SC 13D

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
	Contango ORE, Inc.
	(Name of Issuer)
	Common Stock, par value $0.01
	(Title of Class of Securities)
	210777F100
	(CUSIP Number)

John B. Juneau

c/o Contango ORE, Inc.

3700 Buffalo Speedway, Suite 925

Houston, Texas 77098

(713) 877-1311

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

December 4, 2013

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.  ¨

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1.	NAME OF REPORTING PERSON   I.R.S. IDENTIFICATION OF ABOVE PERSON   John B. Juneau
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  o   (b)   o
3.	SEC USE ONLY
4.	SOURCE OF FUNDS      PF
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)              o
6.	CITIZENSHIP OR PLACE OF ORGANIZATION      USA

	7.	SOLE VOTING POWER   231,033 shares of Common Stock
NUMBER OF SHARES BENEFICIALLY	8.	SOLE VOTING POWER
OWNED BY EACH REPORTING PERSON WITH	9.	SOLE DISPOSITIVE POWER  231,033 shares of Common Stock
	10.	SHARED DISPOSITIVE POWER

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                             231,033 shares of Common Stock
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW  (11) EXCLUDES CERTAIN SHARES                                             x
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  5.9%
14.	TYPE OF REPORTING PERSON      IN

CUSIP No. 210777F100                                                             13D

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Responses to each item of this Schedule 13D are incorporated by reference into the response to each other item, as applicable.

Item 1.                      Security and Issuer

This statement on Schedule 13D relates to the common stock, $0.01 par value per share (the “Common Stock”) of Contango ORE, Inc., a Delaware corporation (the “Issuer”). The address of the Issuer’s principal executive office is 3700 Buffalo Speedway, Suite 925, Houston, Texas 77098.

Item 2.                      Identity and Background

(a)      This statement on Schedule 13D is filed by John B. Juneau (“Mr. Juneau” or the “Reporting Person”).

(b)      The Reporting Person’s business address is c/o Contango ORE, Inc., 3700 Buffalo Speedway, Suite 925, Houston, Texas 77098.

(c)      Mr. Juneau is the Chairman, President and Chief Executive Officer of the Issuer.

(d)      Mr. Juneau has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)      Mr. Juneau has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or a finding of any violation with respect to such laws.

(f)      Mr. Juneau is a United States citizen.

Item 3.                      Source and Amount of Funds or Other Consideration

On December 4, 2013, the Issuer granted 35,000 shares of restricted Common Stock to the Reporting Person, who serves as President and Chief Executive Officer of the Issuer and as a member of its Board of Directors, pursuant to a Restricted Stock Award Agreement, dated as of December 4, 2013, between the Issuer and Mr. Juneau, of which 11,667 shares are fully vested or will vest within the next 60 days.  Mr. Juneau’s beneficial ownership of such vested shares of restricted Common Stock, in conjunction with his prior holdings, is sufficient to make him the beneficial owner of 5% or more of the Issuer’s Common Stock.

The other shares of Common Stock beneficially owned by Mr. Juneau were acquired as follows:

(1)           In November 2010, Mr. Juneau acquired 2,698 shares of Common Stock.

(2)           In December 2012, Mr. Juneau was granted options to acquire 75,000 shares of Common Stock at an exercise price of $10.00 per share, 50,000 of which are vested and remain unexercised.

(3)           In March 2013, Mr. Juneau acquired an aggregate of 83,334 units at a purchase price of $12.00 per unit, in a private placement (the “Private Placement”) to certain investors pursuant to a Subscription Agreement dated as of March 22, 2013 among the Issuer and the investors therein. Each unit entitles the investor to one share of common stock and a five-year warrant to purchase one share of common stock at an exercise price of $10.00. Of these 83,334 units, 41,667 units were purchased by Juneau Exploration, LP, a Texas limited partnership of which Mr. Juneau is the sole manager of its general partner, and 41,667 units were purchased by J5D Enterprises, L.P, formerly J4D Enterprises, LP, a Texas limited partnership of which Mr. Juneau is the sole manager.

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Mr. Juneau acquired the warrants and shares of Common Stock with personal funds and in connection with compensation arrangements.

