PNG / PAA Natural Gas Storage, L.P. - SEC-Einreichungen, Jahresbericht, Proxy Statement

PAA Natural Gas Storage, L.P.
US ˙ OTC
DIESES SYMBOL IST NICHT MEHR AKTIV

Basisstatistiken
CIK 1481506
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to PAA Natural Gas Storage, L.P.
SEC Filings (Chronological Order)
Auf dieser Seite finden Sie eine vollständige, chronologische Liste der SEC-Einreichungen, mit Ausnahme der Eigentumseinreichungen, die wir an anderer Stelle bereitstellen.
January 31, 2014 SC 13G/A

PNG / PAA Natural Gas Storage, L.P. / JANUS CAPITAL MANAGEMENT LLC - 13G/A PNG 1-31-2014 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 3* Name of Issuer: PAA Natural Gas Storage, L.P. Title of Class of Securities: Common Stock CUSIP Number: 693139107 Date of Event Which Requires Filing of this Statement: 12/31/2013 Check the appropriate box to designate the rule pursuant to which this Sched

January 17, 2014 15-12B/A

- 15-12B/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15/A Amendment No. 1 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-34722 PAA Natural Gas Storage, L.P. (Exact name of regist

January 13, 2014 15-12B

- 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 1-34722 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified

January 7, 2014 POS AM

- POST-EFFECTIVE AMENDMENT

As filed with the Securities and Exchange Commission on January 7, 2014 Registration No.

January 2, 2014 SC 13D/A

PNG / PAA Natural Gas Storage, L.P. / PLAINS ALL AMERICAN PIPELINE LP - SC 13D/A Activist Investment

SC 13D/A 1 a13-269551sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) PAA Natural Gas Storage, L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 693139107 (CUSIP Number) Richard McGee Executive Vice President, General Counsel a

January 2, 2014 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 13, 2014, pursuant to the provisions of Rule 12d2-2 (a).

December 31, 2013 S-8 POS

- S-8 POS

S-8 POS 1 a13-269611s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on December 31, 2013 Registration No. 333-167476 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-167476 UNDER THE SECURITIES ACT OF 1933 PAA NATURAL GAS STORAGE, L.P. (Exact Name of Registrant as Specified in It

December 31, 2013 EX-99.1

Plains All American Pipeline, L.P. Completes Merger of PAA Natural Gas Storage, L.P.

Exhibit 99.1 FOR IMMEDIATE RELEASE Plains All American Pipeline, L.P. Completes Merger of PAA Natural Gas Storage, L.P. HOUSTON — December 31, 2013 — Plains All American Pipeline, L.P. (NYSE: PAA) (“PAA”) and PAA Natural Gas Storage, L.P. (NYSE: PNG) (“PNG”) today jointly announced the completion of the merger of PNG with a wholly-owned subsidiary of PAA, with PNG surviving the merger as a wholly-

December 31, 2013 POS AM

- POST-EFFECTIVE AMENDMENT

As filed with the Securities and Exchange Commission on December 31, 2013 Registration No.

December 31, 2013 RW

- REGISTRATION WITHDRAWAL REQUEST

PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 (713) 646-4100 December 31, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. — Form S-3 (File No. 333-174591) Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securiti

December 31, 2013 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders - 8-K

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): December 31, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdiction of (Commission (IRS Emp

December 3, 2013 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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): November 26, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdiction of (Commission (IRS Emp

November 27, 2013 DEFM14A

- DEFM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 6, 2013 10-Q

Quarterly Report - QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15(D)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA Natural Gas Storage, L.P. (Exa

November 5, 2013 425

Merger Prospectus - 425

Filed by Plains All American Pipeline, L.P. Filed by PAA Natural Gas Storage, L.P. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: PAA Natural Gas Storage, L.P. Commission File No.: 001-34722 Introductory Note: Plains All American Pipeline, L.P. (“PAA”) and PAA Natural Gas Storage, L.P. are filing these excerpts from the transcript of their earnings call for the quarter ende

November 4, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a13-2324718k.htm 8-K 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) — November 4, 2013 PAA NATURAL GAS STORAGE, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdict

November 4, 2013 EX-99.1

PAA Natural Gas Storage Reports Third-Quarter 2013 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Third-Quarter 2013 Results (Houston — November 4, 2013) PAA Natural Gas Storage, L.P. (NYSE: PNG) reported third-quarter 2013 results as summarized below: Summary Financial Information(1) (in millions, except per unit data) Three Months Ended September 30, Nine Months Ended September 30, 2013 2012 % Change 2013 2012 % Change Net in

October 24, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among PLAINS ALL AMERICAN PIPELINE, L.P. PAA ACQUISITION COMPANY LLC PNGS GP LLC PAA NATURAL GAS STORAGE, L.P. Dated as of October 21, 2013

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among PLAINS ALL AMERICAN PIPELINE, L.P. PAA ACQUISITION COMPANY LLC and PNGS GP LLC PAA NATURAL GAS STORAGE, L.P. Dated as of October 21, 2013 TABLE OF CONTENTS Article I CERTAIN DEFINITIONS 1 Section 1.1 Certain Definitions 1 Section 1.2 Interpretation 9 Article II THE MERGER; EFFECTS OF THE MERGER 9 Section 2.1 The Merger 9 Secti

October 24, 2013 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 a13-2264518k.htm 8-K 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): October 21, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdicti

October 24, 2013 425

Merger Prospectus - 8-K

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): October 21, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdiction of incorporation) (Commi

October 24, 2013 SC 13D/A

PNG / PAA Natural Gas Storage, L.P. / PLAINS ALL AMERICAN PIPELINE LP - SC 13D/A Activist Investment

SC 13D/A 1 a13-226402sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) PAA Natural Gas Storage, L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 693139107 (CUSIP Number) Richard McGee Executive Vice President, General Counsel a

October 24, 2013 EX-99.1

PAA Natural Gas Storage Announces Agreement to Merge with Plains All American Pipeline

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Announces Agreement to Merge with Plains All American Pipeline HOUSTON — October 22, 2013 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that it has entered into a definitive agreement and plan of merger with Plains All American Pipeline, L.P. (the “Merger Agreement”) that provides for a merger whereby PNG will become a wholly

October 24, 2013 EX-99.1

PAA Natural Gas Storage Announces Agreement to Merge with Plains All American Pipeline

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Announces Agreement to Merge with Plains All American Pipeline HOUSTON — October 22, 2013 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that it has entered into a definitive agreement and plan of merger with Plains All American Pipeline, L.P. (the “Merger Agreement”) that provides for a merger whereby PNG will become a wholly

October 24, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among PLAINS ALL AMERICAN PIPELINE, L.P. PAA ACQUISITION COMPANY LLC PNGS GP LLC PAA NATURAL GAS STORAGE, L.P. Dated as of October 21, 2013

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among PLAINS ALL AMERICAN PIPELINE, L.P. PAA ACQUISITION COMPANY LLC and PNGS GP LLC PAA NATURAL GAS STORAGE, L.P. Dated as of October 21, 2013 TABLE OF CONTENTS Article I CERTAIN DEFINITIONS 1 Section 1.1 Certain Definitions 1 Section 1.2 Interpretation 9 Article II THE MERGER; EFFECTS OF THE MERGER 9 Section 2.1 The Merger 9 Secti

August 28, 2013 SC 13D/A

PNG / PAA Natural Gas Storage, L.P. / PLAINS ALL AMERICAN PIPELINE LP - SC 13D/A Activist Investment

SC 13D/A 1 a13-193662sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) PAA Natural Gas Storage, L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 693139107 (CUSIP Number) Richard McGee Executive Vice President, General Counsel a

August 28, 2013 EX-99.1

August 27, 2013

Exhibit 99.1 August 27, 2013 Independent Directors of PNGS GP LLC Mr. Victor Burk Mr. Bobby S. Shackouls Mr. Arthur L. Smith 333 Clay Street, Suite 1500 Houston, TX 77002 Gentlemen: Plains All American Pipeline, L.P. (“PAA”) is pleased to submit a proposal (the “Proposal”) pursuant to which PAA would acquire all of the outstanding common units of PAA Natural Gas Storage, L.P. (“PNG”) not already o

August 28, 2013 EX-99.1

PAA Natural Gas Storage, L.P. Receives Buyout Proposal from Plains All American Pipeline, L.P.

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage, L.P. Receives Buyout Proposal from Plains All American Pipeline, L.P. HOUSTON — August 27, 2013 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that the independent directors of the board of directors of PNG’s general partner received a proposal from Plains All American Pipeline, L.P. (NYSE: PAA) whereby PAA would acquire all

August 28, 2013 8-K

Financial Statements and Exhibits, Other Events - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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): August 27, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdiction of (Commission (IRS Emplo

August 28, 2013 425

Merger Prospectus - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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): August 27, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdiction of (Commission (IRS Emplo

August 28, 2013 EX-99.1

PAA Natural Gas Storage, L.P. Receives Buyout Proposal from Plains All American Pipeline, L.P.

