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<SEC-DOCUMENT>0000887396-05-000011.txt : 20051121
<SEC-HEADER>0000887396-05-000011.hdr.sgml : 20051121
<ACCEPTANCE-DATETIME>20051121161607
ACCESSION NUMBER:		0000887396-05-000011
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20051121
ITEM INFORMATION:		Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
FILED AS OF DATE:		20051121
DATE AS OF CHANGE:		20051121

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			EMPIRE PETROLEUM CORP
		CENTRAL INDEX KEY:			0000887396
		STANDARD INDUSTRIAL CLASSIFICATION:	 [9995]
		IRS NUMBER:				731238709
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-16653
		FILM NUMBER:		051218213

	BUSINESS ADDRESS:	
		STREET 1:		15 E 5TH STREET
		STREET 2:		SUITE 4000
		CITY:			TULSA
		STATE:			OK
		ZIP:			74103
		BUSINESS PHONE:		918-587-8093

	MAIL ADDRESS:	
		STREET 1:		15 E 5TH STREET
		STREET 2:		SUITE 4000
		CITY:			TULSA
		STATE:			OK
		ZIP:			74103

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AMERICOMM RESOURCES CORP
		DATE OF NAME CHANGE:	19951115

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AMERICOMM CORP
		DATE OF NAME CHANGE:	19930328
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>r8-k11212005.txt
<TEXT>


                              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):

                           NOVEMBER 16, 2005


                      EMPIRE PETROLEUM CORPORATION
         (Exact name of registrant as specified in its charter)


          Delaware                   001-16653             73-1238709
(State or other jurisdiction
of incorporation)             (Commission File Number)  (I.R.S. Employer
                                                        Identification No.)


8801 S. Yale, Suite 120, Tulsa, Oklahoma                 74137-3575
(Address of principal executive offices)                 (Zip Code)

(918) 488-8068
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)


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):

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

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

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

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


Section 4 - Matters Related to Accountants and Financial Statements

Item 4.02.  Non-Reliance on Previously Issued Financial Statements or a
Related Audit Report or Completed Interim Review.

     On November 16, 2005, the Board of Directors of Empire Petroleum
Corporation (the "Company") concluded that its previously issued annual
and quarterly financial statements for fiscal years 2003, 2004 and
quarterly financial statements for 2005 should not be relied upon
because of errors in those financial statements and that the Company would
restate its previously issued annual financial statements for fiscal year
2003, annual and quarterly financial statements for fiscal year 2004 and
quarterly financial statements for 2005 to make the necessary accounting
adjustments.  The Company's Board of Directors reached this conclusion based
upon the recommendation of the Company's management and with the concurrence
of the Company's independent auditors.

     The restatement pertains to the Company's accounting for exit activities
in connection with office space in Canada, which was leased by the former
management of the Company, abandoned upon the resignation of such management
and subleased for a period of time thereafter.  The Company intends to file
amended Annual Reports on Forms 10-KSB for the years ended December 31, 2003 and
December 31, 2004 and amended Quarterly Reports on Forms 10-QSB for the periods
ended March 31, 2004, June 30, 2004, September 30, 2004, March 31, 2005 and June
30, 2005.

     The Company's management has discussed with Tullius Taylor Sartain &
Sartain LLP, the Company's independent auditors, the matters disclosed under
Item 4.02 in this Current Report on Form 8-K.



                                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 hereunto duly authorized.

                                             EMPIRE PETROLEUM CORPORATION


Date: November 21, 2005                      By: /s/ Albert E. Whitehead
                                             Albert E. Whitehead
                                             Chief Executive Officer

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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