Edgar Filing: ECA Marcellus Trust I

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

ENERGY CORP OF AMERICA

2. Issuer Name and Ticker or Trading Symbol
ECA Marcellus Trust I [ECT]

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

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

(Last)

(First)

(Middle)

4643 SOUTH ULSTER STREET, SUITE 1100

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2013

(Street)

DENVER, CO 80237

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Units	03/15/2013		J		24,667 ⁽¹⁾	A	$ 18.31 ⁽¹⁾	4,144,176	D
Common Units	03/15/2013		J		52,338 ⁽²⁾	A	$ 17.26 ⁽²⁾	4,197,064	D
Common Units	03/19/2013		J		1,288,456 ⁽³⁾	D	$ 16.56 ⁽⁴⁾	2,908,608	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Subordinated Units

⁽⁵⁾ ⁽⁶⁾

12/31/2012

3,957,527 ⁽⁵⁾

⁽⁵⁾⁽⁶⁾

Common Units

3,957,527

⁽⁵⁾ ⁽⁶⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
ENERGY CORP OF AMERICA 4643 SOUTH ULSTER STREET, SUITE 1100 DENVER, CO 80237		X

Signatures

Energy Corporation of America By /s/ Donald C. Supcoe, Executive Vice President & General Counsel		03/19/2013
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This line item is included in reference to the acquisition by ECA (the "Company") of common units ("ECT Common Units") of ECA Marcellus Trust I ("ECT") valued at $18.31 pursuant to a private agreement.
(2)	This line item is included in reference to the acquisition by the Company of ECT Common Units valued at $17.26 pursuant to a private agreement.
(3)	On March 19, 2013, Company disposed of 1,288,456 ECT Common Units as a result of its offer to exchange up to 3,197,385 outstanding depositary units of Eastern American Natural Gas Trust for up to 4,120,059 outstanding ECT Common Units (the "Offer") upon the terms and conditions set forth in the prospectus (the "Prospectus"), dated and filed with the Securities and Exchange Commission (the "SEC") on February 13, 2013 (File No. 333-185397), and the accompanying letter of transmittal included as an exhibit to the Tender Offer Statement on Schedule TO filed by the Company with the SEC on February 13, 2013 (File No. 005-81162), as amended. The Offer expired on March 13, 2013 and settled on March 19, 2013.
(4)	This amount represents the final calculated per-unit value of ECT Common Units utilized to calculate the final exchange ratio for the Offer and was determined, pursuant to the terms and conditions of the Offer, based on the volume weighted average trading prices of ECT Common Units for the 10-day period ending on March 11, 2013, the 18th business day following commencement of the Offer.
(5)	This line item is included in reference to the conversion of subordinated units of ECT (the "ECT Subordinated Units") into ECT Common Units, which conversion occurred automatically on December 31, 2012 as a result of ECA's completion of its drilling obligation to ECT during the fourth quarter of 2011 pursuant to the terms of the Development Agreement, dated July 7, 2010, between Energy Corporation of America and The Bank of New York Mellon Trust Company, N.A., included as an exhibit to ECT's Current Report on Form 8-K filed with the SEC on July 13, 2010.
(6)	Pursuant to Section 3.15 of ECT's Amended and Restated Trust Agreement, dated July 7, 2010, among ECA, The Bank of New York Mellon Trust Company, N.A. and Corporation Trust Company, included as an exhibit to ECT's Current Report on Form 8-K filed with the SEC on July 13, 2010, all units of ECT began sharing in all cash distributions on a pro rata basis following the distribution payable with respect to the proceeds for the fourth quarter of 2012, which was paid on or before February 28, 2013. For a detailed description of the conversion of the ECT Subordinated Units into ECT Common Units, please see the section captioned "ECT's Distribution Policy" in the Prospectus and "Item 1. Business-General" in ECT's Annual Report on Form 10-K, filed with the SEC on March 15, 2013.

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