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage, L.P. Receives Buyout Proposal from Plains All American Pipeline, L.P. HOUSTON — August 27, 2013 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that the independent directors of the board of directors of PNG’s general partner received a proposal from Plains All American Pipeline, L.P. (NYSE: PAA) whereby PAA would acquire all

August 7, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA Natural Gas Storage, L.P. (Exact na

August 5, 2013 EX-99.1

PAA Natural Gas Storage Reports Second-Quarter 2013 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Second-Quarter 2013 Results (Houston — August 5, 2013) PAA Natural Gas Storage, L.P. (NYSE: PNG) reported second-quarter 2013 results as summarized below: Summary Financial Information(1) (in millions, except per unit data) Three Months Ended June 30, Six Months Ended June 30, 2013 2012 % Change 2013 2012 % Change Net income $ 16.6

August 5, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a13-1756318k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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) — August 5, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELA

May 28, 2013 8-K

Regulation FD Disclosure - FORM 8-K

Form 8-K 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) – May 28, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commissi

May 8, 2013 EX-10.1

February 14, 2013

Exhibit 10.1 February 14, 2013 ?FirstName? ?LastName? ?AddressLine1? ?City?, ?State? ?ZIPCode? Re: Grant of Phantom Units Dear ?FirstName?: I am pleased to inform you that you have been granted ?AUnits? Phantom Units as of the above date pursuant to the Company?s 2010 Long-Term Incentive Plan (the ?Plan?). In addition, in tandem with each Phantom Unit, you have been granted a distribution equivale

May 8, 2013 EX-10.2

February 14, 2013

Exhibit 10.2 February 14, 2013 [Name and Address] Re: Grant of Phantom Units of Plains All American Pipeline, L.P. (?PAA? or ?Partnership?) Dear [Name]: I am pleased to inform you that you have been granted [amount] Phantom Units as of the above date pursuant to the Plains All American GP LLC (the ?Company?) Long-Term Incentive Plan (the ?Plan?). In addition, in tandem with each Phantom Unit you h

May 8, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 a13-8389110q.htm QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15(D) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1

May 6, 2013 EX-99.1

PAA Natural Gas Storage Reports First-Quarter 2013 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports First-Quarter 2013 Results (Houston — May 6, 2013) PAA Natural Gas Storage, L.P. (NYSE: PNG) reported first-quarter 2013 results as summarized below: Summary Financial Information(1) (in millions, except per unit data) Three Months Ended March 31, 2013 2012 % Change Net income $ 18.0 $ 16.0 12.2% Net income per diluted limited part

May 6, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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) — May 6, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Number)

March 19, 2013 EX-1.1

PAA NATURAL GAS STORAGE, L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of up to EQUITY DISTRIBUTION AGREEMENT

EX-1.1 Exhibit 1.1 PAA NATURAL GAS STORAGE, L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of up to $75,000,000 EQUITY DISTRIBUTION AGREEMENT March 18, 2013 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10012 Ladies and Gentlemen: PAA Natural Gas Storage, L.P., a Delaware limited partnership (the “Partnership”), confirms its agre

March 19, 2013 8-K

Current Report

8-K 1 d504670d8k.htm FORM 8-K 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 18, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 1-34722 27-1679071 (State or other jurisdict

March 19, 2013 424B5

PAA Natural Gas Storage, L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to

424B5 1 d504770d424b5.htm DEFINITIVE PROSPECTUS SUPPLEMENT Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-174590 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED AUGUST 4, 2011) PAA Natural Gas Storage, L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to $75,000,000 This prospectus supplement and the accompanying base prospectus r

February 27, 2013 EX-21.1

SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. (As of 12/31/12)

Exhibit 21.1 SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. (As of 12/31/12) Subsidiary Jurisdiction of Organization BGS Kimball Gas Storage, LLC Delaware Bluewater Gas Storage, LLC Delaware Bluewater Natural Gas Holding, LLC Delaware PAA Natural Gas Canada ULC Alberta PAA Natural Gas Storage, LLC Delaware Pine Prairie Energy Center, LLC Delaware PNG Finance Corp. Delaware PNG Marketing, LLC Delawa

February 27, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-34722 PAA Natural Gas Storage, L.P. (Ex

February 21, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): February 14, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of incorporation) (Comm

February 14, 2013 SC 13G/A

PNG / PAA Natural Gas Storage, L.P. / JANUS CAPITAL MANAGEMENT LLC - 13G/A PNG 12-31-12 Passive Investment

SC 13G/A 1 png2102013.txt 13G/A PNG 12-31-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 2* Name of Issuer: PAA Natural Gas Storage, L.P. Title of Class of Securities: Common Stock CUSIP Number: 693139107 Date of Event Which Requires Filing of this Statement: 12/31/2012 Check the appropriate box to de

February 6, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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)— February 6, 2013 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Numb

February 6, 2013 EX-99.1

PAA Natural Gas Storage Reports Fourth-Quarter and Full-Year 2012 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Fourth-Quarter and Full-Year 2012 Results (Houston — February 6, 2013) — PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $22.4 million, or $0.30 per diluted limited partner unit, for the fourth quarter of 2012 and net income of $73.3 million, or $0.99 per diluted limited partner unit, for the full year of 201

November 7, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 a12-19838110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA

November 5, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a12-2562118k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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)— November 5, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DEL

November 5, 2012 EX-99.1

PAA Natural Gas Storage Reports Third-Quarter 2012 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Third-Quarter 2012 Results (Houston — November 5, 2012) — PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $17.9 million, or $0.24 per diluted limited partner unit, for the third quarter of 2012, compared to respective results for the third quarter of 2011 of $15.4 million and $0.21. The Partnership reported e

August 21, 2012 8-K

Regulation FD Disclosure

8-K 1 d401200d8k.htm FORM 8-K 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) – August 21, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other juris

August 8, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 a12-12344110q.htm QUARTERLY REPORT PURSUANT TO SECTIONS 13 OR 15(D) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1

August 6, 2012 EX-99.1

PAA Natural Gas Storage Reports Second-Quarter 2012 Results

EX-99.1 2 a12-173751ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Second-Quarter 2012 Results (Houston — August 6, 2012) — PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $17.0 million, or $0.23 per diluted limited partner unit, for the second quarter of 2012, compared to respective results for the second quarter of 2011 of $15.9 milli

August 6, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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)— August 6, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Number

July 3, 2012 EX-99.1

Plains All American Pipeline and PAA Natural Gas Storage Expand and Extend Credit Facilities

Press Release Exhibit 99.1 FOR IMMEDIATE RELEASE Plains All American Pipeline and PAA Natural Gas Storage Expand and Extend Credit Facilities (Houston – July 2, 2012) Plains All American Pipeline, L.P. (NYSE: PAA) and PAA Natural Gas Storage (NYSE: PNG) today announced they have expanded the size, extended the tenor and made other amendments to certain of their credit facilities. PAA expanded its

July 3, 2012 EX-10.1

FIRST AMENDMENT TO CREDIT AGREEMENT

First Amendment to Credit Agreement Exhibit 10.1 Execution Copy FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of the 27th day of June, 2012, is by and among PAA NATURAL GAS STORAGE, L.P. (“Borrower”), BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, and the Lenders party hereto. W I T N E S S E T H: WHEREAS, Borrower, Adminis

July 3, 2012 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

Form 8-K 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): June 27, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of incorporation)

June 7, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

Form 8-K 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): June 1, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of incorporation) (

June 7, 2012 EX-10.1

FIRST AMENDMENT TO PROMISSORY NOTE

First Amendment to Promissory Note dated June 1, 2012 Exhibit 10.1 FIRST AMENDMENT TO PROMISSORY NOTE This FIRST AMENDMENT TO PROMISSORY NOTE (this “Amendment”) is made and entered into on this 1st day of June 2012 by and between PAA Natural Gas Storage, L.P., a Delaware limited partnership (the “Borrower”) and Plains All American Pipeline, L.P., a Delaware limited partnership (the “Lender”). WHER

May 29, 2012 8-K

Regulation FD Disclosure

8-K 1 d359610d8k.htm FORM 8-K 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) – May 29, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other jurisdic

May 22, 2012 8-K

Regulation FD Disclosure - FORM 8-K

Form 8-K 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) – May 22, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other jurisdiction of incorporation

May 9, 2012 SC 13G/A

PNG / PAA Natural Gas Storage, L.P. / KAYNE ANDERSON CAPITAL ADVISORS LP - KAYNE ANDERSON CAPITAL ADVISORS LP SC 13G A # 2 5-8-2012 Passive Investment

SC 13G/A 1 formsc13ga.htm KAYNE ANDERSON CAPITAL ADVISORS LP SC 13G A # 2 5-8-2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.2) PAA Natural Gas Storage, L.P. (Name of Issuer) COMMON UNITS (Title of Class of Securities) 693139107 (CUSIP Number) Check the following box if a fee is being paid with this

May 8, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA Natural Gas Storage, L.P. (Exact n

May 7, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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)— May 7, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Number) (

May 7, 2012 EX-99.1

PAA Natural Gas Storage Reports First-Quarter 2012 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports First-Quarter 2012 Results (Houston — May 7, 2012) — PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $16.0 million, or $0.22 per diluted limited partner unit, for the first quarter of 2012, compared to respective results for the first quarter of 2011 of $6.3 million and $0.10. The Partnership reported earning

March 6, 2012 8-K

Regulation FD Disclosure

8-K 1 d311635d8k.htm FORM 8-K 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 6, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdicti

February 29, 2012 EX-10.9

February 2, 2012

EX-10.9 3 d275013dex109.htm FORM OF PHANTOM UNIT GRANT LETTER (CATEGORY 2) Exhibit 10.9 February 2, 2012 Note: This letter replaces and supersedes original grant letter dated «Originaldate», which was previously modified on «Modified» «AddressBlock» Re: Grant of Phantom Units (Category 2) Dear «FirstName»: I am pleased to inform you that you have been granted «AUnits» Phantom Units as of the above

February 29, 2012 EX-10.8

February 2, 2012 «First_Name» «Last_Name» Note: This letter replaces and supersedes «Address_Line_1» original grant letter dated «City», «State» «ZIP_Code» «Modified»

Exhibit 10.8 February 2, 2012 ?FirstName? ?LastName? Note: This letter replaces and supersedes ?AddressLine1? original grant letter dated ?City?, ?State? ?ZIPCode? ?Modified? Re: Grant of Phantom Units (Category 1) Dear ?FirstName?: I am pleased to inform you that you have been granted ?AUnits? Phantom Units as of the above date pursuant to the Company?s 2010 Long-Term Incentive Plan (the ?Plan?).

