UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934



                                 April 27, 2005
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                 Date of Report (Date of earliest even reported)


                   California Petroleum Transport Corporation
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             (Exact name of registrant as specified in its charter)


Delaware                            033-79220                        04-3232976
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(State of other jurisdiction      (Commission                 (IRS Employer
of incorporation)                   File Number)             Identification No.)


     Suite 3218, One International Place, Boston, Massachusetts, 02110-2624
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                    (Address of principal executive offices)


                                 (617) 951-7690
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               Registrant's telephone number, including area code






Item 8.01 Other Events

On April 21, 2005,  pursuant to Clause 2 (a) (ii) of the bareboat  charter dated
April 5, 1995 between  CalPetro Tankers (Bahamas III) Limited ( the "Owner") and
Chevron Transport  Corporation Ltd ("Chevron"),  the Owner received  irrevocable
notice from Chevron  regarding the  termination  of the bareboat  charter of the
vessel Virgo Voyager on April 1, 2006.

Frontline  Ltd (the  "Manager"),  as the  appointed  manager to the Owner,  will
attempt to arrange for an acceptable  replacement charter.  Should an acceptable
replacement  charter be unavailable,  the Manager will solicit bids for the sale
of the vessel and if there are no bids that provide net proceeds that,  together
with the termination  payment,  at least equal the allocated principal amount of
the Registrant's term mortgage notes plus any interest accrued, the Manager will
forward to the appointed  Indenture Trustee copies of all bids for the recharter
of the vessel.  Unless  instructed by all the holders of the Term Mortgage Notes
to accept a sale bid that is below the  required  minimum  bid, the Manager will
attempt to recharter the vessel on such terms as it deems  appropriate  provided
that

          (i)  such charter is at arms length;

          (ii) such charter shall have a termination date no later than April 1,
               2015; and

         (iii) the  charterhire  payable  is  sufficient  to make the  mandatory
               sinking  fund  payments   together  will  all  related  interest,
               recurring fees and taxes for the vessel and the cost of insurance
               not  maintained by the charterer,  management  fees and technical
               advisor's fees and the fees of the designated representative, the
               indenture  trustee and the  collateral  trustee as defined in the
               prospectus for the  Registrant's  8.52% First Preferred  Mortgage
               Notes due 2015.


                                   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 hereunto duly authorised.

                   California Petroleum Transport Corporation
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                                  (Registrant)



Date: April 27, 2005               By: /s/ R Douglas Donaldson
                                       -----------------------
                                       R Douglas Donaldson
                                       Treasurer and Principal Financial Officer


02089.0006 #566924