STAR GROUP, L.P. — Director's Dealing 2004

May 18, 2004

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: STAR GAS PARTNERS LP (NYSE SGU)
CIK: 0001002590
Period of Report: 2004-05-06

Reporting Person: Donovan Dan (Pres. Heating Oil Division)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Unit Appreciation Rights	$10.70		Senior Subordinated Units (10000)		Direct

Footnotes

F1: Mr. Donovan was granted 15,000 Unit Appreciation Rights pursuant to an agreement dated October 1, 2002 of which 5,000 Rights
have been exercised. The remaining Rights vest in two equal installments on October 1, 2004 and October 1, 2005. Mr. Donovan
is entitled to receive a payment in cash in respect of each Vested Right equal to the excess of the Fair Market Value of a
Common Unit on the Vesting Date over $10.70; provided, however, at any time 30 days before a Right becomes vested, Mr.
Donovan has the right to defer payment to any date not more than five years after such Right becomes vested in which case
the cash payment shall be deferred until the Deferred Date and shall be based upon the value of a Senior Subordinated Unit
on the Deferred Date rather than the Vesting Date