February 29, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-34722 PAA Natural Gas Storage, L.P. (Ex

February 29, 2012 EX-21.1

SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. (As of 12/31/11) Subsidiary Jurisdiction of Organization PNG Finance Corp. Delaware PAA Natural Gas Storage, LLC Delaware Bluewater Natural Gas Holding, LLC Delaware Bluewater Gas Storage, LLC Delaware BG

Exhibit 21.1 SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. (As of 12/31/11) Subsidiary Jurisdiction of Organization PNG Finance Corp. Delaware PAA Natural Gas Storage, LLC Delaware Bluewater Natural Gas Holding, LLC Delaware Bluewater Gas Storage, LLC Delaware BGS Kimball Gas Storage, LLC Delaware PNG Marketing, LLC Delaware PAA Natural Gas Canada ULC Alberta Pine Prairie Energy Center, LLC Delawa

February 14, 2012 SC 13G/A

PNG / PAA Natural Gas Storage, L.P. / JANUS CAPITAL MANAGEMENT LLC - 13G/A ANNUAL Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 1* Name of Issuer: PAA Natural Gas Storage, L.P. Title of Class of Securities: Common Stock CUSIP Number: 693139107 Date of Event Which Requires Filing of this Statement: 12/31/2011 Check the appropriate box to designate the rule pursuant to which this Sched

February 8, 2012 EX-3.1

AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP PAA NATURAL GAS STORAGE, L.P.

EX-3.1 2 d296610dex31.htm AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP Exhibit 3.1 AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PAA NATURAL GAS STORAGE, L.P. This Amendment No. 1 (this “Amendment No. 1”) to the Second Amended and Restated Agreement of Limited Partnership (as amended, the “Partnership Agreement”) of PAA Natura

February 8, 2012 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - FORM 8-K

Form 8-K 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): February 2, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of incorporatio

February 8, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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)— February 8, 2012 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Numb

February 8, 2012 EX-99.1

PAA Natural Gas Storage Announces Modification to Terms of Its Series B Subordinated Units

Press Release Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Announces Modification to Terms of Its Series B Subordinated Units HOUSTON, Feb. 8, 2012 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced a modification to the terms of certain of its Series B Subordinated Units, all of which are owned by Plains All American Pipeline, L.P. (NYSE: PAA) . PNG’s Series B Subordinated

February 8, 2012 EX-99.1

PAA Natural Gas Storage Reports Fourth-Quarter and Full-Year 2011 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Fourth-Quarter and Full-Year 2011 Results Houston — Feb. 8, 2012 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $22.0 million, or $0.30 per diluted unit, for the fourth quarter of 2011 and net income of $59.7 million, or $0.85 per diluted unit, for the full year 2011. Net income for the fourth quarter of 2

February 7, 2012 SC 13G/A

PNG / PAA Natural Gas Storage, L.P. / KAYNE ANDERSON CAPITAL ADVISORS LP - KAYNE ANDERSON CAPITAL ADVISORS, LP SC 13GA #2 2-7-2012 (PAA NATURAL GAS STORAGE, LP) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.2) PAA Natural Gas Storage, L.P. (Name of Issuer) COMMON UNITS (Title of Class of Securities) 693139107 (CUSIP Number) Check the following box if a fee is being paid with this statement o. (A fee is not required only if the filing person: (1) has a previous s

January 4, 2012 LETTER

LETTER

January 4, 2012 Via E-mail Al Swanson Senior Vice President and Chief Financial Officer PAA Natural Gas Storage, L.

January 3, 2012 CORRESP

-

Correspondence Letter PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, TX 77002 (713) 646 4100 www.pnglp.com January 3, 2012 William H. Thompson Accounting Branch Chief Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Form 10-K for Fiscal Year Ended December 31, 2010 Filed March 2, 2011 File No. 1-34722 De

December 28, 2011 LETTER

LETTER

December 28, 2011 Via E-mail Al Swanson Senior Vice President and Chief Financial Officer PAA Natural Gas Storage, L.

November 14, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Table of Contents 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): November 9, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722

November 4, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 2, 2011 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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)? November 2, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Numb

November 2, 2011 EX-99.1

PAA Natural Gas Storage Reports Third-Quarter 2011 Results

Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Executive Vice President, CFO 713/646-4222 ? 800/564-3036 713/646-4455 ? 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Third-Quarter 2011 Results (Houston ? November 2, 2011) PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $15.4 million for the third quarter of 2011 as compar

September 7, 2011 8-K

Regulation FD Disclosure

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) — September 7, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commission F

August 25, 2011 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Table of Contents 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): August 19, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of inco

August 25, 2011 EX-10.1

CREDIT AGREEMENT Dated as of August 19, 2011 PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, DNB NOR BANK ASA, JPMORGAN CHASE BANK, N.A., SUNTRUST BANK and WELLS FARGO

Exhibit 10.1 Published Deal CUSIP Number: 69312FAC8 Published Revolver CUSIP Number: 69312FAD6 Published Term Loan ? Series 2009 CUSIP Number: 69312FAE4 Published Term Loan ? Series 2010 CUSIP Number: 69312FAF1 Execution Copy CREDIT AGREEMENT Dated as of August 19, 2011 among PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C I

August 5, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA Natural Gas Storage, L.P. (Exact na

August 4, 2011 424B2

PAA Natural Gas Storage, L.P. PNG Finance Corp. Common Units Representing Limited Partner Interests Debt Securities

e424b2 Table of Contents Filed Pursuant to Rule 424(b)2 File No. 333-174590 PROSPECTUS PAA Natural Gas Storage, L.P. PNG Finance Corp. Common Units Representing Limited Partner Interests Debt Securities We may from time to time, in one or more offerings, offer and sell the common units representing limited partner interests in PAA Natural Gas Storage, L.P. and the debt securities described in this

August 4, 2011 424B3

17,431,704 Common Units Representing Limited Partner Interests PAA Natural Gas Storage, L.P.

Table of Contents Filed Pursuant to Rule 424(b)3 File No. 333-174589 PROSPECTUS 17,431,704 Common Units Representing Limited Partner Interests PAA Natural Gas Storage, L.P. This prospectus relates to 17,431,704 common units representing limited partner interests in PAA Natural Gas Storage, L.P. that may be offered from time to time, in one or more offerings, by the selling unitholders named in thi

August 3, 2011 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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)? August 3, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Number

August 3, 2011 EX-99.1

PAA Natural Gas Storage Reports Second-Quarter 2011 Results

Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Executive Vice President, CFO 713/646-4222 — 800/564-3036 713/646-4455 — 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Second-Quarter 2011 Results (Houston — August 3, 2011) PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $15.9 million for the second quarter of 2011 as compar

August 2, 2011 CORRESP

PAA NATURAL GAS STORAGE, L.P. PNG FINANCE CORP. 333 CLAY STREET, SUITE 1500 HOUSTON, TEXAS 77002

corresp PAA NATURAL GAS STORAGE, L.P. PNG FINANCE CORP. 333 CLAY STREET, SUITE 1500 HOUSTON, TEXAS 77002 August 2, 2011 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mr. H. Christopher Owings Re: PAA Natural Gas Storage, L.P. and PNG Finance Corp. (the “Registrants”) Request for Acceleration of Effectiveness A

August 2, 2011 CORRESP

PAA NATURAL GAS STORAGE, L.P. 333 CLAY STREET, SUITE 1500 HOUSTON, TEXAS 77002

corresp PAA NATURAL GAS STORAGE, L.P. 333 CLAY STREET, SUITE 1500 HOUSTON, TEXAS 77002 August 2, 2011 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Mr. H. Christopher Owings Re: PAA Natural Gas Storage, L.P. (the “Registrant”) Request for Acceleration of Effectiveness Amendment No.3 to Registration Statement o

July 28, 2011 S-3/A

As filed with the Securities and Exchange Commission on July 28, 2011

sv3za Table of Contents As filed with the Securities and Exchange Commission on July 28, 2011 Registration No.

July 13, 2011 S-3/A

As filed with the Securities and Exchange Commission on July 13, 2011

Table of Contents As filed with the Securities and Exchange Commission on July 13, 2011 Registration No.

July 13, 2011 S-3/A

As filed with the Securities and Exchange Commission on July 13, 2011

sv3za Table of Contents As filed with the Securities and Exchange Commission on July 13, 2011 Registration No.

