SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Wiessman David (Last) (First) (Middle) 7616 LBJ FREEWAY, SUITE 300 (Street) DALLAS TX 75251 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Alon USA Energy, Inc. [ ALJ ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Executive Chairman
	3. Date of Earliest Transaction (Month/Day/Year) 05/03/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	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 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, par value $0.01 per share	05/03/2011		A		50,000	A	(1)	1,297,205	D

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 Securities Underlying Derivative Security (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: 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
Warrant to acquire Common Stock, par value $0.01 per share(2)	$9.7(3)	05/03/2011(4)		J		123,711		05/03/2011(4)	03/14/2016	Common Stock, par value $0.01 per share	123,711	(2)	123,711	D

Explanation of Responses:

1. Grant to the reporting person on May 3, 2011 of 50,000 shares of restricted stock under the Alon USA Energy, Inc. Amended and Restated 2005 Incentive Compensation Plan.

2. On February 21, 2011, Alon Brands, Inc., a Delaware corporation and wholly owned subsidiary of the Issuer ("Alon Brands"), and Alon Israel Oil Company, Ltd. ("Alon Israel") entered into a Loan Agreement, pursuant to which Alon Israel loaned $12 million to Alon Brands. In connection with this loan, Alon USA Energy, Inc. (the "Issuer"), Alon Israel and Alon Brands entered into the Warrant Agreement, dated as of March 14, 2011 (the "Warrant Agreement"), pursuant to which the Issuer agreed to issue to Alon Israel Warrants to purchase up to 1,237,113 shares of the Issuer's common stock for an aggregate purchase price of up to $12 million, as may be adjusted from time to time. Pursuant to the terms of the Warrant Agreement Alon Israel assigned a portion of the Warrants to David Wiessman. The Warrants transferred to Mr. Wiessman entitle Mr. Wiessman to purchase up to 123,711 shares of common stock of the Issuer at an initial exercise price of $9.70 per share, subject to adjustment.

3. In lieu of payment of the exercise price, the holder may exercise the Warrants on a "net share" or cashless basis, as a result of which shares of the Issuer's common stock underlying the Warrants would be forfeited in lieu of paying the cash exercise price. In connection with any exercise of the Warrants, the Issuer will pay cash in lieu of any fractional share of common stock.

4. The Issuer's common stock is listed on the New York Stock Exchange ("NYSE"), and, as a result, the Issuer is subject to the related party rules set forth in Rule 312 of the NYSE listing rules. The proposed issuance of the shares of the Issuer's common stock to Mr. Wiessman upon the exercise of the Warrants by Mr. Wiessman required approval of the Issuer's stockholders. The Issuer received such stockholder approval on May 3, 2011 at the Issuer's Annual Meeting of Stockholders, as a result of which this Form 4 is being filed for Mr. Wiessman.

Remarks:

	/s/ Sarah B. Campbell Sarah B. Campbell, Attorney-in-Fact for David Wiessman	05/05/2011
	** Signature of Reporting Person	Date
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