-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JIUT/k911azmRVb4n/APsb2pV1Fa09u1e7s+prFygmsYZD4lZreeVJCFpp1JNJRi LwZZJ8SAdOA02sZMxDknXw== 0001181431-10-058699.txt : 20110121 0001181431-10-058699.hdr.sgml : 20110121 20101202153154 ACCESSION NUMBER: 0001181431-10-058699 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20101202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Crestwood Midstream Partners LP CENTRAL INDEX KEY: 0001389030 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 562639586 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 717 TEXAS AVENUE, SUITE 3150 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (832) 519-2200 MAIL ADDRESS: STREET 1: 717 TEXAS AVENUE, SUITE 3150 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Quicksilver Gas Services LP DATE OF NAME CHANGE: 20070206 CORRESP 1 filename1.htm DC9876.pdf -- Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing

CRESTWOOD MIDSTREAM PARTNERS LP
717 Texas Avenue, Suite 3150
Houston, Texas 77002

December 2, 2010

VIA EDGAR AND UPS OVERNIGHT CARRIER

Mr. H. Christopher Owings
Assistant Director
Securities & Exchange Commission
Division of Corporation Finance
Mail Stop 7010
Washington, DC 20549-7010

Re:    Crestwood Midstream Partners LP 
    Form 10-K for the Fiscal Year Ended December 31, 2009 
    Filed March 15, 2010 
    Form 10-Q for Fiscal Quarter Ended September 30, 2010 
    Filed November 8, 2010 
    File No. 001-33631 

Dear Mr. Owings:

     This letter sets forth the responses of Crestwood Midstream Partners LP (“Crestwood” or the “Company”) to the comments provided by the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in its comment letter dated November 18, 2010 (the “Comment Letter”). For your convenience, we have repeated each comment of the Staff in bold type face exactly as given in the Comment Letter and set forth below such comment is our response.

     In those instances in which we believe that it would be appropriate to include revised or additional disclosure in our future filings in response to the Staff’s comments, we have included our proposals with respect to such additional disclosure (indicated by underlining) in this document.

Form 10-Q for Fiscal Quarter Ended September 30, 2010

1. We note your response to comment 2 in our letter dated October 29, 2010 and the related revisions in your filing. However, it appears that exhibit 10.1, the Credit Agreement dated October 1, 2010, does not include all of the referenced schedules. Please advise or refile a complete copy of this agreement.

Response: Crestwood confirms it will refile Exhibit 10.1 in its entirety, including all exhibits and schedules, as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. Please note that some information on schedules will be redacted and be subject to a confidential treatment request.

Pursuant to your request, the Company hereby acknowledges that:

  • the Company is responsible for the adequacy and accuracy of the disclosure in the above referenced filing;
  • staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the above referenced filing; and
  • the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any questions or comments regarding any of the foregoing, please contact me at 832-519-2272.

Very truly yours,

/s/ William Manias

William G. Manias
Senior Vice President - Chief Financial Officer
Crestwood Midstream Partners LP
By Crestwood Gas Services GP LLC, it general partner


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