8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report

May 7, 2012

(Date of earliest event reported)

Callon Petroleum Company

(Exact name of registrant as specified in its charter)

Delaware	001-14039	64-0844345
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
incorporation or organization)		Identification Number)

200 North Canal St.

Natchez, Mississippi 39120

(Address of principal executive offices, including zip code)

(601) 442-1601

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 - Financial Information

Item 2.02. Results of Operations and Financial Condition

The following information, including the press release attached as Exhibits 99.1 and 99.3, is being furnished pursuant to Item 2.02 “Results of Operations and Financial Condition,” not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This information shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

On May 7, 2012, Callon Petroleum Company issued the press release, attached as Exhibit 99.1, providing information regarding the company's operating results for the first quarter ended March 31, 2012.

As disclosed in a press release dated April 25, 2012, attached as Exhibit 99.3, Callon Petroleum Company announced that its conference call reporting first quarter 2012 results would be held on Tuesday, May 8, 2012 beginning at 10:00 a.m. Central Daylight Time.

Section 7 - Regulation FD

Item 7.01. Regulation FD Disclosure

The following information, including the press release attached as Exhibit 99.2, is being furnished pursuant to Item 7.01 “Regulation FD Disclosure,” not filed, for purposes of Section 18 of the Exchange Act. This information shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

On May 7, 2012, Callon Petroleum Company issued the press release, attached as Exhibit 99.3, announcing guidance for the first quarter and full-year 2012.

Section 9 - Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

Exhibit Number	Title of Document
99.1	Press release dated May 7, 2012 providing information regarding Callon Petroleum Company's operating results the first quarter ended March 31, 2012.
99.2	Press release dated May 7, 2012 announcing guidance for the second quarter and full-year 2012.
99.3	Press release dated April 25, 2012 announcing that its conference call reporting first quarter 2012 results would be held on Tuesday, May 8, 2012 beginning at 10:00 a.m. Central Daylight Time.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Callon Petroleum Company
	(Registrant)
May 7, 2012	By:  /s/ B. F. Weatherly
	B.F. Weatherly
	Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit Number	Title of Document
99.1	Press release dated May 7, 2012 providing information regarding Callon Petroleum Company's operating results the first quarter ended March 31, 2012.
99.2	Press release dated May 7, 2012 announcing guidance for the second quarter and full-year 2012.
99.3	Press release dated April 25, 2012 announcing that its conference call reporting first quarter 2012 results would be held on Tuesday, May 8, 2012 beginning at 10:00 a.m. Central Daylight Time.

EX-99.1

EXHIBIT 99.1

Callon Petroleum Company Reports Results For The First Quarter of 2012

Natchez, MS (May 7, 2012)-Callon Petroleum Company (NYSE: CPE) today reported results of operations for the three-month period ended March 31, 2012.

The company highlighted the recent operational and financing activity:

• Received a commitment letter for a $200 million senior secured credit facility with an initial borrowing base amount of $60 million and a maturity of July 31, 2014, subject to customary closing conditions.

• Commenced drilling of its first horizontal oil well targeting the Wolfcamp B shale at its East Bloxom field in Upton County, TX.

• Completed four vertical Wolfberry wells at its Pecan Acres field, with 24-hour initial production rates of 200 Boepd (approximately 90% oil) from the first two wells and two additional wells currently flowing back.

• Initiated a seismic program on its net 14,470 acre position in Borden County, TX and began necessary permitting and preliminary infrastructure work for its four well locations currently scheduled to be drilled beginning in the third quarter of 2012.

Fred Callon, Chairman and CEO remarked “We have positioned the company to exploit the emerging oil shale potential in the Permian Basin through our recently initiated horizontal drilling program. Our portfolio includes multi-stacked target zones on our legacy and newly-acquired acreage positions, initially focused on the drilling and evaluation of the Wolfcamp B and Cline shales in the Midland Basin. In addition, we have high-graded our vertical drilling program with a one-rig program at our Pecan Acres field, with promising initial results from our first four completions. While we have experienced unforeseen downtime with two of our natural gas fields this quarter, we are excited for the remainder of the year as we continue to execute our growth strategy in the Permian Basin in established and emerging plays.”

