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): APRIL 24,1996
CALLON PETROLEUM COMPANY
______________________________________________________
(Exact name of Registrant as specified in its charter)
Delaware 0-25192 64-0844345
_______________________________ ___________ __________________
(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification No.)
200 North Canal Street
Natchez, Mississippi 39120
____________________________________________________________
(Address of Principal Executive Offices)(Including Zip Code)
(601) 442-1601
____________________________________________________
(Registrant's telephone number, including area code)
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Item 2. Acquisition or Disposition of Assets
On April 24, 1996, Callon Petroleum Company (the "Company") and Murphy Oil
Corporation ("MUR") were the apparent high bidder on 13 offshore tracts,
emcompassing 65,000 acres, at the Outer Continental Shelf (OCS) Lease Sale #157
held April 24 in New Orleans, Louisiana and conducted by the U.S. Department of
the Interior through its Minerals Management Service. The blocks on which
Callon participated include seven blocks in the West Cameron South Addition, two
in Mississippi Canyon and one block in each of Eugene Island, South Marsh
Island, Vermillion and Main Pass East Addition.
The Company's share of the total lease cost was approximately $11.8 million for
the properties and will be funded with available cash and bank borrowing. These
bids are subject to approval by the Minerals Management Service and, if
accepted, the leasehold interests should be awarded within the next ninety days.
No assurances can be made that the bids submitted by the Company will be
accepted by the Mineral Management Service.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Property Acquired
None
(b) Pro Forma Financial Information
The following unaudited pro forma consolidated financial statements
are filed with this report:
Introduction Page F-1
Pro Forma Consolidated Balance Sheet as of
March 31, 1996 Page F-2
Notes to Pro Forma Consolidated Balance Sheet Page F-3
The unaudited pro forma consolidated financial statements should be read
in conjunction with the historical financial statements and related notes of the
Company. Pro Forma Statements are not necessarily indicative of the financial
position had the transactions been in effect on the date nor are such Pro Forma
Statements indicative of results which may occur in the future.
1. Underwriting Agreement*
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2. Plan of acquisition, reorganization, arrangement,liquidation or
succession*
4. Instruments defining the rights of security holders, including
indentures*
16. Letter re change in certifying accountants*
17. Letter re director resignation*
20. Other documents or statements to security holders*
23. Consents of experts and counsel*
24. Power of attorney*
27. Financial data schedule*
99. Additional exhibits*
_____________
* Inapplicable to this filing
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CALLON PETROLEUM COMPANY
Date: May 8, 1996 By: John S. Weatherly
_____________ __________________________________
John S. Weatherly, Senior Vice
President, Chief Financial Officer
and Treasurer
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CALLON PETROLEUM COMPANY
INTRODUCTION
The following unaudited pro forma consolidated balance sheet presents the
consolidated financial position of Callon Petroleum Company (the"Company") after
giving effect to the acquisition, through apparent high bids with an industry
partner, of 13 offshore lease tracts at the Outer Continental Lease Sale #157
held in New Orleans, Louisiana. These bids are subject to approval by the U.S.
Department of the Interior through its Mineral Management Service. The
Company's share of the total lease costs will be approximately $11.8 million
(assuming all leases are accepted) and will be funded by available cash and the
Company's existing line of credit. The leases will be accounted for as
unevaluated property until the Company determines that proved reserves are
established or impairment has occurred at which time the properties will be
transferred to evaluated property and subject to amortization.
Page F-1
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<TABLE>
CALLON PETROLEUM COMPANY
PRO FORMA CONSOLIDATED BALANCE SHEET
MARCH 31, 1996
(Unaudited)
<CAPTION>
Historical Pro Forma
Company Adjustments As Adjusted
_________ ___________ ___________
<S> <C> <C> <C>
ASSETS
Current assets:
Cash $ 8,054 $ (2,352) (a) $ 5,702
Accounts receivable, trade 9,120 -- 9,120
Other current assets 44 -- 44
__________ _________ _________
Total current assets 17,218 (2,352) 14,866
__________ _________ _________
Oil and gas properties, full cost
accounting method
Evaluated properties 305,846 -- 305,846
Less accumulated depreciation, depletion
and amortization (259,476) -- (259,476)
__________ __________ ________
46,370 -- 46,370
Unevaluated properties excluded
from amortization 10,493 11,762 (a) 22,255
__________ _________ ________
56,863 11,762 68,625
__________ _________ ________
Pipeline facilities, net 5,319 -- 5,319
Other property and equipment, net 1,571 -- 1,571
Deferred tax asset 5,462 -- 5,462
Long-term gas balancing receivable 591 -- 591
Other assets, net 220 -- 220
__________ _________ _________
$ 87,244 $ 9,410 $ 96,654
========== ========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable, trade $ 10,814 $ -- $ 10,814
Deferred income 43 -- 43
__________ _________ _________
Total current liabilities 10,857 -- 10,857
Long-term debt 100 9,410 (a) 9,510
Deferred income 78 -- 78
Long-term gas balancing payable 408 -- 408
__________ _________ _________
Total liabilities 11,443 9,410 20,853
__________ _________ _________
Preferred stock 13 -- 13
Common stock 58 -- 58
Capital in excess of par value 73,955 -- 73,955
Retained earnings 1,775 -- 1,775
__________ _________ _________
Total stockholder' equity 75,801 -- 75,801
__________ _________ _________
$ 87,244 $ 9,410 $ 96,654
========== ========= =========
</TABLE>
See Notes to Pro Forma Consolidated Balance Sheet
Page F-2
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CALLON PETROLEUM COMPANY
NOTES TO PRO FORMA CONSOLIDATED BALANCE SHEET
MARCH 31, 1996
(Unaudited)
1. Basis of Presentation
On April 24, 1996, Callon Petroleum Company (the "Company") and an industry
partner were the apparent high bidder on 13 offshore tracts (the "Lease
Acquisition") at the Outer Continental Shelf Lease Sale #157 held in New
Orleans, Louisiana and conducted by the U.S. Department of the Interior
through its Mineral Management Service (the "MMS"). These bids are subject
to approval by the MMS and, assuming all bids are accepted, the Company's
share of the total lease cost will be $11,762,000. Management of the Company
expects acceptance of the bids within the next ninety days.
The accompanying Pro Forma Consolidated Balance Sheet of the Company at
March 31, 1996 gives effect to the Lease Acquisition as if all bids were
accepted by the MMS on March 31, 1996. Such pro forma information is not
necessarily indicative of the financial position of the Company had the above
described transaction occurred on the assumed date, nor are they indicative
of the future results of the Company.
2. Pro Forma Adjustment
Pro forma adjustment (a) represents the use of the Company's cash and
borrowings under its existing line of credit to fund the Company's share of
the Lease Acquisition and the recording of the leases as unevaluated property
as if the Lease Acquisition had occurred on March 31, 1996.
Page F-3
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