X0202 4 2005-11-01 0001330849 HERCULES OFFSHORE, INC. HERO 0001230117 BATES THOMAS R JR 11 GREENWAY PLAZA, SUITE 2950 HOUSTON TX 77046 1 0 0 0 Membership Interests 2005-11-01 5 J 0 39322 D 0 I See footnote Common Stock, par value $0.01 per share 2005-11-01 5 J 0 13762700 A 13762700 I See footnote Common Stock, par value $0.01 per share 2005-11-01 4 S 0 2751863 20.00 D 11010837 I See footnote 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. Each of these transactions is exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to, without limitation, Rule 16b-7. Consists of the membership interests owned by LR Hercules Holdings, LP. Mr. Bates is a member of LR2 GP, LLC, which controls the investment decisions of LR Hercules Holdings, LP. Mr. Bates disclaims ownership of the membership interests held by LR Hercules Holdings, LP except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Bates is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. /s/ Steven A. Manz, attorney-in-fact 2005-11-03