X0306 4 2016-01-01 0 0001486159 Oasis Petroleum Inc. OAS 0000919468 SPO ADVISORY CORP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001252456 SPO ADVISORY PARTNERS LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0000948279 SF ADVISORY PARTNERS LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001046206 SPO PARTNERS II LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001252458 SAN FRANCISCO PARTNERS LP 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001202553 SCULLY JOHN H 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 0001252462 WEINBERG ELI J 591 REDWOOD HIGHWAY, SUITE 3215 MILL VALLEY CA 94941 0 0 1 0 Common Stock 2016-01-01 4 J 0 311743 0.00 D 19913026 I See Footnotes This form is being filed as part of an in-kind distribution that occurred on January 1, 2016 in which 311,743 shares were distributed from SPO Partners II, L.P. ("SPO Partners"). As a result of the transaction which caused this filing 18,604,626 shares of the issuer's common stock are owned directly by SPO Partners and may be deemed to be indirectly owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp"), the sole general partner of SPO Advisory, and (iii) John H. Scully ("JHS") and Eli J. Weinberg ("EJW"), the two controlling persons of SPO Corp. Additionally 1,308,400 shares are owned directly by San Francisco Partners, L.P. ("SF Partners"), and may be deemed to be indirectly beneficially owned by (i) SF Advisory Partners ("SF Advisory"), the sole general partner of SF Partners, (ii) SPO Corp., the sole general partner of SF Advisory, and (iii) JHS and EJW, the two controlling persons of SPO Corp. Additionally, following the transaction which caused this filing, Phoebe Snow Foundation ("PSF") owns 198,600 shares of the issuer's common stock and Scully Memorial Foundation ("SMF") owns 698,000 shares of the issuer's common stock. These shares may be deemed to be beneficially owned by JHS solely in his capacity as a controlling person, director and executive officer of PSF and SMF, respectively. Additionally, 1,842 shares are owned directly by Ian R. McGuire. The individuals and entities listed in the notes above (each a "Reporting Person")may be deemed to form a "group", as such term is defined in rule 13d-5(b)(1) pomulgated under the Securities Exchange Act of 1934, for purposes of this filing. This filing shall not be deemed as an admission by any Reporting Person that such Person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such person's pecuniary interest, if any, therein. Kim M. Silva, Attorney-in-Fact 2016-01-05