Microsoft Word 10.0.2627;-1-

================================================================================
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                               -------------------

                                    FORM 8-K


                                 CURRENT REPORT


                         PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934



       Date of Report (Date of earliest event reported): February 25, 2004





                              GENESIS ENERGY, L.P.
             (Exact name of registrant as specified in its charter)




            Delaware                   1-12295             76-0513049
 (State or other jurisdiction of    (Commission         (I.R.S. Employer
  incorporation or organization)     File Number)       Identification No.)




   500 Dallas, Suite 2500, Houston, Texas                77002
  (Address of principal executive offices)             (Zip Code)




                          (713) 860-2500 (Registrant's
                     telephone number, including area code)






================================================================================

1






Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

     (c)  Exhibits

            The following materials are filed as exhibits to this Current Report
            on Form 8-K.

            Exhibit.

            99.1     Copy of Genesis Energy, L.P.'s press release dated
                     February 25, 2004.


Item 9 and 12.  Regulation FD Disclosure and Results of Operations and Financial
Condition.

     Genesis Energy, L.P. ("GELP") issued a press release on February 25, 2004
regarding its financial results for the year ended December 31, 2003, and held
a webcast conference call discussing those results on February 25, 2004. A copy
of this earnings press release is furnished as Exhibit 99.1 to this report.
The webcast conference call will be available for replay on Genesis Energy,
L.P.'s website at www.genesiscrudeoil.com. A summary of this conference call is
archived on our website.

     The non-generally accepted accounting principles financial measure of
Available Cash is presented in our earnings release. The amount included in this
measure is computed in accordance with generally accepted accounting principles
(GAAP), with the exception of maintenance capital expenditures as used in our
calculation of Available Cash. Maintenance or sustaining capital expenditures
are defined as capital expenditures (as defined by GAAP) which do not increase
the capacity of an asset or generate additional revenues or cash flow from
operations.

     We believe that investors benefit from having access to the same financial
measures being utilized by management. Available Cash is a liquidity measure
used by our management to compare basic cash flows generated by the partnership
to the cash distribution we pay to our limited partners and the general partner.
This is an important financial measure to our public unitholders since it is an
indicator of our ability to provide a cash return on their investment.
Specifically, this financial measure tells investors whether or not the
partnership is generating cash flows at a level that can support a quarterly
cash distribution to our partners. Lastly, Available Cash (also referred to as
distributable cash flow) is the quantitative standard used throughout the
investment community with respect to publicly-traded partnerships.

     Several adjustments to net income are required to calculate Available Cash.
These adjustments include: (1) the addition of non-cash expenses such as
depreciation and amortization expense; (2) miscellaneous non-cash adjustments
such as the addition of decreases or the subtraction of increases in the value
of financial instruments; and (2) the subtraction of maintenance capital
expenditures. As part of our press release information, we have provided a
reconciliation of this non-GAAP financial measure to Cash Flow from Operating
Activities, the most comparable financial measure calculated and presented in
accordance with GAAP.

     In accordance with General Instruction B.2. of Form 8-K and Securities and
Exchange Commission Release No. 33-8176, the above information is being
furnished under Items 9 and 12 of Form 8-K and is not deemed filed for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject
to the liabilities of that section and is not incorporated by reference in any
filing under the Securities Act of 1933, as amended.
2
                                   SIGNATURES



     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                                GENESIS ENERGY, L.P.
                                                (A Delaware Limited Partnership)

                                            By: GENESIS ENERGY, Inc., as
                                                    General Partner


Date:  February 25, 2004                    By: /s/  ROSS A. BENAVIDES
                                                --------------------------------
                                                Ross A. Benavides
                                                Chief Financial Officer


3