8-K 1 txco8k.htm TXCO 8-K FOR NEW CODE AND 10/26/06 OPER UPDATE PR TXCO Form 8-K
 

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)

 

October 26, 2006

 





     

THE EXPLORATION COMPANY OF DELAWARE, INC.

(Exact name of registrant as specified in its charter)

 
 

Delaware

0-9120

84-0793089

(State of

(Commission File

(IRS Employer

incorporation)

Number)

Identification No.)

 
 
 
 

777 E. Sonterra Blvd., Suite 350

 

San Antonio, Texas

78258

(Address of principal executive offices)

(Zip Code)

 
 

(210) 496-5300

(Registrant's telephone number,

including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
   registrant under any of the following provisions (see General Instruction A.2. below):

 

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

 

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

 

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

 

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

 

Item 5.05:  Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics

 

Upon the recommendation of its Governance and Nominating Committee, the Company's Board of Directors, at its regularly scheduled meeting on October 26, 2006, adopted a new "Code of Business Conduct and Ethics" ("Code") applicable to all of the Company's employees, officers and directors. The new Code resulted from the Board and management's continuing review and evaluation of its corporate governance matters. It replaces the previous Code of Business Conduct and Ethics in its entirety which included many workplace policies the Board considered inappropriate in a Code of Conduct. The Code is attached hereto as Exhibit 14.1, and is posted on the Company's Web site at www.txco.com. The Code is incorporated herein by reference.

 

Item 7.01:  Regulation FD

 

The Registrant issued a press release on October 31, 2006, providing an operations update. The text of the press release has been provided as Exhibit 99.1 with this Form 8-K.

 

Item 9.01:  Financial Statements and Exhibits

 
 

Exhibit Number


Description

     
 

14.1

The Exploration Company of Delaware, Inc. Code of Business Conduct and Ethics, as adopted October 26, 2006.

     
 

99.1

Press release issued October 31, 2006, entitled "The Exploration Company Reports Record Sales As Glen Rose Oil Output Continues Increase; Current Operations Updated"

     

The information contained in this report under Item 7.01, including the exhibit, is intended to be furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: October 31, 2006

 

THE EXPLORATION COMPANY OF DELAWARE, INC.

 
 
 

/s/ P. Mark Stark

 

P. Mark Stark

 

Chief Financial Officer

 

(Principal Accounting and Financial Officer)