Sec Form 3 Filing - Clark Wesley @ CVR ENERGY INC - 2007-10-22

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Clark Wesley
2. Issuer Name and Ticker or Trading Symbol
CVR ENERGY INC [ CVI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2277 PLAZA DRIVE, SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
10/22/2007
(Street)
SUGAR LAND, TX77479
4. If Amendment, Date Original Filed (MM/DD/YY)
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 0 I See Remarks
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
Clark Wesley
2277 PLAZA DRIVE
SUITE 500
SUGAR LAND, TX77479
X
Signatures
/s/ Susan M. Ball, Attorney-in-Fact 10/22/2007
Signature of Reporting Person Date
Explanation of Responses:

Remarks:
Coffeyville Acquisition LLC and Coffeyville Acquisition II LLC each own shares of CVR Energy, Inc. (the "Company") commonstock, par value $0.01 per share ("Common Stock"). Mr. Clark owns common units equal to 0.097% of the total common units ofeach of Coffeyville Acquisition LLC and Coffeyville Acquisition II LLC. Mr. Clark also owns 976,152 phantom points pursuant to theCoffeyville Resources, LLC Phantom Unit Appreciation Plan (Plan I) and Coffeyville Resources, LLC Phantom Unit Appreciation Plan (PlanII). Phantom points constitute rights to a portion of the profits generated by Coffeyville Acquisition LLC and Coffeyville AcquisitionII LLC. The phantom unit appreciation plans are filed as exhibits 10.3 and 10.32 to the Company's Registration Statement onForm S-1, File No. 333-137588 (the "Registration Statement"). The limited liability company agreements of Coffeyville AcquisitionLLC and Coffeyville Acquisition II LLC are filed as exhibits 10.34 and 10.35, respectively, to the Registration Statement.Mr. Clark does not have the power to vote or dispose of the shares of Common Stock that correspond to his ownership of common unitsin Coffeyville Acquisition LLC and Coffeyville Acquisition II LLC and thus does not have beneficial ownership of such shares. In addition,Mr. Clark does not have any pecuniary interest in the shares of Common Stock held by Coffeyville Acquisition LLC and CoffeyvilleAcquisition II LLC (or phantom points) because he does not control either Coffeyville Acquisition LLC or Coffeyville AcquisitionII LLC and does not have or share investment control over either entity's securities.Exhibit List: Exhibit 24: Power of Attorney

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