July 12, 2011 CORRESP

[PNG LETTERHEAD]

[PNG LETTERHEAD] July 12, 2011 By Facsimile and EDGAR H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Amendment No. 1 to Registration Statement on Form S-3 Filed June 1, 2011 File No. 333-174589 Dear Mr. Owings: On June 23, 2011, PAA Natural Gas Storage, L.P. (?we? or the ?Partnership?)

July 12, 2011 CORRESP

[PNG LETTERHEAD]

[PNG LETTERHEAD] July 12, 2011 By Facsimile and EDGAR H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-3 Filed May 27, 2011 File No. 333-174590 Dear Mr. Owings: On June 23, 2011, PAA Natural Gas Storage, L.P. (“we” or the “Partnership”) received the comme

June 23, 2011 LETTER

LETTER

June 23, 2011 Via E-Mail Richard McGee PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-3 Filed May 27, 2011 File No. 333-174590 Dear Mr. McGee: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, we may ask you to provid

June 23, 2011 LETTER

LETTER

June 23, 2011 Via E-Mail Richard McGee PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 Re: PAA Natural Gas Storage, L.P. Amendment No. 1 to Registration Statement on Form S-3 Filed June 1, 2011 File No. 333-174589 Dear Mr. McGee: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, we ma

June 9, 2011 8-K

Regulation FD Disclosure

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) — June 8, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commission File N

June 3, 2011 EX-99.1

PAA Natural Gas Storage, L.P. and Subsidiaries Condensed Consolidated Statement of Operations (unaudited) (in thousands) Twelve Months Ended April 30, 2011 Revenues Firm storage services $ 104,655 Hub services 7,183 Natural gas sales 19,059 Other 2,2

Exhibit 99.1 PAA Natural Gas Storage, L.P. and Subsidiaries Condensed Consolidated Statement of Operations (unaudited) (in thousands) Twelve Months Ended April 30, 2011 Revenues Firm storage services $ 104,655 Hub services 7,183 Natural gas sales 19,059 Other 2,203 Total revenues 133,100 Costs and expenses Storage related costs 22,374 Natural gas sales costs 18,567 Other operating costs (except th

June 3, 2011 8-K

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): June 3, 2011 PAA Natural Gas Stor

e8vk 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): June 3, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission File

June 1, 2011 S-3/A

As filed with the Securities and Exchange Commission on June 1, 2011

sv3za Table of Contents As filed with the Securities and Exchange Commission on June 1, 2011 Registration No.

May 27, 2011 S-3

As filed with the Securities and Exchange Commission on May [27], 2011

sv3 Table of Contents As filed with the Securities and Exchange Commission on May [27], 2011 Registration No.

May 27, 2011 EX-12.1

STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Predecessor (1) Period from Period from Three September 3, January 1, Months Year 2009 2009 Ended Ended through through March 31, December 31, December 31, September 2, Yea

Exhibit 12.1 STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Predecessor (1) Period from Period from Three September 3, January 1, Months Year 2009 2009 Ended Ended through through March 31, December 31, December 31, September 2, Year Ended December 31, 2011 2010 2009 2009 2008 2007 2006 EARNINGS (2) Pre-tax income from continuing operations before noncontrolling inte

May 27, 2011 EX-4.2

PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. U.S. BANK NATIONAL ASSOCIATION as Trustee SUBORDINATED INDENTURE Dated as of DEBT SECURITIES

Exhibit 4.2 PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. and U.S. BANK NATIONAL ASSOCIATION as Trustee SUBORDINATED INDENTURE Dated as of DEBT SECURITIES (UNLIMITED) TABLE OF CONTENTS ARTICLE I Definitions Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 8 Section 1.03. Incorporation by Reference of Trust Indenture Act 8 Section 1.04. Rules of Construction 8 ARTICLE II Deb

May 27, 2011 EX-25.1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

exv25w1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer I

May 27, 2011 EX-25.1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identific

May 27, 2011 S-3ASR

As filed with the Securities and Exchange Commission on May 27, 2011

sv3asr Table of Contents As filed with the Securities and Exchange Commission on May 27, 2011 Registration No.

May 27, 2011 EX-25.2

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identific

May 27, 2011 EX-12.1

STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Predecessor (1) Period from Period from Three September 3, January 1, Months Year 2009 2009 Ended Ended through through March 31, December 31, December 31, September 2, Yea

exv12w1 Exhibit 12.1 STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Predecessor (1) Period from Period from Three September 3, January 1, Months Year 2009 2009 Ended Ended through through March 31, December 31, December 31, September 2, Year Ended December 31, 2011 2010 2009 2009 2008 2007 2006 EARNINGS (2) Pre-tax income from continuing operations before noncontroll

May 27, 2011 EX-4.1

PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. U.S. BANK NATIONAL ASSOCIATION as Trustee SENIOR INDENTURE Dated as of _______, DEBT SECURITIES

Exhibit 4.1 PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. and U.S. BANK NATIONAL ASSOCIATION as Trustee SENIOR INDENTURE Dated as of , DEBT SECURITIES (UNLIMITED) TABLE OF CONTENTS ARTICLE I Definitions Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 7 Section 1.03. Incorporation by Reference of Trust Indenture Act 7 Section 1.04. Rules of Construction 8 ARTICLE II Debt Se

May 27, 2011 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.1) PAA Natural Gas Storage, L.P. (Name of Issuer) COMMON UNITS (Title of Class of Securities) (CUSIP Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.1) PAA Natural Gas Storage, L.P. (Name of Issuer) COMMON UNITS (Title of Class of Securities) 693139107 (CUSIP Number) Check the following box if a fee is being paid with this statement o. (A fee is not required only if the filing person: (1) has a previous s

May 27, 2011 EX-25.2

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

exv25w2 Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer I

May 27, 2011 EX-4.1

PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. U.S. BANK NATIONAL ASSOCIATION as Trustee SENIOR INDENTURE Dated as of _______, DEBT SECURITIES

Exhibit 4.1 PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. and U.S. BANK NATIONAL ASSOCIATION as Trustee SENIOR INDENTURE Dated as of , DEBT SECURITIES (UNLIMITED) TABLE OF CONTENTS ARTICLE I Definitions Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 7 Section 1.03. Incorporation by Reference of Trust Indenture Act 7 Section 1.04. Rules of Construction 8 ARTICLE II Debt Se

May 27, 2011 S-3

As filed with the Securities and Exchange Commission on May 27, 2011

Table of Contents As filed with the Securities and Exchange Commission on May 27, 2011 Registration No.

May 27, 2011 EX-4.2

PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. U.S. BANK NATIONAL ASSOCIATION as Trustee SUBORDINATED INDENTURE Dated as of DEBT SECURITIES

exv4w2 Exhibit 4.2 PAA NATURAL GAS STORAGE, L.P., PNG FINANCE CORP. and U.S. BANK NATIONAL ASSOCIATION as Trustee SUBORDINATED INDENTURE Dated as of DEBT SECURITIES (UNLIMITED) TABLE OF CONTENTS ARTICLE I Definitions Section 1.01. Certain Terms Defined 1 Section 1.02. Other Definitions 8 Section 1.03. Incorporation by Reference of Trust Indenture Act 8 Section 1.04. Rules of Construction 8 ARTICLE

May 25, 2011 EX-99.1

PAA NATURAL GAS STORAGE, L.P. INDEX TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENT Introduction F-2 Unaudited Pro Forma Condensed Statement of Combined Operations for the Three Months Ended March 31, 2011 F-3 Notes to the Unaudited Pro

Exhibit 99.1 PAA Natural Gas Storage, L.P. Unaudited pro forma condensed combined financial statement of PAA Natural Gas Storage, L.P. for the three months ended March 31, 2011, including the notes thereto. PAA NATURAL GAS STORAGE, L.P. INDEX TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENT Introduction F-2 Unaudited Pro Forma Condensed Statement of Combined Operations for the Three M

May 25, 2011 8-K

Financial Statements and Exhibits

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): May 25, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission File Numb

May 24, 2011 8-K

Regulation FD Disclosure

Table of Contents 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) – May 24, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722

May 6, 2011 EX-2.2

May 2, 2011

Exhibit 2.2 May 2, 2011 SGR Holdings, L.L.C. 28240 Hardy Toll Road North Suite 125 Spring, Texas 77373-7940 Attention: Anthony J. Clark Fax: (281) 907-6312 Southern Pines Energy Investment Co., LLC c/o ArcLight Capital Partners, LLC 200 Clarendon Street, 55th Floor Boston, MA 02117 Attention: Carter Ward Fax: (617) 867-4698 Re: Final Reconciliation of Purchase Price Adjustments and Final Disbursem

May 6, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA Natural Gas Storage, L.P. (Exact n

May 4, 2011 8-K

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)— May 4, 2011 PAA Natural Gas Stora

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)— May 4, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Number) (

May 4, 2011 EX-99.1

PAA Natural Gas Storage Reports First-Quarter 2011 Results

Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 — 800/564-3036 713/646-4455 — 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports First-Quarter 2011 Results (Houston — May 4, 2011) PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $6.3 million for the first quarter 2011 as compared to net in

April 15, 2011 EX-99.1

Financial Statements and Report of Independent Certified Public Accountants SG Resources Mississippi, L.L.C. December 31, 2010 and 2009

