EXHIBIT 99.1

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Contacts:      Phillip D. Kramer                    A. Patrick Diamond
               Executive Vice President and CFO     Manager, Special Projects
               713/646-4560 - 800/564-3036          713/646-4487 - 800/564-3036

FOR IMMEDIATE RELEASE

                     Plains All American Pipeline To Acquire
                  West Texas Pipeline Business Unit from Shell

     (Houston - May 6, 2002) Plains All American Pipeline, L.P. (NYSE: PAA)
announced today that it has reached a definitive agreement to acquire certain
crude oil pipeline assets from Shell Pipeline Company LP (f.k.a. Equilon
Pipeline Company LLC) and Equilon Enterprises LLC (d.b.a. Shell Oil Products
US). The transaction is subject to the performance of customary due diligence
and receipt of regulatory approvals and is expected to close within the next 90
days.

     Primary assets included in the transaction are interests in: (i) the Basin
Pipeline System, (ii) the Rancho Pipeline System and (iii) the Permian Basin
Gathering System. Total consideration for the assets is approximately $315
million.

     "The acquisition of Shell's West Texas pipeline assets is a seminal event
for PAA," said Greg Armstrong, Chairman and Chief Executive Officer of the
Partnership. "These assets significantly improve our ability to service the
needs of West Texas producers and Midwest refiners as they provide us direct
access to the prolific West Texas crude oil producing region as well as to
foreign crude oil imports that are brought up from the Gulf Coast and moved into
Cushing on the Basin system. Furthermore, the Basin system provides a direct
trunk line connection to Cushing, Oklahoma, where we own significant crude oil
storage capacity."

     Historical operating and financial results are in the process of being
audited, but unaudited information preliminarily indicates that the package of
assets the Partnership is acquiring generated approximately $30 million of
earnings before interest, taxes, depreciation and amortization ("EBITDA") during
2001 (estimated by the Partnership using unaudited historical data conformed to
the Partnership's measurement of EBITDA from its existing assets).

 Terms of the Agreement

     Under the terms of the agreement, PAA will acquire from Shell for
approximately $315 million cash (i) 100% of the outstanding partnership
interests in Basin Pipeline Holdings LP, (ii) 100% of the outstanding
partnership interests in Rancho Pipeline Holdings LP, (iii) the Permian


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Basin Gathering System and associated facilities and (iv) other small gathering
assets.

Financing Plan

     The Partnership presently intends to fund the transaction using existing
availability under its revolving credit facility. In order to position Plains
All American to be able to quickly capitalize on future opportunities, the
Partnership intends to closely monitor both the equity and debt markets for
desirable re-financing alternatives, both to increase the equity underpinning
the Partnership and to add length to its debt maturities.

Conference Call:

     The Partnership will be discussing the transaction on its previously
scheduled first quarter results conference call on Tuesday, May 7, 2002. The
call will begin at 10:00 AM (Central). To participate in the call, please call
1-800-360-9865 at approximately 9:55 AM (Central). No password or reservation
number is required.

Webcast Instructions:

     To access the Internet webcast, please go to the Partnership's website at
www.paalp.com, choose "investor relations", and then choose "conference calls".
Following the live webcast, the call will be archived for a period of sixty (60)
days on the Partnership's website.

Telephonic Replay Instructions:
Call 1-800-428-6051 and enter PIN # 239736

     The replay will be available beginning Tuesday, May 7, 2002, at
approximately 1:00 PM (Central) and continue until midnight Friday, May 10,
2002.

     Except for the historical information contained herein, the matters
discussed in this news release are forward-looking statements that involve
certain risk factors and uncertainties that could cause actual results to differ
materially from results anticipated in forward-looking statements. These risks
and uncertainties include, among other things, consummation of acquisition
transactions, successful integration and future performance of assets acquired,
abrupt or severe production declines or production interruptions in
outer-continental shelf production located offshore California and transported
on the All American Pipeline, availability of third party production volumes for
transportation and marketing, demand for various grades of crude oil and
resulting changes in pricing conditions, successful third party drilling
efforts, regulatory changes, the availability of acquisition opportunities on
terms favorable to the Partnership, unanticipated shortages or cost increases in
materials and skilled labor, weather interference, and other factors and
uncertainties inherent in the marketing, transportation, terminalling, gathering
and storage of crude oil discussed in the Partnership's filings with the
Securities and Exchange Commission.

     Plains All American Pipeline, L.P. is engaged in interstate and intrastate
crude oil transportation, terminalling and storage, as well as crude oil
gathering and marketing activities, primarily in Texas, California, Oklahoma,
Louisiana and the Canadian Provinces of Alberta and Saskatchewan. The
Partnership's common units are traded on the New York Stock Exchange under the
symbol "PAA." The Partnership is headquartered in Houston, Texas.

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