SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* TETRA TECHNOLOGIES INC (Last) (First) (Middle) 24955 INTERSTATE 45 NORTH (Street) THE WOODLANDS TX 77380 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Compressco Partners, L.P. [ GSJK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/20/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Units representing limited partner interests	06/20/2011		P		6,026,757	A	(1)(2)	6,026,757	I	see footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Subordinated Units representing limited partner interests	$0	06/20/2011		P		6,273,970		(4)	(4)	Common Units representing limited partner interests	6,273,970	(5)	6,273,970	I	see footnote(6)

1. Name and Address of Reporting Person* TETRA TECHNOLOGIES INC (Last) (First) (Middle) 24955 INTERSTATE 45 NORTH (Street) THE WOODLANDS TX 77380 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Compressco Partners GP Inc (Last) (First) (Middle) 101 PARK AVENUE SUITE 1200 (Street) OKLAHOMA CITY OK 73102 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Compressco Field Services Inc. (Last) (First) (Middle) 101 PARK AVENUE SUITE 1200 (Street) OKLAHOMA CITY OK 73102 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* COMPRESSCO INC (Last) (First) (Middle) 101 PARK AVENUE SUITE 1200 (Street) OKLAHOMA CITY OK 73102 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* TETRA International Inc (Last) (First) (Middle) 24955 INTERSTATE 45 NORTH (Street) THE WOODLANDS TX 77380 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The Common Units reported were obtained from Compressco Partners, L.P. (the "Issuer") as consideration for assets and liabilities (having an estimated net market value of $75.3 million as of March 31, 2011) that the reporting persons contributed to the capital of the Issuer in connection with the Issuer's initial public offering of Common Units, which closed on June 20, 2011. Pursuant to the underwriting agreement between the Issuer and the underwriters of the initial public offering, the underwriters have an option to purchase up to 400,500 additional Common Units (the "Additional Common Units"), valued at $20.00 per Common Unit, by no later than July 14, 2011. (continued in footnote 2)

2. (continued from footnote 1) Any Additional Common Units purchased by the underwriters pursuant to their option will be issued to the public and the net proceeds from any exercise of the underwriters' option to purchase Additional Common Units (approximately $7.5 million based on the initial public offering price of $20.00 per Common Unit, if exercised in full) will be used by the Issuer to make a distribution to Compressco Partners GP Inc. ("CPGP"), the general partner of the Issuer. Pursuant to the contribution agreement between the Issuer and CPGP, any Additional Common Units not purchased by the underwriters pursuant to their option will be issued to CPGP. CPGP's right to receive Additional Common Units, if any, pursuant to this right became fixed and irrevocable on June 20, 2011, the effective date of the reporting persons' contributions.

3. 5,303,546 of the reported Common Units are owned directly by CPGP, the general partner of the Issuer and direct, wholly owned subsidiary of Compressco Field Services, Inc. ("CFSI"), and may be deemed to be beneficially owned by (i) CFSI, a direct, wholly owned subsidiary of Compressco, Inc. ("CI"), (ii) CI, a direct, wholly owned subsidiary of TETRA Technologies, Inc. ("TTI"), and (iii) TTI, and, 723,211 of the reported Common Units are owned directly by TETRA International Incorporated ("TII"), a direct, wholly owned subsidiary of TTI, and may be deemed to be beneficially owned by TTI.

4. Subordinated Units may be converted into Common Units on a one-for-one basis upon termination of the subordination period, but no sooner than June 30, 2014, under certain circumstances set forth in the First Amended and Restated Agreement of Limited Partnership of Compressco Partners, L.P., effective as of June 20, 2011 and filed as Appendix A to the Issuer's Prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended. There is no expiration date associated with the reported Subordinated Units.

5. The Subordinated Units reported were obtained from the Issuer as consideration for assets and liabilities (having an estimated net market value of $73.5 million as of March 31, 2011) that the reporting persons contributed to the capital of the Issuer in connection with the Issuer's initial public offering of Common Units, which closed on June 20, 2011.

6. 5,521,094 of the reported Subordinated Units are owned directly by CPGP, the general partner of the Issuer and direct, wholly owned subsidiary of CFSI, and may be deemed to be beneficially owned by (i) CFSI, a direct, wholly owned subsidiary of CI, (ii) CI, a direct, wholly owned subsidiary of TTI, and (iii) TTI, and, 752,876 of the reported Subordinated Units are owned directly by TII, a direct, wholly owned subsidiary of TTI, and may be deemed to be beneficially owned by TTI.

Remarks:

	Bass C. Wallace, Jr., Sr. Vice President, General Counsel and Secretary of TETRA Technologies, Inc., a Delaware corporation	06/22/2011
	Bass C. Wallace, Jr., Secretary of TETRA International Incorporated, a Delaware corporation	06/22/2011
	Bass C. Wallace, Jr., AIF for Compressco, Inc., a Delaware corporation	06/22/2011
	Bass C. Wallace, Jr., AIF for Compressco Field Services, Inc., an Oklahoma corporation	06/22/2011
	Bass C. Wallace, Jr., Asst. Secretary of Compressco Partners GP Inc., a Delaware corporation	06/22/2011
	** Signature of Reporting Person	Date
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