Duncan Energy Partners L.P.
1100 Louisiana Street, 10th Floor
Houston, Texas 77002

January 25, 2007

Via EDGAR and Facsimile

United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention: Mr. Matthew J. Benson

Re:		Request for Acceleration of Effectiveness of Registration Statement on Form S-1 (Registration No. 333-138371) of Duncan Energy Partners L.P., a Delaware limited partnership (the “Partnership”)

Ladies and Gentlemen:

     Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, the Partnership hereby requests that the effectiveness of its Registration Statement on Form S-1 (Registration No. 333-138371) be accelerated so that the Registration Statement will become effective on Tuesday, January 30, 2007 at 9:00 a.m., New York time, or as soon as thereafter practicable. The Partnership hereby acknowledges that:

	•		should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
	•		the action of the Commission or the staff of the Commission, acting pursuant to delegated authority, in declaring the filing effective does not relieve the Partnership from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
	•		the Partnership may not assert comments of the staff of the Commission and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

		Very truly yours,
		DUNCAN ENERGY PARTNERS L.P.
		By:		DEP Holdings, LLC,
				its General Partner
		By:		/s/ Richard H. Bachmann
				Richard H. Bachmann
				President and Chief Executive Officer

January 25, 2007

Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

Re:		Duncan Energy Partners L.P. Registration Statement on Form S-1 (File No. 333-138371)

Ladies and Gentlemen:

     As representatives of the several underwriters of the Partnership’s proposed public offering of up to 14,950,000 common units, we hereby join the Partnership’s request for acceleration of the above-referenced Registration Statement, requesting effectiveness for 9:00 a.m. (NYT) on January 30, 2007, or as soon thereafter as is practicable.

     Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the Partnership’s Preliminary Prospectus dated January 24, 2007, through the date hereof:

     Preliminary Prospectus dated January 24, 2007:

     42,319 copies to prospective Underwriters, institutional investors, dealers and others

     The undersigned advise that they have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934.

		Very truly yours,
		LEHMAN BROTHERS INC.
		UBS SECURITIES LLC
		As Representatives of the several Underwriters
		By:		LEHMAN BROTHERS INC.
		By:		/s/ Victoria Hale
				Victoria Hale
				Vice President