8-K

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) January 18, 2007

TC PipeLines, LP

(Exact name of registrant as specified in its charter)

Delaware	000-26091	52-2135448
(State or other jurisdiction	(Commission File	(IRS Employer
of incorporation)	Number)	Identification No.)
110 Turnpike Road, Suite 203		01581
Westborough, Massachusetts		(Zip Code)
(Address of principal executive offices)
Registrant’s telephone number, including area code(508) 871-7046
Not Applicable
(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 5.02Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Resignation of Directors

On January 19, 2007, the Board of Directors of TC PipeLines, LP (the “Partnership”) announced the retirement of Directors Ronald J. Turner and Albrecht W.A. Bellstedt, effective January 18, 2007.

Election of Directors

On January 19, 2007, the Board of Directors of the Partnership announced that, effective January 18, 2007, Gregory A. Lohnes is appointed as a Director and will step down as Chief Financial Officer for the Partnership.  Mr. Lohnes is also Executive Vice-President and Chief Financial Officer for TransCanada Corporation (“TransCanada”). The Partnership is managed by its general partner, TC PipeLines GP, Inc., a wholly-owned, indirect subsidiary of TransCanada. TC PipeLines GP, Inc. also holds common units of the Partnership.

In addition, the Board of Directors appointed Steven D. Becker as a Director.  Mr. Becker is also Vice-President, Pipeline Development for TransCanada.

None of the aforementioned individuals have (a) been selected as a director pursuant to any arrangement or understanding with another party, (b) been a party to any transaction with the Partnership or TC PipeLines GP, Inc. that would require disclosure under Item 404(a) of Regulation S-K, or (c) any employment agreement with the Partnership or TC PipeLines GP, Inc.

Appointment of Officers

On January 19, 2007, the Board of Directors of the Partnership announced that, effective January 18, 2007, Mark Zimmerman will replace Russell K. Girling as the President for the Partnership. Mr. Zimmerman, age 42, is currently Vice-President, Business Development for the Partnership, a position he has held since June 2006, and Vice-President, Commercial Transactions for TransCanada.  From September 2003 to June 2006, Mr. Zimmerman was Director, Project Finance for TransCanada. From September 1999 to September 2003, he was Director, Corporate Evaluations and Planning for TransCanada.  Mr. Girling will continue as Chairman and Chief Executive Officer for the Partnership.  Mr. Girling is also President, Pipelines for TransCanada.

In addition, the Board of Directors appointed Amy W. Leong as Principal Financial Officer for the Partnership.  Ms. Leong, age 39, is also Controller for the Partnership, a position she has held since September 2003, and Director, Pipeline Accounting for TransCanada, a position she has held since January 2005. From April 2003 to January 2005, Ms. Leong was Manager, Gas Transmission Accounting for TransCanada.  Prior to April 2003, since 2000, Ms. Leong was Manager, Regulatory Accounting and Capital Accounting for TransCanada.

In addition, the Board of Directors appointed Sean Brett as Vice-President and Treasurer for the Partnership.  Mr. Brett, age 41, is also Director, Capital Markets for TransCanada, a position he has held since 1999.

None of the aforementioned individuals have (a) any family relationships with any director or executive officer of the Partnership or TC PipeLines GP, Inc., (b) been a party to any transaction with the Partnership or TC PipeLines GP, Inc. that would require disclosure under Item 404(a) of Regulation S-K, or (c) any employment agreement with the Partnership or TC PipeLines GP, Inc.

Item 9.01               Financial Statements and Exhibits.

(d)          Exhibits.

               99.1         Press Release, January 19, 2007.

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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.

	TC PipeLines, LP
	By: TC PipeLines GP, Inc.,
	its general partner
	By:	/s/ Amy W. Leong
		Amy W. Leong
		Controller
Dated: January 19, 2007

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Exhibit No.	Description
99.1	Press Release dated January 19, 2007.

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EX-99.1

Exhibit 99.1

NewsRelease

New Directors and Executive Officers

Calgary, Alberta - January 19, 2007 - (Nasdaq: TCLP) - The Board of Directors of TC PipeLines, GP, Inc. general partner of TC PipeLines, LP (the Partnership) today announced changes to the board of the general partner and to the executive officers for the Partnership.  TC PipeLines, GP, Inc. is a wholly owned subsidiary of TransCanada Corporation (TransCanada) and a common unitholder of the Partnership.

