Prospectus Supplement No. 1

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-189043

Prospectus Supplement No. 1 to Prospectus

Gulf Coast Ultra Deep Royalty Trust

38,805,688 Royalty Trust Units

 

 

This prospectus supplement relates to the delivery by the selling securityholder listed below of royalty trust units representing beneficial interests in Gulf Coast Ultra Deep Royalty Trust. You should read this prospectus supplement together with the prospectus dated June 5, 2013, which is to be delivered with this prospectus supplement.

The table below (1) sets forth additional and updated information with respect to the number of royalty trust units owned by the selling securityholder that may be offered under the prospectus, and (2) supplements and, to the extent inconsistent with, amends the table appearing in the section entitled “Selling Securityholder” on page 46 of the prospectus.

The following table sets forth certain information as of July 19, 2013 regarding the beneficial ownership of royalty trust units by the selling securityholder and the royalty trust units being offered by the selling securityholder. Information with respect to beneficial ownership is based upon information obtained from the selling securityholder. The selling securityholder identified below may have delivered all or a portion of the royalty trust units to be offered by it since the date on which it provided the information regarding its beneficial ownership of the royalty trust units in transactions exempt from the registration requirements of the Securities Act of 1933, as amended. Assuming all of the royalty trust units being registered are delivered to the holders of convertible securities, the selling securityholder will own the royalty trust units set forth in the following table after the completion of this offering.

 

     Royalty Trust Units
Beneficially Owned Before
Offering
   Royalty
Trust Units
Being
Offered
     Royalty Trust Units
Beneficially Owned After
the Offering

Name and Address of Beneficial Owner

   Number      Percent (1)       Number      Percent (1)

Freeport-McMoRan Copper & Gold Inc.

McMoRan Oil & Gas LLC

333 N. Central Avenue

Phoenix, AZ 85004

     66,907,850       29.1%      4,751,384      

 

62,156,466

  

  

27.0%

 

(1) Percentages are based on 230,172,696 royalty trust units outstanding as of July 19, 2013.

 

 

Investing in royalty trust units involves risks that are described in the “Risk Factors” section beginning on page 12 of the prospectus.

 

 

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement. Any representation to the contrary is a criminal offense.

 

 

The date of this prospectus supplement is July 19, 2013.