X0306 4 2013-08-14 0 0001576044 QEP Midstream Partners, LP QEPM 0001550543 Carbone Kendall K C/O QEP MIDSTREAM PARTNERS, LP 1050 17TH STREET, SUITE 500 DENVER CO 80265 0 1 0 0 See Remarks Phantom Units 2013-08-14 4 A 0 1250 0.00 A Common Units 1250 1250 D Each Phantom Unit is the economic equivalent of one Common Unit of the Issuer. Vests in three equal annual installments on each of August 14, 2014, 2015 and 2016, subject to accelerated vesting upon the occurrence of certain events and the Reporting Person's continued service with the Issuer through the applicable vesting dates. The Phantom Units do not expire. The Phantom Units are settled upon vesting in Common Units (on a one for one basis) or cash representing the fair market value of such Common Units, at the discretion of the Issuer. The Reporting Person is Vice President, Controller and Chief Accounting Officer of QEP Midstream Partners GP, LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner. /s/ Abigail L. Jones, Attorney in Fact 2013-08-15