|
OMB
Number: 3235-0145
|
|
|
Expires:
December 31, 1997
|
|
|
Estimated
average burden
|
|
|
hours
per response...14.90
|
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
UNDER THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. 1)
|
TC
PIPELINES, LP
|
||
|
(Name
of Issuer)
|
||
|
COMMON UNITS
|
||
|
(Title
of Class of Securities)
|
||
|
87233Q108
|
||
|
(CUSIP
Number)
|
Check the
following box if a fee is being paid with this statement £. (A fee is not
required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The
remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required in the remainder of this cover page shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
PAGE 1 OF
8
|
CUSIP
NO. 87233Q108
|
13G
|
PAGE
2 OF 8 PAGES
|
|
1
|
NAME
OF REPORTING PERSON
|
|
|
S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
|
||
|
(A)
KAYNE ANDERSON CAPITAL ADVISORS, L.P.
- 95-4486379
|
||
|
(B) RICHARD A. KAYNE
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
£
|
|
(b) £
|
||
|
3
|
SEC USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
IS A CALIFORNIA LIMITED
PARTNERSHIP
|
|
5
|
SOLE
VOTING POWER
|
|
|
NUMBER
OF
|
0
|
|
|
SHARES
|
6
|
SHARED
VOTING POWER
|
|
BENEFICIALLY
|
(A)
1,767,409
|
|
|
OWNED
BY
|
(B) 1,767,409
|
|
|
EACH
REPORTING
|
7
|
SOLE
DISPOSITIVE POWER
|
|
PERSON
WITH
|
||
|
0
|
||
|
8
|
SHARED
DISPOSITIVE POWER
|
|
|
(A)
1,767,409
|
||
|
(B)
1,767,409
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*
|
|
|
(A)
1,767,409
|
||
|
(B) 1,767,409
|
||
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
|
£
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
|
|
(A)
4.28%
|
||
|
(B) 4.28%
|
||
|
12
|
TYPE
OF REPORTING PERSON*
|
|
|
(A)
IA
|
||
|
(B) IN
|
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
PAGE 2 OF
8
United
States
Securities
and Exchange Commission
Schedule
13G
*********************
|
Item
1.
|
(a)
|
Issuer:
|
TC
Pipelines, LP
|
||
|
(b)
|
Address:
|
13710
FNB Parkway
|
|||
|
Omaha,
Nebraska 68154-5200
|
|||||
|
Item
2.
|
(a)
|
Filing
Persons:
|
Kayne
Anderson
|
Richard
A. Kayne
|
|
|
Capital
Advisors, L.P.
|
|||||
|
(b)
|
Addresses:
|
1800
Avenue of the Stars,
|
1800
Avenue of the Stars,
|
||
|
Second
Floor
|
Second
Floor
|
||||
|
Los
Angeles, CA 90067
|
Los
Angeles, CA 90067
|
||||
|
(c)
|
Citizenship:
|
Kayne
Anderson Capital Advisors, L.P. is a California limited
partnership
|
|||
|
Richard
A. Kayne is a U.S. Citizen
|
|||||
|
(d)
|
Title
of Class
|
||||
|
of
Securities:
|
Common
Units
|
||||
|
(e)
|
Cusip
Number:
|
87233Q108
|
|||
|
Item
3.
|
If
this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), check
whether the person filing is a:
|
||||
|
(e)
|
Kayne
Anderson Capital Advisors, L.P., is an investment adviser registered under
section 203 of the Investment Advisers Act of 1940.
|
||||
|
Item
4.
|
Ownership
|
||||
|
(a)
|
Amount
Beneficially Owned:
|
||||
|
Kayne
Anderson Capital Advisors, L.P. Managed Accounts
|
1,767,409
|
||||
|
Richard
A. Kayne
|
1,767,409
|
||||
|
(b)
|
Percent
of Class:
|
4.28%
|
|||
|
(c)
|
Number
of shares as to which such person has:
|
||||
|
(i)
sole power to vote or direct to vote
|
0
|
||||
|
(ii)
Shared power to vote or direct the vote
|
1,767,409
|
||||
|
(iii)
sole power to dispose or direct the disposition
|
0
|
||||
|
(iv)
shared power to dispose or direct the disposition of
|
1,767,409
|
||||
PAGE 3 OF
8
United
States
Securities
and Exchange Commission
Schedule
13G
TC
Pipelines, LP (Issuer)
**************************
|
Item
5.
|
Ownership
of Five Percent or Less of a Class
|
If this
statement is being filed to report the fact that as of the date hereof the
reporting persons have ceased to be the beneficial owner of more than five
percent of the class of securities, check the
following [X].
