Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b) On May 7, 2009, Mr. Vance E. Powers advised Buckeye GP LLC (the
"General Partner"), the general partner of Buckeye Partners, L.P., of his
intention to resign his position as Vice President, Finance and Controller of
the General Partner, effective as of May 15, 2009. Mr. Powers also indicated
his intention to resign a similar position at MainLine Management LLC, the
general partner of Buckeye GP Holdings L.P. (NYSE: BGH), which is the parent of
the General Partner. Mr. Powers will continue as an employee of Buckeye Pipe
Line Services Company for a transition period.
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