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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: January 31, 2005
Date of Earliest Event Reported: January 27, 2005


ENERGY TRANSFER PARTNERS, L.P.

(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction
of incorporation)
  1-11727
(Commission File Number)
  73-1493906
(IRS Employer
Identification No.)

2838 Woodside Street
Dallas, Texas 75204

(Address of principal executive offices) (Zip Code)

(214) 981-0700
(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:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 


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Item 8.01.  Other Events.
Item 9.01.  Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Press Release


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Item 8.01.  Other Events.

On January 27, 2005, the Partnership issued a press release announcing a two-for-one split for each class of the Partnership’s limited partner units. Holders of record on the record date of February 28, 2005 will receive one additional Partnership unit for each Partnership unit owned on the record date. The additional Partnership units will be distributed to holders on March 15, 2005. A copy of this press release is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.  Financial Statements and Exhibits.

      (c) Exhibits. The following exhibits are being furnished herewith:

Exhibit Number 99.1 — Press Release dated January 27, 2005 announcing a two-for-one split for each class of the Partnership’s units as of the record date of February 28, 2005.

 


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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 hereunto duly authorized.

         
  Energy Transfer Partners, L.P.

By:  U.S. Propane L.P., General Partner
By:  U.S. Propane L.L.C., General Partner
 
 
Date: January 31, 2005  By:   /s/ Ray C. Davis    
    Ray C. Davis   
    Co-Chief Executive Officer and officer duly authorized to sign on behalf of the registrant   
 
     
  By:   /s/ Kelcy L. Warren    
    Kelcy L. Warren   
    Co-Chief Executive Officer and officer duly authorized to sign on behalf of the registrant   

 


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EXHIBIT INDEX
 

     
Exhibit No.
  Description
 
   
 
   
99.1
  Press Release dated January 27, 2005 announcing a two-for-one split for each class of the Partnership’s units as of the record date of February 28, 2005