Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 14, 2008, Mr. W. Lance Conn, the President of Vulcan Capital, joined the board of directors of Plains All American GP LLC ("GP LLC"), the general partner of Plains All American Pipeline, L.P. (the "Registrant"). Mr. Conn was designated by Vulcan Energy Corporation ("Vulcan Energy"), of which he is the Chairman of the Board, to serve as its representative on the GP LLC board. Mr. Conn replaces Mr. David N. Capobianco, who served as Vulcan Energy's representative on the GP LLC board from July 2004 until November 14, 2008. It is anticipated that Mr. Conn will be appointed to the compensation committee of the GP LLC board. The GP LLC board consists of up to eight individuals, including three independent directors, the Chief Executive Officer, two directors who are designated by certain members, and two at-large directors appointed by a majority in interest. At this time, one of the at-large positions is vacant. Vulcan Energy's wholly owned subsidiary, Vulcan Energy GP Holdings Inc., owns a 50.1% member interest in GP LLC. For a discussion of the relationships of the Registrant with Vulcan Energy and Vulcan Capital, please refer to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2007. Item 7.01 Regulation FD Disclosure.
In accordance with General Instruction B.2 of Form 8-K, the information presented under this Item 7.01 shall not be deemed "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, each as amended.
On November 14, 2008, the Registrant issued a press release announcing changes in the board of directors of GP LLC. A copy of the press release is furnished as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit 99.1 - Press Release dated November 14, 2008.

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