Exhibit 99.1 Financial Statements and Report of Independent Certified Public Accountants SG Resources Mississippi, L.L.C. December 31, 2010 and 2009 Contents Page Report of Independent Certified Public Accountants 2 Balance Sheets 3 Statements of Operations 4 Statements of Members? Capital (Deficit) 5 Statements of Cash Flows 6 Notes to Financial Statements 7 1 Report of Independent Certified Publ

April 15, 2011 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? February 9, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other jurisdiction o

April 15, 2011 EX-99.2

PAA NATURAL GAS STORAGE, L.P. INDEX TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Introduction F-2 Unaudited Pro Forma Condensed Combined Balance Sheet as of December 31, 2010 F-3 Unaudited Pro Forma Condensed Statement of Combined O

Exhibit 99.2 PAA Natural Gas Storage, L.P. Unaudited pro forma condensed combined financial statements of PAA Natural Gas Storage, L.P. as of and for the twelve months ended December 31, 2010, including the notes thereto. PAA NATURAL GAS STORAGE, L.P. INDEX TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Introduction F-2 Unaudited Pro Forma Condensed Combined Balance Sheet as of Dec

March 15, 2011 EX-10.1

FIRST AMENDMENT TO CREDIT AGREEMENT

EX-10.1 2 h80577exv10w1.htm EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of the 10th day of March, 2011, is by and among PAA NATURAL GAS STORAGE, L.P. (“Borrower”), BANK OF AMERICA, N.A., as Administrative Agent, and the Lenders party hereto. W I T N E S S E T H: WHEREAS, Borrower, Administrative Agent and Lenders ent

March 15, 2011 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 10, 2011 PAA NATURAL GAS STORAGE, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission File Nu

March 14, 2011 EX-99.1

2010 Chairmen & President’s Letter

Exhibit 99.1 March 14, 2011 Dear Fellow Unitholders: 2010 Chairmen & President’s Letter 2010 marks our inaugural year as a publicly-traded entity, which was both eventful and productive. We completed our initial public offering in early May, delivered operating and financial performance in line with guidance during challenging market conditions, successfully executed our organic growth program and

March 14, 2011 8-K

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 14, 2011 PAA Natural Gas S

e8vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 8, 2011 8-K

Regulation FD Disclosure

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 8, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commission File

March 2, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-34722 PAA Natural Gas Storage, L.P. (Ex

March 2, 2011 EX-21.1

SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. (As of 1/1/11) Subsidiary Jurisdiction of Organization PAA Natural Gas Storage, LLC Delaware Bluewater Natural Gas Holding, LLC Delaware Bluewater Gas Storage, LLC Delaware BGS Kimball Gas Storage, LLC De

EX-21.1 3 h79893exv21w1.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. (As of 1/1/11) Subsidiary Jurisdiction of Organization PAA Natural Gas Storage, LLC Delaware Bluewater Natural Gas Holding, LLC Delaware Bluewater Gas Storage, LLC Delaware BGS Kimball Gas Storage, LLC Delaware PNG Marketing, LLC Delaware Pine Prairie Energy Center, LLC Delaware PPEC Bondholder, LLC Dela

March 2, 2011 EX-10.15

Director Compensation Summary

Exhibit 10.15 Director Compensation Summary Each director of PNGS GP LLC who is not an employee of Plains All American GP LLC is reimbursed for any travel, lodging and other out-of-pocket expenses related to meeting attendance or otherwise related to service on the board (including, without limitation, reimbursement for continuing education expenses). Each non-employee director is paid an annual r

February 18, 2011 EX-99.C

AGREEMENT

Exhibit C AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of the Common Units of PAA Natural Gas Storage, L.

February 18, 2011 EX-99.SCH.1

Schedule I

Schedule I Executive Officers1 Greg L. Armstrong Address: c/o Plains All American Pipeline, L.P., 333 Clay Street, Suite 1600, Houston,Texas 77002 Principal Occupation: Chairman of the Board, Chief Executive Officer and Director of PNGS GP LLC and of Plains All American GP LLC Citizenship: USA Amount Beneficially Owned: 100,000 Harry N. Pefanis Address: c/o Plains All American Pipeline, L.P., 333

February 18, 2011 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 PAA Natural Gas Storage, L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 PAA Natural Gas Storage, L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 693139107 (CUSIP Number) Tim Moore Vice President, General Counsel and Secretary Plains All American GP LLC 333 Clay Street, Suite 1600 Houston

February 14, 2011 EX-99.1

PAA Natural Gas Storage Completes Southern Pines Acquisition

Exhibit 99.1 Contact: Roy I. Lamoreaux Director, Investor Relations 713/646-4222 — 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Completes Southern Pines Acquisition (Houston — February 9, 2011) PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that it has completed the previously announced acquisition of SG Resources Mississippi, LLC, which owns the Southern Pines Energy Cent

February 14, 2011 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.) PAA Natural Gas Storage, L.P. (Name of Issuer) COMMON UNITS (Title of Class of Securities) 693139107 (CUSIP Number) Check the following box if a fee is being paid with this statement ?. (A fee is not required only if the filing person: (1) has a previous st

February 14, 2011 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: * PAA Natural Gas Storage, L.P. (Name of Issuer) Common Stock (Title of Class of Securities) 693139107 (CUSI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: * PAA Natural Gas Storage, L.P. (Name of Issuer) Common Stock (Title of Class of Securities) 693139107 (CUSIP Number) 12/31/2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

February 14, 2011 EX-10.1

PROMISSORY NOTE

Exhibit 10.1 PROMISSORY NOTE BORROWER: PAA Natural Gas Storage, L.P. 333 Clay St., Suite 1500 Houston, Texas 77002 LENDER: Plains All American Pipeline, L.P. 333 Clay St., Suite 1600 Houston, Texas 77002 PRINCIPAL AMOUNT: $200,000,000 DATE OF NOTE: February 9, 2011 1. DEFINITIONS. As used in this Note, and unless the context requires a different meaning, the following terms have the meanings indic

February 14, 2011 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

Table of Contents 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): February 8, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722

February 9, 2011 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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)? February 9, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Numb

February 9, 2011 EX-99.1

PAA Natural Gas Storage Reports Fourth-Quarter and Full-Year 2010 Results

EX-99.1 2 a11-53661ex99d1.htm EX-99.1 Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 – 800/564-3036 713/646-4455 – 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Fourth-Quarter and Full-Year 2010 Results (Houston — February 9, 2011) PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $9.

January 20, 2011 EX-10.1

COMMON UNIT PURCHASE AGREEMENT by and among PAA NATURAL GAS STORAGE, L.P. THE PURCHASERS PARTY HERETO January 19, 2011

Exhibit 10.1 Execution Version COMMON UNIT PURCHASE AGREEMENT by and among PAA NATURAL GAS STORAGE, L.P. and THE PURCHASERS PARTY HERETO January 19, 2011 COMMON UNIT PURCHASE AGREEMENT This COMMON UNIT PURCHASE AGREEMENT is made and entered into as of January 19, 2011 (this ?Agreement?), by and among PAA NATURAL GAS STORAGE, L.P., a Delaware limited partnership (?Seller?), and the Purchasers liste

January 20, 2011 EX-10.2

COMMON UNIT REGISTRATION RIGHTS AGREEMENT BY AND AMONG PAA NATURAL GAS STORAGE, L.P. THE PURCHASERS PARTY HERETO DATED AS OF [•], 2011

EX-10.2 3 h79115exv10w2.htm EX-10.2 Exhibit 10.2 Execution Version COMMON UNIT REGISTRATION RIGHTS AGREEMENT BY AND AMONG PAA NATURAL GAS STORAGE, L.P. AND. THE PURCHASERS PARTY HERETO DATED AS OF [•], 2011 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [•], 2011, by and among PAA NATURAL GAS STORAGE, L.P., a Delaware limited part

January 20, 2011 8-K

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): January 19, 2011 PAA Natural Gas

e8vk 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): January 19, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File

January 18, 2011 8-K

Regulation FD Disclosure

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) ? January 18, 2011 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other jurisdiction of incorporation) (Co

December 30, 2010 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 23, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission File

December 30, 2010 EX-99.1

PAA Natural Gas Storage Announces Addition to Board of Directors

EX-99.1 2 h78609exv99w1.htm EX-99.1 Exhibit 99.1 News Release Contact: Roy I. Lamoreaux Director, Investor Relations 713/646-4222 — 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Announces Addition to Board of Directors (Houston — December 23, 2010) PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that Arthur L. Smith had joined the board of PNG’s general partner, increasing t

December 30, 2010 8-K

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): December 23, 2010 PAA Natural Gas

e8vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 30, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

December 30, 2010 EX-99.1

PAA Natural Gas Storage Announces Agreement to Acquire Southern Pines Storage Facility — Secures Financing Commitments — Plains All American Pipeline Announces Joint Conference Call

Exhibit 99.1 Contact: Roy I. Lamoreaux A. Patrick Diamond Director, Investor Relations Vice President, PAA 713/646-4222 — 800/564-3036 713/646-4487 — 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Announces Agreement to Acquire Southern Pines Storage Facility — Secures Financing Commitments — Plains All American Pipeline Announces Joint Conference Call (Houston — December 29, 2010) PAA

December 30, 2010 EX-10.2

COMMON UNIT REGISTRATION RIGHTS AGREEMENT BY AND AMONG PAA NATURAL GAS STORAGE, L.P. THE PURCHASERS PARTY HERETO DATED AS OF [•], 2011

