form6k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
FORM
6-K
Report of
Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
Date of
report: May 1, 2008
Commission
file number 001- 33198
TEEKAY
OFFSHORE PARTNERS L.P.
(Exact
name of Registrant as specified in its charter)
4th
Floor
Belvedere
Building
69 Pitts
Bay Road
Hamilton,
HM 08 Bermuda
(Address
of principal executive office)
[Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F.]
[Indicate
by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1):______]
[Indicate
by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):______]
[Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.]
[If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):82-_____]
Item 1 - Information Contained in
this Form 6-K Report
Attached
as Exhibit I is a copy of an announcement of Teekay Offshore Partners L.P. (the
“Partnership”), dated May 1, 2008.
THIS
REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO THE FOLLOWING
REGISTRATION STATEMENT OF THE PARTNERSHIP.
•
REGISTRATION STATEMENT ON FORM F-1 (NO. 333-139116) FILED WITH THE SEC ON
DECEMBER 4, 2006
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
|
Date:
May 1, 2008
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TEEKAY
OFFSHORE PARTNERS L.P.
By: /s/ Peter
Evensen
Peter
Evensen
Chief
Executive Officer and Chief Financial Officer
(Principal
Financial and Accounting Officer)
|