SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GRANT W KING III

(Last)

(First)

(Middle)

225 SILVER SPRING RD.

(Street)

FAIRFIELD

06824

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GASCO ENERGY INC [ GSX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec VP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/15/2005		A⁽¹⁾		500	A	⁽¹⁾	397,821	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Right to Buy	$3							06/22/2001⁽²⁾	06/22/2006⁽²⁾	Common Stock	150,000		150,000	D
Right to Buy	$3.15							09/22/2002⁽³⁾	09/22/2007⁽³⁾	Common Stock	100,000		100,000	D
Right to Buy	$1							06/10/2003⁽⁴⁾	06/10/2008⁽⁴⁾	Common Stock	200,000		200,000	D
Series B Preferred Stock	$0.7							12/31/2003	⁽⁵⁾	Common Stock	65,370		104	D
Right to Buy	$1.92							11/27/2004⁽⁶⁾	07/27/2014	Common Stock	100,000		100,000	D
Right to Buy	$3.39							10/09/2005⁽⁷⁾	10/09/2010⁽⁷⁾	Common Stock	160,000		160,000	D
Right to Buy	$2							12/31/2001	12/13/2011	Common Stock	137,000		137,000	D

Explanation of Responses:

1. On December 15, 2005, Mr. Grant was granted a restricted stock award of 500 shares of the Issuer's common stock purusant to the Issuer's 2003 Restricted Stock Plan. These shares are subject to forfeiture with Mr. Grant having the right to retain 100 shares on or after 12/15/06, an additional 100 shares on or after 12/15/07, and the remaining 300 shares on or after 12/15/08.

2. Granted 200,000 options as compensation, 100,000 of these options vested on 6/22/01 and expire 6/22/06. The remaining 100,000 options vest over a one year period, with 25% of the amount vesting every 3 months commending 9/22/01, and expiring 5 years from the date of vesting.

3. Granted 100,000 options as compensation. These options vest 25% every 3 months commencing 9/22/02, and expiring 5 years from the date of vesting.

4. Granted 200,000 options as compensation. These options vest over a 2 year period, with one-sixth of the amount vesting every 4 months commencing 6/1/03, and expiring 5 years from the date of vesting.

5. There is no expiration date for the shares of Series B Preferred Stock.

6. Granted 100,000 options under the Issuer's 1999 Stock Option Plan. These options vest over a 2 year period, with one-sixth of the amount vesting every 4 months commencing 11/27/04, and all options expiring 7/27/2014.

7. Granted 160,000 options under the Issuer's 1999 Stock Option Plan. These options vest over a 2 year period, with one-sixth of the amount vesting every 4 months commencing 10/09/05, and all options expiring five years from the date of vesting.

	W. King Grant, III	12/23/2005
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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