Energy Transfer LP — Director's Dealing 2012

Jan 24, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AMERIGAS PARTNERS LP (APU)
CIK: 0000932628
Period of Report: 2012-01-12

Reporting Person: Energy Transfer Partners, L.P. (10% Owner)
Reporting Person: Heritage ETC, L.P. (10% Owner, See Remark (2))
Reporting Person: Heritage ETC GP, L.L.C. (10% Owner, See Remark (3))
Reporting Person: U S PROPANE LP (10% Owner, See Remark (4))
Reporting Person: U S PROPANE LLC (10% Owner, See Remark (5))
Reporting Person: Energy Transfer Equity, L.P. (10% Owner, See Remark (6))
Reporting Person: LE GP LLC (10% Owner, See Remark (7))
Reporting Person: WARREN KELCY L (10% Owner, See Remark (8))

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units	29567362	Indirect

Footnotes

F1: On January 12, 2012, Energy Transfer Partners, L.P. ("ETP") contributed its propane business, consisting of Heritage Operating, L.P. and Titan Energy Partners, L.P., to AmeriGas Partners, L.P. ("APU") in exchange for approximately $1.46 billion of cash and 29,567,362 APU common units. The APU common units, which are held directly by a subsidiary of ETP, are subject to certain restrictions and registration rights as set forth in the Unitholder Agreement between Heritage ETC, L.P. and APU dated January 12, 2012.