Case Document 3735 Filed in TXSB on 03/02/16 Page 1 of 16

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1 Case Document 3735 Filed in TXSB on 03/02/16 Page 1 of 16 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION IN RE: Case No ATP OIL & GAS CORPORATION, CHAPTER 7 Debtor, WITH ATP PREFERRED STOCKHOLDERS UNDER BANKRUPTCY RULE 9019 THIS MOTION SEEKS AN ORDER THAT MAY ADVERSELY AFFECT YOU. IF YOU OPPOSE THE MOTION, YOU SHOULD IMMEDIATELY CONTACT THE MOVING PARTY TO RESOLVE THE DISPUTE. IF YOU AND THE MOVING PARTY CANNOT AGREE, YOU MUST FILE A RESPONSE AND SEND A COPY TO THE MOVING PARTY. YOU MUST FILE AND SERVE YOUR RESPONSE WITHIN 21 DAYS OF THE DATE THIS WAS SERVED ON YOU. YOUR RESPONSE MUST STATE WHY THE MOTION SHOULD NOT BE GRANTED. IF YOU DO NOT FILE A TIMELY RESPONSE, THE RELIEF MAY BE GRANTED WITHOUT FURTHER NOTICE TO YOU. IF YOU OPPOSE THE MOTION AND HAVE NOT REACHED AN AGREEMENT, YOU MUST ATTEND THE HEARING. UNLESS THE PARTIES AGREE OTHERWISE, THE COURT MAY CONSIDER EVIDENCE AT THE HEARING AND MAY DECIDE THE MOTION AT THE HEARING. REPRESENTED PARTIES SHOULD ACT THROUGH THEIR ATTORNEY. Rodney Tow, Trustee (the "Trustee"), hereby files this Motion to Compromise Controversy with various ATP preferred stockholders under Rule 9019 of the Federal Rules of Bankruptcy Procedure. I. SUMMARY OF RELIEF REQUESTED 1. The Trustee seeks approval of a proposed settlement reached between the Trustee and various ATP preferred stockholders in Rodney Tow, Trustee v. T. Paul Bulmahn, et al., Adversary No ; United States Bankruptcy Court for the Southern District of Texas, Houston Division. WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 1 of 12

2 Case Document 3735 Filed in TXSB on 03/02/16 Page 2 of The specific preferred stockholders (hereinafter collectively referred to as "Preferred Stockholders Group 1") the Trustee is seeking to settle with are as follows: Name Amount Bernard Selz $20, Guglielmino Fam LP c/o Bill Eckenrod, Hutchinson & Bloodgood LLP Curtis Diles and Inez Diles TTEES Diles Revocable Family Trust Thomas M. Kay The Allen Trust, William and Susan Allen TTEES Jimmie R. Bragg Joni C. Neiman Jeanne Kinney Ronald Monte Martha Townsend Martha Townsend and Howard Townsend Jaime Melgoza Jack Heilbron S. George Olson Aharon Levy Michael C. Hill Catherine Jean Jenkins John E. Buscher Joseph & Norma Sanfilippo TTEE Thomas and Connie Donthnier Gordon Hay Janice Swedlund Steve Swedlund Conrad Melton Swartz & Cynthia Anne Heise-Swartz Daniel M. Mesics D.A. Mardis, Jr. D.A. Mardis, Jr. Lois T. Mardis Family Trust, Linda A. Rognon TTEE, D.A. Mardis, Jr., TTEE, et al. $79.60 $ $1, $ $ $ $ $ $75.75 $ $ $ $ $34.09 $ $ $ $ $ $ $ $ $3, $ $ $ $ WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 2 of 12

3 Case Document 3735 Filed in TXSB on 03/02/16 Page 3 of 16 Ronald K. Rosenberg $ Douglas H. Kreszowski $ Richard James Coles and Sherri White $1, Debra K. Ciocco and Vicki L. Werkheiser $ Ira F. Kirby $ The Leon R Henry 1993 Chldrns $ Marjorie H. Capshaw FCC as Custodian $ Ricky M. Paul $ William Paul Hawker, Nichole Renee Hawker $ Lindsay G. Whitman $ Louise E. Blanchard $ Robert S. Blanchard $ Daniel A. Norman $ Charles K. Zartman $ Under the proposed settlement, the Trustee will release his claims against the Preferred Stockholders Group 1 for fifty percent of the total amount of dividends received by Preferred Stockholders Group 1 in January, April and July, The total amount of the settlement will be $38, Additionally, the Trustee is seeking an Order allowing him to settle in the future with all other ATP Preferred Stockholders for 50% of the amount received by each ATP Preferred Stockholder without further Court approval. IL JURISDICTION AND VENUE 5. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C. 157 and This is a core proceeding pursuant to 28 U.S.C. 157(b). Venue is proper before this Court pursuant to 28 U.S.C and WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 3 of 12

