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* BACON LOUIS M (Last) (First) (Middle) 11 TIMES SQUARE (Street) NEW YORK NY 10036 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Tempus Applied Solutions Holdings, Inc. [ TMPS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/23/2016
	4. If Amendment, Date of 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

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	06/23/2016		J(3)		942,138	A	(3)	2,829,646	I	See footnote(1)(2)
Common Stock	06/23/2016		J(3)		188,428	A	(3)	3,018,074	I	See footnote(1)(2)

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
Series B-2 Warrants (Right to Buy)	(3)	06/23/2016		J(3)		192,710		07/31/2015	10/31/2016	Common Stock	942,138	$0	0	I	See footnote(1)(2)
Series B-2 Warrants (Right to Buy)	(3)	06/23/2016		J(3)		38,542		08/14/2015	10/31/2016	Common Stock	188,428	$0	0	I	See footnote(1)(2)

1. Name and Address of Reporting Person* BACON LOUIS M (Last) (First) (Middle) 11 TIMES SQUARE (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Kendall Family Investments, LLC (Last) (First) (Middle) 11 TIMES SQUARE (Street) NEW YORK NY 10036 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This Form 4 is being filed (a) by Louis M. Bacon ("Mr. Bacon") who controls Kendall Family Investments, LLC ("Kendall"), and (b) by Kendall. This Form 4 relates to shares of common stock and warrants (the "Securities") of Tempus Applied Solutions Holdings, Inc. (the "Issuer") indirectly beneficially owned by Kendall. As the control person of Kendall, Mr. Bacon may be deemed to be the beneficial owner of the Securities indirectly beneficially owned by Kendall.

2. The filing of this statement shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of any securities not held directly for its account for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

3. On June 23, 2016, Christopher D. Brady, Chart Group, LP and Chart Acquisition Group LLC exercised (i) Series B-2 Warrants into 942,138 shares of common stock, and (ii) Series B-3 Warrants into 188,428 shares of common stock, pursuant to an alternative cashless exercise formula contained in the respective warrants that permitted the holder to obtain, depending on the trading price of the Issuer's common stock, up to 488.9% of the number of shares of common stock that could otherwise be purchased under such warrant pursuant to an exercise for cash. Kendall indirectly beneficially owns the securities of the Issuer beneficially owned by Christopher D. Brady, Chart Group, LP and Chart Acquisition Group LLC and, as a result, reflects the cashless exercise of the Series B-2 Warrants and the Series B-3 Warrants herein.

	/s/ James E. Kaye, Attorney-in-Fact of Louis M. Bacon	06/27/2016
	/s/ James E. Kaye, Vice President, Kendall Family Investments	06/27/2016
	** Signature of Reporting Person	Date
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