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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
___________
FORM
8-K
CURRENT
REPORT
Pursuant
To Section 13 or 15(d) of the Securities Exchange Act of
1934
|
Date
of Report (Date of earliest event reported) November
14, 2007
|
|
TC
PipeLines, LP
|
|
(Exact
name of registrant as specified in its
charter)
|
|
Delaware
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000-26091
|
52-2135448
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
|
110
Turnpike Road, Suite 203
Westborough,
Massachusetts
|
01581
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|
(Address
of principal executive offices)
|
(Zip
Code)
|
|
Registrant’s
telephone number, including area code
|
(508)
871-7046
|
|
Not
Applicable
|
|
(Former
name or former address if changed since last
report)
|
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
|
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year.
On
November 14, 2007 TC PipeLines GP, Inc., the General Partner of TC PipeLines,
LP
passed a resolution approving an amendment to the Amended and Restated Agreement
of Limited Partnership dated as of May 28, 1999 (the “Partnership Agreement”) to
allow for participation in the issuance of book-based securities as required
by
NASDAQ effective January 1, 2008.
The
definition of certificate and the general certificates clause were amended
to permit the use of an uncertificated electronic registration system.
The
text
of the amendments is as follows:
The
definition of “Certificate” in Article I – Definitions, of the Partnership
Agreement is hereby amended and restated as follows:
“CERTIFICATE”
means a certificate or an uncertificated electronic registration system (i)
substantially in the form of Exhibit A to this Agreement, (ii) issued in global
form in accordance with the rules and regulations of the Depositary, (iii)
in
such other form as may be adopted by the General Partner in its discretion,
evidencing ownership of one or more Common Units, or in such form as may be
adopted by the General Partner in its discretion, evidencing ownership of one
or
more other Partnership Securities.
And,
A
new
sentence is added to the end of Section 4.1 – Certificate, of the
Partnership Agreement as follows:
Notwithstanding
anything in this Section 4.1 or any other provision of this Agreement, at the
General Partner’s discretion, the Partnership’s securities may be issued,
recorded and transferred by electronic or other means not involving the issuance
of physical Certificates. The provisions of this Agreement shall be
interpreted as reasonably required to implement such a system. For
example, no signature shall be required with respect to an uncertificated
electronic registration system.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
TC
PipeLines, LP
by: TC
PipeLines GP, Inc.,
its
general partner
By: /s/
Donald J.
DeGrandis
Donald
J.
DeGrandis
Secretary
Dated: November
19, 2007
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