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Via EDGAR

United State Securities and Exchange Commission

100 F Street, N.W., Stop 7010

Washington, D.C. 20549

Attn:                    Jill
Davis

Jonathan Duersch

Division of Corporate Finance

Re:
MarkWest Energy Partners, L.P.

Form 10-K for Fiscal Year Ended December 31,
2004

Filed June 24, 2005

Form 10-Q for Fiscal Quarters Ended March 31,
2005 and June 30, 2005

Filed June 24, 2005 and August 9,
2005

Response Letter Dated September 15, 2005

File No. 0-21956

Dear Ms. Davis and Mr. Duersch:

On behalf of MarkWest Energy Partners, L.P. (“MarkWest,” the “Partnership,”
“we,” or “our”) and in response to the Securities and Exchange Commission’s
(the “Commission”) staff’s (the “Staff”) October 7, 2005 letter addressed
to the undersigned (the “Letter”), we are responding below to the Staff’s
comments with respect to MarkWest’s Form 10-K for the period ended December 31,
2004 filed with the Commission on June 24, 2005 and MarkWest’s Form 10-Qs
for the periods ending March 31, 2005 and June 30, 2005
(collectively, the “Periodic Reports”).
Our responses below to the Staff’s comments are numbered to correspond
to the numbering of the comments in the Letter.

Form 10-K for the Fiscal Year Ended December 31,
2004

Overview of the Industry and Our Business, page 9

1.                                      Comment:  We note
your response to prior comment one indicating that your gross margin measure
excludes costs, such as depreciation and amortization, typically attributable
to gross margin measures presented under GAAP.
Therefore, it appears that this measure is a non-GAAP financial
measure.  As such, we believe you will
need to remove this measure or change its title so it is not confused with
gross margin as calculated on a GAAP basis.
In the event you modify the title of this measure, please provide
reconciliation to the most directly comparable financial measure calculated and
presented in accordance with GAAP and all other disclosures required by Item 10(e) of
Regulation S-K.

Response:
In
future filings, we will refer to the term “net operating margin” (a non-GAAP measure)
to indicate a term used by management to describe a measure of
performance.  This measure is calculated
by starting with net income from operations (under GAAP), plus facility costs,
plus selling, general and administrative expense, plus

depreciation, plus amortization, plus
impairments, plus accretion of asset retirement obligation.  These are the only reconciling items between
the GAAP measure “ operating income” and management’s non-GAAP measure of “net
operating margin.”  As well, future filings
will provide reconciliation between these measures to specifically outline the
adjusting items in accordance with Regulation G as illustrated in the table
below.

  Form 10-K

  Form 10-Q

  Form 10-Q

  FYE 12/31/2004

  FQE
  3/31/2005

  FQE
  6/30/2005

  Revenues

  $

  301,314

  $

  89,637

  $

  102,960

  Purchased Product Costs

  211,534

  60,785

  73,862

  Net Operating Margin

  $

  89,780

  $

  28,852

  $

  29,098

  Facility
  Expenses

  29,911

  9,331

  11,360

  Selling,
  general and administrative expenses

  16,133

  4,639

  6,311

  Depreciation

  15,556

  4,326

  4,576

  Amortization
  of intangible assets

  3,640

  2,095

  2,095

  Impairments

  130

  Accretion of
  asset retirement obligation

  13

  10

  9

  Operating income

  $

  24,397

  $

  8,451

  $

  4,747

Financial Statements

Note 2, Summary of Significant Accounting
Policies, page 72

Basis of Presentation, page 72

2.                                      Comment:  We have
reviewed your response to prior comment number two and your proposed
disclosure.  Please expand your
accounting policy with respect to equity method investments to disclose how you
evaluate and measure your equity method investments for impairment.  Refer to APBO No. 18.

