FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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(Print or Type Responses)

1. Name and Address of Reporting Person * WHALEN JAMES W   2. Issuer Name and Ticker or Trading Symbol Targa Resources Corp. [TRGP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) 1000 LOUISIANA, SUITE 4300 3. Date of Earliest Transaction (Month/Day/Year) 02/17/2016 (Street) HOUSTON, TX 77002 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/17/2016   A   81,746 A (1) 188,311 D   Common Stock               98,000 I See Footnote (2) Common Stock               413,249 I See Footnote (3) Common Stock 02/17/2016   A   7,750 A (4) 7,750 I By Whalen Family Investments Limited Partnership

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WHALEN JAMES W 1000 LOUISIANA, SUITE 4300 HOUSTON, TX 77002	X		See Remarks

Signatures

/s/ James W. Whalen		02/19/2016
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	Received in exchange for 131,848.672 common units representing limited partner interests of Targa Resources Partners LP (having a market value of the closing price per unit on the day prior to the effective date of the merger) in connection with acquisition of Targa Resources Partners LP by Targa Resources Corp. (the "Merger").
(2)	These shares are owned by the Whalen Family Investments Limited Partnership 2 ("WFILP 2"). Mr. Whalen and his spouse are general partners of WFILP 2.
(3)	These shares are owned by the Whalen Family Investments Limited Partnership ("WFILP"). Mr. Whalen is a general partner of WFILP.
(4)	Received in exchange for 12,500 common units representing limited partner interests of Targa Resources Partners LP (having a market value of the closing price per unit on the day prior to the effective date of the merger) in connection with acquisition of Targa Resources Partners LP by Targa Resources Corp. (the "Merger").
Remarks: Executive Chairman of the Board

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