SEC – ‘UPLOAD’ from 6/2/22 re: Sunoco LP, et al. – ‘TEXT-EXTRACT’

On:  Thursday, 6/2/22, at 5:30pm ET   ·   Delayed-Release:  Filing ¶  –  Release Delayed   ·   Accession #:  0-22-6011

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

Comment or Other Letter from the SEC   —   Delayed-Release

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: LETTER      Comment or Other Letter from the SEC                 PDF     39K 
 2: TEXT-EXTRACT  Comment or Other Letter from the SEC - PDF's         2±     9K 
                Text                                                             

‘TEXT-EXTRACT’   —   Comment or Other Letter from the SEC – PDF’s Text

United States securities and exchange commission logo                           

June 2, 2022          

Pamela Taylor                                                     
Chief Counsel, Corporate Secretary                                
Sunoco LP                                                         
8111 Westchester Drive Suite 400                                  
Dallas, Texas 75225                                               

                                             Re: Sunoco LP
                                                    Registration
Statement on Form S-4                                                           
                                                          Filed May 20, 2022
                                                           File No. 333-265113

Dear Ms. Taylor:                                                  

        We have limited our review of your registration statement to
those issues we have                                                            
   addressed in our comments. In some of our comments, we may ask you to
provide us with                                                                 
information so we may better understand your disclosure.          

       Please respond to this letter by amending your registration
statement and providing the                                                     
     requested information. If you do not believe our comments apply to your
facts and                                                                       
      circumstances or do not believe an amendment is appropriate, please tell
us why in your                                                                  
response.                                                         

            After reviewing any amendment to your registration statement and
the information you                                                             
     provide in response to these comments, we may have additional comments.

Registration Statement on Form S-4 Filed May 20, 2022             

General                                                           

1.                                                   Please confirm your  
understanding that we will not be in a position to accelerate the               
                                                     effectiveness of your
registration statement until our comments relating to your Form 10-             
                                                       K for the fiscal year
ended December 31, 2021 have been resolved.                                     
   We remind you that the company and its management are
responsible for the accuracy                                                    
      and adequacy of their disclosures, notwithstanding any review, comments,
action or absence of                                                            
action by the staff.                                              

           Refer to Rules 460 and 461 regarding requests for acceleration.
Please allow adequate                                                           
  time for us to review any amendment prior to the requested effective
date of the registration                                                        
statement.                                                        
Pamela Taylor                                                                 
Sunoco LP                                                                       
June 2, 2022                                                                    
Page 2                                                                          

      Please contact Michael Purcell, Staff Attorney, at 202-551-5351 or Kevin
Dougherty,                                                                      
Staff Attorney, at 202-551-3271 with any questions.                             

                                              Sincerely,
FirstName LastNamePamela Taylor                                                 
                                               Division of
Corporation Finance                                                             
Comapany NameSunoco LP                                                          
                                                      Office of Energy &
Transportation                                                                  
June 2, 2022 Page 2                                                             
cc:       Ramey Layne                                                           
FirstName LastName                                                              

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘UPLOAD’ Filing		Date		Other Filings
Filed on:		6/2/22		UPLOAD
		5/20/22		CORRESP,  S-4,  UPLOAD
		12/31/21		10-K,  8-K,  UPLOAD
				List all Filings