Item 4. Purpose of Transaction

Mr. Juneau acquired the warrants and shares of Common Stock for investment purposes.  The shares of restricted Common Stock and stock options were granted to Mr. Juneau, as an executive of the Issuer, in order to further align his interests with those of the Issuer’s shareholders and to incentivize Mr. Juneau’s continued service to the Issuer in such executive capacity. Mr. Juneau will review from time to time various factors relevant to his beneficial ownership of the Issuer’s securities, including trading prices for the Issuer’s  Common Stock and conditions in capital markets generally, developments in the Issuer’s business and financial condition, results of operations and prospects and other factors and may, from time to time, subject to applicable securities laws and regulations, dispose of some or all of the Issuer’s Common Stock that the Reporting Person beneficially holds, or acquire additional securities of the Issuer, in privately negotiated transactions, open market sales or purchases, or otherwise. Mr. Juneau has in the past acquired, and may in the future acquire, restricted stock awards, stock options or other rights to acquire securities of the Issuer in the ordinary course of business in connection with his service as an executive officer of the Issuer.

Except as set forth herein, as of the date hereof, there are no plans or proposals that the Reporting Person have that relate to or would result in (a) the acquisition of securities of the Issuer or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer’s business or corporate structure; (g) changes in the Issuer’s certificate of incorporation, by-laws, or other instruments corresponding thereto or other actions that may impede the acquisition of control of the Issuer by any person; (h) causing any change in the trading market of any class of securities of the Issuer; (i) a class of equity securities of the Issuer becoming eligible for termination of registration under the Securities Exchange Act of 1934; or (j) any action similar to any of the matters enumerated above.

Item 5. Interest in Securities of the Issuer

The Reporting Person beneficially owns an aggregate of 231,033 shares of Common Stock, which includes (a) 11,667 shares of restricted Common Stock which are fully vested, (b) 86,032 shares of Common Stock, (c) options to purchase 50,000 shares of Common Stock which are vested and exercisable or exercisable within the next 60 days, and (d) warrants to purchase 83,334 shares of Common Stock beneficially owned by the Reporting Person.  As a result, the Reporting Person may be deemed to be the beneficial owner with sole voting and dispositive power of 231,033 shares of Common Stock, or 5.9% of the class of securities.

The calculation of percentage ownership is based on 3,750,394 shares of Common Stock outstanding as of November 11, 2013 as reported in the Issuer’s Quarterly Report on Form 10-Q, filed on November 13, 2013, plus 145,001 shares of Common Stock which include 11,667 shares of vested restricted Common Stock and 133,334 shares of Common Stock that would be issued upon the exercise of Mr. Juneau’s vested options and warrants (not including any withholding of shares of Common Stock for the purpose of satisfying any tax withholding obligations).

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There have been no reportable transactions with respect to the Common Stock of the Issuer within the last 60 days by the Reporting Person, except as described in this Schedule 13D.

No other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock held by the Reporting Person.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

In connection with the Private Placement, on March 22, 2013, Mr. Juneau entered into a Subscription Agreement (“Subscription Agreement”) with the Issuer (together, Reporting Person and approximately twenty other purchasers each executing a subscription agreement with the Issuer, the “Investors”).  Pursuant to a subscription agreement, the Investors acquired an aggregate of 1,230,999 Units, consisting of one share of common stock and a five-year warrant to purchase one share of common stock at an exercise price of $10.00.  The transaction is described in detail in the Issuer’s Form 8-K filed with the Securities and Exchange Commission on March 25, 2013.

The Investors also each entered into a Registration Rights Agreement (the “Registration Rights Agreement”), dated as of March 22, 2013, with the Issuer, pursuant to which the Issuer agreed to file a Registration Statement with the Securities and Exchange Commission at any time one year after the Private Placement in order to register the resale of the shares of Common Stock upon demand by the Investors.

On December 4, 2013, pursuant to a Restricted Stock Award Agreement, dated as of December 4, 2013, the Issuer granted Mr. Juneau, in his capacity as President and Executive Officer and a director of the Issuer 35,000 shares of restricted Common Stock which vest in equal installments beginning on the date of grant and two (2) annual installments to be made upon Mr. Juneau’s completion of each twelve (12)-month period of continued status with the Issuer over the twenty-four (24)-month period measured from December 4, 2013.

The summaries of the foregoing agreements as described in this Item 6 do not purport to be complete and are qualified in their entirety by reference to such agreements, which are attached to this Schedule 13D as Exhibits 1, 2, 3 and 4, respectively, and are incorporated herein by this reference.

Item 7. Material to Be Filed as Exhibits

Exhibit 1: Form of Subscription Agreement, dated as of March 22, 2013, by and among the Issuer and the Purchasers named therein (incorporated herein by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on March 25, 2013).

