatically ofterminates if the ~~Preferred Stock. Each~~Merger ~~Unit~~Agreement ~~will~~is ~~represent~~validly ~~one~~terminated ~~one-thousandth~~for ofany ~~a share of Preferred Stock~~reason. The ~~Each~~Profits ~~share~~Interests ofContribution ~~Preferred~~Agreement ~~Stock~~may ~~will~~ be ~~entitled,~~terminated ~~when,~~by aseither ~~and~~ZaZa ifCorp ~~declared,~~or toany ~~a minimum preferential quarterly dividend payment per share equal to the greater~~ of ~~(i) $10.00 and (ii) an aggregate amount of 1,000 times~~ the ~~aggregate~~holders ~~per share amount~~ of ~~all~~net ~~cash~~profits ~~dividends,~~interests ~~and 1,000 times the aggregate per share amount (payable~~ in ~~kind)~~ZaZa ofLLC ~~all~~if ~~non-cash~~any ~~dividends or other distributions other than a dividend payable in shares~~ of ~~Common~~such ~~Stock,~~holders ~~declared on the outstanding shares of Common Stock. Upon any liquidation (voluntary~~ or ~~otherwise),~~ZaZa ~~the holders of Preferred Stock will be entitled to a liquidation preference of $10.00 per share~~Corp, ~~plus an amount equal to the accrued and unpaid dividends and distributions~~respectively, ~~whether~~materially orbreaches ~~not declared, to~~ the ~~date~~Contribution ~~of such payment thereon (the “Liquidation Preference”). Following payment of the Liquidation Preference~~Agreement, nowhich ~~additional distributions~~breach ~~shall~~is benot ~~made~~cured toor ~~the~~curable ~~holders~~within ofa ~~Preferred~~certain ~~Stock unless, prior~~ period.

~~thereto,~~The ~~the~~foregoing ~~holders~~description of ~~shares~~the ofProfits ~~Common~~Interests ~~Stock~~Contribution ~~shall~~Agreement ~~have~~does ~~received~~not anpurport ~~amount per share equal~~ to ~~the~~be ~~quotient~~complete ~~obtained by dividing (i) the Liquidation Preference by (ii) 1,000 (as adjusted under the Certificate of Designations, Rights~~ and ~~Preferences).~~is ~~Upon~~qualified ~~any consolidation, merger, combination, share exchange or other transaction~~ in ~~which~~its ~~the~~entirety ~~shares~~by ofreference ~~Common Stock are converted or exchanged, each share of Preferred Stock will be entitled~~ to ~~receive an amount equal to 1,000 times~~ the ~~aggregate~~full ~~amount~~text ~~received per share~~ of ~~Common~~the ~~Stock.~~Profits ~~Each~~Interests ~~share~~Contribution ~~of Preferred Stock will have 1~~Agreement,~~000~~ ~~times~~which ~~the~~is ~~number~~attached ofhereto ~~votes~~as ~~each share of Common Stock has on matters submitted to a vote of the stockholders of the Company~~Exhibit 2.3 ~~The holders of the Preferred Stock~~ and the ~~holders~~terms of ~~the~~which ~~Common Stock shall vote together as one class on all matters submitted to a vote of stockholders of the Company. These rights~~ are ~~protected~~incorporated herein by ~~customary anti-dilution and other protective provisions~~reference. ~~The shares of Preferred Stock shall not be redeemable.~~

~~The~~Stockholders’ summary description of the terms of the Preferred Stock included in this Item 3.03 does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Designations, Rights and Preferences, a copy of which is attached hereto as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. Agreement

~~Item~~On 5August 9, 2011, ZaZa Corp, and the ZaZa LLC Members entered into a Stockholders’ Agreement (the “Stockholders Agreement”), a copy of which is attached hereto as Exhibit 2.034. The ~~Amendments~~Stockholders toAgreement ~~Articles~~will ofbecome ~~Incorporation~~effective orupon ~~Bylaws;~~the ~~Change~~consummation inof ~~Fiscal~~the ~~Year~~Transactions.

