UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the month of June 2011

Commission File Number: 333-164885

GIBSON ENERGY ULC

1700, 440-2nd Ave S.W.

Calgary, Alberta T2P 5E9

Canada

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x

Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o

No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

82- N/A

Gibson Energy ~~ULC~~Inc., ~~and~~or ~~GEP~~GEI, ~~Midstream~~an ~~Finance~~affiliate ~~Corp.~~of ~~(together,~~Gibson ~~the~~Energy ~~“Issuers”)~~ULC, announced today that ~~pursuant~~it tofiled ~~their~~a ~~previously~~supplemented ~~announced~~PREP ~~cash~~prospectus tender offers to purchase any and all of their outstanding 11.75% First Lien Senior Secured Notes due 2014 (the “First Lien Notes”) and 10.00% Senior Notes due 2018 (the “Senior Notes” and, together with the ~~First~~securities ~~Lien~~regulatory ~~Notes,~~authorities ~~the~~in ~~“Notes”)~~each ~~and~~of ~~related consent solicitations to effect certain amendments to~~ the ~~indentures~~provinces ~~governing the Notes, they received tenders~~ and ~~consents~~territories ~~from holders~~ of ~~$557,880,000,~~Canada orin ~~approximately~~connection ~~99.6%,~~with of its ~~outstanding~~initial ~~aggregate~~public ~~principal~~offering ~~amount~~ of ~~First Lien Notes and from holders of $199~~31,~~480~~250,000, orcommon ~~approximately~~shares ~~99.7%~~at ofa ~~the~~price ~~outstanding aggregate principal amount~~ of ~~Senior Notes, by the expiration of the consent date, May 31, 2011, at 5:00 p~~$16.~~m.,~~00 ~~New~~per ~~York City time~~share. The ~~consents~~offering ~~received~~will ~~exceeded~~generate ~~the~~total ~~number~~gross ~~needed~~proceeds toof ~~approve~~$500 ~~the~~million ~~proposed amendments to the indentures governing the Notes. In addition, the Issuers are extending the Consent Date, as such term is defined in the respective Offers to Purchase~~ and ~~Consent~~net ~~Solicitation~~proceeds ~~Statements and related Letters~~ of ~~Transmittal~~approximately ~~and~~$471.1 ~~Consent, each dated May 16, 2011, as amended~~million.

~~Based~~A oncopy the consents received, the Issuers are expected to enter into supplemental indentures that will, once operative, eliminate substantially all restrictive covenants and certain default provisions in the indentures governing the Notes, and with respect to the First Lien Notes, release all of the ~~collateral~~supplemented ~~from~~PREP ~~the~~prospectus ~~liens~~has ~~created~~been ~~pursuant~~filed ~~to the Collateral Documents (as defined in the indenture governing the First Lien Notes). The supplemental indentures will become operative upon payment~~ on ~~the~~SEDAR ~~payment date for notes validly tendered on or before the expiration date~~ and ~~accepted~~is available for ~~purchase~~review byunder ~~the~~GEI’s ~~Issuers~~profile ~~promptly~~at ~~following the final acceptance date~~www.sedar.com.

~~The~~This ~~terms~~report ~~and~~does ~~conditions~~not ofconstitute ~~the~~an ~~tender~~offer ~~offers~~to ~~and~~sell ~~consent~~or ~~solicitations~~the ~~set~~solicitation ~~forth~~of inan ~~the~~offer ~~respective Offers~~ to ~~Purchase~~buy ~~and~~the ~~Consent~~securities ~~Solicitation~~in ~~Statements~~the ~~and~~United ~~related~~States, ~~Letters~~in ofany ~~Transmittal~~province ~~and~~or ~~Consent,~~territory ~~each~~of ~~dated~~Canada ~~May 16,~~or ~~2011,~~in asany ~~amended~~other onjurisdiction. ~~May 24,~~The ~~2011,~~securities ~~are~~to ~~each~~be ~~hereby~~offered ~~further~~have ~~amended~~not tobeen, ~~extend~~and ~~the~~will ~~Consent~~not ~~Date~~be, ~~previously~~registered ~~scheduled~~under ~~for~~the ~~5:00 p.m.,~~United ~~New~~States ~~York~~Securities ~~City~~Act ~~time~~of 1933, onas ~~May 31,~~amended ~~2011,~~(the to“U.S. ~~midnight,~~Securities ~~New~~Act”) ~~York~~or ~~City~~any ~~time,~~U.S. onstate ~~June 13,~~securities ~~2011,~~laws ~~unless~~and ~~further~~may ~~extended~~not bybe ~~the~~offered ~~Issuers~~or sold in ~~their~~the ~~sole~~United ~~discretion. Holders~~States ofabsent ~~Notes~~registration ~~who~~or ~~validly~~absent ~~tender~~an ~~their~~applicable ~~Notes~~exemption ~~after~~from ~~5:00 p.m.,~~the ~~New~~registration ~~York~~requirements ~~City~~of ~~time,~~the onU.S. ~~May 31,~~Securities ~~2011,~~Act and onapplicable orU.S. ~~before~~state ~~the~~securities ~~expiration~~laws. ~~date~~There ~~will~~shall ~~also~~ be ~~eligible~~no tosale ~~receive~~of the ~~consent~~securities ~~payment~~in ofany ~~$20.00~~jurisdiction ~~per~~in ~~$1,000~~which ~~principal~~an ~~amount~~offer ofto ~~Notes~~sell, ~~which~~a ~~was~~solicitation ~~otherwise~~of ~~payable~~an tooffer ~~holders who tendered prior~~ to ~~5:00 p.m.,~~buy ~~New~~or ~~York~~a ~~City~~sale ~~time,~~would onbe ~~May 31, 2011~~unlawful.

The tender offers will expire at midnight, New York City time, on June 13, 2011, unless extended or earlier terminated.

A copy of the press release announcing the results and amendment to the tender offers and consent solicitations is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this report is neither an offer to purchase any outstanding Notes nor a solicitation of tenders with respect to any Notes, nor a solicitation of consents with respect to any Notes. The tender offers and consent solicitations are being made solely pursuant to the terms and subject to the conditions set forth in the Offers to Purchase and Consent Solicitation Statements and related Letters of Transmittal and Consent.

SIGNATURE

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, thereunto duly authorized.

GIBSON ENERGY ULC By: /s/ A. Stewart Hanlon Name: A. Stewart Hanlon Title: President and Chief Executive Officer

	GIBSON ENERGY ULC


	By:	/s/ A. Stewart Hanlon
	Name:	A. Stewart Hanlon
	Title:	President and Chief Executive Officer

Date: June 8, 2011

Date: June 1, 2011

Exhibit Index

Exhibit No.		Description
99.1		Press Release dated June 1, 2011

Filing Compare · Gibson Energy ULC