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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) June 30, 2004

Plains All American Pipeline, L.P.
(Exact name of registrant as specified in its charter)

DELAWARE
(State or other jurisdiction
of incorporation)		   1-14569
(Commission
File Number)		   76-0582150
(IRS Employer
Identification No.)


333 Clay Street, Suite 1600 Houston, Texas 77002
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (713) 646-4100

N/A
(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:

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 9.01. Financial Statements and Exhibits

(c)
Exhibits

99.1
Unaudited Balance Sheet of Plains AAP, L.P., dated as of June 30, 2004.


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.

      PLAINS ALL AMERICAN PIPELINE, L.P.

Date: October 13, 2004
 
By:
Plains AAP, L.P., its general partner

 
 
By:
Plains All American GP LLC, its general partner

 
 
By:
Name: Tina L. Val
Title: Vice President—Accounting and Chief Accounting Officer

2


Index to Exhibits

99.1
Unaudited Balance Sheet of Plains AAP, L.P., dated as of June 30, 2004.

3



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SIGNATURES
Index to Exhibits