Green Plains Partners (GPP) Form 3 Initial statement of insider ownership

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

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1. Name and Address of Reporting Person^*

Tourbillon Capital Partners LP

(Last) (First) (Middle)

444 MADISON AVENUE

26TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2015

3. Issuer Name and Ticker or Trading Symbol
Green Plains Partners LP [ GPP ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of 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

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 Units representing limited partner interests(1)	2,349,708	I(2)	By Tourbillon Global Master Fund Ltd.
Common Units representing limited partner interests(1)	12,758	I(3)	By Tourbillon Global Long Alpha Fund, LLC

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
Notional Principal Amount Derivative Agreement(1)(4)	(4)	07/03/2017	Common Units representing limited partner interest	300,000	15	I(2)	By Tourbillon Global Master Fund Ltd.
Notional Principal Amount Derivative Agreement(1)(4)	(4)	07/03/2017	Common Units representing limited partner interest	31,973	15.2731	I(2)	By Tourbillon Global Master Fund Ltd.
Notional Principal Amount Derivative Agreement(1)(5)	(5)	07/03/2017	Common Units representing limited partner interest	167	15.2731	I(3)	By Tourbillon Global Long Alpha Fund, LLC

Explanation of Responses:

1. This Form 3 is filed jointly Tourbillon Capital Partners LP ("Tourbillon") and Jason H. Karp (together, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Units reported herein except to the extent of his or its pecuniary interest therein.

2. Securities held for the account of Tourbillon Global Master Fund Ltd. ("Global Master Fund"). Each of Tourbillon, as the Investment Manager of Global Master Fund, and Jason H. Karp as the Chief Executive Officer of Tourbillon, may be deemed to beneficially own the securities held for the account of Global Master Fund.

3. Securities held for the account of Tourbillon Global Long Alpha Fund, LLC ("Global Alpha Fund"). Each of Tourbillon, as the Investment Manager of Global Alpha Fund, and Jason H. Karp, as the Chief Executive Officer of Tourbillon, may be deemed to beneficially own the securities held for the account of Global Alpha Fund.

4. Notional principal amount derivative agreement (the "Derivative Agreement") in the form of cash settled swaps entered into by Global Master Fund. The Derivative Agreement provides Global Master Fund with economic results that are comparable to the economic results of ownership payable on the settlement date applicable to the expiration or earlier termination of such Derivative Agreement, but does not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the Common Units that are the subject of the Derivative Agreements (such shares, the "Subject Shares"). Global Master Fund disclaims beneficial ownership in the Subject Shares. The counterparties to the Derivative Agreements are unaffiliated third party financial institutions.

5. Notional principal amount derivative agreement (the "Derivative Agreement") in the form of cash settled swaps entered into by Global Alpha Fund. The Derivative Agreement provides Global Alpha Fund with economic results that are comparable to the economic results of ownership payable on the settlement date applicable to the expiration or earlier termination of such Derivative Agreement, but does not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the Common Units that are the subject of the Derivative Agreements (such shares, the "Subject Shares"). Global Alpha Fund disclaims beneficial ownership in the Subject Shares. The counterparties to the Derivative Agreements are unaffiliated third party financial institutions.

Remarks:

	/s/ Brian A. Kesler, Chief Financial Officer and Chief Compliance Officer of Tourbillon Capital Partners LP	07/07/2015
	/s/ Jason H. Karp	07/07/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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