Sec Form 4 Filing - Foster Paul L @ Western Refining, Inc. - 2016-05-12

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 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 Foster Paul L 2. Issuer Name and Ticker or Trading Symbol Western Refining, Inc. [ WNR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman of BOD, Exec. Chair (Last) (First) (Middle) C/O WESTERN REFINING, INC., 123 W. MILLS AVENUE, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 05/12/2016 (Street) EL PASO, TX79901 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/12/2016 P 250,000 A $ 21.532 ( 1 ) ( 2 ) 15,904,581 I By Franklin Mountain Investments Limited Partnership ( 3 ) Common Stock 05/13/2016 P 225,000 A $ 21.6538 ( 2 ) ( 4 ) 16,129,581 I By Franklin Mountain Investments Limited Partnership Common Stock 05/13/2016 P 25,000 A $ 21.7998 ( 2 ) ( 5 ) 3,430,619 D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Foster Paul L C/O WESTERN REFINING, INC. 123 W. MILLS AVENUE, SUITE 200 EL PASO, TX79901 X X Chairman of BOD, Exec. Chair Franklin Mountain Investments Limited Partnership C/O WESTERN REFINING, INC. 123 W. MILLS AVE., SUITE 200 EL PASO, TX79901 X Signatures /s/ Lowry Barfield under Power of Attorney 05/16/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )$21.5320 is the weighted average purchase price. The shares were purchased in various transactions through a broker at prices between $21.3200 per share and $21.7300 per share. ( 2 )The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares purchased at each separate price. ( 3 )Mr. Foster is the sole shareholder and President of Fanklin Mountain G.P., LLC, the General Partner of Franklin Mountain Investments Limited Partnership ("FMILP"), and as such, he may be deemed to have voting and dispositive power over the shares beneficially owned by FMILP. ( 4 )$21.6538 is the weighted average purchase price. The shares were purchased in various transactions through a broker at prices between $21.2700 per share and $22.0500 per share. ( 5 )$21.7998 is the weighted average purchase price. The shares were purchased in various transactions through a broker at prices between $21.5100 per share and $22.0300 per share.

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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