Exhibit 99.2

                   Sunoco Logistics Partners Operations L.P.
                               LETTER TO CLIENTS
                                      for
                           Tender of All Outstanding
                          7.25% Senior Notes Due 2012
                                in Exchange for
                          7.25% Senior Notes Due 2012
                      That Have Been Registered Under the
                            Securities Act of 1933
   The Exchange Offer will expire at 5:00 p.m., New York City time,
on            , 2002, unless extended (The "Expiration Date").

   Notes tendered in the Exchange Offer may be withdrawn at any time prior to
5:00 p.m., New York City time, on the Expiration Date unless previously
accepted for exchange.

To Our Clients:
   We have enclosed herewith a Prospectus, dated            , 2002, of Sunoco
Logistics Partners Operations L.P., a Delaware limited partnership (the
"Company"), and a related Letter of Transmittal, which together constitute the
Company's offer (the "Exchange Offer") to exchange its 7.25% Senior Notes due
2012 (the "New Notes"), which have been registered under the Securities Act of
1933, as amended (the "Securities Act"), for a like principal amount of its
issued and outstanding 7.25% Senior Notes due 2012 (the "Outstanding Notes"),
upon the terms and subject to the conditions set forth in the Exchange Offer.
   The Exchange Offer is not conditioned upon any minimum number of Outstanding
Notes being tendered.
   We are the holder of record of Outstanding Notes held by us for your own
account. A tender of such Outstanding Notes can be made only by us as the
record holder and pursuant to your instructions. The Letter of Transmittal is
furnished to you for your information only and cannot be used by you to tender
Outstanding Notes held by us for your account.
   We request instructions as to whether you wish to tender any or all of the
Outstanding Notes held by us for your account pursuant to the terms and
conditions of the Exchange Offer. We also request that you confirm that we may,
on your behalf, make the representations and warranties contained in the Letter
of Transmittal.

                                                  Very truly yours,

 Please return your instructions to us in the enclosed envelope within ample
 time to permit us to submit a tender on your behalf prior to the Expiration
 Date.



                    INSTRUCTION TO REGISTERED HOLDER AND/OR
                        BOOK-ENTRY TRANSFER PARTICIPANT

To Registered Holder and/or Participant in the Book-Entry Transfer Facility:

   The undersigned hereby acknowledges receipt of the Prospectus,
dated            , 2002 (the "Prospectus"), of Sunoco Logistics Partners
Operations L.P., a Delaware limited partnership (the "Company"), and the
accompanying Letter of Transmittal (the "Letter of Transmittal"), that together
constitute the Company's offer (the "Exchange Offer") to exchange its 7.25%
Senior Notes due 2012 (the "New Notes"), which have been registered under the
Securities Act of 1933, as amended, for all of its outstanding 7.25% Senior
Notes due 2012 (the "Outstanding Notes"). Capitalized terms used but not
defined herein have the meanings ascribed to them in the Prospectus.

   This will instruct you, the registered holder and/or book-entry transfer
facility participant, as to the action to be taken by you relating to the
Exchange Offer with respect to the Outstanding Notes held by you for the
account of the undersigned.

 The aggregate face amount of the Outstanding Notes held by you for the account
 of the undersigned is (FILL IN AMOUNT):

               $              of the 7.25% Senior Notes due 2012

 With respect to the Exchange Offer, the undersigned hereby instructs you
 (CHECK APPROPRIATE BOX):

[_] To TENDER the following Outstanding Notes held by you for the account of
    the undersigned (INSERT PRINCIPAL AMOUNT OF OUTSTANDING NOTES TO BE
    TENDERED) (IF ANY):

               $             of the 7.25% Senior Notes due 2012

[_] NOT to TENDER any Outstanding Notes held by you for the account of the
    undersigned.

                                      2



   If the undersigned instructs you to tender the Outstanding Notes held by you
for the account of the undersigned, it is understood that you are authorized to
make, on behalf of the undersigned (and the undersigned by its signature below,
hereby makes to you), the representations and warranties contained in the
Letter of Transmittal that are to be made with respect to the undersigned as a
beneficial owner, including, but not limited to, the representations, that (i)
the New Notes acquired in exchange for the Outstanding Notes pursuant to the
Exchange Offer are being acquired in the ordinary course of business of the
person receiving such New Notes, (ii) the undersigned is not engaging in and
does not intend to engage in a distribution of the New Notes, (iii) neither the
undersigned nor any such other person has an arrangement or understanding with
any person to participate in the distribution of New Notes, and (iv) neither
the undersigned nor any such other person is an "affiliate" (within the meaning
of Rule 405 under the Securities Act of 1933, as amended) of the Company. If
the undersigned is a broker-dealer that will receive New Notes for its own
account in exchange for Outstanding Notes that were acquired as a result of
market-making activities or other trading activities, it acknowledges that it
will deliver a prospectus in connection with any resale of such New Notes.

                                   SIGN HERE

 Name of beneficial owner(s):________________________________________________
                                 Signature(s)

 Name(s): ___________________________________________________________________

 ______________________________________________________________________________

 ______________________________________________________________________________
                                (Please Print)
 Address: ___________________________________________________________________

 Telephone number: __________________________________________________________

 Taxpayer Identification or Social Security Number: _________________________

 Date: ______________________________________________________________________


                                      3