As filed with the Securities and Exchange Commission on September 23, 1999
                                                      Registration No. 333-____

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  --------
                                    FORM S-8
                             Registration Statement
                        Under The Securities Act of 1933

                            Ferrellgas Partners, L.P.

             (Exact name of Registrant as specified in its charter)

          Delaware                                      43-1698480
 ------------------------------              ------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

                   One Liberty Plaza, Liberty, Missouri 64068

   (Address, including zip code, of Registrant's principal executive offices)

                AMENDED AND RESTATED FERRELLGAS UNIT OPTION PLAN
                            (Full title of the Plan)
                               --------------

                                Danley K. Sheldon
                Chief Executive Officer, President, and Director
         Ferrellgas, Inc. (General Partner of Ferrellgas Partners, L.P.)
                                One Liberty Plaza
                             Liberty, Missouri 64068
                                 (816) 792-1600
 (Name, address and telephone number, including area code, of agent for service)
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
  Title of securities         Amount to be          Proposed maximum       Proposed maximum           Amount of
    to be registered           registered          offering price per     aggregate offering       registration fee
                                                         share                   price
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
<S>                           <C>                      <C>    <C>           <C>         <C>           <C>
      Common Units            850,000 units            $17.16 (1)           $14,586,000 (1)           $2,917.20
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
</TABLE>

(1)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
pursuant to Rule 457 under the Securities Act of 1933.


<PAGE>


                                EXPLANATORY NOTE

As  permitted  by the  rules of the  Securities  and  Exchange  Commission  (the
"Commission"),  this Registration  Statement omits the information  specified in
Part I of Form S-8.






















                                        2
<PAGE>


                                     Part II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3: Incorporation of Documents by Reference

The following documents filed with the Commission by Ferrellgas  Partners,  L.P.
(the "Partnership") are incorporated in this Registration  Statement on Form S-8
(the "Registration Statement") by reference:

1.       The Partnership's Annual  Report on Form 10-K for the fiscal year ended
July 31, 1998; and

2. The  Partnership's  Quarterly  Report on Form 10-Q for the three month period
ended April 30, 1999; and

3.   The  description  of  the  Partnership's  Common  Units  set  forth  in the
     Registrant's Current Report on Form 8-K filed August 15, 1994.

All documents  subsequently filed by the Partnership pursuant to Sections 13(a),
13(c),  14 and 15(d) of the  Securities  Act of 1934, as amended (the  "Exchange
Act"),  prior to the filing of a  post-effective  amendment which indicates that
all securities  offered hereunder have been sold or which deregisters all of the
securities  offered then remaining  unsold,  shall be deemed to be  incorporated
herein  by  reference  and to be a part  hereof  from the date of filing of such
documents.

Item 4: Description of Securities

Not applicable

Item 5: Interests of Named Experts and Counsel

Not applicable

Item 6: Indemnification of Directors and Officers

The  partnership  agreements  of  the  Partnership  and  Ferrellgas,  L.P.  (the
"Operating   Partnership")   provide  that  the  Partnership  or  the  Operating
Partnership, as the case may be, will indemnify (to the fullest extent permitted
by applicable law) certain persons (each, an "Indemnitee")  from and against any
and all  losses,  claims,  damages,  liabilities  (joint or  several),  expenses
(including,  without  limitation,  legal fees and expenses),  judgments,  fines,
penalties,  interest,  settlements  and other  amounts  arising from any and all
claims,  demands,  actions,  suits  or  proceedings,  whether  civil,  criminal,
administrative or  investigative,  in which any Indemnitee may be involved or is
threatened  to be  involved,  as a party or otherwise  and which  relates to the
Partnership  Agreement or the Operating  Partnership  Agreement or the property,
business, affairs or management of the Partnership or the Operating Partnership.
This  indemnity is available only if the  Indemnitee  acted in good faith,  in a
manner in which such  Indemnitee  believed to be in, or not opposed to, the best
interests of the Partnership and, with respect to any criminal  proceeding,  had
no reasonable cause to believe its conduct was unlawful. Indemnitees include the
General Partner,  any departing partner, any affiliate of the General Partner or
any departing partner, any person who is or was a director, officer, employee or
agent of the  General  Partner  or any  departing  partner or any  affiliate  of
either,  or any person  who is or was  serving  at the  request  of the  General
Partner, any, or any such affiliate as a director,  officer,  partner,  trustee,
employee or agent of another person.  Expenses subject to indemnity will be paid
by the applicable  partnership to the Indemnitee in advance,  subject to receipt
of an  undertaking  by or on behalf of the Indemnitee to repay such amount if it
is  ultimately  determined  by  a  court  of  competent  jurisdiction  that  the
Indemnitee  is not entitled to  indemnification.  The  Partnership  will, to the
extent commercially reasonable, purchase and maintain insurance on behalf of the
Indemnitees,  whether or not the  Partnership  would have the power to indemnify
such Indemnitees against liability under the applicable partnership agreement.

