EL PASO ENERGY PARTNERS LP
8-K, 2000-04-04
CRUDE PETROLEUM & NATURAL GAS
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                        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:  April 4, 2000
     (Date of earliest event reported:  March 20, 2000)


                EL PASO ENERGY PARTNERS, L.P.
   (Exact name of registrant as specified in the charter)



    Delaware                         1-11680               76-0396023
(State or other jurisdiction  (Commission File Number)  ( I.R.S. Employer
    of incorporation)                                   Identification No.)



                   El Paso Energy Building
                    1001 Louisiana Street
                    Houston, Texas 77002
     (Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code (713) 420-2131

<PAGE>

Item 2.   Acquisitions or Dispositions of Assets.

       On March 20, 2000, El Paso Energy Partners, or the
Partnership, completed its acquisition of the El Paso
Intrastate-Alabama pipeline system, a natural gas gathering
system in the coal seam producing regions of Alabama, for
total cash consideration of $26.4 million from a subsidiary
of El Paso Energy Corporation.  This transaction was
accounted for using the purchase method of accounting.  El
Paso Energy, through its subsidiaries, owns an effective
34.5 percent economic interest in the Partnership, including
a one percent general partner interest and an approximate
one percent non-managing member interest in certain of the
Partnership's subsidiaries.

Item 7.Financial Statements and Exhibits.

       (a)  Pro forma financial statements and required audited
          financial statements will be included by amendment.

       (b)  Exhibits.

          99.1 Press release issued by El Paso Energy Partners, L.P.
               on April 4, 2000


                         SIGNATURES

     Pursuant to the requirements of the Securities Exchange
Act of 1934, as amended, the registrant has duly caused this
report to be signed on its behalf by the undersigned
hereunto duly authorized.


                              EL PASO ENERGY PARTNERS, L.P.



                                By:  /s/ D. Mark Leland
                                   ---------------------------
                                         D. Mark Leland
                                   Vice President and Controller

Date:  April 4, 2000
<PAGE>

                       EXHIBIT  INDEX


     Exhibit Number         Description

        99.1                Press release dated April 4, 2000


                                                        EXHIBIT 99.1

[Logo] El Paso Energy Partners                          NEWS
- -----------------------------------------------------------------------
El Paso Energy Partners, L.P.                Contact:  Keith B. Forman
P.O. Box 2511                                  Chief Executive Officer
Houston, Texas 77252-2511                      Office:  (713) 420-5218
                                                  Fax:  (713) 420-5477
FOR IMMEDIATE RELEASE

                   EL PASO ENERGY PARTNERS COMPLETES
              ACQUISITION OF ALABAMA INTRASTATE PIPELINE


HOUSTON,  TEXAS, APRIL 4, 2000-El Paso Energy Partners, L.P. (NYSE:EPN)
announced  today  that  it  has  completed  the  purchase  of  El  Paso
Intrastate-Alabama Inc. (EPIA) for $26.4 million in cash from  El  Paso
Energy  Corporation (NYSE:EPG).  EPIA owns and operates over 450  miles
of  pipelines  and related compression facilities and  is  the  leading
natural  gas  gatherer in the Black Warrior Basin in  western  Alabama.
The acquisition represents El Paso Energy Partners' first major onshore
asset  purchase pursuant to the new strategy, announced late last year,
that   outlined  the  partnership's  intention  to  aggressively   seek
strategic onshore midstream growth opportunities.
     EPIA  was  acquired  by  El  Paso Energy Corporation  through  its
October  1999  merger  with  Sonat Inc.  The  system  is  strategically
located to gather and transport coal bed methane production as well  as
conventional  natural  gas supplies for redelivery  to  regional  local
distribution  companies, municipalities in western  Alabama,  Tennessee
Gas  Pipeline, which serves the northeast United States,  and  Southern
Natural Gas, which serves the southeast United States.  The system  has
current  throughput of approximately 150 Mmcf/d from 27 producers.   El
Paso Production Company, a subsidiary of El Paso Energy Corporation, is
the  largest  producer  on the system and is currently  engaged  in  an
aggressive  coal seam development program.  To support that growth,  El
Paso Energy Partners will expand the system with a $2.5 million capital
project including the installation of approximately 4,200 horsepower of
new   field  compression  to  lower  wellhead  pressures  and  increase
production.   This compression and expansion project is similar  to  El
Paso's  global compression project, completed in the San Juan basin  in
1998,  and  is expected to increase system volumes by 40 Mmcf/d  within
the next two years.
     "We  are  pleased to have completed our first onshore  acquisition
toward  the  goal  of  diversifying and  growing  the  sources  of  the
Partnership's  cash  flow,"  said Robert G. Phillips,  chief  executive
officer of El Paso Energy Partners, L.P.  "The characteristics of  EPIA
are identical to those we have targeted for future growth; they are fee-
based  businesses with both long-lived economics and growth  prospects.
We  will  continue to look for investments of this kind, which fit  the
partnership  profile and leverage off our general partners'  nationwide
assets  and  aggressive  growth strategy.  This acquisition,  the  full
effect  of  which will be recorded in our second quarter results,  will
immediately  contribute  to  higher cash  flow  per  unit  as  well  as
earnings."
     El  Paso  Energy Partners, L.P. is a publicly owned master limited
partnership that serves as one of El Paso Energy Corporation's  primary
vehicles  for  the  acquisition  and development  of  midstream  energy
infrastructure  assets  both  onshore and  offshore.   The  partnership
operates or has interests in eight natural gas pipeline systems located
offshore  Louisiana and Texas as well as a 36-percent interest  in  the
Poseidon  Oil  Pipeline,  a  crude oil system  designed  to  serve  new
developments in the subsalt and Deepwater areas of the Gulf of  Mexico.
El  Paso Energy Corporation owns the general partner of El Paso  Energy
Partners and owns an effective 34.5-percent economic interest in the
partnership.

       CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

     This release includes forward-looking statements and projections,
made  in  reliance  on  the  safe harbor  provisions  of  the  Private
Securities  Litigation Reform Act of 1995.  El Paso  Energy  Partners,
L.P.  has  made every reasonable effort to ensure that the information
and  assumptions on which these statements and projections  are  based
are  current, reasonable, and complete.  However, a variety of factors
could  cause actual results to differ materially from the projections,
anticipated  results or other expectations expressed in this  release,
including,  without limitation, oil and natural gas prices,  continued
drilling, exploration and production activity in the areas of the Gulf
of   Mexico   served  by  El  Paso  Energy  Partners;  and  successful
negotiation  of  customer  contracts on its pipelines  and  platforms.
While  the partnership makes these statements and projections in  good
faith,  neither the partnership nor its management can guarantee  that
the anticipated future results will be achieved.  Reference should  be
made to El Paso Energy Partners' (and its affiliates') Securities  and
Exchange Commission filings for additional important factors that  may
affect actual results.


                                 # # #


Contacts:

            Public Relations                 Investor Relations
            Norma F. Dunn                    Bruce L. Connery
            Senior Vice President            Vice President
            Office:  (713) 420-3750          Office:  (713) 420-5855
            Fax:     (713) 420-3632          Fax:     (713) 420-4417



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