13G Filing: Tortoise Capital Advisors, L.L.C and Shell Midstream Partners L.p. (SHLX)

Page 4 of 5 Pages

(a)	Amount beneficially owned:		20,435,426
(b)	Percent of class:		10.9%
(c)	Number of shares as to which the person has:
	(i)	Sole power to vote or direct the vote:	1,471,804
	(ii)	Shared power to vote or direct the vote:	16,738,471
	(iii)	Sole power to dispose or to direct the disposition of:	1,471,804
	(iv)	Shared power to dispose or to direct the disposition of:	18,963,622

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

TCA’s clients have the right to receive all dividends from, and the proceeds from the sale of, the securities held in their respective accounts.  The interest of any one such person does not exceed 5% of the class of securities.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

    Not Applicable

Item 8.

Identification and Classification of Members of the Group.

Not Applicable

Item 9.

Notice of Dissolution of Group.

Not Applicable

Item10.

Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.