Sec Form 3 Filing - Manchester Securities Corp. @ SemGroup Energy Partners, L.P. - 2008-07-18

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Manchester Securities Corp. 2. Issuer Name and Ticker or Trading Symbol SemGroup Energy Partners, L.P. [ SGLP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) See (1) below (Last) (First) (Middle) 712 FIFTH AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 07/18/2008 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price General Partner Units 0 ( 2 ) D ( 1 ) ( 2 ) Subordinated Units 0 ( 2 ) D ( 1 ) ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Manchester Securities Corp. 712 FIFTH AVENUE NEW YORK, NY10019 See (1) below Signatures Elliot Greenberg, Vice President 07/28/2008 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Manchester Securities Corp. ("Manchester"), a wholly-owned subsidiary of Elliott Associates, L.P., entered into a Loan Agreement dated as of June 25, 2008 by and among Manchester, SemGroup Holdings, L.P. ("SG Holdings") and another party thereto (the "Loan Agreement"). After events of default with respect to SG Holdings occurred, Manchester, pursuant to its rights under the Loan Agreement, obtained the right to direct the voting of all of the General Partner Units of the issuer and thereafter appointed,, inter alia, Sundar Srinivasan and David Bernfeld, who are employed by an affiliate of Manchester, to the Board of Directors of SemGroup Energy Partners G.P., L.L.C., the general partner of the issuer. Therefore, Manchester may be deemed to be a director of the general partner of the issuer by deputization. ( 2 )SG Holdings owns, and has pledged to Manchester and another lender under the Loan Agreement, its 12,570,504 Subordinated Units in the issuer and a 100% interest in the issuer's General Partner Units (consisting of 690,725 General Partner Units). As a result of the events of default with respect to SG Holdings, Manchester has a right to foreclose on 13/15 of such interests owned by SG Holdings. As of the date of this filing, Manchester has not foreclosed on these interests and has not decided to do so.

Remarks: Elliott Associates, L.P. is a Delaware limited partnership. Paul E. Singer, Elliott Capital Advisors, L.P., a Delaware limited partnership, which is controlled by Mr. Singer, and Elliott Special GP, LLC, a Delaware limited liability company, which is controlled by Mr. Singer, are the general partners of Elliott Associates, L.P.

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 4(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.