The board of Energy XXI (Bermuda) Limited (the “Company”) intends to appoint you as a non-executive director. In addition, you are requested to serve as a member of the Audit, Compensation and Nomination Committees. I am writing to set out the terms of your appointment. It is agreed that this is a contract for services and is not a contract of employment.

You will fill a casual vacancy on the board and stand for re-election at our shareholder meeting this fall. The term of the appointment from that election will be for an initial term of three years. Your appointment shall begin commencing on May 1, 2007, unless otherwise terminated earlier by and at the discretion of either party upon one month’s written notice. Continuation of your contract of appointment is contingent on satisfactory performance and re-election at forthcoming AGM’s. Non-executive directors are typically expected to serve approximately six years, although the board may invite you to serve an additional period.

Overall we anticipate a time commitment of one to two days per month. This time commitment will include attendance at quarterly board meetings, the AGM, preparation for the meetings, the preparation for such meetings and incidental monthly board activities such as the approval of various resolutions. We have quarterly board meetings (all board meetings will be held outside the U.S. or via conference call) and concurrent with such meetings, a meeting of the Audit Committee to review the financial results of the Company. In addition, between board meetings, we will relay various board resolutions and other materials each month that require approval.

By accepting this appointment, you have confirmed that you are able to allocate sufficient time to meet the expectations of your role. The agreement of the chairman should be sought before accepting additional commitments that might impact on the time you are able to devote to your role as a non-executive director of the Company.

Non-executive directors have the same general legal responsibilities to the Company as any other director. The board as a whole is collectively responsible for the success of the Company. The board:

·	Provides entrepreneurial leadership of the Company within a framework of prudent and effective controls which enable risk to be assessed and managed;

·	Sets the Company’s strategic aims, ensures that the necessary financial and human resources are in place for the company to meet its objectives and review the management performance; and

·	Sets the Company’s values and standards and ensures that its obligations to its shareholders and others are understood and met.

·	Performance. Non-executive directors should scrutinize the performance of management in meeting agreed goals and objectives and monitor the reporting of performance;

·	Risk. Non-executive directors should satisfy themselves on the integrity of financial information and that financial controls and systems of risk management are robust and defensible; and

·	People. Non-executive directors are responsible for determining appropriate levels of remuneration of executive directors and have a prime role in appointing, and where necessary removing, executive directors and in succession planning.

It being understood that if the directors in question defer compensation into shares of the Company, the Company would match 50% of such deferred compensation.

It is accepted and acknowledged that you have business interests other than those of the company and have declared any conflicts that are apparent at present. In the event that you become aware of any potential conflicts of interest, these should be disclosed to the chairman and company secretary as soon as apparent.

All information acquired during your appointment is confidential to the Company and should not be released, either during your appointment or following termination (by whatever means), to third parties without prior clearance from the chairman.

Your attention is also drawn to the requirements under both legislation and regulation as to the disclosure of price sensitive information. Consequently you should avoid making any statements that might risk a breach of these requirements without prior clearance from the chairman.

Immediately after appointment, the Company will provide a comprehensive induction. In addition to the typical U.S. board guidance that you are familiar with, this will include the information pack recommended by the Institute for Chartered Secretaries and Administrators (ICSA), available at www.icsa.org.uk. We will also arrange for meetings with senior management and the Company’s auditors. We will also offer to major shareholders the opportunity to meet you.

The performance of individual directors and the whole board and its committees is evaluated annually. If, in the interim, there are any matters which cause you concern about your role, you should discuss them with the chairman as soon as is appropriate.

The Company maintains directors and officers’ liability insurance. If you wish, we will supply a copy of the insurance under separate cover for your review.

Occasions may arise when you consider that you need professional advice in the furtherance of your duties as a director. Circumstances may occur when it will be appropriate for you to seek advice from independent advisors at the Company’s expense. Under such circumstances, we request that you advise the chairman prior to engaging the advisor and the estimated costs thereof. The Company will reimburse the full cost of expenditure incurred.

There are three committees of the board currently: the audit, remuneration and nomination committees. Currently, the Audit committee is the most active committee.