SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* SHERWOOD NED L (Last) (First) (Middle) 4731 NORTH HIGHWAY A1A, SUITE 213 (Street) VERO BEACH FL 32963 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/09/2016	3. Issuer Name and Ticker or Trading Symbol BARNWELL INDUSTRIES INC [ BRN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 05/14/2013
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

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)
Common Stock, par value $0.50 per share ("Common Stock")	238,038	I	See Footnotes(1)(2)
Common Stock	661,584.138	I	See Footnotes(1)(3)

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: 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

Explanation of Responses:

1. This Form 3 is filed by Ned L. Sherwood (the "Reporting Person"). The Reporting Person may be deemed to be a member of a Section 13(d) group with Bradley M. Tirpak that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. The securities reported herein do not include any securities held by Bradley M. Tirpak. The Reporting Person believes that Bradley M. Tirpak beneficially owns 7,770 shares of Common Stock as reported in a Schedule 13D filed by the Reporting Person on February 10, 2016. The Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his pecuniary interest therein. The Reporting Person disclaims any pecuniary interest in the securities held by Bradley M. Tirpak.

2. Shares are held by the Ned L. Sherwood Revocable Trust, of which Ned L. Sherwood is the beneficiary.

3. Shares are held by MRMP-Managers LLC, of which Ned L. Sherwood is an investment manager.

Remarks:

	/s/ Ned L. Sherwood	02/10/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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