DEBT

Debt consisted of the following at March 31, 2012 and December 31, 2011:


	March 31,			December 31,
	2012			2011
	(In thousands)
Senior Notes	$	600,000		$	600,000
Unamortized discount for Senior Notes		(5,316	)		(5,464	)
Convertible Senior Notes		73,750			73,750
Unamortized discount for Convertible Senior Notes		(3,132	)		(3,799	)
Senior Secured Revolving Credit Facility		177,000			47,000
Senior Secured Multicurrency Credit Facility		28,029			17,813

	$	870,331		$	729,300

Senior Notes

In connection with the issuance of an additional $200 million aggregate principal amount of unregistered Senior Notes that were issued pursuant to a private placement on November 17, 2011, on February 22, 2012, the Company completed the exchange of registered Senior Notes for all of such unregistered Senior Notes.

Senior Secured Revolving Credit Facility

The Company is party to a senior secured revolving credit facility with Wells Fargo Bank, National Association as the administrative agent. The revolving credit facility provides for a borrowing capacity up to the lesser of (i) the borrowing base (as defined in the senior credit agreement governing the revolving credit facility) and (ii) $750 million. The revolving credit facility matures on January 27, 2016. It is secured by substantially all of the Company's U.S. assets and is guaranteed by certain of the Company's U.S. subsidiaries. The initial borrowing base under the revolving credit facility was $350 million and as of March 31, 2012, the borrowing base was $340 million. As a result of the Spring 2012 borrowing base redetermination, which was effective April 30, 2012, the borrowing base was reduced to $325 million after giving effect to the removal of properties in connection with the recent sale of Barnett Shale properties, largely offset by the addition of proved reserves as a result of the Company's successful ongoing drilling program.

On March 26, 2012, the revolving credit facility was amended to, among other things, (1) extend by two quarters the dates on which the maximum ratio of Total Debt to EBITDA (each as defined in the credit agreement governing the revolving credit facility) steps down and (2) increase the basket available for redemptions of our Convertible Senior Notes.

The Company is subject to certain covenants under the terms of the revolving credit facility which include the maintenance of the following financial covenants: (1) a ratio of Total Debt to EBITDA of not more than (a) 4.75 to 1.00 for fiscal quarters ending March 31, 2012 and June 30, 2012, (b) 4.25 to 1.00 for fiscal quarters ending September 30, 2012 and December 31, 2012 and (c) 4.00 to 1.00 for fiscal quarters ending March 31, 2013 and thereafter; (2) a Current Ratio of not less than 1.00 to 1.00; (3) a ratio of Senior Debt to EBITDA of not more than 2.50 to 1.00; and (4) a ratio of EBITDA to Interest Expense of not less than 2.50 to 1.00 (each of the capitalized terms used in the foregoing clauses (1) through (4) being as defined in the credit agreement governing the revolving credit facility). At March 31, 2012, the ratio of Total Debt to EBITDA was 4.08 to 1.00, the Current Ratio was 1.00 to 1.00, the ratio of Senior Debt to EBITDA was 0.76 to 1.00 and the ratio of EBITDA to Interest Expense was 4.91 to 1.00. Because the calculation of the financial ratios are made as of a certain date, the financial ratios can fluctuate significantly period to period as the amounts outstanding under the revolving credit facility are dependent on the timing of cash flows related to operations, capital expenditures, sales of oil and gas properties and securities offerings.

At March 31, 2012, the Company had $177.0 million of borrowings outstanding under the revolving credit facility with a weighted average interest rate of 3.08%. At March 31, 2012, the Company also had $1.0 million in letters of credit outstanding which reduced the amounts available under the revolving credit facility. Future availability under the $325 million borrowing base is subject to the terms and covenants of the revolving credit facility. The revolving credit facility is used to fund ongoing working capital needs and the remainder of the Company's capital expenditure plan to the extent such amounts exceed the cash flow from operations, proceeds from the sale of oil and gas properties and securities offerings.

U.K. Huntington Field Development Project Credit Facility

The Company and Carrizo U.K. Huntington Ltd. ("Carrizo UK"), as borrower, are parties to a Senior Secured Multicurrency Credit Facility (the "Huntington Facility"). The Huntington Facility provides for a multicurrency credit facility consisting of (1) a $55 million term loan facility to be used to fund Carrizo UK's share of project development costs, (2) a $6.5 million contingent cost overrun term loan facility and (3) a $22.5 million post-completion credit facility providing for loans and letters of credit to be used to fund certain abandonment and decommissioning costs following project completion. The availability under the term loan facility and the cost overrun facility will be redetermined by the lenders at least semi-annually on each April 1 and October 1 in connection with the updating and recalculation of revenue and cash flow projections with respect to the Huntington Field project. An amendment to the facility was executed on April 17, 2012 which adjusted the repayment of the amounts outstanding under the term loan or cost overrun facility to the following: (i) 45% will be due on June 30, 2013, (ii) 20% will be due on December 31, 2013, (iii) 20% will be due on June 30, 2014, and (iv) the remaining 15% will be due on the final maturity date of December 31, 2014 and accordingly, the amounts outstanding under the Huntington Facility have been presented as long-term on the balance sheet. As of April 1, 2012, following the semi-annual redetermination, the term loan facility and cost overrun facility were $55 million and $6.5 million, respectively.

As of March 31, 2012, borrowings outstanding under the Huntington Facility were £17.5 million, with a weighted average interest rate of 4.58% and no letters of credit had been issued. The British Pound denominated borrowings were translated to $28.0 million at March 31, 2012, resulting in a $0.9 million transaction loss recorded in Other income (expense), net in the consolidated statements of operations.