Summary of HELIX ENERGY SOLUTIONS GROUP INC

Item 1.01 Entry into a Material Definitive Agreement

Amendment No. 1 to Equity Purchase Agreement

On January 27, 2013, Helix Energy Solutions Group, Inc., a Minnesota corporation ("Helix") and Talos Production LLC, a Delaware limited liability company ("Talos") entered into Amendment No. 1 (the "Amendment") to the Equity Purchase Agreement (the "Purchase Agreement") dated December 13, 2012 between Helix and Talos. Pursuant to the Purchase Agreement, Helix agreed to sell and Talos agreed to purchase all of the outstanding equity in Energy Resource Technology GOM, Inc., a Delaware corporation ("ERT"), representing Helix's oil and gas exploration business in the Gulf of Mexico. Helix and Talos are collectively referred to herein as the "Parties."

Pursuant to the Amendment, the Parties agreed to amend the Purchase Agreement to provide as follows:

· At or prior to Closing, Talos will provide one or more bonds to BOEM in an amount sufficient to obtain a complete release of Helix's existing financial guarantee to BOEM of ERT's lease obligations with respect to the Shelf Properties (as defined in the Amendment).

· With respect to the Deep Water Properties (as defined in the Amendment), Talos will promptly, but in any event within eighty (80) days after Closing, take all actions required by BOEM to obtain a complete release of Helix's existing financial guarantee to BOEM of ERT's lease obligations, including providing one or more supplemental bond(s) to BOEM in amounts sufficient to secure all lease obligations as specified or estimated by BOEM.

· In addition, until Helix's financial guarantee is released by BOEM, Talos will use commercially reasonable efforts to ensure BOEM seeks any damages first against the bonds provided by Talos prior to seeking damages against Helix's guarantee, and Talos will also provide one or more bond(s) to Helix in the amount of $11,400,000 to guarantee ERT's lease obligations with respect to the Deep Water Properties.

· Talos's restriction against drilling new wells as contemplated under the Purchase Agreement will not apply to the Shelf Properties once Helix's financial guarantee to BOEM with respect to the Shelf Properties is released.

· To the extent Talos or ERT are required to provide collateral in excess of $100,000,000 in order to secure bond(s) to BOEM in order to obtain a full release of Helix's existing financial guarantee to BOEM with respect to ERT's lease obligations with respect to the Deep Water Properties, Helix will provide one or more one-year irrevocable letter(s) of credit (the "LOC(s)") to the surety providing the supplemental bond(s) to BOEM. Helix's obligations with respect to the LOC(s) shall not exceed $50,000,000 or extend for a period beyond one year.

· Talos will use commercially reasonable efforts to obtain agreement from each surety bond issuer that any LOC(s) will only be called after all bond collateral posted by Talos with respect to each such bond has been called, executed upon and exhausted.

· Talos will provide each issuer of the supplemental bond(s) with respect to the Deep Water Properties substitute collateral in substitution of each LOC in order to prevent the bond issuer(s) from drawing on such LOC resulting from default of a direct contractual obligation pursuant to a surety contract or pending expiration, and Talos will indemnify Helix from any and all losses in the event an LOC is drawn as a result of Talos's failure to provide substitute collateral.

· Talos and ERT will pay Helix for all direct expenses and certain other fees associated with obtaining the LOC(s).

The foregoing description of the Amendment is qualified by reference in its entirety to a copy of the Amendment, which is filed herewith as an exhibit and incorporated herein by reference. Defined terms not defined herein shall have the meaning ascribed to them in the Purchase Agreement, as amended.