Amended Statement of Beneficial Ownership (3/a)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	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 ^*

First Reserve GP XI, Inc.

2. Date of Event Requiring Statement (MM/DD/YYYY) 6/19/2013

3. Issuer Name and Ticker or Trading Symbol

CRESTWOOD MIDSTREAM PARTNERS LP [NRGM]

(Last) (First) (Middle)

ONE LAFAYETTE PLACE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

(Street)

GREENWICH, CT 06830

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6/19/2013

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 Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

Remarks:
(1) This amendment to the Initial Statement of Beneficial Ownership of Securities on Form 3 is being filed to include the Power of Attorney of William E. Macaualay, attached hereto as Exhibit 24.

Exhibit List:

Exhibit 24 - Power of Attorney of William E. Macaualay

No securities are beneficially owned.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
First Reserve GP XI, Inc. ONE LAFAYETTE PLACE GREENWICH, CT 06830	X
First Reserve GP XI, L.P. ONE LAFAYETTE PLACE GREENWICH, CT 06830	X
MACAULAY WILLIAM E ONE LAFAYETTE PLACE GREENWICH, CT 06830	X
FR Midstream Holdings LLC ONE LAFAYETTE PLACE GREENWICH, CT 06830	X
FR XI CMP Holdings LLC ONE LAFAYETTE PLACE GREENWICH, CT 06830	X
Crestwood Holdings Partners, LLC 700 LOUISIANA STREET, SUITE 2060 HOUSTON, TX 77002	X
Crestwood Holdings II LLC 700 LOUISIANA STREET, SUITE 2060 HOUSTON, TX 77002	X
Crestwood Holdings LLC 700 LOUISIANA STREET, SUITE 2060 HOUSTON, TX 77002	X
Crestwood Gas Services Holdings LLC 700 LOUISIANA STREET, SUITE 2060 HOUSTON, TX 77002	X

Signatures
/s/ Michael France, Managing Director for First Reserve GP XI, Inc.		10/7/2013
^** Signature of Reporting Person		Date
/s/ Anne E. Gold, Attorney-in-Fact for William E. Macaulay		10/7/2013
^** Signature of Reporting Person		Date
/s/ Michael France, Managing Director for First Reserve GP XI, Inc. the General Partner of First Reserve GP XI, L.P.		10/7/2013
^** Signature of Reporting Person		Date
/s/ Michael France, Managing Director for First Reserve GP XI, Inc., the General Partner of First Reserve GP XI, L.P., the Managing Member of FR Midstream Holdings LLC		10/7/2013
^** Signature of Reporting Person		Date
/s/ Michael France, Managing Director for First Reserve GP XI, Inc., the General Partner of First Reserve GP XI, L.P., the Managing Member of FR Midstream Holdings LLC, the Managing Member of FR XI CMP Holdings LLC		10/7/2013
^** Signature of Reporting Person		Date
/s/ Joel C. Lambert, Senior Vice President for Crestwood Holdings Partners, LLC		10/7/2013
^** Signature of Reporting Person		Date
/s/ Joel C. Lambert, Senior Vice President for Crestwood Holdings II LLC		10/7/2013
^** Signature of Reporting Person		Date
/s/ Joel C. Lambert, Senior Vice President for Crestwood Holdings LLC		10/7/2013
^** Signature of Reporting Person		Date
/s/ Kelly J. Jameson, Senior Vice President for Crestwood Gas Services Holdings LLC		10/7/2013
^** 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 5(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.