CALIFORNIA PETROLEUM TRANSPORT CORP - FORM 10-Q

CALIFORNIA PETROLEUM TRANSPORT CORP - FORM 10-Q - November 13, 2014

Attached files

Attached files

CALIFORNIA PETROLEUM TRANSPORT CORP Reports

file	filename
EXCEL - IDEA: XBRL DOCUMENT - CALIFORNIA PETROLEUM TRANSPORT CORP	Financial_Report.xls
EX-32.2 - EXHIBIT - CALIFORNIA PETROLEUM TRANSPORT CORP	exhibit322cptcq32014.htm
EX-31.1 - EXHIBIT - CALIFORNIA PETROLEUM TRANSPORT CORP	exhibit311cptcq32014.htm
EX-4.15 - EXHIBIT - CALIFORNIA PETROLEUM TRANSPORT CORP	exhibit415cptcq32014.htm
EX-31.2 - EXHIBIT - CALIFORNIA PETROLEUM TRANSPORT CORP	exhibit312cptcq32014.htm
EX-32.1 - EXHIBIT - CALIFORNIA PETROLEUM TRANSPORT CORP	exhibit321cptcq32014.htm

FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the quarterly period ended	September 30, 2014

[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the transition period from		to



Commission File Number:	033-79220

California Petroleum Transport Corporation

(Exact name of registrant as specified in its charter)



Delaware		04-3232976
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

114 West 47th Street, Suite 2310, New York, New York 10036

(Address of principal executive offices) (Zip Code)

(212) 302-5151

(Registrant's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

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.

[X] Yes [_] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

[X ] Yes [_] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non- accelerated filer. See the definitions of "large accelerated filer", "accelerated filer", "non-accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):



Large accelerated filer	[_]	Accelerated filer	[_]
Non-accelerated filer	[X]	Smaller Reporting Company	[_]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

[_] Yes [X] No

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

[_] Yes [_] No

Number of shares outstanding of each class of Registrant's Common Stock as of November 13, 2014

1,000 shares Common Stock, $1.00 par value per share

California Petroleum Transport Corporation

Quarterly Report on Form 10-Q




		Page
Part I	Financial Information
Item 1	Financial Statements	2
Item 2	Management's Discussion and Analysis of Financial Condition and Results of Operations	9
Item 3	Quantitative and Qualitative Disclosures about Market Risk	10
Item 4	Controls and Procedures	10

Part II	Other Information
Item 1	Legal Proceedings	11
Item 1A	Risk Factors	11
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3	Defaults Upon Senior Securities	11
Item 4	Mine Safety Disclosures	11
Item 5	Other Information	11
Item 6	Exhibits	12

Signatures		15

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Matters discussed in this report may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.

California Petroleum Transport Corporation, or the Company, desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. This report and any other written or oral statements made by us or on our behalf may include forward-looking statements, which reflect our current views with respect to future events and financial performance. When used in this report, the words "believe," "anticipate," "intend," "estimate," "forecast," "project," "plan," "potential," "may," "should," "expect" and similar expressions identify forward-looking statements.

The forward-looking statements in this report are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.

In addition to these important factors and matters discussed elsewhere herein and in the documents incorporated by reference herein, important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including fluctuations in charter hire rates and vessel values, changes in demand in the tanker market, including changes in demand resulting from changes in OPEC's petroleum production levels and world wide oil consumption and storage, changes in the Company's operating expenses, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, and other important factors described from time to time in the reports filed by the Company with the Securities and Exchange Commission, or the Commission.

We caution readers of this report not to place undue reliance on these forward-looking statements, which speak only as of their dates. These forward looking statements are not guarantees of our future performance, and actual results and future developments may vary materially from those projected in the forward looking statements. Please see our Risk Factors in Item 3 of our annual report on Form 10-K for the year ended December 31, 2013 for a more complete discussion of these and other risks and uncertainties.

