[VINSON & ELKINS LETTERHEAD]


May 17, 2005


Sunoco Logistics Partners L.P.
Ten Penn Center
1801 Market Street
Philadelphia, Pennsylvania 19103-1699

Ladies and Gentlemen:

We have acted as counsel to Sunoco Logistics Partners L.P., a Delaware limited
partnership (the "Partnership"), in connection with the offering by the
Partnership of up to 2,875,000 common units (including an option to purchase up
to 375,000 common units) representing limited partner interests in the
Partnership (the "Units"). We refer to the registration statement on Form S-3
(Registration No. 333-103710) (the "Registration Statement"), filed with the
Securities and Exchange Commission (the "Commission") by the Partnership on
March 10, 2003. A prospectus supplement dated May 17, 2005 (the "Prospectus"),
which together with the prospectus filed with the Registration Statement shall
constitute part of the Prospectus, has been filed pursuant to Rule 424(b)
promulgated under the Securities Act.

As the basis for the opinion hereinafter expressed, we examined such statutes,
including the Delaware Revised Uniform Limited Partnership Act, corporate
records and documents, certificates of public officials, and other instruments
and documents as we deemed necessary or advisable for the purposes of this
opinion. In such examinations, we assumed the authenticity of all documents
submitted to us as originals and the conformity with the original documents of
all documents submitted to us as copies. As to various questions of fact
material to this opinion, we have relied upon statements and certificates of
officers of Sunoco Partners LLC, a Pennsylvania limited liability company and
general partner of the Partnership. Without limiting the foregoing, we have
examined the Underwriting Agreement, dated May 17, 2005, by and among the
Partnership, Sunoco Partners LLC and Lehman Brothers Inc., as representative of
the several underwriters named therein (the "Underwriting Agreement").

In connection with this opinion, we have assumed that all Units will be issued
and sold in the manner stated in the Prospectus and the Underwriting Agreement.

Based on the foregoing, we are of the opinion that the Units, when issued and
delivered to and paid for by the Underwriters in accordance with the terms of
the Underwriting

[VINSON & ELKINS LETTERHEAD]                      Sunoco Logistics Partners L.P.
                                                           May 17, 2005   Page 2


Agreement, will be validly issued, fully paid and nonassessable except as
described in the Prospectus.

The opinions expressed herein are limited exclusively to the federal laws of the
United States of America and the Revised Uniform Limited Partnership Act of the
State of Delaware and the Constitution of the State of Delaware, each as
interpreted by the courts of the State of Delaware, and we are expressing no
opinion as to the effect of the laws of any other jurisdiction.

We hereby consent to the references to this firm under the caption "Legal" in
the Prospectus and to the filing of this opinion as an exhibit to a Current
Report on Form 8-K. By giving such consent, we do not admit that we are within
the category of persons whose consent is required under the provisions of the
Securities Act or the rules and regulations of the Commission issued thereunder.



Very truly yours,

/s/ Vinson & Elkins L.L.P.
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VINSON & ELKINS L.L.P.