Exhibit






Execution Version
RATIFICATION AND FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT
THIS RATIFICATION AND FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (the “Fourth Amendment to Credit Agreement,” or this “Amendment”) is dated as of March 31, 2019, among VANGUARD NATURAL GAS, LLC, a Kentucky limited liability company (“Borrower”), VANGUARD NATURAL RESOURCES, INC., a Delaware corporation, as Parent, and CITIBANK, N.A., as Administrative Agent (the “Administrative Agent”), and the financial institutions executing this Amendment as Lenders.
R E C I T A L S
A.    Borrower, the financial institutions signing as Lenders and Administrative Agent are parties to a Fourth Amended and Restated Credit Agreement dated as of August 1, 2017, as amended by a Limited Waiver and First Amendment to Fourth Amended and Restated Credit Agreement dated as of January 9, 2018, as amended by a Second Amendment to Fourth Amended and Restated Credit Agreement dated as of July 5, 2018, and as amended by a Third Amendment to Fourth Amended and Restated Credit Agreement dated as of December 6, 2018 (as further amended, modified, and supplemented and in effect prior to the date hereof collectively, the “Original Credit Agreement”).
B.    Certain Lenders have purported to assign Loans and/or Revolving Credit Commitments pursuant to Assignment and Assumptions with assignees in contravention of the condition set forth in Section 12.04(b)(ii)(B) of the Original Credit Agreement that each partial assignment of a Revolving Credit Commitment and Loans shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under the Original Credit Agreement, as more specifically described on Schedule A attached hereto (the “Specified Assignments”).
C.    The parties desire to amend the Original Credit Agreement as hereinafter provided and to ratify the Specified Assignments as assignments permitted by Section 12.04 of the Original Credit Agreement, notwithstanding the failure to comply with the condition set forth in Section 12.04(b)(ii)(B) of the Original Credit Agreement.
NOW, THEREFORE, in consideration of these premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1.Same Terms. All terms used herein which are defined in the Original Credit Agreement shall have the same meanings when used herein, unless the context hereof otherwise requires or provides. In addition, (i) all references in the Loan Documents to the “Agreement” shall mean the Original Credit Agreement, as amended by this Amendment, as the same shall hereafter be amended from time to time, and (ii) all references in the Loan Documents to the “Loan Documents” shall mean the Loan Documents, as amended by this Amendment, as the same shall hereafter be amended from time to time. In addition, the following terms have the meanings set forth below:
“Credit Agreement” means the Original Credit Agreement, as amended hereby and as further amended, modified or supplemented or in effect from time to time after the date hereof.
“Fourth Amendment Effective Date” means the date when the conditions set forth in Section 2 of this Amendment have been complied with to the satisfaction of the Administrative Agent, unless waived in writing by the Administrative Agent.
2.    Conditions Precedent. The obligations, agreements and waivers of Lenders as set forth in this Amendment are subject to the satisfaction (in the opinion of Administrative Agent), unless waived in writing by Administrative Agent, of each of the following conditions (and upon such satisfaction, this Amendment shall be deemed to be effective as of the Fourth Amendment Effective Date):
(a)    Fourth Amendment to Credit Agreement. Administrative Agent shall have received duly executed counterparts of this Amendment from Borrower and Lenders to the Original Credit Agreement constituting the Majority Revolving Lenders.
3.    Amendments to Original Credit Agreement. On the Fourth Amendment Effective Date,
A.    Section 12.04(b)(ii)(B) of the Original Credit Agreement shall be amended to read in its entirety as follows:
(B)    each partial assignment shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Agreement, except that this clause (B) shall not prohibit any Lender from assigning all or a portion of its rights and obligations among the Revolving Credit Commitments and the Revolving Loans, on the one hand, and the Term Loans, on the other hand, on a non-pro rata basis;
B.    Annex I to the Original Credit Agreement is hereby amended and restated in its entirety as Annex I attached hereto.
