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 (date of earliest event reported): March 27, 2008
CROSSTEX ENERGY, L.P.
(Exact name of registrant as specified in its charter)
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| DELAWARE |
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000-50067 |
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16-1616605 |
(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission File
Number)
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(I.R.S. Employer Identification No.) |
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| 2501 CEDAR SPRINGS |
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| DALLAS, TEXAS |
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75201 |
| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (214) 953-9500
(Former name or former address, if changed since last report)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
March 27, 2008, the general partner of Crosstex Energy, L.P. (the “Partnership”) executed
Amendment No. 2 to Sixth Amended and Restated Agreement of Limited Partnership of the Partnership
(the “Amendment”), to be effective as of January 1, 2007. The Amendment is intended to simplify
the preparation by the Partnership of annual federal income tax information reports to its
unitholders on Schedule K-1 and modifies the income and loss allocations (including allocations
relating to incentive distribution rights) made between Crosstex Energy GP, L.P., the general
partner of the Partnership (the “General Partner”), and the Partnership’s unitholders after a
follow-on offering of Partnership units. The Amendment is not expected to materially change the
amount of net taxable income or loss allocated to the Partnership’s unitholders or the economic
rights of the Partnership’s unitholders as compared to the allocations or economic rights of the
General Partner. A copy of the Amendment is filed as an exhibit to this Current Report and is
incorporated into this Item 5.03 by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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| EXHIBIT |
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| NUMBER |
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DESCRIPTION |
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3.1
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Amendment No. 2 to Sixth Amended and Restated
Agreement of Limited Partnership of Crosstex
Energy, L.P., effective as of January 1, 2007. |
2