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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) January 15, 2007
CONTANGO OIL & GAS COMPANY
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 001-16317 95-4079863
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3700 BUFFALO SPEEDWAY, SUITE 960
HOUSTON, TEXAS 77098
(Address of principal executive offices)
(713) 960-1901
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
[_] 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))
ITEM 8.01. OTHER EVENTS
Contango Oil & Gas Company has given notice to the holders of its Series D
preferred stock that the Company has elected to convert all of the outstanding
shares of Series D preferred stock to shares of common stock. Pursuant to the
terms of the Series D preferred stock, the Company set January 15, 2007 as the
mandatory conversion date. The outstanding shares of the Series D preferred
stock have a face value of $9.5 million, currently pay a 6.0% annual dividend
and are convertible into 791,664 shares of Contango common stock. Additionally,
100 shares of Series D preferred stock were converted earlier this fiscal year
into 41,666 shares of Contango common stock, at the election of the holder. The
shares of common stock issued upon conversion of the Series D preferred stock
are registered for resale with the Securities and Exchange Commission.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit No. Description of Document
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99.1 Press release dated January 16, 2007.
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.
CONTANGO OIL & GAS COMPANY
Date: January 16, 2007 By: /s/ KENNETH R. PEAK
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Kenneth R. Peak
Chairman and Chief Executive Officer