SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED MARCH 31, 2001 COMMISSION FILE NUMBER 0-25192
CALLON PETROLEUM COMPANY
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 64-0844345
-------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 NORTH CANAL STREET
NATCHEZ, MISSISSIPPI 39120
--------------------------------------------------
(Address of principal executive offices)(Zip code)
(601) 442-1601
-------------------------------
(Registrant's telephone number,
including area code)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X . No .
--- ---
As of May 7, 2001, there were 13,359,551 shares of the Registrant's Common
Stock, par value $0.01 per share, outstanding.
CALLON PETROLEUM COMPANY
TABLE OF CONTENTS
PAGE NO.
--------
PART I. FINANCIAL INFORMATION
Consolidated Balance Sheets as of March 31, 2001
and December 31, 2000 3
Consolidated Statements of Operations for Each of the
Three Months in the Periods Ended March 31, 2001
and March 31, 2000 4
Consolidated Statements of Cash Flows for Each of the
Three Months in the Periods Ended March 31, 2001 and
March 31, 2000 5
Notes to Consolidated Financial Statements 6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 9
Quantitative and Qualitative Disclosures about Market Risk 13
PART II. OTHER INFORMATION 14
2
CALLON PETROLEUM
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
MARCH 31, DECEMBER 31,
2001 2000
------------ ------------
(UNAUDITED)
ASSETS
Current assets:
Cash and cash equivalents $ 6,456 $ 11,876
Accounts receivable 9,134 9,244
Advance to operators 1,258 1,131
Other current assets 294 207
------------ ------------
Total current assets 17,142 22,458
------------ ------------
Oil and gas properties, full cost accounting method:
Evaluated properties 610,896 589,549
Less accumulated depreciation, depletion and amortization (383,405) (378,589)
------------ ------------
227,491 210,960
Unevaluated properties excluded from amortization 49,730 47,653
------------ ------------
Total oil and gas properties 277,221 258,613
------------ ------------
Pipeline and other facilities 5,457 5,537
Other property and equipment, net 2,306 1,790
Deferred tax asset 5,554 8,573
Long-term gas balancing receivable 621 643
Other assets, net 3,799 3,955
------------ ------------
Total assets $ 312,100 $ 301,569
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 9,517 $ 17,842
Undistributed oil and gas revenues 1,734 1,411
Accrued net profits payable 2,335 2,146
------------ ------------
Total current liabilities 13,586 21,399
------------ ------------
Accounts payable and accrued liabilities to be refinanced 7,296 0
Long-term debt 140,000 134,000
Deferred revenue on sale of production payment interest 6,045 7,236
Accrued retirement benefits 1,886 1,886
Long-term gas balancing payable 1,250 720
------------ ------------
Total liabilities 170,063 165,241
------------ ------------
Stockholders' equity:
Preferred stock, $0.01 par value, 2,500,000 shares authorized; 600,861
shares of Convertible Exchangeable Preferred Stock, Series A, issued and
outstanding with a liquidation preference of $15,021,525 6 6
Common stock, $0.01 par value, 20,000,000 shares authorized; 13,353,223 and
13,327,675 shares outstanding at March 31, 2001 and at December 31, 2000,
respectively 133 133
Treasury stock (99,078 shares at cost) (1,183) (1,183)
Capital in excess of par value 151,642 151,223
Other comprehensive income (loss) (565) 0
Retained earnings (deficit) (7,996) (13,851)
------------ ------------
Total stockholders' equity 142,037 136,328
------------ ------------
Total liabilities and stockholders' equity $ 312,100 $ 301,569
============ ============
The accompanying notes are an integral part of these financial statements.
