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 *
ELBERT PHILLIP
  2. Issuer Name and Ticker or Trading Symbol
INERGY L P [NRGY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
COO
(Last)
(First)
(Middle)
TWO BRUSH CREEK BOULEVARD, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
11/05/2010
(Street)

KANSAS CITY, MO 64112
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 11/05/2010   A   766,754 A (1) 766,754 I See Footnote (2)
Common Units 11/05/2010   A   167,255 A (1) 167,255 I See Footnote (3)
Common Units 11/05/2010   A   55,597 A (1) 55,597 I See Footnote (4)
Common Units 11/05/2010   A   55,597 A (1) 55,597 I See Footnote (5)
Common Units 11/05/2010   A   268,356 A (6) 338,356 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
Class B Units (8) 11/05/2010   A   511,171     (7)   (7) Common Units 511,171 (1) 511,171 I See Footnote (2)
Class B Units (8) 11/05/2010   A   111,504     (7)   (7) Common Units 111,504 (1) 111,504 I See Footnote (3)
Class B Units (8) 11/05/2010   A   37,064     (7)   (7) Common Units 37,064 (1) 37,064 I See Footnote (4)
Class B Units (8) 11/05/2010   A   37,064     (7)   (7) Common Units 37,064 (1) 37,064 I See Footnote (5)
Options $ 9.74 11/05/2010   A   92,400   06/20/2010 06/19/2015 Common Units 92,400 (8) 92,400 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ELBERT PHILLIP
TWO BRUSH CREEK BOULEVARD, SUITE 200
KANSAS CITY, MO 64112
      COO  

Signatures

 /s/ Michael K. Post (attorney-in-fact) for Phillip Elbert   11/09/2010
**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) Acquired pursuant to the First Amended and Restated Agreement and Plan of Merger, dated as of September 3, 2010 (the "Merger Agreement"), by and among Inergy, L.P. ("Inergy"), Inergy GP, LLC, Inergy Holdings, L.P. ("Holdings"), Inergy Holdings GP, LLC, NRGP Limited Partner, LLC and NRGP MS, LLC. Acquired 696,803 Class B units in Inergy and 1,045,203 common units representing limited partner interests in Inergy on November 5, 2010 pursuant to the Merger Agreement in exchange for 2,262,347 Holdings common units. On the effective date of the merger, the closing sales price of Holdings common units on the NYSE was $30.71, and the closing sales price of Inergy common units on the NYSE was $39.95 per unit.
(2) Mr. Elbert is a trustee of the Phillip L. Elbert Revocable Trust, dated 5/17/01.
(3) Mr. Elbert is a co-trustee of the Phillip L. Elbert 2005 Grantor Retained Annuity Trust, dated 3/31/05.
(4) Mr. Elbert is a co-trustee of the Lauren E. Elbert Trust, dated 3/31/05.
(5) Mr. Elbert is a co-trustee of the Charles W. Elbert Trust, dated 3/31/05.
(6) Includes Inergy restricted units acquired pursuant to the Merger Agreement in exchange for Holdings restricted units.
(7) The Class B Units will convert automatically into common units on a one-for-one basis, with 50% of the outstanding Class B units converting into common units following the payment date of the fourth quarterly distribution following the closing of the merger and the remaining outstanding Class B units converting into common units following the payment date of the eighth quarterly distribution following the closing of the merger.
(8) Acquired pursuant to the Merger Agreement in exchange for options to purchase 120,000 Holdings common units at $7.50 per unit.

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