PART I - FINANCIAL INFORMATION

ITEM 1 – FINANCIAL STATEMENTS

California Petroleum Transport Corporation

Unaudited Balance Sheets as at September 30, 2014 and December 31, 2013

(in thousands of US$)



	September 30, 2014	December 31, 2013
ASSETS
Current assets
Cash and cash equivalents	1	1
Current portion of Term Loans	9,525	9,526
Interest receivable	406	406
Other current assets	15	15
Total current assets	9,947	9,948
Term Loans, less current portion	—	9,426
Deferred charges	—	99
Total assets	9,947	19,473

LIABILITIES AND EQUITY
Current liabilities
Accrued interest	406	406
Current portion of Term Notes	9,525	9,526
Other current liabilities	15	15
Total current liabilities	9,946	9,947
Term Notes, less current portion	—	9,525
Total liabilities	9,946	19,472
Equity
Share capital	1	1
Total liabilities and equity	9,947	19,473

See notes to the unaudited financial statements.

California Petroleum Transport Corporation

Unaudited Statements of Operations and Retained Earnings for the three month and nine month periods ended September 30, 2014 and 2013

(in thousands of US$)



	Three month period ended September 30,				Nine month period ended September 30,
	2014		2013		2014		2013
Revenue
Interest income	260		427		911		1,483
Expenses reimbursed	5		3		13		12
Net operating revenues	265		430		924		1,495
Expenses
Administrative expenses	(5	)	(3	)	(13	)	(12	)
Amortization of debt issue costs	(57	)	(21	)	(99	)	(63	)
Interest expense	(203	)	(406	)	(812	)	(1,420	)
Total operating expenses	(265	)	(430	)	(924	)	(1,495	)
Net income	—		—		—		—
Retained earnings, beginning of period	—		—		—		—
Retained earnings, end of period	—		—		—		—

See notes to the unaudited financial statements.

California Petroleum Transport Corporation

Unaudited Statements of Cash Flows for the nine month periods ended September 30, 2014 and 2013

(in thousands of US$)



	Nine month period ended September 30,
	2014		2013
Net income	—		—
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of deferred debt issue costs	99		63
Amortization of issue discount on loan receivable	(99	)	(63	)
Changes in operating assets and liabilities:
Interest receivable	—		203
Other current assets	—		11
Accrued interest	—		(203	)
Other current liabilities	—		(11	)
Net cash provided by operating activities	—		—
Cash flows from investing activities
Collections on Term Loans	9,525		9,526
Net cash provided by investing activities	9,525		9,526
Cash flows from financing activities
Repayment of Term Notes	(9,525	)	(9,526	)
Net cash used in financing activities	(9,525	)	(9,526	)
Net change in cash and cash equivalents	—		—
Cash and cash equivalents at beginning of period	1		1
Cash and cash equivalents at end of period	1		1

Supplemental disclosure of cash flow information
Interest paid	812		1,217

See notes to the unaudited financial statements.

California Petroleum Transport Corporation

Notes to the unaudited financial statements

1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

California Petroleum Transport Corporation (the "Company"), which is incorporated in Delaware, is a special purpose corporation that was organized solely for the purpose of issuing, as agent on behalf of CalPetro Tankers (Bahamas I) Limited, CalPetro Tankers (Bahamas II) Limited, CalPetro Tankers (Bahamas III) Limited and CalPetro Tankers (IOM) Limited (each an "Owner" and, together the "Owners"), $167,500,000 Serial First Preferred Mortgage Notes, or the Serial Notes, and $117,900,000 8.52% First Preferred Mortgage Notes due in 2015, which we refer to as the Term Notes and together with the Serial Notes as the Notes. The Serial Notes were fully repaid April 1, 2006 and the Term Notes were fully repaid on October 1, 2014. The proceeds from the sale of the Notes were applied by way of long-term loans, being Serial Loans in respect of the Serial First Preferred Mortgage Notes and Term Loans in respect of the First Preferred Mortgage Notes due in 2015, to the Owners to fund the acquisition of four vessels (the "Vessels") from Chevron Transport Corporation ("Chevron"). The four vessels were then chartered out to Chevron under bareboat charters.

