SEC FORM 3 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*
Weinheimer Don D

(Last) (First) (Middle)
C/O U.S. SILICA HOLDINGS, INC.
8490 PROGRESS DRIVE, SUITE 300

(Street)
FREDERICK MD 21701

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/30/2012
3. Issuer Name and Ticker or Trading Symbol
U.S. SILICA HOLDINGS, INC. [ SLCA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP & GM, Oil and Gas
5. If Amendment, Date of Original Filed (Month/Day/Year)
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)
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
Explanation of Responses:
Remarks:
Exhibit 24 - Power of Attorney
No securities are beneficially owned.
/s/ Sean Klein by Power of Attorney 08/06/2012
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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                               POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes,
constitutes and appoints each of James I. Manion, Sean Klein, Robert M. Hayward,
P.C. and Michele Luburich, signing singly, as the undersigned's true and lawful
attorney-in-fact, with full power and authority as hereinafter described on
behalf of and in the name, place and stead of the undersigned to:

(1)     prepare, execute, acknowledge, deliver and file Forms 3, 4 and 5
        (including any amendments thereto) with respect to the securities of
        U.S. Silica Holdings, Inc., a Delaware corporation (the "Company"), with
        the United States Securities and Exchange Commission, any national
        securities exchanges and the Company, as considered necessary or
        advisable under Section 16(a) of the Securities Exchange Act of 1934 and
        the rules and regulations promulgated thereunder, as amended from time
        to time (the "Exchange Act");

(2)     seek or obtain, as the undersigned's representative and on the
        undersigned's behalf, information on transactions in the Company's
        securities from any third party, including brokers, employee benefit
        plan administrators and trustees, and the undersigned hereby authorizes
        any such person to release any such information to the undersigned and
        approves and ratifies any such release of information; and

(3)     perform any and all other acts which in the discretion of such
        attorneys-in-fact are necessary or desirable for and on behalf of the
        undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1)     this Power of Attorney authorizes, but does not require, each such
        attorney-in-fact to act in their discretion on information provided to
        such attorney-in-fact without independent verification of such
        information;

(2)     any documents prepared and/or executed by any of the attorneys-in-fact
        on behalf of the undersigned pursuant to this Power of Attorney will be
        in such form and will contain such information and disclosure as such
        attorney-in-fact, in his discretion, deems necessary or desirable;

(3)     neither the Company nor any of the attorneys-in-fact assumes (i) any
        liability for the undersigned's responsibility to comply with the
        requirement of the Exchange Act, (ii) any liability of the undersigned
        for any failure to comply with such requirements, or (iii) any
        obligation or liability of the undersigned for profit disgorgement under
        Section 16(b) of the Exchange Act; and

(4)     this Power of Attorney does not relieve the undersigned from
        responsibility for compliance with the undersigned's obligations under
        the Exchange Act, including without limitation the reporting
        requirements under Section 16 of the Exchange Act.

        The undersigned hereby gives and grants each of the foregoing
attorneys-in-fact full power and authority to do and perform all and every act
and thing whatsoever requisite, necessary or appropriate to be done in and about
the foregoing matters as fully to all intents and purposes as the undersigned
might or could do if present, with full power of substitution and revocation,
hereby ratifying all that such attorney-in-fact, or such attorney-in-fact's
substitute or substitutes, of, for and on behalf of the undersigned, shall
lawfully do or cause to be done by virtue of this Power of Attorney.

        This Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to each of such
attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 6 day of August, 2012.

/s/ Don D. Weinheimer
-----------------------

Name: Don D. Weinheimer