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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

WL ROSS & CO LLC 		2. Issuer Name and Ticker or Trading Symbol

EXCO RESOURCES INC [ XCO ] 		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)

1166 AVENUE OF THE AMERICAS 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/22/2017
(Street)

NEW YORK, NY 10036
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, par value $0.001 per share   12/22/2017     S    2732   (1) D $0.6241   420079   I   See Footnotes   (2) (3)
Common Stock, par value $0.001 per share   12/22/2017     S    2734   (1) D $0.6241   420408   I   See Footnotes   (2) (4)
Common Stock, par value $0.001 per share   12/22/2017     S    2732   (1) D $0.6241   420176   I   See Footnotes   (2) (5)
Common Stock, par value $0.001 per share   12/22/2017     S    2732   (1) D $0.6241   420101   I   See Footnotes   (2) (6)
Common Stock, par value $0.001 per share   12/22/2017     S    2733   (1) D $0.6241   420251   I   See Footnotes   (2) (7)
Common Stock, par value $0.001 per share   12/22/2017     S    2732   (1) D $0.6241   420207   I   See Footnotes   (2) (8)
Common Stock, par value $0.001 per share   12/22/2017     S    62   (1) D $0.6241   9608   I   See Footnotes   (2) (9)
Common Stock, par value $0.001 per share   12/22/2017     S    4051   (1) D $0.6241   623027   I   See Footnotes   (2) (10)
Common Stock, par value $0.001 per share   12/22/2017     S    1503   (1) D $0.6241   231078   I   See Footnotes   (2) (11)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
(1)  Represents shares disposed of through open-market transactions.
(2)  WL Ross & Co. LLC ("WLR LLC") is the investment manager of Fund IV AIV One, Fund IV AIV Two, Fund IV AIV Three, Fund IV AIV Four, Fund IV AIV Five, Fund IV AIV Six, Parallel Fund, Co-Invest Fund AIV and WLR/GS Fund AIV. WLR Recovery Associates IV LLC ("Fund IV") is the general partner of Fund IV AIV One, Fund IV AIV Two, Fund IV AIV Three, Fund IV AIV Four, Fund IV AIV Five and Fund IV AIV Six. Invesco Private Capital, Inc. is the managing member of INVESCO WLR IV Associates LLC, which is in turn the general partner of Parallel Fund. WLR Select Associates LLC is the general partner of Co-Invest Fund AIV. WLR Master Co-Investment GP, LLC is the general partner of WLR/GS Fund AIV.
(3)  These shares are held by WLR IV Exco AIV One, L.P. ("Fund IV AIV One").
(4)  These shares are held by WLR IV Exco AIV Two, L.P. ("Fund IV AIV Two").
(5)  These shares are held by WLR IV Exco AIV Three, L.P. ("Fund IV AIV Three").
(6)  These shares are held by WLR IV Exco AIV Four, L.P. ("Fund IV AIV Four").
(7)  These shares are held by WLR IV Exco AIV Five, L.P. ("Fund IV AIV Five").
(8)  These shares are held by WLR IV Exco AIV Six, L.P. ("Fund IV AIV Six").
(9)  These shares are held by WLR IV Parallel ESC, L.P. ("Parallel Fund").
(10)  These shares are held by WLR Select Co-Investment XCO AIV, L.P. ("Co-Invest Fund AIV").
(11)  These shares are held by WLR/GS Master Co-Investment XCO AIV, L.P. ("WLR/GS Fund AIV").

Remarks:
This Form 4 is being filed in two parts due to the large number of Reporting Persons. Please reference the Form 4 filing filed on the date hereof separately by WLR LLC, Fund IV, Fund IV AIV One, Fund IV AIV Two, Fund IV AIV Three, Fund IV AIV Four, Fund IV AIV Five, and Fund IV AIV Six. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the ''Act''), each Reporting Person may be deemed to be the beneficial owner of the securities reported herein only to the extent of his pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that each Reporting Person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
WL ROSS & CO LLC
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

WLR Select Associates LLC
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

WLR Select Co-Investment XCO AIV, L.P.
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

WLR Master Co-Investment GP LLC
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

Invesco Private Capital, Inc.
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

WLR/GS Master Co-Investment XCO AIV, L.P.
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

WLR IV PARALLEL ESC LP
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X

INVESCO WLR IV Associates LLC
1166 AVENUE OF THE AMERICAS
NEW YORK, NY 10036
X


Signatures
WL ROSS & CO. LLC By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

WLR SELECT ASSOCIATES LLC By: WL Ross & Co. LLC, its Managing Member By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

WLR SELECT CO-INVESTMENT XCO AIV, L.P. By: WLR Select Associates LLC, its General Partner By: WL Ross & Co. LLC, its Managing Member By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

WLR MASTER CO-INVESTMENT GP, LLC By: WL Ross & Co. LLC, its Managing Member By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

INVESCO WLR IV ASSOCIATES LLC By: INVESCO Private Capital, Inc., its Managing Member By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

INVESCO PRIVATE CAPITAL, INC. By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

WLR/GS MASTER CO-INVESTMENT XCO AIV, L.P. By: WLR Master Co-Investment GP, LLC, its General Partner By: WL Ross & Co. LLC, its Managing Member By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date

WLR IV PARALLEL ESC, L.P. By: INVESCO WLR IV ASSOCIATES LLC, its General Partner By: INVESCO Private Capital, Inc., its Managing Member By: /s/ Benjamin Gruder, authorized person 12/27/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.