Edgar Filing: Quintana Maritime LTD

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

FR X Offshore GP LTD

2. Issuer Name and Ticker or Trading Symbol
Quintana Maritime LTD [QMAR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See Remark (1)

(Last)

(First)

(Middle)

C/O FIRST RESERVE CORPORATION, ONE LAFAYETTE PLACE, THIRD FL.

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2006

(Street)

GREENWICH, CT 06830

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

12% Mandatorily Convertible Preferred Stock ⁽¹⁾

⁽²⁾

05/11/2006

160,000

⁽²⁾

Common Stock

2,000,000 ⁽²⁾

⁽¹⁾

160,000

I ⁽³⁾

See FN ⁽³⁾

Warrants ⁽¹⁾

$ 8 ⁽⁴⁾

05/11/2006

640,000

⁽⁴⁾

05/11/2009

Common Stock

640,000 ⁽⁴⁾

⁽¹⁾

640,000

I ⁽³⁾

See FN ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
FR X Offshore GP LTD C/O FIRST RESERVE CORPORATION ONE LAFAYETTE PLACE, THIRD FL. GREENWICH, CT 06830	X	X		See Remark (1)
FR X Offshore GP, L.P. C/O FIRST RESERVE CORPORATION ONE LAFAYETTE PLACE, THIRD FL. GREENWICH, CT 06830	X	X		See Remark (1)
FR X Offshore, L.P. C/O FIRST RESERVE CORPORATION ONE LAFAYETTE PLACE, THIRD FL. GREENWICH, CT 06830	X	X		See Remark (1)

Signatures

Anne E. Gold		05/15/2006
^**Signature of Reporting Person		Date
Anne E. Gold, In the Capacity Described in Remark (2)		05/15/2006
^**Signature of Reporting Person		Date
Anne E. Gold, In the Capacity Described in Remark (2)		05/15/2006
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The reported securities are included within 160,000 Units issued by the Issuer and purchased by FR X Offshore L.P. for $93.75 per Unit. Each Unit consists of one share of 12% Mandatorily Convertible Preferred Stock (the "Preferred Stock") and four Warrants, each Warrant to purchase one share of Common Stock.
(2)	Upon the approval of the holders of the Issuer's Common Stock, the Preferred Stock will automatically convert into Common Stock at a conversion rate of 12.5 shares of Common Stock per share of Preferred Stock. The Statement of Designations for the Preferred Stock does not provide an expiration date.
(3)	This Form 4 is filed on behalf of FR X Offshore GP Limited ("Offshore Ltd"), FR X Offshore GP, L.P. ("Offshore GP"), and FR X Offshore, L.P. ("Offshore LP"). Offshore LP is a 10% beneficial owner of the Issuer's Common Stock. Offshore GP is the general partner of Offshore LP and may be deemed to share beneficial ownership of the securities owned by Offshore LP. Offshore Ltd., as the general partner of Offshore GP, may also be deemed to share beneficial ownership of the securities owned by Offshore LP.
(4)	Upon the approval by the holders of the Issuer's Common Stock of the conversion of the Preferred Stock, each Warrant will entitle its holder to purchase one share of Common Stock at an exercise price of $8.00 per share.
Remarks: (1) The Reporting Persons have included the designation of "Director" in order to satisfy potential filing obligations in the event any such Reporting Persons are deemed to be a director of the Issuer by deputization. (2) FR X Offshore GP Limited, by Anne E. Gold, Attorney-in-Fact for Thomas R. Denison, Director (See Attached Power of Attorney), is signing for itself as the designated filer, as well as in the capacity of general partner of FR X Offshore GP, L.P. FR X Offshore GP, L.P. by Anne E. Gold, is signing in its capacity as general partner of FR X Offshore, L.P. See Footnote (3).

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