Exhibit 25.2

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-1

STATEMENT OF ELIGIBILITY UNDER

THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

Check if an Application to Determine Eligibility of

a Trustee Pursuant to Section 305(b)(2)

U.S. BANK NATIONAL ASSOCIATION

(Exact name of Trustee as specified in its charter)

31-0841368

I.R.S. Employer Identification No.

800 Nicollet Mall Minneapolis, Minnesota	55402
(Address of principal executive offices)	(Zip Code)

Steven A. Finklea

U.S. Bank National Association

5555 San Felipe, Suite 1150

Houston, Texas 77056

(713) 235-9208

(Name, address and telephone number of agent for service)

Atlas Pipeline Partners, L.P.

Atlas Pipeline Finance Corporation

(Issuer with respect to the Securities)

Delaware Delaware	23-3011077 20-3879234
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
Westpoine Corporate Center One 1550 Coraopolis Heights road Moon Township, PA	15108
(Address of Principal Executive Offices)	(Zip Code)

Subordinated Debt Securities

(Title of the Indenture Securities)

FORM T-1

Item 1.	GENERAL INFORMATION. Furnish the following information as to the Trustee.
	a)	Name and address of each examining or supervising authority to which it is subject. Comptroller of the Currency Washington, D.C.
	b)	Whether it is authorized to exercise corporate trust powers. Yes
Item 2.	AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.
		None
Items 3-15		Items 3-15 are not applicable because to the best of the Trustee’s knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.
Item 16.	LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.
	1.	A copy of the Articles of Association of the Trustee.*
	2.	A copy of the certificate of authority of the Trustee to commence business.*
	3.	A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*
	4.	A copy of the existing bylaws of the Trustee.
	5.	A copy of each Indenture referred to in Item 4. Not applicable.
	6.	The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
	7.	Report of Condition of the Trustee as of March 31, 2010 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005.

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SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Houston, State of Texas on the 4^th of November, 2010.

By:	/s/ Steven A. Finklea
	Steven A. Finklea
	Vice President

By:	/s/ Brad A. Hounsel
	Brad A. Hounsel
	Vice President

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Exhibit 6

CONSENT

In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

Dated: November 4, 2010

By:	/s/ Steven A. Finklea
	Steven A. Finklea
	Vice President

By:	/s/ Brad A. Hounsel
	Brad A. Hounsel
	Vice President

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Exhibit 7

U.S. Bank National Association

Statement of Financial Condition

Exhibit 7

As of 6/30/2010

($000’s)

	6/30/2010
Assets
Cash and Balances Due From Depository Institutions	$	5,021,509
Securities		46,751,442
Federal Funds		4,344,927
Loans & Lease Financing Receivables		182,237,162
Fixed Assets		5,440,512
Intangible Assets		13,006,313
Other Assets		21,662,778
Total Assets	$	278,464,643
Liabilities
Deposits	$	191,033,345
Fed Funds		11,079,681
Treasury Demand Notes		0
Trading Liabilities		437,280
Other Borrowed Money		32,340,366
Acceptances		0
Subordinated Notes and Debentures		8,129,967
Other Liabilities		7,450,842
Total Liabilities	$	250,471,481
Equity
Minority Interest in Subsidiaries	$	1,704,554
Common and Preferred Stock		18,200
Surplus		12,636,872
Undivided Profits		13,633,536
Total Equity Capital	$	27,993,162
Total Liabilities and Equity Capital	$	278,464,643

To the best of the undersigned’s determination, as of the date hereof, the above financial information is true and correct.

U.S. Bank National Association

By:	Steven A. Finklea
	Vice President
Date:	November 4, 2010

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