Family Foundation Radoff Form 3 VAALCO ENERGY / Family Foundation Radoff ownership change

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Radoff Bradley Louis

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/25/2015

3. Issuer Name and Ticker or Trading Symbol
VAALCO ENERGY INC /DE/ [ EGY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
See Explanation of Responses

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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(1)(2)	1,951,095	I	See Footnote(3)
Common Stock(1)(2)	85,000	I	See Footnote(4)
Common Stock(1)(2)	1,938,905	D(5)

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: 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

1. Name and Address of Reporting Person^*

Radoff Bradley Louis

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BLR Partners, LP

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BLRPart, LP

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BLRGP Inc.

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Fondren Management LP

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FMLP Inc.

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Radoff Family Foundation

(Last) (First) (Middle)

1177 WEST LOOP SOUTH

SUITE 1625

(Street)

HOUSTON TX 77027

(City) (State) (Zip)

Explanation of Responses:

1. This Form 3 is filed jointly by BLR Partners LP ("BLR Partners"), BLRPart, LP ("BLRPart GP"), BLRGP Inc. ("BLRGP"), Fondren Management, LP ("Fondren Management"), FMLP Inc. ("FMLP"), The Radoff Family Foundation ("Radoff Foundation"), and Bradley L. Radoff (collectively, the "Reporting Persons") who are filing this report because each of the Reporting Persons is a member of a Section 13(d) group disclosed in a Schedule 13D filed on behalf of the Reporting Persons and certain other stockholders of the Issuer on September 25, 2015. Each Reporting Person is a member of a reporting group that owns in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. As such, each Reporting Person may be deemed to beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. The securities reported herein do not include any securities held by any group member other than the Reporting Persons, as such shares are being reported in a separate Form 3 filing.

2. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.

3. Shares of Common Stock beneficially owned by BLR Partners. BLRPart GP, as the general partner of BLR Partners, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by BLR Partners. BLRGP, as the general partner of BLRPart GP, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by BLR Partners. Fondren Management, as the investment manager of BLR Partners, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by BLR Partners. FMLP, as the general partner of Fondren Management, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by BLR Partners. Mr. Radoff, as the sole shareholder and sole director of each of BLRGP and FMLP may be deemed the beneficial owner of the shares of Common Stock beneficially owned by BLR Partners.

4. Shares of Common Stock beneficially owned by Radoff Foundation. Mr. Radoff, as the director of Radoff Foundation, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Radoff Foundation.

5. Shares of Common Stock beneficially owned by Mr. Radoff.

	By: /s/ Bradley L. Radoff	10/05/2015
	BLR Partners LP; By: BLRPart, LP and BLRGP Inc.; By /s/ Bradley L. Radoff, Sole Director	10/05/2015
	BLRPart, LP; By: BLRGP Inc.; By /s/ Bradley L. Radoff, Sole Director	10/05/2015
	BLRGP Inc.; By /s/ Bradley L. Radoff, Sole Director	10/05/2015
	Fondren Management, LP; By: FMLP Inc.; By /s/ Bradley L. Radoff, Sole Director	10/05/2015
	FMLP Inc.; By/ s/ Bradley L. Radoff, Sole Director	10/05/2015
	The Radoff Family Foundation; By: /s/ Bradley L. Radoff, Director	10/05/2015
	** 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 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).
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.