First Quarter 2012 Results

Callon reported the following results for the three months ended March 31, 2012:

• Reported net income and fully diluted earnings per share of $0.5 million and $0.01.

• Total net sales volumes of 4,308 barrels of oil equivalent per day (Boe/d) decreased 8% from the first quarter of 2011 due primarily to downtime at our Haynesville and East Cameron 257 natural gas fields.

• Net oil sales volumes (excluding natural gas liquids) represented 62% of net total sales volumes compared to 47% in the first quarter of 2011.

• Discretionary cash flow (a non-GAAP financial measure) increased 4% relative to the comparable period in 2011.

• Entered into hedging agreements covering 40,000 barrels of oil per month for 2013 with an effective floor price of $90.00/Bbl and an effective ceiling price of $116.00/Bbl, both referenced to NYMEX West Texas Intermediate pricing.

Operating Results. Operating results for the three months ended March 31, 2012 include oil and natural gas sales of $29.3 million from average production of 4,308 barrels of oil equivalent per day. These results compare with oil and natural gas sales of $25.4 million from average production of 4,713 Boe/d during the comparable 2011 period. The average price realized per barrel of oil (Bbl) in the first quarter of 2012, increased to $106.84, compared to $93.78 during the same period in 2011. The average price realized per thousand cubic feet of natural gas (Mcf) in the first quarter of 2012 was $3.92 compared to $4.95 during the first quarter of 2011. Our natural gas price realizations on a million British thermal unit (MMBtu) equivalent basis exceeded the related NYMEX prices by 56% in the first quarter of 2012 primarily due to the value of the NGLs in our natural gas stream from our Permian Basin and offshore production. On a combined hydrocarbon basis, Callon received $74.73 per Boe produced for the first quarter of 2012.

Lease Operating Expenses. Lease operating expenses including severance taxes ("LOE") increased by $3.7 million to $8.8 million for the three-month period ended March 31, 2012 compared to $5.0 million for the same period in 2011. The increase was primarily due to $2.9 million associated with a remediation operation on the George R. Mills Well No. 1H well in the Haynesville shale and $1.5 million in LOE related to the significant growth in the number of wells producing in the Permian Basin, increasing from 40 gross producing wells in the first quarter 2011 to 78 gross producing wells the first quarter of 2012. This increase was partially offset by a $0.6 million decline in LOE for our deepwater properties.

Net Income. For the three months ended March 31, 2012, Callon reported net income and fully diluted earnings per share of $0.5 million and $0.01, respectively, compared to net income and diluted earnings per share of $4.2 million and $0.12, respectively for

the same period of 2011.   

Discretionary Cash Flow. Discretionary cash flow, a non-GAAP financial measure, for the three months ended March 31, 2012 totaled $13.3 million compared to $12.8 million during the comparable prior year period.  Net cash flow provided by operating activities, as defined by U.S. GAAP, was $10.4 million for the three months ended March 31, 2012, and $13.5 million the comparable prior year period. (See “Non-GAAP Financial Measures” that follows and the accompanying reconciliation of discretionary cash flow, a non-GAAP measure, to net cash flow provided by operating activities.)

Capital Expenditures. Callon's total capital expenditures related to exploration and development for the three months ended March 31, 2012 were $29.7 million compared to $18.5 million in the corresponding 2011 period, primarily due to increased Permian drilling activity. Additionally, Callon's land and leasehold acquisitions for the three months ended March 31, 2012 totaled $14.7 million compared to $0 million in the corresponding 2011 period. These land and leasehold acquisition expenditures in 2012 were dedicated to the acquisition of 14,470 net acres in Borden County, TX as part of Callon's strategic plan to increase its exposure to emerging hydrocarbon plays in the Permian Basin.

