Unassociated Document
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): October 16,
2008
DCP
MIDSTREAM PARTNERS, LP
(Exact
name of registrant as specified in its charter)
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DELAWARE
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001-32678
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03-0567133
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(State
or other jurisdiction of
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(Commission
File Number)
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(IRS
Employer
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incorporation)
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Identification
No.)
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370
17th Street, Suite 2775
Denver,
Colorado 80202
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code (303)
633-2900
(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
5.02 Departure of Directors or Principal Officers; Election of
Directors
On
October 16, 2008, DCP Midstream Partners, LP (the “Partnership”) issued a press
release announcing the resignation of Willie C.W. Chiang and Sigmund L.
Cornelius as directors of the Board of Directors of the Partnership’s ultimate
general partner, DCP Midstream GP, LLC (the "General Partner") and the
appointment of John E. Lowe and Gregory J. Goff to the Board of Directors,
effective October 16, 2008. There were no disagreements between Messrs. Chiang
or Cornelius and the Partnership regarding any matter or relating to the
Partnership’s operations, policies or practices.
Mr.
Lowe
currently serves as assistant to the Chief Executive Officer of ConocoPhillips,
an affiliate of the General Partner and Mr. Goff currently serves as Senior
Vice
President, Commercial of ConocoPhillips. There is no arrangement or
understanding between either Mr. Lowe or Mr. Goff and any other persons pursuant
to which they were selected as a director. The Board of Directors of the
General Partner did not name Mr. Lowe or Mr. Goff to any committees of the
Board
of Directors at this time.
The
General Partner serves as the ultimate general partner of the Partnership,
holding a general partner interest in the Partnership. DCP Midstream, LLC
currently owns 100% of the General Partner, which allows it to control the
Partnership, and owns a 28.8% limited partner interest in the Partnership.
DCP Midstream, LLC is a joint venture equally owned by Spectra Energy Corp.
and
ConocoPhillips. For relationships between the Partnership, the General
Partner, DCP Midstream, LLC and its affiliates, please read Item 13 “Certain
Relationships and Related Transactions, and Director Independence”, which is
incorporated herein by reference from the Partnership’s annual report on Form
10-K, filed with the Securities and Exchange Commission on March 10, 2008.
The
press
release announcing these changes is attached hereto as Exhibit
99.1.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number
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Description
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Exhibit
99.1
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Press
Release dated October 16, 2008.
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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.
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DCP
MIDSTREAM PARTNERS, LP |
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By: |
DCP MIDSTREAM GP, LP |
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its General Partner |
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By: |
DCP MIDSTREAM GP, LLC |
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its General Partner |
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By: |
/s/ Michael
S. Richards |
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Name:Michael
S. Richards
Title:Vice
President, General Counsel and Secretary
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October
17, 2008
EXHIBIT
INDEX
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Exhibit
Number
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Description
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Exhibit
99.1
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Press
Release dated October 16, 2008.
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