4 Case Document 3735 Filed in TXSB on 03/02/16 Page 4 of 16 III. ADVERSARY TO BE COMPROMISED 6. On August 17, 2012, ATP filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code. 7. On June 26, 2014, the Bankruptcy Case was converted to a Chapter 7 proceeding, and Rodney Tow was appointed Trustee for ATP. 8. On September 29, 2009, ATP issued approximately 1,400, shares of Convertible Preferred Stock ("Series A Preferred Stock"). 9. In June, 2011, ATP issued approximately 1,700, shares of 8% convertible perpetual preferred stock ("Series B Preferred Stock"). 10. The Series B Preferred Stock has terms and features which are substantially identical to the Series A Preferred Stock ATP Oil & Gas issued in 2009 (collectively, the "Preferred Stock"). According to the SEC filings created by ATP, each share of Preferred Stock is perpetual, has no voting rights, has a liquidation preference of $100, pays cumulative dividends at an annual rate of 8% payable in cash, shares of ATP' s common stock, or a combination thereof, and is convertible at any time, at the option of the holder, into shares of common stock. 11. According to the SEC filings created by ATP, there were 3,105,000 shares of 8% convertible perpetual preferred stock outstanding as of March 2, 2012 and the number of holders of preferred stock as of March 2, 2012 was According to the SEC filings created by ATP, if declared by ATP's Board of Directors, holders of the Preferred Stock would be entitled to receive cumulative dividends at the rate per annum of 8% per share on the liquidation preference thereof of $ per share of WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 4 of 12

5 Case Document 3735 Filed in TXSB on 03/02/16 Page 5 of 16 Preferred Stock (equivalent to $8.00 per annum per share), payable in cash, by delivery of shares of our common stock or through any combination of cash and shares of our common stock. 13. If declared by the ATP's Board of Directors, dividends on each share of Preferred Stock is $8.00 and is payable quarterly on each January 1, April 1, July 1 and October 1, commencing on January 1, 2010 for Series A Preferred Stock and on October 1, 2011 for Series B Preferred Stock. 14. According to the SEC filings by ATP, the company's ability to declare and pay cash dividends and make other distributions with respect to ATP' s capital stock, including the Preferred Stock, was limited by the terms of ATP's outstanding indebtedness and by applicable Texas law. 15. ATP' s Board of Directors authorized or ratified the payment of preferred stock dividend of $1.99 per share on Preferred Stock, which was to be paid on or about January 3, As of January 3, 2012, there were 3,125,000 total shares of Preferred Stock outstanding and aggregated dividends of $6,312, were paid. 16. ATP' s Board of Directors authorized or ratified the payment of preferred stock dividend of $1.99 per share on Preferred Stock, which was to be paid on or about April 1, As of April 1, 2012, there were 3,105,000 total shares of Preferred Stock outstanding and aggregated dividends of $6,178, were paid. 17. ATP's Board of Directors authorized or ratified the payment of preferred stock dividend of $1.99 per share on Preferred Stock, which was to be paid on or about July 1, As of July 1, 2012, there were 3,104,999 total shares of Preferred Stock outstanding and aggregated dividends of $6,178, were paid. WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 5 of 12

