Offer to Purchase for Cash
Any and All of the Outstanding Senior Notes Listed Below


Title of Security

CUSIP Numbers

Principal Amount Outstanding

Purchase Price per $1,000 of Notes(2)

CrownRock, L.P.

7.125% Senior Notes due 2021




CrownRock, L.P.

7.750% Senior Notes due 2023





(1) CrownRock Finance, Inc., a wholly owned subsidiary of CrownRock Partners, L.P. (Finance Corp.), is a co-issuer of each series of these securities.
(2) Holders will also receive in cash an amount equal to Accrued Interest in addition to the Purchase Price.
(3) Includes $5.0 million of notes held by an affiliate of CrownRock, L.P in certificated form (CUSIP No. 228701AD0) that will be tendered in the Tender Offer.


To view copies of the Offer To Purchase documents please click on the documents below

Offer to Purchase

Letter of Transmittal

Notice of Guaranteed Delivery


The Tender Agent for the Offer is:

D.F. King & Co., Inc.

By Hand, Overnight Delivery or Mail
(Registered or Certified Mail Recommended):

D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Attention: Andrew Beck

By Facsimile Transmission
(for Eligible Institutions only):

(212) 709-3328

Confirmation by Telephone::

(212) 269-5552

Questions, requests for assistance and requests for additional copies of this Statement, the related Letter of Transmittal and the Notice of Guaranteed Delivery may be directed to the Information Agent or the Dealer Manager at their respective addresses and telephone numbers set forth below.

The Information Agent for the Offer is:

D.F. King & Co., Inc.

D.F. King & Co., Inc.
48 Wall Street
New York, New York 10005

Call Toll-Free: (877) 478-5042
Banks and Brokers Only: (212) 269-5550


The Dealer Manager for the Tender Offer is:

Credit Suisse Securities (USA) LLC

Credit Suisse Securities (USA) LLC
Attn: Liability Management Group
11 Madison Avenue
New York, New York 10010
Telephone: (800) 820-1653 (U.S. toll free) or
(212) 538-2147 (collect)