|
[_]
|
Rule 13d-1(b)
|
|
|
|
|
[X]
|
Rule 13d-1(c)
|
|
|
|
|
[_]
|
Rule 13d-1(d)
|
|
|
|
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SPO Partners II, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
4,332,749 (1)
|
6.
|
Shared Voting Power
0
|
|
7.
|
Sole Dispositive Power
4,332,749 (1)
|
|
8.
|
Shared Dispositive Power
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,332,749
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.6%
|
12.
|
Type of Reporting Person (See Instructions)
(PN)
|
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SPO Advisory Partners, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
4,332,749 (1)(2)
|
6.
|
Shared Voting Power
0
|
|
7.
|
Sole Dispositive Power
4,332,749 (1)(2)
|
|
8.
|
Shared Dispositive Power
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,332,749
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.6%
|
12.
|
Type of Reporting Person (See Instructions)
(PN)
|
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
San Francisco Partners, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
California
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
223,700 (1)
|
6.
|
Shared Voting Power
0
|
|
7.
|
Sole Dispositive Power
223,700 (1)
|
|
8.
|
Shared Dispositive Power
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
223,700
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.2%
|
12.
|
Type of Reporting Person (See Instructions)
(PN)
|
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SF Advisory Partners, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
223,700 (1)(2)
|
6.
|
Shared Voting Power
0
|
|
7.
|
Sole Dispositive Power
223,700 (1)(2)
|
|
8.
|
Shared Dispositive Power
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
223,700
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.2%
|
12.
|
Type of Reporting Person (See Instructions)
(PN)
|
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SPO Advisory Corp.
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
4,556,449 (1)(2)
|
6.
|
Shared Voting Power
0
|
|
7.
|
Sole Dispositive Power
4,556,449 (1)(2)
|
|
8.
|
Shared Dispositive Power
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,556,449
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.9%
|
12.
|
Type of Reporting Person (See Instructions)
(CO)
|
(1)
|
Solely in its capacity as the sole general partner of SPO Advisory Partners, L.P. with respect to 4,332,749 of such shares, and solely in its capacity as the sole general partner of SF Advisory Partners, L.P. with respect to 223,700 of such shares. |
(2) | Power is exercised through its two controlling persons, John H. Scully and Edward H. McDermott. |
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
John H. Scully
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
USA
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
13,700 (1)
|
6.
|
Shared Voting Power
4,556,449 (2)
|
|
7.
|
Sole Dispositive Power
13,700 (1)
|
|
8.
|
Shared Dispositive Power
4,556,449 (2)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,570,149
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.9%
|
12.
|
Type of Reporting Person (See Instructions)
(IN)
|
(1) | These shares are held in Mr. Scully’s Individual Retirement Accounts, which are self-directed. |
(2)
|
These shares may be deemed to be beneficially owned by Mr. Scully solely in his capacity as one of two controlling persons of SPO Advisory Corp.
|
CUSIP No. 674215108
|
1.
|
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Edward H. McDermott
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
USA
|
Number of
Shares Beneficially Owned by Each Reporting Person With: |
5.
|
Sole Voting Power
600 (1)
|
6.
|
Shared Voting Power
4,556,449 (2)
|
|
7.
|
Sole Dispositive Power
600 (1)
|
|
8.
|
Shared Dispositive Power
4,556,449 (2)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,557,049
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [_]
|
11.
|
Percent of Class Represented by Amount in Row (9)
4.9%
|
12.
|
Type of Reporting Person (See Instructions)
(IN)
|
(1) | These shares are held in Mr. McDermott’s Individual Retirement Accounts, which are self-directed. |
(2) | These shares may be deemed to be beneficially owned by Mr. McDermott solely in his capacity as one of two controlling persons of SPO Advisory Corp. |
Item 1.
|
(a)
|
Name of Issuer
Oasis Petroleum Inc.
|
|
(b)
|
Address of Issuer’s Principal Executive Offices
1001 Fannin Street, Suite 1500
Houston, Texas 77002
|
Item 2.
|
(a)
|
Name of Person Filing
SPO Partners II, L.P., a Delaware limited partnership (“SPO”), SPO Advisory Partners, L.P., a Delaware limited partnership (“SPO Advisory Partners”), San Francisco Partners, L.P., a California limited partnership (“SFP”), SF Advisory Partners, L.P., a Delaware limited partnership (“SF Advisory Partners”), SPO Advisory Corp., a Delaware corporation (“SPO Advisory Corp.”), John H. Scully (“JHS”) and Edward H. McDermott (“EHM”). SPO, SPO Advisory Partners, SFP, SF Advisory Partners, SPO Advisory Corp, JHS and EHM are sometimes hereinafter referred to as the “Reporting Persons.”
The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Act”), although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists.
The Original 13G, as amended, listed William E. Oberndorf (“WEO”) as a “Reporting Person.” As of March 31, 2012, WEO was no longer a controlling person of SPO Advisory Corp. As a result, WEO is no longer a “Reporting Person” for all purposes under this Amendment and the Original 13G.
All references to WEO in Items 2(b)-(c) are hereby deleted in their entirety.
|
Item 4.
|
Ownership.
|
(b)
|
(a)
|
(c)(i)
|
(c)(ii)
|
(c)(iii)
|
(c)(iv)
|
|||||||||||||||||||
Common Shares | ||||||||||||||||||||||||
Voting Power
|
Disposition Power
|
|||||||||||||||||||||||
Reporting Persons
|
Percent of Class
|
Beneficially Owned
|
Sole
|
Shared
|
Sole
|
Shared
|
||||||||||||||||||
SPO Partners II, L.P.
|
4.6 | % | 4,332,749 | 4,332,749 | 0 | 4,332,749 | 0 | |||||||||||||||||
SPO Advisory Partners, L.P.
|
4.6 | % | 4,332,749 | 4,332,749 | 0 | 4,332,749 | 0 | |||||||||||||||||
San Francisco Partners, L.P.
|
0.2 | % | 223,700 | 223,700 | 0 | 223,700 | 0 | |||||||||||||||||
SF Advisory Partners, L.P.
|
0.2 | % | 223,700 | 223,700 | 0 | 223,700 | 0 | |||||||||||||||||
SPO Advisory Corp.
|
4.9 | % | 4,556,449 | 4,556,449 | 0 | 4,556,449 | 0 | |||||||||||||||||
John H. Scully
|
4.9 | % | 4,570,149 | 13,700 | 4,556,449 | 13,700 | 4,556,449 | |||||||||||||||||
Edward H. McDermott
|
4.9 | % | 4,557,049 | 600 | 4,556,449 | 600 | 4,556,449 |
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
Item 10.
|
Certification.
|
|
December 4, 2012
|
|
Date
|
|
|
|
|
|
/s/ Kim M. Silva
|
|
Signature
|
|
|
|
|
|
Kim M. Silva
|
|
Attorney-in-fact for:
SPO Partners II, L.P. (1) SPO Advisory Partners, L.P. (1) San Francisco Partners, L.P. (1) SF Advisory Partners, L.P. (1) SPO Advisory Corp. (1) John H. Scully (1) Edward H. McDermott (1) |
(1)
|
A Power of Attorney authorizing Kim M. Silva to act on behalf of this person or entity has been previously filed with the
Securities and Exchange Commission.
|
Exhibit
|
Document Description
|
|
|
A
|
Agreement Pursuant to Rule 13d-1(k)
|
B | Power of Attorney (Previously Filed) |