A press release issued by Memorial Production Partners LP (the "Partnership") on August 9, 2012, regarding financial and operational results for the quarter ended June 30, 2012, updated commodity hedge positions and updated 2012 guidance, is attached hereto as Exhibit 99.1, and is incorporated herein by reference.

Appointment of Robert A. Innamorati as Director

On August 3, 2012, Robert A. Innamorati was appointed to the Board of Directors (the "Board") of Memorial Production Partners GP LLC (the "Company"), the general partner of the Partnership. Mr. Innamorati will serve as an independent director and has been appointed to serve as a member of the audit committee.

There are no arrangements or understandings between Mr. Innamorati and any other persons pursuant to which Mr. Innamorati was selected as a director of the Company. There are no transactions in which Mr. Innamorati has an interest requiring disclosure under Item 404(a) of Regulation S-K.

Mr. Innamorati will receive the same compensation for his service on the Board as the other non-employee directors of the Company in accordance with the Company's policies for compensating non-employee directors, including any long-term equity incentive awards under the Company's Long-Term Incentive Plan. He will receive an annual cash retainer of $75,000 for serving as a director, with such amount payable in arrears quarterly, and a grant of 1,535 restricted common units pursuant to the Company's Long-Term Incentive Plan. The grant of restricted units to Mr. Innamorati was made pursuant to a Restricted Unit Agreement (an "Agreement") on August 3, 2012. The form of Agreement is as approved by the Board and filed as Exhibit 4.6 to the Partnership's Registration Statement on Form S-8 (333-178493) filed on December 14, 2011, which is incorporated by reference herein.

The Company and the Partnership agreed to enter into an indemnification agreement with Mr. Innamorati in a form consistent with that approved by the Board and filed as Exhibit 10.8 to the Current Report on Form 8-K filed on December 15, 2011, which Exhibit is incorporated herein by reference. The indemnification agreement provides, among other things, that the Company and the Partnership will, to the fullest extent permitted by applicable law, indemnify and hold harmless Mr. Innamorati against all losses, liabilities, judgments, fines, penalties, costs, expenses and other amounts that Mr. Innamorati reasonably incurs and that result from, arise in connection with or are by reason of Mr. Innamorati's service as a director or in any other capacity for the Company, the Partnership or its subsidiaries at the request of the Company or the Partnership. Under the indemnification agreement, in specified circumstances, the Company and the Partnership must advance payment of expenses to Mr. Innamorati, including reasonable attorneys' fees, in connection with certain proceedings. The indemnification agreement also provides that the Company must use its reasonable efforts to maintain specified insurance policies and coverages. The foregoing description is not complete and is qualified in its entirety by reference to the full text of the form of indemnification agreement, which is incorporated herein by reference.

The Partnership has posted on its website, as of August 9, 2012, an update to its hedging overview presentation. The updated hedging presentation includes hedging transactions with regards to the years 2012 through 2016 and the first nine months of 2017. The presentation entitled "Commodity Hedging Overview," dated August 9, 2012, may be accessed by going to www.memorialpp.com, selecting Investor Relations, then selecting Events and Presentations.

On August 3, 2012, the Partnership issued a press release announcing the appointment of Mr. Innamorati to the Board. A copy of the press release is furnished as Exhibit 99.2.

(d) Exhibits.

Exhibit Number                                Description

     10.1         Form of Director Indemnification Agreement (incorporated by
                  reference to Exhibit 10.8 of the Partnership's Current Report on
                  Form 8-K (File No. 001-35364) filed on December 15, 2011)

     10.2         Form of Restricted Unit Agreement (incorporated by reference to
                  Exhibit 4.6 of the Partnership's Registration Statement on Form S-8
                  (File No. 333-178493) filed on December 14, 2011)

     99.1         Press release dated August 9, 2012

     99.2         Press release dated August 3, 2012