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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

For Fiscal Year Ended December 31, 2002

Commission file number 1-7940

GOODRICH PETROLEUM CORPORATION

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code is (713) 780-9494

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x        No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨

At March 15, 2003, there were 18,039,482 shares of Goodrich Petroleum Corporation common stock outstanding. The aggregate market value of shares of common stock held by non-affiliates of the registrant as of March 15, 2003, was approximately $21,235,000 based on a closing price of $3.66 per share on the New York Stock Exchange on such date.

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes ¨        No x

At June 28, 2002, the aggregate market value of Goodrich Petroleum Corporation common stock held by non-affiliates was $21,059,000.

PART I

Items 1 and 2.    Business and Properties.

General

Goodrich Petroleum Corporation and subsidiaries (“Goodrich” or “the Company”) is an independent oil and gas company engaged in the exploration, exploitation, development and production of oil and natural gas properties primarily in the transition zone of south Louisiana and in north Louisiana, the Gulf Coast of Texas and East Texas. The Company owns working interests in 99 active oil and gas wells located in 20 fields in four states. The Company also owns overriding royalty interest in five oil and gas wells. At December 31, 2002, Goodrich had estimated proved reserves of approximately 7.4 million barrels of oil and condensate and 29.1 billion cubic feet (“Bcf”) of natural gas, or an aggregate of 73.7 Bcf equivalent (“Bcfe”) with a pre-tax present value of future net revenues, discounted at 10%, of $151.4 million and an after-tax Standardized Measure value of $124.3 million.

The Company’s principal executive offices are located at 808 Travis Street, Suite 1320, Houston, Texas 77002. The Company also has offices in Shreveport, Louisiana. At March 15, 2003, the Company had 37 employees.

Company Background

Goodrich resulted from a business combination on August 15, 1995 between La/Cal Energy Partners (“La/Cal”) and Patrick Petroleum Company and subsidiaries (“Patrick”). La/Cal was a privately held independent oil and gas partnership formed in July 1993 engaged in the development, production and acquisition of oil and natural gas properties, primarily in southern Louisiana. Patrick was a NYSE listed independent oil and gas company engaged in the exploration, production, development and acquisition of oil and natural gas properties in the continental United States. Patrick’s oil and gas operations and properties were primarily located in West Texas and Michigan at the time of the combination, with additional operations and properties in certain western states.

Oil and Gas Operations and Properties

The following is a summary description of the Company’s oil and gas properties.

Louisiana

The majority of the Company’s proved oil and natural gas reserves are in the transition zone of the south Louisiana producing region. This region refers to the geographic area that covers the onshore and in-land waters of south Louisiana lying in the southern half of Louisiana, which is one of the most prolific oil and natural gas producing sedimentary basins. The region generally contains sedimentary sandstones, which are of high qualities of porosity and permeabilities. There is a myriad of types of reservoir traps found in the region. These traps are generally formed by faulting, folding and subsurface salt movement, or a combination of one or more of these.

The formations found in the southern Louisiana producing region range in depth from 1,000 feet to 20,000 feet below the surface. These formations range from the Sparta and Frio formations in the northern part of the region to Miocene and Pleistocene in the southern part of the region. The Company’s production comes predominately from Miocene and Frio age formations.

Burrwood and West Delta Fields.    The Burrwood and West Delta fields, located in Plaquemines Parish, Louisiana, were discovered in 1955 by Chevron. The fields lie upthrown to a large down-to-the southeast growth fault system with the structure striking northeast-southwest and dipping northwestward in a counter-regional direction. The fields have collectively produced over 49 million barrels of oil and 144 Bcf of natural gas. The

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productive sands are Miocene and Pliocene age sands ranging in depth from 6,300 feet to approximately 11,700 feet. There are currently 19 active producing wells in the fields.