6 Case Document 3735 Filed in TXSB on 03/02/16 Page 6 of The July 1, 2012 dividend was paid within less than ninety (90) days prior to ATP filing its Chapter 11 bankruptcy case. 19. T. Paul Bulmahn was the former Chief Executive Officer and Chairman of the Board of Directors of ATP. Defendant Bulmahn was also an owner of the Preferred Stock. 20. Due to its financial struggles, ATP had initially intended on not making the July 2, 2012 dividend payment. Mr. Bulmahn disagreed with the decision not to make the dividend payment and ultimately the other Officers and Directors of ATP merely rubber-stamped Defendant Bulmahn's desires for ATP. 21. The Debtor is an entity and, therefore, the intent of Mr. Bulmahn, Chief Executive Officer and Chairman of the Board of Directors of ATP, who was responsible for the decision to make the dividend payment, is imputed upon the Debtor. 22. Through the transfer agent, American Stock Transfer & Trust Company, LLC, the dividend payments were made to Cede & Co., also known as Depository Trust Company, who held the ATP Preferred Stockholder certificates. Through a proxy system Depository Trust Company distributed the funds to the Brokerage Defendants. 23. Upon information and belief, depending on the type of Brokerage Defendant in question, those funds were either held by the Brokerage Defendants or distributed directly to the Preferred Stockholder Defendants. 24. In response, the Trustee filed the case, Rodney Tow, Trustee v. T. Paul Bulmahn, et al., Adversary No ; United States Bankruptcy Court for the Southern District of Texas, Houston Division, alleging claims against the Preferred Stockholders and the Brokerage Defendants. WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 6 of 12

7 Case Document 3735 Filed in TXSB on 03/02/16 Page 7 of The Trustee was recently provided the names and contact information of the specific Preferred Stockholders. In an effort to reach a settlement, the Trustee entered into an agreement with Preferred Stockholders Group 1 that required a return of 50% of the total amount received in exchange for a release of all claims related to the receipt of the dividends. These agreements were contingent upon Bankruptcy Court approval. The total amount that the Estate will receive from Preferred Stockholders Group 1 is $38, which represents 50% of the amount of dividends provided to Preferred Stockholders Group 1 in January, April and July, The settlement with Preferred Stockholders Group 1 is contingent upon the Court first approving the Compromise. 27. The Trustee is also seeking an order allowing the Trustee to settle with all other Preferred Stockholders for 50% of the amount each Preferred Stockholder received if said agreements can be reached with the other Preferred Stockholders. Based on the documents provided, the Trustee anticipates that there are approximately 1,000 additional Preferred Stockholders that have not received demands from the Trustee at this time. Of these 1,000 additional Preferred Stockholders, approximately 940 of them received less than $10,000 in dividends. Approximately 50 of these additional Preferred Stockholders received between $10,000 and $100,000 and approximately 10 additional Preferred Stockholders received between $100,000 and $596,740. IV. FACTORS TO CONSIDER FOR THE MERITS OF COMPROMISE 28. Pursuant to Section 105(a) of the Bankruptcy Code and Rule 9019(a) of the Bankruptcy Rules, this Court may approve a compromise or settlement agreement. WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 7 of 12

8 Case Document 3735 Filed in TXSB on 03/02/16 Page 8 of "One of the goals of Congress in fashioning the Bankruptcy Code was to encourage parties in a distress situation to work out a deal among themselves." In re Mirant Corp., 334 B.R. 800, 811 (Bankr. N.D. Tex. 2005). "Compromises are favored in bankruptcy" because they minimize litigation costs and further the parties' interest in expediting the administration of a bankruptcy case. Martin v. Martin (In re Martin), 91 F.3d 389, 393 (3d Cir. 1996) (quoting 9 COLLIER ON BANKRUPTCY [1] (15th ed. Rev. 1993)). 30. Bankruptcy Rule 9019 governs the procedural requirements to be followed before a settlement may be approved. Bankruptcy Rule 9019(a) provides in relevant part that: "[o]n motion by the trustee and after notice and a hearing, the court may approve a compromise and settlement." FED. R. BANKR. P. 9019(a). Rule 9019(a) empowers a bankruptcy court to approve compromises and settlements if they are 'fair and equitable and in the best interest of the estate."' In re Cajun Elec. Power Coop., Inc., 119 F.3d 349, 355 (5th Cir. 1997); Conn. Gen. Life Ins. Co. v. United Cos. Fin. Corp. (In re Foster Mortgage Corp.), 68 F.3d 914, 917 (5th Cir. 1995). Moreover, Bankruptcy Code Section 105(a) provides that "[t]he court may issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of this title." 11 U. S (a). 31. Approval of a proposed settlement is left to the sound discretion of the reviewing court. See, e.g., In re Hibbard Brown & Co., Inc., 217 B.R. 41, 46 (Bankr. S.D.N.Y. 1998) (noting that courts should exercise their discretion "in light of the general public policy favoring settlements."). The burden of establishing the fairness of a compromise rests on the proponent(s) of the compromise; however, a trustee is not required to present a full mini-trial or evidentiary hearing to adjudicate the issues being settled. Rather, when determining whether to approve an agreement, the Court "is not to decide the numerous questions of law and fact raised" by the WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 8 of 12

