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): December 19,
2007
DCP
MIDSTREAM PARTNERS, LP
(Exact
name of registrant as specified in its charter)
|
DELAWARE
|
001-32678
|
03-0567133
|
|
(State
or other jurisdiction of
|
(Commission
File Number)
|
(IRS
Employer
|
|
incorporation)
|
Identification
No.)
|
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 Election of Directors
On
December 19, 2007, DCP Midstream Partners, LP (the “Partnership”) issued a press
release announcing the appointment of Thomas C. O’Connor and Willie C.W. Chiang
to the Board of Directors of the Partnership’s ultimate general partner, DCP
Midstream GP, LLC (the “General Partner”) effective December 19, 2007.
Mr.
O’Connor currently serves as Chairman of the Board, President and CEO of DCP
Midstream, LLC, the sole owner of the General Partner and Mr. Chiang currently
serves as Senior Vice President, Commercial of ConocoPhillips, an affiliate
of
DCP Midstream, LLC. There is no arrangement or understanding between Mr.
O’Connor or Mr. Chiang and any other persons pursuant to which either of them
were selected as a director. The Board of Directors of the General Partner
did
not name Mr. O’Connor or Mr. Chiang 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 33.9% 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 14, 2007.
The
press
release announcing these changes is attached hereto as Exhibit
99.1.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit
Number
|
Description
|
|
Exhibit
99.1
|
Press
Release dated December 19,
2007.
|
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.
| DCP MIDSTREAM PARTNERS, LP | ||
| By: | DCP MIDSTREAM GP, LP | |
| its General Partner | ||
|
|
||
| By: | DCP MIDSTREAM GP, LLC | |
| its General Partner | ||
|
|
||
| By: | /s/ Michael S. Richards | |
|
Name:
Michael
S. Richards
|
||
|
Title:
Vice
President, General Counsel and
Secretary
|
||
December
20, 2007
EXHIBIT
INDEX
|
Exhibit
Number
|
Description
|
|
Exhibit
99.1
|
Press
Release dated December 19, 2007.
|
|
December
19, 2007
|
MEDIA
AND INVESTOR
RELATIONS
CONTACT:
|
Karen
L. Taylor
|
|
Phone:
|
303/633-2913
|
|
|
24-Hour:
|
303/809-9160
|
DCP
MIDSTREAM PARTNERS ANNOUNCES APPOINTMENTS
TO
ITS BOARD OF DIRECTORS
DENVER
-
DCP Midstream GP, LLC, the general partner of DCP Midstream Partners, LP (NYSE:
DPM), or the General Partner, announced today the appointment of Thomas C.
O’Connor and Willie C.W. Chiang as members of its board of directors. Mr.
O’Connor currently serves as chairman of the board, president and CEO of DCP
Midstream, LLC, the sole owner of the General Partner, and Mr. Chiang is senior
vice president, commercial of ConocoPhillips. As previously announced, William
H. Easter will be retiring from the board of directors effective January 1,
2008. Following these changes, the board members affiliated with the General
Partner or its owners will be Fred Fowler, Mark Borer, Sig Cornelius, Willie
Chiang, and Tom O’Connor. The continuing independent directors of the board are
Paul Ferguson, Frank McPherson, Tom Morris and Steve Springer.
Mr.
O’Connor, 52, has over 20 years experience in the natural gas industry with Duke
Energy prior to joining DCP Midstream, LLC in November 2007 as chairman of
the
board, president and CEO. Mr. O’Connor joined Duke Energy in 1987 where he
served in a variety of positions in the company’s natural gas and pipeline
operations units. After serving in a number of leadership positions with Duke
Energy, he was named president and chief executive officer of Duke Energy Gas
Transmission in 2002 and he was named group vice president of corporate strategy
at Duke Energy in 2005. In 2006 he became group executive and chief operating
officer of U.S. franchised electric and gas and later in 2006 was named group
executive and president of commercial businesses at Duke Energy.
-more-
-2-
Mr.
Chiang, 47, has more than 26 years experience in the energy industry. He served
in a variety of management positions in refining with Chevron, Powerine Oil
Company, Unocal, Tosco and Phillips Petroleum prior to the merger of Phillips
and Conoco in 2002. Mr. Chiang was named president, downstream strategy,
integration and specialty businesses of ConocoPhillips in 2003 and in 2005
he
was named president, Americas supply and trading. He was named to his current
position of senior vice president, commercial of ConocoPhillips in 2007.
“We
are
very pleased with the addition of Tom O’Connor from DCP Midstream and Willie
Chiang from ConocoPhillips to our board of directors,” said Fred Fowler,
chairman of the board of directors. “Tom recently became the CEO and president
of DCP Midstream and brings many years of leadership experience from Duke Energy
to our board. Willie has been with ConocoPhillips and its predecessors since
1996 and brings an extensive background in the energy industry. We welcome
their
leadership and look forward to their contributions to our board of directors.”
DCP
Midstream Partners, LP (NYSE: DPM) is a midstream master limited partnership
that gathers, processes, transports and markets natural gas and natural gas
liquids and is a leading wholesale distributor of propane. DCP Midstream
Partners, LP is managed
by its
general partner, DCP Midstream GP, LLC, which is wholly owned by DCP Midstream,
LLC, a joint venture between Spectra Energy and ConocoPhillips. For more
information, visit the DCP Midstream Partners, LP web site at http://www.dcppartners.com.
###