On December 15, 2008, the Compensation Committee (the "Committee") of the Board of Directors of NuStar GP, LLC (the "Company"), a wholly owned subsidiary of NuStar GP Holdings, LLC ("NuStar Holdings") and the general partner of Riverwalk Logistics, L.P., the general partner of NuStar Energy ("NuStar Energy"), entered into an employment agreement (the "Employment Agreement") and a retention bonus agreement (the "Retention Agreement") with Mary F. Morgan in connection with her appointment to the office of Senior Vice President - European Operations of the Company. Ms. Morgan will be seconded to the Company's U.K. affiliates to oversee NuStar's European operations.

Under the Employment Agreement, Ms. Morgan will receive an annual base salary of $320,000, to be adjusted as necessary for tax equalization purposes; an annual incentive bonus based upon achievement of certain performance measures established by the Committee each year; long-term incentive awards, including restricted units of NuStar Energy and/or NuStar Holdings, unit options of NuStar Energy and/or NuStar Holdings, and performance units of NuStar Energy, each as determined by the Committee each year; participation in the Company's Excess Thrift Plan, to the extent applicable; and standard health and other benefits. The Employment Agreement includes terms related to protection of confidential information and 12-month non-competition and non-solicitation covenants. The Employment Agreement is for a term of two years.

The Retention Agreement provides Ms. Morgan will be paid a lump sum bonus in the amount of $500,000 (the "Retention Bonus"). If Ms. Morgan voluntarily terminates her employment or the Company terminates Ms. Morgan for "cause" (as defined in the Retention Agreement) prior to December 17, 2010, she will be required to pay back a portion of the Retention Bonus determined by a fraction, the numerator of which will be twenty-four (24) minus the number of full months Ms. Morgan was employed during the two-year period, and the denominator of which will be twenty-four (24).

The description of the agreements set forth above is, by its nature, a summary description and omits certain detailed terms set forth in the underlying agreements. The summary set forth above is qualified by the terms and conditions of the agreements attached as Exhibit 10.01 and Exhibit 10.02 to this Current Report.

(d) Exhibits

10.01   Employment Agreement between Mary F. Morgan and NuStar GP, LLC, effective
        January 1, 2009.

10.02   Retention Bonus Agreement between Mary F. Morgan and NuStar GP, LLC, signed
        December 17, 2008.