8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): February 15, 2006

ENCORE ACQUISITION COMPANY

(Exact name of registrant as specified in its charter)

Delaware	001-16295	75-2759650
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

777 Main Street, Suite 1400, Fort Worth, Texas	76102
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (817) 877-9955

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:

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

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

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

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

Item 1.01 Entry into a Material Definitive Agreement

     On February 15, 2006, the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Encore Acquisition Company (the “Company”) approved the following compensation with respect to the Company’s named executive officers:

			Compensation with respect to 2005
							Number of Shares
Name and Current	2006 Base				Number of Stock		of Restricted
Position	Salaries(1)		Cash Bonus		Options(2)		Stock(3)
I. Jon Brumley	$	350,000	$	700,000		—		67,254
Chairman of the Board
Jon S. Brumley	$	475,000	$	525,000		29,949		33,762
President and Chief Executive Officer
Tom H. Olle	$	245,000	$	160,000		9,127		10,289
Senior Vice President, Asset Management
Robert S. Jacobs	$	225,000	$	125,000		7,131		8,039
Senior Vice President, Administration
Donald P. Gann	$	225,000	$	135,000		7,701		8,682
Senior Vice President, North Region and Drilling

(1)	2006 base salaries are effective March 1, 2006.
(2)	The exercise price is $31.10 per share, which was the closing sales price of the Company’s common stock on the New York Stock Exchange on February 15, 2006. The options vest in three equal annual installments beginning February 15, 2007, subject to earlier vesting on a change in control or the termination of an employee’s employment due to death or disability and to such other terms as are set forth in the award agreement.
(3)	Restricted stock awards vest in four equal annual installments beginning February 15, 2007, subject to the achievement of performance objectives and to earlier vesting on a change in control or the termination of an employee’s employment due to death or disability and to such other terms as are set forth in the award agreement.

     Also on February 15, 2006, the Compensation Committee increased the base salary for L. Ben Nivens, the Company’s Senior Vice President, Chief Financial Officer, Treasurer and Corporate Secretary, to $215,000 for 2006 and, with respect to 2005 performance, awarded Mr. Nivens a cash bonus of $100,000, 6,431 shares of restricted stock and 5,705 stock options. The terms of Mr. Nivens’ restricted stock and stock options are the same as for the named executive officers described above.

     On February 16, 2006, based on the recommendation of the Compensation Committee, the Company’s Board of Directors approved the terms of the compensation to be paid to each non-management director of the Board in respect of his service on the Board. A summary describing the elements of such compensation is filed as Exhibit 10.1 to this report and is hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

(c)	Exhibits
10.1	Description of Compensation Payable to Non-Management Directors

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.

	ENCORE ACQUISITION COMPANY
Date: February 21, 2006	By:	/s/ Robert C. Reeves
		Robert C. Reeves
		Senior Vice President, Chief Accounting Officer and Controller

EX-10.1

Exhibit 10.1

DESCRIPTION OF COMPENSATION PAYABLE TO NON-MANAGEMENT DIRECTORS

     On February 16, 2006, upon the recommendation of the Compensation Committee of the Board of Directors (the “Board”) of Encore Acquisition Company (“Encore”), the Board approved the payment of the following compensation to each non-management director of the Board in respect of his service on the Board:

• an annual retainer of $50,000;

• a fee of $2,000 for each Board meeting attended;

• a fee of $1,000 for each committee meeting attended;

• an annual retainer of $10,000 for the chair of each committee of the Board; and

• 5,000 shares of restricted stock to be awarded under the 2000 Incentive Stock Plan (as amended and restated) upon the director’s election or reelection to the Board.

     Shares of restricted stock will vest in four equal annual installments beginning on the first anniversary of the date of grant, subject to earlier vesting in the event of a change in control, death or disability and to such other terms as are set forth in the award agreement. Encore will also reimburse each non-management director for customary expenses for attending Board, committee and shareholder meetings.