SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
van Steenbergen D. Jeff

(Last) (First) (Middle)
C/O KERN PARTNERS LTD.
200 DOLL BLOCK, 116 - 8TH AVENUE S.E.

(Street)
CALGARY A0 T2G 0K6

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/16/2009
3. Issuer Name and Ticker or Trading Symbol
Cobalt International Energy, Inc. [ (CIE) ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value 32,035,093 I See Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Reporting Person is a director of KERN Partners Ltd., KERN Energy Partners Management III Ltd. and a director and/or officer of certain subsidiaries and affiliates of the foregoing foregoing (collectively, "KERN Partners") and a director of the Issuer.
2. KERN Partners may be deemed to beneficially own indirectly through certain of their affiliates, in the aggregate, 32,035,093 shares of Cobalt International Energy, Inc.'s (the "Issuer") common stock, $0.01 par value per share (the "Common Stock"), by reason of the beneficial ownership of Common Stock by certain investment entities of which affiliates of KERN Partners are the general partner, a limited partner, a manager or a member.
3. The Reporting Person may be deemed to be a member of a "group" for purposes of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any, and this Form 3 shall not be deemed to be an admission that the Reporting Person is a member of a "group", the beneficial owner of any securities reported herein or has any pecuniary interest in any securities reported herein, in each case, for purposes of the Exchange Act or for any other purpose.
D. Jeff van Steenbergen 12/16/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.