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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
American Midstream Partners, LP
(Exact name of registrant as specified in its charter)

Delaware
(State of incorporation or organization)	 	27-0855785
(I.R.S. Employer Identification No.)	
1614 15th Street
Suite 300
Denver, Colorado 80202
(address of principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
 	 	 	
Title of each class	 	Name of each exchange on which	
to be so registered	 	each class is to be registered	
Common Units Representing Limited Partner Interests	 	The New York Stock Exchange	
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. þ
If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. £
Securities act registration statement file number to which this form relates: 333-173191
Securities to be registered pursuant to Section 12(g) of the Act: None

   

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	Item 1. Description of Registrant’s Securities to be Registered.	
	Item 2. Exhibits.	
SIGNATURE	
INDEX TO EXHIBITS	

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Item 1. Description of Registrant’s Securities to be Registered.
     A description of the common units representing limited partner interests in American Midstream Partners, LP (the “Registrant”) is set forth under the captions “Summary—The Offering,” “Our Cash Distribution Policy and Restrictions on Distributions,” “Provisions of our Partnership Agreement Relating to Cash Distributions,” “Description of the Common Units,” “The Partnership Agreement,” “Units Eligible for Future Sale” and “Material Federal Income Tax Consequences” in the prospectus included in the Registrant’s Registration Statement on Form S-l (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011 under the Securities Act of 1933, as amended, and will be set forth in any prospectus filed in accordance with Rule 424(b) thereunder, which description is incorporated herein by reference.
Item 2. Exhibits.
     The following exhibits to this Registration Statement on Form 8-A are incorporated by reference from the documents specified, which have been filed with the Securities and Exchange Commission.
 	 	 	
Exhibit No.	 	Description	
 	 	 	
1.	 	Registrant’s Form S-1 Registration Statement, as amended (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011 (incorporated herein by reference).	
 	 	 	
2.	 	Certificate of Limited Partnership of the Registrant (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-l (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011).	
 	 	 	
3.	 	Form of Second Amended and Restated Agreement of Limited Partnership of the Registrant (incorporated herein by reference to Appendix A to the prospectus included in the Registrant’s Registration Statement on Form S-l (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011).	

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SIGNATURE
     Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: July 26, 2011
 	 	 	 	 	
 	American Midstream Partners, LP
 	 	
 	By:  	American Midstream GP, LLC,
its general partner
 	 	
 	By:  	/s/ Brian F. Bierbach  	 	
 	 	Name:  	Brian F. Bierbach 	 	
 	 	Title:  	Chief Executive Officer and President 	 	

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INDEX TO EXHIBITS
 	 	 	
Exhibit No.	 	Description	
 	 	 	
1.	 	Registrant’s Form S-1 Registration Statement, as amended (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011 (incorporated herein by reference).	
 	 	 	
2.	 	Certificate of Limited Partnership of the Registrant (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-l (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011).	
 	 	 	
3.	 	Form of Second Amended and Restated Agreement of Limited Partnership of the Registrant (incorporated herein by reference to Appendix A to the prospectus included in the Registrant’s Registration Statement on Form S-l (Registration No. 333-173191), initially filed with the Securities and Exchange Commission on March 31, 2011).