                                       3
<PAGE>



Item 7: Exemption from Registration Claimed

Not applicable

Item 8: Exhibits

  4.1         Agreement of Limited Partnership, dated as of July 5, 1994
              (incorporated by reference to Exhibit 3.1
              to the Partnership's Current Report on Form 8-K filed August 16,
              1994)

  4.2         Specimen Certificate representing Common Units (incorporated by
              reference to Exhibit A to Exhibit 3.1
              to the Partnership's Current Report on Form 8-K filed August 16,
              1994)

  5.1         Opinion of Blackwell Sanders Peper Martin LLP

10.1          Amended and Restated Ferrellgas Unit Option Plan

23.1          Consent of Blackwell Sanders Peper Martin LLP

23.2          Consent of Deloitte & Touche LLP




Item 9: Undertakings

Rule 415 Offering.

The undersigned Partnership hereby undertakes:

         (1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement:

         (i)      To include any prospectus required by section 10(a)(3) of the
Securities Act of 1933;
         (ii) To reflect in the prospectus any facts or events arising after the
effective date of the Registration  Statement (or the most recent post-effective
amendment  thereof)  which,  individually  or  in  the  aggregate,  represent  a
fundamental  change in the information set forth in the Registration  Statement.
Notwithstanding the foregoing,  any increase or decrease in volume of securities
offered (if the total dollar value of  securities  offered would not exceed that
which  was  registered)  and any  deviation  from  the  low or  high  end of the
estimated  maximum  offering  range may be reflected  in the form of  prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
change in volume and price  represent  no more than a 20% change in the  maximum
aggregate  offering price set forth in the  "Calculation  of  Registration  Fee"
table in the effective registration statement.
         (iii) To include any material  information  with respect to the plan of
distribution  not  previously  disclosed  in the  Registration  Statement or any
material change to such information in the Registration Statement.

Provided however,  that paragraphs (i) and (ii) do not apply if the registration
statement is filed on Forms S-3, S-8, or F-3 and the information  required to be
included in a  post-effective  amendment  by those  paragraphs  is  contained in
periodic  reports filed with or furnished with the Commission by the Partnership
pursuant to Section 13 or Section 15(d) of the  Securities  Exchange Act of 1934
that are incorporated by reference in this Registration Statement.

         (2) That,  for the  purpose  of  determining  any  liability  under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                       4
<PAGE>

        (3) To remove any registration by means of a  post-effective  amendment
any of the securities being registered which remain unsold at the termination of
the offering.

Incorporation of Subsequent Exchange Act Documents by Reference

The  undersigned  Partnership  hereby  undertakes  that,  for  the  purposes  of
determining  any liability  under the Securities Act of 1933, each filing of the
Partnership's  annual  report  pursuant to Section 13(a) or Section 15(d) of the
Securities  Exchange  Act of  1934  that is  incorporated  by  reference  in the
Registration  Statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

Form S-8 Registration Statement.

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 may be permitted to  directors,  officers  and  controlling  persons of the
Partnership pursuant to the foregoing provisions,  or otherwise, the Partnership
has been advised that in the opinion of the Securities  Exchange Commission such
indemnification  is  against  public  policy  as  expressed  in the  Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Partnership of expenses incurred
or paid by a director,  officer or controlling  person of the Partnership in the
successful  defense of any  action,  suit or  proceeding)  as  asserted  by such
director,  officer or controlling person in connection with the securities being
registered,  the  Partnership  will,  unless in the  opinion of its  counsel the
matter  has  been  settled  by  controlling  precedent,  submit  to a  court  of
appropriate  jurisdiction  the question  whether such  indemnification  by it is
against  public policy as expressed in the Act and will be governed by the final
adjudication of such issue.


















                                       5
<PAGE>


                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Liberty, State of Missouri, on September 23, 1999.

