GLNG Golar LNG Limited

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

SCHEDULE 13G

(RULE 13d - 102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)

(Amendment No. 2)*

Golar LNG Limited

(Name of Issuer)

Common Shares, par value $1.00 per share

(Title of Class of Securities)

G9456A100

(CUSIP Number)

December 31, 2016

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ]   Rule 13d-1(b)

[x]   Rule 13d-1(c)

[ ]   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 disclosures provided in a prior cover page.

The information required on 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 ).

Item 1(a).

Name of Issuer:

Golar LNG Limited ("Issuer")

Item 1(b).

Address of Issuer's Principal Executive Offices:

2 ^nd Floor, S.E. Pearman Building

9 Par-la-Ville Road

Hamilton

HM11

Bermuda

Item 2(a).

Name of Persons Filing:

The names of the persons filing this statement on Schedule 13G are (collectively, the "Reporting Persons"):

·	Luxor Capital Partners, LP, a Delaware limited partnership (the "Onshore Fund");

·	Luxor Wavefront, LP, a Delaware limited partnership (the "Wavefront Fund");

·	Luxor Capital Partners Offshore Master Fund, LP, a Cayman Islands limited partnership (the "Offshore Master Fund");

·	Luxor Capital Partners Offshore, Ltd., a Cayman Islands exempted company (the "Offshore Feeder Fund");

·	Thebes Offshore Master Fund, LP, a Cayman Islands limited partnership (the "Thebes Master Fund");

·	Thebes Partners Offshore, Ltd., a Cayman Islands exempted company (the "Thebes Feeder Fund");

·	LCG Holdings, LLC, a Delaware limited liability company ("LCG Holdings");

·	Luxor Capital Group, LP, a Delaware limited partnership ("Luxor Capital Group");

·	Luxor Management, LLC, a Delaware limited liability company ("Luxor Management");  and

·	Christian Leone, a United States citizen ("Mr. Leone").

The Offshore Master Fund is a subsidiary of the Offshore Feeder Fund. The Thebes Feeder Fund is the owner of a controlling interest, and together with a minority investor owns 100% of the interests, in the Thebes Master Fund. LCG Holdings is the general partner of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund.  Luxor Capital Group acts as the investment manager of the Onshore Fund, the Wavefront Fund, the Offshore Feeder Fund, the Offshore Master Fund, the Thebes Master Fund and the Thebes Feeder Fund (collectively, the "Funds").  Luxor Management is the general partner of Luxor Capital Group.  Mr. Leone is the managing member of Luxor Management.  Mr. Leone is the managing member of LCG Holdings.

By virtue of these relationships, LCG Holdings may be deemed to have voting and dispositive power with respect to the Common Shares (as defined below) owned directly by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund and the Thebes Master Fund.  By virtue of these relationships, each of Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to have voting and dispositive power with respect to the Common Shares beneficially owned by the Funds.

Item 2(b).

Address of Principal Business Office or, if None, Residence:

The principal business address of each of the Onshore Fund, the Wavefront Fund, Luxor Capital Group, Luxor Management, LCG Holdings and Mr. Leone is 1114 Avenue of the Americas, 29th Floor, New York, New York 10036.

The principal business address of each of the Offshore Master Fund, the Offshore Feeder Fund, the Thebes Master Fund and the Thebes Feeder Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.

Item 2(c).

Citizenship:

Mr. Leone is a citizen of the United States.

Each of Luxor Management and LCG Holdings is a limited liability company formed under the laws of the State of Delaware.

Each of the Onshore Fund, the Wavefront Fund and Luxor Capital Group is a limited partnership formed under the laws of the State of Delaware.

Each of the Offshore Feeder Fund and the Thebes Feeder Fund  is a company formed under the laws of the Cayman Islands.

Each of the Offshore Master Fund and the Thebes Master Fund is a limited partnership formed under the laws of the Cayman Islands.

Item 2(d).

Title of Class of Securities:

Common Shares, par value $1.00 per share (the "Common Shares")

Item 2(e).

CUSIP Number:

G9456A100

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:

Item 4.   Ownership.

