UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
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:
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£
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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£
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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£
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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£
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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This
Current Report on Form 8-K amends certain information included in the Current
Report on Form 8-K filed by DCP Midstream Partners, LP (the “Partnership”) under
Items 5.02 and 9.01 on October 17, 2008 (the “Initial 8-K”) regarding the
appointment of Mr. Gregory J. Goff as a member of the Board of Directors of the
Partnership’s ultimate general partner. The Board of Directors did
not appoint Mr. Goff to serve on any of its committees at the time of his
appointment to the Board of Directors. The information included in
Items 5.02 and 9.01 of the Initial 8-K are incorporated herein by
reference.
Item
5.02 Election of Directors
On
October 16, 2008, the Partnership announced the appointment of Gregory J. Goff
to the Board of Directors of the Partnership’s ultimate general partner, DCP
Midstream GP, LLC (the “General Partner”) effective October 16, 2008; at that
time he was not appointed to any committee of the General Partner’s Board of
Directors.
At a
regular meeting of the Board of Directors of the General Partner held on
December 4, 2008, the Board of Directors appointed Mr. Goff to the Compensation
Committee of the Board of Directors of the General Partner.
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 | |||
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By:
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/s/ Michael S. Richards | |
| Name: Michael S. Richards | |||
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Title:
Vice President, General Counsel and Secretary
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December
10, 2008