================================================================================ 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 March 22, 2004 Date of Report (Date of earliest event reported) ENERGY PARTNERS, LTD. (Exact name of registrant as specified in its charter) Delaware 001-16179 72-1409562 (State or other jurisdiction of (Commission file number) (I.R.S. Employer incorporation or organization) Identification No.) 201 St. Charles Avenue, Suite 3400 New Orleans, Louisiana 70170 (Address of principal executive offices) (504) 569-1875 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) ================================================================================ -2- Item 5. Other Events. On March 23, 2004, the Company announced that Gary L. Hall was resigning as Vice Chairman and Director of the Company to pursue other personal interests. In connection with his resignation, Mr. Hall will receive his salary through January 15, 2005, the term of his current employment agreement with the Company. In addition, all of Mr. Hall's unvested options will fully vest and remain exercisable until the first anniversary of the effective date of his resignation. A copy of the letter from the Company to Mr. Hall outlining the terms applicable to Mr. Hall's resignation is attached as exhibit 99.1 hereto and incorporated herein by reference. A copy of the press release announcing Mr. Hall's resignation is attached as exhibit 99.2 hereto and incorporated herein by reference. EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Letter from Energy Partners, Ltd. to Gary L. Hall, dated March 22, 2004 99.2 Press Release, dated March 23, 2004 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. Dated: March 23, 2004 ENERGY PARTNERS, LTD. By: /s/ Suzanne V. Baer -------------------------------------- Suzanne V. Baer Executive Vice President and Chief Financial Officer (Authorized Officer and Principal Financial Officer)