4.    Ratification. Each of the undersigned does hereby acknowledge and ratify each Specified Assignment and does hereby deem each Specified Assignment to be an assignment of Loans and/or Revolving Credit Commitments, as applicable, pursuant to Section 12.04 of the Credit Agreement. Notwithstanding Section 12.04(b)(ii)(B) of the Original Credit Agreement, each of the undersigned does hereby deem each purported assignee of each Specified Assignment to be a Lender to the extent of the Loans and/or Revolving Credit Commitments assigned thereby and each purported assignor to have assigned its rights and obligations under the Credit Agreement to the extent described in, and pursuant to, the applicable Specified Assignment.
5.    Certain Representations. Borrower represents and warrants that, as of the Fourth Amendment Effective Date: (a) Borrower has full power and authority to execute this Amendment and this Amendment constitutes the legal, valid and binding obligation of Borrower enforceable in accordance with its terms, except as enforceability may be limited by general principles of equity and applicable bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting the enforcement of creditors’ rights generally; and (b) no authorization, approval, consent or other action by, notice to, or filing with, any governmental authority or other person is required for the execution, delivery and performance by Borrower thereof.
6.    No Further Amendments. Except as previously amended in writing or as amended hereby, the Original Credit Agreement shall remain unchanged and all provisions shall remain fully effective between the parties.
7.    Acknowledgments and Agreements. Borrower acknowledges that on the date hereof all outstanding Obligations are payable in accordance with their terms, and Borrower waives any defense, offset, counterclaim or recoupment with respect thereto. Borrower, Administrative Agent, Issuing Bank and each Lender do hereby adopt, ratify and confirm the Original Credit Agreement, as amended hereby, and acknowledge and agree that the Original Credit Agreement, as amended hereby, is and remains in full force and effect. Borrower acknowledges and agrees that its liabilities and obligations under the Original Credit Agreement, as amended hereby, and under the other Loan Documents, are not impaired in any respect by this Amendment. This Amendment is a Loan Document and any breach of any representations, warranties and covenants under this Amendment shall be subject to Section 10.01 of the Original Credit Agreement.
8.    Limitation on Agreements. The modifications set forth herein are limited precisely as written and shall not be deemed (a) to be a consent under or a waiver of or an amendment to any other term or condition in the Original Credit Agreement or any of the Loan Documents, or (b) to prejudice any right or rights that Administrative Agent now has or may have in the future under or in connection with the Original Credit Agreement and the other Loan Documents, each as amended hereby, or any of the other documents referred to herein or therein. This Amendment shall constitute a Loan Document for all purposes.
9.    Confirmation of Security. Borrower hereby confirms and agrees that all of the Security Instruments that presently secure the Obligations shall continue to secure, in the same manner and to the same extent provided therein, the payment and performance of the Obligations as described in the Original Credit Agreement as modified by this Amendment.
10.    Counterparts. This Amendment may be executed in any number of counterparts, each of which when executed and delivered shall be deemed an original, but all of which constitute one instrument. In making proof of this Amendment, it shall not be necessary to produce or account for more than one counterpart thereof signed by each of the parties hereto.
11.    Incorporation of Certain Provisions by Reference. The provisions of Section 12.10 of the Original Credit Agreement captioned “Governing Law,” Section 12.11 of the Original Credit Agreement captioned “Submission to Jurisdiction”, Section 12.12 of the Original Credit Agreement captioned “Waiver of Venue”, Section 12.13 of the Original Credit Agreement captioned “Service of Process”, and Section 12.14 of the Original Credit Agreement captioned “WAIVER OF JURY TRIAL” are incorporated herein by reference for all purposes.
12.    Entirety, Etc. This Amendment and all of the other Loan Documents embody the entire agreement between the parties. THIS AMENDMENT AND ALL OF THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
[This space is left intentionally blank. Signature pages follow.]



