SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* MatlinPatterson Capital Management GP LLC (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/28/2008	3. Issuer Name and Ticker or Trading Symbol TOREADOR RESOURCES CORP [ TRGL ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 06/03/2008
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.15625 per share	1,964,354	I(2)	See Footnotes(1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
5% Convertible Senior Notes Due 2025	(4)	09/30/2035	Common Stock, par value $0.15625 per share	46,719	(5)	I(2)	See Footnotes(1)(2)(3)

1. Name and Address of Reporting Person* MatlinPatterson Capital Management GP LLC (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MatlinPatterson Distressed Opportunities Master Account L.P. (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MatlinPatterson Capital Management L.P. (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MATLIN DAVID J (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PATTERSON MARK R (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Watzky Michael (Last) (First) (Middle) C/O MATLINPATTERSON CAPITAL MGMT. L.P. 520 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This Form 3 is filed jointly on behalf of (1) MatlinPatterson Distressed Opportunities Master Account L.P., a limited partnership organized under the laws of the Cayman Islands ("MatlinPatterson Distressed"), (2) MatlinPatterson Capital Management L.P., a Delaware limited partnership ("MatlinPatterson Capital Management"), (3) MatlinPatterson Capital Management GP LLC, a Delaware limited liability company ("MatlinPatterson Capital Management GP"), (4) David J. Matlin ("David Matlin"), (5) Mark R. Patterson ("Mark Patterson") and (6) Michael Watzky ("Michael Watzky").

2. As of May 28, 2008, MatlinPatterson Distressed is a direct beneficial owner of 1,964,354 shares of Common Stock & has the right to acquire 46,719 shares of Common Stock upon the conversion of the 5% Senior Conv. Notes due 2025 & each of the other reporting persons is an indirect beneficial owner of 1,964,354 shares of Common Stock and 46,719 shares of Common Stock upon the conversion of the 5% Senior Conv. Notes due 2025. MatlinPatterson Capital Management serves as investment adviser or manager to MatlinPatterson Distressed. MatlinPatterson Capital Management GP is the general partner of MatlinPatterson Capital Management. Mark Patterson & David Matlin each hold 50% of the membership interests in MatlinPatterson Capital Management GP. Michael Watzky serves as the Senior Portfolio Manager of MatlinPatterson Capital Management. By reason of such relationship, Michael Watzky may be deemed to share voting and dispositive power over the shares owned by MatlinPatterson Distressed.

3. Each of the reporting persons disclaims beneficial ownership of the reported securities held by MatlinPatterson Distressed except to the extent of their pecuniary interest therein, and the inclusion of the reported securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.

4. The 5% Senior Convertible Notes due 2025 are convertible at any time at the election of the holder into 46,719 shares of Common Stock.

5. 23.3596 shares of Common Stock per $1,000 principal amount of Notes.

Remarks:

The purpose of this amendment is to add Michael Watzky as a Reporting Person. Footnotes (1), (2), (3), (4) and (5) are being amended and restated as set forth above.

	MATLINPATTERSON CAPITAL MANAGEMENT L.P. By: MATLINPATTERSON CAPITAL MANAGEMENT GP LLC, its general partner By: /s/ ROBERT H. WEISS, General Counsel	06/11/2008
	MATLINPATTERSON DISTRESSED OPPORTUNITES MASTER ACCOUNT L.P. By: MATLINPATTERSON DOF GP LLC, its general partner By: MP ALTERNATIVES GP HOLDINGS LLC, its managing member By: /s/ ROBERT H. WEISS, General Counsel	06/11/2008
	MATLINPATTERSON CAPITAL MANAGEMENT GP LLC By: /s/ ROBERT H. WEISS, General Counsel	06/11/2008
	DAVID J. MATLIN By: /s/ ROBERT H. WEISS, by Power of Attorney	06/11/2008
	MARK R. PATTERSON By: /s/ ROBERT H. WEISS, by Power of Attorney	06/11/2008
	MICHAEL WATZKY By: /s/ ROBERT H. WEISS, by Power of Attorney	06/11/2008
	** Signature of Reporting Person	Date
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