Response:
The Partnership will revise future filings to
include a description of the principles under which we determine whether an
entity is consolidated and how we evaluate and measure our equity method
investments for impairment.
Specifically, we will add the following disclosure to the description of
our accounting policies:

The
Partnership’s consolidated financial statements include the accounts of all
majority-owned or controlled subsidiaries.
Equity investments in which we exercise significant influence but do not
control and are not the primary beneficiary are accounted for using the equity
method. The Partnership continually reviews its investments to determine
whether a decline in fair value below the cost basis is other than temporary.  The

Partnership’s
accounting policy requires it to evaluate operating losses (if any), credit
defaults and other factors that may be indicative of a decrease in value of the
investment that may have occurred which is other than temporary.  The primary factors the Partnership considers
in its determination of an impairment that is other than temporary are the
length of time that the fair value of the investment is below the Partnership’s
carrying value and the financial condition, operating performance and near term
prospects of the investee. In addition, the Partnership considers the reason
for the decline in fair value, be it general market conditions, industry
specific or investee specific; and the Partnership’s intent and ability to hold
the investment for a period of time sufficient to allow for a recovery in fair
value.  The Partnership evaluates fair
value based on specific information (valuation methodologies, financial
statements, estimates of appraisals, etc.). Due to a lack of a public market
price for the Partnership’s current investments, it uses its best estimates and
assumptions to arrive at the estimated fair value of such investment. If the
decline in fair value is deemed to be other than temporary, the cost basis of
the security is written down to fair value.
The Partnership’s assessment of the foregoing factors involves a high
degree of judgment and accordingly, actual results may differ materially from
the Partnership’s estimates and judgments.

Note 6, Intangible Assets Subject to
Amortization, page 82

3.                                      Comment:  We note
that your response to prior comment six indicated that your customer contracts
have lives of 5 to 10 years with an automatic one-year extension.  Please tell us what evidence you have
regarding historical renewals with these customers, if any.  Additionally, clarify whether there is any
agreement or clause in the existing contracts supporting renewal beyond the
automatic one-year extension.  Submit to
us a schedule showing each customer, the contractual term, renewal right
and a brief description of the history you have of renewing contracts with each
of your customers.

Response:
The East Texas System was initially constructed
in 1997.  Since then, we have developed
long-term relationships with twenty different customers and currently have
thirty-five contracts in place.  Since
our acquisition of East Texas in the third quarter of 2004, the vast majority
of the customer contracts that have come up for renewal have been renewed.  Those contracts not renewed represented less
than five percent of volumes then flowing on our system.  As shown on the detailed schedule attached
(Attachment 1), customer contracts have been extended or renewed 21 times.  All customer contracts within the East Texas
System have renewal clauses or evergreen provisions that provide that the
contracts will continue in effect until or unless either party gives written
notice of termination.

Two customers, with a total of seven contracts, make up over 60% of the
current volume under contract within the East Texas System.  Of those seven contracts, two of the
contracts expired in 2005 and were renewed until April 30, 2015.  Another three contracts expire in 2014 and
also have evergreen clauses.  Finally,
two contracts have expiration dates in 2015 and contain evergreen clauses.

Part of the uniqueness and competitive advantage of the Carthage
gas system and processing assets is its ability to offer a reliable, low
pressure, flexible, downstream system for the same or less cost than our
competitors.  The East Texas system
features natural gas pipelines with centralized receipt points connected to
common suction or common discharge gathering pipelines (only system in the area
designed this way).  This configuration
provides a high degree of reliability and enables us to offer both low and high
pressure service to our customers.  The
system benefits from low fuel and operating costs because of its design, age
and large, efficient, standardized compressor stations, allowing us to have the
ability to charge less to our customers.
In addition, for a competitor to compete with our offering (to offer
both low and high pressure service), they would have to incur a significant
amount of costs and time (years) to convert to an efficient system that offers
a similar service.  As a result, our
customers are not likely to opt out of the renewals.

We believe that the uniqueness of the service we offer, and our
experience with these customers, as well as historical renewal experience prior
to our acquisition of the East Texas system, supports a twenty-year life for
these contracts, even though the stated term of the contract may be shorter.

