TC Pipelines 8K Entry into a Material Definitive Agreement

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

April 24, 2017

TC PipeLines, LP

(Exact name of registrant as specified in its charter)

Delaware	001-35358	52-2135448
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

700 Louisiana Street, Suite 700 Houston, TX	77002-2761
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code

(877) 290-2772

(Former name or former address if changed since last report)

Check the appropriate box below if the Form 8-K ﬁling is intended to simultaneously satisfy the ﬁling obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as deﬁned in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.	☐

Item 1.01 Entry into a Material Definitive Agreement.

On April 24, 2017, Great Lakes Gas Transmission Limited Partnership ("Great Lakes") entered into a term sheet with TransCanada PipeLines Limited ("TCPL") for a long-term transportation capacity contract pursuant to which Great Lakes will provide transportation services to TCPL on its natural gas pipeline. TC PipeLines, LP (the "Partnership") owns a 46.45 general partner interest in Great Lakes and is an affiliate of TCPL. The term sheet provides for a contract term of 10 years and a total contract value of up to $758 million. The contract may commence as soon as November 1, 2017 and contains volume reduction and termination options beginning the end of year three of the contract. The contract is subject to the satisfaction of certain conditions, including but not limited to approval by the Canadian National Energy Board of an associated contract between TCPL and third party customers.

The foregoing is only a brief description of certain of the terms of the term sheet and does not purport to be complete and is qualified in its entirety by reference to the term sheet that will be filed as an exhibit to the Partnership's quarterly report on Form 10-Q for the quarter ended March 31, 2017.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TC PipeLines, LP by: TC PipeLines GP, Inc., its general partner
	By: /s/ Jon Dobson Jon Dobson Secretary

Dated: April 28, 2017

TC Pipelines (TCP) 8-KEntry into a Material Definitive Agreement