FORM 4
[ X ] 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 *

Magnolia Infrastructure Holdings, LLC
2. Issuer Name and Ticker or Trading Symbol

JP Energy Partners LP [ JPEP ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
See Footnotes 2 and 3
(Last)          (First)          (Middle)

200 CLARENDON STREET, 
3. Date of Earliest Transaction (MM/DD/YYYY)

3/8/2017
(Street)

BOSTON, MA 02117
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

___ Form filed by One Reporting Person
_ X _ 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 (LIMITED PARTNER INTERESTS)   3/8/2017     D (1)    3674187   D   (1) 0   D   (2) (3)  

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
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)     (4) 3/8/2017     D   (4)       14992654      (4)   (4) Common Units   14992654     (4) 0   D   (2) (3)  

Explanation of Responses:
( 1)  Converted into common units of American Midstream Partners, LP ("AMID") in connection with the merger of the issuer into a wholly-owned subsidiary of AMID effective on March 8, 2017 (the "Merger"). On March 7, 2017, the last trading day of the issuer's common units, the closing price of issuer common units was $9.44 per unit and the closing price of AMID's common units was $16.45 per unit. Each issuer common unit outstanding held by the reporting person was converted into 0.5225 AMID common units at the effective time of the Merger.
( 2)  This Form 4 is filed jointly by Magnolia Infrastructure Holdings, LLC ("Magnolia", as successor by merger to AL Lonestar, LLC, as successor by merger to Lonestar Midstream Holdings, LLC), ArcLight Capital Partners, LLC ("ArcLight Partners"), ArcLight Capital Holdings, LLC ("ArcLight Holdings"), ArcLight Energy Partners Fund V, L.P. ("ArcLight Fund V" and together with ArcLight Partners and ArcLight Holdings, the "ArcLight Entities") and Daniel R. Revers. Prior to the closing of the Merger, Magnolia owned 100% of the interests in JP Energy GP II LLC, the issuer's general partner (the "General Partner"), and was deemed to indirectly beneficially own the securities held by the General Partner, but disclaimed beneficial ownership except to the extent of its pecuniary interest therein. (Continued in Footnote 3)
( 3)  (Continued from Footnote 2) The General Partner holds a non-economic general partner interest in the issuer. Prior to the closing of the Merger, ArcLight Fund V owned and controlled, through one of its wholly owned subsidiaries, Magnolia, and therefore may have been deemed to indirectly beneficially own the securities held directly and indirectly by Magnolia. Mr. Revers is a director of the General Partner and is managing partner of ArcLight Partners. ArcLight Partners is the investment manager of, and ArcLight Holdings is the managing partner of the general partner of, ArcLight Fund V. Due to certain voting rights granted to Mr. Revers as a member of ArcLight Partners' investment committee, he may be deemed to indirectly beneficially own the units held by Magnolia. Each of the ArcLight Entities and Mr. Revers disclaims beneficial ownership of the securities held directly or indirectly by Magnolia except to the extent of their respective pecuniary interests therein.
( 4)  Each subordinated unit is the economic equivalent of one common unit. Each subordinated unit outstanding held by the reporting person was converted into the right to receive 0.5225 AMID common units at the effective time of the Merger.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Magnolia Infrastructure Holdings, LLC
200 CLARENDON STREET
BOSTON, MA 02117
X X
See Footnotes 2 and 3
ArcLight Capital Partners, LLC
200 CLARENDON STREET
55TH FLOOR
BOSTON, MA 02117

X

ArcLight Capital Holdings, LLC
200 CLARENDON STREET
55TH FLOOR
BOSTON, MA 02117

X

ARCLIGHT ENERGY PARTNERS FUND V, L.P.
200 CLARENDON STREET
55TH FLOOR
BOSTON, MA 02117

X

Revers Daniel R
200 CLARENDON STREET
55TH FLOOR
BOSTON, MA 02116
X



Signatures
/s/ Daniel R. Revers, Magnolia Infrastructure Holdings, LLC, By: Arclight Energy Partners Fund V, LP, its managing member, By: ArcLight PEF GP V, its general partner, By: Arclight Capital Holdings, its manager, By: Daniel R. Revers, Managing Partner 3/9/2017
** Signature of Reporting Person Date

/s/ Daniel R. Revers, Arclight Capital Partners, LLC, By: Daniel R. Revers, Managing Partner 3/9/2017
** Signature of Reporting Person Date

/s/ Daniel R. Revers, Arclight Capital Holdings, LLC, By: Daniel R. Revers, Managing Partner 3/9/2017
** Signature of Reporting Person Date

/s/ Daniel R. Revers, Arclight Energy Partners Fund V, LP, By: ArcLight PEF GP V, its general partner, By: Arclight Capital Holdings, its manager, By: Daniel R. Revers, Managing Partner 3/9/2017
** Signature of Reporting Person Date

/s/ Daniel R. Revers 3/9/2017
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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