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 11, 2002
CARRIZO OIL & GAS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 000-22915 76-0415919
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
14701 ST. MARY'S LANE
SUITE 800
HOUSTON, TEXAS 77079
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (281) 496-1352
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
The Audit Committee annually considers and recommends to the Board of
Directors the selection of the Company's independent public accountants. As
recommended by the Audit Committee, the Board of Directors on April 11, 2002
decided to no longer engage Arthur Andersen LLP as the Company's independent
public accountants and engaged Ernst & Young LLP to serve as the Company's
independent public accountants for the fiscal year ended December 31, 2002,
effective on such date. The appointment of Ernst & Young LLP is subject to
ratification by the Company's shareholders at the annual meeting.
Arthur Andersen's reports on the Company's consolidated financial statements
for the past two years did not contain an adverse opinion or disclaimer of
opinion, nor were they qualified or modified as to uncertainty, audit scope or
accounting principles.
During the Company's two most recent fiscal years and through April 11, 2002
(the date of Arthur Andersen's dismissal), there were no disagreements with
Arthur Andersen on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure which, if not resolved to
Arthur Andersen's satisfaction, would have caused them to make reference to the
subject matter in connection with their report on the Company's consolidated
financial statements for such years; and there were no reportable events, as
listed in Item 304(a)(1)(v) of SEC Regulation S-K.
The Company provided Arthur Andersen with a copy of the foregoing
disclosures. Attached as Exhibit 16.1 is a copy of Arthur Andersen's letter,
dated April 12, 2002, stating its agreement with such statements.
During the Company's two most recent fiscal years and through April 11,
2002, the Company did not consult Ernst & Young LLP with respect to the
application of accounting principles to a specific transaction, either completed
or proposed, or the type of audit opinion that might be rendered on the
Company's consolidated financial statements, or any other matters or reportable
events listed in Items 304(a)(2)(i) and (ii) of SEC Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
<Table>
<Caption>
NUMBER EXHIBIT
------ -------
16.1 -- Letter from Arthur Andersen LLP to the Securities and Exchange Commission.
</Table>
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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/ FRANK A. WOJTEK
Name: Frank A. Wojtek
Title: Vice President and Chief
Financial Officer
Date: April 12, 2002
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EXHIBIT INDEX
<Table>
<Caption>
NUMBER EXHIBIT
------ -------
16.1 -- Letter from Arthur Andersen LLP to the Securities and Exchange Commission.
</Table>
3