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* SUNPOWER CORP (Last) (First) (Middle) 77 RIO ROBLES (Street) SAN JOSE CA 95134 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/18/2015	3. Issuer Name and Ticker or Trading Symbol 8point3 Energy Partners LP [ CAFD ]
		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) Form filed by One Reporting Person X 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)

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

1. Name and Address of Reporting Person* SUNPOWER CORP (Last) (First) (Middle) 77 RIO ROBLES (Street) SAN JOSE CA 95134 (City) (State) (Zip)

1. Name and Address of Reporting Person* SunPower HoldCo, LLC (Last) (First) (Middle) 77 RIO ROBLES (Street) SAN JOSE CA 95134 (City) (State) (Zip)

1. Name and Address of Reporting Person* SunPower YC Holdings, LLC (Last) (First) (Middle) 77 RIO ROBLES (Street) SAN JOSE CA 95134 (City) (State) (Zip)

Explanation of Responses:

Remarks:

This Form 3 is being filed jointly by SunPower Corporation ("SunPower"), SunPower HoldCo, LLC ("HoldCo") and SunPower YC Holdings, LLC ("YC Holdings" and together with SunPower and HoldCo, the "Reporting Persons") in connection with the effectiveness of the Registration Statement on Form S-1 (File No. 333-202634) filed by 8point3 Energy Partners LP (the "Partnership"). SunPower is the sole member of HoldCo, which is the sole member of YC Holdings. YC Holdings holds a 50% interest in 8point3 Holding Company, LLC ("Holdings") and Holdings is the sole member of 8point3 General Partner, LLC (the "General Partner"), which owns the non-economic general partner interest in the Partnership. On the basis of the relationship between the Reporting Persons (whether directly or through their affiliates) and certain directors of the General Partner, the general partner of the Partnership, the Reporting Persons may be deemed to be directors of the Partnership. The filing of this Statement shall not be construed as an admission that any Reporting Person is, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

No securities are beneficially owned.

	/s/ Natalie F. Jackson, as Authorized Signatory of SunPower HoldCo, LLC	06/18/2015
	/s/ Natalie F. Jackson, as Authorized Signatory of SunPower YC Holdings, LLC	06/18/2015
	/s/ Charles D. Boynton, as Authorized Signatory of SunPower Corporation	06/18/2015
	** 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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