Exhibit 10.2 Execution Version COMMON UNIT REGISTRATION RIGHTS AGREEMENT BY AND AMONG PAA NATURAL GAS STORAGE, L.P. AND. THE PURCHASERS PARTY HERETO DATED AS OF [?], 2011 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2011, by and among PAA NATURAL GAS STORAGE, L.P., a Delaware limited partnership (?PNG?) and the purchasers l

December 30, 2010 EX-10.1

COMMON UNIT PURCHASE AGREEMENT by and among PAA NATURAL GAS STORAGE, L.P. THE PURCHASERS PARTY HERETO December 23, 2010

Exhibit 10.1 Execution Version COMMON UNIT PURCHASE AGREEMENT by and among PAA NATURAL GAS STORAGE, L.P. and THE PURCHASERS PARTY HERETO December 23, 2010 COMMON UNIT PURCHASE AGREEMENT This COMMON UNIT PURCHASE AGREEMENT is made and entered into as of December 23, 2010 (this “Agreement”), by and among PAA NATURAL GAS STORAGE, L.P., a Delaware limited partnership (“Seller”), and the Purchasers lis

December 30, 2010 EX-2.1

PURCHASE AND SALE AGREEMENT by and among SGR HOLDINGS, L.L.C., SOUTHERN PINES ENERGY INVESTMENT CO., LLC PAA NATURAL GAS STORAGE, L.P., dated as of December 28, 2010

EX-2.1 2 h78628exv2w1.htm EX-2.1 Exhibit 2.1 Execution Version PURCHASE AND SALE AGREEMENT by and among SGR HOLDINGS, L.L.C., SOUTHERN PINES ENERGY INVESTMENT CO., LLC and PAA NATURAL GAS STORAGE, L.P., dated as of December 28, 2010 1 TABLE OF CONTENTS Page Article I. DEFINITIONS AND RULES OF CONSTRUCTION 1 Section 1.1 Definitions 1 Section 1.2 Rules of Construction 13 Article II. PURCHASE AND SAL

December 6, 2010 8-K

Regulation FD Disclosure

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) – December 6, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other jurisdiction of (Commission File N

November 10, 2010 8-K

Regulation FD Disclosure

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) ? November 10, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commission F

November 5, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 5, 2010 EX-10.9

November 2, 2010 [name and address] Note: This letter replaces and supersedes original grant letter dated May 24, 2010

Exhibit 10.9 November 2, 2010 [name and address] Note: This letter replaces and supersedes original grant letter dated May 24, 2010 Re: Grant of Phantom Units Dear [name]: I am pleased to inform you that you have been granted [amount] Phantom Units as of the above date pursuant to the Company?s 2010 Long-Term Incentive Plan (the ?Plan?). The terms and conditions of this grant are as set forth belo

November 3, 2010 EX-99.1

PAA Natural Gas Storage Reports Third-Quarter 2010 Results

Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 ? 800/564-3036 713/646-4455 ? 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Third-Quarter 2010 Results (Houston ? November 3, 2010) PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $9.6 million as compared to pro forma net income for the

November 3, 2010 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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)—November 3, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission File N

September 14, 2010 8-K

Regulation FD Disclosure

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) – September 14, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 001-34722 27-1679071 (State or other jurisdiction of (Commission File

September 10, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

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): September 8, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-34722 27-1679071 (State or other jurisdiction of (Commission File Num

August 20, 2010 EX-3.1

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP PAA NATURAL GAS STORAGE, L.P.

Exhibit 3.1 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PAA NATURAL GAS STORAGE, L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 25 ARTICLE II ORGANIZATION Section 2.1 Formation 25 Section 2.2 Name 25 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 26 Section 2.4 Purpose and Business 26 Section 2.5

August 20, 2010 EX-99.1

Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 — 800/564-3036 713/646-4455 — 800/564-3036

Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 — 800/564-3036 713/646-4455 — 800/564-3036 FOR IMMEDIATE RELEASE Plains All American Pipeline and PAA Natural Gas Storage Announce Modification to PAA’s Holdings in PNG (Houston, August 16, 2010) PAA Natural Gas Storage, L.P. (NYSE: PNG) and Plains All American Pipeline, L.P. (NY

August 20, 2010 8-K

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): August 16, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 1-34722 (C

August 19, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 15, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission File N

August 6, 2010 EX-3.4

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT PNGS GP LLC dated as of May 5, 2010

exv3w4 EXHIBIT 3.4 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PNGS GP LLC dated as of May 5, 2010 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 ARTICLE 2 GENERAL 8 2.1 Formation 8 2.2 Principal Office 8 2.3 Registered Office and Registered Agent 8 2.4 Purpose of the Company 9 2.5 Date of Dissolution 9 2.6 Qualification 9 2.7 Members 9 2.8 Reliance by Third Parti

August 6, 2010 EX-10.10

PNGS GP LLC CLASS B RESTRICTED UNITS AGREEMENT

EXHIBIT 10.10 PNGS GP LLC CLASS B RESTRICTED UNITS AGREEMENT This PNGS GP LLC CLASS B RESTRICTED UNITS AGREEMENT (this ?Agreement?) is entered into as of ?GrantDate? (the ?Grant Date?) by and between PNGS GP LLC, a Delaware limited liability company (the ?Company?), and ?Executive? (?Executive?). RECITALS: WHEREAS, to provide an incentive to Executive to enhance the profitability and growth of the

August 6, 2010 EX-10.9

May 24, 2010

EXHIBIT 10.9 May 24, 2010 Grantee Name Address City, State Zip Re: Grant of Phantom Units Dear Grantee: I am pleased to inform you that you have been granted Phantom Units as of the above date pursuant to the Company?s 2010 Long-Term Incentive Plan (the ?Plan?). The terms and conditions of this grant are as set forth below: 1. Subject to the further provisions of this Agreement, your Phantom Units

August 6, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 4, 2010 8-K

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)—August 4, 2010 PAA Natural Gas Sto

e8vk 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)—August 4, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-34722 (Commission Fil

August 4, 2010 EX-99.1

Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 ? 800/564-3036 713/646-4455 ? 800/564-3036

Exhibit 99.1 Contacts: Roy I. Lamoreaux Al Swanson Director, Investor Relations Senior Vice President, CFO 713/646-4222 ? 800/564-3036 713/646-4455 ? 800/564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage Reports Second-Quarter 2010 Results (Houston ? August 4, 2010) PAA Natural Gas Storage, L.P. (NYSE: PNG) today reported net income of $7.2 million for the second quarter of 2010 as compared t

June 11, 2010 S-8

As filed with the Securities and Exchange Commission on June 11, 2010

sv8 As filed with the Securities and Exchange Commission on June 11, 2010 Registration No.

June 9, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-34722 PAA Natural Gas Storage, L.P. (Exact n

June 9, 2010 8-K

Regulation FD Disclosure

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) ? June 9, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commission File N

May 12, 2010 8-K

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) — May 12, 2010 PAA Natural Gas Sto

e8vk 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) — May 12, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 001-34722 (Commission F

May 11, 2010 EX-10.3

TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. PAA NATURAL GAS STORAGE, L.P. May 5, 2010

Exhibit 10.3 Execution Version TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. AND PAA NATURAL GAS STORAGE, L.P. May 5, 2010 TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. AND PAA NATURAL GAS STORAGE, L.P. Tax Sharing Agreement (the ?Agreement?), dated this 5th day of May, 2010, by and among PLAINS ALL AMERICAN PIPELINE, L.P. (?PAA?), a Delaware limited

May 11, 2010 EX-10.1

Omnibus Agreement dated May 5, 2010 by and among Plains All American GP LLC, Plains All American Pipeline, L.P., PNGS GP LLC and PAA Natural Gas Storage, L.P. (incorporated by reference to Exhibit 10.1 to PNG’s Current Report on Form 8-K filed May 11, 2010).

Exhibit 10.1 Execution Version OMNIBUS AGREEMENT among PLAINS ALL AMERICAN GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PNGS GP LLC and PAA NATURAL GAS STORAGE, L.P. OMNIBUS AGREEMENT THIS OMNIBUS AGREEMENT (?Agreement?) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among Plains All American GP LLC, a Delaware limited liability company (?PAA GP?), Plains

May 11, 2010 EX-3.1

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP PAA NATURAL GAS STORAGE, L.P.

Exhibit 3.1 Execution Version AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PAA NATURAL GAS STORAGE, L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 24 ARTICLE II ORGANIZATION Section 2.1 Formation 24 Section 2.2 Name 25 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 25 Section 2.4 Purpose and Business 25

May 11, 2010 EX-10.2

PAA Natural Gas Storage, L.P. 2010 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.2 to PNG’s Current Report on Form 8-K filed May 11, 2010).

