PAR PACIFIC HOLDINGS, INC. — Director's Dealing 2012

Nov 30, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAR PETROLEUM CORP/CO (PARR)
CIK: 0000821483
Period of Report: 2012-11-28

Reporting Person: WHITEBOX ADVISORS LLC (10% Owner, See Remarks Below)
Reporting Person: WHITEBOX ASYMMETRIC PARTNERS LP (10% Owner, See Remarks Below)
Reporting Person: Whitebox Multi-Strategy Partners LP (10% Owner, See Remarks Below)
Reporting Person: Whitebox Credit Arbitrage Partners, L.P. (10% Owner, See Remarks Below)
Reporting Person: Whitebox Concentrated Convertible Arbitrage Partners, L.P. (10% Owner, See Remarks Below)
Reporting Person: Pandora Select Partners, L.P. (10% Owner, See Remarks Below)
Reporting Person: HFR MASTER TRUSTS (10% Owner, See Remarks Below)
Reporting Person: IAM MINI-FUND 14 LTD (10% Owner, See Remarks Below)
Reporting Person: Mercer Jacob Paul (Director, 10% Owner, See Remarks Below)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-28	Common Stock	S	1476567	$1.07	Disposed	38524451	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	70125	Direct

Footnotes

F1: 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").

F2: 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.

F3: 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.

F4: 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.