Occidental Petroleum (OXY) Form 3 PLAINS ALL AMERICAN PIPELINE / PETROLEUM CORP /DE/ OCCIDENTAL ownership change

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Oxy Holding Co (Pipeline), Inc.

(Last) (First) (Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/15/2016

3. Issuer Name and Ticker or Trading Symbol
PLAINS ALL AMERICAN PIPELINE LP [ PAA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
See remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)

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: 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
See footnote(1)	(1)	(1)	Class A Shares	29,977,890	(1)	D

1. Name and Address of Reporting Person^*

Oxy Holding Co (Pipeline), Inc.

(Last) (First) (Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Occidental Transportation Holding Corp

(Last) (First) (Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

OXY USA INC

(Last) (First) (Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

OCCIDENTAL PETROLEUM CORP /DE/

(Last) (First) (Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

Explanation of Responses:

1. Oxy Holding Company (Pipeline), Inc. ("OHC") owns directly 29,977,890 Class A Units representing limited partner interests (the "Class A Units") in Plains AAP, L.P. ("AAP"). The limited partnership agreement of AAP provides, among other things, that OHC will have the right, at any time and from time to time and subject to certain transfer restrictions, to cause AAP to redeem all or a portion of its Class A Units for common units representing limited partner interests in the Issuer, on a one-for-one basis.

Remarks:

Bernard Francis Figlock III is a director of the general partner ("PAGP GP") of Plains GP Holdings, L.P. ("PAGP"). PAGP GP manages the business and affairs of PAGP, and through its wholly owned subsidiary, Plains All American GP LLC, the business and affairs of AAP and the Issuer. Based on the relationship of Mr. Figlock and the Reporting Persons (as defined below), the Reporting Persons may be deemed directors by deputization of the Issuer. OHC, Occidental Transportation Holding Corporation ("OTHC") and OXY USA INC. ("OXY USA") are wholly owned subsidiaries of Occidental Petroleum Corporation ("Occidental" and, together with OHC, OTHC, and OXY USA, the "Reporting Persons"). The filing of this Statement shall not be construed as an admission that any Reporting Person is, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

	/s/ Nicole E. Clark, Vice President and Secretary of Oxy Holding Company (Pipeline), Inc.	11/18/2016
	/s/ Nicole E. Clark, Vice President and Secretary of Occidental Transportation Holding Corporation	11/18/2016
	/s/ Nicole E. Clark, Vice President and Secretary of OXY USA Inc.	11/18/2016
	/s/ Marcia E. Backus, SVP and General Counsel of Occidental Petroleum Corporation	11/18/2016
	** Signature of Reporting Person	Date
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