Filing Details

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ______________ SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No.__) Legacy Reserves Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 524706108 (CUSIP Number) Baines Creek Capital, LLC 11940 Jollyville Road Suite 210-S Austin, Texas 78759 September 20, 2018 (Date of Event Which Requires Filing of This Statement)If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. (Continued on following pages) NAME OF REPORTING PERSONS Baines Creek Partners, L.P. (BCP) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION: DELAWARE NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 13,475,313 SOLE VOTING POWER -0- SHARED VOTING POWER 13,475,313 SOLE DISPOSITIVE POWER -0- SHARED DISPOSITIVE POWER 13,475,313 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.7% TYPE OF REPORTING PERSON: CO NAME OF REPORTING PERSONS Baines Creek Special Purpose Partners, L.P. (BCSPP) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 9,897,802 SOLE VOTING POWER -0- SHARED VOTING POWER 9,897,802 SOLE DISPOSITIVE POWER -0- SHARED DISPOSITIVE POWER 9,897,802 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.3% TYPE OF REPORTING PERSON CO

NAME OF REPORTING PERSONS Jeremy Carter (JC) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 142,317 SOLE VOTING POWER -0- SHARED VOTING POWER 142,317 SOLE DISPOSITIVE POWER -0- SHARED DISPOSITIVE POWER 142,317 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1% TYPE OF REPORTING PERSON IN NAME OF REPORTING PERSONS James Schumacher (JS) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 4,686 SOLE VOTING POWER -0- SHARED VOTING POWER 4,686 SOLE DISPOSITIVE POWER -0- SHARED DISPOSITIVE POWER 4,686 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0% TYPE OF REPORTING PERSON IN NAME OF REPORTING PERSONS Brian Williams (BW) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 473,372 SOLE VOTING POWER -0- SHARED VOTING POWER 473,372 SOLE DISPOSITIVE POWER -0- SHARED DISPOSITIVE POWER 473,372 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.4% TYPE OF REPORTING PERSON IN NAME OF REPORTING PERSONS Baines Creek Capital, LLC (BCC) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH -0- SOLE VOTING POWER 24,000,000 SHARED VOTING POWER -0- SOLE DISPOSITIVE POWER 24,000,000 SHARED DISPOSITIVE POWER 24,000,000 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 22.6% TYPE OF REPORTING PERSON COThe following constitutes the Schedule 13D filed by the undersigned (the Schedule 13D). Item 1. Security and Issuer. This statement relates to the common stock, par value $0.01 per share (the Shares), of Legacy Reserves Inc., a Delaware corporation (the Issuer) The address of the principal executive offices of the Issuer is 303 W. Wall St, Suite 1800, Midland, TX 79701. Item 2. Identity and Background. (a) This statement is filed by: (i) Baines Creek Partners, LP (BCP), a Delaware limited partnership; (ii) Baines Creek Special Purpose Partners, LP (BCSPP), a Delaware limited partnership; (iii) Kevin Tracy (KT), a citizen of Texas; (iv) Jeremy Carter (JC), a citizen of Texas; (v) James Schumacher (JS), a citizen of Texas; (vi) Brian Williams (BW), a citizen of Texas; (vii) Baines Creek Capital, LLC (BCC), a Texas limited liability company. Each of the foregoing is referred to as a Reporting Person and collectively as the Reporting Persons. Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D. (b) The address of the principal office of each of the Reporting Persons is: 11940 Jollyville Road Suite 210-S Austin, Texas 78759. (c) The principal business of each of Baines Creek Partners, LP, Baines Creek Special Purpose Partners, LP and Baines Creek Capital, LLC is investing in securities. The principal occupation of Messrs. Tracy, Carter, Schumacher and Williams is serving as affiliated persons of Baines Creek Capital, LLC. (d) No Reporting Person has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) No Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Messrs. Tracy, Carter, Schumacher and Williams are citizens of the United States of America. Item 3. Source and Amount of Funds or Other Consideration. The