SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
PICKENS BOONE

(Last) (First) (Middle)
8117 PRESTON ROAD
SUITE 260W

(Street)
DALLAS TX 75225

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EXCO RESOURCES INC [ XCO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.001 per share 02/14/2006 J(1) 388,889 A (1) 388,889 I By BP EXCO Holdings LP(2)
Common Stock, par value $0.001 per share 12,804,833 I By BP EXCO Holdings II LP(3)
Common Stock, par value $0.001 per share 133,400 I By Madeleine Pickens, spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Right to Acquire Common Stock (1) 02/14/2006 J(1) 150,000(1) (1) (1) Common Stock 388,889 (1) 0 I By BP EXCO Holdings LP(2)
1. Name and Address of Reporting Person*
PICKENS BOONE

(Last) (First) (Middle)
8117 PRESTON ROAD
SUITE 260W

(Street)
DALLAS TX 75225

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BP EXCO Holdings II LP

(Last) (First) (Middle)
8117 PRESTON ROAD
SUITE 260W

(Street)
DALLAS TX 75225

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BP EXCO Holdings LP

(Last) (First) (Middle)
8117 PRESTON ROAD
SUITE 260W

(Street)
DALLAS TX 75225

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BP EXCO Holdings GP, LLC

(Last) (First) (Middle)
8117 PRESTON ROAD
SUITE 260W

(Street)
DALLAS TX 75225

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. BP EXCO Holdings LP owned preferred stock issued by an affiliate of the issuer. This preferred stock was redeemed by the affiliate of the issuer on February 14, 2006 for $158.75 million cash plus a redemption premium of 388,889 shares of the issuer's common stock. For purposes of calculating the redemption premium, the issuer's common stock was valued at $12 per share in accordance with the redemption terms of the preferred stock.
2. Mr. Pickens is the sole member of BP EXCO Holdings GP, LLC, the general partner of BP EXCO Holdings LP.
3. Mr. Pickens is the sole member of BP EXCO Holdings GP, LLC, the general partner of BP EXCO Holdings II LP.
Remarks:
/s/ Boone Pickens 02/16/2006
/s/ Boone Pickens, as sole member of the general partner of BP EXCO Holdings II LP 02/16/2006
/s/ Boone Pickens, as sole member of BP EXCO Holdings GP, LLC 02/16/2006
/s/ Boone Pickens, as sole member of the general partner of BP EXCO Holdings L.P. 02/16/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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