FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF QUICKSILVER GAS SERVICES OPERATING LLC

Exhibit 3.45

FIRST AMENDMENT TO

LIMITED LIABILITY COMPANY AGREEMENT OF

QUICKSILVER GAS SERVICES OPERATING LLC

This First Amendment to the Limited Liability Company Agreement (this “Amendment”) of Quicksilver Gas Services Operating LLC, a Delaware limited liability company (the “Company”), is executed effective as of the 4th day of October, 2010, by Crestwood Midstream Partners LP, a Delaware limited partnership (f/k/a Quicksilver Gas Services LP, a Delaware limited partnership) (the “Member”), as the sole member of the Company.

WHEREAS, the undersigned Member entered into that certain Limited Liability Company Agreement dated as of January 31, 2007 (the “Agreement”), and pursuant to the Agreement formed the Company under the Delaware Limited Liability Company Act and the other laws of the State of Delaware for the purposes and consideration therein expressed;

WHEREAS, the Member desires to change the name of the Company to “Crestwood Gas Services Operating LLC”; and

WHEREAS, the Member wishes to amend the Agreement as provided herein to reflect such change.

NOW, THEREFORE, in consideration of the execution of the Agreement and this Amendment, and the benefits and advantages to be derived therefrom, the Member, pursuant to Section 15 of the Agreement, hereby amends the Agreement as follows:

1. All references to “Quicksilver Gas Services Operating LLC” are hereby amended to refer to “Crestwood Gas Services Operating LLC.”

2. Except as hereby expressly modified, all terms of the Agreement remain in full force and effect. This Amendment (i) shall bind and benefit the Member and its respective heirs, beneficiaries, administrators, executors, receivers, trustees, successors, and assigns; (ii) shall be modified or amended only in the manner set forth in the Agreement; (iii) SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE AND THE UNITED STATES OF AMERICA FROM TIME TO TIME IN EFFECT; (iv) and embodies the entire agreement and understanding between the parties with respect to modifications of instruments provided for herein and supersedes all prior conflicting or inconsistent agreements, consents, and understandings relating to such subject matter.

3. All the terms and provisions of the Agreement, as amended hereby, are hereby ratified, confirmed, and adopted.

4. This Amendment may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together will constitute one and the same Amendment.

[Signature Page Follows]

IN WITNESS WHEREOF, the Member has executed this Amendment as of the date first above written.

MEMBER:
CRESTWOOD MIDSTREAM PARTNERS LP
		By:		Crestwood Gas Services GP LLC, its General Partner
		By:
				Name:		Xxxxxxx X. Xxxxxx
				Title:		Chief Financial Officer and Secretary

Signature Page to First Amendment to LLC Agreement