Case Document 758 Filed in TXSB on 04/03/18 Page 1 of 5

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1 Case Document 758 Filed in TXSB on 04/03/18 Page 1 of 5 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION In re: Chapter 11 COBALT INTERNATIONAL ENERGY, INC., et al., 1 Case No (MI Debtors. (Jointly Administered SUSMAN GODFREY LLP S AMENDED RULE 2016(B STATEMENT Pursuant to Federal Rule of Bankruptcy Procedure 2016(b, Susman Godfrey LLP ( Susman Godfrey amends its Rule 2016(b Statement [Dkt #137], respectfully stating that 2 : 1. Susman Godfrey is the attorney for debtor Cobalt International Energy, Inc. ( Cobalt in Cobalt International Energy, Inc. v. Illinois National Insurance Company, an AIG Subsidiary, Case Number 4:17-cv-01450, currently pending in the Federal District Court for the Southern District of Texas and in related pre-suit negotiations with Cobalt s other D&O insurance carriers. 2. Susman Godfrey s work on behalf of Cobalt is governed by two separate fee agreements, both of which have a flat fee and a contingent component. 3. On March 7, 2017, Cobalt retained Susman Godfrey to represent Cobalt in connection with claims Cobalt had against insurance carriers XL Specialty Insurance Company ( XL, AXIS Insurance Company ( AXIS, and Illinois National Insurance Company, an AIG 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: Cobalt International Energy, Inc. (1169; Cobalt International Energy GP, LLC (7374; Cobalt International Energy, LP (2411; Cobalt GOM LLC (7188; Cobalt GOM # 1 LLC (7262; and Cobalt GOM # 2 LLC (7316. The Debtors service address is: 920 Memorial City Way, Suite 100, Houston, Texas Susman Godfrey files this statement in accordance with Rule 2016(b of the Federal Rules of Bankruptcy Procedure

2 Case Document 758 Filed in TXSB on 04/03/18 Page 2 of 5 Subsidiary ( AIG for damages arising out of denial of insurance benefits under policies of insurance issued by XL, AXIS, and AIG for policy years , , and Under the terms of this agreement, Susman Godfrey is entitled to (a a $1.1 million success fee paid out of the settlement proceeds paid by XL as a result of a successful mediation held in September 2016, (b a flat fee capped at $2.5 million dollars payable at a rate of $100,000 per month until the first service of discovery by AIG or AXIS, $125,000 per month from the first service of discovery by either AIG or AXIS until 61 days before the first trial setting, and $200,000 per month from 60 days before trial of the first case against AIG or AXIS through verdict, and (c a potential contingent interest depending on the timing and result of any settlement or verdict. This agreement modified and replaced an April 26, 2016 fee agreement pursuant to which Susman Godfrey pursued claim on Cobalt s behalf against XL and AIG. 4. Between December 14, 2016 and December 13, 2017, Cobalt paid Susman Godfrey a total of $2,957,750 in legal fees as part of this representation. The entirety of that amount was earned when paid. Cobalt no longer has a property interest in these payments, which have been placed in Susman Godfrey s general account. As of the petition date, Cobalt had provided Susman Godfrey a $25,000 cost deposit to cover certain necessary expenses of litigation, such as travel, photocopying, and other costs that Susman Godfrey may advance on Cobalt s behalf. 5. Susman Godfrey has not shared or agreed to share (a any portion of this compensation with any another party or person, other than with the partners, associates, and contract attorneys associated with Susman Godfrey or (b any compensation another person or party has received or may receive. 6. On December 13, 2017, Cobalt retained Susman Godfrey to represent Cobalt in v1/015181

3 Case Document 758 Filed in TXSB on 04/03/18 Page 3 of 5 connection with claims Cobalt had against insurance carriers Allied World National Assurance Co., Arch Insurance Company, Illinois National Insurance Company, Navigators Insurance Company, Beazley Excess Insurance, Federal Insurance Company, Continental Casualty Company, North American Specialty Lines, Starr Indemnity & Liability Co., RSUI Indemnity Corp., Aspen American Insurance Co., Alterra American Insurance Co., Westchester Fire Insurance, and Plaza Insurance Company (collectively, the Excess Insurers for damages arising out of denial of insurance benefits under excess policies of insurance issued by the Excess Insurers to Cobalt for policy years , , and Under the terms of this agreement, Susman Godfrey is entitled to (a a one-time flat fee, earned when paid, of $1.25 million, and (b a contingent interest in the gross sum recovered against the Excess Insurers. Under the terms of this agreement, the $1.25 million flat fee is netted against the first $1.25 million in contingent fees. 7. Between December 14, 2016 and December 13, 2017, Cobalt paid Susman Godfrey a total of $1.25 million in legal fees as part of this representation. The entirety of that amount was earned when paid. Cobalt no longer has a property interest in these payments, which have been placed in Susman Godfrey s general account. As of the petition date, Cobalt did not owe Susman Godfrey any additional fees under the terms of this agreement. As of the petition date, Cobalt had provided Susman Godfrey a $25,000 cost deposit to cover certain necessary expenses of litigation, such as travel, photocopying, and other costs that Susman Godfrey may advance on Cobalt s behalf. 8. Susman Godfrey has not shared or agreed to share (a any portion of this compensation with any another party or person, other than with the partners, associates, and contract attorneys associated with Susman Godfrey or (b any compensation another person or v1/015181

