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) June 10, 2004 PACIFIC ENERGY PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 313345 68-0490580 (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 5900 Cherry Avenue Long Beach, CA 90805 (Address of principal executive office) (562) 728-2800 (Registrant's telephone number, including area code) Senior Notes Pricing 8-K 6 10 04 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Pacific Energy Partners, L.P., press release dated June 10, 2004. ITEM 9. REGULATION FD DISCLOSURE. Attached as Exhibit 99.1 is a copy of the press release of Pacific Energy Partners, L.P., dated June 10, 2004, announcing the pricing of the private offering of $250 million principal amount of Senior Notes due 2014 being offered by it and its newly formed subsidiary, Pacific Energy Finance Corporation. In accordance with General Instruction B.2. of Form 8-K, the above information is being furnished pursuant to Item 9 of Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, except if the registrant specifically states that the information is to be considered "filed" under the Securities Exchange Act of 1934, as amended, or incorporated it by reference into a filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. 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. PACIFIC ENERGY PARTNERS, L.P. By: PACIFIC ENERGY GP, INC. its General Partner By: /s/ Gerald A. Tywoniuk --------------------------------------------- Gerald A. Tywoniuk Senior Vice President, Chief Financial Officer and Treasurer Date: June 10, 2004 EXHIBIT INDEX Exhibit Number Description --------------- ---------------------------------------------------------- Exhibit 99.1 Press Release of Pacific Energy Partners, L.P., dated June 10, 2004