[MARTIN MIDSTREAM PARTNERS L.P. LETTERHEAD]
June 27, 2013
Via EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attn: Caroline Kim
| Re: | Martin Midstream Partners L.P. (the “Company”) |
Registration Statement on Form S-4/A filed on June 24, 2013
File No. 333-187825 (the “Registration Statement”)
Ladies and Gentlemen:
Pursuant to Rule 461(a) of the Securities Act of 1933, as amended (the “Act”), we hereby request that the effective date for the Registration Statement be accelerated so that it will become effective at 10:00 a.m., Washington D.C. time, on Friday, June 28, 2013, or as soon thereafter as possible.
With respect to the Registration Statement, we acknowledge and understand our responsibilities under the Act and the Securities Exchange Act of 1934, as amended. We also acknowledge that (i) should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; (ii) the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and (iii) the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
[Signature Page Follows]
Securities and Exchange Commission
Page 2
Very truly yours,
/s/ Robert D. Bondurant
Robert D. Bondurant
Executive Vice President and
Chief Financial Officer
| cc: | Via Email: kimc@sec.gov |
Caroline Kim
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Via Email: ejohnson@lockelord.com
J. Eric Johnson
Locke Lord LLP