| FORM 4/A | UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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 | | OMB APPROVAL | | OMB Number: | 3235-0287 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See Instruction 1(b). |
1. Name and Address of Reporting Person*
| C/O ENERVEST MANAGEMENT PARTNERS, LTD., 1001 FANNIN STREET, SUITE 800 | |
(Street)
| 2. Issuer Name and Ticker or Trading Symbol
EV Energy Partners, LP
[EVEP] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)| X | Director | | 10% Owner | | Officer (give title below) | | Other (specify below) | |
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3. Date of Earliest Transaction (Month/Day/Year)
11/21/2008 |
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/25/2008 | 6. Individual or Joint/Group Filing (Check Applicable Line)| X | Form filed by One Reporting Person | | Form filed by More than One Reporting Person |
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| 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 |
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Common Units
| 11/21/2008 | | P | |
10,000
| A | $
9.56
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48,325
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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 |
| Explanation of Responses: |
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| /s/ Michael E. Mercer as Attorney-in-Fact for George Lindahl III | 02/17/2009 |
| ** Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * 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).
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| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. |
| 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 Number. |
EX-24
Unassociated Document
POWER
OF ATTORNEY
FOR
EXECUTING FORMS 3, 4 AND 5, FORM 144 AND SCHEDULES 13D AND 13G
Know all
by these presents, that the undersigned hereby constitutes and appoints each of
Mark A. Houser, Michael E. Mercer and Kathryn S. MacAskie, signing singly, the
undersigned's true and lawful attorney-in-fact to:
(1)
execute for and on behalf of the undersigned (a) Forms 3, 4 and 5 (including
amendments thereto) in accordance with Section 16(a) of the Securities Exchange
Act of 1934 and the rules thereunder, (b) Form 144 and (c) Schedules 13D and 13G
(including amendments thereto) in accordance with Sections13(d) and 13(g) of the
Securities Exchange Act of 1934 and the rules thereunder;
(2) do
and perform any and all acts for and on behalf of the undersigned that may be
necessary or desirable to complete execute any such Form 3, 4 or 5, Form 144 or
Schedule 13Dor 13G (including amendments thereto) and timely file such Forms or
Schedules with the Securities and Exchange Commission and any stock exchange,
self-regulatory association or any other authority; and
(3) take
any other action of any type whatsoever in connection with the foregoing that,
in the opinion of each such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required of the undersigned, it being understood that
the documents executed by the attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and shall contain such
terms and conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The
undersigned hereby grants to each attorney-in-fact full power and authority to
do and perform all and every act and thing whatsoever requisite, necessary or
proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that the attorney-in-fact, or the attorney-in-facts
substitute or substitutes, shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, and their substitutes, in
serving in such capacity at the request of the undersigned, are not assuming
(nor is EV Energy Partners, L.P. assuming) any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.
The
undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to the
attorney-in-fact. The undersigned also agrees to indemnify and hold harmless EV
Energy Partners, L.P. and each such attorney-in-fact against any losses, claims,
damages or liabilities (or actions in these respects) that arise out of or are
based upon any untrue statements or omissions of necessary facts in the
information provided by the undersigned to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Form 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse EV
Energy Partners, L.P. and the attorney-in-fact on demand for any legal or other
expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
This
Power of Attorney shall remain in full force and effect until the undersigned is
no longer required to file Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
(including amendments thereto) with respect to the undersigned's holdings of and
transactions in securities issued by EV Energy Partners, L.P., unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact. This Power of Attorney does not revoke any other power of
attorney that the undersigned has previously granted.
IN
WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
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Date:
September 25, 2006
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By:
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/s/
George Lindahl III
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Name:
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George
Lindahl III
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