UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): NOVEMBER 1, 2004


                                 UGI CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

PENNSYLVANIA                            1-11071             23-2668356
(STATE OR OTHER JURISDICTION       (COMMISSION FILE     (I.R.S. EMPLOYER
OF INCORPORATION)                   NUMBER)             IDENTIFICATION NO.)

                                460 N. GULPH ROAD
                       KING OF PRUSSIA, PENNSYLVANIA 19406
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

                                 (610) 337-1000
              (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 (SEE GENERAL INSTRUCTION A.2. BELOW):

[ ] 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 13e-4(c) UNDER THE EXCHANGE
ACT (17 CFR 240.13e-4(c))

UGI Corporation                                               Form 8-K
Page 2                                                        November 1, 2004


SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS

         ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

         On November 1, 2004, a subsidiary of the Registrant, UGI Utilities,
Inc. ("UGI Utilities") amended its Service Agreement (Rate FSS) dated as of
November 1, 1989 with Columbia Gas Transmission Corporation, as modified
pursuant to the orders of the Federal Energy Regulatory Commission at Docket No.
RS92-5-000 reported at Columbia Gas Transmission Corp., 64 FERC P. 61,060
(1993), order on rehearing, 64 FERC P. 61,365 (1993). This amendment
consolidates the pipeline storage rights under two other smaller quantity
contracts into a single contract, enabling UGI Utilities to make one nomination
for service to Columbia Gas Transmission, rather than separate nominations. As
amended, UGI Utilities can store up to 5,090,400 Dth of natural gas in Columbia
Gas Transmission's storage facilities and withdraw up to 93,867 Dth per day of
natural gas, for delivery to UGI Utilities' distribution system. The storage
rights under the terms of the Agreement shall be reduced beginning on April 1,
2012. As, extended, the Service Agreement will remain in effect until March 31,
2014.

         On November 1, 2004, UGI Utilities amended its existing No-Notice
Transportation Service Agreement (Rate Schedule CDS) with Texas Eastern
Transmission, L.P. ("Texas Eastern") dated February 23, 1999, as modified
pursuant to various orders of the Federal Energy Regulatory Commission. Under
the Agreement, UGI Utilities can ship up to 41,000 Dth per day of natural gas on
the Texas Eastern pipeline, on a no-notice basis, for delivery to UGI Utilities'
distribution system. This amendment extended the termination date of the
Agreement from October 31, 2004 to October 31, 2009. All other terms and
conditions of the Agreement remain unchanged.

         On November 1, 2004, UGI Utilities amended its Firm Transportation
Service Agreement (Rate Schedule FT-1) with Texas Eastern dated June 15, 1999,
as modified pursuant to various orders of the Federal Energy Regulatory
Commission. Under the Agreement, UGI Utilities can ship up to 32,475 Dth per day
of natural gas on the Texas Eastern pipeline, for delivery to UGI Utilities'
distribution system. As extended, the Agreement will continue in effect until
October 31, 2008. All other terms and conditions of the contract remain
unchanged.

         On November 1, 2004, UGI Utilities entered into a new Transportation
Service Agreement (Rate Schedule FTS) with Columbia Gas Transmission
Corporation. Under the Agreement, UGI Utilities can ship up to 42,000 Dth per
day of natural gas on the Columbia Gas Transmission pipeline, for delivery to
UGI Utilities' distribution system. The Agreement will continue in effect until
October 31, 2029.

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d), the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.

                                         UGI CORPORATION
                                         (REGISTRANT)


                                         By:  /s/ Margaret M. Calabrese
                                              ---------------------------
                                              Margaret M. Calabrese
                                              Secretary

Date: November 5, 2004