                            FERRELLGAS PARTNERS, L.P.
                        (A Delaware Limited Partnership)

                                By:    FERRELLGAS, INC.
                                as General Partner

                                By:   /s/ Danley K. Sheldon
                                ---------------------------
                                Danley K. Sheldon
                                President, Chief Executive Officer and Director



Pursuant to the  requirements  of the Securities  Act of 1933 this  Registration
Statement has been signed by the following  persons in the capacities and on the
dates indicated.
<TABLE>
<CAPTION>

<S>              <C>                                           <C>                                     <C>
                 Name                                          Title                                  Date
   /s/ James E. Ferrell                 Chairman of the Board of Ferrellgas,Inc.           September 23, 1999
------------------------------------
   James E. Ferrell

   /s/ Danley K. Sheldon                 President, Chief Executive Officer and Director     September 23, 1999
-------------------------------------  of Ferrellgas, Inc. (principal executive officer)
    Danley K. Sheldon

                                         Director of Ferrellgas, Inc.                        September 23, 1999
------------------------------------
   A. Andrew Levison

   /s/ Elizabeth T. Solberg              Director of Ferrellgas, Inc.                        September 23, 1999
------------------------------------
   Elizabeth T. Solberg

   /s/ Kevin T. Kelly                    Vice President and Chief Financial Officer of       September 23, 1999
------------------------------------
   Kevin T. Kelly                        Ferrellgas, Inc. (principal financial officer and
                                         principal accounting officer)



</TABLE>
                                       6

<PAGE>


Exhibit
    No.           Description of Exhibits
--------         -------------------------

  4.1         Agreement of Limited Partnership, dated as of July 5, 1994
              (incorporated by reference to Exhibit 3.1 to the Partnership's
              Current Report on Form 8-K filed August 16, 1994)

  4.2         Specimen Certificate representing Common Units (incorporated by
              reference to Exhibit A to Exhibit 3.1 to the Partnership's Current
              Report on Form 8-K filed August 16, 1994)

  5.1         Opinion of Blackwell Sanders Peper Martin LLP

10.1          Amended and Restated Ferrellgas Unit Option Plan

23.1          Consent of Blackwell Sanders Peper Martin LLP (included in
              Exhibit 5.1)

23.2          Consent of Deloitte & Touche LLP





                                       7
[{"type": "S-8", "sequence": "1", "description": "AMENDED AND RESTATED FERRELLGS UNIT OPTION PLAN", "secsgml_size_bytes": 15279}]
{"company-data": {"conformed-name": "FERRELLGAS PARTNERS L P", "cik": "0000922358", "assigned-sic": "5900", "irs-number": "431698480", "state-of-incorporation": "DE", "fiscal-year-end": "0731"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-87633", "film-number": "99715758"}, "business-address": {"street1": "ONE LIBERTY PLAZA", "city": "LIBERTY", "state": "MO", "zip": "64068", "phone": "8167921600"}, "mail-address": {"street1": "0NE LIBERTY PLAZA", "city": "LIBERTY", "state": "MO", "zip": "64068"}}
As filed with the Securities and Exchange Commission on September 23, 1999
                                                      Registration No. 333-____

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  --------
                                    FORM S-8
                             Registration Statement
                        Under The Securities Act of 1933

                            Ferrellgas Partners, L.P.

             (Exact name of Registrant as specified in its charter)

          Delaware                                      43-1698480
 ------------------------------              ------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

                   One Liberty Plaza, Liberty, Missouri 64068

   (Address, including zip code, of Registrant's principal executive offices)

                AMENDED AND RESTATED FERRELLGAS UNIT OPTION PLAN
                            (Full title of the Plan)
                               --------------

                                Danley K. Sheldon
                Chief Executive Officer, President, and Director
         Ferrellgas, Inc. (General Partner of Ferrellgas Partners, L.P.)
                                One Liberty Plaza
                             Liberty, Missouri 64068
                                 (816) 792-1600
 (Name, address and telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
  Title of securities         Amount to be          Proposed maximum       Proposed maximum           Amount of
    to be registered           registered          offering price per     aggregate offering       registration fee
                                                         share                   price
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
Common Units            850,000 units            $17.16 (1)           $14,586,000 (1)           $2,917.20
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
(1)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
pursuant to Rule 457 under the Securities Act of 1933.
EXPLANATORY NOTE

As  permitted  by the  rules of the  Securities  and  Exchange  Commission  (the
"Commission"),  this Registration  Statement omits the information  specified in
Part I of Form S-8.

