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 6, 2004
(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 incorporation or organization)	(Commission File Number)	(I.R.S. Employer 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)

TABLE OF CONTENTS

	Item 5. Other Events
	Item 7. Financial Statements and Exhibits
SIGNATURES
Exhibit Index
Press Release dated May 6, 2004
Press Release dated May 7, 2004

Item 5. Other Events

     On May 6, 2004, Callon Petroleum Company issued the press release attached as Exhibit 99.1 announcing that John S. Callon is retiring as Chairman of the Board of Directors of the company.

     On May 7, 2004, Callon Petroleum Company issued a press release attached as Exhibit 99.2 announcing that Leif Dons is retiring from the Board of Directors of the company.

Item 7. Financial Statements and Exhibits

     Exhibits

Exhibit Number	Title of Document
99.1	Press release dated May 6, 2004 announcing the retirement of John S. Callon as Chairman of the company’s Board of Directors.
99.2	Press release dated May 7, 2004 announcing the retirement of Leif Dons from the company’s Board of Directors.

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
May 6, 2004	By:	/s/ John S. Weatherly
		John S. Weatherly
		Senior Vice President and Chief Financial Officer

Exhibit Index

Exhibit Number	Title of Document
99.1	Press release dated May 6, 2004 announcing the retirement of John S. Callon as Chairman of the company’s Board of Directors.
99.2	Press release dated May 7, 2004 announcing the retirement of Leif Dons from the company’s Board of Directors.

EX-99.1

EXHIBIT 99.1

For further information contact
John Weatherly, CFO 1-800-451-1294

FOR IMMEDIATE RELEASE

Callon Petroleum Company Announces
John S. Callon’s Retirement as Board Chairman

     Natchez, MS (May 6, 2004) — Callon Petroleum Company (NYSE: CPE/CPE.PrA) announced today that John S. Callon has retired as chairman of the board. He will continue to serve as a member of the board of directors. Fred L. Callon will assume the chairman’s duties in addition to his current role as president and CEO.

     “It is with great pride and confidence that I retire as chairman of the board at this time when the company is doing so well,” John Callon stated. “During the past year we have brought online our first two Gulf of Mexico deepwater fields, and production has increased 100%. With an exciting inventory of prospects to drill in the deep shelf region of the Gulf, the company can look forward to continued growth.”

     “John Callon has been a leader in our industry over the years, and has kept the company on a steady course for over half a century,” explains Fred Callon. “He is stepping down as chairman at a time when we are enjoying record production and with a bright future ahead.”

     Callon Petroleum Company has been engaged in the exploration, development, acquisition and operation of oil and gas properties in the Gulf Coast region since 1950.

     This news release contains projections and other 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. 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.

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EX-99.2

Exhibit 99.2

For further information contact
John S. Weatherly, CFO 1-800-451-1294

FOR IMMEDIATE RELEASE

Callon Petroleum Company

Announces Director Resignation

     Natchez, MS (May 7, 2004) — Callon Petroleum Company (NYSE: CPE/CPE.PrA) announced today that Leif Dons has resigned from the board of directors due to changes in the requirements of his current employment.

     “It is with gratitude and thanks that we acknowledge Leif’s five years of service to the board,” noted Fred L. Callon, chairman, president and CEO.

Callon Petroleum Company has been engaged in the exploration, development, acquisition and operation of oil and gas properties in the Gulf Coast region since 1950.

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