Exhibit 10.2 PAA NATURAL GAS STORAGE, L.P. 2010 LONG TERM INCENTIVE PLAN SECTION 1. Purpose of the Plan. The PAA Natural Gas Storage, L.P. 2010 Long Term Incentive Plan (the “Plan”) has been adopted by PNGS GP LLC, a Delaware limited liability company (the “Company”), the general partner of PAA Natural Gas Storage, L.P., a Delaware limited partnership (the “Partnership”), and is intended to promot

May 11, 2010 EX-99.1

Contacts: Roy I. Lamoreaux A. Patrick Diamond Director, Investor Relations Vice President 713-646-4222 — 800-564-3036 Plains All American Pipeline, L.P. 713-646-4487 — 800-564-3036

EX-99.1 8 h72950exv99w1.htm EX-99.1 Exhibit 99.1 Contacts: Roy I. Lamoreaux A. Patrick Diamond Director, Investor Relations Vice President 713-646-4222 — 800-564-3036 Plains All American Pipeline, L.P. 713-646-4487 — 800-564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage, L.P. Completes Initial Public Offering HOUSTON, May 5, 2010 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced tha

May 11, 2010 EX-3.2

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PNGS GP LLC dated as of May 5, 2010

Exhibit 3.2 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PNGS GP LLC dated as of May 5, 2010 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 ARTICLE 2 GENERAL 8 2.1 Formation 8 2.2 Principal Office 8 2.3 Registered Office and Registered Agent 8 2.4 Purpose of the Company 9 2.5 Date of Dissolution 9 2.6 Qualification 9 2.7 Members 9 2.8 Reliance by Third Parties 9 AR

May 11, 2010 8-K

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): May 5, 2010 PAA Natural Gas Stora

e8vk 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): May 5, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-34722

May 11, 2010 EX-10.4

CREDIT AGREEMENT Dated as of April 7, 2010 PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, DNB NOR BANK ASA, as Syndication Agent, WELLS FARGO BANK, NATIONAL ASSOCIATIO

Exhibit 10.4 Published CUSIP Number: 69312FAA2 EXECUTION COPY CREDIT AGREEMENT Dated as of April 7, 2010 among PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, DNB NOR BANK ASA, as Syndication Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, UBS LOAN FINANCE LLC, and CITIBANK, N.A., as Co-Documentation Agents, and The O

May 4, 2010 EX-1.1

PAA NATURAL GAS STORAGE, L.P. 11,720,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

EX-1.1 2 h72693exv1w1.htm EX-1.1 Exhibit 1.1 Execution Version PAA NATURAL GAS STORAGE, L.P. 11,720,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT New York, New York April 29, 2010 Barclays Capital Inc. UBS Securities LLC Citigroup Global Markets Inc. Wells Fargo Securities, LLC As Representatives of the several Underwriters named in Schedule I attached hereto, c/o

May 4, 2010 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets

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): April 29, 2010 PAA Natural Gas Storage, L.P. (Exact name of registrant as specified in its charter) Delaware 001-34722 26-1679071 (State or other jurisdiction (Commission (IRS Employe

May 4, 2010 EX-10.1

Contribution Agreement dated as of April 29, 2010 by and among PAA Natural Gas Storage, L.P., PNGS GP LLC, Plains All American Pipeline, L.P., PAA Natural Gas Storage, LLC, PAA/Vulcan Gas Storage, LLC, Plains Marketing, L.P. and Plains Marketing GP Inc. (incorporated by reference to Exhibit 10.1 to PNG’s Current Report on Form 8-K filed May 4, 2010).

EX-10.1 4 h72693exv10w1.htm EX-10.1 Exhibit 10.1 Execution Version CONTRIBUTION AGREEMENT By and Among PAA NATURAL GAS STORAGE, L.P. PNGS GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PAA NATURAL GAS STORAGE, LLC PAA/VULCAN GAS STORAGE, LLC PLAINS MARKETING, L.P. And PLAINS MARKETING GP INC. Dated as of April 29, 2010 CONTRIBUTION AGREEMENT This Contribution Agreement, dated as of April 29, 2010 (this

May 4, 2010 EX-99.1

Contacts: Roy I. Lamoreaux A. Patrick Diamond Director, Investor Relations Vice President 713-646-4222 — 800-564-3036 Plains All American Pipeline, L.P. 713-646-4487 — 800-564-3036

Exhibit 99.1 Contacts: Roy I. Lamoreaux A. Patrick Diamond Director, Investor Relations Vice President 713-646-4222 — 800-564-3036 Plains All American Pipeline, L.P. 713-646-4487 — 800-564-3036 FOR IMMEDIATE RELEASE PAA Natural Gas Storage, L.P. Prices Initial Public Offering HOUSTON, April 29, 2010 — PAA Natural Gas Storage, L.P. (NYSE: PNG) today announced that it has priced its initial public o

May 3, 2010 424B4

11,720,000 Common Units Representing Limited Partner Interests

e424b4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-164492 PROSPECTUS 11,720,000 Common Units Representing Limited Partner Interests This is the initial public offering of our common units. Prior to this offering, there has been no public market for our common units. Our common units have been approved for listing on the New York Stock Exchange, subject to official notic

April 30, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 S-1MEF

As filed with the Securities and Exchange Commission on April 29, 2010

As filed with the Securities and Exchange Commission on April 29, 2010 Registration No.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 29, 2010 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Richard K.

April 27, 2010 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 PAA NATURAL GAS STORAGE, L.P. (Exact Name of

e8va12b UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 PAA NATURAL GAS STORAGE, L.P. (Exact Name of Registrant as Specified in its Charter) Delaware 27-1679071 (State of incorporation or organization) (IRS Employer Identification No.) 333 Cla

April 27, 2010 CORRESP

PAA NATURAL GAS STORAGE, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002

corresp PAA NATURAL GAS STORAGE, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 April 27, 2010 By Facsimile and EDGAR H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, N.E. Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-1 (as amended) File No. 333-164492 Dear Mr. Owings: Pursuant t

April 27, 2010 CORRESP

April 27, 2010

April 27, 2010 H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, N.E. Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-1 (File No. 333-164492) Ladies and Gentlemen: As underwriters of PAA Natural Gas Storage, L.P.?s (the ?Partnership?) proposed public offering of up to 11,500,000 common uni

April 22, 2010 EX-1.1

PAA NATURAL GAS STORAGE, L.P. 10,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

exv1w1 EXHIBIT 1.1 PAA NATURAL GAS STORAGE, L.P. 10,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT New York, New York [ ], 2010 Barclays Capital Inc. UBS Securities LLC Citigroup Global Markets Inc. Wells Fargo Securities, LLC As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York

April 22, 2010 S-1/A

As filed with the Securities and Exchange Commission on April 22, 2010

sv1za Table of Contents As filed with the Securities and Exchange Commission on April 22, 2010 Registration No.

April 22, 2010 CORRESP

PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002

PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 April 22, 2010 By Facsimile and EDGAR H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, NE Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-1/A Filed April 2, 2010 File No. 333-164492 Dear Mr. Owings: On April 16

April 16, 2010 LETTER

LETTER

Mail Stop 3561 April 16, 2010 Greg L. Armstrong Chief Executive Officer PNGS GP LLC 333 Clay Street, Suite 1100 Houston, Texas 77002 Re: PAA Natural Gas Storage, L.P. Amendment No. 2 to Registration Statement on Form S-1 Filed April 2, 2010 File No. 333-164492 Dear Mr. Armstrong: We have reviewed your amendment and have the following comments. Where indicated, we think you should revise your docum

April 13, 2010 EX-10.3

PAA NATURAL GAS STORAGE, L.P. 2010 LONG TERM INCENTIVE PLAN

Exhibit 10.3 PAA NATURAL GAS STORAGE, L.P. 2010 LONG TERM INCENTIVE PLAN SECTION 1. Purpose of the Plan. The PAA Natural Gas Storage, L.P. 2010 Long Term Incentive Plan (the ?Plan?) has been adopted by PNGS GP, LLC, a Delaware limited liability company (the ?Company?), the general partner of PAA Natural Gas Storage, L.P., a Delaware limited partnership (the ?Partnership?), and is intended to promo

April 13, 2010 EX-10.9

August 27, 2009

exv10w9 EXHIBIT 10.9 August 27, 2009 Richard K. McGee 5608 Bordley Houston, TX 77056 Dear Richard: Pursuant to our discussions, the following shall set forth the employment agreement (this “Agreement”) between Plains All American GP LLC (the “Company”) and Richard K. McGee (“Employee”). 1. Employee’s position will be Vice President Special Projects and Legal of PAA/Vulcan Gas Storage, LLC (“PVGS”)

April 13, 2010 EX-21.1

SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. Subsidiary Jurisdiction of Organization BGS Kimball Gas Storage, LLC Delaware Bluewater Gas Storage LLC Delaware Bluewater Natural Gas Holding, LLC Delaware PAA Natural Gas Storage, LLC Delaware Pine Prai

Exhibit 21.1 SUBSIDIARIES OF PAA NATURAL GAS STORAGE, L.P. Subsidiary Jurisdiction of Organization BGS Kimball Gas Storage, LLC Delaware Bluewater Gas Storage LLC Delaware Bluewater Natural Gas Holding, LLC Delaware PAA Natural Gas Storage, LLC Delaware Pine Prairie Energy Center, LLC Delaware Pine Prairie Holding, LLC Delaware PPEC Bondholder, LLC Delaware

April 13, 2010 EX-10.1

CONTRIBUTION AGREEMENT By and Among PAA NATURAL GAS STORAGE, L.P. PNGS GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PAA NATURAL GAS STORAGE, LLC PAA/VULCAN GAS STORAGE, LLC PLAINS MARKETING, L.P. PLAINS MARKETING GP INC. Dated as of , 2010

