Exhibit 24


                             Carrizo Oil & Gas, Inc.

                                Power of Attorney

     WHEREAS,  the undersigned,  in his or her capacity as a director or officer
or both,  as the case may be, of Carrizo Oil & Gas,  Inc.,  a Texas  corporation
(the  "Company"),  may be  required  to file with the  Securities  and  Exchange
Commission (the "Commission") under Section 16 of the Securities Exchange Act of
1934,  as  amended,  and  the  rules  and  regulations   promulgated  thereunder
(collectively,  the "Exchange Act"),  Forms 3, 4 and 5 ("Forms") relating to the
undersigned's holdings of and transactions in securities of the Company;

     NOW,  THEREFORE,  the undersigned,  in his or her capacity as a director or
officer or both, as the case may be, of the Company, does hereby appoint Paul F.
Boling,  S.P.  Johnson  IV, and each of them  severally,  as his or her true and
lawful  attorney-in-fact or attorneys-in-fact  and agent or agents with power to
act  with or  without  the  other  and  with  full  power  of  substitution  and
resubstitution,  to execute in his or her name,  place and stead,  in his or her
capacity as a director or officer or both,  as the case may be, of the  Company,
Forms and any and all amendments  thereto and any and all instruments  necessary
or  incidental in  connection  therewith,  if any, and to file the same with the
Commission   and  any  stock   exchange   or   similar   authority.   Each  said
attorney-in-fact and agent shall have full power and authority to do and perform
in the name and on behalf of the  undersigned in any and all  capacities,  every
act whatsoever  necessary or desirable to be done in the premises,  as fully and
to all intents and purposes as the undersigned might or could do in person,  the
undersigned hereby ratifying and approving the acts of said attorney. The powers
and  authority  of each said  attorney-in-fact  and agent herein  granted  shall
remain in full force and effect until the  undersigned is no longer  required to
file Forms under the Exchange Act,  unless earlier revoked by the undersigned by
giving  written  notice  of such  revocation  to the  Company.  The  undersigned
acknowledges that the said attorneys-in-fact, in serving in such capacity at the
request of the undersigned,  are not assuming,  nor is the Company assuming, any
of the undersigned's  responsibilities to comply with Section 16 of the Exchange
Act.

     IN WITNESS WHEREOF,  the undersigned has executed this instrument this 19th
day of November, 2004.


                                                 /s/ Roger A. Ramsey
                                                 -------------------
                                                 Roger A. Ramsey