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AmeriGas Partners Announces Tender Offer Results

AmeriGas Partners, L.P. (NYSE:APU) (the “Partnership”) and AmeriGas Finance Corp. announced today that as of 5:00 p.m. New York City time on March 27, 2012 (the “Early Participation Date”), holders of approximately $383.5 million in aggregate principal amount of their outstanding 6.50% Senior Notes due 2021 (CUSIP Number: 030981AF1) (the “Notes”) had validly tendered Notes in connection with the Partnership's offer to purchase for cash up to $200 million of the Notes (the “Tender Offer”), which the Partnership commenced on March 14, 2012.

As a result of the oversubscription of the Tender Offer, the Partnership has accepted for purchase tendered notes on a prorated basis in the manner described in the Partnership’s Offer to Purchase dated March 14, 2012. The following table sets forth the outstanding principal amount of Notes, the principal amount that had been tendered and not withdrawn as of the Early Participation Date, the principal amount accepted for purchase and the approximate proration factor:
CUSIP/ISIN Title of Security

Outstanding Principal Amount
Tender Cap Aggregate Principal Amount Tendered and not Withdrawn Aggregate Principal Amount Accepted for Purchase Approximate Proration Factor

6.50% Senior Notes due 2021 $470,000,000 $200,000,000 $383,455,000 $199,999,000 52.3%

Total consideration of $1,050.00 for each $1,000 principal amount of Notes, plus accrued and unpaid interest, is expected to be paid today, March 28, 2012 to the holders of Notes tendered and accepted for purchase (the “Total Consideration”). The Total Consideration includes an early participation payment of $30.00 per $1,000 principal amount of Notes accepted for purchase. As a result of the oversubscription of the Tender Offer, the Partnership will purchase Notes validly tendered as of the Early Participation Date using the approximate proration factor of 52.3% and it will not purchase Notes tendered after the Early Participation Date.

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