The charter for one of the four vessels, the m.t. Front Voyager, was terminated on April 1, 2010. The vessel was sold and delivered to its new owners on April 8, 2010. The net proceeds from the sale were used to retire a portion of the Term Notes.

In July 2014, the Owners received a request from Chevron to terminate the remaining three charters six months early, and subsequently entered into an early termination agreement (the “ETA”) with Chevron. Under the ETA, Chevron prepaid the charter hire up to the original termination date (subject to certain adjustments) and exercised its purchase option under the charters to purchase the remaining three vessels. The charter hire payments made by Chevron under the ETA were used to retire all remaining Term Notes. The closing for all transactions under the ETA and the retirement of all remaining Term Notes occurred on October 1, 2014. See Note 9.

The interim financial statements of the Company have been prepared in accordance with generally accepted accounting principles ("GAAP") for interim financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. These financial statements are unaudited and should be read in conjunction with the audited financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 2013. The Company follows the same accounting policies in the preparation of interim reports. In the opinion of management, the financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair statement of the financial condition, results of operations and cash flows of the Company for the interim periods presented and are not necessarily indicative of a full year's results.

2. PRINCIPAL ACCOUNTING POLICIES

(a) Revenue and expense recognition

Interest receivable on the Term Loans is accrued on a daily basis. Interest payable on the Term Notes is accrued on a daily basis. The Owners reimburse the Company for general and administrative expenses incurred on their behalf.

(b) Deferred charges

Deferred charges represent the capitalization of debt issue costs. These costs are amortized over the term of the Term Notes to which they relate on a straight line basis, which is not materially different to the effective interest rate method.

The reporting and functional currency is the United States dollar.

(d) Use of estimates

The preparation of financial statements in accordance with US GAAP requires the Company to make estimates and assumptions in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities on the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

(e) Recently Issued Accounting Pronouncements

There were no new accounting standards implemented in 2014 that had an impact on our results or new accounting standards to be implemented in the future that we expect to have an impact on our results when adopted.

3. TERM LOANS

The principal balances of the Term Loans earn interest at a rate of 8.52% per annum and were repaid in full on October 1, 2014. See Note 9.

4. TERM LOANS COLLATERAL

The Term Loans were collateralized by first preferred mortgages on the Vessels to the Company. The earnings and insurance relating to the Vessels subject to the charters with Chevron were collaterally assigned pursuant to an assignment of earnings and insurance to the Company, which in turn has assigned such assignment of earnings and insurance to The Bank of New York Mellon as the collateral trustee (the "Trustee"). The charters with Chevron and the Chevron Guarantees (where the obligations of Chevron are guaranteed by Chevron Corporation) relating to the Vessels were collaterally assigned pursuant to the assignment of initial charter and assignment of initial charter guarantee to the Company, which in turn has assigned such assignments to the collateral trustee. The capital stock of each of the Owners has been pledged to the Company pursuant to stock pledge agreements which have also been collaterally assigned to the Trustee. All of the collateral was released on October 1, 2014 simultaneously with the closing of the transactions under the ETA and the retirement of all remaining Term Notes.

On October 3, 2011, pursuant to the Collateral Trust Agreement, excess funds held by the Trustee in the amount of $6.7 million allocable to CalPetro Tankers (Bahamas III) Limited became available for release from the relevant trust account as a result of sufficient funds remaining on deposit at the Trustee for the payment in full of principal and interest on the Term Notes as they become due and were released to CalPetro Tankers (Bahamas III) Limited on the same date. CalPetro Tankers (Bahamas III) Limited paid a dividend of $6.7 million on December 15, 2011.

5. DEFERRED CHARGES

6. TERM NOTES

The outstanding debt as of September 30, 2014 was repaid in full on October 1, 2014. See Note 9.