3
CALLON PETROLEUM COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
THREE MONTHS ENDED
MARCH 31,
---------------------
2001 2000
--------- ---------
Revenues:
Oil and gas sales $ 20,177 $ 9,448
Interest and other 635 670
--------- ---------
Total revenues 20,812 10,118
--------- ---------
Costs and expenses:
Lease operating expenses 2,673 1,820
Depreciation, depletion and amortization 4,897 3,717
General and administrative 1,123 1,042
Interest 2,621 1,775
--------- ---------
Total costs and expenses 11,314 8,354
--------- ---------
Income from operations 9,498 1,764
Income tax expense 3,324 600
--------- ---------
Net income 6,174 1,164
Preferred stock dividends 319 553
--------- ---------
Net income available to common shares $ 5,855 $ 611
========= =========
Net income per common share:
Basic $ 0.44 $ 0.05
========= =========
Diluted $ 0.41 $ 0.05
========= =========
Shares used in computing net income per common share:
Basic 13,253 12,156
========= =========
Diluted 14,908 12,354
========= =========
The accompanying notes are an integral part of these financial statements.
4
CALLON PETROLEUM COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
THREE MONTHS ENDED
----------------------
MARCH 31, MARCH 31,
2001 2000
--------- ---------
Cash flows from operating activities:
Net income $ 6,174 $ 1,164
Adjustments to reconcile net income to cash provided by operating
activities:
Depreciation, depletion and amortization 5,027 3,826
Amortization of deferred costs 369 221
Amortization of deferred production payment revenue (1,191) (1,204)
Non-cash derivative income (243) 0
Deferred income tax expense 3,324 597
Non-cash charge related to compensation plans 240 70
Changes in current assets and liabilities:
Accounts receivable 110 (3,943)
Advance to operators (127) 0
Other current assets (87) (732)
Current liabilities (8,439) 1,440
Change in gas balancing receivable 22 (23)
Change in gas balancing payable 530 56
Change in other long-term liabilities (1) (438)
Change in other assets, net (213) (123)
--------- ---------
Cash provided (used) by operating activities 5,495 911
--------- ---------
Cash flows from investing activities:
Capital expenditures (24,071) (23,424)
--------- ---------
Cash provided (used) by investing activities (24,071) (23,424)
--------- ---------
Cash flows from financing activities:
Increase in accounts payable and accrued liabilities to be refinanced 7,296 0
Increase in debt 6,000 0
Equity issued related to employee stock plans 179 59
Cash dividends on preferred stock (319) (553)
--------- ---------
Cash provided (used) by financing activities 13,156 (494)
--------- ---------
Net increase (decrease) in cash and cash equivalents (5,420) (23,007)
Cash and cash equivalents:
Balance, beginning of period 11,876 34,671
--------- ---------
Balance, end of period $ 6,456 $ 11,664
========= =========
The accompanying notes are an integral part of these financial statements.
5
CALLON PETROLEUM COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
1. BASIS OF PRESENTATION
The financial information presented as of any date other than December
31, has been prepared from the books and records without audit.
Financial information as of December 31, has been derived from the
audited financial statements of the Company, but does not include all
disclosures required by generally accepted accounting principles. In
the opinion of management, all adjustments, consisting only of normal
recurring adjustments, necessary for the fair presentation of the
financial information for the period indicated, have been included. For
further information regarding the Company's accounting policies, refer
to the Consolidated Financial Statements and related notes for the year
ended December 31, 2000 included in the Company's Annual Report on Form
10-K dated March 30, 2001.
Effective January 1, 2001, the Company adopted Statement of Accounting
Standards No. 133, Accounting for Derivative Instruments and Hedging
Activities, as amended ("SFAS 133"). SFAS 133 establishes accounting
and reporting standards requiring that derivative instruments,
including certain derivative instruments embedded in other contracts,
be recorded in the balance sheet as either an asset or a liability
measured at its fair value. Changes in the value of derivatives that
qualify as cash flow hedges to the extent effective are reported in
other comprehensive income, a component of stockholders' equity, until
realized. See Note 3.
2. PER SHARE AMOUNTS
Basic earnings per common share were computed by dividing net income by
the weighted average number of shares of common stock outstanding
during the quarter. Diluted earnings or loss per common share were
determined on a weighted average basis using common shares issued and
outstanding adjusted for the effect of stock options considered common
stock equivalents computed using the treasury stock method and the
effect of the convertible preferred stock (if dilutive). The earnings
per share computation for the three-month period ended March 31, 2001
includes the conversion of preferred stock in the computation of
diluted income per share because they were dilutive. The conversion of
the preferred stock was not included in the calculation for the quarter
ended March 31, 2000 due to their antidilutive effect on diluted income
or loss per share.
