SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 7, 2003
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Buckeye Partners, L.P.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-09356 23-2432497
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(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification No.)
Organization)
5 Radnor Corporate Center, Suite 500
100 Matsonford Road
Radnor, PA 19087
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(Address of Principal Executive Offices) (Zip Code)
Registrant"s telephone number, including area code: (484) 232-4000
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ITEM 5. OTHER EVENTS.
On January 15, 2003, Buckeye Partners, L.P., a Delaware limited
partnership (the "Partnership"), filed with the Securities and Exchange
Commission (the "Commission") a shelf registration statement on Form S-3
(Registration No. 333-102531) (the "Registration Statement"). The Commission
declared the Registration Statement effective on January 22, 2003. On July 7,
2003, the Partnership entered into an Underwriting Agreement (the "Underwriting
Agreement") relating to the offering of $300,000,000 aggregate principal amount
of 4 5/8% Notes due 2013 of the Partnership (the "Debt Securities"). The Debt
Securities will be issued pursuant to an indenture to be entered into between
the Partnership and SunTrust Bank, as trustee (the "Indenture"). On July 8,
2003, the Partnership filed with the Commission a Prospectus Supplement to the
Registration Statement pursuant to Rule 424(b)(5) under the Securities Act of
1933, as amended, relating to the offering of the Debt Securities. The
Underwriting Agreement is attached to this report as Exhibit 1.1 and the form of
the Indenture is attached to this report as Exhibit 4.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit
Number Exhibit Title
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1.1 Underwriting Agreement, dated July 7, 2003, among Buckeye
Partners, L.P., Buckeye Pipe Line Company and J.P. Morgan
Securities Inc.
4.1 Form of Indenture between Buckeye Partners, L.P. and SunTrust
Bank, as trustee.
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.
BUCKEYE PARTNERS, L.P.
By: Buckeye Pipe Line Company,
its General Partner
By: /s/ Stephen C. Muther
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Stephen C. Muther
Senior Vice President Administration,
General Counsel and Secretary
Dated: July 8, 2003
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EXHIBIT INDEX
Exhibit
Number Exhibit Title
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1.1 Underwriting Agreement, dated July 7, 2003, among Buckeye
Partners, L.P., Buckeye Pipe Line Company and J.P. Morgan
Securities Inc.
4.1 Form of Indenture between Buckeye Partners, L.P. and SunTrust
Bank, as trustee.
3