                                        2
Part II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3: Incorporation of Documents by Reference

The following documents filed with the Commission by Ferrellgas  Partners,  L.P.
(the "Partnership") are incorporated in this Registration  Statement on Form S-8
(the "Registration Statement") by reference:

1.       The Partnership's Annual  Report on Form 10-K for the fiscal year ended
July 31, 1998; and

2. The  Partnership's  Quarterly  Report on Form 10-Q for the three month period
ended April 30, 1999; and

3.   The  description  of  the  Partnership's  Common  Units  set  forth  in the
     Registrant's Current Report on Form 8-K filed August 15, 1994.

All documents  subsequently filed by the Partnership pursuant to Sections 13(a),
13(c),  14 and 15(d) of the  Securities  Act of 1934, as amended (the  "Exchange
Act"),  prior to the filing of a  post-effective  amendment which indicates that
all securities  offered hereunder have been sold or which deregisters all of the
securities  offered then remaining  unsold,  shall be deemed to be  incorporated
herein  by  reference  and to be a part  hereof  from the date of filing of such
documents.

Item 4: Description of Securities

Not applicable

Item 5: Interests of Named Experts and Counsel

Not applicable

Item 6: Indemnification of Directors and Officers

The  partnership  agreements  of  the  Partnership  and  Ferrellgas,  L.P.  (the
"Operating   Partnership")   provide  that  the  Partnership  or  the  Operating
Partnership, as the case may be, will indemnify (to the fullest extent permitted
by applicable law) certain persons (each, an "Indemnitee")  from and against any
and all  losses,  claims,  damages,  liabilities  (joint or  several),  expenses
(including,  without  limitation,  legal fees and expenses),  judgments,  fines,
penalties,  interest,  settlements  and other  amounts  arising from any and all
claims,  demands,  actions,  suits  or  proceedings,  whether  civil,  criminal,
administrative or  investigative,  in which any Indemnitee may be involved or is
threatened  to be  involved,  as a party or otherwise  and which  relates to the
Partnership  Agreement or the Operating  Partnership  Agreement or the property,
business, affairs or management of the Partnership or the Operating Partnership.
This  indemnity is available only if the  Indemnitee  acted in good faith,  in a
manner in which such  Indemnitee  believed to be in, or not opposed to, the best
interests of the Partnership and, with respect to any criminal  proceeding,  had
no reasonable cause to believe its conduct was unlawful. Indemnitees include the
General Partner,  any departing partner, any affiliate of the General Partner or
any departing partner, any person who is or was a director, officer, employee or
agent of the  General  Partner  or any  departing  partner or any  affiliate  of
either,  or any person  who is or was  serving  at the  request  of the  General
Partner, any, or any such affiliate as a director,  officer,  partner,  trustee,
employee or agent of another person.  Expenses subject to indemnity will be paid
by the applicable  partnership to the Indemnitee in advance,  subject to receipt
of an  undertaking  by or on behalf of the Indemnitee to repay such amount if it
is  ultimately  determined  by  a  court  of  competent  jurisdiction  that  the
Indemnitee  is not entitled to  indemnification.  The  Partnership  will, to the
extent commercially reasonable, purchase and maintain insurance on behalf of the
Indemnitees,  whether or not the  Partnership  would have the power to indemnify
such Indemnitees against liability under the applicable partnership agreement.

                                       3
Item 7: Exemption from Registration Claimed

Not applicable

Item 8: Exhibits

  4.1         Agreement of Limited Partnership, dated as of July 5, 1994
              (incorporated by reference to Exhibit 3.1
              to the Partnership's Current Report on Form 8-K filed August 16,
              1994)

  4.2         Specimen Certificate representing Common Units (incorporated by
              reference to Exhibit A to Exhibit 3.1
              to the Partnership's Current Report on Form 8-K filed August 16,
              1994)

  5.1         Opinion of Blackwell Sanders Peper Martin LLP

10.1          Amended and Restated Ferrellgas Unit Option Plan

23.1          Consent of Blackwell Sanders Peper Martin LLP

23.2          Consent of Deloitte & Touche LLP

Item 9: Undertakings

Rule 415 Offering.

The undersigned Partnership hereby undertakes:

         (1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement:

         (i)      To include any prospectus required by section 10(a)(3) of the
Securities Act of 1933;
         (ii) To reflect in the prospectus any facts or events arising after the
effective date of the Registration  Statement (or the most recent post-effective
amendment  thereof)  which,  individually  or  in  the  aggregate,  represent  a
fundamental  change in the information set forth in the Registration  Statement.
Notwithstanding the foregoing,  any increase or decrease in volume of securities
offered (if the total dollar value of  securities  offered would not exceed that
which  was  registered)  and any  deviation  from  the  low or  high  end of the
estimated  maximum  offering  range may be reflected  in the form of  prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
change in volume and price  represent  no more than a 20% change in the  maximum
aggregate  offering price set forth in the  "Calculation  of  Registration  Fee"
table in the effective registration statement.
         (iii) To include any material  information  with respect to the plan of
distribution  not  previously  disclosed  in the  Registration  Statement or any
material change to such information in the Registration Statement.

