*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

---

---

---

---

---

---

---

---

Item 2.	Identity and Background

(a)	This Amendment is being filed by:

(i)	PennTex Midstream Partners, LLC (“PennTex Midstream)

(ii)	Energy Transfer Partners, L.P., a Delaware limited partnership (“ETP”);

(iii)	Energy Transfer Partners GP, L.P., a Delaware limited partnership (“ETP GP”);

(iv)	Energy Transfer Partners, L.L.C., a Delaware limited liability company (“ETP LLC”);

(v)	Energy Transfer Equity, L.P., a Delaware limited partnership (“ETE”);

(vi)	LE GP, LLC, a Delaware limited liability company (“LE GP”); and

(vii)	Kelcy L. Warren, (“Warren,” and collectively with PennTex Midstream, ETP, ETP GP, ETP LLC, ETE, and LE GP, the “Reporting Persons”).

---

---

(d)	None of the Reporting Persons or Listed Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)

None of the Reporting Persons or Listed Persons has, during the last five years, been a party to a civil proceeding of a judicial administrative body of competent jurisdiction and, as a result of such proceeding, was, or is subject to, a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)	All of the individuals listed in this Item 2 are citizens of the United States of America.

---

Item 3.	Source and Amount of Funds or Other Consideration

Item 5.	Interest in Securities of the Issuer

(a)-(b)

As set forth herein, Warren has shared voting and dispositive power over 26,701,596 Units beneficially owned by LE GP, representing approximately 65.58% of the total issued and outstanding Units. Warren is the Chairman of the Board and Chief Executive Officer of ETP LLC and Chairman of the Board of LE GP and owns an 81.2% equity interest in LE GP. LE GP is the general partner of ETE, which is the sole member of ETP LLC, which is the general partner of ETP GP, which is the general partner of ETP, which directly owns 3,039,577 Common Units, 7,500,000 Subordinated Units and 7.5% of the membership interests in PennTex GP and is the sole member of PennTex Midstream, which directly owns 3,262,019 Common Units, 12,500,000 Subordinated Units and 92.5% of the membership interests in PennTex GP. Accordingly, ETP directly owns 10,939,577 Units and indirectly owns 15,762,019 Units.

---

(c)	Except for the acquisitions of Units described in Item 3 above, to the knowledge of the Reporting Persons, none of the persons named in response to paragraph (a) above has effected any transaction in Units during the past 60 days, except for the acquisition of beneficial ownership of units being reported on this Schedule 13D.

(d)	Except as otherwise described herein, no other person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds of sale of, the Units described in this Item 5.

(e)	Not applicable.

---