FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MASSEY C SCOTT
2. Issuer Name and Ticker or Trading Symbol

MARTIN MIDSTREAM PARTNERS LP [ MMLP ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

4200 STONE ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

2/11/2019
(Street)

KILGORE, TX 75663
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units   2/11/2019     A    5648   (1) A $0   41298   D    
Common Units                  1500   I   By Wife  
Common Units                  8000   I   By Foster Forestry Co., L.P.   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Grant of restricted stock award.
(2)  Scott Massey disclaims beneficial ownership of these units, and this report shall not be deemed an admission that Mr. Massey is the beneficial owner of the units for purposes of Section 16 or for any other purpose. Mr. Massey is the sole manager of T. Foster Management, LLC (the "General Partner"), a single member LLC, which is the general partner of Foster Forestry Co., L.P. (the "Partnership"), and therefore has investment control over the units purchased by the Partnership. The General Partner is owned by the Estate of Tolbert Foster (the "Estate"), for which Mr. Massey serves as the executor. Mr. Massey is not a beneficiary of the Estate and does not own any equity interests in the General Partner or the Partnership. As such, Mr. Massey has no pecuniary interest in the units purchased by the Partnership.

Remarks:
Mr. Massey is a director of Martin Midstream GP LLC, the general partner of Martin Midstream Partners L.P.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MASSEY C SCOTT
4200 STONE ROAD
KILGORE, TX 75663
X



Signatures
/s/ C. Scott Massey 2/12/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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