8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 28, 2009

NUSTAR ENERGY L.P.

(Exact name of registrant as specified in its charter)

Delaware	1-16417	74-2956831
(State or other jurisdiction of incorporation )	(Commission File Number)	(IRS Employer Identification No.)

2330 North Loop 1604 West
San Antonio, Texas	78248
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (210) 918-2000

NOT APPLICABLE

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

Senior management of NuStar Energy L.P. (the “Company”) will make a presentation to investors at the Tudor, Pickering Hold & Co. MLP Meeting at 1:00 p.m. (CT) on Wednesday, January 28, 2009, in Houston, Texas (the “Presentation”). The slides attached to this report were prepared in connection with the Presentation. The slides are included in Exhibit 99.1 to this report and are incorporated herein by reference. The slides will be available on the Company’s website at www.nustarenergy.com.

The information in this report is being furnished, not filed, pursuant to Regulation FD. Accordingly, the information in Items 7.01 and 9.01 of this report will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Company that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company or any of its affiliates.

Safe Harbor Statement

Statements contained in the exhibit to this report state the Company’s or its management’s expectations or predictions of the future and are forward-looking statements intended to be covered by the safe harbor provisions of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. It is important to note that the Company’s actual results could differ materially from those projected in such forward-looking statements. Factors that could affect those results include those mentioned in the documents that the Company has filed with the Securities and Exchange Commission.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Slides from presentation to be used on January 28, 2009.

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 hereunto duly authorized.

	NuStar Energy L.P.
	By:	Riverwalk Logistics, L.P.
		its general partner
	By:	NuStar GP, LLC
		its general partner
Date: January 28, 2009	By:	/s/ Amy L. Perry
		Amy L. Perry
		Assistant Secretary

EXHIBIT INDEX

Number	Exhibit
99.1	Slides from presentation to be used on January 28, 2009.

EX-99.1

Tudor, Pickering Holt & Co.

MLP Meetings

January 28, 2009

Steve Blank –

Senior VP, CFO & Treasurer

Exhibit 99.1

This presentation contains certain estimates, predictions, projections, assumptions and

other

forward-looking

statements

that

involve

various

risks

and

uncertainties.

While

these forward-looking statements, and any assumptions upon which they are based,

are made in good faith and reflect our current judgment regarding the direction of our

business, actual results will almost always vary, sometimes materially, from any

estimates,

predictions,

projections,

assumptions

or

other

future

performance

suggested in this report. These forward-looking statements can generally be identified

by the words "anticipates," "believes," "expects," "plans," "intends," "estimates,"

"forecasts," "budgets," "projects," "will," "could," "should," "may" and similar

expressions. These statements reflect our current views with regard to future events

and

are

subject

to

various

risks,

uncertainties

and

assumptions.

For

a

discussion

of

certain of those risks, please read "Risk Factors" in Item 1A of

both NuStar Energy

L.P's

and

NuStar

GP

Holdings,

LLC's

respective

annual

reports

on

Form

10-K

for

the

year ended December 31, 2007 and each entity’s subsequent quarterly reports as filed

with the Securities and Exchange Commission.

Forward Looking Statements

2

NuStar Energy L.P. is a leading publicly

traded growth-oriented partnership (NYSE:

NS)

General partner owned by NuStar GP

Holdings, LLC (NYSE: NSH)

One of the largest independent petroleum

pipeline and terminal operators in the U.S.

One of the largest asphalt refiners and

marketers in the U.S.

