GOGL Golden Ocean Group Limited

CUSIP No. G39637205

1

Name of Reporting Person:
Riverstone Quintana Shipping Holdco, LLC

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Marshall Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
10,473,397

6

Shared Voting Power
500,000

7

Sole Dispositive Power
10,473,397

8

Shared Dispositive Power
500,000

9

Aggregate Amount Beneficially Owned by Each Reporting Person
10,973,397

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.3%*

12

Type of Reporting Person
OO

CUSIP No. G39637205

1

Name of Reporting Person:
Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Marshall Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
10,473,397

6

Shared Voting Power
500,000

7

Sole Dispositive Power
10,473,397

8

Shared Dispositive Power
500,000

9

Aggregate Amount Beneficially Owned by Each Reporting Person
10,973,397

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.3%*

12

Type of Reporting Person
OO

CUSIP No. G39637205

1

Name of Reporting Person:
Riverstone/Carlyle Energy Partners IV (Cayman), L.P.

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Marshall Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
10,473,397

6

Shared Voting Power
500,000

7

Sole Dispositive Power
10,473,397

8

Shared Dispositive Power
500,000

9

Aggregate Amount Beneficially Owned by Each Reporting Person
10,973,397

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.3%*

12

Type of Reporting Person
OO

CUSIP No. G39637205

1

Name of Reporting Person:
R/C GP IV Cayman LLC I

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Marshall Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
10,473,397

6

Shared Voting Power
500,000

7

Sole Dispositive Power
10,473,397

8

Shared Dispositive Power
500,000

9

Aggregate Amount Beneficially Owned by Each Reporting Person
10,973,397

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.3%*

12

Type of Reporting Person
OO

CUSIP No. G39637205

1

Name of Reporting Person:
Riverstone/Carlyle Energy Partners IV, L.P.

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Marshall Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
10,473,397

6

Shared Voting Power
500,000

7

Sole Dispositive Power
10,473,397

8

Shared Dispositive Power
500,000

9

Aggregate Amount Beneficially Owned by Each Reporting Person
10,973,397

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.3%*

12

Type of Reporting Person
OO

CUSIP No. G39637205

1

Name of Reporting Person:
R/C Energy GP IV, LLC

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
Marshall Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
10,473,397

6

Shared Voting Power
500,000

7

Sole Dispositive Power
10,473,397

8

Shared Dispositive Power
500,000

9

Aggregate Amount Beneficially Owned by Each Reporting Person
10,973,397

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.3%*

12

Type of Reporting Person
OO

Item 1(a).

Name of Issuer:
Golden Ocean Group Ltd.

Item 1(b).

Address of Issuer’s Principal Executive Offices:
Par-la-Ville Place

14 Par-la-Ville Road

Hamilton, HM 08, Bermuda

Item 2(a).

Names of Persons Filing:
Riverstone Quintana Shipping Holdco, LLC

Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P.

Riverstone/Carlyle Energy Partners IV (Cayman), L.P.

R/C GP IV Cayman LLC I

Riverstone/Carlyle Energy Partners IV, L.P.

R/C Energy GP IV, LLC.

Item 2(b).

Address or Principal Business Office or, if none, Residence:
The principal business office for Riverstone Quintana Shipping Holdco, LLC, Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P., Riverstone/Carlyle Energy Partners IV (Cayman), L.P., R/C GP IV Cayman LLC I, Riverstone/Carlyle Energy Partners IV, L.P. and R/C Energy GP IV, LLC is 712 Fifth Ave., 36th Floor New York, NY 10019

Item 2(c).

Citizenship:
Riverstone Quintana Shipping Holdco, LLC is a Marshall Islands limited liability company
Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P. is a Delaware limited partnership
Riverstone/Carlyle Energy Partners IV (Cayman), L.P. is a Delaware limited partnership
R/C GP IV Cayman LLC I is a Delaware limited liability company
Riverstone/Carlyle Energy Partners IV, L.P. is a Delaware limited partnership
R/C Energy GP IV, LLC is a Delaware limited liability company

Item 2(d).

Title of Class of Securities:
Common Shares

Item 2(e).

CUSIP Number:
G39637205

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: Not applicable.

Item 4.

Ownership:

1.

Riverstone Quintana Shipping Holdco, LLC

(a)

Amount beneficially owned:   

10,973,397

(b)

Percent of class:   

8.3%*

(c)

Number of units as to which the person has:

(i)

Sole power to vote or to direct the vote:   

10,473,397

(ii)

Shared power to vote or to direct the vote:    

500,000

(iii)

Sole power to dispose or to direct the disposition of:   

10,473,397

(iv)

Shared power to dispose or to direct the disposition of:   

500,000

2.

Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P.

