FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL 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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(Print or Type Responses)

1. Name and Address of Reporting Person *   GUILL BEN A 2. Date of Event Requiring Statement (Month/Day/Year) 01/28/2015 3. Issuer Name and Ticker or Trading Symbol Emerald Oil, Inc. [EOX] (Last) (First) (Middle) 1600 BROADWAY, SUITE 1360 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) DENVER, CO 80202 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 Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 0 D   Common Stock 8,201,923 (1) I WDE Emerald Holdings LLC (1) Common Stock 326,529 (1) I White Deer Energy FI L.P. (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant (right to buy)	02/19/2013	12/31/2019	Common Stock	4,943,729 (1)	$ 5.77	I	WDE Emerald Holdings LLC (1)
Warrant (right to buy)	02/19/2013	12/31/2019	Common Stock	170,904 (1)	$ 5.77	I	White Deer Energy FI L.P. (1)
2.00% Senior Convertible Notes	  (2)	04/01/2019	Common Stock	142,222.2048 (3) (4)	$ 8.78 (3)	I	White Deer Energy, L.P. (4)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GUILL BEN A 1600 BROADWAY, SUITE 1360 DENVER, CO 80202	  X	Â	Â	Â

Signatures

/s/ James Muchmore		02/03/2015
**Signature of Reporting Person		Date

Explanation of Responses:

*	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)	These securities are owned of record by WDE Emerald Holdings LLC (8,201,903 shares of common stock and a warrant to purchase 4,943,729 shares of common stock) and White Deer Energy FI L.P. (326,529 shares of common stock and a warrant to purchase 170,904 shares of Common Stock), which are members of a "group" for purposes of Section 13(d) of the Exchange Act. Such group includes Edelman and Guill Energy L.P., Edelman and Guill Energy Ltd., White Deer Energy L.P. ("White Deer"), White Deer Energy TE L.P. ("White Deer TE" and, together with White Deer and White Deer FI, the "Funds"), Thomas J. Edelman and Ben A. Guill. White Deer and White Deer TE are the members of WDE Emerald Holdings LLC, Edelman and Guill Energy L.P. is the general partner of the Funds, Edelman and Guill Energy Ltd. is the general partner of Edelman and Guill Energy L.P., and Messrs. Edelman and Guill are the directors of Edelman and Guill Energy Ltd. Accordingly, each of Edelman and Guill Energy Ltd, Edelman and Guill Energy L.P., and Messrs. Edelman and Guill may be deemed to control the investment decisions of the Funds and, therefore, both WDE Emerald Holdings LLC and White Deer Energy FI L.P. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interests therein, and this report shall not be deemed an admission that the reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.
(2)	White Deer Energy L.P. may convert the 2.00% Senior Convertible Notes (the "Convertible Notes") at its option at any time prior to the close of business on the business day immediately preceding April 1, 2019.
(3)	Consists of $4,148,000 principal amount of Convertible Notes. The conversion rate for the Convertible Notes is initially 113.9601 shares of the Issuer's common stock per $1,000 principal amount of Convertible Notes (which represents an initial conversion price of approximately $8.78 per share of the Issuer's common stock), subject to certain anti-dilution adjustments as provided in the indenture governing the Convertible Notes.
(4)	Pursuant to an Interfund Agreement, dated December 2, 2014, by and among White Deer Energy L.P. ("White Deer"), White Deer Energy TE L.P. ("White Deer TE") and White Deer Energy FI L.P. ("White Deer FI" and, together with White Deer and White Deer TE, the "Funds"), the Funds agreed that White Deer would purchase the Convertible Notes on behalf of itself and, as agent, on behalf of each of White Deer TE and White Deer FI on a pro rata basis. White Deer and White Deer TE are the members of WDE Emerald Holdings LLC, Edelman and Guill Energy L.P. is the general partner of the Funds, Edelman and Guill Energy Ltd. is the general partner of Edelman and Guill Energy L.P., and Mr. Thomas J. Edelman and Mr. Ben A. Guill are the directors of Edelman and Guill Energy Ltd. Accordingly, each of Edelman and Guill Energy Ltd, Edelman and Guill Energy L.P., and Messrs. Edelman and Guill may be deemed to control the investment decisions of the Funds. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interests therein, and this report shall not be deemed an admission that the reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.

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