Goodrich acquired a 95% working interest in approximately 8,600 acres of the Burrwood and West Delta fields through an acquisition that closed on March 2, 2000 with an effective date of January 1, 2000. On March 12, 2002, the Company, in an effort to monetize a portion of the value created in the two fields and enhance its liquidity position, completed the sale of a thirty percent (30%) working interest in the existing production and shallow rights, and a fifteen percent (15%) working interest in the deep rights below 10,600 feet, in the fields for $12 million to Malloy Energy Company, LLC led by Patrick E. Malloy, III and participated in by Sheldon Appel, both members of the Company’s Board of Directors (Mr. Malloy is now Chairman of the Company’s Board of Directors), as well as Josiah Austin, who subsequently became a member of the Company’s Board of Directors. The sale price was determined by discounting the present value of the acquired interest in the fields’ proved, probable and possible reserves using prevailing oil and gas prices. The Company retains an approximate sixty-five percent (65%) working interest in the existing production and shallow rights, and a thirty-two and one-half percent (32.5%) working interest in the deep rights after the close of the transaction. In conjunction with the sale, the investor group provided a $7.7 million line of credit. The $7.7 million line of credit, which reduced to $5.0 million on January 1, 2003, is subordinate to the Company’s senior credit facility. The line of credit can be used for acquisitions, drilling, development and general corporate purposes until December 31, 2004. The investor group retains the option, through December 31, 2004, to convert the amount outstanding under the credit line, and/or provide cash on any unused credit to a maximum of $7.7 million in the first year, reduced to $5.0 million after December 31, 2002, into working interests in any acquisition(s) the Company may make in Louisiana prior to January 1, 2005. The conversion of the credit facility will be on a pro-rata basis with the Company and may not exceed a maximum of $7.7 million, reduced to $5.0 million after December 31, 2002, or thirty percent (30%) of any potential acquisition(s). To date, no borrowings have been made under the credit facility.

The Company recorded a non-recurring gain of approximately $2.4 million in the first quarter of 2002 as a result of the sale. The proceeds were used to reduce outstanding debt under its senior credit facility.

Lafitte Field.    The Lafitte field is located in Jefferson Parish, Louisiana and was discovered in 1935 by Texaco. The Lafitte field is a large, north-south elongated salt dome anticline feature. There are currently more than thirty (30) defined productive sands, which have collectively produced in excess of 264 million barrels of oil and 319 Bcf of natural gas. The productive sands are Miocene and Pliocene age sands ranging in depth from 3,000 feet to approximately 12,000 feet. There are currently 24 active producing wells in the field. In September 1999, the Company acquired a non-operated working interest of approximately 49% in the Lafitte field with respect to the field’s leases, surface facilities and equipment and a non-operated working interest of approximately 45% in the active producing wells. In November 1999, the Company acquired additional interests, resulting in a field-wide non-operated working interest of approximately 49%.

Second Bayou Field.    The Second Bayou field is located in Cameron Parish, Louisiana and was discovered in 1955 by the Sun Texas Company. Goodrich is the operator of eight producing wells, four of which are dually completed, and has an average working interest of approximately 29% in 1,395 gross acres. To date, the field has produced over 425 Bcf of natural gas and 3.6 million barrels of oil from multiple Miocene aged sands ranging from 4,000 to 15,200 feet.

Pecan Lake Field.    The Pecan Lake field was discovered in 1944 by the Superior Oil Company. Geologically, the field is comprised of a relatively low relief, four-way closure and multiple stacked pay sands. The Pecan Lake field comprises approximately 870 gross leased acres in Cameron Parish, Louisiana, approximately 42 miles southeast of Lake Charles, Louisiana. The field has produced from over 15 Miocene sands ranging in depths from 7,500 to 11,800 feet, which have been predominately gas and gas condensate reservoirs. These sand reservoirs are characterized by generally widespread development and strong waterdrive production mechanisms. The field has produced in excess of 354 Bcf of gas and 798,000 barrels of condensate. All of the field production to date has come from normal pressured reservoirs. The Company is the operator of four producing wells with working interests ranging from approximately 43% to 47%.