Provided however,  that paragraphs (i) and (ii) do not apply if the registration
statement is filed on Forms S-3, S-8, or F-3 and the information  required to be
included in a  post-effective  amendment  by those  paragraphs  is  contained in
periodic  reports filed with or furnished with the Commission by the Partnership
pursuant to Section 13 or Section 15(d) of the  Securities  Exchange Act of 1934
that are incorporated by reference in this Registration Statement.

         (2) That,  for the  purpose  of  determining  any  liability  under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                       4
(3) To remove any registration by means of a  post-effective  amendment
any of the securities being registered which remain unsold at the termination of
the offering.

Incorporation of Subsequent Exchange Act Documents by Reference

The  undersigned  Partnership  hereby  undertakes  that,  for  the  purposes  of
determining  any liability  under the Securities Act of 1933, each filing of the
Partnership's  annual  report  pursuant to Section 13(a) or Section 15(d) of the
Securities  Exchange  Act of  1934  that is  incorporated  by  reference  in the
Registration  Statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

Form S-8 Registration Statement.

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 may be permitted to  directors,  officers  and  controlling  persons of the
Partnership pursuant to the foregoing provisions,  or otherwise, the Partnership
has been advised that in the opinion of the Securities  Exchange Commission such
indemnification  is  against  public  policy  as  expressed  in the  Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Partnership of expenses incurred
or paid by a director,  officer or controlling  person of the Partnership in the
successful  defense of any  action,  suit or  proceeding)  as  asserted  by such
director,  officer or controlling person in connection with the securities being
registered,  the  Partnership  will,  unless in the  opinion of its  counsel the
matter  has  been  settled  by  controlling  precedent,  submit  to a  court  of
appropriate  jurisdiction  the question  whether such  indemnification  by it is
against  public policy as expressed in the Act and will be governed by the final
adjudication of such issue.

                                       5
SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Liberty, State of Missouri, on September 23, 1999.

                            FERRELLGAS PARTNERS, L.P.
                        (A Delaware Limited Partnership)

                                By:    FERRELLGAS, INC.
                                as General Partner

                                By:   /s/ Danley K. Sheldon
                                ---------------------------
                                Danley K. Sheldon
                                President, Chief Executive Officer and Director

Pursuant to the  requirements  of the Securities  Act of 1933 this  Registration
Statement has been signed by the following  persons in the capacities and on the
dates indicated.
Name                                          Title                                  Date
   /s/ James E. Ferrell                 Chairman of the Board of Ferrellgas,Inc.           September 23, 1999
------------------------------------
   James E. Ferrell

   /s/ Danley K. Sheldon                 President, Chief Executive Officer and Director     September 23, 1999
-------------------------------------  of Ferrellgas, Inc. (principal executive officer)
    Danley K. Sheldon

                                         Director of Ferrellgas, Inc.                        September 23, 1999
------------------------------------
   A. Andrew Levison

   /s/ Elizabeth T. Solberg              Director of Ferrellgas, Inc.                        September 23, 1999
------------------------------------
   Elizabeth T. Solberg

   /s/ Kevin T. Kelly                    Vice President and Chief Financial Officer of       September 23, 1999
------------------------------------
   Kevin T. Kelly                        Ferrellgas, Inc. (principal financial officer and
                                         principal accounting officer)
6
Exhibit
    No.           Description of Exhibits
--------         -------------------------

  4.1         Agreement of Limited Partnership, dated as of July 5, 1994
              (incorporated by reference to Exhibit 3.1 to the Partnership's
              Current Report on Form 8-K filed August 16, 1994)

  4.2         Specimen Certificate representing Common Units (incorporated by
              reference to Exhibit A to Exhibit 3.1 to the Partnership's Current
              Report on Form 8-K filed August 16, 1994)

  5.1         Opinion of Blackwell Sanders Peper Martin LLP

10.1          Amended and Restated Ferrellgas Unit Option Plan

23.1          Consent of Blackwell Sanders Peper Martin LLP (included in
              Exhibit 5.1)

23.2          Consent of Deloitte & Touche LLP

                                       7