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REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
The Board of Directors and Stockholders
Carrizo Oil & Gas, Inc.
We have audited the accompanying consolidated
balance sheet of Carrizo Oil & Gas, Inc. as of December 31, 2003,
and the related consolidated statements of operations, shareholders'
equity, and cash flows for each of the two years in the period ended
December 31, 2003. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits. The consolidated
financial statements of Carrizo Oil & Gas, Inc. as of December 31,
2001 and for the year then ended, were audited by other auditors
who have ceased operations and whose report dated March 20, 2002,
expressed an unqualified opinion on those statements.
We conducted our audits in accordance with the
standards of the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred
to above present fairly, in all material respects, the consolidated
financial position of Carrizo Oil & Gas, Inc. at December 31, 2003,
and the consolidated results of its operations and its cash flows
for each of the two years in the period ended December 31, 2003,
in conformity with U.S. generally accepted accounting principles.
As discussed in Note 2 to the consolidated financial
statements, effective January 1, 2003, the Company changed its method
of accounting for asset retirement obligations.
Ernst & Young LLP
Houston, Texas
March 25, 2004
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