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FORM 10-K CONTANGO OIL & GAS COMPANY

FORM 10-K CONTANGO OIL & GAS COMPANY

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<strong>CONTANGO</strong> <strong>OIL</strong> & <strong>GAS</strong> <strong>COMPANY</strong> AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (continued)<br />

Impairment of Long-Lived Assets. The Company follows SFAS No. 144, “Accounting for the Impairment<br />

or Disposal of Long-Lived Assets” (“SFAS 144”), which requires impairment losses to be recorded on long-lived<br />

assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be<br />

generated by those assets are less than the asset’s carrying amount. In the evaluation of the fair value and future<br />

benefits of long-lived assets, the Company performs an analysis of the anticipated undiscounted future net cash<br />

flows of the related long-lived assets. If the carrying value of the related asset exceeds the undiscounted cash flows,<br />

the carrying value is reduced to its fair value.<br />

For the fiscal year ended June 30, 2009, the Company’s analysis determined that Grand Isle 70 and Grand<br />

Isle 72 were impaired. The Company recorded an impairment charge of approximately $2.7 million and $3.4<br />

million, respectively, related to these wells. Additionally, the Company recorded $5.0 million in impairment<br />

expense related to the expiration and relinquishment of 44 lease blocks owned by our partially-owned subsidiaries,<br />

Republic Exploration LLC (“REX”), and Contango Offshore Exploration LLC (“COE”).<br />

In accordance with SFAS 144, the Company classified the following asset sales as discontinued operations:<br />

its $128.0 million Western core Arkansas Fayetteville Shale sale effective October 1, 2007, its $199.2 million<br />

Eastern core Arkansas Fayetteville Shale sale effective December 1, 2007, and its $1.1 million Alta-Ellis #1 and<br />

Temple Inland sale effective February 1, 2008. An integral and on-going part of our business strategy is to sell our<br />

proved reserves from time to time in order to generate additional capital to reinvest in our onshore and offshore<br />

exploration programs. Thus, it is our intent to remain an independent natural gas and oil company engaged in the<br />

exploration, production, and acquisition of natural gas and oil.<br />

Principles of Consolidation. The Company’s consolidated financial statements include the accounts of<br />

Contango Oil & Gas Company and its wholly and partially-owned subsidiaries, after elimination of all intercompany<br />

balances and transactions. Wholly-owned subsidiaries are fully consolidated. Exploration and development<br />

subsidiaries not wholly owned, such as REX and COE, are not controlled by the Company and are proportionately<br />

consolidated.<br />

Effective April 1, 2008, the Company sold a portion of its ownership interest in REX and COE to an<br />

existing owner for approximately $0.8 million and $0.9 million, respectively. As a result of the sale, the Company’s<br />

equity ownership interest in REX and COE has decreased to 32.3% and 65.6%, respectively.<br />

Contango’s 19.5% ownership of Moblize Inc. (“Moblize”) is accounted for using the cost method. Under<br />

the cost method, Contango records an investment in the stock of an investee at cost, and recognizes dividends<br />

received as income. Dividends received in excess of earnings subsequent to the date of investment are considered a<br />

return of investment and are recorded as reductions of cost of the investment.<br />

Recent Accounting Pronouncements<br />

Effective July 1, 2009, the FASB issued SFAS No. 157-2, “Effective Date of FASB Statement No. 157”<br />

(“SFAS 157-2”). This pronouncement defers the effective date of SFAS No. 157, “Fair Value Measurements”<br />

(“SFAS 157”) to fiscal years beginning after November 15, 2008, and interim periods within those fiscal years, for<br />

all nonfinancial assets and nonfinancial liabilities, except for items that are recognized or disclosed at fair value in<br />

the financial statements on a recurring basis (at least annually). An entity that has issued interim or annual financial<br />

statements reflecting the application of the measurement and disclosure provisions of SFAS 157 prior to February<br />

12, 2008, must continue to apply all provisions of SFAS 157. We are currently evaluating the provisions of SFAS<br />

157-2 and assessing the impact, if any, it may have on our financial position and results of operations.<br />

In June 2009, the FASB issued SFAS No. 168, “The FASB Accounting Standards Codification and the<br />

Hierarchy of Generally Accepted Accounting Principles, a replacement of FASB Statement No. 162,” which<br />

codifies existing GAAP and recognizes only two levels of GAAP, authoritative and nonauthoritative. The standard<br />

DB2/2<strong>10</strong>43537.7 F-<strong>10</strong>

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