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 15, 2005
BOARDWALK PIPELINE PARTNERS , LP
(Exact name of registrant as specified in its charter)
Delaware | 01-32665 | 20-3265614 |
(State or other jurisdiction of | (Commission | (IRS Employer |
3800 Frederica Street
Owensboro, Kentucky 42301
(Address of principal executive office)
(270) 926-8686
(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:
[ ] 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 1.01
Entry into a Material Definitive Agreement.
On December 15, 2005, the registrant made the following grants of Phantom Units under its Long Term Incentive Plan, each of which: includes a tandem grant of Distribution Equivalent Rights (DERs); vests 50% on the first anniversary of the grant date and 50% on the second anniversary of the grant date; and will be payable to the grantee in cash upon vesting in an amount equal to the sum of the Fair Market Value of the Units (as defined in the plan) on the vesting date plus the vested amount then credited to the grantee’s DER account, less applicable taxes.
Name
Position
Phantom Units
Rolf Gafvert
Co-President of Boardwalk GP, LLC*
8,030
H. Dean Jones II
Co-President of Boardwalk GP, LLC*
4,283
Jamie L. Buskill
CFO of
Boardwalk GP, LLC*
1,874
* Boardwalk GP, LLC, the general partner of Boardwalk GP, LP, which is the general partner of the registrant.
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.
BOARDWALK PIPELINE PARTNERS, LP
By: BOARDWALK GP, LP,
its general partner
By: BOARDWALK GP, LLC,
its general partner
By: /s/ Jamie L. Buskill
Jamie L. Buskill
Chief Financial Officer
Dated: December 19, 2005