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BreitBurn Energy Partners to Acquire Principally Oil Properties

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BreitBurn Energy Partners L.P. today announced it has signed a definitive agreement to acquire principally oil properties located in the Belridge Field in Kern County, California for approximately $40 million in cash and 3,013,561 common units representing limited partner interests in the Partnership (“Common Units”). The acquisition is subject to closing conditions and purchase price adjustments and is expected to close in 2012.

Hal Washburn, BreitBurn's CEO, said, “We are very pleased to announce an excellent acquisition of high quality, principally oil assets in California, where we have extensive operating history and expertise. The Belridge Field is one of the largest fields in California, with significant oil in place, and these long-lived assets will provide us with attractive growth opportunities to further increase our oil drilling inventory. These assets will add to our high quality California oil production being sold based on Brent crude which is currently priced at approximately $110 per barrel, representing a significant premium over WTI. This is our fourth acquisition in 2012, bringing the total value of the acquisitions year to date to over $400 million, demonstrating our ongoing commitment to our growth through acquisitions strategy.”

Highlights of the acquisition include:

-- Immediately accretive to distributable cash flow per unit upon closing

-- Estimated average daily net production of approximately 825 Boe/day as of October 2012 (85% oil)

-- Estimated proved reserves of approximately 3.8 MMBoe as of November 1, 2012, plus additional potential resources

-- Estimated reserve life index of over 12 years based on estimated proved reserves

-- Oil production is currently 29 API gravity and price received currently averages Brent minus approximately 1%

-- 100% operated with 100% working interest
Transaction Financing:

The cash consideration for the acquisition will be funded with borrowings under our bank credit facility. The Common Units to be issued as partial consideration for the acquisition will be issued in a private placement and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The number of Common Units being issued as partial consideration for the acquisition will not be adjusted to account for changes in the unit price or for purchase price adjustments.

The information contained in this press release is neither an offer to sell nor a solicitation of an offer to buy any of the Common Units or any other securities of the Partnership. 


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