9 Case Document 3735 Filed in TXSB on 03/02/16 Page 9 of 16 compromise, but is "to canvass the issues and see whether the settlement falls below the lowest point in the range of reasonableness." ARS Brook, LLC v. Jalbert (In re ServiSense.com, Inc.), 382 F.3d 68, 72 (1st Cir. 2004); Vaughn v. Drexel Burnham Lambert Group, Inc. (In re Drexel Burnham Lambert Group, Inc.), 134 B.R. 499, 505 (Bankr. S.D.N.Y. 1991). 32. Further, in ruling on the propriety of the settlement agreement, the Court should determine whether the settlement agreement is in the best interests of the bankruptcy estate. See Conn. Gen. Life Ins. Co. v. United Cos. Fin. Corp. (In re Foster Mortgage Corp.), 68 F.3d 914, 917 (5th Cir. 1995); U.S. v. Aweco, Inc. (In re Aweco, Inc.), 725 F.2d 293, 298 (5th Cir. 1984), cert, denied, 469 U.S. 880 (1984). To make such a determination, the Court should compare the relative strengths and weaknesses of each party's claims and the probability of success for each of the parties should the claims and disputes continue to be litigated. 33. The merits of a proposed compromise should be judged under the criteria set forth in Protective Comm. for Indep. Stockholders of TMT Trailer Ferry, Inc. v. Anderson, 390 U.S. 414 (1968). TMT Trailer requires that a compromise must be "fair and equitable." 390 U.S. at 424; In re AWECO, Inc., 725 F.2d 293, 298 (5th Cir.), cert. denied, 469 U.S. 880 (1984). The terms "fair and equitable" mean that (i) senior interests are entitled to full priority over junior interests; and (ii) the settlement is reasonable in relation to the likely rewards of litigation. In re Cajun Electric Power Coop., 119 F.3d 349, 355 (5th Cir. 1997). 34. In determining whether a proposed compromise is fair and equitable, a Court should consider the following factors: (i) (ii) (iii) (iv) the probabilities of ultimate success should the claim be litigated; the complexity, expense, and likely duration of litigating the claim; the difficulties of collecting a judgment rendered from such litigation; and, all other factors relevant to a full and fair assessment of the wisdom of the compromise. WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 9 of 12

10 Case Document 3735 Filed in TXSB on 03/02/16 Page 10 of 16 TMT Trailer, 390 U.S. at 424. The Trustee believes that the proposed settlement satisfies the requirements established by the Supreme Court in TMT Trailer. V. ANALYSIS OF PROPOSED COMPROMISE 35. Probabilities of Ultimate Success. The Trustee believes the dependence on success against the Preferred Stockholders is based on the factual determination of whether there was actual intent to hinder, delay and defraud creditors. This will depend largely on a jury's interpretation of the events surrounding the transfers. 36. Complexity, Expense and Likely Duration. Discovery with the Brokerage Defendants has established that there are over one thousand Preferred Stockholders. Many of these Preferred Stockholders maintained only small amounts of the Preferred Stock and are located throughout the world. Pursuit of claims against every individual Preferred Stockholder is prohibitively expensive and complex. A reasonable settlement that avoids litigation expenses is beneficial for the estate. 37. The difficulties of collecting a judgment. Many of the Preferred Stockholders are located throughout the United States and other countries. Collection of judgments against these individuals and entities is prohibitive and time consuming. Additionally, in light of the fact that a majority of the Preferred Stockholders received less than $10,000, the costs associated with collecting these judgments may be prohibitive. VI. PRAYER 38. The Trustee therefore submits that the settlement of 50% for the amounts received by Preferred Stockholders satisfies the requirements established under Bankruptcy Rule 9019, the Supreme Court in TMT Trailer Ferry, and applicable law. In light of these considerations, WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 10 of 12

