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)

February 2, 2012 (February 2, 2012)

BREITBURN ENERGY PARTNERS L.P.

(Exact name of Registrant as specified in its charter)

515 South Flower Street, Suite 4800

Los Angeles, CA 90071

(Address of principal executive office)

(213) 225-5900

(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:

ITEM 7.01 Regulation FD Disclosure.

On February 2, 2012, BreitBurn Energy Partners L.P. (the “Partnership”) announced that that it had commenced a registered underwritten public offering of 8,000,000 common units representing limited partner interests in the Partnership (“Common Units”). The Partnership intends to use the net proceeds from the proposed offering to reduce borrowings under its bank credit facility. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report, including Exhibit 99.1, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

ITEM 8.01 Other Events.

In connection with the commencement of the offering of Common Units on February 2, 2012, the Partnership is providing the following updated disclosures with respect to the Partnership’s estimated proved reserves as of December 31, 2011, production and average daily production for 2011, hedging as of December 31, 2011 and its expected 2012 capital program.

Reserves and Production

The Partnership’s assets are characterized by stable, long-lived production and reserve life indexes averaging greater than 18 years.

As of December 31, 2011, the Partnership’s total estimated proved reserves were 151.1 MMBoe, of which approximately 65% were natural gas and 35% were crude oil. As of December 31, 2011, approximately 87% of the Partnership’s estimated proved reserves were classified as proved developed. Of the Partnership’s total estimated proved reserves, 49% were located in Michigan, 29% in Wyoming, 14% in California and 7% in Florida, with the remaining 1% in Indiana and Kentucky. As of December 31, 2011, the total standardized measure of discounted future net cash flows was $1,659 million.

For the year ended December 31, 2011, on a net production basis, the Partnership operated approximately 87% of its production.

The following table summarizes estimated proved reserves and production for the Partnership’s properties by state:

Estimates of the Partnership’s proved reserves were prepared by Netherland, Sewell & Associates, Inc. and Schlumberger Technology Corporation, independent petroleum engineering firms. Netherland, Sewell & Associates, Inc. prepares reserve data for our California, Wyoming and Florida properties, and Schlumberger Technology Corporation prepares reserve data for our Michigan, Kentucky and Indiana properties.

Hedging

The Partnership uses a combination of fixed price swap and option arrangements to hedge crude oil and natural gas prices. By removing the price volatility from a significant portion of the Partnership’s crude oil and natural gas production, the Partnership has mitigated, but not eliminated, the potential effects of changing crude oil and natural gas prices on its cash flow from operations for the hedged periods.

The following table summarizes the Partnership’s hedge positions as of December 31, 2011, and represents, as of such date, derivatives in place through December 31, 2015 on annual production volumes:

In addition, the Partnership enters into derivative contracts in the form of interest rate swaps to minimize the effects of fluctuations in interest rates. However, from time to time, the Partnership may unwind these interest rate swaps when the current interest rate environment offers better economics. Currently, the Partnership utilizes LIBOR swaps to convert the borrowing rate on indebtedness under its bank credit facility from a floating rate to a fixed rate. As of December 31, 2011, the Partnership had LIBOR swaps in place at an average fixed rate of 2.0477% through January 2014.

2012 Capital Program

Currently, the Partnership expects its full year 2012 crude oil and natural gas capital spending program to be approximately $68 million, excluding acquisitions, compared with approximately $75 million in 2011, and anticipates spending approximately 60% principally on oil projects in California and Florida and approximately 40% principally on oil projects in Michigan, Wyoming, Indiana and Kentucky. The Partnership expects to fund these capital expenditures primarily with cash flow from operations. Based on recent commodity price volatility, the Partnership will continue to evaluate its capital spending program throughout 2012.

ITEM 9.01 Financial Statements and Exhibits.

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 thereunto duly authorized.

EXHIBIT INDEX