XOTC:DUNR Dune Energy Inc Insider Activity 4 Filing - 2/28/2012

Effective Date 2/28/2012

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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 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 *
BlueMountain Capital Management, LLC
  2. Issuer Name and Ticker or Trading Symbol
DUNE ENERGY INC [DUNR]
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)
280 PARK AVENUE, 5TH FLOOR EAST
3. Date of Earliest Transaction (Month/Day/Year)
02/28/2012
(Street)

NEW YORK, NY 10017
4. If Amendment, Date Original Filed (Month/Day/Year)
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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)(2)(3)(4)(5)(6)(7) 02/28/2012   P   757,693 A $3.45 8,068,063 I See Explanations and Responses

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
BlueMountain Capital Management, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
Blue Mountain Credit Alternatives Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
Blue Mountain CA Master Fund GP, Ltd.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Long/Short Credit Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Long/Short Credit GP, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Timberline Ltd.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Distressed Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Distressed GP, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Strategic Credit Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    
BlueMountain Strategic Credit GP, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK, NY 10017
    X    

Signatures

 BlueMountain Capital Management, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

 Blue Mountain Credit Alternatives Master Fund L.P. By: BlueMountain CA Master Fund GP, LTD. By: /s/ Andrew Feldstein, Director   03/02/2012
** Signature of Reporting Person Date

 Blue Mountain CA Master Fund GP, Ltd. By: /s/ Andrew Feldstein, Director   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Long/Short Credit Master Fund L.P. By: BlueMountain Long/Short Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Timberline Ltd. By: /s/ Andrew Feldstein, Director   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Distressed Master Fund L.P. By: BlueMountain Distressed GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Strategic Credit Master Fund L.P. By: BlueMountain Strategic Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Strategic Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

 BlueMountain Distressed GP LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer   03/02/2012
** Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) The filing of this Form 4 shall not be construed as an admission that BlueMountain Capital Management, LLC ("BMCM"), GP Holdings (as defined in footnote 5 below) or any of the General Partners (as defined in Footnote 4 below) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Common Stock, par value $0.001 per share (the "Common Stock") of Dune Energy Inc. (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, BMCM, GP Holdings and the General Partners disclaim such beneficial ownership, except to the extent of their pecuniary interest.
(2) BMCM is the investment manager of each of (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which directly owns 1,896,955 shares of Common Stock (the "BMCA Shares"), (ii) BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit") which directly owns 1,851,179 shares of Common Stock (the "Long/Short Credit Shares"), (iii) BlueMountain Distressed Master Fund L.P. ("Distressed"), which directly owns 1,635,838 shares of Common Stock (the "Distressed Shares"), (iv) BlueMountain Strategic Credit Master Fund L.P. ("Strategic Credit"), which directly owns 252,612 shares of Common Stock (the "Strategic Credit Shares"), (v) BlueMountain Timberline Ltd. ("Timberline" and together with BMCA, Long/Short Credit, Distressed and Timberline, the "BlueMountain Funds"), which directly owns 1,673,786 shares of Common Stock (the "Timberline Shares") and (vi) Humphreys Peak, LLC ("Humphreys"). The shareholding information set forth in this Footnote 2 is as of 02/27/2012.
(3) BMCM, although it directs the voting and disposition of the shares held by the BlueMountain Funds and Humphreys, only receives an asset-based fee relating to such shares of Common Stock.
(4) (i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the BMCA Shares owned by BMCA; (ii) BlueMountain Long/Short Credit GP, LLC ("Long/Short Credit GP") is the general partner of Long/Short Credit and has an indirect profits interest in the Long/Short Credit Shares owned by Long/Short Credit; (iii) BlueMountain Distressed GP, LLC ("Distressed GP") is the general partner of Distressed and has an indirect profits interest in the Distressed Shares owned by Distressed; (iv) BlueMountain Strategic Credit GP, LLC ("Strategic Credit GP" and together with BMCA GP, Long/Short Credit GP and Distressed GP, the "General Partners") is the general partner of Strategic Credit and has an indirect profits interest in the Strategic Credit Shares owned by Strategic Credit.
(5) BlueMountain GP Holdings, LLC ("GP Holdings") is the ultimate general partner of each of BMCA, Long/Short Credit, Distressed and Strategic Credit (the "Partnerships") and is the special member of Humphreys and has an indirect profits interest in the Common Stock owned by each of the Partnerships and Humphreys.
(6) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 4 for GP Holdings and Humphreys is being filed separately and simulaneously with this Form 4 due to the limitation of ten Reporting Persons per each filing.
(7) On February 28, 2012, Humphreys purchased 757,693 shares of Common Stock.

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XOTC:DUNR Dune Energy Inc Insider Activity 4 Filing - 2/28/2012
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