X0303 4 2011-07-05 0 0000928022 CALLON PETROLEUM CO CPE 0001399000 Conn Mitzi P 200 NORTH CANAL STREET NATCHEZ MS 391203212 0 1 0 0 Corporate Controller Common Stock 2011-07-05 2011-07-05 5 S 0 4903 7.10 D 2750.00 D Common Stock 12679.00 I 401(k) Account 2009 Restricted Stock Units - Cash 1.63 Common Stock 2100.00 2100.00 D 2009 Restricted Stock Units - Stock 1.63 Common Stock 11900.00 11900.00 D 2010 Phantom Shares 4.95 2010-11-08 2012-12-31 Common Stock 20000.00 20000.00 D 2010 Restricted Stock Units - Cash 4.95 2010-11-08 2013-05-07 Common Stock 4500.00 4500.00 D 2010 Restricted Stock Units - Stock 4.95 2010-11-08 2013-05-07 Common Stock 25500.00 25500.00 D 2011 Phantom Shares 7.01 2012-05-12 2013-12-31 Common Stock 15000.00 15000.00 D 2011 Restricted Stock Units - Cash 7.01 2012-05-12 2014-05-12 Common Stock 3000.00 3000.00 D 2011 Restricted Stock Units - Stock 7.01 2012-05-12 2014-05-12 Common Stock 17000.00 17000.00 D 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. This Phantom Share award is subject to vesting on December 31, 2012 and is payable in cash rather than stock. In addition, the award is subject to a variable percentage payout based on a performance criteria related to the Total Shareholder Return of the Company compared to a group of peer companies. Therefore this award can range from 0% to as much as 150% of its original value at the vesting date. Restricted Stock Units will vest 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 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. This Phantom Share award is subject to vesting on December 31, 2013 and is payable in cash rather than stock. In addition, the award is subject to a variable percentage payout based on a performance criteria related to the Total Shareholder Return of the Company compared to a group of peer companies. Therefore this award can range from 0% to as much as 150% of its original value at the vesting date. Restricted Stock Units will vest 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 on the date of vesting. Restricted Stock Units will vest 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. By: Robert A. Mayfield as Attorney-if-fact for 2011-07-06