================================================================================
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):
November 9, 2007 (November 8, 2007)
EAGLE ROCK ENERGY PARTNERS, L.P.
--------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 001-33016 68-0629883
--------------- --------- ----------
(State or other Commission (I.R.S. Employer
jurisdiction of File Number Identification No.)
incorporation or
organization)
16701 Greenspoint Park
Drive, Suite 200 77060
Houston, Texas -----
-------------- (Zip Code)
(Address of principal
executive offices)
(281) 408-1200
(Registrant's telephone number, including area code)
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 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Eagle Rock Energy Partners, L.P. ("Eagle Rock") previously announced on
July 16, 2007 that Mr. Richard W. FitzGerald, Senior Vice President and Chief
Financial Officer of Eagle Rock Energy G&P, LLC ("Eagle Rock G&P"), the general
partner of Eagle Rock's general partner, suffered a serious accident and, in
response to Mr. FitzGerald's incapacity, Mr. Alfredo Garcia was appointed as
acting Chief Financial Officer. On November 8, 2007, Eagle Rock announced that
Mr. FitzGerald has made a full recovery and will resume his duties as Senior
Vice President, Chief Financial Officer and Treasurer of Eagle Rock G&P,
effective as of November 9, 2007. Mr. Garcia will no longer be the acting Chief
Financial Officer, effective November 9, 2007, but will continue his duties as
Senior Vice President of Corporate Development of Eagle Rock G&P. There were no
changes made in Mr. FitzGerald's existing employment arrangement with Eagle Rock
G&P based on his reinstatement.
A copy of Eagle Rock's press release announcing Mr. FitzGerald's reinstatement
as Senior Vice President, Chief Financial Officer and Treasurer of Eagle Rock
G&P is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
----------- -----------
99.1 Press Release of Eagle Rock Energy Partners, L.P.
dated November 8, 2007.
SIGNATURE
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.
EAGLE ROCK ENERGY PARTNERS, L.P.
By: Eagle Rock Energy GP, L.P.,
its general partner
By: Eagle Rock Energy G&P, LLC,
its general partner
Date: November 9, 2007
By: /s/ Joseph A. Mills
----------------------------------------
Joseph A. Mills
Chief Executive Officer
INDEX TO EXHIBITS
Exhibit No. Description
99.1 Press Release of Eagle Rock Energy Partners, L.P. dated
November 8, 2007.