FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of May 2010

Commission File Number:  001-33632

BROOKFIELD INFRASTRUCTURE PARTNERS L.P.

(Translation of registrant's name into English)

7 Reid Street

4th Floor

Hamilton, HM 11 Bermuda

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F      X        Form 40-F _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes _____ No __X__

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

INCORPORATION BY REFERENCE

The Letter to Unitholders and Press Release attached as an exhibit hereto is incorporated by reference herein.

EXHIBIT LIST

Exhibit	Description
99.1	Letter to Unitholders
99.2	Press Release, Dated May 4, 2010, Brookfield Infrastructure Partners Announces First Quarter 2010 Results

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.

Date: May 4, 2010

 BROOKFIELD INFRASTRUCTURE

 PARTNERS L.P. by its General Partner

 BROOKFIELD INFRASTRUCTURE

 PARTNERS LIMITED

 By:  /s/ Greg Morrison                                  

        Name:    Greg Morrison

        Title:      Vice President