X0305 4 2012-04-26 0 0001092914 ATLAS PIPELINE PARTNERS LP APL 0001476825 Karlovich Robert W III 1845 WALNUT STREET, 10TH FLOOR PHILADELPHIA PA 19103 0 1 0 0 Chief Financial Officer Common Units 2012-04-26 4 A 0 20000 A 90478 D Common Units 250 I Children's Trust The reporting person is a participant in the Atlas Pipeline Partners, L.P. (the "Partnership") 2010 Long Term Incentive Plan (the "Plan"). The reporting person received 20,000 phantom units under the Plan on April 26, 2012. Each phantom unit represents the right to receive, upon vesting, one common unit of limited partnership interest of the Partnership. The phantom units vest 25% per year, beginning on the first anniversary of the award. 76,000 of these common units remain subject to vesting schedules. Gerald R. Shrader, Attorney-in-Fact 2012-04-27