Sec Form 4 Filing - Energy Transfer LP @ USA Compression Partners, LP - 2019-07-30

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 Energy Transfer LP 2. Issuer Name and Ticker or Trading Symbol USA Compression Partners, LP [ USAC] 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) 8111 WESTCHESTER DRIVE, SUITE 600 3. Date of Earliest Transaction (MM/DD/YY) 07/30/2019 (Street) DALLAS, TX75225 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 Units (Limited Partner Interests) 07/30/2019 C 6,397,965 A 38,056,228 I By Energy Transfer Operating, L.P. ( 2 ) ( 3 ) Common Units (Limited Partner Interests) 8,000,000 I By USA Compression GP, LLC ( 4 )

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 Class B Units (Limited Partner Interests) ( 1 ) 07/30/2019 C 6,397,965 07/30/2019 07/30/2019 COMMON UNITS 6,397,965 $ 0 0 I By Energy Transfer Operating, L.P. ( 2 ) ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Energy Transfer LP 8111 WESTCHESTER DRIVE, SUITE 600 DALLAS, TX75225 X Energy Transfer Operating, L.P. 8111 WESTCHESTER DRIVE, SUITE 600 DALLAS, TX75225 X Energy Transfer Partners GP, L.P. 8111 WESTCHESTER DRIVE, SUITE 600 DALLAS, TX75225 X LE GP LLC 8111 WESTCHESTER DRIVE, SUITE 600 DALLAS, TX75225 X WARREN KELCY L 8111 WESTCHESTER DRIVE, SUITE 600 DALLAS, TX75225 X Energy Transfer Partners, L.L.C. 8111 WESTCHESTER DRIVE, SUITE 600 DALLAS, TX75225 X Signatures Energy Transfer Operating, L.P. By: Energy Transfer Partners GP, L.P., its general partner By: Energy Transfer Partners, L.L.C., its general partner By: Kelcy L. Warren 07/30/2019 Signature of Reporting Person Date Energy Transfer Partners GP, L.P. By: Energy Transfer Partners, L.L.C., its general partner By: Kelcy L. Warren 07/30/2019 Signature of Reporting Person Date Energy Transfer LP By: LE GP, LLC, its general partner By: Kelcy L. Warren 07/30/2019 Signature of Reporting Person Date LE GP, LLC By: Kelcy L. Warren 07/30/2019 Signature of Reporting Person Date Kelcy L. Warren 07/30/2019 Signature of Reporting Person Date Energy Transfer Partners, L.L.C. By: Kelcy L. Warren 07/30/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Class B units representing limited partner interests in USA Compression Partners, LP ("USAC" and such interests, the "Class B Units") are a class of partnership interests of USAC with substantially all of the rights and obligations of common units representing limited partner interests in USAC ("USAC Common Units"), except the Class B Units did not participate in distributions made prior to April 2, 2019. Pursuant to the terms of the Class B Units, the Class B Units converted into USAC Common Units on a one-for-one basis (the "Class B Conversion") for no additional consideration on July 30, 2019, the first business day following the record date for dividends attributable to the quarter ended June 30, 2019. ( 2 )These securities are held of record by Energy Transfer Operating, L.P. ("ETO"). Energy Transfer Partners GP, L.P. ("ETP GP") is the general partner of ETO, and Energy Transfer Partners, L.L.C. ("ETP LLC") is the general partner of ETP GP. ETP GP and ETP LLC are each wholly owned subsidiaries of Energy Transfer LP ("ET"). Kelcy L. Warren ("Mr. Warren") is Chairman of the Board and Chief Executive Officer of LE GP, LLC, the general partner of ET ("LE GP"), and Mr. Warren holds an 81.2% interest in LE GP. Each of ETP GP, ETP LLC, ET, LE GP and Mr. Warren may be deemed to share beneficial ownership of the securities held of record by ETO. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. ( 3 )On October 19, 2018, ET and ETO completed the merger of ETO with a wholly-owned subsidiary of ET in a unit-for-unit exchange (the "Energy Transfer Merger"). Immediately prior to the closing of the Energy Transfer Merger, ETP LLC contributed 12,466,912 USAC Common Units and 100% of the limited liability company interests in USA Compression GP, LLC ("USAC GP") to ETO in exchange for common units representing limited partner interests in ETO. As a result, ETO became the record holder of the USAC Common Units previously held of record by ETP LLC and may be deemed to share beneficial ownership of the Common Units held of record by USAC GP. ( 4 )These securities are held of record by USAC GP.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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