Supplemental Indenture



 Exhibit 4.2 
 SUPPLEMENTAL INDENTURE 
 SUPPLEMENTAL INDENTURE
(this “Supplemental Indenture”), dated as of March 14, 2011, among Anglo-Suisse Offshore Pipeline Partners, LLC (the “Guaranteeing Subsidiary”), a subsidiary of Energy Partners, Ltd. (or its permitted
successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the
“Trustee”). 
 W I T N E S S E T H 
 WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture (the “Indenture”), dated as of February 14, 2011 providing for the issuance of 8.250% Senior
Notes due 2018 (the “Notes”); 
 WHEREAS, the Indenture provides that under certain circumstances the
Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Company’s Obligations under the Notes and the Indenture on the
terms and conditions set forth herein (the “Note Guarantee”); and 
 WHEREAS, pursuant to Section 9.01 of
the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture. 
 NOW, THEREFORE, in consideration
of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as
follows: 
 1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture. 
 2. AGREEMENT TO GUARANTEE. The
Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof. 

4. NO RECOURSE AGAINST OTHERS. No director, officer, employee, incorporator
or stockholder of the Company or any Guarantor, as such, will have any liability for any obligations of the Company or the Guarantors under the Notes, this Indenture, the Note Guarantees or for any claim based on, in respect of, or by reason of,
such obligations or their creation. Each Holder of Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. The waiver may not be effective to waive liabilities
under the federal securities laws. 
 5. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE
USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY. 

6. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an
original, but all of them together represent the same agreement. 

  
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 7. EFFECT OF HEADINGS. The Section headings
herein are for convenience only and shall not affect the construction hereof. 
 8. THE TRUSTEE.
The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the
Guaranteeing Subsidiary and the Company. 
 [Signature Page to Follow] 







 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed and attested, all as of the date first above written. 
  

			
	Anglo-Suisse Offshore Pipeline Partners, LLC
		
	By:	 	/s/ John H. Peper
		 	 John H. Peper
 Executive
Vice President, General Counsel and Secretary



  

			
	Energy Partners, Ltd.
		
	By:	 	/s/ John H. Peper
		 	 John H. Peper
 Executive
Vice President, General Counsel and Corporate Secretary



  

			
	Delaware EPL of Texas, LLC
		
	By:	 	/s/ Paul B. Jones
		 	 Paul B. Jones
 President and
Secretary



  

			
	EPL of Louisiana, L.L.C.
		
	By:	 	/s/ John H. Peper
		 	 John H. Peper
 Executive
Vice President, General Counsel and Secretary



  

			
	EPL Pioneer Houston, Inc.
		
	By:	 	/s/ John H. Peper
		 	 John H. Peper
 Executive
Vice President, General Counsel and Secretary



  

			
	EPL Pipeline, L.L.C.
		
	By:	 	/s/ John H. Peper
		 	 John H. Peper
 Executive
Vice President, General Counsel and Secretary



  
 Signature Page –
Supplemental Indenture 







 
			
	U.S. Bank National Association, as Trustee
		
	By:	 	/s/ Steven Finklea
		 	Authorized Signatory


 Signature Page – Supplemental Indenture