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Case 11-13028

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Filed 04/26/13 Entered 04/26/13 15:46:15 Page 1 of 3

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UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF LOUISIANA IN RE BANKRUPTCY NUMBER 11-13028

VIRGIN OFFSHORE USA, INC.

DEBTOR(S)

REORGANIZATION CHAPTER 11

ORDER APPROVING THE FIRST AMENDED DISCLOSURE STATEMENT AND FIXING TIME FOR FILING ACCEPTANCES OR REJECTIONS TO THE FIRST AMENDED CHAPTER 11 PLAN OF REORGANIZATION AND SETTING CONFIRMATION HEARING The Trustee having filed a First Amended Disclosure Statement on March 28, 2013 (P-401); IT IS ORDERED, that: 1) The first amended disclosure statement filed by the Trustee, on March 28, 2013, be and it is hereby APPROVED. 2) The trustee and parties in interest may now solicit acceptances or rejections of the first amended plan of reorganization (P-402) pursuant to 11 U.S.C. Section 1125. 3) JUNE 12, 2013 is fixed as the last day for filing acceptances or rejections of the first amended plan of reorganization pursuant to 11 U.S.C. Section 1125. 4) JUNE 12, 2013 is fixed as the last day for filing and serving, pursuant to Rule 3020(b)(1), written objections to Confirmation of the first amended plan of reorganization. 5) No later than MAY 22, 2013 the first amended plan, the approved first amended disclosure statement, a ballot conforming to Official Form No. 14, and a copy of this Order approving the first amended disclosure statement, shall be transmitted by mail or electronic filing in compliance with the Bankruptcy Rules, by trustee, to the creditors, equity security holders and other parties in interest, and to the United States Trustee as provided by B.R. 3017(d).

Case 11-13028

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11-13028

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6) No later than MAY 28, 2013 an affidavit of mailing shall be filed electronically by the trustee. 7) A hearing on Confirmation of the first amended plan of reorganization will be held before the undersigned Bankruptcy Judge in: COURTROOM 709 HALE BOGGS FEDERAL BUILDING 500 POYDRAS STREET NEW ORLEANS, LOUISIANA ON WEDNESDAY, JUNE 19, 2013 AT 2:00 P.M.

8) Trustee is to tabulate the acceptances and rejections of said first amended plan and is to have same verified by the Clerk of Bankruptcy Court at least (3) days prior to the confirmation hearing date. 9) The Tabulation of Ballots must include the following: a) b) c) The correct name and number of the case. The identity of the plan, including any modifications. The total amount and number of creditors in each class; the acceptances in number and amount of each class; and the rejections in number and amount of each class. A clear and concise summation of each class as to whether or not each class meets the requirements of the Code for acceptance of the plan.

d)

10) The completed, signed ballots are to be returned to Louis M. Phillips, counsel for the trustee. 11) Counsel is to file the Tabulation of Ballots electronically. 12) Counsel is to submit the ballots in hard copy to the Clerk of Bankruptcy Court (3) days prior to hearing for verification of the Tabulation. Said ballots will be returned to counsel subsequent to the courts ruling on confirmation.

Case 11-13028

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Filed 04/26/13 Entered 04/26/13 15:46:15 Page 3 of 3

Main Document

11-13028

VIRGIN OFFSHORE

FAILURE TO COMPLY WITH THE FOREGOING TABULATION AND VERIFICATION REQUIREMENTS MAY RESULT IN FAILURE TO CONFIRM THE PLAN. New Orleans, Louisiana, April 26, 2013.

Hon. Elizabeth W. Magner U.S. Bankruptcy Judge

TRUSTEE: Gerald H. Schiff 400 East Kaliste Saloom Road Suite 4200 Lafayette, LA 70508-8517

COUNSEL FOR TRUSTEE: Louis Middleton Phillips Gordon, Arata, et al, L.L.P. 301 Main Street Suite 1600 Baton Rouge, LA 70801-1916 (225) 381-9643 Fax : (225) 336-9763 Email: lphillips@gordonarata.com

Office of the U.S. Trustee Eastern District of Louisiana Texaco Center 400 Poydras Street, Suite 2110 New Orleans, LA 70130