Sec Form 4 Filing - Avenue Capital Management II, L.P. @ Midstates Petroleum Company, Inc. - 2019-02-13

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 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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1. Name and Address of Reporting Person Avenue Capital Management II, L.P. 2. Issuer Name and Ticker or Trading Symbol Midstates Petroleum Company, Inc. [ MPO] 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) C/O AVENUE CAPITAL GROUP,, 399 PARK AVENUE, 6TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 02/13/2019 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/13/2019 S 933,142 ( 3 ) D $ 10 2,561,772 ( 3 ) I See footnotes ( 1 ) ( 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Avenue Capital Management II, L.P. C/O AVENUE CAPITAL GROUP, 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY10022 X Avenue Energy Opportunities Fund, L.P. C/O AVENUE CAPITAL GROUP, 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY10022 X Avenue Capital Management II GenPar, LLC C/O AVENUE CAPITAL GROUP, 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY10022 X AVENUE ENERGY OPPORTUNITIES PARTNERS, LLC C/O AVENUE CAPITAL GROUP, 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY10022 X GL ENERGY OPPORTUNITIES PARTNERS, LLC C/O AVENUE CAPITAL GROUP, 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY10022 X LASRY MARC C/O AVENUE CAPITAL GROUP, 399 PARK AVENUE, 6TH FLOOR NEW YORK, NY10022 X Signatures AVENUE CAPITAL MANAGEMENT II, L.P. By: Avenue Capital Management II GenPar, LLC, its general partner By: /s/ Andrew Schinder, Attorney-in-Fact for Marc Lasry, Managing Member 02/15/2019 Signature of Reporting Person Date AVENUE ENERGY OPPORTUNITIES FUND, L.P. By: Avenue Energy Opportunities Partners, LLC, its general partner By: GL Energy Opportunities Partners, LLC, its managing member By: /s/ Andrew Schinder, Attorney-in-Fact for Marc Lasry, Managing Member 02/15/2019 Signature of Reporting Person Date AVENUE CAPITAL MANAGEMENT II GENPAR, LLC By: /s/ Andrew Schinder, Attorney-in-Fact for Marc Lasry, Managing Member 02/15/2019 Signature of Reporting Person Date AVENUE ENERGY OPPORTUNITIES PARTNERS, LLC By: GL Energy Opportunities Partners, LLC, its managing member By: /s/ Andrew Schinder, Attorney-in-Fact for Marc Lasry, Managing Member 02/15/2019 Signature of Reporting Person Date GL ENERGY OPPORTUNITIES PARTNERS, LLC By: /s/ Andrew Schinder, Attorney-in-Fact for Marc Lasry, Managing Member 02/15/2019 Signature of Reporting Person Date MARC LASRY /s/ Andrew Schinder as Attorney-in-Fact for Marc Lasry 02/15/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares of Common Stock (the "Common Stock") of Midstates Petroleum Company, Inc. (the "Issuer") are held directly by Avenue Energy Opportunities Fund, L.P., a Delaware limited partnership (the "Fund"). Avenue Energy Opportunities Partners, LLC, a Delaware limited liability company, is the general partner to the Fund. GL Energy Opportunities Partners, LLC, a Delaware limited liability company, is the managing member of Avenue Energy Opportunities Partners, LLC. Avenue Capital Management II, L.P., a Delaware limited partnership ("Avenue Capital Management"), is the investment adviser to the Fund. Avenue Capital Management II GenPar, LLC, a Delaware limited liability company, is the general partner of Avenue Capital Management. ( 2 )Marc Lasry is the managing member of GL Energy Opportunities Partners, LLC and Avenue Capital Management II GenPar, LLC. Mr. Lasry is deemed to be the indirect beneficial owner of the securities reported by reason of his ability to direct the vote and/or disposition of such securities, and his pecuniary interest in such shares (within the meaning of Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended) is a fractional interest in such amount. ( 3 )The number of shares of Common Stock owned and transferred is an estimate of the number of shares accepted by the Issuer in the Issuer's tender offer, based on the Issuer's press release dated as of February 13, 2019.

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