-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EzMABkLiXdgQzA8/aSOwxjAmGpP7S0GSYIOYnakRBswKFcOXDRHQLpKA63sZUI8S +eOak7Jbd2RI/LPTXiJbDA== 0001144204-08-005504.txt : 20080131 0001144204-08-005504.hdr.sgml : 20080131 20080131192827 ACCESSION NUMBER: 0001144204-08-005504 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080124 FILED AS OF DATE: 20080131 DATE AS OF CHANGE: 20080131 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BreitBurn Energy Partners L.P. CENTRAL INDEX KEY: 0001357371 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 743169953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 515 SOUTH FLOWER STREET, SUITE 4800 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 225-5900 MAIL ADDRESS: STREET 1: 515 SOUTH FLOWER STREET, SUITE 4800 CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baker David Dean CENTRAL INDEX KEY: 0001425519 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33055 FILM NUMBER: 08565792 BUSINESS ADDRESS: BUSINESS PHONE: 213-225-5900 MAIL ADDRESS: STREET 1: C/O BREITBURN ENERGY PARTNERS L.P. STREET 2: 515 S. FLOWER STREET, SUITE 4800 CITY: LOS ANGELES STATE: CA ZIP: 90071 3 1 v101617_ex.xml X0202 3 2008-01-24 0 0001357371 BreitBurn Energy Partners L.P. BBEP 0001425519 Baker David Dean C/O BREITBURN ENERGY PARTNERS L.P. 515 S. FLOWER STREET, SUITE 4800 LOS ANGELES CA 90071 0 1 0 0 VP Reservoir Eng & Centrl Div. Performance Units Common units representing limited partner interests 1027 D Restricted Units Common units representing limited partner interests 1027 D The Performance Units will be settled for cash or an equal number of common units, at the election of the reporting person, on the third anniversary of January 1, 2007. Each Performance Unit is the economic equivalent of one common unit representing a limited partner interest ("common unit") in BBEP and is accompanied by a distribution equivalent right, entitling the holder, immediately prior to settlement of the Performance Unit to an additional number of Performance Units based upon the relationship between the amount of distributions paid on a common unit during the period between the vesting commencement date and the settlement date of the Performance Unit and the market price of the common units prior to the payment of such distributions. On the settlement date, the payment amount will be subject to adjustment by multiplying such payment amount by a factor of 0% to 200% depending on a comparison of the total return on a common unit relative to the total return on the securities of a competitive peer group of companies over a specified period of time. On each of January 1, 2008, January 1, 2009 and January 1, 2010, one third of the Restricted Units will vest and be settled for cash within 60 days. Each Restricted Unit is the economic equivalent of one common unit and is accompanied by a distribution equivalent right, entitling the holder, immediately prior to settlement of the Restricted Unit to an additional number of Restricted Units based upon the relationship between the amount of distributions paid on a common unit during the period between the vesting commencement date and the settlement date of the Restricted Unit and the market price of the common units prior to the payment of such distributions. Exhibit 24 - Power of Attorney /s/Roberta E. Kass, Attorney-in-Fact 2008-02-01 EX-24 2 v101617_ex24.htm Unassociated Document
Exhibit 24
POWER OF ATTORNEY
 
Know all by these presents, that the undersigned hereby constitutes and appoints each of Roberta E. Kass and Hany Francis, signing singly, the undersigned’s true and lawful attorney-in-fact to:
 
(1)          execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer of BreitBurn GP, LLC, the general partner of BreitBurn Energy Partners L.P. (the “ Company”), Forms 3, 4, and 5 and any amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
 
(2)          do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
 
(3)          take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form aand shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 29th day of January, 2008.
 

Signature:
/s/David Dean Baker
 
 
 
Print Name:
David Dean Baker
 
 
 
 
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