(a)

Amount beneficially owned:   

10,973,397

(b)

Percent of class:   

8.3%*

(c)

Number of units as to which the person has:

(i)

Sole power to vote or to direct the vote:   

10,473,397

(ii)

Shared power to vote or to direct the vote:    

500,000

(iii)

Sole power to dispose or to direct the disposition of:   

10,473,397

(iv)

Shared power to dispose or to direct the disposition of:   

500,000

3.

Riverstone/Carlyle Energy Partners IV (Cayman), L.P.

(a)

Amount beneficially owned:   

10,973,397

(b)

Percent of class:   

8.3%*

(c)

Number of units as to which the person has:

(i)

Sole power to vote or to direct the vote:   

10,473,397

(ii)

Shared power to vote or to direct the vote:    

500,000

(iii)

Sole power to dispose or to direct the disposition of:   

10,473,397

(iv)

Shared power to dispose or to direct the disposition of:   

500,000

4.

R/C GP IV Cayman LLC I

(a)

Amount beneficially owned:   

10,973,397

(b)

Percent of class:   

8.3%*

(c)

Number of units as to which the person has:

(i)

Sole power to vote or to direct the vote:   

10,473,397

(ii)

Shared power to vote or to direct the vote:    

500,000

(iii)

Sole power to dispose or to direct the disposition of:   

10,473,397

(iv)

Shared power to dispose or to direct the disposition of:   

500,000

5.

Riverstone/Carlyle Energy Partners IV, L.P.

(a)

Amount beneficially owned:   

10,973,397

(b)

Percent of class:   

8.3%*

(c)

Number of units as to which the person has:

(i)

Sole power to vote or to direct the vote:   

10,473,397

(ii)

Shared power to vote or to direct the vote:    

500,000

(iii)

Sole power to dispose or to direct the disposition of:   

10,473,397

(iv)

Shared power to dispose or to direct the disposition of:   

500,000

6.

R/C Energy GP IV, LLC

(a)

Amount beneficially owned:   

10,973,397

(b)

Percent of class:   

8.3%*

(c)

Number of units as to which the person has:

(i)

Sole power to vote or to direct the vote:   

10,473,397

(ii)

Shared power to vote or to direct the vote:    

500,000

(iii)

Sole power to dispose or to direct the disposition of:   

10,473,397

(iv)

Shared power to dispose or to direct the disposition of:   

500,000

Riverstone Quintana Shipping Holdco, LLC is controlled by Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P. (“R/C IV (Cayman)”), an alternative investment vehicle of Riverstone/Carlyle Global Energy and Power Fund IV, L.P. (“R/C IV”). R/C IV (Cayman) is controlled by its general partner, Riverstone/Carlyle Energy Partners IV (Cayman), L.P., which is in turn controlled by its general partner, R/C GP IV Cayman LLC I, an affiliate of R/C Energy GP IV, LLC.  R/C Energy GP IV, LLC is managed by a management committee. Pierre F. Lapeyre, Jr., David M. Leuschen, James T. Hackett, Michael B. Hoffman, N. John Lancaster, Daniel A. D’Aniello and Edward J. Mathias, as members of the management committee of R/C Energy GP IV, LLC, may be deemed to possess voting and dispositive powers with respect to the aggregate 10,973,397 shares of common stock of Golden Ocean Group Ltd. that are the subject of this Schedule 13G. Such individuals expressly disclaim any beneficial ownership over such shares.

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 or Control Person:

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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

RIVERSTONE QUINTANA SHIPPING HOLDCO, LLC

By

Riverstone/Carlyle Global Energy and Power Fund IV (Cayman), L.P., its managing member

By:

Riverstone/Carlyle Energy Partners IV (Cayman), L.P., its general partner

By:

R/C GP IV Cayman LLC I, its general partner

By:

/s/ Thomas Walker

Name:

Thomas Walker

Title:

Authorized Person

RIVERSTONE/CARLYLE GLOBAL ENERGY AND POWER FUND IV (CAYMAN), L.P.

By:

Riverstone/Carlyle Energy Partners IV (Cayman), L.P., its general partner

By:

R/C GP IV Cayman LLC I, its general partner

By:

/s/ Thomas Walker

Name:

Thomas Walker

Title:

Authorized Person

RIVERSTONE/CARLYLE ENERGY PARTNERS IV (CAYMAN), L.P.

By:

R/C GP IV Cayman LLC I, its general partner

By:

/s/ Thomas Walker

Name:

Thomas Walker

Title:

Authorized Person

R/C GP IV CAYMAN LLC I

By:

/s/ Thomas Walker

Name:

Thomas Walker

Title:

Authorized Person

RIVERSTONE/CARLYLE ENERGY PARTNERS IV, L.P.

By:

R/C Energy GP IV, LLC, its general partner

By:

/s/ Thomas Walker

Name:

Thomas Walker

Title:

Authorized Person

R/C ENERGY GP IV, LLC

By:

/s/ Thomas Walker

Name:

Thomas Walker

Title:

Authorized Person

Exhibit No.

Description

99.1

Joint Filing Agreement.