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Isle St. Jean Charles Field.    Isle St. Jean Charles field is located in Terrebonne Parish, Louisiana. The field is a northwest extension of the Bayou Jean LaCroix field located in the southeastern area of the Parish. These fields are trapped on a four-way closure, downthrown on a major east-west trending down to the south fault.

Production is from multiple Miocene-aged sands, which are normally pressured and range in depth from 9,000 feet to 13,000 feet. The field was developed primarily in the 1950’s by Exxon and reservoirs have exhibited both depletion and water drive mechanisms. To date, this field has produced in excess of 57 Bcf of gas and 6.61 million barrels of oil and condensate.

Goodrich acquired its approximate 34% working interest in its leasehold of approximately 425 acres through both acreage acquisitions and a farmout. The Company operates the one dually-completed well in the field.

Lake Raccourci Field.    The Lake Raccourci field located in Terrebonne Parish, Louisiana was discovered by a predecessor to Exxon in 1949, with the field extended to the south by a predecessor to Amoco in 1958. Geologically, the field is a large four-way dipping closure, which is cross-cut by numerous northeast-southwest striking down to the south faults. The field has produced from a minimum of 18 different Miocene age sandstones, ranging in depth from 9,000 to 16,500 feet. These normally and abnormally pressured reservoirs exhibit depletion, water and combination drive mechanisms, and have produced in excess of 834 billion cubic feet of gas and 20 million barrels of oil and condensate.

Goodrich acquired its average 27% working interest in the field through a farmout from a predecessor to Apache in July 1996 and a separate farmout from Exxon. In December 2001, the Company purchased Exxon’s interest in one of the wells in the field. The Company controls approximately 1,079 acres in the field, which currently has seven producing wells.

Other.    The Company maintains ownership interests in acreage and wells in several additional fields in Louisiana, including the (i) Opelousas field, located in St. Landry Parish, (ii) Sibley field, located in Webster Parish, (iii) City of Lake Charles field, located in Calcasieu Parish, (iv) South Drew field, located in Ouachita Parish, (v) Mosquito Bay field, located in Terrebonne Parish, (vi) Kings Ridge field, located in Lafourche Parish, and (vii) Ada field, located in Bienville Parish

Texas

Goodrich explores and has production in the western, eastern and southern regions of Texas.

Sean Andrew Field.    The Sean Andrew field in Dawson County, Texas was discovered by the Company in 1994 utilizing the Company’s 375 square mile 3-D seismic database in West Texas. The Company is the operator of two wells in the field and holds an approximate 37.5% working interest.

Marholl Field.    The Marholl field is a Siluro-Devonian (Fussellman) field in Dawson County, Texas, discovered in 1995 through the use of 3-D seismic. The Company operates two wells in the field with an approximate 23% working interest.

Mary Blevins Field.    The Mary Blevins field is located in Smith County, Texas. It was a new discovery that is fault separated from Hitts Lake field, which was discovered in 1953 by Sun Oil. Currently there are four producing wells in the field in which Goodrich serves as operator, having an approximate 48% working interest in 782 gross acres. To date, Hitts Lake has produced over 14 million barrels of oil and Mary Blevins has produced over 551,000 barrels of oil from the Paluxy, which occurs at a depth of approximately 7,300 feet.

Other.    The Company maintains ownership interests in acreage and wells in several additional fields in Texas including the (i) Ackerly field, located in Dawson and Howard Counties, (ii) Lamesa Farms field, located in Dawson County, (iii) Midway field, located in San Patricio County, and (iv) Mott Slough field, located in Wharton County.

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Australia

Goodrich has interests in two offshore exploration permits in the Carnarvon Basin of Western Australia.

The Carnarvon Basin is two-thirds the size of the Gulf of Mexico and has produced in excess of 4.3 TCF and 550 million barrels of oil from less than 1,000 wells. The Carnarvon Basin retains significant exploration potential. Additional strengths of the basin include large inexpensive acreage blocks, vast available geological and geophysical data sets, existing and expanding petroleum infrastructure and increasing domestic demands for natural gas.

