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 (Date of earliest event reported): January 17, 2006

Callon Petroleum Company

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization) 001-14039
(Commission File Number) 64-0844345
(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)

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):

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

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

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

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

TABLE OF CONTENTS

Section 7 — Regulation FD
	Item 7.01. Regulation FD Disclosure
Section 9 — Financial Statements and Exhibits
	Item 9.01. Financial Statements and Exhibits
SIGNATURES
Exhibit Index
Press Release
Press Release

Section 7 — Regulation FD

Item 7.01. Regulation FD Disclosure

     The following information, including the press releases attached as exhibits 99.1 and 99.2, is being furnished pursuant to Item 7.01 “Regulation FD Disclosure.” 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 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

     On January 17, 2006, Callon Petroleum Company issued the press release attached as Exhibit 99.1 announcing information with respect to the company’s approved 2006 Capital Budget and an update on its current and scheduled drilling activity.

     On January 17, 2006, Callon Petroleum Company issued the press release attached as Exhibit 99.2 announcing confirmation of previously announced fourth quarter 2005 production guidance, providing an update with respect to its major producing properties and providing information with respect to the commencement of initial production from recent discoveries.

     The news releases filed as exhibits hereto contain 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. The company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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 January 17, 2006 providing information with respect to the company’s approved 2006 Capital Budget and an update on its current and scheduled drilling activity.
99.2	Press release dated January 17, 2006 announcing confirmation of previously announced fourth quarter 2005 production guidance, providing an update with respect to its major producing properties and providing information with respect to the commencement of initial production from recent discoveries.

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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
January 18, 2006	By:	/s/ Fred L. Callon
		Fred L. Callon
		President and Chief Executive Officer

Exhibit Index

Exhibit Number	Title of Document
99.1	Press release dated January 17, 2006 providing information with respect to the company’s approved 2006 Capital Budget and an update on its current and scheduled drilling activity.
99.2	Press release dated January 17, 2006 announcing confirmation of previously announced fourth quarter 2005 production guidance, providing an update with respect to its major producing properties and providing information with respect to the commencement of initial production from recent discoveries.

EX-99.1

For further information contact
Rodger W. Smith 1-800-451-1294 Exhibit 99.1

FOR IMMEDIATE RELEASE

     Callon Petroleum Company Announces
     2006 Capital Budget, Drilling Activity

     Natchez, MS (January 17, 2006) – Callon Petroleum Company (NYSE: CPE) announced today that its Board of Directors has approved a 2006 capital expenditure budget of $125 million, an increase of approximately 40% from the 2005 capital expenditure budget of $90 million. The company anticipates that cash flow generated during 2006 and availability under its senior secured credit facility, if necessary, will fully fund this budget.

     The 2006 budget includes a total of 21 exploratory wells. Planned drilling includes wells onshore south Louisiana, Louisiana and Texas state waters, and Federal waters, both on the shelf and in the deepwater region. At this time, six wells are either currently being drilled or are planned to commence drilling within the next month.

     High Island Block 165 – The #1 well is currently drilling below 16,000 feet toward a planned total depth of 17,000 feet. Callon owns a 23.3% working interest.

     Mississippi Canyon 860 (Bob North Prospect) – The #2 well is currently drilling below 9,000 feet, with a planned total depth of more than 28,000 feet. This well is located in 5,500 feet of water. The objective formations are between 20,000 and 28,000 feet. Callon has a 3.3% working interest.

     Brazos Block 405 #1 (Pelican Prospect) – The exploratory well is scheduled to spud in January and will be drilled to a total depth of 10,600 feet. Callon owns a 50% working interest.

     Louisiana State Lease 18520 #1 (Prairie Beach Prospect) – The exploratory well is scheduled to spud before the end of this month and Callon will operate. The well is planned to a total depth of 9,750 feet. Callon owns a 75% working interest.

     East Cameron 268 (Blondie Prospect) – The #1 well should spud next week, and will be drilled to a proposed total depth of 11,000 feet. Callon operates and owns 50% working interest.

     Mustang Island Block 771 (Wesson Prospect) – The exploratory well is scheduled to spud next month and will be drilled to total depth of 18,000 feet. Callon owns a 20% working interest.

