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* Randall William E. (Last) (First) (Middle) 1001 FANNIN STREET, SUITE 2020 (Street) HOUSTON TX 77002 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/08/2017	3. Issuer Name and Ticker or Trading Symbol Black Stone Minerals, L.P. [ BSM ]
		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) X Form filed by One Reporting Person 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)
Common units representing limited partner interests	30,000	D
Common units representing limited partner interests	1,769,057(1)	I	By RFI Partnership

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
Subordinated units representing limited partner interests	(2)	(2)	Common units representing limited partner interests	2,082,501(1)	(2)	I	By RFI Partnership
Preferred units representing limited partner interests	(3)	(3)	Common and subordinated units representing LP interests	(1)(3)	(3)	I	By RFI Partnership

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these units in this report shall not be deemed an admission of beneficial ownership of all of the reported units for purposes of Section 16 or for any other purpose.

2. Each subordinated unit will convert into one common unit representing a limited partner interest in the Issuer at the end of the subordination period described in the Issuer's Registration Statement on Form S-1 (File No. 333-202875).

3. RFI Partnership currently holds 300 preferred units. Each preferred unit may be converted at any time at the option of the holder thereof into common units at the then-effective conversion rate. In addition, in 2018, a number of preferred units will automatically convert into common units and subordinated units at the then-effective conversion rate unless redeemed, as described in the Issuer's Registration Statement on Form S-1 (File No. 333-202875).

Remarks:

	/s/ William E. Randall	06/19/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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 POWER OF ATTORNEY FOR EXECUTING FORMS 3, 4 AND 5

Know all by these present, that the undersigned hereby constitutes and appoints
each of Thomas L. Carter, Jr., Jeff Wood and Steve Putman, individually, the
undersigned's true and
lawful attorney-in-fact, with respect to the undersigned's beneficial ownership
of securities of Black Stone Minerals, L.P., to:

    (1) execute for and on behalf of the undersigned Forms 3, 4 and 5 (including
        amendments thereto) in accordance with Section 16(a) of the Securities
        Exchange Act of 1934 and the rules thereunder;

    (2) do and perform any and all acts for and on behalf of the undersigned
        that may be necessary or desirable to complete and execute any such Form
        3, 4 or 5, complete and execute any amendment or amendments thereto,
        file such Form with the United States Securities and Exchange Commission
        and any stock exchange or similar authority, and provide a copy as
        required by law or advisable to such persons as the attorney-in-fact
        deems appropriate; and

    (3) take any other action of any type whatsoever in connection with the
        foregoing that, in the opinion of the attorney-in-fact, may be of
        benefit to, in the best interest of, or legally required of the
        undersigned, it being understood that the documents executed by the
        attorney-in-fact on behalf of the undersigned pursuant to this Power of
        Attorney shall be in such form and shall contain such terms and
        conditions as the attorney-in-fact may approve in the attorney-in-fact's
        discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Black Stone Minerals, L.P., Black Stone
Minerals GP, L.L.C. nor any of their affiliates assuming) any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Black Stone Minerals, L.P., Black Stone Minerals GP, L.L.C.
and each of their affiliates and each such attorney-in-fact against any losses,
claims, damages or liabilities (or actions in these respects) that arise out of
or are based upon any untrue statements or omissions of necessary facts in the
information provided by or at the direction of the undersigned, or upon the lack
of timeliness in the delivery of information by or at the direction of the
undersigned, to that attorney-in fact for purposes of executing, acknowledging,
delivering or filing any Form 3, 4 or 5 (including any amendment thereto) and
agrees to reimburse Black Stone Minerals, L.P., Black Stone Minerals GP, L.L.C.
and each of their affiliates and the attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by Black Stone
Minerals, L.P., unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.

/s/ William E. Randall
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Signature
William E. Randall
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Type or Print Name

6/19/2017
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Date