Sec Form 4 Filing - WHITEBOX ADVISORS LLC @ PAR PETROLEUM CORP/CO - 2012-11-28

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 WHITEBOX ADVISORS LLC 2. Issuer Name and Ticker or Trading Symbol PAR PETROLEUM CORP/CO [ PARR] 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 Below (Last) (First) (Middle) 3033 EXCELSIOR BOULEVARD, SUITE 300, 3. Date of Earliest Transaction (MM/DD/YY) 11/28/2012 (Street) MINNEAPOLIS, MN55416 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 ( 1 ) 11/28/2012 S 1,476,567 D $ 1.07 38,524,451 I ( 2 ) See Footnote ( 3 ) Common Stock 70,125 D ( 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other WHITEBOX ADVISORS LLC 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X See Remarks Below WHITEBOX ASYMMETRIC PARTNERS LP 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X See Remarks Below Whitebox Multi-Strategy Partners LP 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X See Remarks Below Whitebox Credit Arbitrage Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X See Remarks Below Whitebox Concentrated Convertible Arbitrage Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X See Remarks Below Pandora Select Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X See Remarks Below HFR MASTER TRUSTS 65 FRONT STREET HAMILTON, HM 11, D0 X See Remarks Below IAM MINI-FUND 14 LTD BOUNDARY HALL, CRICKET SQUARE GEORGE TOWN GRAND CAYMAN, E9KY1-1102 X See Remarks Below Mercer Jacob Paul 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN55416 X X See Remarks Below Signatures /s/ Jonathan D. Wood, Jonathan D. Wood, Chief Operating Officer, on behalf of Whitebox Advisors, LLC 11/30/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares disposed are held directly by Whitebox Asymmetric Partners, L.P. ("WAP"), Whitebox Multi-Strategy Partners, L.P. ("WMSP"), Whitebox Credit Arbitrage Partners, L.P. ("WCRAP"), Whitebox Concentrated Convertible Arbitrage Partners, L.P. ("WCCAP"), Pandora Select Partners, L.P. ("PSP"), HFR RVA Combined Master Trust ("HFR"), and IAM Mini Fund 14 Limited ("IAM"). ( 2 )The general partner of , WAP is Whitebox Asymmetric, LLC ("WAA"), WMSP is Whitebox Multi-Strategy Advisors, LLC ("WMSA"), WCRAP is Whitebox Credit Arbitrage Advisors, LLC ("WCRAA), WCCAP is Whitebox Concentrated Convertible Arbitrage Advisors, LLC ("WCCAA")and PSP is Pandora Select Advisors, LLC ("PSA"). The managing member and controlling owner of WAA, WMSA, WCRAA, WCCAA and PSA is Whitebox Advisors, LLC ("WA"). WA is the investment manager authorized and appointed as HFR and IAM's agent and attorney-in-fact with the power to direct the affairs of HFR and IAM, including the power to vote and dispose of the shares of Common Stock held by HFR and IAM, and decision-making power with respect to the disposition of the proceeds from the sale of such Common Stock. ( 3 )Shares attributable to interests held by WA as Managing Member of WAA, WMSA, WCRAA, WCCAA, and PSA, which acts as General Partners to WAP, WMSP, WCRAP, WCCAP, and PSP which directly hold the shares and as Investment Adviser to HFR and IAM. ( 4 )Shares are held directly by Jacob Mercer, an associate of WA. WA, WAA, WAP, WMSA, WMSP, WCRAA, WCRAP, WCCAA,WCCAP, PSA, PSP, HFR, and IAM each disclaim beneficial ownership of the shares attributable to Jacob Mercer and have no pecuniary interest therein.

Remarks: Based on the relationships described in notes (1) and (2), the entities referenced therein may be deemed to constitute a group for purposes of Rule 13d-5(b)(1) under the Securities and Exchange Act of 1934. The filing of this statement shall not be construed as an admission that WA, WAA, WAP, WMSA, WMSP, WCRAA, WCRAP, WCCAA, WCCAP, PSA, PSP, HFR, and IAM are a group, or have agreed to act as a group. WA, WAA, WAP, WMSA, WMSP, WCRAA, WCRAP, WCCAA, WCCAP, PSA, PSP, HFR, IAM, and Jacob Mercer each disclaim beneficial ownership of the shares of common stock reported herein except to the extent of their pecuniary interest in such shares.

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

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