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)
June 23, 2014 (June 19, 2014)
 
____________________________

BREITBURN ENERGY PARTNERS L.P.
(Exact name of Registrant as specified in its charter)

Delaware
001-33055
74-3169953
(State or other jurisdiction of
(Commission
(I.R.S. Employer
incorporation or organization)
File Number)
Identification No.)
 
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:
 
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 5.07 Submission of Matters to a Vote of Security Holders.
 
On June 19, 2014, BreitBurn Energy Partners L.P., a Delaware limited partnership (the “Partnership”), held its Annual Meeting of Limited Partners (the “2014 Annual Meeting”) in Los Angeles, California. At the 2014 Annual Meeting, the Partnership’s limited partners were requested to (1) elect two directors to the Board of Directors (the “Board”) of BreitBurn GP, LLC, the general partner of the Partnership (the “General Partner”), for a three-year term that will expire in 2017 at the 2017 Annual Meeting of Limited Partners (“Class III Directors”), or until their successors are duly elected and qualified; (2) vote on an advisory (non-binding) proposal to approve the compensation of the General Partner's named executive officers (the "Say-on-Pay Proposal"); and (3) ratify the appointment of PricewaterhouseCoopers LLP as the Partnership’s independent registered public accounting firm for the fiscal year ending December 31, 2014, all of which were described in the Partnership’s Notice of Annual Meeting and Proxy Statement for the 2014 Annual Meeting.
 
The following actions were taken by the Partnership’s limited partners with respect to each of the proposals:

1.
Elect two Class III Directors. All nominees were re-elected as directors by the votes indicated:
Nominee
 
Voted For
 
Votes Withheld
 
Broker Non-Votes
 
 
 
 
 
 
 
Randall H. Breitenbach
 
37,303,949
 
780,981
 
67,345,899
 
 
 
 
 
 
 
David B. Kilpatrick
 
37,355,961
 
728,969
 
67,345,899

2.
Approve the advisory Say-on-Pay Proposal. This proposal was approved by the votes indicated:
Voted For
 
Voted Against
 
Abstentions
 
Broker Non-Votes
 
 
 
 
 
 
 
35,171,174
 
2,069,334
 
844,422
 
67,345,899

2.
Ratify PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2014. This proposal was approved by the votes indicated:
Voted For
 
Voted Against
 
Abstentions
 
 
 
 
 
 
 
 
 
104,378,022
 
596,827
 
455,980
 
 




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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 thereunto duly authorized.
 
 
 
BREITBURN ENERGY PARTNERS L.P.
 
 
 
 
 
 
By:
BREITBURN GP, LLC,
 
 
 
its general partner
 
 
 
 
Dated: June 23, 2014
 
By:
/s/ Gregory C. Brown
 
 
 
Gregory C. Brown
 
 
 
Executive Vice President, General Counsel, and Chief Administrative Officer


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