Exhibit



Exhibit 10.24.4



	
	
	MAGNUM HUNTER RESOURCES CORP.

	FOURTH AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENT






THIS FOURTH AMENDMENT TO THE RESTRUCTURING SUPPORT AGREEMENT (this “Amendment”), which shall be effective on the first date that this Amendment has been executed by the Required Amendment Parties (as defined herein), is made by and among all of the following: (i) each of the Debtors; (ii) Second Lien Backstoppers holding 50.1% or more of the Second Lien Backstoppers’ aggregate DIP Financing commitment or their transferees pursuant to a valid transfer under the Restructuring Support Agreement (the “Majority Second Lien Backstoppers”); and (iii) Noteholder Backstoppers holding 50.1% or more of the Noteholder Backstoppers’ aggregate DIP Financing commitment or their transferees pursuant to a valid transfer under the Restructuring Support Agreement (the “Majority Noteholder Backstoppers,” and, together with the Debtors and the Majority Second Lien Backstoppers, the “Required Amendment Parties”), and amends that certain Restructuring Support Agreement, dated as of December 15, 2015, by and among the Debtors and the Restructuring Support Parties, as amended pursuant to that certain First Amendment (the “First Amendment”) to the Restructuring Support Agreement, dated as of February 25, 2016, that certain Second Amendment (the “Second Amendment”) to the Restructuring Support Agreement, dated as of April 1, 2016, and that certain Third Amendment (the “Third Amendment”) to the Restructuring Support Agreement, dated as of April 13, 2016 (the “Restructuring Support Agreement”).  Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Restructuring Support Agreement.
RECITALS
WHEREAS, the Required Amendment Parties desire to amend the Restructuring Support Agreement to modify certain Milestones as provided in this Amendment;
WHEREAS, Section 4 of the Restructuring Support Agreement permits the Debtors to extend a Milestone with the express prior written consent of the Majority Second Lien Backstoppers and the Majority Noteholder Backstoppers;
WHEREAS, Section 26 of the Restructuring Support Agreement permits modifications, amendments, or supplements to the Restructuring Support Agreement with the consent of the Required Amendment Parties;
NOW, THEREFORE, in consideration of the mutual covenants and agreements and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Required Amendment Parties hereby agree to amend the Restructuring Support Agreement as follows:











Amendment
1.Amendments to the Restructuring Support Agreement.


		
	(a)
	Section 4(j) of the Restructuring Support Agreement is hereby deleted in its entirety and replaced with the following:


no later than May 6, 2016, the Debtors shall consummate the transactions contemplated by the Plan (the date of such consummation, the “Effective Date”), it being understood that the Debtors’ entry (as reorganized entities under the Plan) into the Exit Facility (as defined in the Term Sheet) and the satisfaction of the conditions precedent to the Effective Date (as set forth in the Exit Facility, the Plan, and the Term Sheet) shall be conditions precedent to the occurrence of the Effective Date.
2.Ratification.  Except as specifically provided for in this Amendment, the First Amendment, the Second Amendment, and the Third Amendment, no changes, amendments, or other modifications have been made on or prior to the date hereof or are being made to the terms of the Restructuring Support Agreement or the rights and obligations of the parties thereunder, all of which such terms are hereby ratified and confirmed and remain in full force and effect.  Notwithstanding the effective date of this Amendment, this Amendment constitutes a valid extension of the applicable Milestones set forth in Section 4 of the Restructuring Support Agreement, in accordance with the final paragraph of Section 4 of the Restructuring Support Agreement.


3.Effect of Amendment.  This Amendment shall be effective upon the first date that this Amendment has been executed by each of the Required Amendment Parties.  Following the effective date of this Amendment, whenever the Restructuring Support Agreement is referred to in any agreements, documents, and instruments, such reference shall be deemed to be to the Restructuring Support Agreement as amended by this Amendment.