IN WITNESS WHEREOF, the parties hereto have executed this Amendment to be effective as of the date and year first above written.
LOAN PARTIES
VANGUARD NATURAL GAS, LLC
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
VANGUARD NATURAL RESOURCES, INC.
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
VANGUARD OPERATING, LLC
By: Vanguard Natural Gas, LLC,  
Its Sole Member
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
EAGLE ROCK ACQUISITION PARTNERSHIP, L.P.
By: EAGLE ROCK UPSTREAM DEVELOPMENT COMPANY, INC., 
Its general partner
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    


EAGLE ROCK ACQUISITION PARTNERSHIP II, L.P.
By:    EAGLE ROCK UPSTREAM DEVELOPMENT    COMPANY II, INC.,    Its general partner
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
EAGLE ROCK ENERGY ACQUISITION CO., INC.
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
EAGLE ROCK ENERGY ACQUISITION CO. II, INC.
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
EAGLE ROCK UPSTREAM DEVELOPMENT COMPANY, INC.
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    


EAGLE ROCK UPSTREAM DEVELOPMENT COMPANY II, INC.
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
ESCAMBIA ASSET CO. LLC
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
ESCAMBIA OPERATING CO. LLC
By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    
VNR HOLDINGS, LLC
		
	By:
	Vanguard Natural Gas, LLC,    Its Sole Member


By:             /s/ Ryan Midgett    
Name:    Ryan Midgett    
Title:    CFO    


ADMINISTRATIVE AGENT
CITIBANK, N.A., 
as Administrative agent and Issuing Bank
By:             /s/ Peter Baumann    
Name:    Peter Baumann    
Title:    Vice President    


LENDERS
CITIBANK, N.A., 

By:             /s/ David Quinn    
Name:    David Quinn    
Title:    Attorney In Fact    


BARCLAYS BANK PLC 

By:             /s/ David Quinn    
Name:    David Quinn    
Title:    Attorney In Fact    


BANC OF AMERICA CREDIT PRODUCTS, INC. 

By:             /s/ Cassie Goodnight    
Name:    Cassie Goodnight    
Title:    Vice President    


ASSOCIATED BANK, N.A. 

By:             /s/ Brett P. Stone    
Name:    Brett P. Stone    
Title:    Senior Vice President    


BANK OF MONTREAL 

By:             /s/ James V. Ducote    
Name:    James V. Ducote    
Title:    Managing Director    


BANK OF AMERICA, N.A. 

By:             /s/ Kevin M. Behan    
Name:    Kevin M. Behan    
Title:    Managing Director    


HANCOCK WHITNEY BANK 

By:             /s/ Brock Berilgen    
Name:    Brock Berilgen    
Title:    Senior Vice President    


UBS AG, STAMFORD BRANCH 

By:             /s/ Darlene Arias    
Name:    Darlene Arias    
Title:    Director    


By:             /s/ Houssem Daly    
Name:    Houssem Daly    
Title:    Associate Director    


CHASE LINCOLN FIRST COMMERCIAL CORPORATION 

By:             /s/ Sean Chudzik    
Name:    Sean Chudzik, Asc.    
Title:    Authorized Signatory    


COMMONWEALTH BANK OF AUSTRALIA 

By:             /s/ David Pichut    
Name:    David Pichut    
Title:    Senior Associate    


CAPITAL ONE, NATIONAL ASSOCIATION 

By:             /s/ Michael P. Robinson    
Name:    Michael P. Robinson    
Title:    Vice President    


THE BANK OF NOVA SCOTIA, HOUSTON BRANCH 

By:             /s/ David Lima    
Name:    David Lima    
Title:    Director    


By:             /s/ Thane Rattew    
Name:    Thane Rattew    
Title:    Managing Director    


ING CAPITAL LLC
By:             /s/ Julie Bieser    
Name:    Julie Bieser    
Title:    Managing Director    


By:             /s/ Charles Hall    
Name:    Charles Hall    
Title:    Managing Director    


ROYAL BANK OF CANADA 

By:             /s/ Mari Hodgkinson    
Name:    Mari Hodgkinson    
Title:    Director, Special Loans    


JPMORGAN CHASE BANK, N.A. 

By:             /s/ Darren Vanek    
Name:    Darren Vanek    
Title:    Executive Director    


COMMERCIAL BANK 

By:             /s/ Cynthia B. Jones    
Name:    Cynthia B. Jones    
Title:    Vice President    


WELLS FARGO BANK, N.A. 