The Term Notes bear interest at a rate of 8.52% per annum. Interest is payable semi-annually. The Term Notes include certain covenants such as restriction on the payment of dividends and making additional loans or advances to affiliates. At September 30, 2014 and December 31, 2013, the Company was in compliance with these covenants.

As of September 30, 2014, the effective interest rate for the Term Notes of the Company was 8.52%.

7. SHARE CAPITAL

8. FINANCIAL INSTRUMENTS

Fair values

The carrying value and estimated fair value of the Company's financial instruments at September 30, 2014 and December 31, 2013 are as follows:



(in thousands of $)	September 30, 2014 Fair Value	September 30, 2014 Carrying Value	December 31, 2013 Fair Value	December 31, 2013 Carrying Value
Cash and cash equivalents	1	1	1	1
Term Loans	9,525	9,525	18,781	18,952
Term Notes	9,525	9,525	18,880	19,051

The estimated fair value of financial assets and liabilities are as follows:



(in thousands of $)	September 30, 2014 Fair value	Level 1	Level 2	Level 3
Financial assets:
Cash and cash equivalents	1	1	—	—
Term Loans	9,525	—	9,525	—
Financial liabilities:
Term Notes	9,525	—	9,525	—



(in thousands of $)	December 31, 2013 Fair value	Level 1	Level 2	Level 3
Financial assets:
Cash and cash equivalents	1	1	—	—
Term Loans	18,781	—	18,781	—
Financial liabilities:
Term Notes	18,880	—	18,880	—

The following methods and assumptions were used to estimate the fair value of each class of financial instrument;

Cash and cash equivalents - the carrying value is a reasonable estimate of fair value.

Term Loans – the estimated fair value of the Term Loans at December 31, 2013 is based on the market price achieved in the last significant trading of the Term Notes. The estimated fair value at September 30, 2014 is the amount that was received in October 2014 upon early redemption. See Note 9.

Term Notes – the estimated fair value of the Term Notes at December 31, 2013is based on the market price achieved in the last significant trading of the Term Notes (level two per ASC Topic 820).The estimated fair value at September 30, 2014 is the amount that was paid in October 2014 upon early redemption. See Note 9.

Concentrations of risk

The Company's only source of funds for the repayment of the principal and interest on the Term Notes are the repayments from the Owners. The Owners only source of funds for the repayment of the principal and interest on the Term Loans due to the Company are from charterhire payments from Chevron as well as investment income and the proceeds, if any, from the sale of any of the Vessels. Accordingly, the Company's ability to service its obligations on the Term Notes is wholly dependent upon the financial condition, results of operations and cash flows from the Owners.

9. SUBSEQUENT EVENT

Pursuant to an Early Termination Agreement entered into between the Company, CalPetro Tankers (Bahamas I) Limited ("CPT I"), CalPetro Tankers (Bahamas II) Limited ("CPT II"), CalPetro Tankers (IOM) Limited ("CPT IOM" and together with CPT I and CPT II, the "Owners"), and Chevron (the "Charterer"); (1) the existing bareboat charters for the vessels Altair Voyager, Cygnus Voyager and Sirius Voyager (together, the "Vessels"), which were owned by the Owners, were terminated as of October 1, 2014; (2) the charter hire payments paid in connection with the Early Termination Agreement were used to redeem the remaining outstanding Term Notes on October 1, 2014 pursuant to the terms of the indenture governing the Notes; and (3) the Vessels were sold to the Charterer pursuant to the provisions of the bareboat charters for the Vessels. The outstanding balance of the Term Loans was also repaid in full on October 1, 2014. Following the early redemption of the outstanding Term Notes and the repayment of the Term Loans it is expected that the Company will be dissolved as it will serve no business purpose.

ITEM 2 – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations

Three and nine months ended September 30, 2014 compared with the three and nine months ended September 30, 2013

Amounts included in the following discussion are derived from our unaudited interim financial statements for the three and nine month period ended September 30, 2014 and 2013.

