X0303 4 2011-03-25 0 0001347218 Atlas Energy, L.P. AHD 0001516921 Herz Daniel C 1845 WALNUT STREET, 10TH FLOOR PHILADELPHIA PA 19103 0 1 0 0 SVP Common Units 2011-03-25 4 A 0 150000 A 164609 D Unit Options (right to buy) 22.23 2011-03-25 4 A 0 200000 0 A 2021-03-25 Common Units 200000 200000 D The reporting person is a participant in the Atlas Energy, L.P. 2010 Long-Term Incentive Plan (the "Plan"). The reporting person received 150,000 phantom units under the Plan on March 25, 2011. Each phantom unit represents the right to receive, upon vesting, one common unit of the Company. The phantom units in the Plan vest 25% on the third anniversary of the grant and 75% on the fourth anniversary of the grant. This amount includes 150,000 common units underlying the equivalent number of phantom units. The reporting person received 200,000 options under the Plan on March 25, 2011. The options vest 25% on the third anniversary of the grant and 75% on the fourth anniversary of the grant. Lisa Washington, Attorney-in-Fact 2011-03-29