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
Not
applicable.
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding
Company
|
Not
applicable.
|
Item
8.
|
Identification
and Classification of Members of the
Group
|
Not
applicable
|
Item
9.
|
Notice
of Dissolution of Group
|
Not
applicable
|
Item
10.
|
Certification
|
By
signing below we certify that, to the best of our knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purposes or effect.
PAGE 4 OF
8
United
States
Securities
and Exchange Commission
Schedule
13G
TC
Pipelines, LP (Issuer)
**************************
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
|
October 15, 2009
|
|
|
Date
|
|
|
/S/ RICHARD A. KAYNE
|
|
|
Richard
A. Kayne
|
|
KAYNE
ANDERSON CAPITAL ADVISORS, L.P.
|
|||
|
By:
|
Kayne
Anderson Investment Management, Inc.
|
||
|
By:
|
/S/ DAVID J.
SHLADOVSKY
|
||
|
David
J. Shladovsky, Secretary
|
|||
PAGE 5 OF
8
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(f)(1)
This
agreement is made pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act
of 1934 (the “Act”) by and between the parties listed below, each referred to
herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial
ownership as required by Section 13(d) of the Act and the Rules thereunder may
be filed on each of their behalf on Schedule 13D or Schedule 13G, as
appropriate, and that said joint filing may thereafter be amended by further
joint filings. The Joint Filers state that they each satisfy the
requirements for making a joint filing under Rule 13d-1.
|
October 15, 2009
|
|
|
Date
|
|
|
/S/ RICHARD A. KAYNE
|
|
|
Richard
A. Kayne
|
|
KAYNE
ANDERSON CAPITAL ADVISORS, L.P.
|
|||
|
By:
|
Kayne
Anderson Investment Management, Inc.
|
||
|
By:
|
/S/ DAVID J.
SHLADOVSKY
|
||
|
David
J. Shladovsky, Secretary
|
|||
PAGE 6 OF
8
United
States
Securities
and Exchange Commission
Schedule
13G
(cover
page)
TC
Pipelines, LP (Issuer)
**************************
|
Box
9.
|
The
reported units are owned by investment accounts (investment limited
partnerships, a registered investment company and institutional accounts)
managed, with discretion to purchase or sell securities, by Kayne Anderson
Capital Advisors, L.P., as a registered investment
adviser.
|
Kayne
Anderson Capital Advisors, L.P. is the general partner (or general partner of
the general partner) of the limited partnerships and investment adviser to the
other accounts. Richard A. Kayne is the controlling shareholder of the corporate
owner of Kayne Anderson Investment Management, Inc., the general partner of
Kayne Anderson Capital Advisors, L.P. Mr. Kayne is also a limited partner of
each of the limited partnerships and a shareholder of the registered investment
company. Kayne Anderson Capital Advisors, L.P. disclaims beneficial
ownership of the units reported, except those units attributable to it by virtue
of its general partner interests in the limited partnerships. Mr.
Kayne disclaims beneficial ownership of the units reported, except those units
held by him or attributable to him by virtue of his limited partnership
interests in the limited partnerships, his indirect interest in the interest of
Kayne Anderson Capital Advisors, L.P. in the limited partnerships, and his
ownership of common stock of the registered investment company.
PAGE 7 OF
8
UNDERTAKING
The
undersigned agree jointly to file the attached Statement of Beneficial Ownership
on Schedule 13G with the U.S. Securities Exchange Commission and TC Pipelines,
LP.
Dated: October 15,
2009
|
/S/ RICHARD A. KAYNE
|
|
|
Richard
A. Kayne
|
|
KAYNE
ANDERSON CAPITAL ADVISORS, L.P.
|
|||
|
By:
|
Kayne
Anderson Investment Management, Inc.
|
||
|
By:
|
/S/ DAVID J. SHLADOVSKY
|
||
|
David
J. Shladovsky, Secretary
|
|||
PAGE 8 OF 8