SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* KERN Energy Partners GP III LP (Last) (First) (Middle) 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/16/2009	3. Issuer Name and Ticker or Trading Symbol Cobalt International Energy, Inc. [ (CIE) ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value	32,035,093	I	See Footnotes(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* KERN Energy Partners GP III LP (Last) (First) (Middle) 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (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* KERN Energy Partners Management Ltd. (Last) (First) (Middle) 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (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* KERN Energy Partners Management II Ltd. (Last) (First) (Middle) 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (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* KERN Energy Partners Management III Ltd. (Last) (First) (Middle) 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (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* KERN Partners Ltd. (Last) (First) (Middle) 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (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* Karkkainen Pentti (Last) (First) (Middle) C/O KERN PARTNERS LTD. 200 DOLL BLOCK, 116 - 8TH AVENUE S.E. (Street) CALGARY A0 T2G 0K6 (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* Board of Trustees of The Leland Stanford Junior University (Last) (First) (Middle) 2770 SAND HILL ROAD (Street) MENLO PARK CA 94025 (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* CAISSE DE DEPOT ET PLACEMENT DU QUEBEC (Last) (First) (Middle) 1000 PLACE JEAN-PAUL RIOPELLE (Street) MONTREAL A8 H2Z2B3 (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. For text of Footnote 1, see Exhibit 99.1.

2. For text of Footnote 2, see Exhibit 99.1.

3. For text of Footnote 3, see Exhibit 99.1.

4. For text of Footnote 4, see Exhibit 99.1.

Remarks:

Other Reporting Persons Include: KERN Cobalt Group Management Ltd. KERN Energy Partners I LP KERN Energy Partners II LP KERN Energy Partners III LP KERN Cobalt Co-Invest V LP KERN Energy Partners I U.S LP KERN Energy Partners II U.S LP KERN Energy Partners III U.S LP KERN Cobalt Group V LLC KERN Energy Partners GP III LP KERN Energy Partners Management Ltd. KERN Energy Partners Management II Ltd. KERN Energy Partners Management III Ltd. KERN Partners Ltd. Pentti Karkkainen each such Reporting Person with an address of 200 Doll Block, 116 - 8th Avenue S.E. Calgary, Alberta, Canada T2G OK6 The Board of Trustees of the Leland Stanford Junior University 2770 Sand Hill Road Menlo Park, CA 94025 Caisse de depot et placement du Quebec 1000 place Jean-Paul-Riopelle Montreal, Quebec, Canada H2Z 2B3

	See Exhibit 99.2	12/16/2009
	** Signature of Reporting Person	Date
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