Board of Directors appointments — effective Jan. 18, 2007:

·Greg Lohnes is appointed as a Director and will step down as Chief Financial Officer for the Partnership.  Mr. Lohnes is also Executive Vice-President and Chief Financial Officer of TransCanada.

·Steve Becker is appointed as a Director.  Mr. Becker is also Vice-President, Pipeline Development of TransCanada.

·Ron Turner and Al Bellstedt are retiring from TransCanada and have relinquished their positions on the Board of the Partnership.

Executive Officer appointments - - effective Jan. 18, 2007:

·Mark Zimmerman is appointed President for the Partnership.  Mr. Zimmerman is currently Vice-President, Business Development for the Partnership and is also Vice-President, Commercial Transactions of TransCanada.  Russ Girling will continue as Chairman and Chief Executive Officer for TC PipeLines, LP.  Mr. Girling is also President, Pipelines of TransCanada.

·Amy Leong, Controller for the Partnership, continues in this role and is designated Principal Financial Officer.  Ms. Leong is Director, Pipeline Accounting of TransCanada.

·Sean Brett is appointed Vice-President and Treasurer for the Partnership.  Mr. Brett is also Director, Capital Markets of TransCanada.

 “Over the past year, TC PipeLines, LP has achieved significant growth with increased interests in both our two existing assets, Northern Border Pipeline and Tuscarora, and the announcement of the proposed major acquisition of 46.45% of Great Lakes Gas Transmission Limited Partnership in December 2006,” said Mr. Girling, Chairman and Chief Executive Officer.  “As a result of the growth of the partnership, we have appointed new executives and directors.  We look forward to continuing to build on our proven track record of effective, disciplined management of the Partnership.”

“On behalf of the Board, I thank Al Bellstedt and Ron Turner for their valued contribution to the growth and success of TC PipeLines, LP,” said Mr. Girling.

TC PipeLines, LP is a publicly traded limited partnership. Pending the closing of the acquisition of a 46.45 per cent interest in Great Lakes Gas Transmission Limited Partnership announced Dec. 22, 2006, TC PipeLines, LP has interests in more than 3,600 miles of federally regulated U.S. interstate natural gas pipelines including Northern Border Pipeline Company (50 per cent ownership) and Tuscarora Gas Transmission Company (99 per cent owns or controls).  The 1,249-mile Northern Border Pipeline transports natural gas from the Montana-Saskatchewan border to markets in the midwestern United States. Tuscarora owns a 240-mile pipeline system that transports natural gas from Oregon where it interconnects to TransCanada’s Gas Transmission Northwest System. Great Lakes is a 2,115-mile pipeline serving markets in Minnesota, Wisconsin, Michigan and eastern Canada. TC PipeLines, LP is managed by its general partner, TC PipeLines GP, Inc., an indirect wholly owned subsidiary of TransCanada Corporation. TC PipeLines GP, Inc., also holds common units of the Partnership. Common units of TC PipeLines, LP are quoted on the NASDAQ Stock Market and trade under the symbol “TCLP.”

Cautionary Statement Regarding Forward-Looking Information

This news release may include forward-looking statements regarding future events and the future financial performance of TC PipeLines, LP. Words such as “believes,” “expects,” “intends,” “forecasts,” “projects,” and similar expressions identify forward-looking statements. All forward-looking statements are based on the Partnership’s current beliefs as well as assumptions made by and information currently available to the Partnership. These statements reflect the Partnership’s current views with respect to future events. The Partnership assumes no obligation to update any such forward-looking statement to reflect events or circumstances occurring after the date hereof. Important factors that could cause actual results to materially differ from the Partnership’s current expectations include the ability to close the Great Lakes Gas Transmission Limited Partnership acquisition (announced Dec. 22, 2006), regulatory decisions, particularly those of the Federal Energy Regulatory Commission and the Securities and Exchange Commission, the ability of Northern Border Pipeline to recontract its available capacity at maximum rates, operational decisions of Northern Border Pipeline’s operator, the failure of a shipper on either one of the Partnership’s pipelines to perform its contractual obligations, cost of acquisitions, future demand for natural gas, overcapacity in the industry, and other risks inherent in the transportation of natural gas as discussed in the Partnership’s filings with the Securities and Exchange Commission, including the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2005 and subsequent quarterly reports on Form 10-Q.

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	investor_relations@tcpipelineslp.com