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): July 29, 2005

 

ENBRIDGE ENERGY PARTNERS, L.P.

(Exact name of registrant as specified in its charter)

 

DELAWARE

 

1-10934

 

39-1715850

(State or Other Jurisdiction)

 

(Commission File No.)

 

(I.R.S. Employer Identification No.)

 

1100 Louisiana, Suite 3300, Houston, TX 77002

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (713) 821-2000

 

 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 2.02.   Results of Operations and Financial Condition

 

A press release issued by Enbridge Energy Partners, L.P. (the “Partnership”) on July 29, 2005 regarding financial results for the quarter ended June 30, 2005 is attached hereto as Exhibit 99.1.  The first paragraph, the second paragraph, the table captioned “Comparative Second Quarter Earnings,” and the information included in the paragraphs and tables under the heading “Non-GAAP Reconciliations” are incorporated herein by reference.  As noted in the press release, a copy of the Partnership’s consolidated unaudited quarterly financial statements is available at the Partnership’s website at www.enbridgepartners.com.  Those financial statements are attached as Exhibit 99.2 and are incorporated herein by reference.  This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

 

Item 9.01.   Financial Statements and Exhibits

 

(c) EXHIBITS

 

 

 

Description

 

 

 

99.1

 

Press release of Enbridge Energy Partners, L.P., dated July 29, 2005, reporting financial results for the quarter ended June 30, 2005.

99.2

 

Consolidated financial statements of Enbridge Energy Partners, L.P. for the quarter ended June 30, 2005.

 

2


 

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 thereunto duly authorized.

 

 

 

ENBRIDGE ENERGY PARTNERS, L.P.

 

 

 

(Registrant)

 

 

 

 

 

By: Enbridge Energy Management, L.L.C.

 

 

 

as delegate of Enbridge Energy Company, Inc.,

 

its General Partner

 

 

 

 

 

By:

/s/ JODY L. BALKO

 

 

Jody L. Balko

 

 

 

Controller

 

 

 

(Duly Authorized Officer)

 

 

Date: August 3, 2005

 

3