SCHEDULE 14A INFORMATION
         Proxy Statement Pursuant to Section 14(a) of the Securities
                              Exchange Act of 1934
 
    Filed by the Registrant /X/
    Filed by a party other than the Registrant / /
 
    Check the appropriate box:
    / /  Preliminary Proxy Statement
    / /  Confidential, for Use of the Commission Only (as permitted by Rule
         14a-6(e)(2))
    / /  Definitive Proxy Statement
    /X/  Definitive Additional Materials
    / /  Soliciting Material Pursuant to Section 240.14a-11(c) or Section 
         240.14a-12

                    SANTA FE PACIFIC PIPELINE PARTNERS, L.P.
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)

                    SANTA FE PACIFIC PIPELINE PARTNERS, L.P.
- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
 
/X/  No fee required

/ /  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) 
     and 0-11

    (1) Title of each class of securities to which transaction applies:

        ------------------------------------------------------------------------
    (2) Aggregate number of securities to which transaction applies:

        ------------------------------------------------------------------------
    (3) Per unit price or other underlying value of transaction computed
        pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
        filing fee is calculated and state how it was determined):

        ------------------------------------------------------------------------
    (4) Proposed maximum aggregate value of transaction:

        ------------------------------------------------------------------------
    (5) Total fee paid:

        ------------------------------------------------------------------------

/ / Fee paid previously with preliminary materials.

/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
    0-11(a)(2) and identify the filing for which the offsetting fee was paid
    previously. Identify the previous filing by registration statement number,
    or the Form or Schedule and the date of its filing.

    (1) Amount Previously Paid:

        ------------------------------------------------------------------------
    (2) Form, Schedule or Registration Statement No.:

        ------------------------------------------------------------------------
    (3) Filing Party:

        ------------------------------------------------------------------------
    (4) Date Filed:

        ------------------------------------------------------------------------



(WESTERN UNION MAILGRAM) -
ADP


Dear Unitholder:

The Special Meeting of Santa Fe Pacific Pipeline Partners, L.P. will be held 
on March 6, 1998, only a few days away. Since time is short and your vote is 
important, we have established a method to enable you to vote via toll-free 
ProxyGram. To be sure your vote is received in time, we urge you to vote 
today. Please take a few minutes of your time to follow the simple steps 
listed below.

Thank you for your consideration and support.

       TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
                     ARE AVAILABLE TO ASSIST YOU NOW!!!

1.  Call Toll-free 1-800-437-7699 between 8:00 a.m. and 12:00 midnight 
    eastern time.

2.  Tell the operator that you wish to send a collect ProxyGram to ID 
    No. 4402, Santa Fe Pacific Pipeline Partners, L.P.

3.  State your name, address and telephone number.

4.  State the bank or broker at which your shares are held and your control
    number as shown below:

         Name:                xxxxxxxxx
         Broker:              xxxxxxxxx
         Control number:      xxxxxxxxx
         Number of shares:    xxxxxxxxx

If you need assistance in voting, call our solicitor, Georgeson & 
Company Inc. at 1-800-223-2064.



                            (TEXT OF PROXY CARD)

                   SANTA FE PACIFIC PIPELINE PARTNERS, L.P.

                       SPECIAL MEETING OF UNITHOLDERS

                               March 6, 1998


THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SANTA FE 
PACIFIC PIPELINES, INC. FOR SPECIAL MEETING OF HOLDERS OF COMMON UNITS OF 
SANTA FE PACIFIC PIPELINE PARTNERS, L.P.

The undersigned, a holder of record of Common Units of Santa Fe Pacific 
Pipeline Partners, L.P. ("Santa Fe") hereby appoints Irvin Toole, Jr. and 
Barry R. Pearl, or either of them with power of substitution, attorneys and 
proxies of the undersigned, to vote all Common Units of Santa Fe that the 
undersigned may be entitled to vote at a Special Meeting of Holders of Common 
Units of Santa Fe to be held on March 6, 1998, at 9:00 a.m., at Doubletree 
Hotel, 100 The City Drive, Orange, California, 92868, on the matter set forth 
below and on such other matters as may properly come before the meeting and 
at any postponement or adjournment thereof.

WHEN THIS PROXY IS PROPERLY EXECUTED AND RETURNED, THE SANTA FE COMMON UNITS 
IT REPRESENTS WILL BE VOTED AT THE SPECIAL MEETING IN ACCORDANCE WITH THE 
CHOICE SPECIFIED BELOW. IF NO CHOICES ARE SPECIFIED, THIS PROXY WILL BE VOTED 
FOR THE PROPOSAL. THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE BEST 
JUDGMENT OF THE DESIGNATED INDIVIDUALS WITH RESPECT TO THE MATTERS INCIDENT 
TO THE CONDUCT OF THE SPECIAL MEETING AND ANY OTHER MATTERS WHICH PROPERLY 
COME BEFORE THE SPECIAL MEETING OR ANY POSTPONEMENT OR ADJOURNMENT THEREOF.

1.  The Board of Directors for Santa Fe Pacific Pipelines, Inc., as the
    general partner of Santa Fe, recommends a vote FOR the following
    proposal:

(i) The approval and adoption of the Purchase Agreement dated as of 
October 18, 1997 (the "Purchase Agreement") among Santa Fe, Santa Fe Pacific 
Pipelines, Inc. (the "SF General Partner"), SFP Pipeline Holdings, Inc., 
Kinder Morgan Energy Partners, L.P. ("KMEP") and Kinder Morgan G.P., Inc. 
(ii) the approval of the sale of substantially all of the assets of Santa Fe 
to KMEP pursuant to the Purchase Agreement, (iii) the approval of the sale by 
the SF General Partner of its general partner interest in Santa Fe to an 
affiliate of KMEP for $84.4 million in cash and



the appointment of such KMEP affiliate as a new general partner of Santa Fe, 
(iv) the approval of the dissolution of Santa Fe on the closing date of the 
transactions contemplated by the Purchase Agreement, and (v) the adoption and 
approval of the amendments to the partnership agreement of Santa Fe to 
implement the transactions contemplated by the Purchase Agreement, which are 
described in the Joint Proxy Statement/Prospectus for the Special Meeting.

