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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): APRIL 27, 2005
CARRIZO OIL & GAS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 000-29187-87 76-0415919
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1000 LOUISIANA STREET
SUITE 1500
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (713) 328-1000
N/A
(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))
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ITEM 8.01 OTHER EVENTS.
The letter dated April 27, 2005 to the Compensation Committee of the
Board of Directors of Carrizo Oil & Gas, Inc. (the "Company") from S.P. Johnson,
IV, Chief Executive Officer, which is filed as Exhibit 99.1 to this Current
Report, is incorporated herein by reference.
The information contained in this Current Report includes
forward-looking statements within the meaning of the Securities Act of 1933 and
the Securities Exchange Act of 1934. These forward-looking statements are
subject to certain risks, uncertainties and assumptions identified above or as
disclosed from time to time in the Company's filings with the Securities and
Exchange Commission, including the approval of the amendment to the Incentive
Plan by the Company's shareholders. As a result of these factors, actual results
may differ materially from those indicated or implied by such forward-looking
statements.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit Number Description
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99.1 Letter dated April 27, 2005 to Members of the
Compensation Committee of the Board of Directors from
S.P. Johnson, IV, Chief Executive Officer regarding the
Company's Incentive Plan.
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.
CARRIZO OIL & GAS, INC.
By: /s/ Paul F. Boling
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Name: Paul F. Boling
Title: Vice President and Chief Financial Officer
Date: April 27, 2005
EXHIBIT INDEX
99.1 Letter dated April 27, 2005 to Members of the Compensation
Committee of the Board of Directors from S.P. Johnson, IV, Chief
Executive Officer regarding the Company's Incentive Plan.