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Press release from Business Wire

BreitBurn Energy Partners L.P. Announces Pricing of Public Offering of 8,000,000 Common Units

Friday, February 03, 2012

BreitBurn Energy Partners L.P. Announces Pricing of Public Offering of 8,000,000 Common Units08:38 EST Friday, February 03, 2012 LOS ANGELES (Business Wire) -- BreitBurn Energy Partners L.P. (the “Partnership”) (NASDAQ:BBEP) announced today the pricing of its public offering of 8,000,000 common units representing limited partner interests at a price to the public of $18.80 per unit. The Partnership has granted to the underwriters a 30-day option to purchase up to an additional 1,200,000 common units from the Partnership. The offering is expected to close on February 8, 2012, subject to customary closing conditions. The Partnership expects to receive net proceeds of approximately $144.2 million (or approximately $165.9 million if the underwriters exercise their option to purchase an additional 1,200,000 common units) from the offering and intends to use the proceeds to reduce borrowings under its bank credit facility. RBC Capital Markets, LLC, Citigroup Global Markets Inc., BofA Merrill Lynch, Barclays Capital Inc., Credit Suisse Securities (USA) LLC and Wells Fargo Securities, LLC acted as joint book-running managers of the offering. The offering is being made by means of a prospectus supplement and accompanying prospectus. A copy of the prospectus supplement and accompanying prospectus relating to the offering may be obtained from: RBC Capital Markets, LLC Three World Financial Center 200 Vesey Street, 8th Floor New York, New York 10281-8098 Attention: Equity Syndicate Phone: (877) 822-4089   Citigroup Global Markets Inc. Attention: Prospectus Department Brooklyn Army Terminal 140 58th Street, 8th Floor Brooklyn, New York 11220 Phone: (800) 831-9146 batprospectusdept@citi.com   BofA Merrill Lynch Attn: Prospectus Department 4 World Financial Center New York, New York 10080 dg.prospecus_requests@baml.com   Barclays Capital Inc. c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, New York 11717 Phone: (888) 603-5847 barclaysprospectus@broadridge.com   Credit Suisse Securities (USA) LLC One Madison Avenue New York, New York 10010 Attn: Prospectus Department Telephone: (800) 221-1037   Wells Fargo Securities, LLC Attn: Equity Syndicate Dept. 375 Park Avenue New York, New York 10152 Phone: (800) 326-5897 cmclientsupport@wellsfargo.com An electronic copy of the 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 publicly traded independent oil and gas limited partnership focused on the acquisition, exploitation, development and production of oil and gas properties. The Partnership's producing and non-producing crude oil and natural gas reserves are located in Michigan, Wyoming, California, Florida, Indiana, and Kentucky. Cautionary Statement Regarding Forward-Looking Information This press release contains forward-looking statements relating to the Partnership's operations that are based on management's current expectations, estimates and projections about its operations. Words and phrases such as “intends,” “to be offered,” and variations of such words and similar expressions are intended to identify such forward-looking statements. 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, political and regulatory developments relating to taxes, derivatives and our oil and gas operations, 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 9, 2011, 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, the Partnership 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 Investor Relations Contacts:BreitBurn Energy Partners L.P.James G. JacksonExecutive Vice President and Chief Financial Officer213-225-5900 x273orJessica TangInvestor Relations213-225-5900 x210