X0303 4/A 2010-06-16 2010-06-17 0 0001364541 EAGLE ROCK ENERGY PARTNERS L P EROC 0001452833 Wood Jeffrey P. EAGLE ROCK ENERGY PARTNERS, L.P. P.O. BOX 2968 HOUSTON TX 77252 0 1 0 0 SVP and Chief Financial Office Common Units Representing Limited Partner Interest 2010-06-16 4 X 0 25290 2.50 A 170925 D Warrants 6.00 2010-06-16 4 X 0 25290 2.50 A 2010-08-15 2012-05-15 Common Units 0 25290 D This amendment is being filed to reflect Mr. Wood's purchase of an additional 2,177 common units in respect of the fulfillment of certain over-subscription rights exercised by Mr. Wood in the rights offering. The pro-ration calculations related to over-subscription rights were not made by the subscription agent until after the close of the rights offering on June 30, 2010. On July 16, 2010, Mr. Wood was informed that he would receive the additional 2,177 common units. Represents the exercise price of each subscription right which entitled the holder to acquire, for $2.50 in cash, (i) one common unit and (ii) one warrant to purchase an additional common unit for $6.00 on the dates specified in Footnote 5. Each Warrant entitles the holder to acquire, for $6.00 in cash, one common unit on the dates specified in Footnote 5. This amendment is being filed to reflect Mr. Wood's purchase of an additional 2,177 warrants in respect of the fulfillment of certain over-subscription rights exercised by Mr. Wood in the rights offering. The pro-ration calculations related to over-subscription rights were not made by the subscription agent until after the close of the rights offering on June 30, 2010. On July 16, 2010, Mr. Wood was informed that he would receive the additional 2,177 warrants. Warrants are only exercisable on each of August 15, 2010, November 15, 2010, March 15, 2011, May 15, 2011, August 15, 2011, November 15, 2011, March 15, 2012 and May 15, 2012. The warrants started trading on July 9, 2010 and will be freely tradeable until May 15, 2012. The reporting person is Senior Vice President and Chief Financial Officer of Eagle Rock Energy G&P, LLC, the general partner of Eagle Rock Energy GP, L.P., the general partner of registrant. /s/ Charles C. Boettcher, Attorney-In-Fact 2010-07-16