By:             /s/ Katherine Scalzo    
Name:    Katherine Scalzo    
Title:    Director    





Schedule A
Specified Assignments
	
						
	Date
	Assignor
	Assignee
	Facility Assigned
	Amount of Revolving Credit Commitment/Loan Assignment

	12/12/17
	SUNTRUST  
BANK
	Citibank, N.A.
	Term Loan
	$1,315,130.26

	1/26/18
	ZB, N.A.
	Barclays Bank PLC
	Term Loan
	$1,499,248.49

	1/31/2018
	Barclays Bank  
PLC
	Cross Sound Distressed Opportunities Fund, L.P. - Series 3
	Term Loan
	$1,123,135.42

	3/14/2018
	The Bank of Nova Scotia
	Barclays Bank PLC
	Term Loan
	$3,420,160.63

	3/15/2018
	Knighthead (NY) Fund, L.P.
	Barclays Bank PLC
	Revolving Credit
Commitment
	$3,206,599.16

	3/15/2018
	Knighthead Annuity & Life Assurance Company
	Barclays Bank PLC
	Revolving Credit
Commitment
	$3,799,544.55

	3/15/2018
	KNIGHTHEAD MASTER FUND, L.P.
	Barclays Bank PLC
	Revolving Credit
Commitment
	$27,720,946.51

	3/16/2018
	Barclays Bank  
PLC
	Cross Sound Distressed Opportunities Fund, L.P. - Series 3
	Revolving Credit
Commitment
	$4,852,941.18

	3/16/2018
	Barclays Bank  
PLC
	Cross Sound Distressed Opportunities Fund, L.P. - Series 3
	Revolving Credit
Commitment
	$9,908,362.66

	3/16/2018
	Barclays Bank  
PLC
	Cross Sound Distressed Opportunities Fund, L.P. - Series 3
	Revolving Credit
Commitment
	$19,411,764.71

	4/13/2018
	ZB, N.A.
	Barclays Bank PLC
	Revolving Credit
Commitment
	$13,226,452.91

	4/16/2018
	The Bank of Nova Scotia
	Barclays Bank PLC
	Revolving Credit
Commitment
	$10,000,000.00

	5/3/2018
	UBS AG,
Stamford Branch
	WHITEBOX CAJA BLANCA FUND LP
	Term Loan
	$3,411,588.80

	5/7/2018
	Citibank, N.A.
	WHITEBOX ASYMMETRIC PARTNERS LP
	Term Loan
	$645,478.20

	5/7/2018
	Citibank, N.A.
	WHITEBOX MULTI STRATEGY PARTNERS LP
	Term Loan
	$663,076.41
	 

	8/20/2018
	Citibank, N.A.
	CITI TROUBLED DEBT
RESTRUCTURE
	Term Loan
	$3,636,100.32
	 

	8/20/2018
	Citibank, N.A.
	CITI TROUBLED DEBT
RESTRUCTURE
	Revolving Credit
Commitment
	$27,462,565.24
	 

	9/24/2018
	KNIGHTHEAD NY FUND LP
	HSBC BANK PLC
	Term Loan
	$361,653.37
	 

	9/24/2018
	KNIGHTHEAD ANNUITY AND LIFE
	HSBC BANK PLC
	Term Loan
	$428,528.18
	 

	9/24/2018
	KNIGHTHEAD MASTER FUND, L.P.
	HSBC BANK PLC
	Term Loan
	$3,126,481.75
	 

	11/7/2018
	DEUTSCHE BANK AG NEW YORK BRANCH
	BANK OF MONTREAL
	Term Loan
	$3,394,445.14
	 

	11/29/2018
	DEUTSCHE BANK AG NEW YORK BRANCH
	BANK OF MONTREAL
	Revolving Credit
Commitment
	$25,199,263.53
	 

	12/5/2018
	The Bank of Nova Scotia
	Black Diamond Credit Strategies Master Fund, Ltd.
	Revolving Credit
Commitment
	$4,901,001.05
	 









ANNEX I 
APPLICABLE PERCENTAGES
REVOLVING CREDIT PERCENTAGE
	
			
	Name of Lender
	Commitment
	Applicable Percentage

	BANK OF MONTREAL
	$49,583,509.12
	7.315%

	BARCLAYS BANK PLC(NEW YORK BRANCH)
	$44,331,167.41
	6.540%

	BLACK DIAMOND CREDIT STRATEGIES  
MASTER FUND LTD (FKA) BDC FINANCE LTD
	$14,541,155.07
	2.145%

	WELLS FARGO BANK NA
	$30,225,563.77
	4.459%

	CROSS SOUND DISTRESSED OPPORTUNITIES  
FUND LP SERIES 3 (FKA) CROSS SOUND  
ENERGY OPPORTUNITY FUND LP SERIES 3
	$28,078,568.94
	4.142%

