CORRESP

BOARDWALK PIPELINE PARTNERS, LP

3800 Frederica Street

Owensboro, Kentucky 42301

November 4, 2005

VIA EDGAR AND FACSIMILE (202) 772-9204

United States Securities and Exchange Commission

Division of Corporation Finance

Mail Stop 3561

100 F Street, NE

Washington, D.C. 20549-3651

Attention: Ms. Peggy Kim

Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-1 (File No. 333-127578) of Boardwalk Pipeline Partners, LP (the “Registrant”)

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, and on behalf of the Registrant, we hereby request that the effectiveness of the above-captioned Registration Statement (the “Registration Statement”) be accelerated so that such Registration Statement will become effective on Tuesday, November 8, 2005, at 3:00 p.m. Eastern Standard Time, or as soon thereafter as practicable.

In addition, we represent to the Securities and Exchange Commission (“the Commission”) that should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, the Commission is not foreclosed from taking any action with respect to the Registration Statement, and we represent that we will not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

We further acknowledge that the action of the Commission or the staff acting pursuant to delegated authority in declaring the Registration Statement effective does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement.

United States Securities and Exchange Commission

November 3, 2005

Page 2

Please call the undersigned at (270) 688-6390 or Michael Swidler of Vinson & Elkins, LLP at (212) 237-0020 with any questions regarding this matter.

BOARDWALK PIPELINE PARTNERS, LP
By:	Boardwalk GP, LP
	Its general partner
By:	Boardwalk CP, LLC
	Its general Partner
	By:	/s/ Jamie Buskill
		Jamie Buskill
		Chief Financial Officer

CORRESP

[GRAPHIC APPEARS HERE]

November 3, 2005

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:	Boardwalk Pipeline Partners, LP
	Registration Statement on Form S-1 (File No. 333-127578)

Ladies and Gentlemen:

As Representatives of the several underwriters of the proposed public offering of up to 17,250,000 common units of Boardwalk Pipeline Partners, LP (the “Company”), we hereby join the Company’s request for acceleration of the above-referenced Registration Statement, requesting effectiveness for 3:00 p.m. (NYT) on November 8, 2005, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, we wish to advise you that we have effected the following distribution of the Company’s Preliminary Prospectus, dated October 31, 2005, through the date hereof:

Preliminary Prospectus dated October 31, 2005:

53,446 copies to prospective Underwriters, institutional investors, dealers and others.

The undersigned advise that they have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934.

Very truly yours,

CITIGROUP GLOBAL MARKETS INC.

LEHMAN BROTHERS INC.

As Representatives of the several Underwriters

By: LEHMAN BROTHERS INC.
By:	/s/ Victoria Hale
	Victoria Hale Vice President