LISKOW&LEWIS · Gulf of Mexico OCS Region 1201 Elmwood Park Boulevard New Orleans, LA 70123-2394 Attention: ... 2019 by Cortland Capital Market Services LLC, as Collateral Agent ("Mortgagee")

LISKOW&LEWIS A Professional Law Corporation

1001 Fannin Street Suite 1800 Houston, TX 77002 (713) 651-2900 Main (713) 651-2908 Fax

www.Liskow.com

One Shell Square 701 Poydras Street, Suite 5000 New Orleans, LA 70139 (504) 581-7979 Main (504) 556-4108 Fax

822 Harding Street Post Office Box 52008 Lafayette, LA 70505 (337) 232-7424 Main (337) 267-2399 Fax

Julie Thobae Direct: (713) 651-2970 [email protected]

March 12,2019

BY HAND DELIVERY

Our File No: 28043.0020

U.S. Department of the Interior Bureau of Ocean Energy Management Gulf of Mexico OCS Region 1201 Elmwood Park Boulevard New Orleans, LA 70123-2394 Attention: Acting Chief, Adjudication Section

Re: Non-Required File for OCS-G 01194

Dear Acting Chief:

D r r r i MAR 1 4 2019

. J ADJUDICATION SECTION

Enclosed please find the following documents that we ask you to file, submitted to you for filing purposes only, in the Non-Required File pertaining to Block 58 South Marsh Island, OCS-G 01194, as indicated for each document Please file the documents in the followins PCS lease number, in the order listed below:

OCS-G 01194

1) PARTIAL RELEASE OF MORTGAGE (RBL/LC) - dated effective February 22, 2019 by Cantor Fitzgerald Securities, as Substitute Collateral Agent ("Mortgagee") in favor of Fieldwood Energy LLC, GOM Shelf LLC, Fieldwood Energy Offshore LLC, Bandon Oil and Gas, LP, Dynamic Offshore Resources NS, LLC (collectively, the "Mortgagor"). Please file in Catesory 2 ~ Release of Mortsases and Liens;

March 12,2019 LISKOW & LEWIS

Page 2

2) STATE OF LOUISIANA UNIFORM COMMERCIAL CODE -AMENDMENT UCC-3 to Initial UCC # 26-335048 - Fieldwood Energy LLC ("Debtor") and Cantor Fitzgerald Securities, as Substitute Collateral Agent ("Secured Party"). Please file in Catesory 3 - UCC Filinss and Financial Statements;

3) PARTIAL RELEASE OF MORTGAGE (FLTL) dated effective February 22, 2019 by Cantor Fitzgerald Securities, as Substitute Collateral Agent ("Mortgagee") in favor of Fieldwood Energy LLC, GOM Shelf LLC, Fieldwood Energy Offshore LLC, Bandon Oil and Gas, LP, Dynamic Offshore Resources NS, LLC (collectively, the "Mortgagor"). Please file in Catesory 2 - Release of Mortsases and Liens;

4) STATE OF LOUISIANA UNIFORM COMMERCIAL CODE -AMENDMENT UCC-3 to Initial UCC # 26-335049 - Fieldwood Energy LLC ("Debtor") and Cantor Fitzgerald Securities, as Substitute Collateral Agent ("Secured Partv"). Please file in Catesory 3 - UCC Filinss and Financial Statements;

5) PARTIAL RELEASE OF MORTGAGE (FLLO/SLTL) - dated effective February 22, 2019 by Cortland Capital Market Services LLC, as Collateral Agent ("Mortgagee") in favor of Fieldwood Energy LLC, GOM Shelf LLC, Fieldwood Energy Offshore LLC, Bandon Oil and Gas, LP, Dynamic Offshore Resources NS, LLC (collectively, the "Mortgagor"); Please file in Catesory 2 - Release of Mortsases and Liens;

6) STATE OF LOUISIANA UNIFORM COMMERCIAL CODE -AMENDMENT UCC-3 to Initial UCC # 26-356295 - Fieldwood Energy LLC ("Debtor") and Cortland Capital Market Services LLC, as Collateral Agent ("Secured Partv"). Please file in Catesory 3 - UCC Filinss and Financial Statement;

7) PARTIAL RELEASE OF MORTGAGE (RECHARACTERIZATION) - dated effective March 6, 2019 by Apache Corporation, as Collateral Agent ("Mortgagee") in favor of Fieldwood Energy LLC and GOM Shelf LLC (together, the "Mortgagor"). Please file in Catesory 2 - Release of Mortsases and Liens;

8) ASSIGNMENT OF NET PROFITS OVERRIDING ROYALTY INTEREST - dated March 6, 2019 by The Fieldwood Decommissioning Trust A ("Assignor") in favor of Byron Energy Inc. ("Assignee"). Please file in Catesory 5 - Overridins Royalty, Production Payment, Net Profit; and

March 12,2019 LISKOW & LEWIS

Page 3

9) ASSIGNMENT AND BILL OF SALE - dated effective as of January 1, 2019 by Fieldwood Energy LLC ("Assignor") in favor of Byron Energy Inc. ("Assignee"). Please file in Catesory 7 - Contracts, Asreements, and Conveyances.

