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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* SemGroup Corp (Last) (First) (Middle) 6120 S. YALE AVE., STE. 700 (Street) TULSA OK 74136-4216 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/08/2011	3. Issuer Name and Ticker or Trading Symbol Rose Rock Midstream, L.P. [ RRMS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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 Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: 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)

1. Name and Address of Reporting Person* SemGroup Corp (Last) (First) (Middle) 6120 S. YALE AVE., STE. 700 (Street) TULSA OK 74136-4216 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Rose Rock Midstream Holdings, LLC (Last) (First) (Middle) 6120 S. YALE AVE., STE. 700 (Street) TULSA OK 74136-4216 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Rose Rock Midstream Corp (Last) (First) (Middle) 6120 S. YALE AVE., STE. 700 (Street) TULSA OK 74136-4216 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

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.

	Candice L. Cheeseman, Secretary and General Counsel of SemGroup Corporation	12/08/2011
	Candice L. Cheeseman, Secretary and General Counsel of Rose Rose Midstream Holdings, LLC	12/08/2011
	Candice L. Cheeseman, Secretary and General Counsel of Rose Rock Midstream Corporation	12/08/2011
	** 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).
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