Liquidity. At March 31, 2012, the company's total liquidity position was $54.9 million comprised of a cash balance of $9.9 million and borrowing availability of $45 million under its Third Amended and Restated Senior Secured Credit Agreement. During May 2012, we signed a commitment letter with Regions Bank for an amended credit facility with a total principal amount of $200 million and a maturity date of July 31, 2014, subject to customary closing conditions. In addition, Callon's initial borrowing base amount would be increased to $60 million from $45 million under the new agreement. As of May 7, 2012, there were no outstanding borrowings on the existing bank facility.

First Quarter 2012 Conference Call. A conference call to discuss this release has been scheduled for Tuesday, May 8, 2012 at 10:00 am CDT. The telephone number to access the conference call is toll-free 1-877-317-6789. The conference call will also be webcast live on the Internet, and can be accessed by accessing Callon's website at www.callon.com in the “Investor Relations” section of the website. A Q&A period will follow.

An archive of the conference call webcast will also be available at www.callon.com in the “Investor Relations” section of the website.

Non-GAAP Financial Measures. This news release refers to non-GAAP financial measures as “discretionary cash flow”. Callon believes that the non-GAAP measure of discretionary cash flow is useful as an indicator of an oil and gas exploration and production company's ability to internally fund exploration and development activities and to service or incur additional debt. The company also has included this information because changes in operating assets and liabilities relate to the timing of cash receipts and disbursements which the company may not control and may not relate to the period in which the operating activities occurred.

Reconciliation of Non-GAAP Financial Measures:

The following table reconciles discretionary cash flow to net cash flow provided by operating activities (in thousands):

	Three Months Ended March 31,
	2012			2011		Change
Discretionary cash flow	$	13,305		$	12,769	$	536
Net working capital changes and other changes	(2,955		)	688		(3,643		)
Net cash flow provided by operating activities	$	10,350		$	13,457	$	(3,107	)

	Three-Months Ended March 31,
	2012			2011			Change			% Change
Net production:
Oil (MBbls)	241			201			40			20	%
Natural gas (MMcf)	904			1,342			(438		)	(33	)%
Total production (Mboe)	392			424			(32		)	(8	)%
Average daily production (Boe)	4.3			4.7			(0.4		)	(7	)%
Average realized sales price (a):
Oil (Bbl)	$	106.84		$	93.78		$	13.06		14	%
Natural gas (Mcf)	$	3.92		$	4.95		$	(1.03	)	(21	)%
Total on an equivalent basis (Boe)	$	74.73		$	59.99		$	14.74		25	%
Oil and natural gas revenues (in thousands):
Oil revenue	$	25,749		$	18,804		$	6,945		37	%
Natural gas revenue	3,545			6,645			(3,100		)	(47	)%
Total	$	29,294		$	25,449		$	3,845		15	%
Additional per Boe data:
Sales price	$	74.73		$	59.99		$	14.74		25	%
Lease operating expense	22.41			11.89			10.52			88	%
Operating margin	$	52.32		$	48.10		$	4.22		9	%
Other expenses per Boe:
Depletion, depreciation and amortization	$	31.09		$	23.05		$	8.04		35	%
General and administrative	12.83			9.96			2.87			29	%
(a) Below is a reconciliation of the average NYMEX price to the average realized sales price:
Average NYMEX price per barrel of oil	$	102.93		$	94.11		$	8.82		9	%
Basis differential and quality adjustments	4.78			1.28			3.50			273	%
Transportation	(0.87		)	(1.11		)	0.24			(22	)%
Hedging	—			(0.50		)	0.50			(100	)%
Average realized price per barrel of oil	$	106.84		$	93.78		$	13.06		14	%
Average NYMEX price per million British thermal units (“MMBtu”)	$	2.51		$	4.20		$	(1.69	)	(40	)%
Basis differential, quality and Btu adjustments	1.41			0.75			0.66			88	%
Hedging	—			—			—			—	%
Average realized price per Mcf of natural gas	$	3.92		$	4.95		$	(1.03	)	(21	)%

