Item 2.02. Results of Operations and Financial Condition.

The press release dated November 6, 2008 concerning financial results of Dune Energy, Inc. (the "Company") for the quarter and nine months ended September 30, 2008, furnished as Exhibit 99.1 to this report, is incorporated by reference herein. The press release contains measures which may be deemed "non-GAAP financial measures" as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended. We discuss EBITDA, as defined in the press release, on a total and a per share basis for the quarters ended September 30, 2007 and 2008 and for the nine months ended September 30, 2007 and 2008. We believe that EBITDA, as defined, may provide additional information about our ability to meet our future requirements for debt service, capital expenditures and working capital. EBITDA, as defined, is a financial measure commonly used in the oil and natural gas industry and should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating activities or any other measure of financial performance presented in accordance with generally accepted accounting principles or as a measure of a company's profitability or liquidity. Because EBITDA, as defined, excludes some, but not all, items that affect net income, the EBITDA presented in the press release may not be comparable to similarly titled measures of other companies. We discuss net income excluding the non-cash after-tax items comprised of mark-to-market unrealized gain on derivatives and stock compensation expense on a total and a per share basis for the quarter ended September 30, 2008. We believe that this information will help investors compare results between periods and identify operating trends that would otherwise be masked by the non-cash after-tax items.

None of the information furnished in Item 2.02 and the accompanying exhibit will be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor will it be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Company, that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company.

Item 9.01 Financial Statements and Exhibits

Exhibit Name of Document Exhibit 99.1 Press release dated November 6, 2008, announcing Third Quarter 2008 Financial Results.

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