U.S. Shipping Partners L.P. - Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2008 Estimated average burden hours per response... 0.5
	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 ^* GRIDLEY PAUL B	2. Issuer Name and Ticker or Trading Symbol U.S. Shipping Partners L.P. [ uss ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director _____ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) Chairman and CEO
(Last) (First) (Middle) C/O U.S. SHIPPING PARTNERS L.P., 399 THORNALL STREET	3. Date of Earliest Transaction (MM/DD/YYYY) 11/28/2007
(Street) EDISON, NJ 08837 (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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common units representing limited partner interests	11/28/2007		P		500	A	$11.79	12531	D
Common units representing limited partner interests	11/28/2007		P		1900	A	$11.8	14431	D
Common units representing limited partner interests	11/28/2007		P		100	A	$11.81	14531	D
Common units representing limited partner interests	11/28/2007		P		500	A	$11.82	15031	D
Common units representing limited partner interests	11/28/2007		P		900	A	$11.83	15931	D
Common units representing limited partner interests	11/28/2007		P		100	A	$11.84	16031	D
Common units representing limited partner interests	11/28/2007		P		800	A	$11.86	16831	D
Common units representing limited partner interests	11/28/2007		P		100	A	$11.87	16931	D
Common units representing limited partner interests	11/28/2007		P		200	A	$11.88	17131	D
Common units representing limited partner interests	11/28/2007		P		200	A	$11.89	17331	D
Common units representing limited partner interests	11/28/2007		P		800	A	$11.92	18131	D
Common units representing limited partner interests	11/28/2007		P		300	A	$11.93	18431	D
Common units representing limited partner interests	11/28/2007		P		300	A	$11.94	18731	D
Common units representing limited partner interests	11/28/2007		P		800	A	$11.97	19531	D
Common units representing limited partner interests	11/28/2007		P		200	A	$11.98	19731	D
Common units representing limited partner interests	11/28/2007		P		1400	A	$11.99	21131	D
Common units representing limited partner interests	11/28/2007		P		900	A	$12	22.031	D
Common units representing limited partner interests								18679	I	by spouse
Common units representing limited partner interests								9338	I	by sons ⁽¹⁾
General partner interest								0 ⁽²⁾ ⁽³⁾ ⁽⁴⁾	I	See footnotes 2,3,4
Subordinated units								0 ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾	I	See footnotes 3,4,5
Incentive distribution rights								0 ⁽³⁾ ⁽⁴⁾	I	See footnotes 3, 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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
( 1)	Mr. Gridley disclaims any beneficial ownership of these units.
( 2)	United States Shipping Master LLC ("Shipping Master") owns 100% of US Shipping General Partner LLC ("Shipping GP), the sole general partner of the Issuer. Shipping GP owns a 2% general partner interest in the Issuer.
( 3)	At the closing of the Issuer's initial public offering of common units ("Common Units") representing limited partner interests (the "Offering") on November 3, 2004, each of Shipping Master and Shipping GP agreed to convey certain assets and liabilities to the Issuer and in exchange therfor (a) Shipping Master received 899,968 Common Units, 5,272,341 Class A subordinated units and 1,627,627 class B subordinated units of the Issuer and (b) Shipping GP continued its 2% general partner interest and received incentive distribution rights ("IDRs"), which represent the right to receive an increasing percentage of quarterly distributions in excess of specified amounts. Shipping Master is the indirect beneficial owner of the general partner interest in the Issuer and the IDRs owned by Shipping GP.
( 4)	Pursuant to Shipping Master's operating agreement, Mr. Gridley owns a (a) 12.14% pecuniary interest in the common units directly owned by Shipping Master and the GP interest and IDRs indirectly owned by Shipping Master, and (b) 51.47% pecuniary interest in the class B subordinated units directly owned by Shipping Master. He will have the right to receive 2.5% of the distributions received by Shipping GP attributable to (i) the IDRs and (ii) that portion of its 2% GP interest attributable to distributions on the common units and subordinated units in excess of the minimum quarterly distribution. He will only receive these amounts on conversion of class A subordinated units into common, but upon such conversion he will also be entitled to receive a "catch up" payment equal to the cumulative amount he would have received if such payments had commenced at closing of the Offering. He will receive a pro rata share of such amounts if less than all class A units convert.
( 5)	Shipping Master owned a 98% limited interest in the Issuer. At the closing of the Offering on November 3, 2004, Shipping Master's 98% limited partner interest was redeemed for $1,960.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GRIDLEY PAUL B C/O U.S. SHIPPING PARTNERS L.P. 399 THORNALL STREET EDISON, NJ 08837	X		Chairman and CEO

Signatures
Paul B. Gridley		11/29/2007
^** Signature of Reporting Person		Date

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