4.Waiver of Certain Termination Rights.  The extension or waiver of certain Milestones as set forth in this Amendment is being effectuated in accordance with Section 4 of the Restructuring Support Agreement, and, therefore, such extension or waiver shall not constitute a Restructuring Support Party Termination Event pursuant to Section 7(a) of the Restructuring Support Agreement, or any other breach by any of the Debtors or the Restructuring Support Parties under the Restructuring Support Agreement, including, without limitation, a breach of the Debtors’ commitments under Section 6 of the Restructuring Support Agreement.


[Signature pages follow.]




2










MAGNUM HUNTER RESOURCES CORPORATION


By:    _/s/ Joseph C. Daches___________


Name:     Joseph C. Daches
Title:    Chief Financial Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]









ALPHA HUNTER DRILLING, LLC


By:    __/s/ Joseph C. Daches ______


Name:     Joseph C. Daches
Title:    Chief Financial Officer




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







BAKKEN HUNTER, LLC


By:    _/s/ Joseph C. Daches ____________


Name:     Joseph C. Daches
Title:    Chief Financial Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]









BAKKEN HUNTER CANADA, INC.


By:    _/s/ Joseph C. Daches _________


Name:     Joseph C. Daches
Title:    Chief Financial Officer




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







ENERGY HUNTER SECURITIES, INC.


By:    _/s/ Joseph C. Daches __________


Name:     Joseph C. Daches
Title:    Chief Financial Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







HUNTER AVIATION, LLC.


By:    _/s/ Joseph C. Daches_________


Name:     Joseph C. Daches
Title:    Chief Financial Officer










[Signature Page - Fourth Amendment to Restructuring Support Agreement]







HUNTER REAL ESTATE, LLC.


By:    /s/ Joseph C. Daches____________


Name:     Joseph C. Daches
Title:    Chief Financial Officer








[Signature Page - Fourth Amendment to Restructuring Support Agreement]







MAGNUM HUNTER MARKETING, LLC.
By:    /s/ Joseph C. Daches_____________


Name:     Joseph C. Daches
Title:    Chief Financial Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







MAGNUM HUNTER PRODUCTION, INC.


By:    /s/ Joseph C. Daches______________


Name:     Joseph C. Daches
Title:    Chief Financial Officer










[Signature Page - Fourth Amendment to Restructuring Support Agreement]







MAGNUM HUNTER RESOURCES GP, LLC.


By:    /s/ Joseph C. Daches_______________


Name:     Joseph C. Daches
Title:    Chief Financial Officer






[Signature Page - Fourth Amendment to Restructuring Support Agreement]







MAGNUM HUNTER RESOURCES, LP


By:    /s/ Joseph C. Daches____________
Name:     Joseph C. Daches
Title:    Chief Financial Officer










[Signature Page - Fourth Amendment to Restructuring Support Agreement]







MAGNUM HUNTER SERVICES, LLC
By:    /s/ Joseph C. Daches___________


Name:     Joseph C. Daches
Title:    Chief Financial Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







NGAS GATHERING, LLC


By:    /s/ Joseph C. Daches___________


Name:     Joseph C. Daches
Title:    Chief Financial Officer




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







NGAS HUNTER, LLC


By:    /s/ Joseph C. Daches________


Name:     Joseph C. Daches
Title:    Chief Financial Officer










[Signature Page - Fourth Amendment to Restructuring Support Agreement]







PRC WILLISTON, LLC


By:    /s/ Joseph C. Daches___________


Name:     Joseph C. Daches
Title:    Chief Financial Officer




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







SHALE HUNTER, LLC


By:    _/s/ Joseph C. Daches________


Name:     Joseph C. Daches
Title:    Chief Financial Officer








[Signature Page - Fourth Amendment to Restructuring Support Agreement]







TRIAD HOLDINGS, LLC


By:    /s/ Joseph C. Daches__________


Name:     Joseph C. Daches
Title:    Chief Financial Officer








[Signature Page - Fourth Amendment to Restructuring Support Agreement]







TRIAD HUNTER, LLC


By:    /s/ Joseph C. Daches__________


Name:     Joseph C. Daches
Title:    Chief Financial Officer






[Signature Page - Fourth Amendment to Restructuring Support Agreement]







