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): December 31, 2007
CARRIZO
OIL & GAS, INC.
(Exact
name of registrant as specified in its charter)
|
Texas
|
000-22915
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76-0415919
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(State
or other jurisdiction of
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(Commission
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(I.R.S. Employer
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incorporation)
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File
Number)
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Identification
No.)
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1000
Louisiana Street
Suite
1500
Houston,
Texas
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77002
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(Address
of principal executive offices)
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(Zip
code)
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Registrant’s
telephone number, including area code: (713) 328-1000
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:
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[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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[
]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
5.03.
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
(a)
Effective December 31, 2007, the Board of Directors of the Company adopted
Amended and Restated Bylaws of the Company. The amended provisions provide
for,
among other things, uncertificated shares of capital stock and the use of
electronic transmissions for notices, proxies and voting. The Amended and
Restated Bylaws also reflect Amendment No. 1, Amendment No. 2 and Amendment
No.
3 to the Company’s bylaws, which were adopted previously. The
foregoing description of the Amended and Restated Bylaws is a summary qualified
in its entirety by the full text of the Amended and Restated Bylaws, which
is
filed as Exhibit 3.1 to this Current Report and incorporated herein by
reference.
Item
9.01.
Financial Statements
and
Exhibits.
(d)
Exhibits.
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Exhibit
Number
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Description
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3.1
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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
Name:Paul
F. Boling
Title:Vice
President and Chief Financial Officer
Date: January
3, 2008