H. Clayton Cook Jr

Attorney & Counselor at Law

Vessel Construction & Financing Transactions

The projects listed below are 17 vessel and production platform construction and financing transactions over the period 1976 through 2002 in which Mr. Cook was responsible for the negotiation of the vessel construction contracts, or had a significant role in the planning or execution of the transaction financing, or both.

Mr. Cook was responsible for the negotiation of the vessel construction contracts in seven of the 17 transactions, representing purchasers in six of the transactions, and a shipyard in the seventh and largest transaction. (2, 4, 5, 6, 15, 16 & 17) In five of these transactions, with a total value in excess of $1 billion, the vessels were financed and construction commenced and proceeded through a successful delivery. (2, 4, 5, 6 & 15) In the other two transactions, involving passenger and passenger-vehicle ferry vessels, the owners were unable to obtain financing. (16 & 17)

Mr. Cook had a significant role in the planning and successful execution of the financing plans in 11 of the 17 transactions with a total value in excess of $1.2 billion. (1, 2, 3, 4, 5, 6, 7, 10, 11, 13 & 15). In two of the remaining six transactions, involving North Sea production platforms, the retention was as planning counsel only, with no role in the execution of the financing plan. (8 & 9) In the other four transactions, involving a passenger cruise vessel and passenger ferry vessels, the transaction failed to close because of the owners’ inability to obtain financing. (12, 14, 16 & 17)


1. 1976 Puget Sound Tug & Barge Company, planning and executing counsel for shipowner, Title XI refinancing of two ocean going tugs and four ocean going barges, and the financing of two ocean going barges. $21,337,945


2. 1977 General Dynamics Corporation (Quincy Division), joint planning and executing counsel for shipbuilder partner in vessel owning partnership with Panhandle Eastern Pipeline Company and Moore McCormick Lines, Title XI financing for two LNG tank vessels, responsible for vessel construction contracts representing shipbuilder, with Panhandle Eastern Pipeline Company and Moore McCormick Lines. $423,934,000


3. 1978 Shell Oil Company, planning and executing counsel for time charterer in leveraged lease financing based upon Shell Time charter credit (with CCF Program benefit sharing) of two coast wise service petroleum tank vessels. $162,768,087


4. 1979 Shell Oil Company, planning and executing counsel for time charterer in leveraged lease financing (incorporating CCF Program benefit sharing) of two CDS subsidized petroleum tank vessels, responsible for vessel construction contract representing shipowner with Newport News Shipbuilding & Dry Dock. $282,082,704


5. 1979 Coordinated Caribbean Transport, Inc., planning and executing counsel for shipowner, Title XI financing for two ocean going tug-barge Ro/Ro vessels, responsible for vessel construction contracts with Bay Shipbuilding Company and SeaTrain Shipbuilding, Inc. $79,000,000


6. 1980 Occidental Petroleum Corporation, planning and executing counsel for shipowner, Title XI financing of three ocean going tug-barge chemical tank vessels, responsible for vessel construction contracts with Avondale Shipyards, Inc. $156,013,195


7. 1981 BameriLease Capital Corp., planning and executing counsel for owner participants in leveraged lease financing of one bulk gypsum carrier vessel. $31,800,000


8. 1982 BameriLease Capital Corporation, planning counsel for owner participants in cross-border leveraged lease financing of one North Sea production platform. $195,000,000


9. 1984 Sun Oil Company, planning counsel for owner participants in cross-border leveraged lease financing of one North Sea production platform. $265,000,000


10. 1985 Coastal Cruise Line, Inc., planning and executing counsel for shipowner, Title XI refinancing of one coastwise service passenger vessel. $9,164,023


11. 1985 First American Bulk Carriers, District No.1, Marine Engineers Beneficial Association, planning and executing counsel for original owner and charterer, in sale and charter back leveraged lease financing of one container vessel. $23,992,000


12. 1995 World City America, Inc., joint planning counsel for shipowner, Title XI financing of one ocean going passenger cruise vessel. $1,219,396,000


13. 1996 Port Imperial Ferry Corp., planning and executing counsel for shipowner, Title XI refinancing of four and financing of one passenger ferry vessels. $7,531,159


14. 1997 Mashantucket (Western) Pequot Tribal Nation, planning counsel for shipyard/shipowner, Title XI financing of one high speed passenger ferry vessel. $15,000,000


15. 1999 Port Imperial Ferry Corp., planning and executing counsel for shipowner, Title XI financing of three passenger ferry vessels, responsible for vessel construction contracts representing owner with Allen Marine, Inc. $5,025,000


16. 2001 Potomac Riverjet, Inc., planning counsel for shipowner, Title XI financing for three high speed passenger ferry vessels, responsible for vessel construction contract negotiations with Pequot River Shipworks and Allen Marine, Inc. $6,700,000


17. 2002 Hydrolink, LLC, planning counsel and executing for shipowner, Title XI financing for one high speed passenger ferry and two high speed passenger-vehicle ferry vessels, responsible for vessel construction contract negotiations representing owner with Gladding-Hearn Shipbuilding, and for vessel construction contracts representing owner with AUSTAL USA, LLC. $100,007,000


Total for all 17 transactions. $2,992,751,113


H. Clayton Cook Jr

P.O. Box 684
McLean, Virginia 22101

703–288–3556