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	October 2, 2017
(DATE OF EARLIEST EVENT REPORTED)	October 2, 2017

BOARDWALK PIPELINE PARTNERS, LP

(Exact name of registrant as specified in its charter)

Delaware	01-32665	20-3265614
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

9 Greenway Plaza, Suite 2800

Houston, Texas 77046

(Address of principal executive office)

(866) 913-2122

(Registrant's telephone number, including area code)

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:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 9e-4(c) under the Exchange Act (17 CFR 240.9e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Yes o No o

Item 7.01 Regulation FD Disclosure.

On October 2, 2017, the Registrant issued a press release announcing that Texas Gas Transmission, LLC, a wholly-owned subsidiary of the Registrant, is seeking approval from the Federal Energy Regulatory Commission to restructure certain of its existing firm transportation agreements and add new firm transportation agreements on its Fayetteville and Greenville laterals with subsidiaries of Southwestern Energy Company. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”).

The information under Item 7.01 and in Exhibit 99.1 in this Report is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information under Item 7.01 and in Exhibit 99.1 in this Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Cautionary Statement Regarding Forward-Looking Statements

Investors are cautioned that certain statements contained in this Report, as well as some statements in periodic press releases and some oral statements made by officials of the Registrant and its affiliates during presentations about the Registrant, are “forward-looking.” Forward-looking statements include, without limitation, any statement that may project, indicate or imply future results, events, performance or achievements, and may contain the words “expect,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “will likely result,” “project,” “should” and similar expressions. In addition, any statement made by management of the Registrant concerning approval of the restructured contracts by FERC and the resulting anticipated revenues from the restructured contracts, including statements with respect to the completion, cost, timing and financial performance of growth projects, ongoing business strategies or prospects, and possible actions by the Registrant or its subsidiaries, are also forward-looking statements. Forward-looking statements speak only as of the date they are made, and the Registrant expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein or made in the meetings to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

All forward-looking statements are inherently subject to a variety of risks and uncertainties, many of which are beyond the Registrant's control, which could cause actual results to differ materially from those anticipated or projected. These include, among others, risks and uncertainties described under Part I, Item 1A, Risk Factors in the Registrant's Annual Report on Form 10-K for the year ended December 31, 2016, and in other filings with the Securities and Exchange Commission.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits:

Exhibit No.
99.1	Boardwalk Pipeline Partners, LP, News Release, issued October 2, 2017, providing information on the Registrant’s restructuring and extension of its firm transportation service agreements with Southwestern Energy Company.

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 thereunto duly authorized.              

BOARDWALK PIPELINE PARTNERS, LP
	By: BOARDWALK GP, LP,
		its general partner
	By: BOARDWALK GP, LLC,
		its general partner
			By: /s/ Jamie L. Buskill
				Jamie L. Buskill
				Senior Vice President, Chief Financial and
				Administrative Officer and Treasurer

Dated: October 2, 2017

EX-99.1

Exhibit 99.1

News Release

BOARDWALK RESTRUCTURES AND EXTENDS FIRM TRANSPORTATION SERVICE AGREEMENTS WITH SOUTHWESTERN ENERGY

HOUSTON, OCTOBER 2, 2017 - Boardwalk Pipeline Partners, LP (NYSE: BWP) announced today that its Texas Gas Transmission Company, LLC subsidiary (Texas Gas) has filed with the Federal Energy Regulatory Commission (FERC) seeking approval to restructure some of its existing firm transportation agreements and enter into new firm transportation agreements with subsidiaries of Southwestern Energy (NYSE: SWN)on Texas Gas’ Fayetteville and Greenville Laterals.

“These agreements are value enhancing for Boardwalk. The restructuring of Southwestern’s transportation agreements helps Texas Gas achieve greater long-term revenue generation. It also provides future revenue upside through Southwestern’s volume commitment of flowing gas from the Fayetteville and Moorefield plays. Our relationship with Southwestern and their long-term commitment to Texas Gas will provide an important source of supplies to support the growth of our end-use markets,” stated Stan Horton, Boardwalk’s president and CEO.

The agreement lowers the contract quantities for Southwestern’s existing firm transportation contracts on the Fayetteville Lateral through 2020 and adds new long-term firm transportation agreements on the Fayetteville and Greenville Laterals through 2030. Boardwalk will also have rights through 2030 to transport natural gas produced from the committed volumes that Southwestern Energy produces in the Fayetteville and Moorefield plays.

For more information about the underlying firm transportation agreements, please refer to the Texas Gas FERC filing submitted on September 29, 2017, which can be accessed through this link: https://elibrary.ferc.gov/idmws/file_list.asp?accession_num=20170929-5263. The terms of the other existing firm transportation agreements between Texas Gas and Southwestern will remain unchanged.

Exhibit 99.1

The chart below compares the demand charge anticipated revenues under the existing contracts and the proposed new contracts.

About Boardwalk: Boardwalk Pipeline Partners, LP (NYSE: BWP) is a midstream master limited partnership that transports and stores natural gas and liquids for its customers. Additional information about the Partnership can be found on its website at www.bwpmlp.com.

Exhibit 99.1

Forward-Looking Statement:  This press release contains forward-looking statements relating to expectations, plans or prospects for Boardwalk Pipeline Partners, LP and its subsidiaries, relating to, among other things, approval of the restructured contracts by FERC and the resulting anticipated revenues from the restructured contracts.  These statements are based upon the beliefs and expectations of Boardwalk management based on currently available information and expectations, and management expressly disclaims any obligation to update or revise these statements to reflect any change in its expectations, plans or prospects or any change in events, conditions or circumstances.  Actual results may differ materially from those projected in this press release, due to a wide range of risks and uncertainties, including those set forth in our SEC documents. 

SOURCE: Boardwalk Pipeline Partners, LP

CONTACT:

Molly Ladd Whitaker, 866-913-2122

Director of Investor Relations and Corporate Communications

ir@bwpmlp.com