FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ELBERT PHILLIP 		2. Issuer Name and Ticker or Trading Symbol

INERGY HOLDINGS, L.P. [ NRGP ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
COO
(Last)          (First)          (Middle)

TWO BRUSH CREEK BLVD., SUITE 200 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/1/2010
(Street)

KANSAS CITY, MO 64112
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units   2/1/2010     A    70000   (5) A $0   120000   D    
Common Units                  120675   I   As Co-Trustee of the Phillip L. Elbert 2005 Grantor Retained Annuity Trust   (1)
Common Units                  654831   (6) I   As Trustee of the Phillip L. Elbert Trust   (2)
Common Units                  40113   (7) I   As Co-Trustee of the Charles W. Elbert Trust   (3)
Common Untis                  40113   (7) I   As Co-Trustee of the Lauren E. Elbert Trust   (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Long Term Incentive Plan   $22.50                    6/20/2010   6/19/2015   Common Units   40000     40000   D    

Explanation of Responses:
( 1)  Mr. Elbert is a co-trustee of the Phillip L. Elbert 2005 Grantor Retained Annuity Trust
( 2)  Mr. Elbert is a trustee of the Phillip L. Elbert Revocable Trust under agreement dated 5/17/2001.
( 3)  Mr. Elbert is a co-trustee of the Charles W. Elbert Trust U/A dated 3/31/05.
( 4)  Mr. Elbert is a co-trustee of the Lauren E. Elbert Trust U/A dated 3/31/05.
( 5)  Restricted units granted under the Inergy Holdings, L.P. Long Term Incentive Plan. The restricted units vest in three installments as follows: 25% of the restricted units vest on the 3rd anniversary of the grant date, 25% of the restricted units vest on the 4th anniversary of the grant date, and the remaining 50% of the restricted units vest on the 5th anniversary of the grant date. The restricted units are subject to forfeiture if certain company financial performance metrics are not met.
( 6)  Includes a transfer of 694,831 Common Units held personally by Mr. Elbert. The transfer of the Common Units was exempt from the reporting and liability provisions of Section 16 pursuant to Rule 16a-13.
( 7)  Includes a transfer of 20,000 Common Units from the Phillip L. Elbert Revocable Trust U/A dated 5/17/2001. The transfer of the Common Units was exempt from the reporting and liability provisions of Section 16 pursuant to Rule 16a-13.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ELBERT PHILLIP
TWO BRUSH CREEK BLVD., SUITE 200
KANSAS CITY, MO 64112

COO

Signatures
/s/ Judy Riddle (attorney-in-fact) for Phillip L. Elbert 2/3/2010
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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