6
A reconciliation of the basic and diluted earnings per share
computation is as follows (in thousands, except per share amounts):
THREE MONTHS ENDED
MARCH 31,
------------------
2001 2000
------- -------
(a) Net income available
for common stock $ 5,855 $ 611
Preferred dividends assuming conversion
of preferred stock (if dilutive) $ 319 $ --
(b) Income available for common stock
assuming conversion of preferred
stock (if dilutive) $ 6,174 $ 611
(c) Weighted average shares outstanding 13,253 12,156
Dilutive impact of stock options 290 198
Convertible preferred stock (if dilutive) 1,365 --
(d) Total diluted shares 14,908 12,354
Basic income per share (a/c) $ 0.44 $ 0.05
Diluted income per share (b/d) $ 0.41 $ 0.05
3. DERIVATIVES
The Company periodically uses derivative financial instruments to
manage oil and gas price risks. Settlements of gains and losses on
commodity price swap contracts are generally based upon the difference
between the contract price or prices specified in the derivative
instrument and a NYMEX price and are reported as a component of oil and
gas revenues. Approximately $1,578,000 related to these financial
instruments was recognized as a reduction of oil and gas revenue in the
first three months of 2001 and $80,000 was recognized as additional oil
and gas revenue in the first quarter of 2000.
These contracts, in effect at March 31, 2001, are for average gas
volumes of 342,850 Mcf per month from April 2001 through October 2001
at (on average) a ceiling price of $5.33 and floor price of $4.30. The
Company had no open crude oil contracts at March 31, 2001.
Subsequent to March 31, 2001, the Company entered into additional
natural gas collar contracts, in effect, for June 2001 through December
2002. These agreements are for average gas volumes of 441,000 Mcf per
month with a weighted average ceiling price of $6.12 and floor price of
$4.17.
As discussed in Note 1, the Company adopted SFAS 133 effective January
1, 2001. The cumulative effect of the accounting change, net of tax,
recorded, as other comprehensive loss was $3,764,000. In the first
quarter of 2001, this amount was offset by the change in the fair value
of derivatives recorded as other comprehensive income of $3,199,000. As
a result of SFAS 133, the Company recorded $565,000 as other
comprehensive loss and $243,000 as a reduction in revenue for the
quarter ended March 31, 2001 and, included in the balance sheet, a
liability for the fair market value of its derivative financial
instruments of $626,000 at March 31, 2001.
7
4. STOCKHOLDERS' EQUITY
During the first quarter of 2000, certain preferred stockholders,
through private transactions, converted 5,000 shares of Preferred Stock
into 11,365 shares of the Company's Common Stock. Any non-cash premiums
negotiated in excess of the conversion rate were recorded as additional
preferred stock dividends and excluded from the Consolidated Statements
of Cash Flows. There were no conversions of Preferred Stock in the
first three months of 2001.
5. LONG-TERM DEBT
Approximately $7.3 million of current accounts payable and accrued
liabilities at March 31, 2001 related to long-term assets, primarily
oil and gas properties were financed subsequent to quarter-end with
long-term debt and have been reclassified as long-term.
6. COMPREHENSIVE INCOME
First quarter 2000 results did not include any items of other
comprehensive income. A recap of the Company's first quarter 2001
comprehensive income is shown below (in thousands):
Net Income
Other comprehensive income (loss): $ 6,174
Cumulative effect of change in
accounting principle (3,764)
Change in unrealized derivatives'
fair value 3,199
-------
(565)
-------
Total Comprehensive Income $ 5,609
=======
8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
This report includes "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. All statements other than statements of historical facts included in
this report, including statements regarding the Company's financial position,
adequacy of resources, estimated reserve quantities, business strategies, plans,
objectives and expectations for future operations and covenant compliance, are
forward-looking statements. The Company can give no assurances that the
assumptions upon which such forward-looking statements are based will prove to
have been correct. Important factors that could cause actual results to differ
materially from the Company's expectations ("Cautionary Statements") are
disclosed below, in the section "Risk Factors" included in the Company's Form
10-K, elsewhere in this report and from time to time in other filings made by
the Company with the Securities and Exchange Commission. All subsequent written
and oral forward-looking statements attributable to the Company or persons
acting on its behalf are expressly qualified by the Cautionary Statements.
