Ownership Submission
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 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 *
HollyFrontier Corp
  2. Issuer Name and Ticker or Trading Symbol
HOLLY ENERGY PARTNERS LP [HEP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Please see remarks
(Last)
(First)
(Middle)
2828 N. HARWOOD, SUITE 1300
3. Date of Earliest Transaction (Month/Day/Year)
11/09/2011
(Street)

DALLAS, TX 75201
4. If Amendment, Date 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
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Units 11/09/2011   P   3,807,615 A $ 49.9 11,025,112 (1) I See Footnotes (1), (3)
Common Units 07/12/2012   P   1,029,900 A $ 53.4 12,055,012 (2) I See Footnotes (2), (3)
Common Units               72,503 D  

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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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
HollyFrontier Corp
2828 N. HARWOOD
SUITE 1300
DALLAS, TX 75201
    X   Please see remarks
HollyFrontier Holdings LLC
2828 N. HARWOOD
SUITE 1300
DALLAS, TX 75201
      see remarks
Holly Logistics Ltd LLC
2828 N. HARWOOD
SUITE 1300
DALLAS, TX 75201
      See remarks.
Navajo Pipeline Co., L.P.
2828 N. HARWOOD
SUITE 1300
DALLAS, TX 75201
      see remarks
Navajo Refining Company, L.L.C.
2828 N. HARWOOD
SUITE 1300
DALLAS, TX 75201
      see remarks
Holly Refining & Marketing Co - Woods Cross LLC
2828 N. HARWOOD
SUITE 1300
DALLAS, TX 75201
      see remarks

Signatures

 Michael C. Jennings, CEO and President   07/16/2012
**Signature of Reporting Person Date

 Michael C. Jennings, CEO & President   07/16/2012
**Signature of Reporting Person Date

 By: Holly Logistic Services, L.L.C., its sole member / Bruce R. Shaw, SVP & CFO   07/16/2012
**Signature of Reporting Person Date

 By: Navajo Pipeline GP, L.L.C., its general partner ; Michael C. Jennings, CEO & President   07/16/2012
**Signature of Reporting Person Date

 Michael C. Jennings, CEO & President   07/16/2012
**Signature of Reporting Person Date

 Michael C. Jennings, CEO & President   07/16/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Prior to the date of the transaction occurring on 11/9/11, HEP Logistics Holdings, L.P. transferred all of the Common Units of Issuer it held to Holly Logistics Limited LLC ("Logistics"). As of the date of the transaction occurring on 11/9/11, these securities were owned by Logistics, Navajo Pipeline Co., L.P. ("NPC"), Navajo Refining Company, L.L.C. ("NRC") and Holly Refining & Marketing Company - Woods Cross LLC (successor by merger to Woods Cross Refining Company, L.L.C.) ("HRMC") as members of a "group" for purposes of Section 13(d) of the Exchange Act including (as of 11/9/11) Logistics, NPC, NRC, HRMC and HollyFrontier Corporation ("HFC"). Pursuant to an LLC Interest Purchase Agreement dated 11/9/11, Issuer acquired all of the equity interests in Cheyenne Logistics LLC and El Dorado Logistics LLC from the group in exchange for the issued securities. As of 11/9/11, these Common Units of Issuer were held 10,807,615 by Logistics, 127,440 by NPC, 59,844 by NRC and 30,213 by HRMC.
(2) As of the date of the transaction occurring on 7/12/12, a new "group" member for purposes of Section 13(d) of the Exchange Act, HollyFrontier Holdings LLC ("Holdings"), has joined the reporting group and acquired an aditional 1,029,900 Common Units of Issuer. As of the date hereof, the reporting "group" for the purposes of Section 13(d) of the Exchange Act consists of HFC, Holdings, Logistics, NPC, NRC and HRMC. Pursuant to an LLC Interest Purchase Agreement dated 7/12/12, Issuer acquired all of the equity interests in HEP UNEV Pipeline LLC from the group in exchange for the issued securities, which are held 1,029,900 by Holdings, 10,807,615 by Logistics, 127,440 by NPC, 59,844 by NRC and 30,213 by HRMC.
(3) The joint filers are jointly filing this Form 4 and information regarding the joint filers is available on this Form 4. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interests therein, and this report shall not be deemed an admission that the reporting persons are beneficial owners of the reported securities for purposes of Section 16 or for any other purpose.
 
Remarks:
HFC directly owns 100% of each of Holdings, NRC and HRMC, and indirectly owns 100% of each of Logistics and NPC.

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