Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

HPS Investment Partners, LLC

2. Date of Event Requiring Statement (MM/DD/YYYY) 12/20/2019

3. Issuer Name and Ticker or Trading Symbol

Emerge Energy Services LP [EMESZ]

(Last) (First) (Middle)

40 WEST 57TH STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director ___X___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

NEW YORK, NY 10019

(City) (State) (Zip)

5. If Amendment, Date Original Filed(MM/DD/YYYY)

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	69176585	I	See footnotes ⁽¹⁾⁽²⁾
Preferred Interests representing limited partner interests	75348837	I	See footnotes ⁽²⁾⁽³⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:
(1)	Represents 45,857,098 units held by EES Offshore II, LLC ("EES Offshore"), 19,795,463 units held by Mezzanine Partners III, L.P. ("Mezzanine Partners"), and 3,524,024 units held by AP Mezzanine Partners III, L.P. ("AP Mezzanine").
(2)	The Reporting Person is the sole managing member of HPS Mezzanine Management III, LLC, which is the investment manager of each of EES Offshore, Mezzanine Partners, and AP Mezzanine. The Reporting Person disclaims beneficial ownership except to the extent of its pecuniary interest, if any.
(3)	Represents 49,948,679 Preferred Interests held by EES Offshore, 21,561,705 Preferred Interests held by Mezzanine Partners, and 3,838,453 Preferred Interests held by AP Mezzanine.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HPS Investment Partners, LLC 40 WEST 57TH STREET NEW YORK, NY 10019		X