(a)	Amount beneficially owned:

As of the close of business on December 31, 2016,

(i)	The Onshore Fund beneficially owned 1,778,868 Common Shares;

(ii)	The Wavefront Fund beneficially owned 217,710 Common Shares;

(iii)

The Offshore Master Fund beneficially owned 1,308,570 Common Shares. The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the Common Shares beneficially owned by the Offshore Master Fund;

(iv)	The Thebes Master Fund beneficially owned 83,433 Common Shares. The Thebes Feeder Fund, as the owner of a controlling interest in the Thebes Master Fund, may be deemed to have beneficially owned the Common Shares beneficially owned by the Thebes Master Fund;

(v)

LCG Holdings, as the general partner of the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, and the Thebes Master Fund may be deemed to have beneficially owned the 3,388,581 Common Shares beneficially owned by the Onshore Fund, the Wavefront Fund, the Offshore Master Fund, and the Thebes Master Fund;

(vi)	Luxor Capital Group, as the investment manager of the Funds, may be deemed to have beneficially owned the 3,388,581 Common Shares beneficially owned by the Funds;

(vii)

Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 3,388,581 Common Shares beneficially owned by Luxor Capital Group; and

(viii)

Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 3,388,581 Common Shares beneficially owned by Luxor Management.

(b)	Percent of Class:

The aggregate percentage of Common Shares reported owned by each person named herein is based upon 101,039,636 Common Shares outstanding as of November 18, 2016 following the conclusion of the Issuer's previously announced underwritten public offering, which included the exercise, in full, of the underwriters' option, as disclosed in the Issuer's Prospectus Supplement filed pursuant to Rule 424(b)(2) under the Securities Act of 1933, as amended, with the Securities and Exchange Commission ("SEC") on November 14, 2016 and Exhibit 99.1 to the Issuer's Report of Foreign Private Issuer on Form 6-K filed with the SEC on November 18, 2016.

As of the close of business on December 31, 2016,

(i)	The Onshore Fund beneficially owned approximately 1.8% of the outstanding Common Shares;

(ii)	The Wavefront Fund beneficially owned less than 1% of the outstanding Common Shares;

(iii)

The Offshore Master Fund beneficially owned approximately 1.3% of the outstanding Common Shares and the Offshore Feeder Fund may be deemed to have beneficially owned approximately 1.3% of the outstanding Common Shares;

(iv)	The Thebes Master Fund beneficially owned less than 1% of the outstanding Common Shares and the Thebes Feeder Fund may be deemed to have beneficially owned less than 1% of the outstanding Common Shares; and

(v)	Each of LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to have beneficially owned approximately 3.4% of the outstanding Common Shares.

(c)	Number of shares as to which such person has:

(i)            Sole power to vote or to direct the vote of Common Shares:

See Cover Pages Items 5-9.

(ii)           Shared power to vote or to direct the vote of Common Shares:

See Cover Pages Items 5-9.

(iii)          Sole power to dispose or to direct the disposition of Common Shares:

See Cover Pages Items 5-9.

(iv)          Shared power to dispose or to direct the disposition of Common Shares:

See Cover Pages Items 5-9.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

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.

See Exhibit A of the Schedule 13G filed with the SEC on October 26, 2015.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certification.

By signing below each of the undersigned certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

LUXOR CAPITAL PARTNERS, LP
By:	LCG Holdings, LLC, as General Partner
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
LUXOR WAVEFRONT, LP
By:	LCG Holdings, LLC, as General Partner
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
By:	LCG Holdings, LLC, as General Partner
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
LUXOR CAPITAL PARTNERS OFFSHORE, LTD.
By:	Luxor Capital Group, LP, as investment manager
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
THEBES OFFSHORE MASTER FUND, LP
By:	LCG Holdings, LLC, as General Partner
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel

THEBES PARTNERS OFFSHORE, LTD.
By:	Luxor Capital Group, LP, as investment manager
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
LUXOR CAPITAL GROUP, LP
By:	Luxor Management, LLC, as General Partner
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
LCG HOLDINGS, LLC
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
LUXOR MANAGEMENT, LLC
By:	/s/ Norris Nissim
	Name:	Norris Nissim
	Title:	General Counsel
/s/ Norris Nissim
NORRIS NISSIM, as Agent for Christian Leone

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