11 Case Document 3735 Filed in TXSB on 03/02/16 Page 11 of 16 the Trustee believes that the settlement of 50% for the amounts received by Preferred Stockholders falls well within the range of reasonableness, especially in light of the practical reality that "compromises are... often times desirable and wise methods of bringing to a close proceedings otherwise lengthy, complicated and costly." Rivercity v. Herpel (In re Jackson Brewing Co.), 624 F.2d 599, 602 (5th Cir. 1980) (quoting Case v. Los Angeles Lumber Prods. Co., 308 U.S. 106, 130 (1939)). Consequently, the Trustee respectfully requests that the Court grant this Motion and approve the settlement of 50% of the amounts received by Preferred Stockholders Group 1 and any future settlements of 50% entered into with other Preferred Stockholders. WHEREFORE, PREMISES CONSIDERED, Rodney Tow, Chapter 7 Trustee for the Bankruptcy Estate of ATP Oil & Gas Corporation respectfully requests that if the Court approves the settlements, that this Court then approve the proposed settlement and compromise set forth above and for such other and further relief, at law and in equity, as this Court deems just. WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 11 of 12

12 Case Document 3735 Filed in TXSB on 03/02/16 Page 12 of 16 Respectfully submitted, By: /s/ Lauren Tow TIMOTHY MICAH DORTCH Attorney In Charge State Bar No SDTX Bar No R. BRENT COOPER State Bar No SDTX Bar No CHRISTOPHER D. LINDSTROM Texas Bar No SDTX Bar No LAUREN TOW State Bar No SDTX Bar No COOPER & SCULLY, P.C. 900 Jackson Street, Suite 100 Dallas, Texas Telephone: (214) Facsimile: (214) COUNSEL FOR RODNEY TOW, TRUSTEE CERTIFICATE OF SERVICE I certify that on the 2nd day of March, 2016 a true and correct copy of the foregoing document was served by (i) the Electronic Case Filing System for the United States Bankruptcy Court for the Southern District of Texas to all parties registered to receive such service; and (ii) transmitted to the parties listed on the attached Master Service List by pursuant to the Order Establishing Notice Procedures [Dkt. 3189]. /s/ Lauren Tow LAUREN TOW WITH ATP PREFERRED STOCKHOLDERS UNDER RULE 9019 Page 12 of 12

13 Case Document 3735 Filed in TXSB on 03/02/16 Page 13 of 16 CASE NUMBER CHAP1ER 7 MASTER SERVICE LIST As of February 5, 2016 ATP Trustee Counsel to Trustee for ATP Oil & Gas Corp. Diamond McCarthy LLP Kyung S. Lee Charles M. Rubio 909 Fannin Street, 15 th Floor Houston, TX Idee@diamondmccarthy.com crubio@diamondmccarthy.com Special Counsel to Trustee for ATP Oil & Gas Corp. Cooper & Scully, P.C. 900 Jackson Street, Ste 100 Dallas, TX Brent.Cooper@cooperscully.com Micah.Dortch@cooperscully.com chris.lindstrom@cooperscully.corn lauren.towacooperscully.com Debtor Counsel to ATP Oil & Gas Corp. Mayer Brown LLP Charles Kelley Howard S Beltzer Frederick D Hyman 700 Louisiana St, Ste 3400 CKelleyAmayerbrown.com HBeltzer@mayerbrown.com FHyman@mayerbrovvn.com U.S. Trustee Assistant US Trustee for the Southern District OF Texas Nancy L Holley 515 Rusk St, Ste nancy.holleyusdoj.gov Administrative Agent for Senior Lenders and Administrative Agent for the DTP Lenders Counsel to Credit Suisse AG Cravath Swaine & Moore LLP Paul H Zumbro Katherine M. Stork Patrick Bassey Worldwide Plaza 825 Eighth Avenue New York, NY PZumbro@cravath.com pbassey@cravath.com kstork@cravath.com Counsel to Credit Suisse AG Haynes and Boone LLP Charles A Beckham Jr McKinney Ste 2100 Houston, TX Charles.Beckham@haynesboone.com Henry.Flores@haynesboone.com Kelli.Stephenson@HaynesBoone.com The Bank of New York Melon Trust Company, N.A., Indenture Trustee for the Senior Second Lien Note holders Counsel to the Bank of New York Melon Trust Company, N.A. Thompson & Knight LLP Ira L Herman Jennifer A ChristiaR 900 Third Ave, 20.1 Fl New York, NY Ira.Herman@tklaw.com Jennifer.Christian@tklaw.com

