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Press release from Business Wire

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

Wednesday, February 06, 2013

BreitBurn Energy Partners L.P. Announces Public Offering of Common Units16:06 EST Wednesday, February 06, 2013 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 13,000,000 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 1,950,000 common units. The Partnership intends to use the net proceeds from the offering to repay indebtedness outstanding under its existing revolving credit facility. Barclays, BofA Merrill Lynch, Citigroup, RBC Capital Markets, UBS Investment Bank and Wells Fargo Securities 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: Barclaysc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, New York 11717Phone: (888) 603-5847barclaysprospectus@broadridge.com BofA Merrill LynchAttn: Prospectus Department222 BroadwayNew York, New York 10038dg.prospectus_requests@baml.com Citigroupc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, New York 11717Phone: (800) 831-9146batprospectusdept@citi.com RBC Capital MarketsThree World Financial Center200 Vesey Street, 8th FloorNew York, New York 10281-8098Attention: Equity SyndicatePhone: (877) 822-4089 UBS Investment BankAttn: Prospectus Dept.299 Park AvenueNew York, New York 10171Phone: (888) 827-7275 Wells Fargo SecuritiesAttn: Equity Syndicate Dept.375 Park AvenueNew York, New York 10152Phone: (800) 326-5897cmclientsupport@wellsfargo.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 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, Texas, 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 February 29, 2012, 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 Officer(213) 225-5900 x273orJessica TangInvestor Relations(213) 225-5900 x210