~~Table~~UNITED ofSTATES SECURITIES ~~Contents~~AND EXCHANGE COMMISSION

~~UNITED~~Washington, ~~STATES SECURITIES~~D.C. ~~AND EXCHANGE COMMISSION~~20549

~~Washington,~~FORM ~~D.C. 20549~~8-K

~~FORM~~CURRENT ~~8-K~~REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

~~CURRENT~~Date ~~REPORT Pursuant~~of toReport ~~Section 13 OR 15~~(d)Date of ~~The~~earliest ~~Securities~~event ~~Exchange~~reported): ~~Act~~December 4, ~~of 1934~~ 2009

~~Date~~Hiland ~~of Report (Date of earliest event reported): November 5~~Partners, ~~2009~~LP

~~Hiland~~(Exact ~~Partners,~~name LP of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)


DELAWARE	000-51120	71-0972724
(State or other jurisdiction of	(Commission File Number)	(IRS Employer Identification
incorporation)		No.)

DELAWARE	000-51120	71-0972724
(State or other jurisdiction of	(Commission File Number)	(IRS Employer Identification No.)
incorporation)

205 West Maple, Suite 1100
Enid, Oklahoma 73701
(Address of principal executive offices) (Zip Code)

~~205~~Registrant’s ~~West~~telephone ~~Maple~~number, ~~Suite 1100 Enid,~~including ~~Oklahoma~~area ~~73701~~code (580) 242-6040 (~~Address~~Former ofname ~~principal~~or ~~executive~~former ~~offices)~~address, ~~(Zip~~if ~~Code~~changed since last report.)

~~Registrant’s~~Check ~~telephone~~the ~~number,~~appropriate ~~including~~box ~~area~~below ~~code~~if ~~(580) 242~~the Form 8-~~6040~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (~~Former~~17 ~~name~~CFR or230.425) ~~former~~o ~~address,~~Soliciting ifmaterial ~~changed~~pursuant ~~since~~to ~~last~~Rule ~~report~~14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Check~~Item 3.01. ~~the~~Notice ~~appropriate~~of ~~box~~Delisting ~~below~~or ifFailure ~~the~~to ~~Form~~Satisfy ~~8-K~~a ~~filing~~Continued isListing ~~intended~~Rule toor ~~simultaneously satisfy the~~Standard; ~~filing~~Transfer ~~obligation~~ of ~~the registrant under any of the following provisions:~~Listing.

o On ~~Written~~December 4, ~~communications~~2009, ~~pursuant~~Hiland toPartners, ~~Rule~~LP ~~425~~(the ~~under~~“Partnership”) ~~the~~completed ~~Securities~~its ~~Act~~merger (17the “Merger”) ~~CFR~~with ~~230.425)~~HLND oMergerCo, ~~Soliciting~~LLC ~~material~~(“Merger Sub”) pursuant to ~~Rule~~which ~~14a-12~~Merger ~~under~~Sub merged with and into the ~~Exchange~~Partnership ~~Act~~with ~~(17~~the ~~CFR~~Partnership ~~240~~continuing as the surviving entity.~~14a-12)~~ oThe ~~Pre-commencement~~Merger ~~communications~~was completed pursuant to ~~Rule~~the ~~14d-2~~Agreement and Plan of Merger, dated as of June 1, 2009, as amended (bthe “Merger Agreement”), ~~under~~among the ~~Exchange~~Partnership, ~~Act~~Hiland Partners GP, LLC, the general partner of the Partnership (17the ~~CFR~~“Company”), ~~240.14d-2~~HH GP Holding, LLC (b“Parent”)) oand ~~Pre-commencement~~Merger ~~communications~~Sub. ~~pursuant~~Pursuant to ~~Rule~~the ~~13e~~Merger, the Partnership is now wholly-4owned by Hiland Holdings GP, LP (c“Hiland Holdings”), ~~under~~Parent, the ~~Exchange~~Harold Hamm ~~Act~~HJ ~~(17~~Trust ~~CFR~~and ~~240.13e-4~~the Harold Hamm DST Trust (ccollectively, the “Hamm Family Trusts” and together with Hiland Holdings and Parent, the “Rollover Investors”)).

