FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * GOFF JOHN C   2. Issuer Name and Ticker or Trading Symbol Mid-Con Energy Partners, LP [MCEP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 500 COMMERCE STREET 3. Date of Earliest Transaction (Month/Day/Year) 12/31/2018 (Street) FORT WORTH, TX 76102 4. If Amendment, Date Original Filed(Month/Day/Year) 01/03/2019 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Units 12/31/2018   P   280,000 A $ 0.7798 518,000 I See footnote (1) Common Units 12/31/2018   P   100,000 A $ 0.7798 160,000 I See footnote (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Class A Convertible Preferred Units

(3)

02/11/2017

(3)

Common Units Representing Limited Partner Interests

2,697,674

2,697,674

I

See footnote (5)

Class A Convertible Preferred Units

(3)

02/11/2017

(3)

Common Units Representing Limited Partner Interests

1,860,465

1,860,465

I

See footnote (6) (7)

Class A Convertible Preferred Units

(3)

02/11/2017

(3)

Common Units Representing Limited Partner Interests

232,558

232,558

I

See footnote (8)

Class B Convertible Preferred Units

(4)

07/31/2018

(4)

Common Units Representing Limited Partner Interests

5,098,039

5,098,039

I

See footnote (9)

Class B Convertible Preferred Units

(4)

07/31/2018

(4)

Common Units Representing Limited Partner Interests

784,314

784,314

I

See footnote (6) (7)

Class B Convertible Preferred Units

(4)

07/31/2018

(4)

Common Units Representing Limited Partner Interests

784,314

784,314

I

See footnote (10)

Class B Convertible Preferred Units

(4)

07/31/2018

(4)

Common Units Representing Limited Partner Interests

2,614,379

2,614,379

I

See footnote (11)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GOFF JOHN C 500 COMMERCE STREET FORT WORTH, TX 76102		X
GFS REN GP, LLC 500 COMMERCE STREET FORT WORTH 76102		X
GFT Strategies, LLC 500 COMMERCE STREET FORT WORTH 76102		X
Goff MCEP II LP 500 COMMERCE STREET FORT WORTH, TX 76102		X
GFS MCEP GP, LLC 500 COMMERCE STREET FORT WORTH, TX 76102		X
GFS Management, LLC 500 COMMERCE STREET FORT WORTH, TX 76102		X
Goff Focused Strategies LLC 500 COMMERCE STREET FORT WORTH, TX 76102		X
John C. Goff 2010 Family Trust 500 COMMERCE STREET FORT WORTH, TX 76102		X

Signatures

John C. Goff		01/08/2019
**Signature of Reporting Person		Date
Goff MCEP II, LP, By: GFS MCEP GP, LLC, the general partner, By John C. Goff, Chief Executive Officer		01/08/2019
**Signature of Reporting Person		Date
GFS MCEP GP, LLC, By: John C. Goff, Chief Executive Officer		01/08/2019
**Signature of Reporting Person		Date
GFS REN GP, LLC, By: John C. Goff, Chief Executive Officer		01/08/2019
**Signature of Reporting Person		Date
GFS Management, LLC, By: its managing member, Goff Focused Strategies LLC, By: John C. Goff, Chief Executive Officer		01/08/2019
**Signature of Reporting Person		Date
Goff Focused Strategies LLC, By: John C. Goff, Chief Executive Officer		01/08/2019
**Signature of Reporting Person		Date
GFT Strategies, LLC, By: its controlling equity holder, John C. Goff 2010 Family Trust By: John C. Goff, Trustee		01/08/2019
**Signature of Reporting Person		Date
John C. Goff 2010 Family Trust, By: John C. Goff, Trustee		01/08/2019
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	These Common Units are directly held by the John C. Goff 2010 Family Trust (the Trust). John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the common units representing limited partner interests (Common Units) held by the Trust.
(2)	These Common Units are directly held by Goff Family Investments, LP (Goff Investments). Goff Capital, Inc. (Goff Capital) is the general partner of Goff Investments and, as such, it may be deemed to beneficially own the Common Units held by Goff Investments. The Trust is the controlling shareholder of Goff Capital and, as such, it may be deemed to beneficially own the Common Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the securities held by the Trust.
(3)	The Class A Convertible Preferred Units (Class A Preferred Units) are convertible into Common Units on a one-for-one basis and have no expiration date.
(4)	The Class B Convertible Preferred Units (Class B Preferred Units) are convertible into Common Units on a one-for-one basis and have no expiration date.
(5)	These Class A Preferred Units are held directly by Goff MCEP Holdings, LLC (Goff MCEP Holdings). Goff Capital is the manager of Goff MCEP Holdings, and, as such, it may be deemed to beneficially own the Class A Preferred Units held by Goff MCEP Holdings. The Trust is the controlling shareholder of Goff Capital, and, as such, it may be deemed to beneficially own the Class A Preferred Units held by Goff Capital. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class A Preferred Units held by the Trust.
(6)	These Class A and Class B Preferred Units are held directly by Goff REN Holdings, LLC (Goff REN). GFS REN GP, LLC (GFS REN) is the managing member of Goff REN and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by Goff REN. GFS Management, LLC (GFS Management) is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS REN. Goff Focused Strategies LLC (GFS) is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS Management.
(7)	(Continued from Footnote 6) GFT Strategies, LLC (GFT) is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class A and Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class A and Class B Preferred Units held by the Trust.
(8)	These Class A Preferred Units are held directly by the Goff Family Foundation (Family Foundation). John C. Goff is the sole board member of the Family Foundation and, as such, he may be deemed to beneficially own the Class A Preferred Units held by the Family Foundation.
(9)	These Class B Preferred Units are held directly by Goff MCEP II, LP (Goff MCEP II). GFS MCEP GP, LLC (GFS MCEP) is the general partner of Goff MCEP II and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff MCEP II. GFS Management is the managing member of GFS MCEP and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS MCEP. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust.
(10)	These Class B Preferred Units are held directly by Goff REN Holdings II, LLC (Goff REN II). GFS REN is the managing member of Goff REN II and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff REN II. GFS Management is the managing member of GFS REN and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS REN. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust.
(11)	These Class B Preferred Units are held directly by Goff Focused Energy Strategies, LP (Goff Energy). GFS Energy GP, LLC (GFS Energy) is the general partner of Goff Energy and, as such, it may be deemed to beneficially own the Class B Preferred Units held by Goff Energy. GFS Management is the managing member of GFS Energy and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Energy. GFS is the managing member of GFS Management and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS Management. GFT is the controlling equity holder of GFS and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFS. The Trust is the managing member of GFT and, as such, it may be deemed to beneficially own the Class B Preferred Units held by GFT. John C. Goff is the trustee of the Trust and, as such, he may be deemed to beneficially own the Class B Preferred Units held by the Trust.
Remarks: This report on Form 4/A amends and replaces in its entirety the Form 4 filed by the Reporting Persons on January 3, 2019. This report on Form 4/A is being filed solely to add the following persons as Reporting Persons to this report: GFS MCEP GP, LLC, GFS REN GP, LLC, GFS Management, LLC, GFT Strategies, LLC, and Goff Focused Strategies LLC. All other provisions in the original Form 4 remain unchanged.

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