In order that third persons will be put on notice as to the execution and efficacy of the enclosed document, please file the documents, together with a copy of this letter in the Non-Required File maintained for the lease, under the category designated above.

Enclosed are the Pay Gov receipts, in the total amount of $261.00, for payment of the filing fees. I have provided copies of this cover letter, one for each of the documents filed. Also included here is a copy each of the documents and cover letter to be file-stamped and provided to the bearer of this letter.

If you should have any questions regarding this request, please contact me at (713) 651-2970. Thank you for your assistance in this matter.

Very truly yours,

Julie Thobae Corporate Paralegal

Enclosures

4897524v2

20190205

PARTIAL RELEASE OF MORTGAGE (Recharacterization)

STATE OF TEXAS

COUNTY OF HARRIS ADJUDICATION SFU

BE IT KNOWN, that on the date set forth below, but effective as ofthe day of (AtLrCL , 2019, before me, the undersigned Notary Public, and in the presence of the undersigned competent witnesses,

PERSONALLY CAME AND APPEARED: i

APACHE CORPORATION, as Collateral Agent, whose mailing address is 2000 Post Oak Boulevard, Suite 100, Houston, TX 77056, represented herein by its duly authorized agent ("Collateral Agent")

who, being duly swom, did declare and say:

Fieldwood Energy LLC, a Delaware limited liability company and GOM Shelf LLC, a Delaware limited liability company (together, the "Mortgagor") have requested the Collateral Agent to partially release and cancel that certain Mortgage and Deed of Trust, dated effective as of September 30, 2013, as amended, recorded, inter alia, as set forth on Schedule 1 hereto (the "Mortgage") insofar and only insofar as the Mortgage encumbers and pertains to (a) the oil, gas, and mineral leases described on Exhibit A hereto, including record title and operating rights and contractual rights therein, and (b) the interests constituting the Trust A NPI and the Trust A-l NPI and all other interests conveyed or intended to be conveyed to The Fieldwood Decommissioning Trust A, a Delaware statutory trust, pursuant to the instruments described on Schedule 2 (the "NPI Interests") insofar and only insofar as the NPI Interests cover, affect, or consist of those certain oil, gas, and mineral leases described on Exhibit A hereto, including record title and operating rights and contractual rights therein ((a) and (b), the "Released Property"), and Collateral Agent consents thereto;

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Collateral Agent has RELEASED and DISCHARGED, and hereby RELEASES and DISCHARGES the Mortgage and all liens and security interests created thereby and any others liens and security interests it may have in and to the Released Property INSOFAR and ONLY INSOFAR as the Mbrtgage covers and affects the Released Property and all products and proceeds thereof AND NO FURTHER.

IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT THIS IS A PARTIAL RELEASE OF MORTGAGE ("PARTIAL RELEASE") RELATING SOLELY TO MORTGAGOR'S INTEREST IN THE RELEASED PROPERTY AND THAT THE SAME SHALL IN NO WAY RELEASE, AFFECT, OR IMPAIR THE UNDERSIGNED'S RIGHTS, TITLE, INTEREST, LIENS, AND SECURITY INTERESTS CREATED BY THE MORTGAGE AS TO ANY OTHER PROPERTIES OR INTERESTS DESCRIBED THEREIN OR COVERED THEREBY.

Collateral Agent hereby requests, authorizes, and directs the Clerk of Court of each of Parishes described on Schedule 1 hereto to (a) record this Partial Release in the mortgage records for said Parish, (b) cancel in part from the mortgage records of said Parish the inscription of the Mortgage, and (c) notate the recordation of this Partial Release in the margin of the Mortgage as recorded in said Parish. Collateral Agent further consents to the filing by or on behalf of Mortgagor of all UCC3 partial releases as may be necessary to delete the Released Property from the description of the Collateral, including, but not limited

4885402v4

to those set forth on Exhibit B hereto, in each case with a copy of this Partial Release attached thereto to describe the Collateral released.

[Signature page to follow.]

-2-

20190205

THUS DONE AND PASSED on this ^ day of N V A A A J L , 2019, but effective as ofthe date set forth above, in the presence of the undersigned witnesses who hereunto sign their names with the Collateral Agent and me, Notary, after due reading of the whole.