Exhibit 2: Form of Registration Rights Agreement, dated as of March 22, 2013, by and among the Issuer and the Purchasers named therein (incorporated herein by reference to Exhibit 10.2 to the Issuer’s Current Report on Form 8-K filed on March 25, 2013).

Exhibit 3: Form of Warrant, dated as of March 22, 2013 (incorporated herein by reference to Exhibit 10.3 to the Issuer’s Current Report on Form 8-K filed on March 25, 2013).

Exhibit 4: Restricted Stock Award Agreement, dated as of December 4, 2013, between the Issuer and the Reporting Person.

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SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: December 13, 2013  /s/ JOHN B. JUNEAU

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EX-4

Exhibit 4

CONTANGO ORE, INC.

RESTRICTED STOCK AWARD AGREEMENT

This Restricted Stock Award Agreement (this “Agreement”) is made as of December 4, 2013 by and between Contango ORE, Inc., a Delaware corporation (the “Company”), and Brad Juneau (the “Participant”).  Unless otherwise defined herein, capitalized terms used in this Agreement shall have the same meaning ascribed to them in the 2010 Equity Compensation Plan (the “Plan”).

RECITALS

WHEREAS, the Participant serves as President and Chief Executive Officer of the Company and as a member of the Company’s Board of Directors (the “Board”) and the Participant’s continued service in such capacities is considered by the Company to be important for the Company’s continued growth and financial success; and

WHEREAS, the Board has determined it appropriate to award the Participant shares of the Company’s common stock under the Plan, in furtherance of the purposes of the Plan by providing the Participant with a meaningful incentive to remain as a member of the Board and by securing other benefits for the Company; and

WHEREAS, the Company desires to confirm such stock award and to set forth the terms and conditions of such award, and the Participant desires to accept such award and agree to the terms and conditions thereof, as set forth in this Agreement.

NOW THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:

1.Stock Award.  The Company hereby awards and issues to the Participant Thirty-five Thousand (35,000) of the Company’s common stock (the “Issued Shares”) under and pursuant to the Plan, effective as of December 4, 2013 (the “Grant Date”).  The Issued Shares are unvested and subject to forfeiture pursuant to the terms of this Agreement (the “Restricted Stock”) and are hereby awarded to the Participant in consideration of the continued Board service the Participant is to render the Company over the vesting period set forth in Section 3 of this Agreement.  The Restricted Stock is subject to all of the applicable terms and conditions set forth in this Agreement and the Plan, including the transfer restrictions set forth in Section 4 and the escrow requirements of Section 5.

2.Participant’s Rights.  Subject to the terms hereof, the Participant shall have all stockholder rights with respect to all of the Issued Shares subject to this Agreement, whether or not those shares are at the time held in escrow hereunder, including (without limitation) the right to vote those shares and to receive any cash dividends declared thereon.

3.Vesting Schedule.  The Participant shall vest in the Restricted Stock in a series of three (3) successive equal installments, with the first installment to be made on December 4, 2013 and two (2) annual installments to be made upon the Participant’s completion of each twelve (12)-month period of continued status with the Company over the twenty-four (24)-month period measured from December 4, 2013; provided, however, if at any time there occurs a Change of Control as defined in the Plan, any Restricted Stock that shall not have vested at such time will immediately become vested.

4.Restriction on Transfer of Restricted Stock.  Except for the escrow described in Section 5 or the transfer of the shares of Restricted Stock to the Company or its assignees in accordance with the terms of this Agreement, none of the shares of Restricted Stock subject to this Agreement or any beneficial interest therein shall be transferred, encumbered or otherwise disposed of in any way until such shares vest and are thereby released from all forfeiture provisions in accordance with the provisions of this Agreement.

5.Restricted Stock Escrow.  As security for the faithful performance of the terms of this Agreement with respect to the Restricted Stock and to insure the availability of such Restricted Stock for delivery to the Company upon forfeiture pursuant to the vesting provisions set forth in Section 3, the Participant agrees to deliver to and deposit with the secretary of the Company, or such other person designated by the Company (the “Escrow Agent”), as Escrow Agent in this transaction, a stock assignment duly endorsed (with date and number of shares blank) in the form attached hereto as Exhibit A, together with the certificate or certificates evidencing the shares of Restricted Stock; said documents are to be held by the Escrow Agent and delivered by said Escrow Agent pursuant to the Joint Escrow Instructions of the Company and the Participant set forth in Exhibit B attached hereto, which instructions shall also be delivered to the Escrow Agent.  Subject to the provisions of this Agreement and the Joint Escrow Instructions, the Participant shall have all rights and privileges of a shareholder of the Company with respect to the Restricted Stock deposited in said escrow.

