Sec Form 4 Filing - Tallgrass Equity, LLC @ Tallgrass Energy GP, LP - 2015-05-11

FORM 4 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

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1. Name and Address of Reporting Person Tallgrass Equity, LLC 2. Issuer Name and Ticker or Trading Symbol Tallgrass Energy GP, LP [ TEGP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4200 W. 115TH STREET, SUITE 350 3. Date of Earliest Transaction (MM/DD/YY) 05/11/2015 (Street) LEAWOOD, KS66211 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Limited partner interests 05/11/2015 J( 1 ) 0 ( 1 ) D $ 0 0 I See footnote ( 1 )

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 Tallgrass Equity, LLC 4200 W. 115TH STREET, SUITE 350 LEAWOOD, KS66211 X Tallgrass Energy Holdings, LLC 4200 W. 115TH STREET, SUITE 350 LEAWOOD, KS66211 X Signatures Tallgrass Equity, LLC, By: George E. Rider, Executive Vice President, General Counsel and Secretary 05/12/2015 Signature of Reporting Person Date Tallgrass Energy Holdings, LLC, By: George E. Rider, Executive Vice President, General Counsel and Secretary 05/12/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As described in the Reporting Person's Form 3 filed May 6, 2015 (the "Form 3") and the Issuer's Registration Statement (the "Registration Statement") on Form S-1 (File No. 333-202258), the Reporting Person held an indirect ownership interest in the Issuer through its ownership of Tallgrass Energy Holdings, LLC ("Holdings") as of the date of the Form 3. As of such date, Holdings directly held 100% of the limited partner interest in the Issuer. In connection with the closing of the initial public offering of the Issuer, Holdings distributed its limited partner interests in the Issuer to each of the owners of the Reporting Person, and each of the owners of the Reporting Person exchanged their limited partner interests in the Issuer for Class B shares representing limited partner interests in the Issuer.

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).

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