Exhibit 10.1 CONTRIBUTION AGREEMENT By and Among PAA NATURAL GAS STORAGE, L.P. PNGS GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PAA NATURAL GAS STORAGE, LLC PAA/VULCAN GAS STORAGE, LLC PLAINS MARKETING, L.P. And PLAINS MARKETING GP INC. Dated as of , 2010 CONTRIBUTION AGREEMENT This Contribution Agreement, dated as of , 2010 (this “Agreement”), is by and among PAA Natural Gas Storage, L.P., a Delawa

April 13, 2010 EX-10.10

November 1, 2008

Exhibit 10.10 November 1, 2008 Constantine S. Liollio 4001 Oakbrake Court Mobile, AL 36693 Dear Dean: Pursuant to our discussions, the following shall set forth the employment agreement (this ?Agreement?) between Plains All American GP LLC (the ?Company?) and Constantine S. Liollio (?Employee?). 1. Employee?s position will be President of PAA/Vulcan Gas Storage, LLC (?PVGS?) with responsibility fo

April 13, 2010 EX-10.5

, 2010

exv10w5 Exhibit 10.5 , 2010 Grantee Name Grantee Address City, State Zip Re: Grant of Phantom Units Dear Grantee: I am pleased to inform you that you have been granted [No. of Units] Phantom Units as of the above date pursuant to the Company’s 2010 Long-Term Incentive Plan (the “Plan”). The terms and conditions of this grant are as set forth below. 1. Subject to the further provisions of this Agre

April 13, 2010 EX-10.4

, 2010

exv10w4 Exhibit 10.4 , 2010 Grantee Name Grantee Address City, State Zip Re: Grant of Phantom Units Dear Grantee: I am pleased to inform you that you have been granted [No. of Units] Phantom Units as of the above date pursuant to the Company’s 2010 Long-Term Incentive Plan (the “Plan”). In addition, in tandem with each Phantom Unit you have been granted a distribution equivalent right (a “DER”). T

April 13, 2010 S-1/A

As filed with the Securities and Exchange Commission on April 13, 2010

As filed with the Securities and Exchange Commission on April 13, 2010 Registration No.

April 13, 2010 EX-3.4

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT PNGS GP LLC dated as of , 2010

exv3w4 Exhibit 3.4 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PNGS GP LLC dated as of , 2010 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 4 ARTICLE 2 GENERAL 11 2.1 Formation 11 2.2 Principal Office 11 2.3 Registered Office and Registered Agent 11 2.4 Purpose of the Company 12 2.5 Date of Dissolution 12 2.6 Qualification 12 2.7 Members 12 2.8 Reliance by Third Parties 12 ARTICLE 3

April 13, 2010 EX-10.6

PNGS GP LLC CLASS B RESTRICTED UNITS AGREEMENT

exv10w6 Exhibit 10.6 PNGS GP LLC CLASS B RESTRICTED UNITS AGREEMENT This PNGS GP LLC CLASS B RESTRICTED UNITS AGREEMENT (this “Agreement”) is entered into as of (the “Grant Date”) by and between PNGS GP LLC, a Delaware limited liability company (the “Company”), and (“Executive”). RECITALS: WHEREAS, to provide an incentive to Executive to enhance the profitability and growth of the Company and its

April 2, 2010 EX-10.8

CREDIT AGREEMENT Dated as of April [___], 2010 PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, DNB NOR BANK ASA, as Syndication Agent, [ ], as Documentation Agent, The

Exhibit 10.8 Published CUSIP Number: CREDIT AGREEMENT Dated as of April [], 2010 among PAA NATURAL GAS STORAGE, L.P., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, DNB NOR BANK ASA, as Syndication Agent, [ ], as Documentation Agent, and The Other Lenders Party Hereto BANC OF AMERICA SECURITIES LLC and DNB NOR BANK ASA, as Joint Lead Arrangers an

April 2, 2010 EX-10.2

OMNIBUS AGREEMENT PLAINS ALL AMERICAN GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PNGS GP LLC PAA NATURAL GAS STORAGE, L.P.

Exhibit 10.2 OMNIBUS AGREEMENT among PLAINS ALL AMERICAN GP LLC PLAINS ALL AMERICAN PIPELINE, L.P. PNGS GP LLC and PAA NATURAL GAS STORAGE, L.P. OMNIBUS AGREEMENT THIS OMNIBUS AGREEMENT (?Agreement?) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among Plains All American GP LLC, a Delaware limited liability company (?PAA GP?), Plains All American Pipe

April 2, 2010 CORRESP

PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002

PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 April 2, 2010 By Facsimile and EDGAR H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance Mail Stop 3561 100 F Street, NE Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-1/A Filed March 3, 2010 File No. 333-164492 Dear Mr. Owings: On March 24,

April 2, 2010 EX-10.7

AGREEMENT TO LEASE WITH OPTION TO PURCHASE INDUSTRIAL DEVELOPMENT BOARD NO.1 OF THE PARISH OF EVANGELINE, STATE OF LOUISIANA, INC. PINE PRAIRIE ENERGY CENTER, LLC Dated as of May 1, 2006 In Connection With INDUSTRIAL DEVELOPMENT BOARD NO. 1 OF THE PA

exv10w7 Exhibit 10.7 EXECUTION COPY AGREEMENT TO LEASE WITH OPTION TO PURCHASE between INDUSTRIAL DEVELOPMENT BOARD NO.1 OF THE PARISH OF EVANGELINE, STATE OF LOUISIANA, INC. and PINE PRAIRIE ENERGY CENTER, LLC Dated as of May 1, 2006 In Connection With $50,000,000 INDUSTRIAL DEVELOPMENT BOARD NO. 1 OF THE PARISH OF EVANGELINE, STATE OF LOUISIANA, INC. TAXABLE INDUSTRIAL DEVELOPMENT REVENUE BONDS

April 2, 2010 EX-10.5

TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. PAA NATURAL GAS STORAGE, L.P. ___, 2010

Exhibit 10.5 TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. AND PAA NATURAL GAS STORAGE, L.P. , 2010 TAX SHARING AGREEMENT BY AND AMONG PLAINS ALL AMERICAN PIPELINE, L.P. AND PAA NATURAL GAS STORAGE, L.P. Tax Sharing Agreement (the “Agreement”), dated this th day of , 2010, by and among PLAINS ALL AMERICAN PIPELINE, L.P. (“PAA”), a Delaware limited partnership, and PAA NATUR

April 2, 2010 S-1/A

As filed with the Securities and Exchange Commission on April 2, 2010

sv1za Table of Contents As filed with the Securities and Exchange Commission on April 2, 2010 Registration No.

March 24, 2010 LETTER

LETTER

Mail Stop 3561 March 24, 2010 Greg L. Armstrong Chief Executive Officer PNGS GP LLC 333 Clay Street, Suite 1100 Houston, Texas 77002 Re: PAA Natural Gas Storage, L.P. Amendment No. 1 to Registration Statement on Form S-1 Filed March 3, 2010 File No. 333-164492 Dear Mr. Armstrong: We have reviewed your amendment and have the following comments. Where indicated, we think you should revise your docum

March 3, 2010 S-1/A

As filed with the Securities and Exchange Commission on March 3, 2010

sv1za Table of Contents As filed with the Securities and Exchange Commission on March 3, 2010 Registration No.

March 2, 2010 CORRESP

PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002

corresp PAA Natural Gas Storage, L.P. 333 Clay Street, Suite 1500 Houston, Texas 77002 March 2, 2010 By Facsimile and EDGAR H. Christopher Owings Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Mail Stop 3561 Washington, D.C. 20549 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-1 Filed January 25, 2010 File No. 333-164492 Dear Mr. Owings: On F

February 24, 2010 LETTER

LETTER

Mail Stop 3561 February 23, 2010 Greg L. Armstrong Chief Executive Officer PNGS GP LLC 333 Clay Street, Suite 1100 Houston, Texas 77002 Re: PAA Natural Gas Storage, L.P. Registration Statement on Form S-1 Filed January 25, 2010 File No. 333-164492 Dear Mr. Armstrong: We have reviewed your filing and have the following comments. Where indicated, we think you should revise your document in response

January 25, 2010 EX-3.1

CERTIFICATE OF LIMITED PARTNERSHIP PAA NATURAL GAS STORAGE, L.P.

Exhibit 3.1 CERTIFICATE OF LIMITED PARTNERSHIP OF PAA NATURAL GAS STORAGE, L.P. This Certificate of Limited Partnership, dated January 15, 2010, has been duly executed and is filed pursuant to Section 17-201 of the Delaware Revised Uniform Limited Partnership Act (the ?Act?) to form a limited partnership under the Act. 1. Name. The name of the limited partnership is ?PAA Natural Gas Storage, L.P.?

January 25, 2010 S-1

As filed with the Securities and Exchange Commission on January 25, 2010

Table of Contents As filed with the Securities and Exchange Commission on January 25, 2010 Registration No.

January 25, 2010 EX-3.3

CERTIFICATE OF FORMATION PNGS GP LLC

Exhibit 3.3 CERTIFICATE OF FORMATION OF PNGS GP LLC This Certificate of Formation, dated January 15, 2010, has been duly executed and is filed pursuant to Sections 18-201 and 18-204 of the Delaware Limited Liability Company Act (the “Act”) to form a limited liability company (the “Company”) under the Act. 1. Name. The name of the Company is “PNGS GP LLC”. 2. Registered Office; Registered Agent. Th

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