Sec Form 4 Filing - WESTMORELAND COAL Co @ Westmoreland Resource Partners, LP - 2016-10-28

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 WESTMORELAND COAL Co 2. Issuer Name and Ticker or Trading Symbol Westmoreland Resource Partners, LP [ WMLP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 9540 SOUTH MAROON CIRCLE, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 10/28/2016 (Street) ENGLEWOOD, CO80112 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 Units (representing limited partner interests) 10/28/2016 J( 1 ) 4,512,500 D $ 0 0 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 Series B Convertible Units ( 1 ) ( 2 ) 10/28/2016 J( 1 ) 4,512,500 ( 1 )( 2 ) ( 3 ) Common Units (representing limited partner interests) 4,512,500 $ 0 4,512,500 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other WESTMORELAND COAL Co 9540 SOUTH MAROON CIRCLE, SUITE 200 ENGLEWOOD, CO80112 X X Signatures /s/ Jennifer S. Grafton, Corporate Secretary on behalf of Westmoreland Coal Company 11/01/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 28, 2016, the reporting person enetered into a Unit Exchange Agreement whereby it exchanged 4,512,500 Common Units of the Issuer for 4,512,500 Series B Units of the Issuer. Series B Units do not have rights to distributions of the Issuer. ( 2 )The Series B Units are convertible into Common Units, on a one-for-one basis (i) at the option of the holder, the day after the record date for a cash distribution on the common units in which Westmoreland Resource Partners, LP, is unable to make such a distribution without exceeding its restricted payment basket under its Financing Agreement, dated as of December 31, 2014, by and among Oxford Mining Company, LLC, Westmoreland Resource Partners, LP and each of its other subsidiaries, the lenders party thereto and U.S. Bank National Association, or upon (ii) a change of control, liquidation event or dissolution of the Issuer. ( 3 )The Series B Units have no expiration date.

Remarks: The Reporting Person owns 100% of Westmoreland Resources GP, LLC, the general partner of the Issuer, and approximately 93.8% of the Issuer's Common Units on a fully diluted basis.

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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