Sec Form 4 Filing - HALRES LLC @ HALCON RESOURCES CORP - 2015-05-06

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 HALRES LLC 2. Issuer Name and Ticker or Trading Symbol HALCON RESOURCES CORP [ HK] 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) 1000 LOUISIANA, SUITE 6700 3. Date of Earliest Transaction (MM/DD/YY) 05/06/2015 (Street) HOUSTON, TX77002 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, par value $0.0001 per share 2 D ( 1 ) ( 2 )

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 8% Convertible Promissory Note $ 4.5 02/08/2012 H 02/08/2014 02/08/2017 Common Stock 64,370,882.21 ( 3 ) ( 4 ) 0 D ( 1 ) ( 2 ) 8% Convertible Promissory Note $ 2.44 05/06/2015 P 02/08/2017 02/08/2020 Common Stock 118,716,790.95 ( 3 ) ( 4 ) $ 289,668,969.93 D ( 1 ) ( 2 ) Warrants (right to buy) $ 4.5 02/08/2012 H 36,666,667 02/08/2012 02/08/2017 Common Stock 36,666,667 ( 3 ) ( 4 ) 0 D ( 1 ) ( 2 ) Warrants (right to buy) $ 2.44 05/06/2015 P 36,666,667 ( 3 ) ( 4 ) ( 5 ) 02/08/2020 Common Stock 36,666,667 ( 3 ) ( 4 ) 36,666,667 D ( 1 ) ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other HALRES LLC 1000 LOUISIANA, SUITE 6700 HOUSTON, TX77002 X PETERSEN GARY R 1100 LOUISIANA STREET, SUITE 4900 HOUSTON, TX77002 X PHILLIPS D MARTIN 1100 LOUISIANA STREET, SUITE 4900 HOUSTON, TX77002 X ZORICH ROBERT L 1100 LOUISIANA STREET, SUITE 4900 HOUSTON, TX77002 X Signatures /s/ Floyd C. Wilson , President and CEO of HALRES LLC 05/08/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities are owned directly by HALRES LLC ("HALRES"). EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII") has the right to nominate a majority of the members of the board of managers of HALRES. Therefore, David B. Miller, Gary R. Petersen, D. Martin Phillips and Robert L. Zorich may be deemed beneficial owners of the securities held by HALRES by virtue of being members of RNBD GP, LLC ("RNBD"), the sole member of EnCap Investments GP, L.L.C. ("EnCap Investments GP"), the general partner of EnCap Investments, L.P. ("EnCap Investments LP"), the general partner of EnCap Equity Fund VIII GP, L.P. ("EnCap Fund VIII GP"), the general partner of EnCap Fund VIII. Messrs. Miller, Petersen, Phillips, Zorich, RNBD, EnCap Investments GP, EnCap Investments LP, EnCap Fund VIII GP and EnCap Fund VIII disclaim beneficial ownership in excess of their pecuniary interest in such securities. ( 2 )This report is filed in connection with the Form 4 filed today by Mr. Miller, a director of the Issuer. ( 3 )On February 8, 2012, the Issuer issued to HALRES a convertible note in the amount of $275.0 million due 2017 together with five year warrants to purchase approximately 36.7 million shares of the Issuer's common stock. The convertible note was convertible into the Issuer's common stock at $4.50 per share and the warrants were exercisable at a price of $4.50 per share. ( 4 )(Continued from footnote 3) The Issuer elected to pay the interest due on the convertible note in kind on March 31, June 30 and September 30, 2012, thereby increasing the amount of the convertible note to $289.7 million. On May 6, 2015, the Issuer's stockholders approved amendments to the convertible note and warrants which (i) extended the maturity date of the convertible note to February 8, 2020, (ii) modified the conversion price of the convertible note to $2.44 per share, (iii) modified the exercise price of the warrants to $2.44 per share and (iv) extended the expiration date of the warrants from February 8, 2017 to February 8, 2020. The amendment is reported above as the cancellation of the prior convertible note and warrants and the acquisition of a new convertible note and warrants. ( 5 )The warrants are exercisable, in whole or in part, at any time before February 8, 2020.

Remarks: Exhibit ListExhibit 99 - Joint Filer Information

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