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
                                                                                  
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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(f) of the Investment Company Act of 1940
                       

 

 

1. Name and Address of Reporting Person *

 

Pownell Timothy Joe		 2. Issuer Name and Ticker or Trading Symbol

 

CREDO PETROLEUM CORP [ CRED ]		 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

 

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President & COO
(Last)          (First)          (Middle)

 

1801 BROADWAY, SUITE 900		 3. Date of Earliest Transaction (MM/DD/YYYY)

 

9/8/2008
(Street)

 

DENVER, CO 80202
(City)        (State)        (Zip)
 4. If Amendment, Date Original Filed (MM/DD/YYYY)

 

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

 

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Common Share Options (Right to Buy)   $14.31   (1) 9/8/2008     A     53706   (2)      9/8/2009   (3) 9/8/2018   Common Shares   53706   $0   53706   D    

Explanation of Responses:
( 1)  The exercise price is the volume-weighted average of the trading price of the Company's common stock over the six-month period preceding the execution of the Employment Agreement.
( 2)  The number of derivative securities acquired is equal to $500,000 divided by $9.31, which is the closing trading price of the Company's common stock on the NASDAQ National Market on September 8, 2008.
( 3)  The Common Share Option, granted under the Company's 2007 Stock Option Plan, vests in three equal annual installments beginning on September 8, 2009.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Pownell Timothy Joe
1801 BROADWAY, SUITE 900
DENVER, CO 80202

President & COO

Signatures
Alford B. Neely for Timothy J. Pownell by POA 9/10/2008
** Signature of Reporting Person Date

 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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End of Filing

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