Pipeline Company Going Public

HOUSTON--(BUSINESS WIRE)--Plains All American Pipeline, L.P. (NYSE: PAA) announced today that it has commenced, subject to market conditions, an underwritten public offering of 6,400,000 of its common units representing limited partner interests. The Partnership also intends to grant the underwriters a 30-day option to purchase up to 960,000 additional common units to cover over-allotments, if any.

The Partnership intends to use the net proceeds from the offering, including the proceeds from any exercise of the over-allotment option, to reduce outstanding borrowings under its credit facilities and for general partnership purposes. Amounts repaid under the Partnership’s credit facilities may be reborrowed to fund its ongoing capital program, potential future acquisitions, or for general partnership purposes.

Citi, BofA Merrill Lynch, J.P. Morgan, Morgan Stanley, UBS Investment Bank and Wells Fargo Securities will act as joint book-running managers of the offering.

When available, copies of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained from the underwriters as follows:

Citigroup Global Markets Inc. Brooklyn Army Terminal Attention: Prospectus Delivery Dept. 140 58th Street, Brooklyn, NY 11220 Telephone: (800) 831-9146 batprospectusdept@citi.com				BofA Merrill Lynch 4 World Financial Center New York, New York 10080 Attn: Prospectus Department dg.prospectus_requests@baml.com
J.P. Morgan Securities LLC via Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, New York 11717 Telephone: (866) 803-9204				Morgan Stanley & Co. Incorporated Attn: Prospectus Dept. 180 Varick Street, 2nd Floor New York, NY 10014 Tel: (866) 718-1649 Email: prospectus@morganstanley.com
UBS Securities LLC Attention: Prospectus Dept. 299 Park Avenue New York, NY 10171 Telephone: (888) 827-7275				Wells Fargo Securities, LLC Attn: Equity Syndicate Dept. 375 Park Avenue New York, New York 10152 cmclientsupport@wellsfargo.com Phone: (800) 326-5897

The common units will be offered and sold pursuant to an effective shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission. This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or 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 related prospectus supplement.

Except for the historical information contained herein, the matters discussed in this news release are forward-looking statements that involve certain risks and uncertainties. These risks and uncertainties include, among other things, the stability of the capital markets and other factors and uncertainties inherent in the marketing, transportation, terminalling, gathering and storage of crude oil and other petroleum-related products discussed in the Partnership's filings with the Securities and Exchange Commission.

Plains All American Pipeline, L.P. is a publicly-traded master limited partnership engaged in the transportation, storage, terminalling and marketing of crude oil, refined products and liquefied petroleum gas and other natural gas related petroleum products. Through its general partner interest and majority equity ownership position in PAA Natural Gas Storage, L.P. (NYSE: PNG), PAA is also engaged in the development and operation of natural gas storage facilities. PAA is headquartered in Houston, Texas.