Calumet Specialty Products Partners, L.P.
Calumet Finance Corp.
2780 Waterfront Pkwy E. Drive, Suite 200
Indianapolis, Indiana 46214
January 27, 2016
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Karina V. Dorin
Re: | Calumet Specialty Products Partners, L.P., Calumet Finance Corp. and co-registrants (the “Registrants”) |
| Request for Acceleration of Effectiveness |
| Registration Statement on Form S-4, as amended (File No. 333-208510) (the “Registration Statement”) |
Ladies and Gentlemen:
Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, the Registrants hereby request that the effectiveness of the Registration Statement be accelerated so that the Registration Statement will become effective on January 28, 2016 at 4:00 p.m., Eastern Time, or as soon thereafter as practicable.
The Registrants hereby acknowledge that the disclosure in the Registration Statement is the responsibility of the Registrants. The Registrants hereby acknowledge that:
| • | | should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement; |
| • | | the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and |
| • | | the Registrants 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. |
United States Securities and Exchange Commission
January 27, 2016
Please call Gillian A. Hobson of Vinson & Elkins L.L.P., the Registrants’ outside legal counsel, at (713) 758-3747 with any questions regarding this request for acceleration.
| | |
Sincerely, |
|
Calumet Specialty Products Partners, L.P. |
| |
By: | | Calumet GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Calumet Finance Corp. |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Calumet Operating, LLC |
| |
By: | | Calumet Specialty Products Partners, L.P., its sole member |
By: | | Calumet GP, LLC, its General Partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Calumet LP GP, LLC |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Calumet Lubricants Co., Limited Partnership |
| |
By: | | Calumet LP GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
United States Securities and Exchange Commission
January 27, 2016
| | |
Calumet Shreveport Lubricants & Waxes, LLC |
|
Calumet Shreveport Fuels, LLC |
|
Calumet Penreco, LLC |
|
Calumet Superior, LLC |
|
Calumet Missouri, LLC |
|
Calumet Montana Refining, LLC |
|
Royal Purple, LLC |
|
Calumet Packaging, LLC |
|
Calumet North Dakota, LLC |
|
Bel-Ray Company, LLC |
|
Anchor Oilfield Services, LLC |
| |
By: | | Calumet Lubricants Co., Limited Partnership, its sole member |
By: | | Calumet LP GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Calumet Sales Company Incorporated |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Calumet San Antonio Refining, LLC |
| |
By: | | Calumet Shreveport Fuels, LLC, its sole member |
By: | | Calumet Lubricants Co., Limited Partnership, its sole member |
By: | | Calumet LP GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
United States Securities and Exchange Commission
January 27, 2016
| | |
Kurlin Company, LLC |
| |
By: | | Bel-Ray Company, LLC, its sole member |
By: | | Calumet Lubricants Co., Limited Partnership, its sole member |
By: | | Calumet LP GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
Weld Corporation |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | President |
|
Anchor Drilling Fluids USA, LLC |
| |
By: | | ADF Holdings, LLC, its sole member |
By: | | Calumet Lubricants Co., Limited Partnership, its sole member |
By: | | Calumet LP GP, LLC, its general partner |
By: | | Calumet Operating, LLC, its sole member |
By: | | Calumet Specialty Products Partners, L.P., its sole member |
By: | | Calumet GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
|
ADF Holdings, LLC |
| |
By: | | Calumet Lubricants Co., Limited Partnership, its sole member |
By: | | Calumet LP GP, LLC, its general partner |
By: | | Calumet Operating, LLC, its sole member |
By: | | Calumet Specialty Products Partners, L.P., its sole member |
By: | | Calumet GP, LLC, its general partner |
| |
By: | | /s/ Timothy Go |
Name: | | Timothy Go |
Title: | | Chief Executive Officer |
cc: | Gillian A. Hobson, Esq. |