Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On May 18, 2009, Magellan Midstream Holdings, L.P. ("MGG") entered into that certain Loan Agreement (the "Loan Agreement") between MGG, as borrower, and Bank of Oklahoma, National Association, as lender, a copy of which is filed herewith as Exhibit 10.1 and is hereby incorporated by reference herein. The Loan Agreement has a maturity date of May 17, 2010; however, MGG may prepay without penalty all balances outstanding and terminate the Loan Agreement at any time.

Borrowings under the Loan Agreement may not exceed $3.5 million, will be unsecured and will bear interest based on prevailing interest rates as described in the Loan Agreement. Amounts outstanding under the Credit Agreement may be accelerated for typical defaults including, but not limited to, the failure to repay the principal or interest of a borrowing, failure to observe or perform any covenant, failure to pay a judgment in excess of $100,000 and certain bankruptcy events.

Item 9.01. Financial Statements and Exhibits.

Exhibit 10.1 - Loan Agreement dated May 18, 2009 between MGG, as borrower, and Bank of Oklahoma, National Association, as lender.

---