Notice & Access

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

(Amendment No.     )

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   Soliciting Material Pursuant to §240.14a-12      

NuStar GP Holdings, LLC

(Name of Registrant as Specified In Its Charter)

 

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*** Exercise Your Right to Vote ***

IMPORTANT NOTICE Regarding the Availability of Proxy Materials

 

         

 

Meeting Information

 
  NUSTAR GP HOLDINGS, LLC         Meeting Type:           Annual
          For holders as of:     3/6/09
          Date:     4/30/09    Time: 1:00 p.m., Central Time
          Location:   Westin La Cantera Resort
            16641 La Cantera Parkway
            San Antonio, TX 78256
 

 

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You are receiving this communication because you hold

units in the company named above.

 

This is not a ballot. You cannot use this notice to vote these units. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online or easily request a paper copy (see reverse side).

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

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  Before You Vote  

How to Access the Proxy Materials

 

Proxy Materials Available to VIEW or RECEIVE:

 

NOTICE AND PROXY STATEMENT             ANNUAL REPORT ON FORM 10-K

 

How to View Online:

 

Have the 12-Digit Control Number (located on the following page) available and visit: www.proxyvote.com.

 

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If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

 

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  How To Vote  

Please Choose One of the Following Voting Methods

 

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Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these units.

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the 12-Digit Control Number (located on the following page) available and follow the instructions.

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card and return envelope.

 


Voting Items             

 

The Board of Directors recommends a vote FOR the

          

nominee listed and FOR Proposal 2.

 

1. Election of Class III director

Nominee:

James F. Clingman, Jr.

 

2. Ratify the appointment of KPMG LLP as NuStar GP Holdings, LLC’s independent registered accounting firm for 2009.

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