Hi-Crush Partners LP
Three Riverway, Suite 1550
Houston, TX 77056
Via EDGAR
October 24, 2013
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn: John Reynolds, Assistant Director
| Re: | Hi-Crush Partners LP |
| Request For Acceleration of Effectiveness |
| Registration Statement on Form S-3, as amended, File No. 333-191481 |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Hi-Crush Partners LP (the “Registrant”) hereby requests that the effective date of the above-referenced Registration Statement on Form S-3 (as amended, the “Registration Statement”) be accelerated so that the Registration Statement may become effective at 4:00 pm Eastern Time on Monday, October 28, 2013, or as soon thereafter as it is practicable.
The Registrant acknowledges that:
| a) | 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; |
| b) | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| c) | the Registrant 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. |
Please contact P. Kevin Trautner of Fulbright & Jaworski LLP, counsel to the Registrant, at (713) 651-5412, or me at (713) 960-4780 upon effectiveness of the Registration Statement or if you have any questions regarding this request.
Very truly yours,
HI-CRUSH PARTNERS LP | ||
| By: | HI-CRUSH GP LLC, its general partner | |
| By: | /s/ Laura C. Fulton | |
Laura C. Fulton Chief Financial Officer | ||