Sec Form 4/A Filing - Sean O'Sullivan Revocable Living Trust @ LILIS ENERGY, INC. - 2016-06-23

FORM 4/A 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 Sean O'Sullivan Revocable Living Trust 2. Issuer Name and Ticker or Trading Symbol LILIS ENERGY, INC. [ LLEX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 174 NASSAU STREET #3000 3. Date of Earliest Transaction (MM/DD/YY) 06/23/2016 (Street) PRINCETON, NJ08542 4. If Amendment, Date Original Filed (MM/DD/YY) 09/02/2016 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 06/23/2016 J 242,172 A 242,172 ( 2 ) D Common Stock 06/23/2016 J 1,863,946 A 2,106,118 I See Footnotes 2,3,4 ( 2 ) ( 3 ) ( 4 ) Common Stock 08/30/2016 S 5,000 ( 5 ) D $ 3.0045 2,101,118 I See Footnotes 2,3,6 ( 2 ) ( 3 ) ( 6 ) Common Stock 08/30/2016 S 15,526 ( 5 ) D $ 3 2,085,582 I See Footnotes 2,3,7 ( 2 ) ( 3 ) ( 7 ) Common Stock 08/30/2016 S 19,596 ( 5 ) D $ 3.1 2,065,996 I See Footnotes 2,3,8 ( 2 ) ( 3 ) ( 8 )

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 Warrant $ 25 ( 9 ) 06/23/2016 J 200,000 06/23/2016 06/23/2018 Common Stock 200,000 $ 25 200,000 I See Footnote 3 ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sean O'Sullivan Revocable Living Trust 174 NASSAU STREET #3000 PRINCETON, NJ08542 X Signatures /Sean O'Sullivan/ 09/02/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On June 23, 2016, pursuant to an Agreement and Plan of Merger, dated December 29, 2015 (the "Merger Agreement"), as amended on January 20, 2016, March 24, 2016 and June 22, 2016,by and among Lilis Energy, Inc. ("Issuer"), Lilis Merger Sub, Inc., a wholly owned subsidiary of Issuer ("Merger Sub"), and Brushy Resources, Inc. ("Brushy"), Merger sub merged with and into Brushy with Brushy continuing as the surviving entity and a wholly owned subsidiary of the Issuer (the "Merger"). As result of the Merger, the shares of Brushy common stock were exchanged for shares of Issuer common stock at a ratio of 0.4550916 shares of Issuer common stock for every one share of Brushy common stock. This represents shares of Brushy common stock that were exchanged for shares of Issuer common stock in connection with the Merger. ( 2 )This represents shares of Issuer common stock held by the reporting person Sean O'Sullivan Revocable Living Trust. The natural person with ultimate voting control or investment control over the shares of common stock held by Sean O'Sullivan Revocable Living Trust is Sean O'Sullivan. ( 3 )This represents shares of Issuer common stock held by SOSV Investments LLC f/k/a SOSventures LLC. The natural person with ultimate voting control or investment control over the shares of common stock held by SOSV Investments LLC is Sean O'Sullivan, who is also the natural person with ultimate voting control or investment control over the reporting person. ( 4 )This represents 242,172 share of Issuer common stock held by the reporting person and 1,863,946 shares of Issuer common stock held by SOSV Investments LLC f/k/a SOSVentures LLC. ( 5 )The common stock shares were sold by the reporting person. ( 6 )This represents 237,172 share of Issuer common stock held by the reporting person and 1,863,946 shares of Issuer common stock held by SOSV Investments LLC f/k/a SOSVentures LLC. ( 7 )This represents 221,646 share of Issuer common stock held by the reporting person and 1,863,946 shares of Issuer common stock held by SOSV Investments LLC f/k/a SOSVentures LLC. ( 8 )This represents 202,050 share of Issuer common stock held by the reporting person and 1,863,946 shares of Issuer common stock held by SOSV Investments LLC f/k/a SOSVentures LLC. ( 9 )The exercise price is subject to downward adjustment if, prior to nine months after June 23, 2016, the Issuer issues warrants in a capital raising transaction that entitle the holder to acquire common stock at a price per share that is less than $25.00.

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