Note 13, Commitments and Contingencies, page 91

4.                                      Comment:  We note
your response to prior comment seven in which you indicate that your insurance
carrier has settled claims to date related to the pipeline leak, although your
disclosures in your 10-Q for the fiscal quarter ended June 30, 2005, on page 39,
indicate that claims related to the leak have been denied.  Please clarify and reconcile these statements
which seem to conflict.  Demonstrate how
it is appropriate to determine that your liability is remote when the insurance
company has denied your claims.  We
continue to believe that you will
need to expand your disclosure in your Form 10-K to correspond with those
of your Form 10-Q since those filings were made contemporaneously.  Finally, as previously requested, please
expand your disclosures to indicate the likelihood of your loss exposure as
probable, reasonably possible or remote, along with an estimate range of loss
in the event you determine the likelihood to be reasonable possible.  Refer to SFAS 5.

Response:
There are two separate and different types of
insurance coverage that apply to the pipeline failure and ensuing explosion and
fire.  The first of these is coverage under
our General Liability policies for third party property and personal injury
claims. Under these policies(1), we believe we have adequate coverage for third
party liability claims or property damage claims made in lawsuit complaints
asserted against the Partnership.(2)

(1)                                  Our
General Liability insurance consists of $1MM primary, 1st layer
excess insurance of $35MM, and a second layer excess insurance of an additional
$20MM.

(2)                                  These
actions are captioned Ricky J. Conn, et
al. v. MarkWest Hydrocarbon, Inc. et al., (Floyd Circuit Court, Commonwealth of Kentucky,
Civil Action No. 05-CI-00137, filed February 2, 2005, as Removed to
the U.S. District Court for the Eastern District of Kentucky, Pikeville
Division, Civil Action No. 7: 5-CV-67-DLB, on February 24, 2005; Charles
C. Reid, et al. v. MarkWest
Hydrocarbon, Inc. et al.,
(Floyd Circuit Court, Commonwealth of Kentucky, Civil Action No. 05-CI-00156),
filed February 8, 2005

We have already accrued and paid for any out-of-pocket expense related
to the deductible under these policies and the insurance companies have been
reimbursing us for defense costs related to the lawsuits filed by the third
party claimants.  In addition, we have
settled with several of the claimants for third-party property damage claims
(damage to residences and personal property) related to this incident, in
additional to reaching settlement for some of the personal injury claims
related to the pipeline explosion and fire.
These settlements have been paid for or reimbursed to us under our
General Liability insurance policies.
Consequently, we believe our financial loss exposure for third-party
property damage and personal injury claims to be remote as any losses have been
and will continue to be adequately provided for under our General Liability
insurance policies.

The insurance coverage that was disclosed as having been denied was
under our first party Business Interruption policies.  MarkWest had made claims against its Business
Interruption insurance carriers for internal expenses and costs incurred for
damage to, and loss of use of, the pipeline, equipment, products, the extra
transportation costs incurred for transporting the liquids while the pipeline
was out of service, the reduced volumes of liquids that could be processed, and
the costs of complying with the OPS Corrective Action Order (hydraulic testing,
repair/replacement and other pipeline integrity assurance measures). The
internal business costs and expenses so incurred, and for which we have
submitted claims under the business interruption policies, have been expensed
as incurred and any potential recovery of these claims will be treated as “other
income” if and when received.(3)  We have not provided for any type of
receivables related to these claims because of the uncertainty as to whether we
will ultimately recover the amounts claimed under the business interruption
policies.  As a result, our loss exposure
has been fully provided for and there is no loss exposure to calculate.

Unfortunately, the two separate insurance coverages arise out of the
identical incident.  While the different
claim types and applicable insurance were identified, in future filings we will
endeavor to differentiate the two with more specificity.

(3)                                  MarkWest
is seeking coverage and recovery of
its business interruption costs incurred as a result of the 2004 pipeline
incident, in an action captioned MarkWest Hydrocarbon, Inc., et al. v. Liberty Mutual Ins. Co., et al.
(District Court, Arapahoe County, Colorado, Case No. 05CV3953).

****************************

Please direct any questions or comments regarding the foregoing to me
at (303) 925-9223.

  Sincerely,

  /s/ James G. Ivey

  James G. Ivey

  Chief Financial Officer

Attachment 1

The
information set forth on this attachment has been redacted pursuant to a
request for confidential treatment under Securities and Exchange Commission Rule 83,
17 CFR 200.83.  The omitted information has been filed with the Securities
and Exchange Commission together with such request for confidential treatment.