UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
REYNOLDS JOHN T C/O LIME ROCK MANAGEMENT LP 274 RIVERSIDE AVE., 3RD FLOOR WESTPORT, CT 06880 |
 |  X |  | Director by Deputization |
/s/ Kris Agarwal, as attorney-in-fact | 11/10/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | John T. Reynolds (the "Reporting Person") is one of two managers of Lime Rock Management GP, LLC, which is the general partner of Lime Rock Management LP ("LRM"). As of the date of this Form 3, LRM holds 100% of the membership interests in LRE GP, LLC (the "General Partner"), which is the general partner of LRR Energy, L.P. (the "Issuer"). The General Partner owns a 0.1% general partner interest in the Issuer and will receive incentive distribution rights at the closing of the Issuer's initial public offering. As of the date of this Form 3, LRM also directly holds a 99.9% limited partner interest in the Issuer. Upon closing of the Issuer's initial public offering, the Issuer will redeem for nominal consideration the current 99.9% limited partner interest in the Issuer held by LRM and LRM will cease to be a limited partner of the Issuer. |
(2) | The Reporting Person disclaims beneficial ownership of any interests in the Issuer in excess of his indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such interests for purposes of Section 16 or for any other purpose. |
 Remarks: This Form 3 is being filed in connection with the effectiveness of the Issuer's initial registration statement. LRM has the right to appoint all of the directors of the Board of Directors of the General Partner.  Therefore, he may be deemed a director by deputization. Exhibit List: Power of Attorney |