UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                   FORM 8-K/A
                                (Amendment No. 1)



                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934





       Date of Report (Date of earliest event reported): November 23, 2004

                               GASCO ENERGY, INC.
             (Exact name of registrant as specified in its charter)



         Nevada                        0-26321                    98-0204105
(State or other jurisdiction        (Commission                (IRS Employer
    of incorporation)               File Number)             Identification No.)

14 Inverness Drive East, Building H, Suite 236, Englewood, Colorado 80112
(Address of principal executive offices)                     (Zip Code)




        Registrant's telephone number, including area code (303) 483-0044


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 (see General Instruction A.2. below):

|_| 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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.

     On November 23, 2004, Gasco Energy, Inc. (the "Company") announced that the
American (the "AMEX") Stock Exchange has approved the Company's  application for
the  listing  of its common  stock,  $0.0001  par value  ("Common  Stock").  The
approval is contingent  upon the Company being in compliance with all applicable
listing  standards  on the date it begins  trading  on the  AMEX.  Shares of the
Company's  Common Stock will begin trading on the AMEX under the symbol "GSX" on
December 6, 2004.  The Common  Stock will cease being quoted on the OTC Bulletin
Board when its trading  begins on the AMEX. In connection  with the Common Stock
being listed for trading on the AMEX,  the Company  filed a Form 8-A on December
2,  2004  with  the  Securities  and  Exchange  Commission  and the AMEX for the
registration of its Common Stock under Section 12(b) of the Securities  Exchange
Act of 1934.




                                       2






                                   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.

                                       GASCO ENERGY, INC.



                                       By:  /s/ W. KING GRANT
                                            ------------------------
                                            W. King Grant
                                            Executive Vice President and
                                            Chief Vice President

December 2, 2004