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): September 1, 2004
NORTHERN BORDER PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 1-12202 93-1120873
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
13710 FNB PARKWAY
OMAHA, NEBRASKA 68154-5200
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (402) 492-7300
----------------------------
(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:
[ ] 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 MATERIAL EVENTS.
In June 2004, Enron Corp. ("Enron") announced that it had reached an
agreement with CCE Holdings, LLC ("CCE Holdings"), a joint venture of Southern
Union Company and GE Commercial Finance Energy Financial Services, for the sale
of CrossCountry Energy, LLC ("CrossCountry"). The bid of CCE Holdings was the
"stalking horse" for an auction of CrossCountry scheduled to be held on
September 1, 2004. CrossCountry owns Northern Plains Natural Gas Company and Pan
Border Gas Company, two of our general partners. CrossCountry also owns NBP
Services Corporation, which provides administrative services to us.
On September 1, 2004, Enron announced that it reached an agreement with
CCE Holdings for the sale of CrossCountry for $2.45 billion in cash, including
the assumption of debt. According to Enron, CCE Holdings has obtained all
material state regulatory approvals and federal antitrust clearance.
The sale remains subject to approval of the Bankruptcy Court for the
Southern District of New York. A hearing before the Bankruptcy Court is
scheduled for September 9, 2004. Subject to this approval and certain other
conditions precedent, the sale is expected to close by mid-December.
This current report includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Although Northern Border Partners, L.P. believes that
Enron's expectations are based on reasonable assumptions, there is no assurance
that such expectations will be achieved. Important factors that could cause
actual results to differ materially from those in the forward-looking statements
include developments in Enron's voluntary petition for bankruptcy including
Bankruptcy Court approval of the sale of CrossCountry Energy and outcome of
Enron's Chapter 11 process; and the success in obtaining all necessary
regulatory and governmental approvals.
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.
NORTHERN BORDER PARTNERS, L.P.
Date: September 2, 2004 /s/ Jerry L. Peters
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Name: Jerry L. Peters
Title: Chief Financial and Accounting Officer