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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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                      	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	                      	

1. Name and Address of Reporting Person *

SemGroup Corp	2. Date of Event Requiring Statement (MM/DD/YYYY)
12/8/2011 
	3. Issuer Name and Ticker or Trading Symbol

Rose Rock Midstream, L.P. [RRMS]	
(Last)        (First)        (Middle)

6120 S. YALE AVE., STE. 700	4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)	
(Street)

TULSA, OK 74136-4216       

(City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)

	6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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 representing limited partner interests  	0   (1) (2)	I  	See footnotes   (1) (2)	

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)	
1. Title of Derivate Security
(Instr. 4)	2. Date Exercisable and Expiration Date
(MM/DD/YYYY)	3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: 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				
Subordinated Units representing limited partner interests  	  (3)	  (3)	Common Units  	0   (1) (2)	$0  	I  	See footnotes   (1) (2)	

Explanation of Responses:	
(  1) 	This Form 3 is being filed jointly by SemGroup Corporation ("SemGroup"), Rose Rock Midstream Holdings, LLC ("Holdings") and Rose Rock Midstream Corporation ("RRMC") in connection with the effectiveness of the Issuer's Registration Statement on Form S-1 (File No. 333-176260) (the "Registration Statement"). SemGroup directly owns 100% of the outstanding membership interests of Holdings. Holdings directly owns 100% of the issued and outstanding shares of common stock of RRMC. SemGroup may therefore be deemed to beneficially own securities of the Issuer owned directly by Holdings and RRMC and Holdings may therefore be deemed to beneficially own securities of the Issuer owned directly by RRMC.	
(  2) 	As of December 8, 2011, Holdings owns a 97% limited partner interest in the Issuer and RRMC owns a 1% limited partner interest in the Issuer.	
(  3) 	The Subordinated Units have no expiration date and will convert into Common Units on a one-for-one basis at the end of the subordination period described in the Registration Statement.	

Reporting Owners	
Reporting Owner Name / Address	Relationships	
	Director	10% Owner	Officer	Other	
SemGroup Corp
6120 S. YALE AVE., STE. 700
TULSA, OK 74136-4216		X			
Rose Rock Midstream Holdings, LLC
6120 S. YALE AVE., STE. 700
TULSA, OK 74136-4216		X			
Rose Rock Midstream Corp
6120 S. YALE AVE., STE. 700
TULSA, OK 74136-4216		X			

Signatures		
Candice L. Cheeseman, Secretary and General Counsel of SemGroup Corporation		12/8/2011	
** Signature of Reporting Person		Date
	
Candice L. Cheeseman, Secretary and General Counsel of Rose Rose Midstream Holdings, LLC		12/8/2011	
** Signature of Reporting Person		Date
	
Candice L. Cheeseman, Secretary and General Counsel of Rose Rock Midstream Corporation		12/8/2011	
** 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.	
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