UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (date of earliest event reported): ~~November~~December 154, 2012

TPC Group LLC

(Exact name of Registrant as specified in its charter)

Texas	333-173804	74-1778313
Delaware	333-173804	74-1778313
(State or other jurisdiction of incorporation or organization)	(Commission file number)	(I.R.S. ~~employer~~employeridentification ~~identification~~ number)

5151 San Felipe, Suite 800, Houston, Texas 77056

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (713) 627-7474

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01

Regulation FD Disclosure.

TPC Group LLC, a Delaware limited liability company (the “Company”), is disclosing under Item 7.01 of this Current Report on Form 8-K the information attached to this report as Exhibit 99.1, which information is incorporated herein by reference. This information, some of which has not been previously reported, is excerpted from a Confidential Preliminary Offering Memorandum dated December 4, 2012 that is being disseminated in connection with the proposed notes offering described in Item 8.01 below.

As provided in General Instruction B.2 of Form 8-K, the information included under this Item, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01

Other Events.

On ~~November~~December 153, 2012, TPC Group Inc. (“TPC Group”) issued a press release announcing that TPC Group ~~LLC~~intends, ~~its~~subject ~~wholly~~to ~~owned~~market ~~subsidiary, has commenced a cash tender offer (the “Tender Offer”) for any~~ and ~~all~~other ofconditions, ~~TPC~~to ~~Group~~commence ~~LLC’s~~an ~~$350~~offering ~~million outstanding aggregate principal amount~~ of ~~8.25%~~senior ~~Senior~~secured ~~Secured~~notes ~~Notes~~in ~~due 2017 (the “Notes”). In~~ connection with the ~~Tender~~proposed acquisition ~~Offer,~~of TPC Group ~~LLC~~by isentities ~~also~~affiliated ~~soliciting~~with ~~consents~~First ~~for~~Reserve ~~certain~~Management, ~~amendments~~L.P. toand ~~the~~SK ~~indenture~~Capital ~~governing the Notes (the “Consent Solicitation”)~~Partners. ~~The~~A ~~Tender~~copy ~~Offer~~of ~~and~~ the ~~Consent~~press ~~Solicitation~~release ~~are~~is ~~being~~attached ~~made~~hereto inas ~~connection~~Exhibit ~~with,~~99.2 and ~~are~~is ~~conditioned~~incorporated onherein ~~(among other things) the consummation of, the proposed acquisition of TPC Group Inc.~~ by ~~entities affiliated with First Reserve Corporation and SK Capital Partners~~reference.

AForward-Looking ~~copy~~Statements ~~of the press release is included as Exhibit 99.1 hereto and incorporated into this Item 8.01 by reference.~~

This filing contains forward-looking statements, which are subject to risks, uncertainties, assumptions and other factors that are difficult to predict and that could cause actual results to vary materially from those expressed in or indicated by them. Many of the factors that will determine the outcome of the subject matter of this filing are beyond the ability of the Company to control or predict. The Company can give no assurance that the conditions to the merger will be satisfied or that the merger or the offering of the notes described herein will be consummated. Except as required by law, the Company undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. The Company is not responsible for updating the information contained in this communication beyond the published date, or for changes made to this communication by wire services or Internet service providers.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

ExhibitNo.		Description
99.1		~~Press~~Excerpts ~~Release~~from the Confidential Preliminary Offering Memorandum dated ~~November~~December 154, 2012.
99.2		Press Release dated December 3, 2012.

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 hereunto duly authorized.

~~EXHIBIT~~SIGNATURE ~~INDEX~~

ExhibitNo.		Description
99.1		Press Release dated November 15, 2012.

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


	TPC Group LLC

Date: December 4, 2012

	By:	/s/ Rishi A. Varma
		Rishi A. Varma
		Manager

EXHIBIT INDEX


Exhibit No.		Description

99.1		Excerpts from the Confidential Preliminary Offering Memorandum dated December 4, 2012

99.2		Press Release dated December 3, 2012.

TPC Group LLC

Date: November 15, 2012

/s/ Rishi A. Varma

Rishi A. Varma

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