X0203 3 2010-05-10 0 0001002590 STAR GAS PARTNERS LP SGU 0001399386 Bandera Partners LLC 50 BROAD STREET, SUITE 1820 NEW YORK NY 10004 0 0 1 0 0001427289 Bylinsky Gregory 50 BROAD STREET, SUITE 1820 NEW YORK NY 10004 0 0 1 0 0001427290 Gramm Jefferson 50 BROAD STREET, SUITE 1820 NEW YORK NY 10004 0 0 1 0 0001483607 Shpiz Andrew 50 BROAD STREET, SUITE 1820 NEW YORK NY 10004 0 0 1 0 Common Units 7004875 I See footnote Common Units 4000 D The Common Units reported herein as indirectly beneficially owned by Bandera Partners LLC, Gregory Bylinsky, Jefferson Gramm and Andrew Shpiz (the "Master Fund Shares") are directly owned by Bandera Master Fund L.P., a Cayman Islands exempted limited partnership ("Bandera Master Fund"). Bandera Partners LLC is the investment manager of Bandera Master Fund and may be deemed to have beneficial ownership of the Master Fund Shares by virtue of the sole and exclusive authority granted to Bandera Partners LLC by Bandera Master Fund to vote and dispose of the Master Fund Shares. Mr. Bylinsky, Mr. Gramm and Mr. Shpiz may be deemed to have beneficial ownership of the Master Fund Shares in their capacities as Managing Partners, Managing Directors and Portfolio Managers of Bandera Partners LLC. Indirect beneficial ownership of the Master Fund Shares has not been allocated to the Reporting Persons on a proportional basis. Each of Bandera Partners LLC, Mr. Bylinsky, Mr. Gramm and Mr. Shpiz disclaims beneficial ownership of the Master Fund Shares except to the extent of its or his pecuniary interest therein pursuant to Rule 16a-1(a)(2). These securities are owned solely by Mr. Shpiz. This Form 3 is being filed because Star Gas Partners, L.P. reported in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 10, 2010 that the number of Common Units issued and outstanding as of April 30, 2010 decreased to 69,806,896 Common Units. As a result, the Reporting Persons may be deemed to have beneficial ownership of more than ten percent of the issued and outstanding Common Units of Star Gas Partners, L.P. /s/ Gregory Bylinsky, Managing Director, On behalf of Bandera Partners LLC 2010-05-13 /s/ Gregory Bylinsky 2010-05-13 /s/ Jefferson Gramm 2010-05-13 /s/ Andrew Shpiz 2010-05-13