Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Pacific Coast Energy Co LP
 2. Date of Event Requiring Statement (Month/Day/Year)
05/02/2012		 3. Issuer Name and Ticker or Trading Symbol
Pacific Coast Oil Trust [ROYT]
(Last)
(First)
(Middle)
515 SOUTH FLOWER STREET, SUITE 4800		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LOS ANGELES, CA 90071		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Trust Units representing Beneficial Interests (1) (2) 0
D (1)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pacific Coast Energy Co LP
515 SOUTH FLOWER STREET, SUITE 4800
LOS ANGELES, CA 90071		     X    
PCEC (GP) LLC
515 SOUTH FLOWER STREET, SUITE 4800
LOS ANGELES, CA 90071		     X    
PACIFIC COAST ENERGY HOLDINGS LLC
515 SOUTH FLOWER STREET, SUITE 4800
LOS ANGELES, CA 90071		     X    
Metalmark Breitburn Holdings LLC
1177 AVENUE OF THE AMERICAS, 40TH FLOOR
NEW YORK, NY 10036		     X    
Metalmark Capital Partners (C) II, L.P.
1177 AVENUE OF THE AMERICAS, 40TH FLOOR
NEW YORK, NY 10036		     X    
Metalmark Capital Partners II GP, L.P.
1177 AVENUE OF THE AMERICAS, 40TH FLOOR
NEW YORK, NY 10036		     X    
Metalmark Capital Holdings LLC
1177 AVENUE OF THE AMERICAS, 40TH FLOOR
NEW YORK, NY 10036		     X    

Signatures

/s/ Pacific Coast Energy Company LP, By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date
/s/ PCEC (GP) LLC, By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date
/s/ Pacific Coast Energy Holdings LLC, By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date
/s/ Metalmark BreitBurn Holdings LLC, By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date
/s/ Metalmark Capital Partners (C) II, L.P., By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date
/s/ Metalmark Capital Partners II GP, L.P., By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date
/s/ Metalmark Capital Holdings LLC, By: Dee Alaniz, attorney-in-fact 05/02/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) This form is filed jointly by each of the undersigned entities. Pacific Coast Energy Company LP, a Delaware limited partnership ("PCEC"), will own Trust Units representing Beneficial Interests in the Issuer ("Trust Units") directly. The remaining entites may be deemed to share voting or dispositive power over the Trust Units, and therefore my be deemed to be joint beneficial owners of the Trust Units.
(2) As of May 2, 2012, the undersigned owned all of the beneficial interests in the Issuer, which is a Delaware statutory trust formed on January 3, 2012 by PCEC to own net profits and overriding royalty interests in certain of PCEC's properties located onshore in California that will be conveyed to the Issuer by PCEC in connection with a registered public offering by the Issuer in exchange for 38,583,158 Trust Units. PCEC expects that, immediately following the closing of the public offering and assuming no exercise by the underwriters of their option to purchase additional Trust Units, PCEC will own 21,083,158 Trust Units, after having sold 17,500,000 Trust Units at the closing of the public offering.
 
Remarks:
Form 1 of 2

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