X0303 4 2009-08-14 0 0000928022 CALLON PETROLEUM CO CPE 0001188196 MAYFIELD ROBERT A 200 NORTH CANAL STREET NATCHEZ MS 391203212 0 1 0 0 Corporate Secretary Common Stock 2009-08-14 2009-08-14 5 F 0 579 1.63 D 26353.00 D Common Stock 76097.00 I 401(k) Account 2009 Restricted Stock Units - cash 1.63 2009-08-14 2009-08-14 5 A 0 2100 0 A Common Stock 2100.00 2100.00 D 2009 Restricted Stock Units - shares 1.63 2009-08-14 2009-08-14 5 A 0 11900 0 A Common Stock 11900.00 11900.00 D 2006 Performance Shares 15.83 2006-08-21 2010-08-21 Common Stock 6400.00 6400.00 D 2008 Performance Stock Award 0.00 Common Stock 4000.00 4000.00 D Stock Option (Right to Buy) 10.50 2000-09-23 2010-03-23 Common Stock 12500.00 12500.00 D Stock Option (Right to Buy) 4.50 2003-01-13 2012-07-12 Common Stock 4800.00 4800.00 D Stock Option (Right to Buy) 3.70 2003-02-24 2012-08-23 Common Stock 1200.00 1200.00 D Shares withheld by the Issuer to satisfy federal and state tax liabilities associated with the taxable income recognized on the payment date of certain previously vested restricted stock. The number of shares reported is calculated by dividing the total market value of the reporting person's account balance within the Callon Petroleum Company Employee Savings and Protection Plan (401(k) Plan) on the day prior to this Form 4 reporting date by the closing market price per share on that day. Restricted Stock Units will vest 100% on the third anniversary date following the grant date. Payment will be made in cash based on the average of the opening and closing market price of the underlying common stock of the issuer on the date of vesting. Restricted Stock Units will vest 100% on the third anniversary date following the grant date. Payment will be made in shares of common stock of the issuer based on the average of the opening and closing market price of the underlying common stock on the date of vesting. The number of shares awarded is conditioned based on the achievement of a specified performance target, based upon the price of Callon's stock, to be calculated on December 31, 2010. If the performance target is achieved, vesting with respect to the awarded shares will occur on 04/18/2011, the third anniversary following the award date. /s/ MAYFIELD, ROBERT A. 2009-08-17