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                              July 25, 2022

       Willie Chiang
       Chairman and Chief Executive Officer
       Plains GP Holding, L.P.
       333 Clay Street
       Suite 1600
       Houston, TX 77002

                                                        Re: Plains GP Holdings,
L.P.
                                                            Form 10-K for
Fiscal Year Ended December 31, 2021
                                                            Response dated July
6, 2022
                                                            File No. 001-36132

       Dear Mr. Chiang:

              We have reviewed your July 6, 2022 response to our comment letter
and have the
       following comments. In some of our comments, we may ask you to provide
us with information
       so we may better understand your disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

               After reviewing your response to these comments, we may have
additional
       comments. Unless we note otherwise, our references to prior comments are
to comments in our
       June 8, 2022 letter.

       Response dated July 6, 2022

       Management's Discussion and Analysis of Financial Condition and Results
of Operations, page
       73

   1.                                                   We note your response
to prior comment 2 and reissue it in part. Please tell us about and
                                                        quantify future capital
expenditures for climate-related projects, including amounts you
                                                        have budgeted or expect
to incur.
   2.                                                   Your response to prior
comment 3 stating that, to date, "you believe variations in the
                                                        volumes in overall
hydrocarbon products [you] handle have been primarily driven by
                                                        underlying supply and
demand factors and the level of drilling activity in the areas where
                                                        [you] operate, rather
than as a result of direct or indirect consequences of climate-related
 Willie Chiang
Plains GP Holding, L.P.
July 25, 2022
Page 2
         regulation or business trends" appears inconsistent with your
disclosure on page 67 of
         your Form 10-K that your and your customers    operations are subject
to a "number of
         risks arising out of the threat of climate change, energy conservation
measures, or
         initiatives that stimulate demand for alternative forms of energy that
could result in ... a
         reduced demand for the crude oil and natural gas" and that "[t]he
potential impact of
         changing demand for crude oil and natural gas services and products
may have a material
         adverse effect on PAA   s business, financial condition, results of
operations and cash
         flows." As requested in our prior comment, please revise to provide
expanded disclosure
         discussing increased competition to develop innovative new services
that result in lower
         emissions as an indirect consequence of climate-related regulation or
business trend.
3.       We note your response to our prior comment 4 and reissue it in part.
Please tell us about
         and quantify weather-related damages to your property or operations
and weather-related
         impacts to the cost of insurance coverage after December 31, 2021.

         In addition, we note your response states that you are not aware of
any material indirect
         weather-related impacts on major customers or suppliers for the
periods covered in your
         Form 10-K. However, you disclose on page 55 of your Form 10-K that the
location of
         some of your customers' assets in the U.S. Gulf Coast region makes
them particularly
         vulnerable to hurricane or tropical storm risk. Please provide
expanded disclosure that
         more thoroughly addresses the potential for indirect weather-related
impacts that have
         affected or may affect your customers or suppliers.
4.       We note your response to prior comment 6 and reissue it in part.
Please quantify amounts
         you expect to incur for the purchase or sale of carbon credits or
offsets for any future
         periods.
       Please contact Anuja A. Majmudar, Attorney-Adviser, at (202) 551-3844 or
Karina
Dorin, Attorney-Adviser, at (202) 551-3763 with any questions.



FirstName LastNameWillie Chiang                                Sincerely,
Comapany NamePlains GP Holding, L.P.
                                                               Division of
Corporation Finance
July 25, 2022 Page 2                                           Office of Energy
& Transportation
FirstName LastName