~~Certificate~~For ofthree ~~Designations,~~years ~~Rights~~after ~~and~~closing, ~~Preferences.~~in In connection with ~~the~~each ~~adoption~~annual meeting of the ~~Rights~~stockholders ~~Agreement~~of ZaZa Corp, the ~~Board~~ZaZa ~~approved~~LLC aMembers ~~Certificate~~and oftheir ~~Designations,~~permitted ~~Rights~~transferees ~~and~~will ~~Preferences~~have of the ~~Preferred~~ ~~Stock~~right ~~classifying~~to ~~and~~nominate ~~designating~~a ~~the~~number ~~Preferred~~of ~~Stock.~~directors ~~The Certificate~~ of ~~Designations,~~ZaZa ~~Rights~~Corp ~~and~~in ~~Preferences~~proportion ~~was~~to ~~filed~~their ~~with~~percentage ~~the~~ownership ~~Secretary~~ of ~~State~~ZaZa ofCorp ~~the~~Common ~~State of Delaware~~Stock, and ~~became~~a ~~effective~~3-member ~~June 20~~nominating committee, ~~2011.~~two ~~See~~of the ~~description~~members ~~in Item 1.01~~of (which ~~also~~will ~~incorporates~~be bythe ~~reference~~initial ~~Item 3.03)~~Toreador ofdesignees ~~this~~or ~~Current~~their ~~Report~~successors, onwill ~~Form~~nominate ~~8-K~~the ~~for~~remaining anumber ~~more complete description~~ of ~~the~~directors ~~rights~~for ~~and~~election ~~preferences~~at of the ~~Preferred~~annual ~~Stock~~meeting. The AZaZa ~~copy~~LLC ofMembers ~~the~~have ~~Certificate~~agreed ofto ~~Designations,~~vote ~~Rights~~their ~~and Preferences~~shares isin ~~attached~~favor ~~hereto~~of asthe ~~Exhibit~~individuals ~~3.1~~nominated toin ~~this~~accordance ~~Current~~with ~~Report~~the ~~on Form 8-K and is incorporated herein by reference~~foregoing.

~~Item~~The 8Stockholders Agreement provides that, after the six-month anniversary of the consummation of the Transactions, the holders of at least 25% of ZaZa Corp Common Stock will have the right to request, up to ten separate times, that ZaZa Corp file a registration statement (including under a shelf registration statement) under the Securities Act of 1933, subject to certain limitations and conditions described therein, for ZaZa Corp Common Stock representing the lesser of $10 million and 2.015% of the then-outstanding ZaZa Corp Common Stock. The ~~Other~~Stockholders ~~Events~~Agreement also provides the holders of ZaZa Corp Common Stock certain “piggyback” registration rights if ZaZa Corp proposed to sell any of its equity securities in a registered offering, subject to certain limitations and conditions described therein. The Stockholders Agreement sets forth procedural and timing provisions and indemnification and contribution obligations of the stockholders and ZaZa Corp relating to the registration rights.

~~On June 20~~Each ZaZa LLC Member will be subject to certain standstill limitations (which, ~~2011~~among other things, prohibits additional purchases of ZaZa Corp Common Stock if such purchases would result in the ~~Company~~ZaZa ~~issued~~LLC aMembers ~~press~~beneficially ~~release~~owning ~~announcing~~in excess of the ~~adoption~~percentage of the ~~Rights~~shares ~~Agreement~~of ~~and~~ZaZa Corp Common Stock that they will beneficially own immediately after closing) until the ~~declaration~~earlier of (i) such time at which it beneficially owns less than 15% of more of the ~~Rights~~voting ~~dividend.~~stock Aof ~~copy~~ZaZa Corp, (ii) such time at which all ZaZa Members beneficially own less than 25% of the ~~press~~voting ~~release~~stock isof ~~attached~~ZaZa asCorp ~~Exhibit~~in the aggregate and (iii) 99the third anniversary of the date of consummation of the Transactions.1 The tostockholders ~~this~~of ~~Current~~ZaZa ~~Report~~Corp will also be subject to a prohibition on ~~Form~~transfers 8for the six-K month period following the consummation of the Transactions, and ~~is incorporated~~a ~~herein~~prohibition byon ~~reference.~~transfers following the six-month anniversary of the date of consummation of the Transactions, except sales (subject to certain conditions described in the Stockholders Agreement) pursuant to a registration statement, Rule 144, or a private sale exempt from registration where the transferee will not, after the transfer, own more than 10% of the voting power of ZaZa Corp.

