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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1. Name and Address of Reporting Person * White William L   2. Issuer Name and Ticker or Trading Symbol CVR PARTNERS, LP [UAN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, Marketing and Operations (Last) (First) (Middle) C/O CVR PARTNERS, LP, 2277 PLAZA DRIVE, SUITE 500 3. Date of Earliest Transaction (Month/Day/Year) 12/26/2014 (Street) SUGAR LAND, TX 77479 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 Units 12/27/2014(4)   M   5,082 A $ 9.96 5,082 D   Common Units 12/27/2014(4)   D   5,082 D $ 9.96 0 D   Common Units 12/28/2014   M   3,261 A (5) 3,261 D   Common Units 12/28/2014   F   1,072 D $ 9.18 2,189 D   Common Units 12/30/2014(6)   M   3,265 A $ 9.13 5,454 D   Common Units 12/30/2014(6)   D   3,265 D $ 9.13 2,189 D

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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

Phantom Units

(1)

12/26/2014

A

29,348

(2)

(3)

Common Units

29,348

$ 0

29,348

D

Phantom Units

(4)

12/27/2014

M

5,082

12/27/2014

12/27/2014

Common Units

5,082

$ 9.96

10,162

D

Phantom Units

(5)

12/28/2014

M

3,261

12/28/2014

12/28/2014

Common Units

3,261

(5)

3,261

D

Phantom Units

(6)

12/30/2014

M

3,265

12/30/2014

12/30/2014

Common Units

3,265

$ 9.13

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
White William L C/O CVR PARTNERS, LP 2277 PLAZA DRIVE, SUITE 500 SUGAR LAND, TX 77479			EVP, Marketing and Operations

Signatures

/s/ Susan M. Ball, Attorney-in-fact		12/30/2014
**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)	Each Phantom Unit reported herein represents the right to receive upon vesting, a cash payment equal to the average closing price of the common units of CVR Partners, LP for the 10 business days preceding the vesting date.
(2)	The Phantom Units awarded to the reporting person vest in three annual installments beginning on December 26, 2015.
(3)	The Phantom Units expire immediately following their vesting in three equal installments beginning on December 26, 2015.
(4)	This transaction represents the cash settlement of vested Phantom Units awarded on December 27, 2013.
(5)	Each Phantom Unit reported herein represents the economic equivalent of one Common Unit of CVR Partners, LP. This transaction represents the settlement of vested Phantom Units in Common Units of CVR Partners, LP.
(6)	This transaction represents the cash settlement of vested Phantom Units awarded on December 30, 2011.

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