SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
the Securities Act of 1934
Date of Report (Date of earliest event reported): MAY 15, 2002
TC PIPELINES, LP
(Exact name of registrant as specified in its charter)
DELAWARE 000-26091 52-2135448
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
110 TURNPIKE ROAD, SUITE 203 01581
WESTBOROUGH, MASSACHUSETTS (Zip Code)
(Address of principal
executive offices)
(508) 871-7046
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
Enron North America Corp. ("ENA"), a wholly owned subsidiary of
Enron Corp. which filed for Chapter 11 bankruptcy protection in the United
States Bankruptcy Court for the Southern District of New York ("Bankruptcy
Court"), is a party to shipper contracts obligating ENA to pay for 3.4% of
Northern Border Pipeline Company's contracted capacity on an annualized
basis. TC PipeLines, LP owns a 30% general partner interest in Northern
Border Pipeline Company, a Texas general partnership. On April 9, 2002,
Northern Border Pipeline Company ("NBPL") filed with the Bankruptcy Court a
motion to compel ENA to assume or reject their executory contracts and for
authorization to terminate their contracts with the hearing set for May 16,
2002 ("Motion").
On May 15, 2002, NBPL and ENA entered into a Stipulation and Order
resolving the Motion. The Stipulation and Order was filed on May 16, 2002
seeking Bankruptcy Court approval. Its principal terms provide that ENA
agrees that upon the entry of the Stipulation and Order by the Court
("Effective Date") all but one of their contracts shall be deemed rejected
and terminated. NBPL agrees within five business days of the Effective Date
to post the capacity (constituting approximately 1.7% of the total capacity
previously held by ENA) and to award that capacity (or portions thereof) to
bidders in accordance with its Tariff. For the remaining contract (covering
the remaining 1.7% of capacity held by ENA), ENA agrees to effect a permanent
capacity release, an assumption, or a rejection on or before October 31,
2002. Prior to that action by ENA, NBPL may act on behalf of ENA as necessary
to post capacity available under this contract, and award the capacity on an
interim basis in accordance with its Tariff. Payments actually realized by
NBPL for capacity awarded in respect of any of these contracts shall act as
mitigation of NBPL's claims against ENA. Under the Stipulation and Order, ENA
and NBPL reserve all of their rights, claims, objections, and defenses,
including without limitation, those in respect of (i) any unpaid prepetition
claims, (ii) any rejection damage claims under 11 U.S.C. Sections 365 and
502(a) and (iii) any unpaid administrative expense claims that could be
asserted by NBPL.
Objections to the Stipulation and Order may be filed by third parties
until June 10, 2002. The Stipulation and Order is scheduled to be presented at
the June 13, 2002 hearing for Bankruptcy Court approval.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
None.
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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 thereunto duly authorized.
TC PipeLines, LP
By: TC PipeLines GP, Inc.,
its general partner
Dated: May 24th, 2002 By: /s/ Russell K. Girling
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Russell K. Girling
Chief Financial Officer
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