SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


 
SCHEDULE 13G
(Rule 13d-102)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2.
 
(Amendment No. _)*


EXCO Resources, Inc.
(Name of Issuer)
 
 
Common Stock, $0.001 par value per share
(Title of Class of Securities)
 
 
269279402
(CUSIP Number)
 
 
December 31, 2007
(Date of Event which Requires Filing of this Statement)

 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
o Rule 13d-1(b)
 
o Rule 13d-1(c)
 
x Rule 13d-1(d)
 
 

*  The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 


 
Page 1 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill & Co., Inc.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
6,291,850 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
6,291,850 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
6,291,850 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.8% (2)
 
12
TYPE OF REPORTING PERSON
 
CO
 
 
(1) Includes preferred stock convertible into 3,947,368 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 3,947,368 shares from the potential conversion of the preferred stock for a total of 108,443,852 shares outstanding.
 
Page 2 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
6,291,850 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
6,291,850 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
6,291,850 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.8% (2)
 
12
TYPE OF REPORTING PERSON
 
OO
 
 
(1) Includes preferred stock convertible into 3,947,368 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 3,947,368 shares from the potential conversion of the preferred stock for a total of 108,443,852 shares outstanding.
 
Page 3 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
GCP Managing Partner II, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
3,947,368 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
3,947,368 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
3,947,368 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
3.6% (2)
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
(1) Includes preferred stock convertible into 3,947,368 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 3,947,368 shares from the potential conversion of the preferred stock for a total of 108,443,852 shares outstanding.
 
Page 4 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
GCP Managing Partner, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,344,482
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,344,482
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,344,482
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
2.2%
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
Page 5 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
GCP, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,344,482
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,344,482
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,344,482
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
2.2%
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
Page 6 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
GCP 2000, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,344,482
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,344,482
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,344,482
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
2.2%
 
12
TYPE OF REPORTING PERSON
 
OO
 
 
Page 7 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Robert F. Greenhill
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,344,482
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,344,482
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,344,482
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
2.2%
 
12
TYPE OF REPORTING PERSON
 
IN
 
 
Page 8 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Scott L. Bok
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,344,482
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,344,482
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,344,482
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
2.2%
 
12
TYPE OF REPORTING PERSON
 
IN
 
 
 
Page 9 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Robert H. Niehaus
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,344,482
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,344,482
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,344,482
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
2.2%
 
12
TYPE OF REPORTING PERSON
 
IN
 
 
Page 10 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners II, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,031,579 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,031,579 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,031,579 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
1.9% (2)
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
(1) Includes preferred stock convertible into 2,031,579 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 2,031,579 shares from the potential conversion of the preferred stock for a total of 106,528,063 shares outstanding.
 
Page 11 of 27

 
 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
1,450,018
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
1,450,018
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,450,018
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
1.4%
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
 
Page 12 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
GCP Cayman, Ltd.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
1,003,505 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
1,003,505 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,003,505 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
1.0% (2)
 
12
TYPE OF REPORTING PERSON
 
CO
 
 
(1) Includes preferred stock convertible into 796,316 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 796,316 shares from the potential conversion of the preferred stock for a total of 105,292,800 shares outstanding.
 
Page 13 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners (Employees) II, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
979,474 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
979,474 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
979,474 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.9% (2)
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
(1) Includes preferred stock convertible into 979,474 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 979,474 shares from the potential conversion of the preferred stock for a total of 105,475,958 shares outstanding.
 
Page 14 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners (Cayman) II, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
796,316 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
796,316 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
796,316 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.8% (2)
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
(1) Includes preferred stock convertible into 796,316 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 796,316 shares from the potential conversion of the preferred stock for a total of 105,292,800 shares outstanding.
 