Interest income



	Three months ended September 30,		Nine months ended September 30,
(in thousands of $)	2014	2013	2014	2013
Interest income	260	427	911	1,483

Interest income decreased in the three and nine months ended September 30, 2014 compared to the same periods in 2013 primarily due to a decrease in the principal balance of Term Loans receivable.

Expenses reimbursed



	Three months ended September 30,		Nine months ended September 30,
(in thousands of $)	2014	2013	2014	2013
Expenses reimbursed	5	3	13	12

Administrative expenses, which are incurred by us are billed to the Owners. Please see the discussion on administrative expenses below.

Interest expense



	Three months ended September 30,				Nine months ended September 30,
(in thousands of $)	2014		2013		2014		2013
Interest expense	(203	)	(406	)	(812	)	(1,420	)

The decrease in interest expense for the three months and nine months ended September 30, 2014 compared to the same periods in 2013 is consistent with expectations resulting from the interest being charged on a lower principal balance.

Administrative expenses



	Three months ended September 30,				Nine months ended September 30,
(in thousands of $)	2014		2013		2014		2013
Administrative expenses	(5	)	(3	)	(13	)	(12	)

Administrative expenses which comprise audit fees and other costs are billed to the owners.

Liquidity and Capital Resources

We are a passive entity, and our activities are limited to collecting cash from the Owners and making repayments on the Term Notes. We have no source of liquidity and no capital resources other than the cash receipts attributable to the Term Loans.

Off-balance Sheet Arrangements

We have no off-balance sheet arrangements that have, or are reasonably likely to have, a material current effect or that are reasonably likely to have a material future effect on its financial condition, revenues or expenses, liquidity, capital expenditures or capital reserves.

Critical Accounting Policies

There have been no material changes to our critical accounting policies and estimates from the information provided in "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our annual report on Form 10-K for the year ended December 31, 2013.

ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

None of the instruments issued by us are for trading purposes. We are exposed to business risk inherent in the international tanker market as outlined in "Item 1A. Risk Factors" in our annual report on Form 10-K for the year ended December 31, 2013.

Quantitative information about market risk instruments as of September 30, 2014 is as follows:

Term Notes

Pursuant to an Early Termination Agreement entered into between the Company, CalPetro Tankers (Bahamas I) Limited ("CPT I"), CalPetro Tankers (Bahamas II) Limited ("CPT II"), CalPetro Tankers (IOM) Limited ("CPT IOM" and together with CPT I and CPT II, the "Owners"), and Chevron (the "Charterer"); (1) the existing bareboat charters for the vessels Altair Voyager, Cygnus Voyager and Sirius Voyager (together, the "Vessels"), which were owned by the Owners, were terminated as of October 1, 2014; (2) the charter hire payments paid in connection with the Early Termination Agreement were used to redeem the remaining outstanding Term Notes in October 2014 pursuant to the terms of the indenture governing the Notes; and (3) the Vessels were sold to the Charterer pursuant to the provisions of the bareboat charters for the Vessels. The outstanding balance of the Term Loans was also repaid in full in October 2014.

ITEM 4 – CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures

Our management, including our principal executive and financial officers, with the participation of our manager, Frontline Ltd., assessed the effectiveness of the design and operation of the Company's disclosure controls and procedures pursuant to Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended, as of September 30, 2014. Based upon that evaluation, our management, including our principal executive and financial officers, with the participation of our manager, Frontline Ltd., concluded that the Company's disclosure controls and procedures were effective as of September 30, 2014.

(b) Changes in Internal Control over Financial Reporting

There were no changes in our internal controls over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

Management of the Company does not believe there have been any material changes in the risk factors that were disclosed in the Company's annual report on Form 10-K for the year ended December 31, 2013, which was filed with the Commission on March 25, 2014.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6 – Exhibits



3.1*	Certificate of Incorporation of California Petroleum Transport Corporation (filed as Exhibit 3.1 to Registrant's Registration Statement on Form S-1, Commission File Number 33-79220, and incorporated herein by reference).

