Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WALLACE JOHN C
   2. Issuer Name and Ticker or Trading Symbol
CALLON PETROLEUM CO [CPE] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1401 ENCLAVE PARKWAY, SUITE 600		 3. Date of Earliest Transaction (Month/Day/Year)
05/10/2018
(Street)

HOUSTON, TX 77077		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/10/2018 05/10/2018 M   11,120 A $ 0 11,120 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2017 RSU - Stock (1) 05/10/2018   M     11,120   (2)   (2) Common Stock 11,120 $ 0 0 D  
2016 RSU - Stock (3) (1) 05/10/2018   M     8,219   (4)   (4) Phantom Stock Units Payable in Cash 8,219 $ 0 0 D  
Phantom Stock Units Payable in Cash (5) $ 0 05/10/2018   M   8,219     (5)   (5) Deferred Stock Units Payable in Cash 8,219 $ 0 111,609 D  
2015 RSU - Stock (3) (1) 05/10/2018   M     4,990   (6)   (6) Phantom Stock Units Payable in Cash 4,990 $ 0 0 D  
Phantom Stock Units Payable in Cash (5) $ 0 05/10/2018   M   4,990     (5)   (5) Deferred Stock Units Payable in Cash 4,990 $ 0 116,599 D  
Deferred Stock Units Payable in Cash (7) 05/10/2018   D     116,599   (8)   (8) Cash 116,599 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WALLACE JOHN C
1401 ENCLAVE PARKWAY
SUITE 600
HOUSTON, TX 77077		   X      

Signatures

 John C. Wallace, by Stacy E. Skelton, Attorney-in-Fact   05/14/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted stock units convert into common stock on a one-for-one basis.
(2) On May 10, 2017, the reporting person was granted 11,120 restricted stock units with one-third vesting on each anniversary date following the grant date. The Compensation Committee accelerated the reporting person's vesting as of his retirement on May 10, 2018.
(3) These units/shares are subject to three-year ratable vesting with one-third vesting on each anniversary date following the grant date. The reporting person elected that upon vesting these restricted stock units convert into Phantom Stock Units Payable in Cash at retirement pursuant to Callon Petroleum Company's deferred compensation plan for outside directors.
(4) On May 12, 2016, the reporting person was granted 12,329 restricted stock units with one-third vesting on each anniversary date following the grant date. The Compensation Committee accelerated the reporting person's vesting as of his retirement on May 10, 2018.
(5) Phantom Stock Units Payable in Cash will be paid upon the Director's retirement from the company's Board of Directors pursuant to Callon Petroleum Company's deferred compensation plan for outside directors.
(6) On May 15, 2015, the reporting person was granted 14,970 restricted stock units with one-third vesting on each anniversary date following the grant date. The Compensation Committee accelerated the reporting person's vesting as of his retirement on May 10, 2018.
(7) Each Deferred Stock Unit Payable in Cash was the economic equivalent of the vesting closing price of one share of Callon Petroleum Company's common stock which was $14.16 on May 10, 2018.
(8) Deferred Stock Units Payable in Cash were paid in cash upon Mr. Wallace's retirement from the Board of Directors on May 10, 2018 pursuant to Callon Petroleum Company's deferred compensation plan for outside directors.

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