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) | September 26, 2007 | |
| (Date of earliest event reported) | September 26, 2007 |
ONEOK PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
| Delaware | 1-12202 | 93-1120873 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
100 West Fifth Street
Tulsa, Oklahoma
(Address of principal executive offices)
74103-4298
(Zip Code)
(918) 588-7000
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report.)
| ¨ | 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)) |
Item 8.01 Other Events.
In connection with the September 25, 2007 offering by ONEOK Partners, L.P. (the “Partnership”) of 6.85% Senior Notes due 2037 (the “Notes”), the Partnership is filing the opinion of Andrews Kurth LLP regarding the validity of the Notes as part of this current report on Form 8-K that is to be incorporated by reference into the Registration Statement on Form S-3 (Registration No. 333-137419) filed on September 19, 2006. The opinion of Andrews Kurth LLP is filed herewith as Exhibit 5.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number | Description | |
| Exhibit 5.1 | Opinion of Andrews Kurth LLP regarding the validity of the Notes. | |
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.
| ONEOK Partners, L.P. | ||||||||
| By: | ONEOK Partners GP, L.L.C., its general partner | |||||||
| Date: September 26, 2007 | /s/ Curtis Dinan | |||||||
| Curtis Dinan | ||||||||
Senior Vice President Chief Financial Officer and Treasurer | ||||||||
EXHIBIT INDEX
| Exhibit Number | Description | |
| Exhibit 5.1 | Opinion of Andrews Kurth LLP regarding the validity of the Notes. | |