VIKING INTERNATIONAL RESOURCES CO., INC


By:    /s/ Joseph C. Daches___________


Name:     Joseph C. Daches
Title:    Chief Financial Officer






[Signature Page - Fourth Amendment to Restructuring Support Agreement]







WILLISTON HUNTER ND, LLC


By:    /s/ Joseph C. Daches_______


Name:     Joseph C. Daches
Title:    Chief Financial Officer










[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Highbridge Principal Strategies - NDT
Senior Loan Fund L.P
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Highbridge Principal Strategies
Specialty Loan VG Fund L.P
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Highbridge Specialty Loan Institutional
Holdings Limited
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







HPS Specialty Loan Sector D Investment
Fund, L.P
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Highbridge Aiguilles Rouges Sector A
Investment Fund, L.P
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Highbridge Principal Strategies - 
Specialty Loan Institutional Fund III, 
L.P
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Highbridge Principal Strategies - 
Specialty Loan Fund III, L.P
By: Highbridge Principal Strategies, LLC its 
Investment Manager




By: /s/ Jeffery Fitts_____
Name:     Jeffery Fitts
Title:    Managing Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







FIFTH STREET STATION LLC, on behalf
of itself and the funds it manages


By: /s/ Sean Meeker_____
Name: Sean Meeker
Title:   Director 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







GOLDMAN SACHS ASSET
MANAGEMENT, L.P., on behalf of its
participating funds and accounts listed on
Schedule A


By: /s/ Jean Joseph    __
Name: Jean Joseph
Title:   Managing Director


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Schedule A
[On file with the Administrative Agent]


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Wingspan Master Fund, LP
By: Wingspan GP, LLC, its General 
Partner




By: /s/ Brendan Driscoll_____
Name:     Brendan Driscoll
Title:    COO/CFO 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Third Point Offshore Master Fund L.P.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Third Point Partners L.P.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Third Point Ultra Master Fund L.P.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Third Point Partners Qualified L.P.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Third Point Reinsurance Company Ltd.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Third Point Reinsurance USA Ltd.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Lyxor/ Third Point Fund Ltd.


By: /s/ James P. Gallagher_____
Name: James P. Gallagher
Title:   CAO


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Raging Capital Master Fund, Ltd.


By: /s/ Allan J. Young_____
Name: Allan J. Young
Title:   Managing Partner


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Kayne Energy Credit Opportunities, LP




By: Kayne Anderson Capital Advisors, 
L.P., as general partner


By: /s/ Michael O’Neil _____
Name: Michael O’Neil
Title:  Chief Compliance Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Kayne Anderson Capital Income Partners
(QP), L.P.


By: Kayne Anderson Capital Advisors, 
L.P., as general partner


By: /s/ Michael O’Neil _____
Name: Michael O’Neil
Title:  Chief Compliance Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Kayne Anderson Capital Income Partners, L.P.


By: Kayne Anderson Capital Advisors, 
L.P., as general partner


By: /s/ Michael O’Neil _____
Name: Michael O’Neil
Title:  Chief Compliance Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Young Men’s Christian Association 
Retirement Fund


By: Kayne Anderson Capital Advisors, 
L.P., as investment manager


By: /s/ Michael O’Neil _____
Name: Michael O’Neil
Title:  Chief Compliance Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


Kaiser Foundation Hospitals


By: Kayne Anderson Capital Advisors, 
L.P., as investment manager


By: /s/ Michael O’Neil _____
Name: Michael O’Neil
Title:  Chief Compliance Officer


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


CVC Credit Partners Global Special
Situations Holdings, L.P. 




