MEP Midcoast Energy Partners, L.P. Common Units Representing Limited Partner Interests (delisted)

CUSIP No.59564N103              13G             Page 2 of 5 Pages


1.              NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Atlantic Trust Group LLC
04-3173832
2.              CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)
(b)
3.              SEC USE ONLY

4.              CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.              SOLE VOTING POWER

1,368,300
6.              SHARED VOTING POWER

0
7.              SOLE DISPOSITIVE POWER

1,368,300
                8.              SHARED DISPOSITIVE POWER

0

9.              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,368,300
10.             CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
11.             PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.05%
12.             TYPE OF REPORTING PERSON (see instructions)
Parent holding company or control person in accordance with
section 240.13d-1(b)(1)(ii)(G)




CUSIP No.59564N103              13G             Page 3 of 5 Pages
Item 1.
        (a)     Name of Issuer
Midcoast Energy Partners LP

        (b)     Address of Issuers Principal Executive Offices
1100 Louisiana Street, Suite 3300
Houston, TX 77002

Item 2.
        (a)     Name of Person Filing
Atlantic Trust Group LLC

        (b)     Address of the Principal Office or, if none, residence
3290 Northside Parkway, 7th Floor, Atlanta, GA 30327

        (c)     Citizenship
Delaware

        (d)     Title of Class of Securities
Common

        (e)     CUSIP Number
59564N103

Item 3.  If this statement is filed pursuant to section 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
        (a)             Broker or dealer registered under section 15
                        of the Act (15 U.S.C. 78o).

        (b)             Bank as defined in section 3(a)(6) of the
                        Act (15 U.S.C. 78c).

        (c)             Insurance company as defined in section 3(a)(19)
                        of the Act (15 U.S.C. 78c).

        (d)             Investment company registered under section 8 of
                        the Investment Company Act of 1940 (15 U.S.C. 80a-8).

        (e)             An investment adviser in accordance with section
                        240.13d-1(b)(1)(ii)(E);

        (f)             An employee benefit plan or endowment fund in accordance
                        with section 240.13d-1(b)(1)(ii)(F);

        (g)     X       A parent holding company or control person in accordance
                        with section 240.13d-1(b)(1)(ii)(G);

        (h)             A savings associations as defined in Section 3(b) of the
                        Federal Deposit Insurance Act (12 U.S.C. 1813);

        (i)             A church plan that is excluded from the definition of
                        an investment company under section 3(c)(14) of the
                        Investment Company Act of 1940 (15 U.S.C. 80a-3);

        (j)             Group, in accordance with section 240.13d-1(b)(1)(ii)(J).

Item 4.  Ownership.
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer
identified in Item 1.

        (a)             Amount beneficially owned:  1,368,300


CUSIP No.59564N103              13G             Page 4 of 5 Pages



        (b)             Percent of class:  6.05%

        (c)             Number of shares as to which the person has 0

                        (i)     Sole power to vote or to direct the vote 1,368,300

                        (ii)    Shared power to vote or to direct the vote  0.

                        (iii)   Sole power to dispose or to direct the disposition of  1,368,300

                        (iv)    Shared power to dispose or to direct the disposition of 0.

Instruction. For computations regarding securities which represent
 a right to acquire an underlying security see section 240.13d-3(d)(1).

Item 5.  Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following
Instruction. Dissolution of a group requires a response to this item.

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

Item 7.  Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company.

Atlantic Trust Company, N.A.
AT Investment Advisors, Inc.
Item 8.  Identification and Classification of Members of the Group.
Item 9.  Notice of Dissolution of Group.
Item 10.  Certification.

        (a)             The following certification shall be included if
                        the statement is filed pursuant to section 240.13d-1(b):

                        By signing below I certify that, to the best of my knowledge
                        and belief, the securities referred to above were acquired and
                        are held in the ordinary course of business and were not
                        acquired and are not held for the purpose of or with the effect
                        of changing or influencing the control of the issuer of the
                        securities and were not acquired and are not held in connection
                        with or as a participant in any transaction having that purpose
                        or effect.

        (b)             The following certification shall be included if the
                        statement is filed pursuant to section 240.13d-1(c):

                        By signing below I certify that, to the best of my knowledge
                        and belief, the securities referred to above were not acquired and
                        are not held for the purpose of or with the effect of changing or
                        influencing the control of the issuer of the securities and were not
                        acquired and are not held in connection with or as a participant
                        in any transaction having that purpose or effect.



CUSIP No.59564N103              13G             Page 5 of 5 Pages

After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is
true, complete and correct.

02/13/2017
Date

/s/ Mary E. Antunes
Signature

Mary E. Antunes  / Senior Compliance Officer
Name/Title