Page 15 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
458,415
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
458,415
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
458,415
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.4%
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
 
Page 16 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners (Executives), L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
228,860
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
228,860
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
228,860
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.2%
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
 
Page 17 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners (Cayman), L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
207,189
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
207,189
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
207,189
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.2%
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
 
Page 18 of 27

 
 CUSIP No. 269279402
 13G
 
1
NAME OF REPORTING PERSONS
 
Greenhill Capital Partners (Executives) II, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
 
o
o
3
SEC USE ONLY
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
140,000 (1)
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
140,000 (1)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
140,000 (1)
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.1% (2)
 
12
TYPE OF REPORTING PERSON
 
PN
 
 
(1) Includes preferred stock convertible into 140,000 shares.

(2) Based on 104,496,484 shares of outstanding common stock and including the 140,000 shares from the potential conversion of the preferred stock for a total of 104,636,484 shares outstanding.
 
Page 19 of 27

 
Item 1(a). Name of Issuer:
 
EXCO Resources, Inc.
 
Item 1(b). Address of Issuer’s Principal Executive Offices:
 
12377 Merit Drive, Suite 1700, Dallas, Texas 75251
 
Item 2(a). Name of Person Filing:
 
This statement is filed jointly on behalf of the persons identified below. In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each person filing this statement acknowledges that it is responsible for the completeness and accuracy of the information concerning that person but is not responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
 
Greenhill & Co., Inc.
 
Greenhill Capital Partners, LLC
 
GCP Managing Partner II, L.P.
 
GCP Managing Partner, L.P.
 
GCP, L.P.
 
GCP 2000, LLC
 
Robert F. Greenhill
 
Scott L. Bok
 
Robert H. Niehaus
 
Greenhill Capital Partners II, L.P.
 
Greenhill Capital Partners, L.P.
 
GCP Cayman, Ltd.
 
Greenhill Capital Partners (Employees) II, L.P.
 
Greenhill Capital Partners (Cayman) II, L.P.
 
Greenhill Capital, L.P.
 
Greenhill Capital Partners (Executives), L.P.
 
Greenhill Capital Partners (Cayman), L.P.
 
Greenhill Capital Partners (Executives) II, L.P.
 
The filing persons are filing this Schedule 13G jointly pursuant to a Joint Filing Agreement attached hereto as Exhibit 1.
 
Item 2(b). Address of Principal Business Office or, if None, Residence:
 
The address of the principle business office of all filing persons identified in this Schedule 13G is:
 
 
Page 20 of 27

 
 
300 Park Avenue, New York, NY 10022.
 
Item 2(c). Citizenship:
 
See item 4 on Cover Pages to this Schedule 13G.
 
Item 2(d). Title of Class of Securities:
 
Common Stock, $0.001 par value per share
 
Item 2(e). CUSIP Number:
 
269279402
 
Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
 
(a)
 o
Broker or dealer registered under Section 15 of the Exchange Act;
     
(b)
 o
Bank as defined in Section 3(a)(6) of the Exchange Act;
     
(c)
 o
Insurance company as defined in Section 3(a)(19) of the Exchange Act;
     
(d)
 o
Investment company registered under Section 8 of the Investment Company Act;
     
(e)
 o
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
     
(f)
 o
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
     
(g)
 o
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
     
(h)
 o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
     
(i)
 o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
     
(j)
 o
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
 
If this statement is filed pursuant to Rule 13d-1(c), check this box. o
 
Item 4. Ownership.
 
The filing of this statement should not be construed as an admission by any person that such person is, for purposes of Section 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this statement, other than the securities set forth opposite such person’s name in the table in Item 4(c) below.
 
(a) Amount beneficially owned:
 
Greenhill Capital Partners, LLC, whose sole member is Greenhill & Co., Inc., is the general partner of GCP Managing Partner, L.P. and GCP Managing Partner II, L.P.  Greenhill Capital Partners, LLC and Greenhill & Co., Inc. may each be deemed to indirectly beneficially own 6,291,850 shares of Common Stock by virtue of its relationship with the record owners of Common Stock and record owners of preferred stock convertible into shares of Common Stock as described herein.
 