GENERAL
The Company's revenues, profitability and future growth and the carrying value
of its oil and gas properties are substantially dependent on prevailing prices
of oil and gas and its ability to find, develop and acquire additional oil and
gas reserves that are economically recoverable. The Company's ability to
maintain or increase its borrowing capacity and to obtain additional capital on
attractive terms is also influenced by oil and gas prices. Prices for oil and
gas are subject to large fluctuations in response to relatively minor changes in
the supply of and demand for oil and gas, market uncertainty and a variety of
additional factors beyond the control of the Company. These factors include
weather conditions in the United States, the condition of the United States
economy, the actions of the Organization of Petroleum Exporting Countries,
governmental regulations, political stability in the Middle East and elsewhere,
the foreign supply of oil and gas, the price of foreign imports and the
availability of alternate fuel sources. Any substantial and extended decline in
the price of oil or gas would have an adverse effect on the Company's carrying
value of its proved reserves, borrowing capacity, revenues, profitability and
cash flows from operations. The Company uses derivative financial instruments
for price protection purposes on a limited amount of its future production and
does not use them for trading purposes.
The following discussion is intended to assist in an understanding of the
Company's historical financial positions and results of operations. The
Company's historical financial statements and notes thereto included elsewhere
in this quarterly report contains detailed information that should be referred
to in conjunction with the following discussion.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary sources of capital are its cash flows from operations,
borrowings from financial institutions and the sale of debt and equity
securities. Net cash and cash equivalents during the three months ended March
31, 2001 decreased by $5.4 million and net cash flows from operations before
working capital changes totaled $14.9 million. Net capital expenditures from the
cash flow statement for the period totaled $24.1 million. These funds were
expended in exploration, drilling and completion of oil and gas properties.
At March 31, 2001, the Company had working capital of $3.6 million.
In May 2001, the Company initiated a combination of offerings of equity and
senior notes to investors with proceeds to be used to call certain of the
Company's subordinated debt and senior secured credit facility and to finance
capital expenditures. Subsequently, the Company withdrew its offer to sell the
senior notes and the equity sale was terminated.
The Company is currently evaluating other alternatives for funding of its
capital projects.
9
CAPITAL EXPENDITURES
Capital expenditures for exploration and development costs related to oil and
gas properties totaled approximately $24.1 million in the first three months of
2001. The Company incurred approximately $15.6 million in the Gulf of Mexico
Shelf area primarily in the developments at South Marsh Island 261 and Mobile
908. Included in these expenditures, as exploration costs were approximately
$2.6 million related to one unsuccessful Gulf of Mexico Shelf prospect evaluated
during the first quarter of 2001. The Gulf of Mexico Deepwater area expenditures
accounted for the remainder of the total capital expended, with one unsuccessful
exploration project totaling $2.8 million and the balance primarily for
additional development costs for production facilities at the Company's Medusa
discovery. Interest and general and administrative costs allocable directly to
exploration and development projects were approximately $2.9 million for the
first three months of 2001.
For the remainder of the year, the Company will continue evaluating property
acquisitions and drilling opportunities. The Company has budgeted up to $65.9
million in capital expenditures for the remainder of 2001. The major portion of
the capital expenditure budget will be used to drill development and exploratory
wells to increase total proved reserves and increase production for the Company.
10
RESULTS OF OPERATIONS
The following table sets forth certain unaudited operating information with
respect to the Company's oil and gas operations for the periods indicated.