EP-395.    Goodrich Petroleum has a 6.9% non-operated working interest in an approximate 240 square kilometer Exploration Permit. Since 1995 the partners have reprocessed the original 2-D seismic data sets, shot an approximate 38 square km 3-D seismic survey, and shot an approximate additional 93 km of high quality 2-D seismic.

EP-397.    This Permit covers 160 square kilometers in which the Company has a 33% non-operated working interest. The 130 km of available seismic has been reprocessed and interpreted with several prospect leads. The Company is scheduled to participate in a well on EP-397, its Banjo Prospect, during the first half of 2003. The Company has already paid its estimated share of the dry hole costs in escrow for the well in the amount of approximately $650,000.

Oil and Natural Gas Reserves

The following tables set forth summary information with respect to the Company’s proved reserves as of December 31, 2002 and 2001, as estimated by the Company by compiling reserve information, substantially all of which was prepared by the engineering firm of Coutret and Associates, Inc.

Reserve engineering is a subjective process of estimating underground accumulations of crude oil, condensate and natural gas that cannot be measured in an exact manner, and the accuracy of any reserve estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. The quantities of oil and natural gas that are ultimately recovered, production and operating costs, the amount and timing of future development expenditures and future oil and natural gas sales prices may all differ from those assumed in these estimates. Therefore, the pre-tax Present Value of Future Net Revenues amounts shown above should not be construed as the current market value of the estimated oil and natural gas reserves attributable to the Company’s properties.

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In accordance with the guidelines of the Securities and Exchange Commission (SEC), the engineers’ estimates of future net revenues from the Company’s properties and the pre-tax Present Value of Future Net Revenues thereof are made using oil and natural gas sales prices in effect as of the dates of such estimates and are held constant throughout the life of the properties, except where such guidelines permit alternate treatment, including the use of fixed and determinable contractual price escalations. The prices as of December 31, 2002, and 2001 used in such estimates averaged $4.35 and $2.51 per Mcf, respectively, of natural gas and $28.80 and $17.91 per Bbl, respectively, of crude oil/condensate.

Productive Wells

The following table sets forth the number of active well bores in which the Company maintains ownership interests as of December 31, 2002:

Productive wells consist of producing wells and wells capable of production, including gas wells awaiting pipeline connections. A gross well is a well in which the Company maintains an ownership interest, while a net well is deemed to exist when the sum of the fractional working interests owned by the Company equals one. Wells that are completed in more than one producing horizon are counted as one well. Of the gross wells reported above, seven had multiple completions.

Acreage

The following table summarizes the Company’s gross and net developed and undeveloped natural gas and oil acreage under lease as of December 31, 2002. Acreage in which the Company’s interest is limited to a royalty or overriding royalty interest is excluded from the table.

Undeveloped acreage is considered to be those lease acres on which wells have not been drilled or completed to the extent that would permit the production of commercial quantities of natural gas or oil, regardless of whether or not such acreage contains proved reserves. As is customary in the oil and gas industry,

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the Company can retain its interest in undeveloped acreage by drilling activity that establishes commercial production sufficient to maintain the leases or by payment of delay rentals during the remaining primary term of such a lease. The natural gas and oil leases in which the Company has an interest are for varying primary terms; however, most of the Company’s developed lease acreage is beyond the primary term and is held so long as natural gas or oil is produced.

Operator Activities

Goodrich Petroleum operates a majority in value of the Company’s producing properties, and will generally seek to become the operator of record on properties it drills or acquires in the future.

Drilling Activities

The following table sets forth the drilling activities of the Company for the last three years. (As denoted in the following table, “Gross” wells refers to wells in which a working interest is owned, while a “net” well is deemed to exist when the sum of fractional ownership working interests in gross wells equals one.)

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Net Production, Unit Prices and Costs

The following table presents certain information with respect to oil, gas and condensate production attributable to the Company’s interests in all of its fields, the revenue derived from the sale of such production, average sales prices received and average production costs during each of the years in the three-year period ended December 31, 2002.