14 Case Document 3735 Filed in TXSB on 03/02/16 Page 14 of 16 CASE NUMBER CHAPTER 7 MASTER SERVICE LIST As of February 5, 2016 Counsel to the Bank of New York Melon Trust Company, N.A. Thompson & Knight LLP Rhett G Campbell Tye C Hancock 333 Clay St, Ste 3300 Rhett.CampbellAtklaw.com Tye.Hancock@tklaw.com Mitchell.Ayer@tklaw.com Bennu Oil and Gas, LLC Counsel to Bennu Oil and Gas, LLC Bingham McCutchen LLP Andrew J Gallo One Federal Street Boston, MA Andrew.Gallo@bingham.com Bureau of Ocean Energy Management Counsel to U.S. Department of Interior, Bureau of Ocean Energy Management US Department of Justice E Kathleen Shahan Victor W Zhao 1100 L Street NW Washington, D.C Kathie.Shahan@usdoj.gov Victor.W.Zhao@usdoj.gov Parties Requesting Notice Michael M. Parker, Esq. FULBRIGHT & JAWORSKI LLP 300 Convent Street, Ste 2100 San Antonio, Texas michael.parker@nortonrosefulbright,corn Steve A. Peirce, Esq. FULBRIGHT & JAWORSKI LLP 300 Convent Street, Ste 2100 San Antonio, TX steve.peirce@nortonrosefulbright.com William L. Siegel Cowles & Thompson, P.C. 901 Main Street, Ste 3900 Dallas, TX bsiegel@cowlesthompson.com Ross Spence SNOW SPENCE GREEN LLP 2929 Allen Parkway, Ste 2800 Houston, TX ross@snowspencelaw.com Adam R. Swonke Wells & Cuellar, P.C. 440 Louisiana, Ste 718 aswonke@wellscuellar.com Michael S. Etkin, Esq. Ira M. Levee, Esq. Lowenstein Sandler LLP 65 Livingston Avenue Roseland, NJ metkin@lowenstein.com Darren J. Robbins, Esq. Robert R. Henssler, Jr., Esq. Christopher D. Stewart, Esq. Robbins Geller Rudman & Dowd LLP 655 West Broadway, Ste 1900 San Diego, CA darrenr(&,rgrdlaw.corn bhenssler@rgrdlaw.com cstewarargrdlaw.com Lydia Protopapas WINSTON & STRAWN LLP 1111 Louisiana Street, 25th Floor Iprotopapas@winston.corn

15 Case Document 3735 Filed in TXSB on 03/02/16 Page 15 of 16 CASE NUMBER CHAPTER 7 MASTER SERVICE LIST As of February 5, 2016 Shawn M. Christianson, Esq. Buchalter Nemer, A Professional Corporation 55 Second Street, 17th Floor San Francisco, CA scluistianson@buchalter.com Michael K. Riordan GARDERE WYNNE SEWELL LLP 1000 Louisiana, Ste mriordan@gardere.com John P. Melko GARDERE WYNNE SEWELL LLP 1000 Louisiana, Ste jmelko@gardere.com Salvador J. Pusateri PUSATERI, BARRIOS, GUILLOT & GREENBAUM 1100 Poydras Street, Ste 2250 New Orleans, LA salvador.pusateri@pbgglaw.com Robin B. Cheatham Adams and Reese LLP 4500 One Shell Square 701 Poydras Street, Ste 4500 New Orleans, LA robin.cheathamaarlaw.com PHILIP K. JONES, JR. Liskow & Lewis One Shell Square 701 Poydras Street, Ste 5000 New Orleans, LA pkjones@liskow.com Joseph P. Hebert LISKOW & LEWIS 822 Harding Street Lafayette, LA P.O. Box Lafayette, LA jphebertaliskow.com Michael D. Rubenstein Liskow & Lewis 1001 Fannin Street, Ste 1800 mdrubenstein@diskow.com Joe Virene James J. Ormiston GRAY REED & MCGRAW, P.C Post Oak Blvd, Ste 2000 Houston, TX jvirene@grayreed.com; jormiston@grayreed.com Micheal W. Bishop, Esq. GRAY REED & MCGRAW, P.C Elm Street, Ste 4600 Dallas, TX mbishop@grayreed.com Tony L. Draper WALKER WILCOX MATOUSEK, LLP 1001 McKinney, Ste 2000 tdraper@wwmlawyers.com Philip G. Eisenberg LOCKE LORD LLP 2800 JPMorgan Chase Tower 600 Travis Street, Ste peisenberg@lockelord.com