~~Item 9.01. Financial Statements and Exhibits.~~4

Exhibits.		The following exhibits are filed as part of this report:
3.1		Certificate of Designations, Rights and Preferences setting forth the terms of the Series C Preferred Stock of Toreador Resources Corporation.
4.1		Rights Agreement, dated as of June 20, 2011, between Toreador Resources Corporation and American Stock Transfer & Trust Company, LLC, as Rights Agent.
99.1		Text of Press Release, dated June 20, 2011.

The foregoing description of the Stockholders Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Stockholders Agreement, which is attached hereto as Exhibit 2.4 and the terms of which are incorporated herein by reference.

~~SIGNATURE~~Non-Competition Agreement

~~Pursuant~~On toAugust 9, 2011, ZaZa Corp and the ~~requirements~~controlling person of ~~the~~each ~~Securities~~ZaZa ~~Exchange~~LLC ~~Act~~Member of(each ~~1934~~such person, the ~~registrant~~“Restricted ~~has~~Person”) ~~duly~~entered ~~caused~~into ~~this~~a ~~report~~separate toNon-Competition beAgreement ~~signed~~(the on“Non-Competition ~~its~~Agreements”), ~~behalf~~a byform ~~the~~of ~~undersigned~~which ~~hereunto~~is ~~duly~~attached ~~authorized.~~hereto as Exhibit 2.5.

~~Dated:~~Pursuant ~~June 20~~to the Non-Competition Agreements, ~~2011~~each Restricted Person has agreed that, prior to the date of termination of such person’s employment with ZaZa Corp or the third anniversary of the date of consummation of the Transactions (whichever is later), the Restricted Person and its controlled affiliates will not engage in, own or acquire new businesses that compete with ZaZa Corp, ZaZa LLC and Toreador and their present and future subsidiaries, in specified areas or acquire oil and gas interests in, acquire interests in any businesses with oil and gas interests in, such specified areas. The Restricted Persons also agree not to materially interfere with the customer, supplier and other business relationships of, or oil and gas interests or the businesses of, ZaZa Corp, ZaZa LLC and Toreador and their present and future subsidiaries. The Non-Competition Agreements do not prohibit the Restricted Persons or their controlled affiliates acquiring equity interests in a company as a passive investor, so long as in each case they do not control such company.

~~TOREADOR~~The ~~RESOURCES~~restrictions ~~CORPORATION~~in ~~By:~~the ~~/s/~~Non-Competition ~~Craig~~Agreements M.will ~~McKenzie~~not ~~Craig~~apply M.to ~~McKenzie~~any ~~President~~opportunity in which the Restricted Persons would otherwise be prohibited from participating, if such opportunity is first offered to ZaZa Corp and ~~Chief~~a ~~Executive~~majority ~~Officer~~of the full board of directors of ZaZa Corp, and a majority of the disinterested directors, declines to pursue such opportunity.

~~EXHIBIT~~The ~~INDEX~~foregoing description of the Non-Competition Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the Non-Competition Agreements, the form of which is attached hereto as Exhibit 2.5, and the terms of which are incorporated herein by reference.

3.1		Certificate of Designations, Rights and Preferences setting forth the terms of the Series C Preferred Stock of Toreador Resources Corporation.
4.1		Rights Agreement, dated as of June 20, 2011, between Toreador Resources Corporation and American Stock Transfer & Trust Company, LLC, as Rights Agent.
99.1		Text of Press Release, dated June 20, 2011.

