UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
EL PASO CORP/DE 1001 LOUISIANA STREET HOUSTON, TX 77002 |
 |  X |  |  |
El Paso Pipeline Holding Company, L.L.C. 1001 LOUISIANA STREET HOUSTON, TX 77002 |
 |  X |  |  |
El Paso Pipeline LP Holdings, L.L.C. 1001 LOUISIANA STREET HOUSTON, TX 77002 |
 |  X |  |  |
EL PASO PIPELINE GP COMPANY, L.L.C. 1001 LOUISIANA STREET HOUSTON, TX 77002 |
 |  X |  |  |
/s/ Robert W. Baker for El Paso Corporation | 11/20/2007 | |
**Signature of Reporting Person | Date | |
/s/ Robert W. Baker for El Paso Pipeline Holding Company, L.L.C. | 11/20/2007 | |
**Signature of Reporting Person | Date | |
/s/ Robert W. Baker for El Paso Pipeline LP Holdings, L.L.C. | 11/20/2007 | |
**Signature of Reporting Person | Date | |
/s/ Robert W. Baker for El Paso Pipeline GP Company, L.L.C. | 11/20/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | As of November 20, 2007, El Paso Corporation ("EP") directly and indirectly owns 100% of El Paso Pipeline Holding Company, L.L.C. ("El Paso LLC"), which owns 100% of El Paso Pipeline LP Holdings, L.L.C. ("Holdings"), which owns a 98% limited partner interest in the Issuer. Accordingly, EP and El Paso LLC are the indirect beneficial owners of the 98% limited partner interest in the Issuer. At the closing of the Issuer's initial public offering of common units ("Common Units") representing limited partner interests in the Issuer (the "Offering"), Holdings' 98% limited partner interest in the Issuer will be reduced as a result of the dilutive effect of the Offering and the transactions to occur concurrently with the closing of the Offering. |
(2) | As of November 20, 2007, El Paso LLC directly owns 100% of El Paso Pipeline GP Company, L.L.C. (the "GP"), which owns a 2% general partner interest in the Issuer. |
(3) | At the closing of the Offering, in exchange for the contribution of certain assets to the Issuer by affiliates of EP, Holdings will own 32,187,786 Common Units and 27,727,411 Subordinated Units and the GP will continue its 2% general partner interest in the Issuer, to be represented by 1,732,963 General Partner Units, and receive certain incentive distribution rights ("IDRs"), which represent the right to receive an increasing percentage of quarterly distributions, of the Issuer. EP and El Paso LLC will indirectly beneficially own the Common Units and Subordinated Units that Holdings will directly beneficially own. EP and El Paso LLC will indirectly beneficially own the General Partner Units and IDRs that the GP will directly beneficially own. |