4 Case Document 758 Filed in TXSB on 04/03/18 Page 4 of 5 party has received or may receive. 9. Attachment 1 hereto is a black-lined version of this Statement, showing the changes to Susman Godfrey s original Rule 2016(b Statement. Respectfully submitted, By: /s/ Eric J. Mayer Eric J. Mayer Texas State Bar No Federal ID No Shawn L. Raymond Texas State Bar No Federal ID No Adam Carlis Texas State Bar No Federal ID No Scott Fulford Texas State Bar No Federal ID No SUSMAN GODFREY L.L.P Louisiana Street, Suite 5100 Houston, Texas Telephone: ( Fax: ( Attorneys for Cobalt International Energy, Inc v1/015181

5 Case Document 758 Filed in TXSB on 04/03/18 Page 5 of 5 Certificate of Service I certify that on April 3, 2018, I caused a copy of the foregoing document to be served, including on the Office of The United States Trustee, by the Electronic Case Filing System for the United States Bankruptcy Court for the Southern District of Texas. /s/ Scott Fulford Scott Fulford v1/015181

6 Case Document Filed in TXSB on 04/03/18 Page 1 of 5 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION In re: Chapter 11 COBALT INTERNATIONAL ENERGY, INC., etal., 1 Case No (MI Debtors. (Jointly Administered ~~~~~~~~~~~~~~~~~~~~ SUSMAN GODFREY LLP'S AMENDED RULE 2016(B STATEMENT Pursuant to Federal Rule of Bankruptcy Procedure 2016(b, Susman Godfrey LLP ("Susman Godfrey" amends its Rule 2016(b tatement [Pkt# 137]. respectfully ~ tating that 2 : 1. Susman Godfrey is the attorney for debtor Cobalt International Energy, Inc. ("Cobalt" in Cobalt International Energy, Inc. v. Rlinois National Insurance Company, an AIG Subsidiary, Case Number 4:17-cv-01450, currently pending in the Federal District Court for the Southern District of Texas and in related pre-suit negotiations with Cobalt's other D&O insurance carriers. 2. Susman Godfrey's work on behalf of Cobalt is governed by two separate fee agreements, both of which have a flat fee and a contingent component. 3. On March 7, 2017, Cobalt retained Susman Godfrey to represent Cobalt m The Debtors in these chapter 11 cases, along with the last four digits of each Debtor's federal tax identification number, are: Cobalt International Energy, Inc. (1169; Cobalt International Energy GP, LLC (7374; Cobalt International Energy, LP (2411 ; Cobalt GOM LLC (7188; Cobalt GOM # 1 LLC (7262; and Cobalt GOM # 2 LLC (7316. The Debtors' service address is: 920 Memorial City Way, Suite 100, Houston, Texas Susman Godfrey files this statement in accordance with Rule 2016(b of the Federal Rules of Bankruptcy Procedure. lr at:ldiliaa, IR~ D~hl:ar:. titl :>it1bl11tm G11dli e' IAlen lik I Jimu11~~ rflli lffi.i t <*WFU\-~ ti cllllhorize lhe I lqfll~ IH r btl'llllila C1otll" I ~~~emett~utnfflarind in lffr,.~a~nl. I ~ 9 4 I I ' t i