Callon Petroleum Company

Consolidated Balance Sheets

(in thousands, except share data)

	March 31, 2012			December 31, 2011
ASSETS	Unaudited
Current assets:
Cash and cash equivalents	$	9,926		$	43,795
Accounts receivable	18,536			15,181
Fair market value of derivatives	467			2,499
Other current assets	527			1,601
Total current assets	29,456			63,076
Oil and natural gas properties, full-cost accounting method:
Evaluated properties	1,446,890			1,421,640
Less accumulated depreciation, depletion and amortization	(1,220,520		)	(1,208,331		)
Net oil and natural gas properties	226,370			213,309
Unevaluated properties excluded from amortization	18,433			2,603
Total oil and natural gas properties	244,803			215,912
Other property and equipment, net	12,646			10,512
Restricted investments	3,792			3,790
Investment in Medusa Spar LLC	9,361			9,956
Deferred tax asset	64,097			63,496
Other assets, net	824			718
Total assets	$	364,979		$	367,460
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	25,148		$	26,057
Asset retirement obligations	1,170			1,260
Fair market value of derivatives	82			—
Total current liabilities	26,400			27,317
13% Senior Notes:
Principal outstanding	106,961			106,961
Deferred credit, net of accumulated amortization of $13,934 and $13,123, respectively	17,573			18,384
Total 13% Senior Notes	124,534			125,345
Senior secured revolving credit facility	—			—
Asset retirement obligations	12,900			12,678
Other long-term liabilities	2,394			3,165
Total liabilities	166,228			168,505
Stockholders' equity:
Preferred Stock, $.01 par value, 2,500,000 shares authorized;	—			—
Common Stock, $.01 par value, 60,000,000 shares authorized; 39,412,238 and 39,398,416 shares outstanding at March 31, 2012 and December 31, 2011, respectively	394			394
Capital in excess of par value	325,252			324,474
Other comprehensive income	154			1,624
Retained deficit	(127,049		)	(127,537		)
Total stockholders' equity	198,751			198,955
Total liabilities and stockholders' equity	$	364,979		$	367,460

Callon Petroleum Company

Consolidated Statements of Operations (Unaudited)

(in thousands, except per share data)

	Three-Months Ended March 31,
	2012			2011
Operating revenues:
Oil	$	25,749		$	18,804
Natural gas	3,545			6,645
Total oil and natural gas revenues	29,294			25,449
Operating expenses:
Lease operating expenses	8,784			5,045
Depreciation, depletion and amortization	12,189			9,776
General and administrative	5,031			4,224
Accretion expense	574			615
Total operating expenses	26,578			19,660
Income from operations	2,716			5,789
Other (income) expenses:
Interest expense	2,577			3,492
Gain on early extinguishment of debt, net	—			(1,942		)
Unrealized gain on mark-to-market derivative instruments, net	(70		)	—
Other (income) expense	(305		)	172
Total other expenses	2,202			1,722
Income before income taxes	514			4,067
Income tax expense	144			—
Income before equity in earnings of Medusa Spar LLC	370			4,067
Equity in earnings of Medusa Spar LLC	118			97
Net income available to common shares	$	488		$	4,164
Net income per common share:
Basic	$	0.01		$	0.12
Diluted	$	0.01		$	0.12
Shares used in computing net income per common share:
Basic	39,351			33,744
Diluted	40,254			34,539