PrintediMame; TTCxV^ ^ , 1

Printed Name: MAV<XtfvU '^ta.^

APACHE CORPORATION, As Collateral Agent, as Mortgagee

By: Name: "Tv>^v Title: SAANVO^" Vi

( ^ t a c.Q

ry Public

Name printed: S W g c ^ 0 M g ^ j \ Notarial Identification Number .H3C>"12-My commission expires CU3M'^

i S ^ k STACEY C.PARIS MY COMMISSION EXPIRES

SEPTEMBER 3, 2019

Signature Page to Partial Release (Apache Recharacterization)

SCHEDULE 1 Recording Information

of Recharacterization Mortgage

1. Mortgage and Deed of Trust (Recharacterization) - dated effective September 30, 2013 by Fieldwood Energy LLC and GOM Shelf LLC, in favor of Matthew Dundrea, Trustee for the benefit of Apache Corporation, as Collateral Agent.

2. Recording

Jurisdiction Recording Information

Iberia Parish, LA File No. 2013-00011317, Book 1575 Page 20

Vermilion Parish, LA

MO #2013010437

BOEM OCS-G 01194

2. First Supplement and Release to Mortgage and Deed of Trust effective as of September 30, 2013 from Fieldwood Energy LLC and GOM Shelf LLC, in favor of Matthew Dundrea, Trustee, for the benefit of Apache Corporation, as Collateral Agent.

Recording Jurisdiction

Recording Information

Iberia Parish, LA File No. 2013-00013431, Book 1586, Page 1


MO #2013012335

BOEM OCS-G 01194

3. Third Supplement to Mortgage and Deed of Trust effective as of April I L 2018 from Fieldwood Energy LLC and GOM Shelf, LLC, in favor of Peter J. Czemiakowski, Trustee, for the benefit of Apache Corporation, as Collateral Agent.

Recording Jurisdiction

Recording Information

Iberia Parish, LA MOB 1804, Page 138, Entry No. 2018-00003555


MO #2018002851

BOEM OCS-G 01194

Schedule 1

Schedule 1

SCHEDULE 2 Recording Information of Conveyance of Net Profits Overriding Royalty Interest

and Amendment, Assignment and release of Net Profits Overriding Royalty Interest

Conveyance of Net Profits Overriding Royalty Interest dated September 30,2013, duly filed for record, inter alia, on the following dates, under the following file numbers and in the following parishes and non-required files of BOEM:

Recording Jurisdiction Date Recorded Recording Information

Iberia Parish, LA October 4,2013 Conveyances Book 1543, Pg. 220, File No. 2013-00011316

Vermilion Parish, LA October?, 2013 2013010436-CO BOEM October 30, 2013* OCS-G 01194

"Date of requested placement in referenced file(s)

Supplement and First Amendment to Conveyance of Net Profits Overriding Royalty Interest, dated November 15,2013:


Iberia Parish, LA December 4, 2013 Conveyance Book 1547, Page 762, File No. 2013-00013430

Vermilion Parish, LA December 4,2013 File No. 2013012334-CO BOEM N/A

Supplement and Second Amendment to Conveyance of Net Profits Overriding Royalty Interest, dated March 12, 2014:


Iberia Parish, LA March 19,2014 Conveyance Book 1553, Page 816, File No. 2014-00002439

Vermilion Parish, LA March 19,2014 File 2014002699-CO BOEM N/A

Schedule 2

Assignment, Amendment and Partial Release of Net Profits Overriding Royalty Interest dated April 11, 2018, duly filed for record, inter alia, on the following dates, under the foilowing file numbers and in the following parishes and non-required files of BOEM:


Iberia Parish, LA April 19,2018 Conveyance Book 1643, Page 717, File No. 2018-00003554

Vermilion Parish, LA April 19,2018 File No.: 2018002850-CO BOEM OCS-G 01194

Schedule 2

20190205

EXHIBIT A Oil, Gas, and Mineral Leases

That certain Oil and Gas Lease of Submerged Lands Under the Outer Continental Shelf Lands Act dated effective May 1,1962, executed by the United States of America, as Lessor, to Shell Oil Company, as Lessee, bearing Lease No. OCS-G 01194, covering all of Block 58, South Marsh Island Area, as shown on OCS Leasing Map La. No. 3A, containing approximately 5,000 acres, more or less, including all record title and operating rights.

Contractual Rights interest, associated with an Ankor Operated Lease (South Marsh Isl. 69), in any and all rights pursuant to that certain South Marsh Island Block 73 Field South Marsh Island Block 58/69 Joint Venture Joint Operating Agreement II, effective March 1, 1995, by and between Shell Offshore Inc. and Taylor Energy Company covering portions of South Marsh Island Blocks 58 and 69.

Exhibit A

EXHIBIT B UCC3 Forms

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Documents

LISKOW&LEWIS · Gulf of Mexico OCS Region 1201 Elmwood Park Boulevard New Orleans, LA 70123-2394 Attention: ... 2019 by Cortland Capital Market Services LLC, as Collateral Agent ("Mortgagee")