Large and diverse asset footprint with

operations in seven different countries

Listed on the Fortune 500 for the first time

ever based on 2008 results

Experienced management team with

substantial equity ownership

NuStar Overview

3

NS

NSH

IPO Date:

4/16/2001

7/19/2006

Unit Price (1/23/09):

$44.80

$18.81

Annual Distribution/Unit:

$4.23

$1.72

Yield (1/23/09):

9.44%

9.14%

Market Equity Capitalization:

$2,440 million

$800 million

Enterprise Value:

$4,289 million

$804 million

Total Assets (9/30/08):

$4,932 million

$586 million

Debt/Capitalization (12/31/08):

46.2%

n/a

Debt/EBITDA (12/31/08):

3.99x

n/a

83.8%

Membership Interest

79.6%

L.P. Interest

Public Unitholders

35,669,951 NSH Units

Public Unitholders

44,210,016 NS Units

16.2%

Membership Interest

2.0% G.P. Interest

18.4% L.P. Interest

Incentive Distribution Rights

William E. Greehey

6,878,920 NSH Units

NYSE:  NSH

NYSE: NS

Assets Stats:

8,491 miles of crude oil and refined

product pipelines

82 terminal facilities and four crude

oil storage tank facilities

Over 90 million barrels of storage

capacity

2 asphalt refineries capable of

processing 104,000 bpd of crude oil

Asset Overview

4

37%

35%

28%

Percent of 2008 Segment Operating

Income

Diversification of operations provide various earnings streams and reduces risk

Approximately 72% of NuStar Energy’s operating income in 2008 comes from stable, fee-

based operations

Remainder of operating income relates to margin-based asphalt and fuels marketing

operations

Storage (~37%)

Transportation (~35%)

Refined Product Terminals

Crude Oil Storage

Refined Product Pipelines

Crude Oil Pipelines

Asphalt & Fuels Marketing (~28%)

Asphalt

Fuels Marketing

Product Supply, Wholesale and Fuel Oil Marketing

Bunkering/Other

Diversified Operations

5

Independent Liquids Storage Capacity

(Millions of Barrels)

8

8

10

12

16

18

20

21

29

33

33

35

37

57

82

91

103

167

Global Leader in Independent                      

Liquids Storage

NuStar is the third largest independent liquids terminal operator in the world

The CITGO Asphalt Refining Co. acquisition added 4.8 million barrels of storage

Finished with majority of expansion projects under our $400 million construction program, which contributed

around 8.5 million barrels of incremental storage capacity

Source:  Company Websites & Management Presentations

6

Consistent Distribution                                

Growth Since IPO

$4.085

$3.835

$3.60

$3.365

$3.20

$2.95

$2.75

$2.40

2001

2002

2003

2004

2005

2006

2007

2008

NuStar Energy L.P.                 

Annual Distribution Increases Since IPO

(Dollar Per Unit)

Met

previously

stated

2008

distribution

target

for

NuStar

Energy

L.P.

by

increasing

the

2008

distribution by nearly 7 percent over 2007

Maintained a strong coverage ratio of 1.33 times applicable to the limited partners for 2008

Exceeded previously stated 2008 distribution target for NuStar GP Holdings, LLC by

increasing the 2008 distribution by nearly 15 percent over 2007

Previous target was around 12 percent

~8.0% CAGR

*

*     Based on NS annualized distribution of $0.60 per unit in 2001

**  Based on NSH annualized distribution of $0.32 per unit in 2006

NuStar GP Holdings, LLC                

Annual Distribution Increases Since IPO

(Dollar Per Unit)

$1.58

$1.38

$1.28

2006

2007

2008

~11% CAGR

**

7

Recently reported record earnings, distributable cash flow and EBITDA for 2008

Increase in earnings

year over year primarily due to addition of asphalt operations

Looking ahead to 2009, we are optimistic on the outlook for our three business segments

and expect all of them to perform better than 2008

Storage segment should see better results in 2009 as we benefit from a full year’s contribution

from the projects completed under our $400 million construction program

Pipeline segment should benefit from expected 7.5 percent increase in tariffs effective July 1,

2009

Expect 2009 throughput volumes to be comparable to 2008 throughput volumes

Gradual recovery in refined product demand by the second half of

this year due to lower prices and an

improving economy could result in higher throughput volumes

Results from our asphalt operations should be better in 2009 versus 2008 as we continue to

benefit from tightening supply and better-than-historic margins

Have not taken into account at this time, any impact from the proposed economic stimulus package,

which could result in higher asphalt demand in 2009

Financial Outlook

8

Questions & Answers