Callon Petroleum Company

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

	Three-Months Ended March 31,
	2012			2011
Cash flows from operating activities:
Net income	$	488		$	4,164
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation, depletion and amortization	12,486			10,001
Accretion expense	574			615
Amortization of non-cash debt related items	122			104
Amortization of deferred credit	(811		)	(822		)
Gain on early extinguishment of debt	—			(1,942		)
Equity in earnings of Medusa Spar LLC	(118		)	(97		)
Deferred income tax expense	144			1,982
Valuation allowance	—			(1,982		)
Non-cash derivative (income) expense due to hedge ineffectiveness	(229		)	41
Non-cash derivative (income) due to mark-to-market adjustment for derivatives not designated as accounting hedges	(70		)	—
Non-cash charge related to compensation plans	1,349			776
Payments to settle asset retirement obligations	(630		)	(71		)
Changes in current assets and liabilities:
Accounts receivable	(3,177		)	(110		)
Other current assets	1,075			933
Current liabilities	(730		)	(256		)
Change in natural gas balancing receivable	1			182
Change in natural gas balancing payable	50			69
Change in other assets, net	(174		)	(130		)
Cash provided by operating activities	$	10,350		$	13,457
Cash flows from investing activities:
Capital expenditures	(45,481		)	(18,170		)
Investment in restricted assets for plugging and abandonment	—			(38		)
Proceeds from sale of mineral interest and equipment	506			2,787
Distribution from Medusa Spar LLC	758			307
Cash used in investing activities	$	(44,217	)	$	(15,114	)
Cash flows from financing activities:
Redemption of 13% senior notes	—			(35,062		)
Issuance of common stock	—			73,765
Equity issued related to employee stock plans	(2		)	—
Cash (used in) provided by financing activities	$	(2	)	$	38,703
Net change in cash and cash equivalents	(33,869		)	37,046
Beginning of period cash and cash equivalents	43,795			17,436
End of period cash and cash equivalents	$	9,926		$	54,482

Callon Petroleum Company is engaged in the acquisition, development, exploration and operation of oil and gas properties in Texas, Louisiana and the offshore waters of the Gulf of Mexico.

This news release is posted on the company's website at www.callon.com and will be archived there for subsequent review. It can be accessed from the “News Releases” link on the top of the homepage.

This news release contains projections forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include all statements regarding our reserves as well as statements including the words “believe,” “expect,” “plans” and words of similar meaning. These projections and statements reflect the company's current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur or that these projections will be achieved, and actual results could differ materially from those projected as a result of certain factors. Some of the factors which could affect our future results and could cause results to differ materially from those expressed in our forward-looking statements are discussed in our filings with the Securities and Exchange Commission, including our Annual Reports on Form 10-K, available on our website or the SEC's website at www.sec.gov.

For further information contact

Rodger W. Smith, 1-800-451-1294

#

EX-99.2

EXHIBIT 99.2

Callon Petroleum Company Issues Guidance For Second Quarter, Full Year 2012

Natchez, MS (May 7, 2012)-Callon Petroleum Company (NYSE: CPE) is issuing guidance for the second quarter and full year 2012. The guidance, found in the table below, is expressed in ranges for the detailed components.

The following guidance estimates contain assumptions that we believe are reasonable. These estimates are based upon information that is available as of the date of this news release. We are not undertaking any obligation to update these estimates as conditions change or as additional information becomes available.

Second Quarter and Full Year 2012
Guidance Estimates
(In thousands, except per production unit amounts)
	Guidance for	Guidance for
	2nd Quarter 2012	Full Year 2012
Estimated production volumes:
Natural gas (Bcf)	0.9 --1.0	3.7 -- 4.1
Crude oil (Mbo)	210 -- 235	1,030 -- 1,160
Boe/d	4,000 -- 4,400	4,500 -- 5,000
Lease operating expenses	$5,000 -- $6,000	$24,000 -- $27,000
Severance Tax	$500 -- $1,000	$4,000 -- $5,000
General and administrative expenses:
Cash	$3,100 -- $3,400	$12,600 -- $13,400
Non-cash	1,500 -- 1,700	5,400 -- 6,600
Total	$4,600 -- $5,100	$18,000 -- $20,000
Interest expense:
Cash	$3,400 -- $3,750	$13,600 -- $15,000
Non-cash	(700) -- (750)	(2,600) -- (3,000)
Total	$2,700 -- $3,000	$11,000 -- $12,000
Medusa Spar LLC, net of tax	$75 -- $100	$350 -- $450
DD & A - per BOE	$ 32.00 -- $ 33.00	$ 29.00 -- $32.00
Accretion expense	$500 -- $600	$2,100 -- $2,400
Effective income tax rate	28%	28%
Cash income tax rate	—%	—%

Listed below are the outstanding hedges for crude oil per quarter for 2012 and 2013. We have no natural gas hedges in place for either year.

