MARTIN MIDSTREAM PARTNERS L.P. — Director's Dealing 2011

Aug 19, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARTIN MIDSTREAM PARTNERS LP (MMLP)
CIK: 0001176334
Period of Report: 2011-08-18

Reporting Person: MARTIN RUBEN S (Director, President and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-18	Common Units	P	170	$35.90	Acquired	44191	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units	5703823	Indirect
Common Units	12028	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Subordinated Class B Units	$0		Common Units (889444)	889444	Indirect

Footnotes

F1: These units, which were allocated to Mr. Martin on August 18, 2011, reflect the reinvestment of cash distributions made by the issuer in relation to units that were issued to Mr. Martin pursuant to a benefit plan administered by Martin Resource Management Corporation.

F2: Mr. Martin beneficially owns securities in Martin Resource Management Corporation and serves as its Chairman of the Board of Directors and its President. Martin Resource Management Corporation indirectly owns 5,703,823 common units of the issuer through its wholly-owned subsidiary, Martin Resource LLC. As a result, Mr. Martin may be deemed the beneficial owner of the common units indirectly owned by Martin Resource Management Corporation.

F3: Mr. Martin serves as the sole trustee for the Margaret G. Martin Life Insurance Trust No. One. As a result, Mr. Martin may be deemed the beneficial owner of the common units owned by the Margaret G. Martin Life Insurance Trust No. One.

F4: The Subordinated Class B Units do not have an expiration date.

F5: Mr. Martin beneficially owns securities in Martin Resource Management Corporation and serves as its Chairman of the Board of Directors and its President. Martin Resource Management Corporation indirectly owns 889,444 Subordinated Class B Units of the issuer through its wholly-owned subsidiary Cross Oil Refining & Marketing, Inc. As a result, Mr. Martin may be deemed the beneficial owner of the Subordinated Class B Units owned by Martin Resource Management Corporation.