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Filing Details

Accession Number:: 0001022321-12-000085
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-10-09 12:58:15
Reporting Period:: 2012-10-05

Filing Date:: 2012-10-09
Accepted Time:: 2012-10-09 12:58:15
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1022321	Genesis Energy Lp	GEL	Wholesale-Petroleum Bulk Stations & Terminals (5171)	760513049

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1483756	Keen William Robertson	601 Jefferson Street Suite 3600 Houston TX 77002		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Units - Class A	Disposition	2012-10-05	992,836	$32.15	358,250	No	4	S	Indirect	By Quintana Energy Partners II, L.P.
Common Units - Class A	Disposition	2012-10-05	358,250	$30.00	0	No	4	S	Indirect	By Quintana Energy Partners II, L.P.
Common Units - Class A	Disposition	2012-10-05	99,930	$32.15	36,058	No	4	S	Indirect	By QEP II Genesis TE Holdco, LP
Common Units - Class A	Disposition	2012-10-05	36,058	$30.00	0	No	4	S	Indirect	By QEP II Genesis TE Holdco, LP
Common Units - Class A	Disposition	2012-10-05	1,189	$32.15	429	No	4	S	Indirect	By Quintana Capital Group GP, Ltd.
Common Units - Class A	Disposition	2012-10-05	429	$30.00	0	No	4	S	Indirect	By Quintana Capital Group GP, Ltd.
Common Units - Class A	Disposition	2012-10-05	5,110	$32.15	1,844	No	4	S	Indirect	By Q GEI Holdings, LLC
Common Units - Class A	Disposition	2012-10-05	1,844	$30.00	0	No	4	S	Indirect	By Q GEI Holdings, LLC
Common Units - Class A	Disposition	2012-10-05	2,453	$32.15	885	No	4	S	Indirect	By Quintana Capital Group II, L.P.
Common Units - Class A	Disposition	2012-10-05	885	$30.00	0	No	4	S	Indirect	By Quintana Capital Group II, L.P.
Common Units - Class A	Disposition	2012-10-05	127,092	$32.15	45,859	No	4	S	Indirect	By The William Keen Robertson 2009 Family Trust
Common Units - Class A	Disposition	2012-10-05	45,859	$30.00	0	No	4	S	Indirect	By The William Keen Robertson 2009 Family Trust
Common Units - Class A	Disposition	2012-10-05	816	$32.15	294	No	4	S	Indirect	By The William Keen Robertson 2007 Family Trust
Common Units - Class A	Disposition	2012-10-05	294	$30.00	0	No	4	S	Indirect	By The William Keen Robertson 2007 Family Trust
Common Units - Class A	Disposition	2012-10-05	982,757	$32.15	354,612	No	4	S	Direct
Common Units - Class A	Disposition	2012-10-05	354,612	$30.00	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By Quintana Energy Partners II, L.P.
No	4	S	Indirect	By Quintana Energy Partners II, L.P.
No	4	S	Indirect	By QEP II Genesis TE Holdco, LP
No	4	S	Indirect	By QEP II Genesis TE Holdco, LP
No	4	S	Indirect	By Quintana Capital Group GP, Ltd.
No	4	S	Indirect	By Quintana Capital Group GP, Ltd.
No	4	S	Indirect	By Q GEI Holdings, LLC
No	4	S	Indirect	By Q GEI Holdings, LLC
No	4	S	Indirect	By Quintana Capital Group II, L.P.
No	4	S	Indirect	By Quintana Capital Group II, L.P.
No	4	S	Indirect	By The William Keen Robertson 2009 Family Trust
No	4	S	Indirect	By The William Keen Robertson 2009 Family Trust
No	4	S	Indirect	By The William Keen Robertson 2007 Family Trust
No	4	S	Indirect	By The William Keen Robertson 2007 Family Trust
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Units - Class A	Common Units - Class B	Disposition	2012-10-05	7,534	$30.00	7,534	$0.00
Common Units - Class A	Common Units - Class B	Disposition	2012-10-05	885	$30.00	885	$0.00
Common Units - Class A	Common Units - Class B	Disposition	2012-10-05	21,316	$30.00	21,316	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	S	Indirect
No	4	P	Indirect
No	4	S	Indirect

Footnotes

The Common Units - Class A were sold pursuant to an underwritten offering. The sales price to the public was $32.15 and underwriting discounts and commissions were $0.53.
Each of Quintana Energy Partners II, L.P. ("QEP II") and QEP II Genesis TE Holdco, LP ("Holdco") has (i) Quintana Capital Group II, L.P. as its general partner ("QCG II") (with Quintana Capital Group GP, Ltd. ("QCG GP") as the general partner of QCG II), (ii) management services provided by QEP Management Co., L.P. ("QEP Management") and (iii) membership interests in Q GEI Holdings, LLC ("Q GEI"). By virtue of the reporting person's relationship with or interests in QCG GP,QCG II, QEP Management and Q GEI, he may be deemed to have shared voting and dispositive power over these securities.
Members of the immediate family of the reporting person are beneficiaries of this trust and the reporting person may be deemed to have beneficial ownership of the securities held by it.
Common Units - Class B are entitled to all the rights, preferences and privileges of the Common Units - Class A (and have the right to elect the directors of Genesis Energy, LLC, the general partner of the Partnership, and related rights) and will convert on a one-for-one basis upon (i) automatic conversion upon the removal of the general partner of the Partnership and the appointment of a successor or (ii) the holder's election.