16 Case Document 3735 Filed in TXSB on 03/02/16 Page 16 of 16 CASE NUMBER CHAP l'er 7 MASTER SERVICE LIST As of February 5, 2016 Joseph S. Cohen BEIRNE MAYNARD & PARSONS, LLP 1300 Post Oak Blvd, Ste 2500 Houston, TX jcohen@bmpllp.com Theresa Mobley CAGE, HILL & NIEHAUS, L.L.P San Felipe, Ste 950 Houston, TX tmobley@cagehill.com Dennis L. Doise Perret Doise L.L.C Camellia Blvd, Ste. 400 Lafayette, LA ddoise@perretlaw.com Don J. Knabeschuh Attorney at Law 5090 Richmond Ave., #472 Houston, TX dknab52@gmail.com John E. Smith, Attorney 907 South Friendswood Drive, Ste 204 Friendswood, TX 7754 johnsmithattorney@um.att.com Brian D. Roman Matthew S. Okin Okin & Adams LLP 1113 Vine Street, Ste 201 broman@okinadams.com mokin@okinadams.com

17 Case Document Filed in TXSB on 03/02/16 Page 1 of 3 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION IN RE: ATP OIL & GAS CORPORATION, DEBTOR. CASE NO CHAPTER 7 JUDGE ISGUR ORDER ON MOTION TO COMPROMISE CONTROVERSY WITH ATP PREFERRED STOCKHOLDERS UNDER BANKRUPTCY RULE 9019 On this date, the Court considered Trustee Rodney Tow s Motion to Compromise Controversy Under Bankruptcy Rule 9019 with ATP Preferred Stockholders. The Trustee has filed a Motion to Compromise Controversy with the following ATP Preferred Stockholders: Bernard Selz Guglielmino Fam LP c/o Bill Eckenrod, Hutchinson & Bloodgood LLP Curtis Diles and Inez Diles TTEES Diles Revocable Family Trust Thomas M. Kay The Allen Trust, William and Susan Allen TTEES Jimmie R. Bragg Joni C. Neiman Jeanne Kinney Ronald Monte Martha Townsend Martha Townsend and Howard Townsend Jaime Melgoza Jack Heilbron S. George Olson Aharon Levy Michael C. Hill Catherine Jean Jenkins John E. Buscher Joseph & Norma Sanfilippo TTEE Thomas and Connie Donthnier Gordon Hay Janice Swedlund ORDER ON Page 1 of 3 UNDER BANKRUPTCY RULE 9019 D/941780v1

18 Case Document Filed in TXSB on 03/02/16 Page 2 of 3 Steve Swedlund Conrad Melton Swartz & Cynthia Anne Heise-Swartz Daniel M. Mesics D.A. Mardis, Jr. Lois T. Mardis Family Trust, Linda A. Rognon TTEE, DA. Mardis, Jr. TTEE Ronald K. Rosenberg Douglas H. Kreszowski Richard James Coles and Sherri White Debra K. Ciocco and Vicki L. Werkheiser Ira F. Kirby The Leon R Henry 1993 Chldrns Marjorie H. Capshaw FCC as Custodian Ricky M. Paul William Paul Hawker, Nichole Renee Hawker Lindsay G. Whitman Louise E. Blanchard Robert S. Blanchard Daniel A. Norman and Marion J. Norman Charles K. Zartman The Court finds that the settlement with the ATP Preferred Stockholders listed above for 50% of the amount each ATP preferred stockholder received with the total amount of $38, is fair and equitable and complies with the factors established by the Supreme Court in Stockholders of TMT Trailer Ferry, Inc. v. Anderson, 390 U.S. 414 (1968). The Court finds that any future settlement with other ATP Preferred Stockholders for 50% of the amount each preferred stockholder received is fair and equitable and complies with the factors established by the Supreme Court in Stockholders of TMT Trailer Ferry, Inc. v. Anderson, 390 U.S. 414 (1968). The Trustee does not need to seek further Court approval for any future settlement with other Preferred Stockholders for 50% of the amount each ATP preferred stockholder received. As such, Trustee Rodney Tow s Motion to Compromise Controversy with ATP Preferred Stockholders is GRANTED. ORDER ON Page 2 of 3 UNDER BANKRUPTCY RULE 9019 D/941780v1

19 Case Document Filed in TXSB on 03/02/16 Page 3 of 3 SIGNED this day of, THE HONORABLE MARVIN ISGUR UNITED STATES BANKRUPTCY JUDGE ORDER ON Page 3 of 3 UNDER BANKRUPTCY RULE 9019 D/941780v1