- Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * GIP II Eagle Holdings Partnership, L.P.	2. Date of Event Requiring Statement (MM/DD/YYYY) 6/25/2012	3. Issuer Name and Ticker or Trading Symbol CHESAPEAKE MIDSTREAM PARTNERS LP [CHKM]
(Last)        (First)        (Middle) 12 E. 49TH STREET	4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                            ___ X ___ 10% Owner _____ Officer (give title below)          _____ Other (specify below)
(Street) NEW YORK, NY 10017        (City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units	33704666	I	See footnotes   (1) (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Subordinated Units	(3)	(3)	Common Units	34538061	$0   (3)	I	See footnotes   (1) (2)

Explanation of Responses:
( 1)	The Common Units and Subordinated Units reported herein are beneficially owned by GIP II Eagle Holdings Partnership, L.P. ("Eagle Holdings"). GIP II Eagle Acquisition Holdings GP, LLC is the general partner of Eagle Holdings. Global Infrastructure Investors II, LLC is the general partner of Global Infrastructure GP II, L.P., which is the managing member of GIP II Eagle Acquisition Holdings GP, LLC. By virtue of these relationships, each of the aforementioned entities may be deemed to share beneficial ownership of the Common Units and Subordinated Units reported herein. Each such entity expressly disclaims beneficial ownership of any such Common Units and Subordinated Units except to the extent of its pecuniary interest therein.
( 2)	Global Infrastructure Investors II, LLC and Global Infrastructure GP II, L.P. filed a separate Form 3 reporting beneficial ownership of the Common Units and Subordinated Units reported herein on June 25, 2012.
( 3)	The Subordinated Units may be converted into Common Units on a one-for-one basis after the expiration of the Subordination Period (as defined in the First Amended and Restated Agreement of Limited Partnership of the Issuer (the "Partnership Agreement")), and other circumstances as noted in the Partnership Agreement.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GIP II Eagle Holdings Partnership, L.P. 12 E. 49TH STREET NEW YORK, NY 10017		X
GIP II Eagle Acquisition Holdings GP, LLC 12 E. 49TH STREET NEW YORK, NY 10017		X

Signatures
GIP II EAGLE ACQUISITION HOLDINGS GP, LLC by: Global Infrastructure GP II, L.P., its managing member. by: Global Infrastructure Investors II, LLC, its general partner by: /s/ Mark Levitt, Secretary		6/25/2012
** Signature of Reporting Person		Date
GIP II EAGLE HOLDINGS PARTNERSHIP, L.P. by: GIP II Eagle Acquisition Holdings GP, LLC, its gen. partner by: Global Infrastructure GP II, L.P., its managing member. by: Global Infrastructure Investors II, LLC, its gen. partner by: /s/ Mark Levitt, Sec.		6/25/2012
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.