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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                        --------------------------------

                                   FORM 10-Q/A

                                 Amendment No. 1

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2004

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                         Commission File Number 1-12295


                              GENESIS ENERGY, L.P.
             (Exact name of registrant as specified in its charter)


        Delaware                                       76-0513049
(State or other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation or organization)


500 Dallas, Suite 2500, Houston, Texas                    77002
(Address of principal executive offices)               (Zip Code)


                          (713) 860-2500 (Registrant's
                     telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                                   Yes |X| No

Indicate by check mark whether the registrant is an accelerated filer (as
defined by Rule 12b-2 of the Exchange Act.)

                                   Yes No |X|


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                          This report contains 3 pages







                                       -2-
Explanatory Note: The sole purpose of this Form 10-Q/A Amendment No. 1 is to
include the current CFO's Section 302 certification (Exhibit 31.2) of the
Quarterly Report on Form 10-Q for the period ended September 30, 2004, filed on
November 9, 2004. The CFO's 906 certification was inadvertently included twice
as both Exhibit 31.2 and Exhibit 32.2. The remainder of the information
contained in the Quarterly Report on Form 10-Q for the quarter ended September
30, 2004, originally filed November 9, 2004, remains as set forth in the
original filing.






Item 6.  Exhibits.

        (a) Exhibits.

            Exhibit 31.2   Certification  by Chief Financial  Officer  Pursuant
                  to Rule 13a-14(a) under the Securities  Exchange Act of 1934.



                                   SIGNATURES



     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                      GENESIS ENERGY, L.P.
                                      (A Delaware Limited Partnership)

                                      By: GENESIS ENERGY, INC., as
                                              General Partner


Date:  November 17, 2004                By:   /s/  ROSS A. BENAVIDES
                                             -----------------------
                                               Ross A. Benavides
                                               Chief Financial Officer





                                  EXHIBIT INDEX

Exhibit 31.2 Certification by Chief Financial Officer Pursuant to Rule 13a-14
(a) under the Securities Exchange Act of 1934.