3.2*	Bylaws of California Petroleum Transport Corporation (filed as Exhibit 3.2 to Registrant's Registration Statement on Form S-1, Commission File Number 33-79220, and incorporated herein by reference).

4.4*	Bareboat Charter between CalPetro Tankers (Bahamas III) Limited and Front Voyager Inc. dated March 31, 2006 (filed July 8, 2008 as Exhibit 4.4 on Form 20-F/A, Commission File No. 33-79220).

4.5*	Assignment of Charter between CalPetro Tankers (Bahamas III) Limited and Front Voyager Inc. dated March 31, 2006 (filed July 8, 2008 as Exhibit 4.5 on Form 20-F/A, Commission File No. 33-79220).

4.6*	Amendment No. 2 to Management and Remarketing Agreement between CalPetro Tankers (Bahamas III) Limited and Frontline Ltd. dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.6 on Form 20-F, Commission File No. 33-79220).

4.7*	Amendment No. 2 to the Collateral Trust Agreement among CalPetro Tankers (Bahamas I) Limited, CalPetro Tankers (Bahamas II) Limited, CalPetro Tankers (Bahamas III) Limited, CalPetro Tankers (IOM) Limited, The Bank of New York Mellon Trust Company, N.A., as indenture trustee, The Bank of New York Trust Company, N.A., as collateral trustee and California Petroleum Transport Corporation, dated as of April 1, 2010 (filed April 29, 2010 as Exhibit 4.7 on Form 20-F, Commission File No. 33-79220).



4.8*	Termination of Assignment of Charter between CalPetro Tankers (Bahamas III) Limited and California Petroleum Transport Corporation (dated as of April 8, 2010 as Exhibit 4.8 filed April 29, 2010 on Form 20-F, Commission File No. 33-79220).

4.9*	Termination of Statutory Mortgage between CalPetro Tankers (Bahamas III) Limited and The Bank of New York Mellon Trust Company, N.A., dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.9 on Form 20-F, Commission File No. 33-79220).

4.10*	Termination of Deed of Covenants between CalPetro Tankers (Bahamas III) Limited and California Petroleum Transport Corporation dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.10 on Form 20-F, Commission File No. 33-79220).

4.11*	Termination of Term Loan Agreement between CalPetro Tankers (Bahamas III) Limited and California Petroleum Transport Corporation dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.11 on Form 20-F, Commission File No. 33-79220).

4.12*	Termination of Debenture between CalPetro Tankers (Bahamas III) Limited and California Petroleum Transport Corporation dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.12 on Form 20-F, Commission File No. 33-79220).

4.13*	Termination of Assignment of Earnings and Insurances between CalPetro Tankers (Bahamas III) Limited and California Petroleum Transport Corporation dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.13 on Form 20-F, Commission File No. 33-79220).

4.14*	Termination of Assignment of Purchase Agreement between CalPetro Tankers (Bahamas III) Limited and California Petroleum Transport Corporation dated as of April 8, 2010 (filed April 29, 2010 as Exhibit 4.14 on Form 20-F, Commission File No. 33-79220).

4.15	Early Termination Agreement between California Petroleum Transport Corporation, CalPetro Tankers (Bahamas I) Limited, CalPetro Tankers (Bahamas II) Limited, CalPetro Tankers (IOM) Limited and Chevron Transport Corporation Ltd. dated as of September 15, 2014.

31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended



31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended

32.1	Certifications of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2	Certifications of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



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*	Incorporated by reference to the filing indicated.

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.



		California Petroleum Transport Corporation (Registrant)

Date: November 13, 2014	By:	/s/ Damian A. Perez
		Damian A. Perez
		Director, President and Treasurer (Principal Executive Officer and Principal Financial Officer)

(in thousands of $)

September 30, 2014

December 31, 2013

Debt arrangement fees

Accumulated amortization