Filing pursuant to
Rule 424(b)(2)
relating to Registration
Statement 333-25997
Prospectus Supplement to Prospectus dated June 26, 1997
150,000 COMMON UNITS
Representing Limited Partner Interests
KINDER MORGAN ENERGY PARTNERS, L.P.
Kinder Morgan Energy Partners, L.P., a Delaware limited partnership (the
"Partnership"), is directly offering 150,000 Common Units to affiliates of
Conseco Capital Management, Inc. at a purchase price of $65.50 per Common Unit.
The sale of the Common Units is subject to approval for listing by the New York
Stock Exchange, Inc. The net proceeds to the Company will be approximately
$9,815,000.
Each purchaser will be required to agree that, except for offers, sales or
dispositions to affiliates of such purchaser, for a period of 90 days from
August 7, 1997, it will not, without the Partnership's prior written consent,
offer, sell, contract to sell, or otherwise dispose of, any of the Common Units
purchased pursuant to this Prospectus Supplement. After the expiration of such
90 day period and prior to August 7, 1998, each purchaser will be required to
agree that, except for offers, sales or dispositions to affiliates of such
purchaser, it will not, without the Partnership's prior written consent, offer,
sell, contract to sell, or otherwise dispose of, on any trading day more than
that number of Common Units equal to one-third of the average daily trading
volume of the Common Units on the New York Stock Exchange for the 30 trading
days preceding such trading day.
Prospectus Supplement dated August 7, 1997
