UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  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):  November 14, 2013

Buckeye Partners, L.P.

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code:  (832) 615-8600

Not Applicable

(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 (see General Instruction A.2. below):

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))

Item 8.01.                                        Other Events.

On November 14, 2013, Buckeye Partners, L.P. (the “Partnership”) entered into a Ninth Supplemental Indenture, dated November 14, 2013, between the Partnership and U.S. Bank National Association (successor-in-interest to SunTrust Bank), as trustee (the “Supplemental Indenture”), in connection with the issuance and sale of $400,000,000 aggregate principal amount of the Partnership’s 2.650% senior unsecured notes due 2018 and $400,000,000 aggregate principal amount of the Partnership’s 5.850% senior unsecured notes due 2043 (collectively, the “Senior Notes”).  A copy of the Supplemental Indenture is filed as Exhibit 4.1 to this report and is incorporated by reference herein. The offering of the Senior Notes has been registered under the Securities Act of 1933, as amended, pursuant to a shelf registration statement on Form S-3 (File No. 333-178097).

Item 9.01.                                        Financial Statements and Exhibits.

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SIGNATURE

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.

Dated November 19, 2013

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Exhibit Index

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