				6/30/2012		9/30/2012		12/31/2012
Crude Oil
Collars	Volume (Mbo)			75		75		75
	Ceiling			$	122.00	$	122.00	$	122.00
	Floor			$	90.00	$	90.00	$	90.00
Collars	Volume (Mbo)			75		75		75
	Ceiling			$	125.00	$	125.00	$	125.00
	Floor			$	95.00	$	95.00	$	95.00
		3/31/2013		6/30/2013		9/30/2013		12/31/2013
Collars	Volume (Mbo)	120		120		120		120
	Ceiling	$	116.00	$	116.00	$	116.00	$	116.00
	Floor	$	90.00	$	90.00	$	90.00	$	90.00

Callon Petroleum Company is engaged in the acquisition, development, exploration and operation of oil and gas properties in Texas, Louisiana and the offshore waters of the Gulf of Mexico.

This news release is posted on the company's website at www.callon.com and will be archived there for subsequent review. It can be accessed from the “News Releases” link at the top of the homepage.

This news release contains projections and other forward-looking statements (including statements about 2012 financial and operating performance) within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These projections and statements reflect the company's current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur or that these projections will be achieved and actual results could differ materially from those projected as a result of certain factors. Some of the factors which could affect our future results and could cause results to differ materially from those expressed in our forward-looking statements include:

• general economic and industry conditions;

• volatility of oil and natural gas prices;

• uncertainty of estimates of oil and natural gas reserves;

• impact of competition;

• availability and cost of seismic, drilling and other equipment;

• operating hazards inherent in the exploration for and production of oil and natural gas;

• difficulties encountered during the exploration for and production of oil and natural gas;

• difficulties encountered in delivering oil and natural gas to commercial markets;

• changes in customer demand and producers' supply;

• uncertainty of our ability to attract capital;

• compliance with, or the effect of changes in, the extensive governmental regulations regarding the oil and natural gas business;

• actions of operators of our oil and gas properties;

• weather conditions; and

• the risk factors discussed in our filings with the Securities and Exchange Commission, including but not limited to those in our Annual Report for the year ended December 31, 2011 on Form 10-K.

The preceding estimates reflect our review of continuing operations only. These estimates do not take into account any material transactions such as sales of debt and equity securities, acquisitions or divestitures of assets, and formations of joint ventures. We continually review these types of transactions and may engage in one or more of these types of transactions without prior notice.

For further information contact

Rodger W. Smith 1-800-451-1294

EX-99.3

EXHIBIT 99.3

Callon Petroleum Company Announces First Quarter 2012 Reporting Date and Conference Call

Natchez, MS (April 25, 2012)--Callon Petroleum Company (NYSE: CPE) today announced its first quarter 2012 results of operations will be released on Monday afternoon, May 7, 2012. A conference call discussing the results and current activity is scheduled for 10 a.m. Central Daylight Time Tuesday, May 8, 2012.

The conference call may be accessed live over the internet through the Events & Presentations Section of the company's website at www.callon.com, and will be archived there for subsequent review.

Callon Petroleum Company is engaged in the acquisition, development, exploration and operation of oil and gas properties in Louisiana, Texas and the offshore waters of the Gulf of Mexico.

It should be noted that this news release contains projections and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These projections and statements reflect Callon`s current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur or that these projections will be achieved and actual results could differ materially from those projected as a result of certain factors. Some of the factors which could affect our future results and could cause results to differ materially from those expressed in our forward-looking statements are discussed in our filings with the SEC, including our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, available on our website or the SEC`s website at www.sec.gov.

Callon Petroleum Company

Rodger Smith, 1-800-451-1294