~~TABLE~~ In OFconnection ~~CONTENTS~~with the closing of the Merger, the Partnership notified the Nasdaq Stock Market, LLC (the “Nasdaq”) that at the effective time of the Merger on December 4, 2009, common units of the Partnership (other than the common units held by the Rollover Investors) were converted into the right to receive $10.00 in cash, without interest, and requested that the Nasdaq file with the Securities and Exchange Commission an application on Form 25 to report that the common units of the Partnership are no longer listed on the Nasdaq.

~~Items 2.02 and 7.01. Results of Operations and Financial Condition; Regulation and FD Disclosure~~ Item 9 3.0103. ~~Financial~~Material ~~Statements~~Modification ~~and~~to ~~Exhibits~~Rights ~~SIGNATURES~~of ~~EX-99~~Securityholders.1

~~Table~~ In connection with the Merger, each common unit of ~~Contents~~the Partnership (other than the common units held by the Rollover Investors) was converted into the right to receive $10.00 in cash, without interest.

~~Items 2~~Item 5.~~02 and 7.~~01. ~~Results~~Change ofin ~~Operations~~Control ~~and~~of ~~Financial Condition; Regulation FD Disclosure~~Registrant.

On ~~November~~December 54, 2009, pursuant to the ~~Registrant~~terms ~~released~~of ~~its~~the ~~financial~~Merger ~~results~~Agreement, Parent and the Hamm Family Trusts consummated the acquisition of the Partnership through the merger of Merger Sub with and into the Partnership. The Partnership was the surviving entity in the Merger, and became wholly-owned by the Rollover Investors. The Rollover Investors own 100% of the common units of the Partnership. In connection with the Merger, Mr. Hamm increased his beneficial ownership of the Partnership’s common units from approximately 37% to approximately 74%. Mr. Hamm also beneficially owns 100% of the subordinated units of the Partnership, and did so prior to the Merger. The aggregate purchase price paid for all of the ~~third~~common ~~quarter~~units of the Partnership not held by Rollover ~~2009~~Investors was approximately $39.9 million, which purchase price was funded by approximately $23.6 million contributed to Merger Sub by Mr. Hamm through Parent and approximately $16.3 million contributed to Merger Sub by the Hamm Family Trusts.

AThe ~~copy~~Partnership ofis ~~the~~managed ~~Registrant’s~~by ~~press~~the ~~release~~Company, ~~announcing~~which ~~the~~is ~~financial~~wholly-owned ~~results~~by isHiland ~~attached~~Holdings, asan entity ~~Exhibit~~controlled by Mr. 99Hamm.1 It is anticipated that Mr. Hamm will be able to ~~this~~appoint ~~current~~directors ~~report~~to serve on ~~Form~~the ~~8-K~~board of directors of the Company.

~~The information furnished pursuant to Item 2.02, “Results of Operations and Financial~~SIGNATURES Condition,” and Item 7.01 “Regulation FD Disclosure,” shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall this Report and exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly stated by specific reference in such filing.

~~Item 9.01.~~ Pursuant ~~Financial~~to ~~Statements~~the ~~and~~requirements ~~Exhibits~~of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~(d) Exhibits~~HILAND PARTNERS, LP By: Hiland Partners GP, LLC, its General Partner By: /s/ Matthew S. Harrison Name: Matthew S. Harrison Title: Chief Financial Officer, Vice President—Finance and Secretary

EXHIBIT NUMBER				DESCRIPTION
	99.1			Press Release issued by Hiland Partners, LP on November 5, 2009.

December 4, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HILAND PARTNERS, LP By: Hiland Partners GP, LLC, its General Partner By: /s/ Matthew S. Harrison Name: Matthew S. Harrison Title: Chief Financial Officer, Vice President-Finance and Secretary

November 6, 2009

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