Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Riverstone Management Group, L.L.C.
2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2017
3. Issuer Name and Ticker or Trading Symbol
EP Energy Corp [EPE]
(Last)
(First)
(Middle)
C/O RIVERSTONE HOLDINGS LLC, 712 FIFTH AVENUE, 36TH FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10019
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock 31,276,726
I
See footnotes (1) (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Riverstone Management Group, L.L.C.
C/O RIVERSTONE HOLDINGS LLC
712 FIFTH AVENUE, 36TH FLOOR
NEW YORK, NY 10019
  X   X    
Riverstone Energy GP V Corp.
C/O RIVERSTONE HOLDINGS LLC
712 FIFTH AVENUE, 36TH FLOOR
NEW YORK, NY 10019
  X   X    
RIVERSTONE HOLDINGS LLC
C/O RIVERSTONE HOLDINGS LLC
712 FIFTH AVENUE, 36TH FLOOR
NEW YORK, NY 10019
  X   X    
Riverstone/Gower Mgmt Co Holdings, L.L.C.
C/O RIVERSTONE HOLDINGS LLC
712 FIFTH AVENUE, 36TH FLOOR
NEW YORK, NY 10019
  X   X    
LEUSCHEN DAVID M
C/O RIVERSTONE HOLDINGS LLC
712 FIFTH AVENUE, 36TH FLOOR
NEW YORK, NY 10019
    X    
LAPEYRE PIERRE F JR
C/O RIVERSTONE HOLDINGS LLC
712 FIFTH AVENUE, 36TH FLOOR
NEW YORK, NY 10019
    X    

Signatures

Riverstone Energy GP V Corp By: /s/ Thomas J. Walker, Vice President 05/11/2017
**Signature of Reporting Person Date

Riverstone Holdings LLC By: /s/ Thomas J. Walker, Authorized Person 05/11/2017
**Signature of Reporting Person Date

Riverstone Management Group, L.L.C. By: /s/ Thomas J. Walker, Manager 05/11/2017
**Signature of Reporting Person Date

Riverstone/Gower Mgmt Co Holdings, L.L.C. By: /s/ Thomas J. Walker, Manager 05/11/2017
**Signature of Reporting Person Date

David M. Leuschen By: /s/ Thomas J. Walker, attorney-in-fact 05/11/2017
**Signature of Reporting Person Date

Pierre F. Lapeyre, Jr. By: /s/ Thomas J. Walker, attorney-in-fact 05/11/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Riverstone V Everest Holdings, L.P. and Riverstone V FT Corp Holdings, L.P. are the record holders of 19,942,040 shares and 11,334,686 shares of Class A common stock, respectively. Riverstone Energy Partners V, L.P. is the general partner of each of Riverstone V Everest Holdings, L.P. and Riverstone V FT Corp Holdings, L.P. Riverstone Energy GP V, LLC is the general partner of Riverstone Energy Partners V, L.P. Riverstone Energy GP V, LLC is managed by an eight person managing committee consisting of Pierre F. Lapeyre, Jr., David M. Leuschen, James T. Hackett, Michael B. Hoffman, N. John Lancaster, Andrew W. Ward, Mark G. Papa and, on a rotating basis, one of E. Bartow Jones, Baran Tekkora and Robert M. Tichio.
(2) The members of the managing committee of Riverstone Energy GP VI, LLC and Riverstone Energy Partners VI, L.P. may be deemed to share beneficial ownership of the securities held of record Riverstone V Everest Holdings, L.P. and Riverstone V FT Corp Holdings, L.P. Each such entity or person disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.
(3) Mr. Leuschen and Mr. Lapeyre are the managing directors of Riverstone Management Group, L.L.C. ("Riverstone Management"), which is the managing member of Riverstone/Gower Mgmt Co Holdings, L.L.C. ("Riverstone/Gower"), which is the sole member of Riverstone Holdings LLC ("Riverstone Holdings"). Riverstone Holdings is the sole shareholder of Riverstone Energy GP V Corp, which is the managing member of Riverstone Energy GP V, LLC. As such, each of Messrs. Leuschen and Lapeyre, Riverstone Management, Riverstone/Gower, Riverstone Holdings and Riverstone Energy GP V Corp may be deemed to share beneficial ownership of the the shares of common stock owned of record by Riverstone V Everest Holdings, L.P. and Riverstone V FT Corp Holdings, L.P. Each such entity or person disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.
 
Remarks:
Exhibit 24.1 - Power of Attorney; Exhibit 24.2 - Power of Attorney.

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