Thebes Offshore Master Fund Form 4 Change in insider ownership

SEC Form 4

FORM 4

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

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X

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^*

Luxor Capital Group, LP

(Last) (First) (Middle)

1114 AVENUE OF THE AMERICAS

29TH FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BASIC ENERGY SERVICES INC [ BAS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/29/2016

4. 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 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 Stock, par value $0.01(1)(2)	12/29/2016		S		2,247	D	$36.3964	1,226,883	I(3)	By Luxor Capital Partners, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		28,130	D	$35.8018	1,198,753	I(3)	By Luxor Capital Partners, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		4,641	D	$34.9121	1,194,112	I(3)	By Luxor Capital Partners, LP
Common Stock, par value $0.01(1)(2)	12/29/2016		S		607	D	$36.3964	331,400	I(4)	By Luxor Wavefront, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		7,596	D	$35.8018	323,804	I(4)	By Luxor Wavefront, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		1,253	D	$34.9121	322,551	I(4)	By Luxor Wavefront, LP
Common Stock, par value $0.01(1)(2)	12/29/2016		S		1,912	D	$36.3964	1,043,689	I(5)	By Luxor Capital Partners Offshore Master Fund, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		23,929	D	$35.8018	1,019,760	I(5)	By Luxor Capital Partners Offshore Master Fund, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		3,948	D	$34.9121	1,015,812	I(5)	By Luxor Capital Partners Offshore Master Fund, LP
Common Stock, par value $0.01(1)(2)	12/29/2016		S		77	D	$36.3964	41,805	I(6)	By Thebes Offshore Master Fund, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		958	D	$35.8018	40,847	I(6)	By Thebes Offshore Master Fund, LP
Common Stock, par value $0.01(1)(2)	12/30/2016		S		158	D	$34.9121	40,689	I(6)	By Thebes Offshore Master Fund, LP

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 Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Luxor Capital Group, LP

(Last) (First) (Middle)

1114 AVENUE OF THE AMERICAS

29TH FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LUXOR CAPITAL PARTNERS OFFSHORE LTD

(Last) (First) (Middle)

C/O M&C CORPORATE SVCS LTD

PO BOX 309 GT UGLAND HOUSE

(Street)

GEORGE TOWN E9 00000

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Luxor Capital Partners, LP

(Last) (First) (Middle)

1114 AVENUE OF THE AMERICAS

29TH FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Luxor Wavefront, LP

(Last) (First) (Middle)

1114 AVENUE OF THE AMERICAS

29TH FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LCG HOLDINGS LLC

(Last) (First) (Middle)

1114 AVENUE OF THE AMERICAS

29TH FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Thebes Offshore Master Fund, LP

(Last) (First) (Middle)

C/O MAPLES CORPORATE SERVICES LIMITED

BOX 309, UGLAND HOUSE

(Street)

GRAND CAYMAN E9 KY1-1104

(City) (State) (Zip)

Explanation of Responses:

1. This Form 4 is filed jointly by Luxor Capital Group, LP ("Luxor Capital Group"), Luxor Capital Partners, LP ("Onshore Fund"), Luxor Capital Partners Offshore, Ltd. ("Offshore Feeder Fund"), Thebes Partners Offshore, Ltd. ("Thebes Feeder Fund"), Luxor Wavefront, LP ("Wavefront Fund"), LCG Holdings, LLC ("LCG Holdings"), Luxor Management, LLC ("Luxor Management") and Christian Leone (collectively, the "Reporting Persons").

2. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

3. Securities owned directly by Onshore Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Onshore Fund, may be deemed to beneficially own the securities owned directly by Onshore Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Onshore Fund.

4. Securities owned directly by Wavefront Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Wavefront Fund, may be deemed to beneficially own the securities owned directly by Wavefront Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Wavefront Fund.

5. Securities owned directly by Luxor Capital Partners Offshore Master Fund, LP ("Offshore Master Fund"). Offshore Feeder Fund, as the owner of a controlling interest in Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Offshore Master Fund, may be deemed to beneficially own the securities owned directly by Offshore Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Offshore Master Fund.

6. Securities owned directly by Thebes Offshore Master Fund, LP ("Thebes Master Fund"). Thebes Feeder Fund, the owner of a controlling interest in, and together with a minority investor, the owner of 100% of the interests in Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Each of LCG Holdings and Luxor Capital Group, as the general partner and investment manager, respectively, of Thebes Master Fund, may be deemed to beneficially own the securities owned directly by Thebes Master Fund. Luxor Management, as the general partner of Luxor Capital Group, and Christian Leone, as the managing member of each of LCG Holdings and Luxor Management, may be deemed to beneficially own the securities owned directly by Thebes Master Fund.

	/s/ Norris Nissim, as General Counsel of Luxor Management, LLC, General Partner of Luxor Capital Group, LP	12/30/2016
	** Signature of Reporting Person	Date
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