SANTA FE PACIFIC PIPELINE PARTNERS, L.P.
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
(b) On June 29, 1994, Santa Fe Pacific Corporation ("SFP"), and
Burlington Northern Inc. ("BNI") entered into a definitive Agreement
and Plan of Merger which calls for SFP to merge with and into BNI,
with BNI being the surviving corporation. At the closing of the
merger, each SFP share outstanding will be converted into the right to
receive 0.27 of a share of BNI stock. Upon completion of the merger,
BNI will change its name to Burlington Northern Santa Fe Corporation.
Gerald Grinstein, BNI's chairman and chief executive officer, will be
chairman of the surviving corporation. Robert D. Krebs, chairman,
president and chief executive officer of SFP, will be president and
chief executive officer of the surviving corporation. Two-thirds of
the directors of the surviving corporation will be designated by BNI,
and one-third of the directors of the surviving corporation will be
designated by SFP.
The merger has been approved by the boards of directors of SFP
and BNI, but is still subject to a number of conditions, including
approval by the stockholders of both BNI and SFP and approval by the
Interstate Commerce Commission.
The Registrant's general partner, Santa Fe Pacific Pipelines,
Inc., is an indirect, wholly-owned subsidiary of Santa Fe Pacific
Corporation.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits:
See Exhibit Index included herewith.
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.
SANTA FE PACIFIC PIPELINE PARTNERS, L.P.
(Registrant)
By: Santa Fe Pacific Pipelines, Inc., as
General Partner
Date: July 11, 1994 By: /s/ ROBERT L. EDWARDS
-----------------------------------
Robert L. Edwards
Senior Vice President,
Treasurer and Chief Financial Officer
(On behalf of the Registrant)
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EXHIBIT INDEX
2 Agreement and Plan of Merger dated as of June 29, 1994,
between Burlington Northern Inc. and Santa Fe Pacific
Corporation. Incorporated by reference to Exhibit 2 to
Current Report on Form 8-K dated as of June 29, 1994, of
Santa Fe Pacific Corporation (Commission File No. 1-8627).
99.1 Letter Agreement dated June 29, 1994, regarding corporate
governance issues. Incorporated by reference to Exhibit
99.1 to Current Report on Form 8-K dated as of June 29,
1994, of Santa Fe Pacific Corporation (Commission File No.
1-8627).
99.2 Letter Agreement dated June 29, 1994, regarding disclosure
schedules. Incorporated by reference to Exhibit 99.2 to
Current Report on Form 8-K dated as of June 29, 1994, of
Santa Fe Pacific Corporation (Commission File No. 1-8627).
