X0202 4 2005-11-01 0001330849 HERCULES OFFSHORE, INC. HERO 0001281104 STILLEY RANDALL D 11 GREENWAY PLAZA, SUITE 2950 HOUSTON TX 77046 1 1 0 0 CEO and President Membership Interest 2005-11-01 5 J 0 596 D 0 D Common Stock, par value $0.01 per share 2005-11-01 5 J 0 208600 A 208600 D Common Stock, par value $0.01 per share 2005-11-01 4 P 0 10000 20.00 A 218600 D Common Stock, par value $0.01 per share 2005-11-01 4 P 0 800 20.00 A 219400 I Shares owned by Mr. Stilley's children Option to purchase Membership Interests 1000.00 2005-11-01 5 J 0 1500 0 D 2014-11-17 Membership Interests 1500 0 D Option to purchase Common Stock 2.86 2005-11-01 5 J 0 525000 0 A 2014-11-17 Common Stock, par value $0.01 per share 525000 525000 D Option to purchase Common Stock 20.00 2005-11-01 4 A 0 380000 0 A 2015-11-01 Common Stock, par value $0.01 per share 380000 380000 D On November 1, 2005, upon the conversion of Hercules Offshore, LLC from a limited liability company to a corporation named Hercules Offshore, Inc. (the "Company") the membership interests held by the reporting person were converted into shares of common stock, par value $0.01 per share, of Hercules Offshore, Inc. (the "Common Stock") on the basis of 350 shares of Common Stock per membership interest. In addition, options to purchase membership interests were converted into options to purchase shares of Common Stock based on such conversion ratio. Each of these transactions is exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to, without limitation, Rule 16b-7. The stock option became exercisable upon consummation of the Company's initial public offering. The stock option will become exercisable in four equal amounts on the date of grant and on each of the first three anniversaries of the date of grant. /s/ Steven A. Manz, attorney-in-fact 2005-11-03