Joint Abbreviated Application Of Atlas Pipeline Mid-Continent WestTex, LLC And Pioneer Natural Resources USA, Inc. For Limited Jurisdiction Certificate And Request For Waiver Of Regulatory Requirements under CP12-468.

King & Spalding LLP 1700 Pennsylvania Ave, NW Suite 200 Washington, D.C. 20006-4707 Tel: +1 202 737 0500 Fax: +1 202 626 3737 www.kslaw.com James F. Bowe, Jr. Partner Direct Dial: +1 202 626 9601 Direct Fax: +1 202 626 3737 jbowe@kslaw.com May 30, 2012 VIA ELECTRONIC FILING Kimberly D. Bose, Secretary Federal Energy Regulatory Commission 888 First Street, NE Washington, DC 20426 Re: Atlas Pipeline Mid-Continent WestTex, LLC and Pioneer Natural Resources USA, Inc., Docket No. CP12-___-000 --Joint Abbreviated Application of Atlas Pipeline Mid-Continent Westtex, LLC and Pioneer Natural Resources USA, Inc. for Limited Jurisdiction Certificate and Request for Waiver of Regulatory Requirements Dear Secretary Bose: With this letter, I submit for filing on behalf of Atlas Pipeline Mid-Continent WestTex, LLC (Atlas) and Pioneer Natural Resources USA, Inc. (Pioneer) a Joint Abbreviated Application for Limited Jurisdiction Certificate and Request for Waiver of Regulatory Requirements (Application). In the accompanying Application, Atlas and Pioneer request that the Commission or its designee issue or grant: (i) A limited jurisdiction certificate authorizing Atlas and Pioneer jointly to construct the 10.2-mile Driver Residue Pipeline, including measurement and appurtenant facilities; (ii) A blanket certificate under Part 157, Subpart F, of the Commissions regulations authorizing Atlas and Pioneer to engage in certain routine construction and abandonment activities; and (iii) Waiver of the Commissions regulatory requirements regarding rates and tariffs. Kimberly D. Bose, Secretary May 30, 2012 Page 2 Atlas and Pioneer respectfully request that the Commission issue a final order granting the requested authorizations on or before October 1, 2012. Request for Special Treatment of Certain Information As required by 18 C.F.R. 388.112 and 388.113 (2010), this Application consists of three (3) volumes: Volume I: Public Information, including the Application and Exhibits except for those items designated as Privileged or Critical Energy Infrastructure Information (CEII). Volume II: CEII, consisting of Exhibits G-I and G-II. Volume III: Privileged Information, consisting of the portions of reports addressing cultural resources and and the list of affected landowners addresses. In accordance with the Commissions guidelines for environmental report preparation, 18 C.F.R. 380.12(f)(4), and with the provisions of 18 C.F.R. 388.107(d) and (h), Atlas and Pioneer request that the cultural resources survey report in Volume III be treated as privileged information and hence exempt from public disclosure under the Freedom of Information Act. Atlas and Pioneer further request that the list of affected landowners names and addresses (Resource Report 1, Attachment 1C) be treated as privileged information. In accordance with the Commissions Orders regarding CEII, 1 Atlas and Pioneer respectfully request CEII designation for Volume II ...