Shares purchased by each of Baines Creek Partners, LP, Baines Creek Special Purpose Partners, LP and Baines Creek Capital, LLC were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases. The aggregate purchase price of the 23,373,115 Shares directly owned by Baines Creek Partners, LP, Baines Creek Special Purpose Partners and Baines Creek Capital, LLC is approximately $ 38,804,630, including brokerage commissions. The 6,510 Shares directly owned by Mr. Tracy were purchased with personal funds and is approximately $ 13,411, including brokerage commissions. The 142,317 Shares directly owned by Mr. Carter were purchased with personal funds and is approximately $ 248,222, including brokerage commissions. The 4,686 Shares directly owned by Mr. Schumacher were purchased with personal funds and is approximately $ 9,486, including brokerage commissions. The 473,372 Shares directly owned by Mr. Williams were purchased with personal funds and is approximately $ 977,811, including brokerage commissions. Item 4. Purpose of Transaction. The Reporting Persons (Baines Creek Partners, LP, Baines Creek Special Purpose Partners, LP, Baines Creek Capital, LLC, Messrs. Tracy, Carter, Schumacher and Williams) acquired the shares for investment purposes and view their investment in the Issuer as a passive investment. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Based on such review, one or more of the Reporting Persons, individually or in the aggregate, from time to time, may take such actions with respect to their investment in the Issuer as they deem appropriate, including, without limitation, purchasing additional shares of Common Stock or other financial instruments related to the Issuer or selling some or all of their beneficial or economic holdings, and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. The aggregate percentage of Shares reported owned by each person named herein is based upon 106,100,000 Shares outstanding, as of September 20, 2018, which is the total number of Shares outstanding as reported in the Issuers Form 8-K, filed with the Securities and Exchange Commission on September 20, 2018. A. Baines Creek Partners, L.P. (BCP) (a) As of the close of business on September 20, 2018, Baines Creek Partners, L.P. (BCP) directly owned 13,475,313 Shares. Percentage: Approximately 12.7% (b) 1. Sole power to vote or direct vote: 13,475,313 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 13,475,313 4. Shared power to dispose or direct the disposition: 0 (c) The transactions in the Shares by Baines Creek Partners, L.P. (BCP) during the past 60 days are set forth in Schedule A and are incorporated herein by reference. B. Baines Creek Special Purpose Partners, L.P. (BCSPP) (a) As of the close of business on September 20, 2018, Baines Creek Partners, L.P. (BCP) directly owned 9,897,802 Shares. Percentage: Approximately 9.3% (b) 1. Sole power to vote or direct vote: 9,897,802 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 9,897,802 4. Shared power to dispose or direct the disposition: 0 (c) The transactions in the Shares by Baines Creek Special Purpose Partners, L.P. (BCSPP) during the past 60 days are set forth in Schedule A and are incorporated herein by reference. C. Mr. Kevin Tracy (a) Mr. Kevin Tracy, is an affiliated person of Baines Creek Capital, LLC, as of the close of business on September 20, 2018, Mr. Tracy directly owned 6,510 Shares. Percentage: Approximately 0.0% (b) 1. Sole power to vote or direct vote: 6,510 2. Shared power to vote or direct vote: -0- 3. Sole power to dispose or direct the disposition: 6,510 4. Shared power to dispose or direct the disposition: -0- (c) Mr. Tracy has not entered into any transactions in the Shares during the past 60 days. D. Mr. Jeremy Carter (a) Mr. Jeremy Carter, is an affiliated person of Baines Creek Capital, LLC, as of the close of business on September 20, 2018, Mr. Carter directly owned 142,317 Shares. Percentage: Approximately 0.1% (b) 1. Sole power to vote or direct vote: 142,317 2. Shared power to vote or direct vote: -0- 3. Sole power to dispose or direct the disposition: 142,317 4. Shared power to dispose or