Other Information

Except for the historical information contained herein, the matters set forth in this news release are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Toreador intends that all such statements be subject to the “safe-harbor” provisions of those Acts. Many important risks, factors and conditions may cause Toreador’s actual results to differ materially from those discussed in any such forward-looking statement. These risks include, but are not limited to, estimates of reserves, estimates of production, future commodity prices, exchange rates, interest rates, geological and political risks, drilling risks, product demand, transportation restrictions, actual recoveries of insurance proceeds, the ability of Toreador to obtain additional capital, and other risks and uncertainties described in Toreador’s filings with the SEC. The historical results achieved by Toreador are not necessarily indicative of its future prospects. Toreador undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Additional Information

In connection with the proposed Transactions, ZaZa Corp will file a registration statement and Toreador will file a proxy statement with the SEC. Investors are urged to read the registration statement and joint proxy statement (including all amendments and supplements thereto) because they will contain important information. Investors may obtain free copies of the registration statement and joint proxy statement, when it becomes available, as well as other filings containing information about Toreador and ZaZa Corp, without charge, at the SEC’s Internet site (www.sec.gov). These documents may also be obtained for free, when it becomes available, from Toreador’s Investor Relations web site (www.toreador.net) or by directing a request to Toreador at: Investor Relations, Toreador Resources Corporation, c/o Toreador Holding SAS, 5 rue Scribe, Paris France, 75009.

Toreador and its directors and executive officers and other members of management and employees may be deemed, under SEC rules, to be participants in the solicitation of proxies from Toreador’s stockholders with respect to the proposed Transactions.

Information regarding Toreador’s directors and executive officers is available in Toreador’s definitive proxy statement for its 2011 annual meeting of stockholders, filed with the SEC on April 27, 2011. Additional information regarding the interests of such

potential participants in the proposed Transactions will be included in the registration statement and joint proxy statement to be filed with the SEC in connection with the proposed Transactions.

Item 8.01. Other Events.

On August 10, 2011, Toreador issued a joint press release with ZaZa LLC announcing that they had entered into the Merger Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit Number		Description

2.1		Agreement and Plan of Merger and Contribution, dated August 9, 2011, by and among Toreador Resources Corporation, ZaZa Energy, LLC, ZaZa Energy Corporation and Thor Merger Sub Corporation.

2.2		Contribution Agreement, dated August 9, 2011, by and among Blackstone Oil & Gas, LLC, Omega Energy Corp., Lara Energy, Inc. and ZaZa Energy Corporation.

2.3		Net Profits Interest Contribution Agreement, dated August 9, 2011, by and among the holders of net profit interests of ZaZa Energy, LLC, ZaZa Energy, LLC and ZaZa Energy Corporation.

2.4		Stockholders’ Agreement, dated August 9, 2011, by and among ZaZa Energy Corporation, Blackstone Oil & Gas, LLC, Omega Energy Corp. and Lara Energy, Inc.

2.5		Form of Non-Competition Agreement entered into between ZaZa Energy Corporation and each of Todd Alan Brooks, John E. Hearn, Jr. and Gaston L. Kearby.

99.1		Press release issued by Toreador Resources Corporation and ZaZa Energy, LLC, dated August 10, 2011.

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.

Date: August 10, 2011	TOREADOR RESOURCES CORPORATION


	By:	/s/ Craig M. McKenzie
	Name:	Craig M. McKenzie
	Title:	President and Chief Executive Officer

EXHIBIT INDEX

Exhibit Number		Description

2.1		Agreement and Plan of Merger and Contribution, dated August 9, 2011, by and among Toreador Resources Corporation, ZaZa Energy, LLC, ZaZa Energy Corporation and Thor Merger Sub Corporation.

2.2		Contribution Agreement, dated August 9, 2011, by and among Blackstone Oil & Gas, LLC, Omega Energy Corp., Lara Energy, Inc. and ZaZa Energy Corporation.

2.3		Net Profits Interest Contribution Agreement, dated August 9, 2011, by and among the holders of net profit interests of ZaZa Energy, LLC, ZaZa Energy, LLC and ZaZa Energy Corporation.

2.4		Stockholders’ Agreement, dated August 9, 2011, by and among ZaZa Energy Corporation, Blackstone Oil & Gas, LLC, Omega Energy Corp. and Lara Energy, Inc.

2.5		Form of Non-Competition Agreement entered into between ZaZa Energy Corporation and each of Todd Alan Brooks, John E. Hearn, Jr. and Gaston L. Kearby.

99.1		Press release issued by Toreador Resources Corporation and ZaZa Energy, LLC, dated August 10, 2011.

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