Abstract: A spill-containment device for use in connection with the fill-pipe for a liquid storage tank, which includes a spill container installed around the upper end of the fill-pipe and sealed thereto so that it does not leak liquid spilled into the container when the storage tank is being filled by means of the unloading hose of a delivery truck. The upper end of the spill container is open for access to the fill-pipe and has a manhole cover. The seal between the bottom of the spill container and the fill-pipe includes an elongated flexible boot which is fastened at its upper end to the fill-pipe by means of a stainless steel hose clamp and at its lower end to an upstanding flange aligned with an opening in the bottom of the container through which the fill-pipe extends. The open end of the spill container has a novel channel-forming rim for preventing surface water from entering the spill container while at the same time holding the manhole cover in place.