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* Antero Resources Midstream Management LLC (Last) (First) (Middle) 1615 WYNKOOP STREET (Street) DENVER CO 80202 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/04/2014	3. Issuer Name and Ticker or Trading Symbol Antero Resources Midstream LLC [ AM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. 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 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)

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

1. Name and Address of Reporting Person* Antero Resources Midstream Management LLC (Last) (First) (Middle) 1615 WYNKOOP STREET (Street) DENVER CO 80202 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Antero Resources Investment LLC (Last) (First) (Middle) 1615 WYNKOOP STREET (Street) DENVER CO 80202 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Director by Deputization

1. Name and Address of Reporting Person* ANTERO RESOURCES Corp (Last) (First) (Middle) 1615 WYNKOOP STREET (Street) DENVER CO 80202 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

Remarks:

The Issuer was organized in September 2013 as a Delaware limited liability company and will convert into a Delaware limited partnership-Antero Midstream Partners LP- in connection with the Issuer's initial public offering (the ''IPO''), as described in the Issuer's Registration Statement on Form S-1 (File No. 333-193798). Antero Resources Midstream Management LLC ("Midstream Management") holds a special membership interest in the Issuer, which provides Midstream Management with certain rights, including: (i) the right to cause the Issuer to conduct the IPO; and (ii) the right to have the special membership interest converted into the general partner interest in the Issuer. In connection with the IPO, Midstream Management will become the general partner of the Issuer. As of the date hereof, Antero Resources Corporation ("Antero Corp.") directly holds 100% of the common economic interests in the Issuer. As a controlling shareholder of Antero Corp., Antero Resources Investment LLC ("Antero Investment") may be deemed to indirectly beneficially own the common economic interests of the Issuer held by Antero Corp. Antero Investment disclaims beneficial ownership of the common economic interest reported except to the extent of its pecuniary interest therein. Midstream Management is a wholly-owned subsidiary of Antero Investment. Antero Investment may be deemed to be a director by deputization as a result of its ability to appoint the directors of Midstream Management.

No securities are beneficially owned.

	/s/ Alvyn A. Schopp, Chief Administrative Officer and Regional Vice President of Antero Resources Midstream Management LLC	11/04/2014
	/s/ Alvyn A. Schopp, Chief Administrative Officer and Regional Vice President of Antero Resources Investment LLC	11/04/2014
	/s/ Alvyn A. Schopp, Chief Administrative Officer and Regional Vice President of Antero Resources Corporation	11/04/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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