7 Case Document Filed in TXSB on 04/03/18 Page 2 of 5 connection with claims Cobalt had against insurance carriers XL Specialty Insurance Company ("XL", AXIS Insurance Company ("AXIS", and Illinois National Insurance Company, an AIG Subsidiary ("AIG" for damages arising out of denial of insurance benefits under policies of insurance issued by XL, AXIS, and AIG for policy years , , and Under the terms of this agreement, Susman Godfrey is entitled to (a a $1.1 million success fee paid out of the settlement proceeds paid by XL as a result of a successful mediation held in September 2016, (b a flat fee capped at $2.5 million dollars payable at a rate of $100,000 per month until the first service of discovery by AIG or AXIS, $125,000 per month from the first service of discovery by either AIG or AXIS until 61 days before the first trial setting, and $200,000 per month from 60 days before trial of the first case against AIG or AXIS through verdict, and ( c a potential contingent interest depending on the timing and result of any settlement or verdict. This agreement modified and replaced an April 26, 2016 fee agreement pursuant to which Susman Godfrey pursued claim on Cobalt's behalf against XL and AIG. 4. Between December 14, 2016 and December 13, 2017, Cobalt paid Susman Godfrey a total of $2,957,750 in legal fees as part of this representation. The entirety of that amount was earned when paid. Cobalt no longer has a property interest in these payments, which have been placed in Susman Godfrey's general account. Afi ot the petition dau, Coba-k tl... ud su~man Godfrey l:l t:oll:ll or $ in llttl feus a::; fbrt of th-is Fe!lfe!;enlaticm. As of the petition date, Cobalt had provided Susman Godfrey a $25,000 cost deposit to cover certain necessary expenses of litigation, such as travel, photocopying, and other costs that Susman Godfrey may advance on Cobalt's behalf. 5. Susman Godfrey has not shared or agreed to share (a any portion of this compensation with any another party or person, other than with the partners, associates, and vl/015181

8 Case Document Filed in TXSB on 04/03/18 Page 3 of 5 contract attorneys associated with Susman Godfrey or (b any compensation another person or party has received or may receive. 6. On December 13, 2017, Cobalt retained Susman Godfrey to represent Cobalt in connection with claims Cobalt had against insurance carriers Allied World National Assurance Co., Arch Insurance Company, Illinois National Insurance Company, Navigators Insurance Company, Beazley Excess Insurance, Federal Insurance Company, Continental Casualty Company, North American Specialty Lines, Starr Indemnity & Liability Co., RSUI Indemnity Corp., Aspen American Insurance Co., Alterra American Insurance Co., Westchester Fire Insurance, and Plaza Insurance Company (collectively, the "Excess Insurers" for damages arising out of denial of insurance benefits under excess policies of insurance issued by the Excess Insurers to Cobalt for policy years , , and Under the terms of this agreement, Susman Godfrey is entitled to (a a one-time flat fee, earned when paid, of $1.25 million, and (b a contingent interest in the gross sum recovered against the Excess Insurers. Under the terms of this agreement, the $1.25 million flat fee is netted against the first $1.25 million in contingent fees. 7. Between December 14, 2016 and December 13, 2017, Cobalt paid Susman Godfrey a total of $1.25 million in legal fees as part of this representation. The entirety of that amount was earned when paid. Cobalt no longer has a property interest in these payments, which have been placed in Susman Godfrey's general account. As of the petition date, Cobalt did not owe Susman Godfrey any additional fees under the terms of this agreement. As of the petition date, Cobalt had provided Susman Godfrey a $25,000 cost deposit to cover certain necessary expenses of litigation, such as travel, photocopying, and other costs that Susman Godfrey may advance on Cobalt's behalf vl/015181

9 Case Document Filed in TXSB on 04/03/18 Page 4 of 5 8. Susman Godfrey has not shared or agreed to share (a any portion of this compensation with any another party or person, other than with the partners, associates, and contract attorneys associated with Susman Godfrey or (b any compensation another person or party has received or may receive. G dfrey>s original RuJe 2016Cb Statement. tatement showin the cha.noes to Susman Respectfully submitted, By: Isl Eric J Maver Eric J. Mayer Texas State Bar No Federal ID No Shawn L. Raymond Texas State Bar No Federal ID No Adam Carlis Texas State Bar No Federal ID No Scott Fulford Texas State Bar No Federal ID No SUSMAN GODFREY L.L.P Louisiana Street, Suite 5100 Houston, Texas Telephone: ( Fax: ( Attorneys for Cobalt International Energy, Inc vl/Ol 5181

10 Case Document Filed in TXSB on 04/03/18 Page 5 of 5 Certificate of Service I certify that on December April , I caused a copy of the foregoing document to be served, including on the Office of The United States Trustee, by the Electronic Case Filing System for the United States Bankruptcy Court for the Southern District of Texas. Isl Adam Carlis Adam Carlis vl/015181