     Callon Petroleum Company has been engaged in the exploration, development, acquisition and production of oil and gas in the Gulf Coast region since 1950. Callon’s properties and operations are geographically concentrated in the offshore waters of the Gulf of Mexico.

     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

For further information contact
Rodger W. Smith 1-800-451-1294 Exhibit 99.2

FOR IMMEDIATE RELEASE

     Callon Petroleum Company Confirms Guidance
     Updates Production Activity

     Natchez, MS (January 17, 2006) – Callon Petroleum Company (NYSE: CPE) today confirmed its fourth quarter 2005 guidance and provided an update on production activity.

Fourth Quarter 2005 Production Guidance Confirmation

     Callon expects to report production for the fourth quarter of 2005 within the previously announced guidance range of 23 to 30 million cubic feet of natural gas equivalent (MMcfe) per day.

Production Update for Major Producing Properties

     Medusa Field – The field achieved pre-hurricane rates in December 2005 and currently is producing approximately 35,000 barrels of oil (Bo) and 32 million cubic feet (MMcf) of natural gas per day. The company owns a 15% working interest.

     Habanero Field – Production commenced at the end of November 2005 with rates ramping up in December 2005 to current production of approximately 13,000 Bo and 20 MMcf per day. Callon owns an 11.25% working interest.

     Mobile Block 864/952/953/955 Area – The seven wells in the field are producing approximately 11 MMcf per day. Callon is the operator and owns a 66% working interest in the three wells at the Mobile Block 864 Unit, which is producing 4 MMcf per day, and a 100% working interest in the four other wells producing 7 MMcf per day.

     High Island Block 119 Field – The three wells in the field are producing approximately 25 MMcfe per day. Callon holds a 22% working interest.

Commencement of Initial Production from Discoveries

     During 2005, Callon completed the drilling of nine exploratory wells, with five discoveries, three dry holes and one well which did not reach its objective. At year end, two wells were being drilled and an additional three wells should begin drilling before the end of January 2006.

     East Cameron Block 90 – The #1 well reached total depth of 8,500 feet in January 2005 and encountered 42 feet of net pay at two intervals, including 34 feet in the primary objective. The well commenced initial production in December 2005 and currently is producing 5 MMcf per day. Callon operates and owns a 61.7% working interest.

     North Padre Island Block 913 – This November 2004 discovery was drilled to a total depth of 8,084 feet and had 34 feet of net pay in its primary objective and 15 feet of net pay in a secondary objective. Anticipated first production is scheduled to commence this month at a rate of approximately 15 MMcfe per day. Callon operates and owns a 50% working interest.

     West Cameron Block 295 #2 – During the third quarter of 2005, the #2 well reached a total depth of 15,775 feet and logged 150 feet of net pay in two zones. Each zone was encountered at the predicted depth and exceeded anticipated thickness. Estimated first production from the #2 well is scheduled to commence in February 2006 at anticipated rates of approximately 30 MMcf per day.

     West Cameron Block 295 #3 – A second prospect on block 295 was also tested during 2005. The #3 well was drilled to a depth of 16,286 feet in December 2005 and logged 110 feet of net (94 feet true vertical depth) pay in two zones. Production is expected to commence during May 2006 at a rate of approximately 10 MMcf per day. Callon holds a 20.5% working interest in the block.

     East Cameron Block 257 – Initially, the well was drilled in 2001 and encountered 90 feet of net pay but was temporarily abandoned due to economics. The well bore has been re-entered and is being completed. First production is scheduled to commence next month at anticipated rates of approximately 3 MMcf per day. Callon owns a 50% working interest.

     High Island Block 73 – The #1 well reached a total depth of 13,310 feet in August 2005 and was completed in its primary objective. Production is scheduled to commence during April 2006 at a rate of approximately 20 MMcf per day. The company owns a 33.7% working interest.

     High Island Block A-540 – The #1 well was spud in November 2005 and reached a total depth of 9,450 feet the following month after drilling 32 feet of net pay in the objective section. First production is scheduled to commence in July 2006 at anticipated rates of approximately 11 MMcfe per day. The company owns a 60% working interest.

     Callon Petroleum Company has been engaged in the exploration, development, acquisition and production of oil and gas in the Gulf Coast region since 1950. Callon’s properties and operations are geographically concentrated in the offshore waters of the Gulf of Mexico.

     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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