UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 12b-25
NOTIFICATION OF LATE
FILING
(Check One): þForm 10-K
oForm 20-F oForm 11-K oForm 10-Q oForm N-SAR oForm N-CSR
For
Period Ended: December 31, 2008
oTransition Report on
Form 10-K
oTransition Report on
Form 20-F
oTransition Report on
Form 11-K
oTransition Report on
Form 10-Q
oTransition Report on
Form N-SAR
For the
Transition Period Ended:
Nothing
in this form shall be construed to imply that the Commission has verified any
information contained herein.
If the
notification relates to a portion of the filing checked above, identify the
Item(s) to which the notification relates:
Part I –
Registrant Information
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Full
Name of Registrant:
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Carrizo
Oil & Gas, Inc.
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Former
Name if Applicable:
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Not
applicable.
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Address
of Principal Executive Office
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1000
Louisiana Street
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(Street
and Number):
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Suite
1500
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City,
State and Zip Code:
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Houston,
Texas 77002
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Part II –
Rules 12b-25(b) and (c)
If the
subject report could not be filed without unreasonable effort or expense and the
registrant seeks relief pursuant to Rule 12b-25(b), the following should be
completed. (Check box if appropriate) þ
(a) The
reason described in reasonable detail in Part III of this form could not be
eliminated without unreasonable effort or expense;
(b) The
subject annual report, semi-annual report, transition report on Form 10-K, Form
20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on
or before the fifteenth calendar day following the prescribed due date; or the
subject quarterly report or transition report on Form 10-Q or subject
distribution report on Form 10-D, or portion thereof, will be filed on or before
the fifth calendar day following the prescribed due date;
and
(c) The
accountant’s statement or other exhibit required by Rule 12b-25(c) has been
attached if applicable.
Part III
– Narrative
State
below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or
the transition report or portion thereof, could not be filed within the
prescribed time period.
The
results of operations Carrizo Oil & Gas, Inc. (the “Company”) for the year
ended December 31, 2008 will include an impairment to oil and gas properties as
a result of a decline in prices for natural gas and oil. As a result,
the Company will require additional time to complete the financial statements
and secondary reviews needed to finalize its Annual Report on Form 10-K for the
year ended December 31, 2008.
Part IV –
Other Information
(1) Name
and telephone number of person to contact in regard to this notification
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Paul F. Boling
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(713)
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328-1000
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(Name)
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(Area Code)
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(Telephone Number)
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(2) Have
all other periodic reports required under Section 13 or 15(d) of the Securities
Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during
the preceding 12 months or for such shorter period that the registrant was
required to file such report(s) been filed? If the answer is no, identify
report(s).
þ Yes
o No
(3) Is it
anticipated that any significant change in results of operations from the
corresponding period for the last fiscal year will be reflected by the earnings
statements to be included in the subject report or portion thereof?
þ Yes
o No
If so,
attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
For the
year ended December 31, 2008, the Company reported net loss of $(15.8) million,
as compared to net income of $15.5 million for the prior year. The
loss was driven by an impairment to oil and gas properties as a result of a
decline in prices for natural gas and oil. The Company incorporates
herein by reference the statement of operations data furnished in the Company’s
press release dated March 3, 2009 announcing the Company’s results for the year
ended December 31, 2008, which is attached hereto as an exhibit.
SIGNATURE
Carrizo
Oil & Gas, Inc. has caused this notification to be signed on its behalf by
the undersigned hereunto duly authorized.
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CARRIZO OIL & GAS, INC. |
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By: /s/Paul F.
Boling |
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Paul
F. Boling
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Vice
President and Chief Financial Officer
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| Date: March 3, 2009 |
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EXHIBIT LIST