THREE MONTHS ENDED
MARCH 31,
---------------------------------
2001(a)(b) 2000(a)(b)
------------ ------------
Production volumes:
Oil (MBbls) 51 61
Gas (MMcf) 3,444 3,107
Total production (MMcfe) 3,751 3,471
Average daily production (MMcfe) 41.7 38.2
Average sales price:(a)
Oil (Bbls) $ 26.62 $ 26.42
Gas (Mcf) 5.46 2.52
Total (Mcfe) 5.38 2.72
Average costs (per Mcfe):
Lease operating (excluding severance taxes) $ 0.61 $ 0.44
Severance taxes 0.11 0.08
Depletion 1.28 1.05
General and administrative (net of management fees) 0.30 0.30
(a) Includes hedging gains and losses.
(b) Includes volumes of 574 MMcf for the three months ended March 31, 2001
and 582 MMcf for the three months ended March 31, 2000 at an average
price of $2.08 per Mcf associated with a volumetric production payment.
11
COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2001
AND THE THREE MONTHS ENDED MARCH 31, 2000.
Oil and Gas Production and Revenues
Total oil and gas revenues increased 115% from $9.4 million in the first quarter
of 2000 to $20.2 million in the first quarter of 2001. Gas prices were
substantially higher while oil prices were only slightly higher when compared to
the same period in 2000.
Total production for the first quarter of 2001 improved by 8% versus the first
quarter of 2000 due to increased production at Chandeleur Block 40 (after
stimulation resulting from an acid job) and Main Pass 26 (back online after
being recompleted) as well as production at East Cameron 275 and South Marsh
Island 261.
Gas production during the first quarter of 2001 totaled 3.4 billion cubic feet
and generated $18.8 million in revenues compared to 3.1 billion cubic feet and
$7.8 million in revenues during the same period in 2000. The average sales price
for the first quarter of 2001 averaged $5.46 per thousand cubic feet compared to
$2.52 per thousand cubic feet at this time last year. The Company's gas
production increased when compared to the same quarter last year as a result of
new production at East Cameron 275 and South Marsh Island 261.
Oil production during the first quarter of 2001 totaled 51,000 barrels and
generated $1.4 million in revenues compared to 61,000 barrels and $1.6 million
in revenues for the same period in 2000. Average oil prices received in the
first quarter of 2001 were $26.62 compared to $26.42 in 2000. The decline in
production was primarily due to expected production declines in some of the
Company's older producing properties.
Lease Operating Expenses
Lease operating expenses, including severance taxes, for the three-month period
ending March 31, 2001 were $2.7 million compared to $1.8 million for the same
period in 2000 and reflect the increased costs related to the addition of
production facilities at South Marsh Island 261 and East Cameron 275. Production
declines related to older properties that have relatively fixed operating costs
also contributed to the higher per Mcf costs with lower production levels in the
three months ended March 31, 2001.
Depreciation, Depletion and Amortization
Depreciation, depletion and amortization for the three months ending March 31,
2001 and 2000 were $4.9 million and $3.7 million, respectively. This increase is
primarily due to a higher average rate in the first quarter of 2001, but is also
a result of higher levels of production during the first three months of 2001.
General and Administrative
General and administrative expense increased slightly to $1.1 million for the
three months ended March 31, 2001 as compared to $1.0 million for the quarter
ended March 31, 2000.
Interest Expense
Interest expense increased from $1.8 million during the three months ended March
31, 2000 to $2.6 million during the three months ended March 31, 2001. An
increase in the Company's long-term debt, as well as, higher interest rates
contributed to the greater interest expense.
12
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company's revenues are derived from the sale of its crude oil and natural
gas production. In recent months, the prices for oil and gas have increased;
however, they remain extremely volatile and sometimes experience large
fluctuations as a result of relatively small changes in supplies, weather
conditions, economic conditions and government actions. From time to time, the
Company enters into derivative financial instruments to hedge oil and gas price
risks for the production volumes to which the hedge relates. The hedges reduce
the Company's exposure on the hedged volumes to decreases in commodity prices
and limit the benefit the Company might otherwise have received from any
increases in commodity prices on the hedged volumes.
