PAA Announces Public Offering Of Senior Notes

Plains All American Pipeline, L.P. (NYSE:  PAA) today announced that it has commenced a public offering of senior notes (the "Notes"). The Partnership intends to use the net proceeds from this offering to repay outstanding borrowings under its senior unsecured revolving credit facility and commercial paper program and for general partnership purposes. Amounts repaid under the Partnership's senior unsecured revolving credit facility and commercial paper program may be reborrowed, as necessary, to fund its ongoing expansion capital program, future acquisitions and investments or for general partnership purposes.

J.P. Morgan Securities LLC; BNP Paribas Securities Corp.; Merrill Lynch, Pierce, Fenner & Smith Incorporated; and Wells Fargo Securities, LLC will act as joint book-running managers of the offering.

The Notes will be offered and sold pursuant to an effective shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission and only by means of a prospectus supplement and accompanying base prospectus. When available, copies of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained from the underwriters as follows:
J.P. Morgan Securities LLC           BNP Paribas Securities Corp.
383 Madison Avenue 787 Seventh Avenue
New York, New York 10179 New York, New York 10019
Attention: Investment Grade Syndicate Desk - Attention: Syndicate Desk
3rd floor Telephone: 1-800-854-5674
Telephone: 212-834-4533            
Merrill Lynch, Pierce, Fenner & Smith Wells Fargo Securities, LLC
Incorporated 608 2nd Avenue South, Suite 1000
200 North College Street Minneapolis, Minnesota 55402
NC1-004-03-43 Attention: WFS Customer Service
Charlotte NC 28255-0001 Telephone: 1-800-645-3751
Attention: Prospectus Department

Telephone: 1-800-294-1322


This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Plains All American Pipeline, L.P. is a publicly traded master limited partnership that owns and operates midstream energy infrastructure and provides logistics services for crude oil, natural gas liquids ("NGL"), natural gas and refined products. PAA owns an extensive network of pipeline transportation, terminalling, storage and gathering assets in key crude oil and NGL producing basins and transportation corridors and at major market hubs in the United States and Canada. On average, PAA handles over 4.6 million barrels per day of crude oil and NGL in its Transportation segment. PAA is headquartered in Houston, Texas.

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