6.Investor Representations.  Participant represents that he/she is acquiring the Issued Shares for his/her own account for investment and has no present intent to resell or distribute all or any portion of the Issued Shares. Participant agrees that the Issued Shares will be sold or otherwise disposed of only in accordance with applicable federal and state statutes, rules and regulations.

7.Legends.

A.     The share certificate evidencing the Restricted Stock issued hereunder shall be endorsed with the following legend (in addition to any legend required under applicable state securities laws):

THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO CERTAIN RESTRICTIONS UPON TRANSFER AND FORFEITURE PROVISIONS AS SET FORTH IN THAT CERTAIN RESTRICTED STOCK AWARD AGREEMENT BETWEEN THE COMPANY AND THE PARTICIPANT, AS THE SAME MAY BE AMENDED FROM TIME TO TIME, A COPY OF WHICH IS ON FILE WITH THE SECRETARY OF THE COMPANY, AND, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NO SALE, ASSIGNMENT, TRANSFER OR OTHER DISPOSITION OF THESE SHARES SHALL BE VALID OR EFFECTIVE UNLESS MADE IN COMPLIANCE WITH ALL OF THE TERMS AND CONDITIONS OF SUCH AGREEMENT.

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8.Adjustment.  All references to the number of Issued Shares in this Agreement shall be appropriately adjusted to reflect any stock split, stock dividend, recapitalization or other similar change in the outstanding shares of the Company’s outstanding common stock effected with the Company’s receipt of the consideration that may occur after the date of this Agreement as set forth in the Plan.  Any new, substituted or additional securities or other property (including cash paid on the shares of Restricted Stock other than as a regular cash dividend) which is distributed with respect to the Issued Shares pursuant to the Plan shall be immediately subject to the applicable transfer restrictions under Section 4 or Section 6 and the applicable escrow requirements under Section 5 or Section 6, but only to the extent the Issued Shares are at the time covered by such restrictions or escrow requirements.

9.Tax Consequences.  The Participant understands that under Section 83 of the Code, the fair market value of the shares of Restricted Stock on the date the forfeiture restrictions applicable to those shares lapse will be reportable as ordinary income at that time.  The Participant understands that the Participant may elect to be taxed at the time the shares of Restricted Stock are issued and thereby recognize ordinary income equal to the fair market value of those shares at the time of issuance, rather than when those shares of Restricted Stock subsequently vest and cease to be subject to forfeiture restrictions. Should the Participant decide to make such election, the Participant must file the requisite election form under Section 83(b) of the Code with the Internal Revenue Service within thirty (30) days after the issuance date of the Restricted Stock. The form for making this election is attached hereto as Exhibit D.  Participant understands that failure to make this filing within the thirty (30) day period will result in the recognition of ordinary income by the Participant as the forfeiture restrictions lapse.

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In the event that the Participant files, under Section 83(b) of the Code, an election to be taxed upon the issuance of the Restricted Stock and recognize ordinary income on the issuance date of the Restricted Stock, the Participant shall at the time of such filing notify the Company of the making of such election and furnish a copy of the notice to the Company.

THE PARTICIPANT ACKNOWLEDGES THAT IT IS PARTICIPANT’S SOLE RESPONSIBILITY, AND NOT THE COMPANY’S, TO FILE A TIMELY ELECTION UNDER SECTION 83(b), EVEN IF PARTICIPANT REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON PARTICIPANT’S BEHALF.  PARTICIPANT IS RELYING SOLELY ON PARTICIPANT’S ADVISORS WITH RESPECT TO THE DECISION AS TO WHETHER OR NOT TO FILE AN 83(b) ELECTION.

The Participant shall make arrangements satisfactory to the Company, or, in the absence of such arrangements, the Company or any Parent or Subsidiary may deduct from any payment to be made to Participant any amount necessary, to satisfy requirements of federal, state, local, or foreign tax law to withhold taxes or other amounts with respect to the issuance of the Restricted Stock or the expiration of the forfeiture provisions applicable to the Restricted Stock.

The Vested at Issuance Shares shall result in the Participant’s immediate recognition of ordinary income, at the time of such issuance, in an amount equal to the fair market value of the those shares on the issuance date.  The Participant shall make arrangements satisfactory to the Company to satisfy all applicable requirements of federal, state, local, or foreign tax law to withhold taxes or other amounts with respect to the Vested at Issuance Shares.

