SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

ENERGY XXI (BERMUDA) LIMITED

(Name of Issuer)

Common Stock, par value $0.005 per share

(Title of Class of Securities)

G10082140

(CUSIP Number)

September 30, 2014

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. G10082140

1.	Names of reporting persons. Hayman Capital Management, 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     4,770,800
		6.	Shared voting power     0
		7.	Sole dispositive power     4,770,800
		8.	Shared dispositive power     0
9.	Aggregate amount beneficially owned by each reporting person     4,770,800
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨
11.	Percent of class represented by amount in Row (9)     5.08%
12.	Type of reporting person (see instructions)     PN

CUSIP No. G10082140

1.	Names of reporting persons. Hayman Investments, L.L.C.
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     Texas
Number of shares beneficially owned by each reporting person with:		5.	Sole voting power     4,770,800
		6.	Shared voting power     0
		7.	Sole dispositive power     4,770,800
		8.	Shared dispositive power     0
9.	Aggregate amount beneficially owned by each reporting person     4,770,800
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨
11.	Percent of class represented by amount in Row (9)     5.08%
12.	Type of reporting person (see instructions)     OO/HC

CUSIP No. G10082140

1.	Names of reporting persons. J. Kyle Bass
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     United States
Number of shares beneficially owned by each reporting person with:		5.	Sole voting power     4,770,800
		6.	Shared voting power     0
		7.	Sole dispositive power     4,770,800
		8.	Shared dispositive power     0
9.	Aggregate amount beneficially owned by each reporting person     4,770,800
10.	Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨
11.	Percent of class represented by amount in Row (9)     5.08%
12.	Type of reporting person (see instructions)     IN/HC

Item 1.

(a) Name of Issuer

Energy XXI (Bermuda) Limited

(b) Address of Issuer’s Principal Executive Offices

Canon’s Court, 22 Victoria Street, PO Box HM 1179, Hamilton HM EX, Bermuda

Item 2.

(a) Name of Person Filing

This statement is jointly filed by and on behalf of each of Hayman Capital Management, L.P., Hayman Investments, L.L.C., and J. Kyle Bass. Hayman Capital Management acts as an investment adviser to, and manages investment and trading accounts of, other persons, including Hayman Capital Master Fund, L.P. Hayman Capital Management may be deemed, through investment advisory contracts or otherwise, to beneficially own securities owned by other persons, including Hayman Capital Master Fund. Hayman Investments is the general partner of Hayman Capital Management and may be deemed to control Hayman Capital Management and beneficially own securities owned by Hayman Capital Management. Mr. Bass is the managing member of Hayman Investments and may be deemed to control Hayman Investments and beneficially own securities owned by Hayman Investments.

Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.

Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any syndicate or group with respect to the issuer or any securities of the issuer.

(b) Address of Principal Business Office or, if none, Residence

The address of the principal business office of each reporting person is 2101 Cedar Springs Road, Suite 1400, Dallas, Texas 75201.

(c) Citizenship

See Item 4 on the cover page(s) hereto.

(d) Title of Class of Securities

Common Stock

(e) CUSIP Number

G10082140

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is:

(a)	¨	A Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
(b)	¨	A Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	¨	An insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	¨	An investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	¨	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)	¨	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)	¨	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
(h)	¨	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	¨	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	¨	A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
(k)	¨	A group, in accordance with §240.13d-1(b)(1)(ii)(K).

Item 4. Ownership.

(a) Amount beneficially owned:

See Item 9 on the cover page(s) hereto.

(b) Percent of class:

See Item 11 on the cover page(s) hereto.

(c) Number of shares as to which such person has:

(i) Sole power to vote or to direct the vote:

See Item 5 on the cover page(s) hereto.

(ii) Shared power to vote or to direct the vote:

See Item 6 on the cover page(s) hereto.

(iii) Sole power to dispose or to direct the disposition of:

See Item 7 on the cover page(s) hereto.

(iv) Shared power to dispose or to direct the disposition of:

See Item 8 on the cover page(s) hereto.

Item 5. Ownership of 5% or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ¨.

Item 6. Ownership of More than 5 Percent on Behalf of Another Person

Not Applicable

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not Applicable

Item 8. Identification and Classification of Members of the Group

Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any syndicate or group with respect to the issuer or any securities of the issuer.

Item 9. Notice of Dissolution of Group

Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any syndicate or group with respect to the issuer or any securities of the issuer.

Item 10. Certifications

By signing below each signatory certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Date: October 7, 2014	Hayman Capital Management, L.P.
	By:	Hayman Investments, L.L.C.,
		its General Partner
	By:	/s/ Christopher E. Kirkpatrick
	Name:	Christopher E. Kirkpatrick
	Title:	Authorized Signatory
	Hayman Investments, L.L.C.
	By:	/s/ Christopher E. Kirkpatrick
	Name:	Christopher E. Kirkpatrick
	Title:	Authorized Signatory
	J. Kyle Bass
	By:	/s/ J. Kyle Bass
	Name:	J. Kyle Bass

EXHIBIT INDEX

Exhibit	Description of Exhibit
99.1	Joint Filing Agreement

EX-99.1

EXHIBIT 99.1

JOINT FILING AGREEMENT

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.

IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused this agreement to be executed and effective as of the date first written above.

Date: October 7, 2014	Hayman Capital Management, L.P.
	By:	Hayman Investments, L.L.C.
	Its:	General Partner
	By:	/s/ Christopher E. Kirkpatrick
	Name:	Christopher E. Kirkpatrick
	Title:	General Counsel
	Hayman Investments, L.L.C.
	By:	/s/ Christopher E. Kirkpatrick
	Name:	Christopher E. Kirkpatrick
	Title:	General Counsel
	J. Kyle Bass
	By:	/s/ J. Kyle Bass
	Name:	J. Kyle Bass