SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Halpin Robert Thornbury III

(Last) (First) (Middle)
700 LOUISIANA STREET
SUITE 2550

(Street)
HOUSTON TX 77002

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/31/2015
3. Issuer Name and Ticker or Trading Symbol
Crestwood Equity Partners LP [ CEQP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
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 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)
Common Units 66,225(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Units (2) (2) Common Units 40,033.1404 (3) D
Explanation of Responses:
1. Includes restricted units granted under the Crestwood Equity Partners LP Long Term Incentive Plan, as amended.
2. The forfeiture restrictions on the phantom units shall lapse, and the phantom units shall vest and convert to an equal number of common units on the third (3rd) anniversary of the grant date.
3. Each phantom unit is the economic equivalent of one common unit representing a limited partnership interest in CEQP.
Remarks:
/s/ Judy Riddle, attorney-in-fact for Robert T. Halpin III 04/02/2015
** 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 Number.
POWER OF ATTORNEY
FOR EXECUTING FORMS 3, FORMS 4 AND FORMS 5,
FORM 144 AND SCHEDULE 13D AND 13G
The undersigned hereby constitutes and appoints Joel C. Lambert, Michael K. Post
and Judy R. Riddle, or any of them acting without the others, with full power of
substitution, as the undersigned's true and lawful attorney-in-fact to:
1.	Execute for and on behalf of the undersigned (a) any Form 3, Form 4 and Form
5 (including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), (b) Form 144
and (c) Schedule 13D and Schedule 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Exchange Act, but only to the
extent each form or schedule relates to the undersigned's beneficial ownership
of securities of Crestwood Equity Partners LP or any of its subsidiaries;
2.	Do and perform any and all acts for and on behalf of the undersigned that may
be necessary or desirable to complete and execute any Form 3, Form 4, Form 5,
Form 144, Schedule 13D or Schedule 13G (including amendments thereto) and timely
file the forms or schedules with the Securities and Exchange Commission and any
stock exchange or quotation system, self-regulatory association or any other
authority, and provide a copy as required by law or advisable to such persons as
the attorney-in-fact deems appropriate; and
3.	Take any other action in connection with the foregoing that, in the opinion
of the attorney-in-fact, may be of benefit to, in the best interest of or
legally required of the undersigned, it being understood that the documents
executed by the attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in the form and shall contain the terms and
conditions as the attorney-in-fact may approve in the attorney-in-fact's
discretion.
The undersigned hereby grants to the attorney-in-fact full power and authority
to do and perform all and every act requisite, necessary or proper to be done in
the exercise of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby ratifying and confirming
all that the attorney-in-fact shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers granted herein.  The
undersigned acknowledges that the attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming (nor is Crestwood Equity
Partners LP assuming) any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act.
The undersigned agrees that the attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact.  The undersigned also agrees to indemnify
and hold harmless Crestwood Equity Partners LP and the attorney-in-fact against
any losses, claims, damages or liabilities (or actions in these respects) that
arise out of or are based upon any untrue statements or omissions of necessary
facts in the information provided by or at the direction of the undersigned, or
upon the lack of timeliness in the delivery of information by or at the
direction of the undersigned, to the attorney-in fact for purposes of executing,
acknowledging, delivering or filing a Form 3, Form 4, Form 5, Form 144, Schedule
13D or Schedule 13G (including amendments thereto) and agrees to reimburse
Crestwood Equity Partners LP and the attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form 3, Form 4, Form 5, Form 144,
Schedule 13D and Schedule 13G (including amendments thereto) with respect to the
undersigned's holdings of and transactions in securities issued by Crestwood
Equity Partners LP, unless earlier revoked by the undersigned in a signed
writing delivered to the attorney-in-fact.  This Power of Attorney does not
revoke any other power of attorney that the undersigned has previously granted.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.


Signature

/s/Robert T. Halpin III
Type or Print Name


Date March 17, 2015