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, 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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(Print or Type Responses)

1. Name and Address of Reporting Person *   Energy Transfer Partners, L.P. 2. Date of Event Requiring Statement (Month/Day/Year) 04/30/2013 3. Issuer Name and Ticker or Trading Symbol Regency Energy Partners LP [RGP] (Last) (First) (Middle) 3738 OAK LAWN AVE. 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 Original Filed(Month/Day/Year) (Street) DALLAS, TX 78219 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 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 31,372,419 I Held by Southern Union Company (1) Class F Common Units 6,274,483 I Held by Southern Union Company (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Energy Transfer Partners, L.P. 3738 OAK LAWN AVE. DALLAS, TX 78219	Â	  X	Â	Â
Heritage ETC, L.P. 3738 OAK LAWN AVE. DALLAS, TX 75219	Â	  X	Â	Â
Heritage ETC GP, L.L.C. 3738 OAK LAWN AVE. DALLAS, TX 75219	Â	  X	Â	Â
Energy Transfer Partners GP, L.P. 8801 S. YALE AVE., SUITE 310 TULSA, OK 74137	Â	  X	Â	Â
Energy Transfer Partners, L.L.C. 3738 OAK LAWN AVE. DALLAS, TX 75219	Â	  X	Â	Â
Energy Transfer Equity, L.P. 3738 OAK LAWN AVE. DALLAS, TX 75219	Â	  X	Â	Â
LE GP LLC 3738 OAK LAWN AVE. DALLAS, TX 75219	Â	  X	Â	Â
WARREN KELCY L 3738 OAK LAWN AVE. DALLAS, TX 75219	Â	  X	Â	Â

Signatures

William J. Healy as Attorney-in-Fact for Martin Salinas, Jr. on behalf of Heritage ETC, L.P., Heritage ETC GP, L.L.C., Energy Transfer Partners, L.P., Energy Transfer Partners GP, L.P., and Energy Transfer Partners, L.L.C.		05/02/2013
**Signature of Reporting Person		Date
Sonia Aube as Attorney-in-Fact on behalf of LE GP, LLC and Energy Transfer Equity, L.P.		05/02/2013
**Signature of Reporting Person		Date
Sonia Aube as Attorney-in-Fact for Kelcy L. Warren		05/02/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Southern Union Company is a wholly owned subsidiary of ETE Holdco Corporation, which is a wholly owned subsidiary of Heritage Holdings, Inc., which is a wholly owned subsidiary of ETP Holdco Corporation, which is a wholly owned subsidiary of Heritage ETC, L.P. Energy Transfer Partners, L.P. owns a 99.999% limited partner interest in Heritage ETC, L.P. and owns 100% of Heritage ETC GP, L.L.C., the general partner of Heritage ETC, L.P. Energy Transfer Partners GP, L.P. is the general partner of Energy Transfer Partners, L.P. and Energy Transfer Partners, L.L.C. is the general partner of Energy Transfer Partners GP, L.P. and both are wholly owned subsidiaries of Energy Transfer Equity, L.P. Kelcy L. Warren holds ~80% membership interest in LE GP, LLC the general partner of Energy Transfer Equity, L.P.

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