orig_21418.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

Ocean Rig UDW Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

G66964118**

(CUSIP Number)

December 31, 2017

(Date of Event which Requires Filing of this Statement)

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

[X] Rule 13d-1(b)

[ ] 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 Instructions).

CUSIP No.: G66964118**


1	NAME OF REPORTING PERSON Canyon Capital Advisors LLC I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 95-4688436
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ]
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 7,073,321
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER 7,073,321
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,073,321
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.83%
12	TYPE OF REPORTING PERSON IA

CUSIP No.: G66964118**


1	NAME OF REPORTING PERSON Mitchell R. Julis I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ]
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
		6	SHARED VOTING POWER 7,073,321
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER 7,073,321
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,073,321
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.83%
12	TYPE OF REPORTING PERSON IN

CUSIP No.: G66964118**


1	NAME OF REPORTING PERSON Joshua S. Friedman I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ]
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
		6	SHARED VOTING POWER 7,073,321
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER 7,073,321
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,073,321
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.83%
12	TYPE OF REPORTING PERSON IN

CUSIP No.: G66964118**

ITEM 1(a).	NAME OF ISSUER: Ocean Rig UDW Inc
ITEM 1(b).	ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 3rd Floor Flagship Building Harbour Drive Grand Cayman Cayman Islands
ITEM 2(a).	NAME OF PERSON FILING: This Schedule 13G is being filed on behalf of the following persons: Canyon Capital Advisors LLC ("CCA") Mitchell R. Julis Joshua S. Friedman CCA is the investment advisor, direct or indirect, to the following persons: (i) Canyon Value Realization Fund, L.P. ("VRF") (ii) The Canyon Value Realization Master Fund (Cayman), L.P. ("CVRF") (iii) Canyon Value Realization Fund MAC 18, Ltd. ("CVRFM") (iv) Canyon Balanced Master Fund, Ltd. ("CBEF") (v) Canyon-GRF Master Fund II, L.P. ("GRF2") (vi) Canyon Distressed Opportunity Master Fund II, L.P. ("CDOF2016") (vii) Canyon Blue Credit Investment Fund, L.P. ("Canyon Blue") (viii) Canyon-SL Value Fund, L.P. ("CSLV") (ix) Canyon-ASP Fund, L.P. ("CASP2") (x) EP Canyon Ltd. ("PERMIO") (xi) Canyon Distressed Opportunity Investing Fund II, L.P. ("KDOF2") (xii) Canyon NZ-DOF Investing, L.P. ("NZ-TRADING") Attached as Exhibit A is a copy of an agreement among the persons filing (as specified hereinabove) that this Schedule 13G is being filed on behalf of each of them.
ITEM 2(b).	ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The principal business office of the persons comprising the group filing this Schedule 13G is located at 2000 Avenue of the Stars, 11th Floor, Los Angeles, CA 90067
ITEM 2(c).	CITIZENSHIP: Canyon Capital Advisors LLC - Delaware Mitchell R. Julis - United States Joshua S. Friedman - United States VRF: a Delaware limited partnership CVRF: a Cayman Islands exempted limited partnership CVRFM: a Cayman Islands corporation CBEF: a Cayman Islands corporation GRF2: a Cayman Islands exempted limited partnership CDOF2016: a Cayman Islands exempted limited partnership Canyon Blue: a Delaware limited partnership CSLV: a Delaware limited partnership CASP2: a Cayman Islands exempted limited partnership PERMIO: a British Virgin Islands Company KDOF2: a Cayman Islands exempted limited partnership NZ-TRADING: a Delaware limited partnership
ITEM 2(d).	TITLE OF CLASS OF SECURITIES: Common Stock
ITEM 2(e).	CUSIP NUMBER: G66964118**
ITEM 3.	IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 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. 78c);
	(b) [ ]	Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c) [ ]	Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d) [ ]	Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
	(e) [X]	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) [ ]	Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:

ITEM 4.	OWNERSHIP
	(a) Amount beneficially owned:
	7,073,321
	(b) Percent of class:
	7.83%
	(c) Number of shares as to which the person has:
	(i) sole power to vote or to direct the vote:
	7,073,321
	(ii) shared power to vote or to direct the vote:
	7,073,321
	(iii) sole power to dispose or direct the disposition of:
	7,073,321
	(iv) shared power to dispose or to direct the disposition of:
	7,073,321
ITEM 5.	OWNERSHIP OF FIVE PERCENT 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 FIVE PERCENT ON BEHALF OF ANOTHER PERSON: CCA is an investment advisor to various managed accounts, including VRF, CVRF, CVRFM, CBEF, GRF2, CDOF2016, Canyon Blue, CSLV, CASP2, PERMIO, KDOF2, and NZ-TRADING, with the right to receive, or the power to direct the receipt, of dividends from, or the proceeds from the sale of the securities held by, such managed accounts. Messrs. Julis and Friedman control entities which own 100% of CCA.
ITEM 7.	IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: Not Applicable.
ITEM 8.	IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: Not Applicable.
ITEM 9.	NOTICE OF DISSOLUTION OF GROUP: Not Applicable.
ITEM 10.	CERTIFICATION: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

CUSIP No.: G66964118**

SIGNATURE

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

February 14 2018

Canyon Capital Advisors LLC

By:

/s/ Doug Anderson

Name:

Doug Anderson

Title:

Chief Compliance Officer

February 14 2018

Mitchell R. Julis

By:

/s/ Mitchell R. Julis

Name:

Mitchell R. Julis

Title:

February 14 2018

Joshua S. Friedman

By:

/s/ Joshua S. Friedman

Name:

Joshua S. Friedman

Title:

Attention — Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).

CUSIP No.: G66964118**

EXHIBIT A

AGREEMENT REGARDING JOINT FILING

The undersigned hereby agree and consent to the joint filing on their behalf of this amendment to Schedule 13G in connection with their beneficial ownership of the common stock of Ocean Rig UDW Inc.
Dated: February 14, 2018

CANYON CAPITAL ADVISORS LLC,
a Delaware limited liability company

By: /s/ Doug Anderson
Name: Doug Anderson
Title: Chief Compliance Officer

JOSHUA S. FRIEDMAN
/s/ Joshua S. Friedman

MITCHELL R. JULIS
/s/ Mitchell R. Julis

CUSIP No.: G66964118**

** The Ordinary Shares have no CUSIP number. The CINS number for the Ordinary Shares is G66964118.