Energy Partners Ltd. - Schedule 14D9/A Amendment No. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
SCHEDULE 14D-9/A
 
Solicitation/Recommendation Statement under
Section 14(d)(4) of the Securities Exchange Act of 1934
 
Amendment No. 1
 
ENERGY PARTNERS, LTD.
(Name of Subject Company)
 
ENERGY PARTNERS, LTD.
(Name of Person(s) Filing Statement)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
29270U105
(CUSIP Number of Class of Securities)
 
John H. Peper
Executive Vice President,
General Counsel and Corporate Secretary
Energy Partners, Ltd.
201 St. Charles Avenue, Suite 3400
New Orleans, Louisiana 70170
(504) 569-1875

(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of the Person(s) Filing Statement)
 
With Copies to:
Kenneth W. Orce, Esq.
John Schuster, Esq.
Cahill Gordon & Reindel LLP
80 Pine Street
New York, New York 10005
(212) 701-3000
 
Richard D. Katcher, Esq.
Trevor S. Norwitz, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, New York 10019-6150
(212) 403-1000

 
 
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Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
 
 

 
 
 
 

This Amendment No. 1 (this “Amendment”) amends and supplements the Solicitation / Recommendation Statement on Schedule 14D-9 filed on September 14, 2006 (as so amended, the “Schedule 14D-9”), by Energy Partners, Ltd., a Delaware corporation (the “Company” or “EPL”).
 
The purpose of this amendment is to amend and supplement Item 9 of the Schedule 14D-9 to add an additional Exhibit and to revise the Exhibit Index accordingly. Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Schedule 14D-9.
 
Item 9.  Exhibits
 
Item 9 of the Schedule 14D-9 is amended and supplemented by adding the following:
 
(e)(18)
 
Rights Agreement, dated as of September 14, 2006, between the Company and Mellon Investor Services LLC, as Rights Agent (incorporated by reference to Form 8-A filed September 14, 2006).
 


 
 
 



SIGNATURE
 
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
 
 
ENERGY PARTNERS, LTD.
 
By:  /s/ John H. Peper
        Name: John H. Peper
        Title: Executive Vice President, General
        Counsel and Corporate Secretary
 
 
 
Dated: September 15, 2006