Exco Resources (EXCO) Form 4 EXCO RESOURCES / V PREM ET AL WATSA ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

1. Name and Address of Reporting Person^*

FAIRFAX FINANCIAL HOLDINGS LTD/ CAN

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EXCO RESOURCES INC [ XCO ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2017

4. If Amendment, Date of 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

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
Common Stock, par value $0.001 per share	06/20/2017		J		1,657,330(1)	A	$10.05	3,493,258	I	See footnote(2)

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

FAIRFAX FINANCIAL HOLDINGS LTD/ CAN

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

WATSA V PREM ET AL

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

1109519 ONTARIO LTD

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SIXTY TWO INVESTMENT CO LTD

(Last) (First) (Middle)

1600 CATHEDRAL PLACE

925 WEST GEORGIA ST.

(Street)

VANCOUVER, BC A1 V6C 3L3

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

810679 ONTARIO LTD

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FFHL GROUP LTD

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

Explanation of Responses:

1. Represents shares of Issuer common stock received indirectly by the Reporting Persons in payment for accrued interest pursuant to an indenture governing each of the Issuer's 8.0% / 11.0% 1.5 Lien Senior Secured PIK Toggle Notes and 1.75 Lien Term Loan Credit Agreement.

2. These securities are held by wholly-owned subsidiaries of Fairfax Financial Holdings Limited. V. Prem Watsa is the CEO and controlling person of Fairfax Financial Holdings Ltd through the other Reporting Persons. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.

	/s/ Eric Salsberg	08/09/2017
	/s/ V. Prem Wasta	08/09/2017
	/s/ V. Prem Wasta	08/09/2017
	/s/ V. Prem Wasta	08/09/2017
	/s/ V. Prem Wasta	08/09/2017
	/s/ Eric Salsberg	08/09/2017
	** 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 4 (b)(v).
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