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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 August 13, 2004

(Date of earliest event reported)

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)



 


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Item 5. Other Events
Item 7. Financial Statements and Exhibits
SIGNATURES
Exhibit Index
Press Release - Completion of Exchange Offer


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Item 5. Other Events

On August 13, 2004, Callon Petroleum Company filed the press release attached as Exhibit 99.1 announcing the completion of its offer to exchange its 9.75% Senior Notes Due 2010, Series B, that have been registered under the Securities Act of 1933, for all outstanding 9.75% Senior Notes Due 2010, Series A.

Item 7. Financial Statements and Exhibits

     Exhibits

     
Exhibit Number
  Title of Document
99.1
  Press release dated August 13, 2004 announcing the completion of Callon Petroleum Company’s exchange offer.

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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
 
 
August 13, 2004  By:   /s/ John S. Weatherly    
    John S. Weatherly   
    Senior Vice President and Chief Financial Officer   

 


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Exhibit Index

     
Exhibit Number
  Title of Document
99.1
  Press release dated August 13, 2004 announcing the completion of Callon Petroleum Company’s exchange offer.