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Press release from Business Wire

BreitBurn Energy Partners L.P. Announces Public Offering of Common Units

Monday, February 07, 2011

BreitBurn Energy Partners L.P. Announces Public Offering of Common Units16:30 EST Monday, February 07, 2011 LOS ANGELES (Business Wire) -- BreitBurn Energy Partners L.P. (the “Partnership”) (NASDAQ:BBEP) announced today that it has commenced a public offering, subject to market and other conditions, of 4,000,000 common units representing limited partner interests in the Partnership. The Partnership intends to grant the underwriters a 30-day option to purchase up to an additional 600,000 common units if the underwriters sell more than 4,000,000 common units in the offering. The Partnership intends to use the net proceeds from the offering to repay indebtedness outstanding under its existing revolving credit facility. Citi, Wells Fargo Securities, RBC Capital Markets and Barclays Capital will act as joint book-running managers of the offering. When available, a copy of the preliminary prospectus supplement and accompanying prospectus relating to the offering may be obtained from: CitiAttention: Prospectus DepartmentBrooklyn Army Terminal140 58th Street, 8th FloorBrooklyn, NY 11220Phone: (800) 831-9146batprospectusdept@citi.com Wells Fargo Securities375 Park AvenueNew York, New York 10152Attention: Equity SyndicatePhone: (800) 326-5897equity.syndicate@wellsfargo.com RBC Capital MarketsThree World Financial Center200 Vesey Street, 8th FloorNew York, NY 10281-8098Attention: Equity SyndicatePhone: (877) 822-4089 Barclays Capitalc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, New York 11717Phone: (888) 603-5847barclaysprospectus@broadridge.com An electronic copy of the preliminary prospectus supplement and accompanying base prospectus may also be obtained at no charge at the Securities and Exchange Commission's website at www.sec.gov. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus and prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. The offering will be made pursuant to an effective shelf registration statement, which was previously filed by the Partnership with the Securities and Exchange Commission, and a prospectus supplement and accompanying prospectus, which will be filed by the Partnership with the Securities and Exchange Commission. About BreitBurn Energy Partners L.P. BreitBurn Energy Partners L.P. is a California-based publicly traded independent oil and gas limited partnership focused on the acquisition, exploitation, development and production of oil and gas properties. These producing and non-producing crude oil and natural gas reserves are located in Northern Michigan, the Los Angeles Basin in California, the Wind River and Big Horn Basins in central Wyoming, the Sunniland Trend in Florida, and the New Albany Shale in Indiana and Kentucky. See www.BreitBurn.com for more information. Cautionary Statement Regarding Forward-Looking Information This press release contains forward-looking statements relating to the offering. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Partnership expects, believes or anticipates will or may occur in the future are forward-looking statements, including statements regarding closing of the offering and the use of proceeds of the offering. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control and are difficult to predict. These include risks relating to the Partnership's financial performance and results, availability of sufficient cash flow to execute our business plan, our level of indebtedness, a significant reduction in the borrowing base under our bank credit facility, our ability to raise capital, prices and demand for natural gas and oil, our ability to replace reserves and efficiently develop our current reserves, the availability and cost of drilling and completion equipment, services and labor, and the factors set forth under the heading "Risk Factors" incorporated by reference from our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 11, 2010, our Quarterly Reports on Form 10-Q, and our Current Reports on Form 8-K. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, BreitBurn undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Unpredictable or unknown factors not discussed herein also could have material adverse effects on forward-looking statements. BBEP-IR BreitBurn Energy Partners L.P.Investor Relations Contacts:James G. JacksonExecutive Vice President and Chief Financial Officer(213) 225-5900 x273orGloria ChuInvestor Relations(213) 225-5900 x210