Tesoro Logistics LP
Tesoro Logistics Finance Corp.
19100 Ridgewood Parkway
San Antonio, TX 78259-1828
VIA EDGAR
March 8, 2016
| Re: | Tesoro Logistics LP, Tesoro Logistics Finance Corp. and Guarantors |
| Registration Statement on Form S-4 (File No. 333-209763) |
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549
Dear Ladies and Gentlemen:
Tesoro Logistics LP, Tesoro Logistics Finance Corp. and each of the co-registrant guarantors listed in the above-referenced Registration Statement on Form S-4 (together, the “Registrants”), pursuant to Rule 461 under the Securities Act of 1933, as amended, hereby requests that the effective date of the above-referenced Registration Statement on Form S-4 be accelerated so that the Registration Statement may become effective at 4:00 p.m., Eastern Standard Time, on March 10, 2016, or as soon thereafter as practicable.
The Registrants hereby acknowledge that:
| • | should the Securities and Exchange Commission (the “Commission”) or its staff, acting pursuant to delegated authority, declare the above-referenced 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 its 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. |
We request that we be notified of such effectiveness by telephone call to Kenneth B. Wallach of Simpson Thacher & Bartlett LLP at (212) 455-3352 or Jonathan Ozner of Simpson Thacher & Bartlett LLP at (212) 455-2632.
| Very truly yours, | ||||
| Tesoro Logistics LP | ||||
| By: | Tesoro Logistics GP, LLC | |||
| Its general partner | ||||
| By: | /s/ Phillip M. Anderson | |||
| Name: | Phillip M. Anderson | |||
| Title: | Attorney-in-Fact | |||
| Tesoro Logistics Finance Corp. | ||||
| By: | /s/ Phillip M. Anderson | |||
| Name: | Phillip M. Anderson | |||
| Title: | Attorney-in-Fact | |||
| Green River Processing, LLC | ||||
| QEP Field Services, LLC | ||||
| QEP Midstream Partners GP, LLC | ||||
| QEP Midstream Partners, LP | ||||
| By: | QEP Midstream Partners GP, LLC | |||
| Its general partner | ||||
| By: | /s/ Phillip M. Anderson | |||
| Name: | Phillip M. Anderson | |||
| Title: | Attorney-in-Fact | |||
| QEP Midstream Partners Operating, LLC | ||||
| QEPM Gathering I, LLC | ||||
| Rendezvous Pipeline Company, LLC | ||||
| Tesoro Alaska Pipeline Company LLC | ||||
| Tesoro High Plains Pipeline Company LLC | ||||
| Tesoro Logistics Northwest Pipeline LLC | ||||
| Tesoro Logistics Operations LLC | ||||
| Tesoro Logistics Pipelines LLC | ||||
| Tesoro SoCal Pipeline Company LLC | ||||
| By: | /s/ Phillip M. Anderson | |||
| Name: | Phillip M. Anderson | |||
| Title: | Attorney-in-Fact | |||
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