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

~~Securities~~Date ~~Exchange~~of ~~Act~~report (date of ~~1934~~ earliest event reported): December 11, 2012

Date of report (date of earliest event reported): December 5, 2012

TPC Group Inc.

(Exact name of Registrant as specified in its charter)

Delaware

001-34727

20-0863618

(State or other jurisdiction of

incorporation or organization)

(Commission file number)

(I.R.S. employer

identification number)

5151 San Felipe, Suite 800, Houston, Texas 77056

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (713) 627-7474

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 58.0701 ~~Submission~~Other ~~of Matters to a Vote of Security Holders~~Events.

On December 511, 2012, ~~at a special meeting of stockholders of TPC Group Inc. (~~the “Company~~”),~~ ~~the~~issued ~~Company’s~~a ~~stockholders~~press ~~voted~~release toannouncing ~~approve~~that ~~the~~it ~~proposal~~priced ~~to adopt the Agreement and Plan of Merger (the “Merger Agreement”) dated as of August 24~~$655, ~~2012~~000,000 ~~among~~aggregate ~~the~~principal ~~Company,~~amount ~~Sawgrass~~of ~~Holdings~~its ~~Inc~~8.75% ~~(“Parent”)~~Senior ~~and~~Secured ~~Sawgrass~~Notes ~~Merger~~due ~~Sub~~2020 ~~Inc.~~in ~~(“Merger~~a ~~Sub”),~~private asoffering ~~amended,~~that ~~which~~is ~~provides~~exempt ~~for~~from the ~~merger~~registration requirements of ~~Merger Sub~~the ~~with~~Securities ~~and~~Act ~~into~~of ~~the Company~~1933, ~~with the Company continuing~~ as ~~the~~amended, ~~surviving~~in ~~corporation~~connection inwith the ~~merger~~proposed asacquisition ~~a wholly owned subsidiary~~ of ~~Parent.~~the ~~The~~ Company’s ~~stockholders~~by ~~also~~entities ~~voted~~affiliated towith ~~(i) approve~~First ~~any~~Reserve ~~proposal~~Management, toL.P. ~~adjourn the special meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes to approve~~ and ~~adopt~~SK ~~the~~Capital ~~Merger~~Partners. ~~Agreement~~A atcopy ~~the time~~ of the ~~special~~press ~~meeting~~release ~~and~~is ~~(ii) approve,~~attached byhereto ~~non-binding,~~as ~~advisory~~Exhibit ~~vote,~~99.1 ~~certain~~and ~~compensation~~is ~~arrangements~~incorporated ~~for~~herein ~~the~~by ~~Company’s named executive officers in connection with the merger~~reference.

~~Set~~2 ~~forth below, with respect to each such proposal, are the number of votes cast for or against and the number of abstentions and broker non-votes.~~

~~Adoption~~Item of9.01 ~~the Merger~~Financial ~~Agreement~~Statements and Exhibits.

For		Against		Abstain		Non-Vote
12,364,346		1,465,719		75,514		—

(d) Exhibits

Adjournment


Exhibit No.		Description

99.1		Press Release dated December 11, 2012.

For		Against		Abstain		Non-Vote
11,619,215		2,210,367		75,997		—

Non-Binding, Advisory Vote on Certain Merger-Related Executive Compensation Arrangements

For		Against		Abstain		Non-Vote
10,199,972		2,385,031		1,320,576		—

SIGNATURE

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 hereunto duly authorized.

TPC Group Inc.

Date: December 7, 2012

Date: December 11, 2012

/s/ Rishi A. Varma

/s/ Rishi A. Varma

Rishi A. Varma

Vice President, General Counsel and Secretary

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