==============================================================================

               UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 8-K/A
                              (AMENDMENT NO. 1)

                                CURRENT REPORT
    PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

         DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) MAY 15, 2006

                              IVANHOE ENERGY INC.
------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

                                 YUKON, CANADA
------------------------------------------------------------------------------
                (State or Other Jurisdiction of Incorporation)


                000-30586                            98-0372413
------------------------------------------------------------------------------
         (Commission File Number)                 (I.R.S. Employer
                                               Identification Number)


       SUITE 654 - 999 CANADA PLACE
           VANCOUVER, BC, CANADA                       V6C 3E1
------------------------------------------------------------------------------
   (Address of Principal Executive Office)           (Zip Code)

                                (604) 688-8323
------------------------------------------------------------------------------
              (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:

[_]   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))

================================================================================


     EXPLANATORY  NOTE: This Amendment No. 1 to the Current Report on Form 8-K
filed on May 22, 2006 (the "Initial  Form 8-K") is filed by the  Registrant to
amend and restate in its entirety the  description in Item 5.02 to correct the
description  of the  terms of the  Consulting  Agreement  (as  defined  below)
discussed in the Initial Form 8-K.


                SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

ITEM 5.02.  DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
            DIRECTORS; APPOINTMENT OF PRINCIPAL Officers.

ELECTION OF DIRECTORS:

On May 15, 2006, Robert Abboud, President of A. Robert Abboud and Company Inc.
("ARA & Co."), a private investment company,  joined the Registrant's board of
directors  as  Independent  Co-Chairman  and Lead  Director.  Mr.  Abboud  and
Executive  Co-Chairman David Martin (formerly Executive Chairman) will jointly
hold the  Office of  Chairman,  which  will  provide  broad  oversight  to the
Registrant's  activities.  As Lead  Director,  Mr. Abboud may  participate  in
meetings of the all committees of the  Registrant's  board of directors but is
not currently  expected to be named to any committee of the Registrant's board
of directors.

On  October  1, 2005,  ARA & Co.  entered  into a  consulting  agreement  (the
"Consulting  Agreement")  with the  Registrant  pursuant  to  which  ARA & Co.
provided consulting services to the Registrant.  The Consulting  Agreement was
terminated  prior to Mr.  Abboud' s appointment to the  Registrant's  board of
directors.  Under the terms of the Consulting Agreement,  ARA & Co. received a
total of $52,500.  In addition,  on October 1, 2005 ARA & Co. received 400,000
options on the  Registrant's  common stock at market  price,  of which 100,000
options were vested and immediately  exercisable  with the balance to vest and
become   exercisable  over  three  years.  On  May  1,  2006,  the  Registrant
accelerated the vesting of 135,321  unvested options and cancelled the balance
of the unvested options held by ARA & Co. The accelerated  vesting options are
exercisable  for an  amount  $1.09  less  than  market  price  on the  date of
acceleration.  All of the options expire, if unexercised, on November 1, 2006.
Mr. Abboud has no direct or indirect  material  interest in any of the options
issued by the  Registrant  to ARA & Co.  Other than as specified  herein,  the
Registrant is not aware of any relationships or related  transactions  between
Mr. Abboud and the Registrant and its respective  affiliates that are required
to be disclosed pursuant to applicable SEC rules.

RESIGNATION OF PRESIDENT AND CEO:

Effective  May 15, 2006,  E. Leon Daniel has  resigned as President  and Chief
Executive  Officer  of the  Registrant  and  assumed  the  position  of Deputy
Chairman  of the Board,  Projects  and  Engineering.  The  Registrant  expects
shortly to announce the appointment of a new President.

The  Registrant  issued  a  press  release  announcing  the  appointments  and
restructuring  of the board of directors on May 17, 2006. A copy of that press
release is  attached  hereto as Exhibit  99.1 and  incorporated  by  reference
herein.


                 SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibits:

99.1     Press Release dated May 17, 2006 announcing  certain Board of
         Directors  appointments  and a  restructuring  of  the  Board
         (filed with Initial 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.


                                           IVANHOE ENERGY INC.


Date: May 24, 2006                         By: /s/ Beverly A. Bartlett
                                               ------------------------------
                                               Beverly A. Bartlett
                                               Corporate Secretary






                                  EXHIBIT INDEX


EXHIBIT
NUMBER                      EXHIBIT TITLE OR DESCRIPTION
-------- ---------------------------------------------------------------------

99.1     Press  Release  dated  May  17,  2006  announcing  certain  Board  of
         Directors  appointments  and a restructuring of the Board (filed with
         Initial Form 8-K)