Sec Form 4 Filing - Western Refining Southwest, Inc. @ Western Refining Logistics, LP - 2017-10-30

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 Western Refining Southwest, Inc. 2. Issuer Name and Ticker or Trading Symbol Western Refining Logistics, LP [ WNRL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) See Remarks (Last) (First) (Middle) 19100 RIDGEWOOD PARKWAY, 3. Date of Earliest Transaction (MM/DD/YY) 10/30/2017 (Street) SAN ANTONIO, TX78259-1828 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 representing limited partnership interests 10/30/2017 D 31,390,623 D 0 D ( 3 ) Common units representing limited partnership interests 10/30/2017 D 628,224 D 0 I Through St. Paul Park Refining Co. LLC TexNew Mex Units 10/30/2017 D 80,000 D 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Western Refining Southwest, Inc. 19100 RIDGEWOOD PARKWAY SAN ANTONIO, TX78259-1828 X See Remarks Western Refining, Inc. 19100 RIDGEWOOD PARKWAY SAN ANTONIO, TX78259-1828 X See Remarks Giant Industries, Inc. 19100 RIDGEWOOD PARKWAY SAN ANTONIO, TX78259-1828 X See Remarks Western Acquisition Holdings, LLC C/O WESTERN REFINING, INC., 19100 RIDGEWOOD PARKWAY SAN ANTONIO, TX78259-1828 X See Remarks Signatures /s/ Elisa D. Watts, Assistant Secretary of Western Refining Southwest, Inc. 11/01/2017 Signature of Reporting Person Date /s/ Elisa D. Watts, Assistant Secretary of Western Refining, Inc. 11/01/2017 Signature of Reporting Person Date /s/ Elisa D. Watts, Assistant Secretary of Giant Industries, Inc. 11/01/2017 Signature of Reporting Person Date /s/ Elisa D. Watts, Assistant Secretary of Western Acquisition Holdings, LLC 11/01/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with the merger between the Issuer and a wholly-owned subsidiary of Andeavor Logistics LP ("ANDX"), among the 32,018,847 common units of the Issuer that were owned directly or indirectly by Western Refining Southwest, Inc. ("WRSW"), including 628,224 common units owned through a wholly owned subsidiary, (i) 3,634,473 common units were cancelled and converted into a Special Limited Partner Interest (as defined in the merger agreement) in ANDX and (ii) 28,384,374 common units were converted into 14,853,542 ANDX common units having a market value of approximately $681.8 million on the date of the merger. ( 2 )In connection with the merger, each TexNew Mex Unit of the Issuer was converted into the right to receive a ANDX TexNew Mex Unit (as defined in the merger agreement), a new class of limited partner units in ANDX with substantially the same powers, preferences and rights to distributions as the TexNew Mex Units of the Issuer. ( 3 )This Form 4 is being filed jointly by Western Refining, Inc. ("Western"), Giant Industries, Inc. ("Giant"), Western Acquisition Holdings, LLC ("WAH") and WRSW. Giant is a wholly owned subsidiary of Western and owns approximately 38.7% of the outstanding shares of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant. Prior to the merger, WRSW directly owned 31,390,623 common units of the Issuer and 80,000 TexNew Mex Units and indirectly owned 628,224 common units of the Issuer through a wholly owned subsidiary. Western, Giant and WAH may be deemed to beneficially own all the securities owned by WRSW, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Remarks: Immediately prior to the merger, WRSW had the right to appoint all of the members of the Board of Directors of Western Refining Logistics GP, LLC ("WNRL GP"), the general partner of the Issuer. WAH has a controlling interest in WRSW and WAH is a wholly owned subsidiary of Giant, which is a wholly owned subsidiary of Western. Therefore, each of Western, Giant, WAH and WRSW may be deemed a director by deputization prior to the merger.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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