GCP 2000, LLC is the general partner of GCP, L.P.  GCP 2000, LLC is in turn controlled by its Senior Members, Scott L. Bok, Robert F. Greenhill and Robert H. Niehaus.  Each of these entities and persons may be deemed to indirectly beneficially own 2,344,482 shares of Common Stock by virtue of its or his relationship with the record owners of Common Stock as described herein.
 
 
Page 21 of 27

 
GCP Managing Partner, L.P. and GCP, L.P. are general partners of the following entities:  Greenhill Capital Partners, L.P., which is the record owner of 1,450,018 shares of Common Stock, Greenhill Capital, L.P., which is the record owner of 458,415 shares of Common Stock and Greenhill Capital Partners (Executives), L.P., which is the record owner of 228,860 shares of Common Stock.
 
GCP Managing Partner, L.P., GCP, L.P. and GCP Cayman, Ltd., whose sole shareholder is Greenhill Capital Partners, LLC, are the general partners of Greenhill Capital Partners (Cayman), L.P., which is the record owner of 207,189 shares of Common Stock.
 
GCP Managing Partner II, L.P. is the general partner of the following entities: Greenhill Capital Partners II, L.P., which is the record owner of preferred stock convertible into 2,031,579 shares of Common Stock, Greenhill Capital Partners (Executives) II, L.P., which is the record owner of preferred stock convertible into 140,000 shares of Common Stock, and Greenhill Capital Partners (Employees) II, L.P., which is the record owner of preferred stock convertible into 979,474 shares of Common Stock.
 
GCP Managing Partner II, L.P. and GCP Cayman, Ltd. are general partners of Greenhill Capital Partners (Cayman) II, L.P., which is the record owner of preferred stock convertible into 796,316 shares of Common Stock.
 
Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its or his pecuniary interest therein.
 
(b) Percent of class(1):
 
Greenhill & Co., Inc.
5.8%
   
Greenhill Capital Partners, LLC
5.8%
   
GCP Managing Partner II, L.P.
3.6%
   
GCP Managing Partner, L.P.
2.2%
   
GCP, L.P.
2.2%
   
GCP 2000, LLC
2.2%
   
Robert F. Greenhill
2.2%
   
Scott L. Bok
2.2%
   
Robert H. Niehaus
2.2%
   
Greenhill Capital Partners II, L.P.
1.9%
   
Greenhill Capital Partners, L.P.
1.4%
   
GCP Cayman, Ltd.
1.0%
   
Greenhill Capital Partners (Employees) II, L.P.
0.9%
   
Greenhill Capital Partners (Cayman) II, L.P.
0.8%
   
Greenhill Capital, L.P.
0.4%
   
Greenhill Capital Partners (Executives), L.P.
0.2%
   
Greenhill Capital Partners (Cayman), L.P.
0.2%
   
 
 
Page 22 of 27


 
Greenhill Capital Partners (Executives) II, L.P.
0.1%
 
__________  
(1)
All percentages herein are based on 104,496,484 shares of Common Stock reported to be outstanding as of November 1, 2007 adjusted by the number of shares of Common Stock that each reporting person’s preferred shares may be converted into at a liquidation preference of $10,000 per preferred share and a conversion price of $19.00 per share, as reported on Form 10-Q filed with the SEC by the Issuer for the quarter ended September 30, 2007.  See item 11 of Cover Pages to this Schedule 13G for further information.
 
(c) Number of shares as to which such person has:
 
 
(i)
Sole power to vote or to direct the vote
(ii)
Shared power to vote or to direct the vote
(iii)
Sole power to dispose or to direct the disposition
(iv)
Shared power to dispose or to direct the disposition of
Greenhill & Co., Inc.
-0-
6,291,850
-0-
6,291,850
         