Notwithstanding the approval of the holders of Common Units of Santa Fe of 
the above proposal, Santa Fe reserves the right to terminate the Purchase 
Agreement and abandon the transactions and other matters contemplated 
thereby, upon the terms and conditions set forth in the Purchase Agreement.

The undersigned hereby revokes all proxies heretofore given by the 
undersigned to vote at said Special Meeting or any adjournment or 
postponement thereof.

   (   )  FOR          (   )  AGAINST          (   )  ABSTAIN



PRUDENTIAL, MERRILL LYNCH

Dear Unitholder:

The Special Meeting of Santa Fe Pacific Pipeline Partners, L.P. will be held 
on March 6, 1998, only a few days away. Since time is short and your vote is 
important, we have established a method to enable you to vote via toll-free 
ProxyGram. To be sure your vote is received in time, we urge you to vote 
today. Please take a few minutes of your time to follow the simple steps 
listed below.

Thank you for your consideration and support.

      TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
                   ARE AVAILABLE TO ASSIST YOU NOW!!!

                             INSTRUCTIONS

1.  Call Toll-free 1-800-437-7699 between 8:00 a.m. and 12:00 midnight 
    eastern time.

2.  Tell the operator that you wish to send a collect ProxyGram to ID 
    No. [insert 4403 if Prudential and 4406 if Merrill Lynch], Santa Fe Pacific 
    Pipeline Partners, L.P.

3.  State your name, address and telephone number.

4.  State your confidential account number and number of shares as
    shown below:

         Confidential Account Number:                xxxxxxxxx
         Number of shares:                           xxxxxxxxx

If you need assistance in voting, call our solicitor, Georgeson &
Company Inc. at 1-800-223-2064.




                            (TEXT OF PROXY CARD)

                   SANTA FE PACIFIC PIPELINE PARTNERS, L.P.

                       SPECIAL MEETING OF UNITHOLDERS

                               March 6, 1998


THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF SANTA FE 
PACIFIC PIPELINES, INC. FOR SPECIAL MEETING OF HOLDERS OF COMMON UNITS OF 
SANTA FE PACIFIC PIPELINE PARTNERS, L.P.

The undersigned, a holder of record of Common Units of Santa Fe Pacific 
Pipeline Partners, L.P. ("Santa Fe") hereby appoints Irvin Toole, Jr. and 
Barry R. Pearl, or either of them with power of substitution, attorneys and 
proxies of the undersigned, to vote all Common Units of Santa Fe that the 
undersigned may be entitled to vote at a Special Meeting of Holders of Common 
Units of Santa Fe to be held on March 6, 1998, at 9:00 a.m., at Doubletree 
Hotel, 100 The City Drive, Orange, California, 92868, on the matter set forth 
below and on such other matters as may properly come before the meeting and 
at any postponement or adjournment thereof.

WHEN THIS PROXY IS PROPERLY EXECUTED AND RETURNED, THE SANTA FE COMMON UNITS 
IT REPRESENTS WILL BE VOTED AT THE SPECIAL MEETING IN ACCORDANCE WITH THE 
CHOICE SPECIFIED BELOW. IF NO CHOICES ARE SPECIFIED, THIS PROXY WILL BE VOTED 
FOR THE PROPOSAL. THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE BEST 
JUDGMENT OF THE DESIGNATED INDIVIDUALS WITH RESPECT TO THE MATTERS INCIDENT 
TO THE CONDUCT OF THE SPECIAL MEETING AND ANY OTHER MATTERS WHICH PROPERLY 
COME BEFORE THE SPECIAL MEETING OR ANY POSTPONEMENT OR ADJOURNMENT THEREOF.

1.  The Board of Directors for Santa Fe Pacific Pipelines, Inc., as the
    general partner of Santa Fe, recommends a vote FOR the following
    proposal:

(i) The approval and adoption of the Purchase Agreement dated as of 
October 18, 1997 (the "Purchase Agreement") among Santa Fe, Santa Fe Pacific 
Pipelines, Inc. (the "SF General Partner"), SFP Pipeline Holdings, Inc., 
Kinder Morgan Energy Partners, L.P. ("KMEP") and Kinder Morgan G.P., Inc. 
(ii) the approval of the sale of substantially all of the assets of Santa Fe 
to KMEP pursuant to the Purchase Agreement, (iii) the approval of the sale by 
the SF General Partner of its general partner interest in Santa Fe to an 
affiliate of KMEP for $84.4 million in cash and



the appointment of such KMEP affiliate as a new general partner of Santa Fe, 
(iv) the approval of the dissolution of Santa Fe on the closing date of the 
transactions contemplated by the Purchase Agreement, and (v) the adoption and 
approval of the amendments to the partnership agreement of Santa Fe to 
implement the transactions contemplated by the Purchase Agreement, which are 
described in the Joint Proxy Statement/Prospectus for the Special Meeting.

Notwithstanding the approval of the holders of Common Units of Santa Fe of 
the above proposal, Santa Fe reserves the right to terminate the Purchase 
Agreement and abandon the transactions and other matters contemplated 
thereby, upon the terms and conditions set forth in the Purchase Agreement.

The undersigned hereby revokes all proxies heretofore given by the 
undersigned to vote at said Special Meeting or any adjournment or 
postponement thereof.

   (   )  FOR          (   )  AGAINST          (   )  ABSTAIN