	CITIBANK, N.A. - ORIGINATIONS
	$26,489,820.04
	3.908%

	ABN AMRO CAPITAL USA LLC
	$24,791,754.56
	3.657%

	BANK OF AMERICA NA
	$24,791,754.56
	3.657%

	CIBC INC
	$24,791,754.56
	3.657%

	CITIZENS BANK
	$24,791,754.56
	3.657%

	CREDIT AGRICOLE
	$24,791,754.56
	3.657%

	FIFTH THIRD BANK (FIFTH THIRD)
	$24,791,754.56
	3.657%

	ING CAPITAL LLC
	$24,791,754.56
	3.657%

	JPMORGAN CHASE BANK NA (JPM CHASE)
	$24,791,754.56
	3.657%

	NATIXIS NEW YORK BRANCH
	$24,791,754.56
	3.657%

	PNC BANK, N.A.
	$24,791,754.56
	3.657%

	ROYAL BANK OF CANADA
	$24,791,754.56
	3.657%

	SUMITOMO MITSUI BANKING CORP.
	$24,791,754.56
	3.657%

	U.S. BANK NATIONAL ASSOCIATION
	$24,791,754.56
	3.657%

	UBS AG, STAMFORD BRANCH
	$24,791,754.56
	3.657%

	CAPITAL ONE, N.A. CAPITAL ONE  
FINANCIAL CORPORATION (PARENT)
	$18,678,719.19
	2.756%

	COMERICA BANK
	$18,678,719.19
	2.756%

	COMMONWEALTH BANK OF AUSTRALIA  
NEW YORK BRANCH
	$18,678,719.19
	2.756%

	ASSOCIATED BANK NA
	$14,603,362.27
	2.154%

	BANC OF AMERICA CREDIT PRODUCTS INC
	$20,518,236.30
	3.027%

	WHITNEY BANK
	$12,226,070.74
	1.804%

	HUNTINGTON NATIONAL BANK  
(HUNTINGTON)
	$9,509,166.13
	1.403%

	SUNTRUST BANK
	$9,509,166.13
	1.403%

	CHASE LINCOLN FIRST COMMERCIAL  
CORPORATION
	$3,396,130.76
	0.501%

	BANK OF NOVA SCOTIA
	$11,735,061.99
	1.731%

	Total
	$677,867,700.00
	100.000%








TERM LOAN PERCENTAGE
	
			
	Name of Lender
	Commitment
	Applicable  
Percentage

	BARCLAYS BANK PLC(NEW YORK BRANCH)
	$7,144,089.12
	5.788%

	BANK OF MONTREAL
	$6,771,746.62
	5.486%

	BANC OF AMERICA CREDIT PRODUCTS INC
	$6,670,893.80
	5.404%

	JPMORGAN CHASE BANK NA (JPM CHASE)
	$5,711,339.92
	4.627%

	CONTRARIAN FUNDS, LLC
	$5,428,194.29
	4.398%

	MORGAN STANLEY SENIOR FUNDING INC  
SENIOR FUNDING INC
	$4,890,167.28
	3.962%

	WELLS FARGO BANK NA
	$4,127,982.53
	3.344%

	HSBC BANK PLC (HSBC)
	$3,896,932.00
	3.157%

	CITI TROUBLED DEBT RESTRUCTURE CBNA
	$3,617,782.43
	2.931%

	MONARCH MASTER FUNDING LTD
	$3,565,885.34
	2.889%

	MARATHON SPECIAL OPPORTUNITY MASTER 
FUND LTD
	$3,403,789.99
	2.758%

	BANK OF AMERICA NA
	$3,385,873.31
	2.743%

	WHITEBOX CAJA BLANCA FUND LP
	$3,385,873.31
	2.743%

	ABN AMRO CAPITAL USA LLC
	$3,385,873.30
	2.743%

	CIBC INC
	$3,385,873.30
	2.743%

	CITIZENS BANK
	$3,385,873.30
	2.743%

	CREDIT AGRICOLE CIB-NEW YORK-NY BRANCH
	$3,385,873.30
	2.743%

