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
 
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1. Name and Address of Reporting Person*
Macerato Frank M.

(Last) (First) (Middle)
702 W. HAMILTON STREET
SUITE 203

(Street)
ALLENTOWN PA 18101

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/09/2013
3. Issuer Name and Ticker or Trading Symbol
Lehigh Gas Partners LP [ LGP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
GC, Secy & CCO
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 350 I Individual Retirement Account
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 (1) 03/15/2016 Common Units 4,858 (2) D
Explanation of Responses:
1. The phantom units vest in equal, one third installments on each of March 15, 2014, March 15, 2015, and March 15, 2016.
2. Each phantom unit is the economic equivalent of one common unit representing a limited partner interest in LGP. The phantom units do not entitle the holders thereof to distributions made by LGP until such time that the units vest and the reporting person receives common units.
Remarks:
/s/ Michelle M. Henriquez Attorney-in-Fact 05/17/2013
** 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 Number.
Frank M. Macerato
702 W. Hamilton Street
Allentown, PA  18101



May 15, 2013




Securities and Exchange Commission
450 5th Street N.W.
Washington, Dc  20549

Attention:  Filing Desk

RE:  Lehigh Gas Partners LP (LGP)

To Whom It May Concern

As permitted by instruction 7 of Form 3, Form 4, and Form 5, I hereby authorize
Michelle Henriquez and Karen Yeakel, severally and not jointly, to sign and file
on my behalf any Forms 3, 4 or 5 that I am required to file with respect to the
securities of Lehigh Gas Partners LP.

I acknowledge that neither Michelle Henriquez nor Karen Yeakel is assuming any
of my responsibilities to comply with Section 16 of the Securities Exchange Act.

						Sincerely
						/s/ Frank M. Macerato
						Frank M. Macerato

Frank M. Macerato, personally known to me, appeared before me and acknowledged
that he signed the foregoing letter as his own act.

Sworn to and subscribed before me this 15th day of May 2013

Notary: /s/ Eileen M. Watson
COMMONWEALTH OF PENNSYLVANIA
Notarial Seal
Eileen M. Watson, Notary Public
City of Allentown, Lehigh County
My Commission Expires Jan. 23, 2017
MEMBER, PENNSYLVANIA ASSOCIATION OF NOTARIES