BATTALION OIL CORP — Director's Dealing 2013

Feb 14, 2013

SEC Form 5/A — Form 5/A

Issuer: HALCON RESOURCES CORP (HK)
CIK: 0001282648
Period of Report: 2012-12-31

Reporting Person: MILLER DAVID B (Director, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-30	8% Convertible Promissory Note	$4.5	J		Acquired	2017-02-08	Common Stock (1289660.53)	Direct

Footnotes

F1: Since February 8, 2012, HALRES LLC ("HALRES") has held an 8% senior convertible note due 2017 in the original principal amount of $275 million (the "Note"). Interest on the Note is payable on a quarterly basis and, at the election of the issuer, interest may be payable in kind by increasing the principal amount of the Note. This Form 5 is being filed to report the increase in the principal amount of the Note by an amount equal to the amount of interest paid-in-kind on September 30, 2012.

F2: These securities are owned directly by HALRES. EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII") has the right to nominate a majority of the members of the board of managers of HALRES. The reporting person, Gary R. Petersen, D. Martin Phillips, and Robert L. Zorich may be deemed the beneficial owners of the securities held by HALRES by virtue of being members of RNBD GP, LLC ("RNBD"), the sole member of EnCap Investments GP, LLC ("EnCap Investments GP"), the general partner of EnCap Investments, L.P. ("EnCap Investments LP"), the general partner of EnCap Equity Fund VIII GP, L.P. ("EnCap Fund VIII GP"), the general partner of EnCap Fund VIII. The reporting person disclaims beneficial ownership in excess of his pecuniary interest in such securities.

F3: This report is filed in connection with the Form 5 jointly filed today by HALRES and Messrs. Zorich, Phillips and Petersen.