Attached files
file | filename |
---|---|
S-1/A - FORM S-1/A - Oiltanking Partners, L.P. | h80840a4sv1za.htm |
EX-1.1 - EX-1.1 - Oiltanking Partners, L.P. | h80840a4exv1w1.htm |
EX-5.1 - EX-5.1 - Oiltanking Partners, L.P. | h80840a4exv5w1.htm |
EX-10.1 - EX-10.1 - Oiltanking Partners, L.P. | h80840a4exv10w1.htm |
EX-21.1 - EX-21.1 - Oiltanking Partners, L.P. | h80840a4exv21w1.htm |
EX-23.1 - EX-23.1 - Oiltanking Partners, L.P. | h80840a4exv23w1.htm |
Exhibit 8.1
July 5, 2011
Oiltanking Partners, L.P.
15631 Jacintoport Boulevard
Houston, Texas 77015
15631 Jacintoport Boulevard
Houston, Texas 77015
RE: OILTANKING PARTNERS, L.P. REGISTRATION STATEMENT ON FORM S-1
Ladies and Gentlemen:
We have acted as counsel for Oiltanking Partners, L.P. (the Partnership), a Delaware limited
partnership, with respect to certain legal matters in connection with the offer and sale of common
units representing limited partnership interests in the Partnership. We have also participated in
the preparation of a Registration Statement on Form S-1 and the amendments thereto being
collectively referred to herein as the Registration Statement to which this opinion is an
exhibit. In connection therewith, we prepared the discussion set forth under the caption Material
U.S. Federal Income Tax Consequences in the Registration Statement (the Discussion).
All statements of legal conclusions contained in the Discussion, unless otherwise noted, are
our opinion with respect to the matters set forth therein as of the effective date of the
Registration Statement. In addition, we are of the opinion that the Discussion with respect to
those matters as to which no legal conclusions are provided is an accurate discussion of such
federal income tax matters (except for the representations and statements of fact by the
Partnership and its general partner, included in the Discussion, as to which we express no
opinion).
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement
and to the use of our name in the Registration Statement. This consent does not, however,
constitute an admission that we are experts as such term is defined in Section 7 of the
Securities Act of 1933, as amended.
Very truly yours,
/s/ VINSON & ELKINS L.L.P.
Vinson & Elkins L.L.P.
Vinson & Elkins LLP Attorneys at Law
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