[MarkWest Energy Partners, L.P. Letterhead]
October 16, 2009
Via FACSIMILE and EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E., Mail Stop 7010
Washington, D.C. 20549-0405
Fax: (202) 772-9220
Attn: Mr. H. Roger Schwall
Re: Registration Statement on Form S-4
Filed July 2, 2009
File No. 333-160420
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, we hereby request that the effectiveness of the above-referenced Registration Statement (as amended, the “Registration Statement”) be accelerated so that such Registration Statement will become effective at 5:00 p.m. (Eastern Daylight Time) on October 19, 2009 or as soon thereafter as practicable.
In addition, we acknowledge the following:
· 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;
· the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve us from our full responsibility for the adequacy and accuracy of the disclosure in the filing; and
· we 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.
| Very truly yours, | |
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| MarkWest Energy Partners, L.P. | |
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| By: | MarkWest Energy GP, L.L.C., |
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| its General Partner |
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| By: | /s/ C. Corwin Bromley |
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| C. Corwin Bromley |
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| Senior Vice President, General |
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| Counsel and Secretary |