	FIFTH THIRD BANK (FIFTH THIRD)
	$3,385,873.30
	2.743%

	ING CAPITAL LLC
	$3,385,873.30
	2.743%

	NATIXIS NEW YORK BRANCH
	$3,385,873.30
	2.743%

	PNC BANK, N.A.
	$3,385,873.30
	2.743%

	ROYAL BANK OF CANADA
	$3,385,873.30
	2.743%

	SUMITOMO MITSUI BANKING CORP. (FKA THE  
SUMITOMO BANK)
	$3,385,873.30
	2.743%

	U.S. BANK NATIONAL ASSOCIATION
	$3,385,873.30
	2.743%

	CAPITAL ONE, N.A. CAPITAL ONE FINANCIAL  
CORPORATION (PARENT)
	$2,551,000.44
	2.067%

	COMERICA BANK
	$2,551,000.44
	2.067%

	COMMONWEALTH BANK OF AUSTRALIA NEW  
YORK BRANCH
	$2,551,000.44
	2.067%

	CROSS SOUND DISTRESSED OPPORTUNITIES  
FUND LP SERIES 3 (FKA) CROSS SOUND ENERGY  
OPPORTUNITY FUND LP SERIES 3
	$2,003,347.41
	1.623%

	ASSOCIATED BANK NA
	$1,994,418.53
	1.616%

	MARATHON CENTRE STREET PARTNERSHIP LP
	$1,874,636.98
	1.519%

	HANCOCK WHITNEY BANK (FKA) WHITNEY
BANK
	$1,669,745.74
	1.353%

	BLACK DIAMOND CREDIT STRATEGIES MASTER  
FUND LTD (FKA) BDC FINANCE LTD
	$1,324,895.94
	1.073%

	HUNTINGTON NATIONAL BANK (HUNTINGTON)
	$1,298,691.13
	1.052%

	WHITEBOX MULTI STRATEGY PARTNERS LP  
(WHITEBOX ADVISORS LLC)
	$1,130,812.80
	0.916%

	WHITEBOX ASYMMETRIC PARTNERS LP
	$950,335.37
	0.770%

	TRS CREDIT FUND LP (FKA) KTRS CREDIT FUND
LP
	$759,227.96
	0.615%

	MARATHON CREDIT DISLOCATION FUND, LP  
(MARATHON ASSET MANAGEMENT, L.P)
	$637,478.46
	0.516%

	MARATHON BLUE GRASS CREDIT FUND LP
	$622,705.46
	0.504%

	MASTER SIF SICAV SIF
	$583,175.23
	0.472%

	CHASE LINCOLN FIRST COMMERCIAL  
CORPORATION
	$463,818.26
	0.376%

	ARISTEIA MASTER LP
	$325,921.91
	0.264%

	REEF ROAD MASTER FUND LTD
	$299,942.02
	0.243%

	SIERRA PACIFIC SECURITIES LLC
	$181,147.00
	0.147%

	PENTELI MASTER FUND LTD (MARATHON ASSET MANAGEMENT)
	$108,708.63
	0.088%

	FIRST BALLANTYNE LLC
	$97,399.28
	0.079%

	JAMES MICHAEL FORD
	$50,941.12
	0.041%

	THREE LITTLE BIRDS INVESTMENTS LLC
	$50,941.12
	0.041%

	WHITEBOX INSTITUTIONAL PARTNERS LP
	$32,602.31
	0.026%

	CITIBANK NA
	$27,915.69
	0.023%

	WINDERMERE IRELAND FUND PLC
	$18,950.13
	0.015%

	CLARENCE HUGS EDWARDS JR
	$15,282.48
	0.012%

	FRED C ALEXANDER III
	$5,094.27
	0.004%

	SCOTT J SIMONS
	$5,094.27
	0.004%

	JOHN EDWARD KRESHON
	$4,075.29
	0.003%

	MICHAEL D JOHNSON
	$2,037.65
	0.002%

	Total:
	$123,437,500.00
	100.00%








FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT– Page 1