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SEC Comment Letter for MARTIN MIDSTREAM PARTNERS L.P. (MMLP) (CIK 0001176334) (MMLP) — Jun 3, 2016

MARTIN MIDSTREAM PARTNERS L.P. (MMLP) (CIK 0001176334)
Date: June 3, 2016 · CIK: 0001176334 · Accession: 0000000000-16-079225

AI Filing Summary & Sentiment

File numbers found in text: 333-211407

Date
June 3, 2016
Author
/s/ Timothy S. Levenberg
Form
UPLOAD
Company
MARTIN MIDSTREAM PARTNERS L.P. (MMLP) (CIK 0001176334)

Letter

Mail Stop 4628 June 3, 2016 Robert D. Bondurant Executive Vice President, Treasurer, and CFO Martin Midstream Partners L.P. 4200 Stone Road Kilgore, Texas 75662

Re: Martin Midstream Partners L.P. Martin Midstream Finance Corp. Registration Statement on Form S-3 Filed May 17, 2016 File No. 333-211407

Dear Mr. Bondurant :

This is to advise you that we have not reviewed and will not review your registration statement .

We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.

In the event you request acceleration of the effective date of the pendin g regist ration statement , please provide a written statement from the company acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking an y action with respect to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disc losure in the filing; and

 the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Robert D. Bondurant Martin Midstream Partners L.P. Martin Midstream Finance Corp. June 3, 2016 Page 2

Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective res ponsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities .

Please contact Jerard Gibson, Staff Attorney, at (202) 551 -3473 with any questions.

Sincerely,
/s/ Timothy S. Levenberg

Show Raw Text
Mail Stop 4628
June 3, 2016

Robert D. Bondurant
Executive Vice President, Treasurer, and CFO
Martin Midstream Partners L.P.
4200 Stone Road
Kilgore, Texas 75662

Re: Martin Midstream Partners L.P.
Martin Midstream Finance Corp.
  Registration Statement on Form S-3
Filed  May 17, 2016
File No.  333-211407

Dear Mr. Bondurant :

This is to advise you that we have not  reviewed and will not review your registration
statement .

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are  in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

In the event you request acceleration of the effective date of the pendin g regist ration
statement , please provide  a written statement from the company acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commission from taking an y action with respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disc losure in the filing; and

 the company may not assert staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Robert D. Bondurant
Martin Midstream Partners L.P.
Martin Midstream Finance Corp.
June 3, 2016
Page 2

 Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective res ponsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the registered securities .

Please  contact Jerard Gibson, Staff Attorney, at (202) 551 -3473 with any questions.

Sincerely,

 /s/ Timothy S. Levenberg

      for H. Roger Schwall
Assistant Director
Office of Natural Resources

cc: David F. Taylor
Locke Lord LLP