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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)                     May 9, 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)


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ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     MAY 9,  2007 -  HOUSTON,  TEXAS -  Contango  Oil & Gas  Company  (AMEX:MCF)
reported  net income  attributable  to common  stock for the three  months ended
March 31, 2007 of  approximately  $0.2  million,  or $0.01 per basic and diluted
share.  This compares to net income  attributable  to common stock for the three
months  ended  March 31,  2006 of $0.7  million,  or $0.05 per basic and diluted
share.

     The net loss  attributable  to  Contango  common  stock for the nine months
ended March 31,  2007 was $2.7  million,  or $0.18 per basic and diluted  share,
compared to net income  attributable  to common  stock for the nine months ended
March 31, 2006 of $0.4 million, or $0.03 per basic and diluted share.


ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(c)   Exhibits

Exhibit No.                 Description of Document
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99.1                    Press release dated May 9, 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:  May 9, 2007                      By: /s/  KENNETH R. PEAK
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                                            Kenneth R. Peak
                                            Chairman and Chief Executive Officer