By: /s/ Jennifer Patrickakos _____
Name: Jennifer Patrickakos
Title:  Managing Director


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


CVC European Credit Opportunities (No.
8) S.a.r.l 




By: /s/ Jennifer Patrickakos _____
Name: Jennifer Patrickakos
Title:  Managing Director


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


CVC Global Credit Opportunities Master
Fund, L.P




By: /s/ Jennifer Patrickakos _____
Name: Jennifer Patrickakos
Title:  Managing Director


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LENDER:


CVC EUROPEAN CREDIT
OPPORTUNITIES S.A.R.L ACTING IN 
RESPECT OF ITS COMPARTMENT A




By: /s/ Jennifer Patrickakos _____
Name: Jennifer Patrickakos
Title:  Managing Director


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Indiana University 




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset High Yield Credit Energy
Portfolio, LLC 




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Opportunistic Value 
Portfolio, L.L.C.




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







1199 SEIU Health Care Employees
Pension Fund




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Allegheny Technologies Incorporated
Master Pension Trust




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Ascension Alpha Fund, LLC




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Ascension Health Master Pension Trust




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







California State Teacher’s Retirement
System




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Consulting Group Capital Markets High
Yield Investments




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Diageo Pension Trust LTD.




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Employees’ Retirement System of the 
State of Rhode Island




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Guidestone Funds Global Bond Fund




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







International Union, UAW - Strike Trust




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







International Union, UAW Master
Pension Trust




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







John Hancock Fund II Floating Rate
Income Fund




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







John Hancock Fund II High Yield Fund






By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







John Hancock Variable Insurance Trust
- High Yield Trust 




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Kaiser Foundation Hospitals




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Kaiser Permanente Group Trust




By: /s/ Joanne Dy______
Name: Joanne Dy
Title:  Authorized Signatory 


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Kern County Employees’ Retirement 
Association’






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LEGG MASON IF WESTERN ASSET 
GLOBAL MULTI STRATEGY BOND
FUND






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Partners Variable Income
Trust - Legg Mason Western Asset
Variable Global High Yield Bond
Portfolio






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Western Asset Global Credit
Absolute Return Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Western Asset Global High
Yield Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Western Asset Global Multi-
Strategy Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Western Asset Senior Loans
Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Western Asset US High
Yield Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







LMP Corporate Loan Fund, Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Southern California Edison Company
Retirement Plan Trust






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Stichting Pensionfonds DSM Nederland






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







The Walt Disney Company Retirement
Plan Master Trust






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Bank Loan (Multi-
Currency) Master Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Bank Loan (Offshore)
Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Credit Opportunities
Portfolio, L.L.C.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Floating Rate High Income 
Fund, LLC






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Global High Income Fund
Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Global High Yield Bond
Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Global Multi-Sector,
L.L.C.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Global Partners Income 
Fund Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset High Income Fund II Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset High Income Opportunity
Fund Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset High Yield Defined
Opportunity Fund Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset High Yield Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Funds, Inc. - Western
Asset Macro Opportunities Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Managed High Income
Fund Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Middle Market Debt Fund
Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Middle Market Income
Fund Inc.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Opportunistic $ Dollar 
High Yield Securities Portfolio, LLC






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Premier Bond Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Short Duration High
Income Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset Short-Dated High Yield
Master Fund, Ltd.






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset U.S. Strategic US Dollar High
Yield Portfolio LLC






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Western Asset U.S. Bank Loan (Offshore)
Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Advanced Series Trust AST Academic
Strategies Asset Allocation Portfolio






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Employees’ Retirement System of the
State of Hawaii






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







European Multi-Sector Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Internationale Kapitalanlagegesellschaft 
mbh






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







John Lewis Partnership Pensions Trust






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







General Electric Pension Trust






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Oklahoma Tobacco Settlement
Endowment Trust






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory






[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Blue Cross Blue Shield of Michigan
Mutual Insurance Company






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Qualified Investor Fund (II)
plc






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Western Asset Diversified
Strategic Income Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







MultiMix Wholesale Diversified Fixed
Interest Trust






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory


[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Vantagepoint Funds High Yield Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory




[Signature Page - Fourth Amendment to Restructuring Support Agreement]







Legg Mason Partners Income Trust - 
Western Asset Global High Yield Bond 
Fund






By:    /s/ Joanne Dy____________________


Name:     Joanne Dy
Title:    Authorized Signatory






[Signature Page - Fourth Amendment to Restructuring Support Agreement]