direct the disposition: -0- (c) Mr. Carter has not entered into any transactions in the Shares during the past 60 days. E. Mr. James Schumacher (a) Mr. James Schumacher, is an affiliated person of Baines Creek Capital, LLC, as of the close of business on September 20, 2018, Mr. Schumacher directly owned 4,868 Shares. Percentage: Approximately 0.0% (b) 1. Sole power to vote or direct vote: 4,868 2. Shared power to vote or direct vote: -0- 3. Sole power to dispose or direct the disposition: 4,868 4. Shared power to dispose or direct the disposition: -0- (c) Mr. Schumacher has not entered into any transactions in the Shares during the past 60 days. F. Mr. Brian Williams (a) Mr. Brian Williams, is an affiliated person of Baines Creek Capital, LLC, as of the close of business on September 20, 2018, Mr. Williams directly owned 473,372 Shares. Percentage: Approximately 0.4% (b) 1. Sole power to vote or direct vote: 473,372 2. Shared power to vote or direct vote: -0- 3. Sole power to dispose or direct the disposition: 473,372 4. Shared power to dispose or direct the disposition: -0- (c) Mr. Williams has not entered into any transactions in the Shares during the past 60 days. G. Baines Creek Capital, LLC (BCC) (a) Baines Creek Capital, LLC is the investment adviser to Baines Creek Partners, LP, Baines Creek Special Purpose Partners, LP and the employer of Messrs. Tracy, Carter, Schumacher and Williams, as of the close of business on September 20, 2018, Baines Creek Capital, LLC (BCC) shared power to vote and dispose or direct disposition of 24,000,000 Shares. Percentage: Approximately 22.6% (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 24,000,000 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 24,000,000 (c) The transactions in the Shares by Baines Creek Capital, LLC (BCC) during the past 60 days are set forth in Schedule A and are incorporated herein by reference. The Reporting Persons, as members of a group for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein. (d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. On December 31, 2016, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to securities of the Issuer, to the extent required by applicable law. A copy of this agreement is attached as exhibit 99.2 hereto and is incorporated herein by reference. Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer. SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: September 20, 2018 Baines Creek Partners, LP, Baines Creek Capital, LLCBy: /s/ Brian Williams Name: Brian Williams Title: Managing Partner Baines Creek Special Purpose Partners, LP By: /s/ Brian Williams Name: Brian Williams Title: Managing Partner Baines Creek Partners, LP, Baines Creek Capital, LLC By: /s/ Brian Williams Name: Brian Williams Title: Managing Member Kevin Tracy By: /s/ Kevin Tracy Name: Kevin Tracy Title: Individual Jeremy Carter By: /s/ Jeremy Carter Name:Jeremy Carter Title: Individual James Schumacher By: /s/ James Schumacher Name: James Schumacher Title: Individual Brian Williams By: /s/ Brian Williams Name: Brian Williams Title: IndividualSCHEDULE A Transactions in the Shares During the Past Sixty Days DATE QUANTITY PRICE 9/18/2018 115,400 5.00 9/18/2018 51,991 4.94 9/12/2018 71,632 5.38 9/10/2018 10,650 5.42 9/07/2018 45,169 5.11 9/06/2018 47,168 5.06 9/04/2018 37,820 5.42 8/31/2018 84,445 5.38 8/30/2018 27,500 5.39 8/29/2018 300 5.31 8/27/2018 20,550 5.26 8/24/2018 8,300 5.29 8/23/2018 34,548 5.35 8/22/2018 47,801 5.22 8/21/2018 26,310 4.94 8/20/2018 59,995 4.82 8/17/2018 48,772 4.71 8/16/2018 119,099 4.51By: /s/ Brian Williams Name: Brian Williams Title: Managing Partner Baines Creek Special Purpose Partners, LP By: /s/ Brian Williams Name: Brian Williams Title: Managing Partner Baines Creek Partners, LP, Baines Creek Capital, LLC By: /s/ Brian Williams Name: Brian Williams Title: Managing Member Kevin Tracy By: /s/ Kevin Tracy Name: Kevin Tracy Title: Individual Jeremy Carter By: /s/ Jeremy Carter Name:Jeremy Carter Title: Individual James Schumacher By: /s/ James Schumacher Name: James Schumacher Title: Individual Brian Williams By: /s/ Brian Williams Name: Brian Williams Title: Individual