[Company Letterhead]
October 4, 2013
Timothy Levenberg
Special Counsel
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3561
Re: Plains GP Holdings, L.P.
Registration Statement on Form S-1
Filed July 29, 2013
File No. 333-190227
Ladies and Gentlemen:
Pursuant to discussions with the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”), Plains GP Holdings, L.P. (the “Partnership,” “we,” “us” or “our”) hereby submits its proposed revisions to the Registration Statement on Form S-1, File No. 333-190227 (the “Registration Statement”) in response to the oral comments provided in such discussions. The Partnership is also supplementally providing additional disclosure it expects to include in the next amendment to the Registration Statement.
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Securities and Exchange Commission
October 4, 2013
Please direct any questions that you have with respect to the foregoing or if any additional supplemental information is required by the Staff, please contact Alan Beck of Vinson & Elkins L.L.P. at (713) 758-3638.
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Very truly yours, | |
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PLAINS GP HOLDINGS, L.P. | |
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By: PAA GP HOLDINGS LLC, its general partner | |
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By: |
/s/ Richard K. McGee |
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Name: |
Richard K. McGee |
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Title: |
Executive Vice President, |
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General Counsel and Secretary |
Enclosures
cc: H. Roger Schwall
Paul Monsour
David P. Oelman
Alan Beck
Joshua Davidson
Jason Rocha
Al Swanson