Greenhill Capital Partners, LLC
-0-
6,291,850
-0-
6,291,850
         
GCP Managing Partner II, L.P.
-0-
3,947,368
-0-
3,947,368
         
GCP Managing Partner, L.P.
-0-
2,344,368
-0-
2,344,368
         
GCP, L.P.
-0-
2,344,368
-0-
2,344,368
         
GCP 2000, LLC
-0-
2,344,368
-0-
2,344,368
         
Robert F. Greenhill
-0-
2,344,368
-0-
2,344,368
         
Scott L. Bok
-0-
2,344,368
-0-
2,344,368
         
Robert H. Niehaus
-0-
2,344,368
-0-
2,344,368
         
Greenhill Capital Partners II, L.P.
-0-
2,031,579
-0-
2,031,579
         
Greenhill Capital Partners, L.P.
-0-
1,450,018
-0-
1,450,018
         
GCP Cayman, Ltd.
-0-
1,003,505
-0-
1,003,505
         
Greenhill Capital Partners
(Employees) II, L.P.
-0-
979,474
-0-
979,474
         
Greenhill Capital Partners
(Cayman) II, L.P.
-0-
796,316
-0-
796,316
         
Greenhill Capital, L.P.
-0-
458,415
-0-
458,415
         
Greenhill Capital Partners
(Executives), L.P.
-0-
228,860
-0-
228,860
         
Greenhill Capital Partners
(Cayman), L.P.
-0-
207,189
-0-
207,189
         
 
 
Page 23 of 27


 
Greenhill Capital Partners
(Executives) II, L.P.
-0-
140,000
-0-
140,000
 
 Item 5. Ownership of Five Percent or Less of a Class.
 
Not applicable.
 
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
 
Not applicable.
 
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
 
Not applicable.
 
Item 8. Identification and Classification of Members of the Group.
 
Not applicable.
 
Item 9. Notice of Dissolution of Group.
 
Not applicable.
 
Item 10. Certifications.
 
Not applicable.
 
Page 24 of 27

 
SIGNATURE
 
After reasonable inquiry and to the best knowledge and belief of each of the undersigned, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
 
 
Date: February 14, 2008
 
   
   
GREENHILL & CO., INC.  
 
   
   
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 
 
 
   
GREENHILL CAPITAL PARTNERS, LLC   
   
   
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 
 

   
GCP MANAGING PARTNER II, L.P. and
GCP MANAGING PARTNER, L.P.
 
   
By:
Greenhill Capital Partners, LLC, as general
partner for each of the foregoing
partnerships
 
     
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 


   
GCP, L.P.
 
   
By:
GCP 2000, LLC, its general partner
 
     
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 
 

 
Page 25 of 27

 

   
GCP 2000, LLC
 
   
     
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 
 
  
ROBERT F. GREENHILL
 
   
   
/s/ Robert F. Greenhill
 
 
  
SCOTT L. BOK
 
   
   
/s/ Scott L. Bok
 
 
 
ROBERT H. NIEHAUS
 
   
   
/s/ Robert H. Niehaus
 
 
GREENHILL CAPITAL PARTNERS II, L.P.
GREENHILL CAPITAL PARTNERS
(EMPLOYEES) II, L.P.
GREENHILL CAPITAL PARTNERS
(CAYMAN) II, L.P.
GREENHILL CAPITAL PARTNERS
(EXECUTIVES) II, L.P.
   
   
By:
GCP Managing Partner II, L.P., as managing
general partner for each of the foregoing
partnerships 
By:
Greenhill Capital Partners, LLC, its general partner 
     
     
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 
 
Page 26 of 27

 
GREENHILL CAPITAL PARTNERS, L.P.
GREENHILL CAPITAL PARTNERS
(CAYMAN), L.P.
GREENHILL CAPITAL PARTNERS
(EXECUTIVES), L.P.
GREENHILL CAPITAL, L.P.
   
   
By:
GCP Managing Partner, L.P., as managing
general partner for each of the foregoing
partnerships 
By:
Greenhill Capital Partners, LLC, its general partner 
     
     
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 


   
GCP CAYMAN, LTD.
 
   
By:
Greenhill Capital Partners, LLC, its sole
shareholder 
     
By:
/s/ Ulrika Ekman
 
Name:  Ulrika Ekman  
Title:
 General Counsel & Secretary
 
 
 
 
Page 27 of 27