Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Gaudiosi Monica M
 2. Date of Event Requiring Statement (Month/Day/Year)
04/24/2012		 3. Issuer Name and Ticker or Trading Symbol
UGI CORP /PA/ [UGI]
(Last)
(First)
(Middle)
460 NORTH GULPH ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Gen. Counsel & Secretary
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

KING OF PRUSSIA, PA 19406		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
No securities beneficially owned. 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Options (right to buy)   (1) 04/22/2022 UGI Common Stock 50,000 $ 26.62 D  
Performance Units   (2) 12/31/2014 UGI Common Stock 10,000 $ 0 D  
Performance Units   (3) 12/31/2013 UGI Common Stock 6,667 $ 0 D  
Performance Units   (4) 12/31/2012 UGI Common Stock 3,333 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gaudiosi Monica M
460 NORTH GULPH ROAD
KING OF PRUSSIA, PA 19406		       VP, Gen. Counsel & Secretary  

Signatures

Jessica A. Milner, Attorney-In-Fact for Monica M. Gaudiosi 04/26/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) These options vest in three equal installments beginning on April 23, 2013.
(2) Effective April 23, 2012, the reporting person was granted performance units under the UGI Corporation 2004 Omnibus Equity Compensation Plan Amended and Restated as of December 5, 2006. Each performance unit represents the right of the recipient to receive a share of stock, if specified performance goals and other conditions are met.
(3) Effective April 23, 2012, the reporting person was granted performance units under the UGI Corporation 2004 Omnibus Equity Compensation Plan Amended and Restated as of December 5, 2006. Each performance unit represents the right of the recipient to receive a share of stock, if specified performance goals and conditions are met.
(4) Effective April 23, 2012, the reporting person was granted performance units under the UGI Corporation 2004 Omnibus Equity Compensation Plan Amended and Restated as of December 5, 2006. Each performance unit represents the right of the recipient to receive a share of stock, if specified performance goals and other conditions are met.

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