Instrument of Resignation, Appointment and Acceptance, dated as of December 15, 2017, by and among EXCO Resources, Inc., Wilmington Trust, National Association and Wilmington Savings Fund Society, FSB

Exhibit 4.1

INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE

This INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE (this “Instrument”), dated and effective as of December 15, 2017, by and among EXCO Resources, Inc., (the “Issuer”), Wilmington Trust Company, a Delaware trust company and having its corporate trust office at 1100 North Market Street, Wilmington, Delaware 19890 (the “Resigning Trustee”) and Wilmington Savings Fund Society FSB, a federal savings bank duly organized and existing under the laws of the United States of America (the “Successor Trustee”). Except as otherwise expressly provided or unless the context otherwise requires, all capitalized terms used herein which are defined in the Indenture shall have the meaning assigned to them in the Indenture.

WITNESSETH

WHEREAS, on September 15, 2010, the Issuer executed an Indenture (as amended, amended and restated, modified and supplemented from time to time, the “Indenture”) providing for the issuance from First Supplemental Indenture dated September 15, 2010 of the 7.500% Senior Notes due 2018 (the “2018 Notes”) and issuance from Third Supplemental Indenture dated April 16, 2014 of the 8.500% Senior Notes due 2022 (the “2022 Notes”, and together with the 2018 Notes, the “Securities”);

WHEREAS, the Resigning Trustee has been acting as Trustee, Security Registrar, Paying Agent and custodian for the Depositary (herein referred to as “Custodian”) under the Indenture;

WHEREAS, Section 610 of the Indenture provides that under certain conditions the Resigning Trustee may resign at any time and the Issuer may remove the Trustee at any time;

WHEREAS, Section 610 of the Indenture further provides that no resignation or removal of the Trustee shall be effective, and no appointment of a successor Trustee shall become effective until the acceptance of appointment by a Successor Trustee pursuant to Section 611;

WHEREAS, Section 611 of the Indenture provides that the successor Trustee shall be qualified under the provisions of Section 609 of the Indenture;

WHEREAS, Section 611 of the Indenture further provides that any successor Trustee appointed under the Indenture shall execute, acknowledge and deliver to the Issuer and to the Resigning Trustee an instrument accepting such appointment, thereupon the resignation or removal of the Resigning Trustee shall become effective and the Successor Trustee without any further act, deed or conveyance, shall become fully vested with all the rights, powers, trusts and duties of the Resigning Trustee;

WHEREAS, the Resigning Trustee wishes to resign as Trustee, Security Registrar, Paying Agent and Custodian with respect to the Securities under the Indenture, and the Issuer wishes to appoint

the Successor Trustee to succeed the Resigning Trustee as Trustee, Security Registrar, Paying Agent and Custodian with respect to the Securities under the Indenture; and

WHEREAS, the Successor Trustee is willing to accept such appointment as successor Trustee, Security Registrar, Paying Agent and Custodian with respect to the Securities under the Indenture.

NOW, THEREFORE, pursuant to the Indenture and in consideration of the covenants herein contained, it is agreed as follows (words and phrases not otherwise defined in this Instrument having the definitions given thereto in the Indenture):

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IN WITNESS WHEREOF, the parties hereto have caused this instrument to be duly executed and attested by their duly authorized officers, all as of the date and year first above written.

[Signature Page to Instrument of Resignation, Appointment and Acceptance]

Exhibit A

[Successor Trustee Letterhead]

To the Holders of EXCO Resources, Inc., a Texas corporation (the “Issuer”), 7.500% Senior Notes due 2018, CUSIP No. 269279AD7¹ (the “2018 Notes”) and 8.500% Senior Notes due 2022, CUSIP No. 269279AE5 (the “2022 Notes” and together with the 2018 Notes, the “Securities”).

THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE BENEFICIAL OWNERS OF THE SUBJECT SECURITIES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUESTED TO EXPEDITE RETRANSMITTAL TO SUCH BENEFICIAL OWNERS IN A TIMELY MANNER.

Reference is made to that certain Indenture dated as of September 15, 2010 (as amended, amended and restated, modified and supplemented from time to time, the “Indenture”), between the Issuer and Wilmington Trust Company (“Wilmington Trust”), as Trustee. Capitalized terms used and not defined herein have the meanings assigned to such terms in the Indenture.

NOTICE IS HEREBY GIVEN that pursuant to Section 610 of the Indenture, Wilmington Trust has resigned as Trustee, Security Registrar, Paying Agent and custodian for the Depositary under the Indenture (the “Resigning Trustee”). Pursuant to the Indenture, the Issuer has appointed Wilmington Savings Fund Society, FSB (“WSFS”) as successor Trustee, Security Registrar, Paying Agent and custodian for the Depositary under the Indenture, which appointment has been accepted and has become effective as of [●], 201[7].

The address of the Corporate Trust Office of WSFS is:

Wilmington Savings Fund Society, FSB

500 Delaware Avenue

Wilmington, Delaware 19801

Attention: Patrick J. Healy

Dated: December [●], 2017

A-1

Exhibit B

Documents to be provided by Resigning Trustee to Successor Trustee

Indenture dated as of September 15, 2010

First Supplemental Indenture dated as of September 15, 2010

Second Supplemental Indenture dated as of February 12, 2013

Third Supplemental Indenture dated as of April 16, 2014

Fourth Supplemental Indenture dated as of May 12, 2014

Fifth Supplemental Indenture dated as of November 24, 2015

Sixth Supplemental Indenture dated as of August 9, 2016

Seventh Supplemental Indenture dated as of September 2, 2016

B-1

Exhibit C

None.

C-1