10.No Impairment of Rights.  Nothing contained in this Agreement shall be deemed to interfere with or otherwise restrict the rights of the Company or the Company’s stockholders to remove the Participant from the Board at any time in accordance with the provisions of applicable law.

11.Indemnification.  The Participant agrees to hold harmless and indemnify the Company for any and all liabilities resulting to it through violation by the Participant of the warranties and representations made by the Participant in, and other provisions of, this Agreement.

12.Termination.  This Agreement, and the respective rights and obligations of the Participants hereto, shall terminate upon the earliest to occur of the following: (i) the expiration of ten (10) years from the date of this Agreement; or (ii) the agreement among the parties hereto to terminate the Agreement.

13.General Provisions.

(a)This Agreement shall be governed by the internal substantive laws, but not the choice of law rules, of Delaware.

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(b)Any notice required or permitted hereunder shall be given in writing and shall be deemed effectively given upon personal delivery or upon deposit in the United States Post Office, by registered or certified mail with postage and fees prepaid, addressed to the Participant at his address shown on the Company's records and to the Company at the address of its principal corporate offices (attention: President) or at such other address as such party may designate by ten (10) days' advance written notice to the other party hereto.

Any notice to the Escrow Agent shall be sent to the Company’s address with a copy to the other party hereto.

(c)The rights of the Company under this Agreement shall be transferable to any one or more persons or entities, and all covenants and agreements hereunder shall inure to the benefit of, and be enforceable by the Company’s successors and assigns.  The rights and obligations of the Participant under this Agreement may not be assigned; however, such rights and obligations shall inure to the benefit of, and be binding upon, the heirs, executors, administrators of the Participant’s estate.

(d)Either party’s failure to enforce any provision of this Agreement shall not in any way be construed as a waiver of any such provision, nor prevent that party from thereafter enforcing any other provision of this Agreement.  The rights granted both parties hereunder are cumulative and shall not constitute a waiver of either party’s right to assert any other legal remedy available to it.

(e)The Participant agrees upon request to execute any further documents or instruments necessary or desirable to carry out the purposes or intent of this Agreement.

(f)The Issued Shares have been awarded to the Participant under the Plan, a copy of which, together with official prospectus for such Plan, has been previously provided to the Participant.  All of the terms, conditions, and other provisions of the Plan are hereby incorporated by reference into this Agreement.  If there is any conflict between the provisions of this Agreement and the provisions of the Plan, the provisions of the Plan shall govern.  The Participant hereby acknowledges such prior receipt of a copy of the Plan and the prospectus for the Plan and agrees to be bound by all the terms and provisions of this Agreement and the Plan (as presently in effect or hereafter amended), rules and regulations adopted from time to time thereunder, and by all decisions and determinations of the Board and the Committee made from time to time thereunder.

(g)Captions in this Agreement are for convenience of reference only and shall not be considered in the construction hereof.  Words used herein, regardless of the number and gender specifically used, shall be deemed and construed to include any other number, singular or plural, and any other gender, masculine, feminine or neuter, as the context requires.  Any requirement of time made hereinabove shall be of the essence of this Agreement.

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(h)The Participant agrees to take any action the Company reasonably deems necessary in order to comply with federal and state laws, or the rules and regulations of the National Association of Securities Dealers, Inc. (the “NASD”) or any stock exchange or quotation system, or any other obligation of the Company or the Participant relating to the Issued Shares or this Agreement.

(i)This Agreement shall be binding upon the heirs, executors, administrators, and successors of the parties.  This Agreement and the Plan constitute the entire agreement between the parties with respect to the Issued Shares, and supersede any prior agreements or documents with respect thereto.  No amendment, alteration, suspension, discontinuation, or termination of this Agreement, which may impose any additional obligation upon the Company or materially impair the rights of the Participant with respect to the Issued Shares, shall be valid unless in each instance such amendment, alteration, suspension, discontinuation, or termination is expressed in a written instrument duly executed in the name and on behalf of the Company and by the Participant.

* * *

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IN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by its duly authorized officer, as of the day and year first written above.

PARTICIPANT
/s/ Brad Juneau	35,000
Signature	Number of Shares
Brad Juneau
Print Name
CONTANGO ORE, INC.

By:	/s/ Brad Juneau
Name:	Brad Juneau
Title:	Chairman and CEO