The Company also enters into price "collars" to reduce the risk of changes in
oil and gas prices. Under these arrangements, no payments are due by either
party so long as the market price is above the floor price set in the collar and
below the ceiling. If the price falls below the floor, the counter-party to the
collar pays the difference to the Company and if the price is above the ceiling,
the counter-party receives the difference from the Company. The Company enters
into these various agreements from time to time to reduce the effects of
volatile oil and gas prices and does not enter into hedge transactions for
speculative purposes. See Note 3 to the Consolidated Financial Statements for a
description of the Company's hedged position at March 31, 2001. There have been
no significant changes in market risks faced by the Company since the end of
2000.
13
CALLON PETROLEUM COMPANY
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a.) Exhibits
2. Plan of acquisition, reorganization, arrangement, liquidation or
succession*
3. Articles of Incorporation and By-Laws
3.1 Certificate of Incorporation of the Company, as amended
(incorporated by reference from Exhibit 3.1 of the Company's
Registration Statement on Form S-4, filed August 4, 1994,
Reg. No. 33-82408)
3.2 Certificate of Merger of Callon Consolidated Partners, L. P.
with and into the Company dated September 16, 1994
(incorporated by reference from Exhibit 3.2 of the Company's
Report on Form 10-K for the period ended December 31, 1994)
3.3 Bylaws of the Company (incorporated by reference from
Exhibit 3.2 of the Company's Registration Statement on Form
S-4, filed August 4, 1994, Reg. No. 33-82408)
4. Instruments defining the rights of security holders, including
indentures
4.1 Specimen stock certificate (incorporated by reference from
Exhibit 4.1 of the Company's Registration Statement on Form
S-4, filed August 4, 1994, Reg. No. 33-82408)
4.2 Specimen Preferred Stock Certificate (incorporated by
reference from Exhibit 4.2 of the Company's Registration
Statement on Form S-1, Reg. No. 33-96700)
4.3 Designation for Convertible Exchangeable Preferred Stock,
Series A (incorporated by reference from Exhibit 4.3 of the
Company's Registration Statement on Form S-1/A, filed
November 13, 1995, Reg. No. 33-96700)
4.4 Indenture for Convertible Debentures (incorporated by
reference from Exhibit 4.4 of the Company's Registration
Statement on Form S-1, filed November 13, 1995, Reg. No.
33-96700)
4.5 Certificate of Correction on Designation of Series A
Preferred Stock (incorporated by reference from Exhibit 4.4
of the Company's Registration Statement on Form S-1, filed
November 22, 1996, Reg. No. 333-15501)
14
4.6 Form of Note Indenture for the Company's 10% Senior
Subordinated Notes due 2001 (incorporated by reference from
Exhibit 4.6 of the Company's Registration Statement on Form
S-1, filed November 22, 1996, Reg. No. 333-15501)
4.7 Form of Note Indenture for the Company's 10.25% Senior
Subordinated Notes due 2004 (incorporated by reference from
Exhibit 4.10 of the Company's Registration Statement on Form
S-2, filed June 14, 1999, Reg. No. 333-80579)
4.8 Rights Agreement between Callon Petroleum Company and
American Stock Transfer & Trust Company, Rights Agent, dated
March 30, 2000 (incorporated by reference from Exhibit 4 of
the Company's 8-K filed April 6, 2000)
4.9 Subordinated Indenture for the Company dated October 26,
2000 (incorporated by reference from Exhibit 4.1 of the
Company's Current Report on Form 8-K dated October 24, 2000)
4.10 Supplemental Indenture for the Company's 11% Senior
Subordinated Notes due 2005 (incorporated by reference from
Exhibit 4.2 of the Company's Current Report on Form 8-K
dated October 24, 2000)
10. Material contracts*
11. Statement re computation of per share earnings*
15. Letter re unaudited interim financial information*
18. Letter re change in accounting principles*
19. Report furnished to security holders*
22. Published report regarding matters submitted to vote of security
holders*
23. Consents of experts and counsel*
24. Power of attorney*
99. Additional exhibits*
(b) Reports on Form 8-K
None
- ----------
*Inapplicable to this filing
15
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: May 14, 2001 By: s/s/ John S. Weatherly
---------------------- ----------------------------------
John S. Weatherly, Senior Vice President
and Chief Financial Officer (on behalf
of the registrant and as the principal
financial officer)
16