Item 1.02 Termination of a Material Definitive Agreement.

Endeavour International Corporation (the "Company") previously reported that on December 23, 2011, through its wholly owned subsidiary Endeavour Energy UK Limited ("EEUK"), it entered into a Sale and Purchase Agreement (the "Purchase Agreement") with ConocoPhillips (U.K.) Limited, ConocoPhillips Petroleum Limited and ConocoPhillips (U.K.) Lambda Limited (collectively, "ConocoPhillips") to acquire ConocoPhillips' interest in three producing U.K. oil fields in the Central North Sea. On May 31, 2012, the Company closed on the acquisition of ConocoPhillips' interest in the Alba field under the Purchase Agreement. Pursuant to the terms of the Purchase Agreement, the acquisition of ConocoPhillips' interests in the MacCulloch and Nicol fields was originally required to occur by October 31, 2012, which was subsequently extended to December 14, 2012.

After substantial effort and extensions, the Company, ConocoPhillips and the other co-venturers were unable to reach the unanimous agreement and consent required to transfer the interests in the two fields due to failure to agree on certain commercial terms related to the future timing and amount of collateral required to be posted for future decommissioning costs.

As a result of the parties being unable to reach agreement to enable the transfers to occur, the Purchase Agreement terminated in accordance with its terms on December 14, 2012. As previously disclosed, the Company paid a $10 million deposit in connection with the acquisition of the interests in MacCulloch and Nicol, which ConocoPhillips is entitled to retain.

Although the Purchase Agreement has been terminated, the Company remains open and intends to continue pursuing informal talks with the parties in pursuit of an agreement that would allow the transaction to close on terms acceptable to all parties. No assurance can be given, however, that any agreement can be reached.

---

Top of the Form