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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)                November 8, 2006



                           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

     On November 8, 2006, the Company announced  financial results for the three
months ended September 30, 2006.

     Contango Oil & Gas Company  (AMEX:MCF)  reported a net loss attributable to
common stock for the three months ended September 30, 2006 of approximately $0.4
million,  or  $.03  per  basic  and  diluted  share,   compared  to  net  income
attributable  to common stock for the three months ended  September  30, 2005 of
$0.06 million, or $.01 per basic and diluted share. EBITDAX for the three months
ended September 30, 2006 was $.04 million compared to $0.7 million for the three
months ended September 30, 2005.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(c)  Exhibits

Exhibit No.                     Description of Document
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99.1            Press release dated November 8, 2006









                                   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: November 8, 2006                  By: /s/  KENNETH R. PEAK
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                                            Kenneth R. Peak
                                            Chairman and Chief Executive Officer