CORRESP 1 filename1.htm CORRESP

Calumet Specialty Products Partners, L.P.

Calumet Finance Corp.

2780 Waterfront Pkwy E. Drive, Suite 200

Indianapolis, Indiana 46214

January 27, 2016

Via EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attention: Karina V. Dorin

 

Re: Calumet Specialty Products Partners, L.P., Calumet Finance Corp. and co-registrants (the “Registrants”)
     Request for Acceleration of Effectiveness
     Registration Statement on Form S-4, as amended (File No. 333-208510) (the “Registration Statement”)

Ladies and Gentlemen:

Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, the Registrants hereby request that the effectiveness of the Registration Statement be accelerated so that the Registration Statement will become effective on January 28, 2016 at 4:00 p.m., Eastern Time, or as soon thereafter as practicable.

The Registrants hereby acknowledge that the disclosure in the Registration Statement is the responsibility of the Registrants. The Registrants hereby acknowledge that:

 

  •   should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 

  •   the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 

  •   the Registrants may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

United States Securities and Exchange Commission

January 27, 2016

 

Please call Gillian A. Hobson of Vinson & Elkins L.L.P., the Registrants’ outside legal counsel, at (713) 758-3747 with any questions regarding this request for acceleration.

 

 

Sincerely,
Calumet Specialty Products Partners, L.P.
By:   Calumet GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Calumet Finance Corp.
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Calumet Operating, LLC
By:   Calumet Specialty Products Partners, L.P., its sole member
By:   Calumet GP, LLC, its General Partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Calumet LP GP, LLC
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Calumet Lubricants Co., Limited Partnership
By:   Calumet LP GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer

 

United States Securities and Exchange Commission

January 27, 2016

 

Calumet Shreveport Lubricants & Waxes, LLC
Calumet Shreveport Fuels, LLC
Calumet Penreco, LLC
Calumet Superior, LLC
Calumet Missouri, LLC
Calumet Montana Refining, LLC
Royal Purple, LLC
Calumet Packaging, LLC
Calumet North Dakota, LLC
Bel-Ray Company, LLC
Anchor Oilfield Services, LLC
By:   Calumet Lubricants Co., Limited Partnership, its sole member
By:   Calumet LP GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Calumet Sales Company Incorporated
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Calumet San Antonio Refining, LLC
By:   Calumet Shreveport Fuels, LLC, its sole member
By:   Calumet Lubricants Co., Limited Partnership, its sole member
By:   Calumet LP GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer

 

United States Securities and Exchange Commission

January 27, 2016

 

Kurlin Company, LLC
By:   Bel-Ray Company, LLC, its sole member
By:   Calumet Lubricants Co., Limited Partnership, its sole member
By:   Calumet LP GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
Weld Corporation
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   President
Anchor Drilling Fluids USA, LLC
By:   ADF Holdings, LLC, its sole member
By:   Calumet Lubricants Co., Limited Partnership, its sole member
By:   Calumet LP GP, LLC, its general partner
By:   Calumet Operating, LLC, its sole member
By:   Calumet Specialty Products Partners, L.P., its sole member
By:   Calumet GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer
ADF Holdings, LLC
By:   Calumet Lubricants Co., Limited Partnership, its sole member
By:   Calumet LP GP, LLC, its general partner
By:   Calumet Operating, LLC, its sole member
By:   Calumet Specialty Products Partners, L.P., its sole member
By:   Calumet GP, LLC, its general partner
By:   /s/ Timothy Go
Name:   Timothy Go
Title:   Chief Executive Officer

 

cc: Gillian A. Hobson, Esq.
     Vinson & Elkins L.L.P.