UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~September~~December 151, 2014

BLACK ELK ENERGY OFFSHORE OPERATIONS, LLC

(Exact name of registrant as specified in its charter)




Texas	333-174226	38-3769404
(State or other	(Commission File Number)	(I.R.S. Employer
jurisdiction of		Identification No.)
incorporation)

~~11451~~3100 ~~Katy~~South ~~Freeway~~Gessner Road, Suite ~~500~~215

Houston, Texas ~~77079~~77063

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (~~281~~832) ~~598~~379-~~8600~~2300

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:




¨		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)




¨		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)




¨		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))




¨		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Exhibit 99.1

Item 54.0201 ~~Departure~~Changes ofin ~~Directors~~Registrant's orCertifying ~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Accountant

UHY LLP (b“UHY”) ~~Resignation~~ served as Black Elk Energy Offshore Operation, LLC’s (“the Company”) independent registered public accounting firm to audit the consolidated financial statements of ~~Director~~the ~~and~~Company ~~Chief~~for ~~Executive~~the ~~Officer~~fiscal year ended December 31, 2013. The Board of Managers selected UHY to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014. On December 1, 2014 UHY informed the Company that effective on that date, its Texas practice had been acquired by BDO USA, LLP ("UHY transaction"). As a result of this transaction, effective December 1, 2014, UHY resigned as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014.

~~John~~The ~~Hoffman~~audit reports of UHY on the Company’s consolidated financial statements for the years ended December 31, 2013 and 2012 did not contain an adverse opinion or disclaimer of opinion, and these statements were not qualified or modified as to uncertainty, audit scope or accounting principles.

OnDuring ~~September~~the 15fiscal years ended December 31, ~~2014~~2013 and 2012, ~~John~~and ~~Hoffman~~the subsequent interim period through December 1, ~~President~~2014, ~~and~~there ~~Chief~~were ~~Executive~~no ~~Officer~~disagreements ~~and~~with aUHY ~~member~~on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreement, had it not been resolved to the ~~Board~~satisfaction of ~~Managers~~UHY, ofwould ~~Black~~have ~~Elk~~caused ~~Energy~~UHY ~~Offshore~~to ~~Operations,~~make ~~LLC~~reference (thereto in its reports on the financial statements for such periods. During this time, there have been no “~~Company~~reportable events,”) ~~announced~~as ~~his~~that ~~resignation~~term ~~effective~~is ~~immediately~~described in Item 304(a)(1)(v) of Regulation S-K.

~~(c) Appointment~~The Company has requested that UHY furnish it with a letter addressed to the Securities and Exchange Commission stating whether UHY agrees with the above statements. A copy of ~~Chief~~such ~~Executive~~letter ~~Officer~~dated December 4, 2014, is filed as Exhibit 16.1 to this Current Report on Form 8-K.

~~Jeff~~As ~~Shulse~~a result of the UHY transaction, the Board of Managers appointed BDO USA, LLP (“BDO”) as the successor independent registered public accounting firm on December 4, 2014. Prior to such appointment, the Company had not consulted with BDO with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, or any other matter or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.

OnItem ~~September 18, 2014, the Company appointed Jeffrey Shulse, age 44, as its President and Chief Executive Officer, effective immediately~~9. ~~Mr.~~01 ~~Shulse~~Financial ~~has~~Statements ~~more than 20 years of finance, M&A~~ and oilfield operations experience. Most recently, Mr. Shulse has been serving as the CFO of the Company and is founder and President of Freedom Well Services, a P&A, slickline and electronic line services company, from April 2011 to the present. Prior to launching Freedom Well Services, Mr. Shulse was VP of Finance with Norse Cutting & Abandonment from July 2007 to April 2011, CFO and General Counsel for American InfoSource from June 2004 to July 2007 and has public accounting experience with both Arthur Andersen LLP and Deloitte Touche Tohmatsu Limited in the areas of M&A, structured finance and taxation. Mr. Shulse is a Certified Public Accountant and a member of the State Bar of Texas and holds a Bachelor of Business Administration in Accounting from the University of Houston and a JD from the University of Houston Law Center.Exhibits

~~Item 9.01 Financial Statements and Exhibits~~(d) ~~Exhibit~~Exhibits

Exhibit Description

1016.1 ~~Employment~~* ~~Agreement,~~Change ~~dated~~of ~~January~~auditor 8,letter ~~2014,~~to ~~by and between Black Elk Energy Offshore Operations~~SEC, ~~LLC~~dated ~~and~~December ~~Jeffrey Shulse (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Securities and Exchange Commission on January 14~~4, 2014~~, File No~~. ~~333-174226).~~

* Included herewith.

Exhibit 99.1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: ~~September~~December 195, 2014

BLACK ELK ENERGY OFFSHORE OPERATIONS, LLC Black Elk Energy, LLC, its sole member By: /s/ ~~Jeff~~Jeffrey Shulse Name: ~~Jeff~~Jeffrey Shulse Title: President and Chief Executive Officer

EXHIBIT INDEX

Exhibit Description

10.1 Employment Agreement, dated January 8, 2014, by and between Black Elk Energy Offshore Operations, LLC and Jeffrey Shulse (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Securities and Exchange Commission on January 14, 2014, File No. 333-174226).

Filing Compare · Black Elk Energy Offshore Operations, LLC