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): JULY 31, 1997
CALLON PETROLEUM COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 0-16866 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 5. Other events
On July 31, 1997, Callon Petroleum Company announced the completion of
the sale of $36 million of Senior Subordinated Notes due 2002 with a coupon
of 10.125%. The Senior Subordinated Notes were offered pursuant to a Rule
144A transaction to qualified institutional buyers and cannot be offered or
sold in the United States absent registration or an applicable exemption
from such registration requirements.
Callon has agreed to file by October 1, 1997, and to use its best efforts to
cause to become effective by November 15, 1997, a registration statement
relating to an exchange offer for the Notes.
The net proceeds to the Company, after costs of the transaction, were
approximately $34.8 million and were used to repay the outstanding balance
on the Company's credit facility and fund the remaining balance of its 1997
capital expenditure budget.
Item 7. Financial Statements and Exhibits
(a) Financial Statements Information*
(b) Pro Forma Financial Information*
(c) Exhibits
1. Underwriting Agreement*
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
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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 thereunto duly authorized.
CALLON PETROLEUM COMPANY
Date: August 8, 1997 By: s/s John S. Weatherly
John S. Weatherly, Senior Vice
President, Chief Financial Officer
and Treasurer
