Item 2.02 Results of Operations and Financial Condition.
On July 28, 2009, Encore Energy Partners LP ("ENP") issued a press release announcing, among other things, (1) its quarterly distribution for the second quarter of 2009, (2) its unaudited results for the second quarter of 2009,
(3) an operations update, (4) a liquidity update, and (5) its outlook for the third quarter of 2009. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. In the press release, ENP uses the non-GAAP financial measures (as defined under the SEC's Regulation G) of "Adjusted EBITDAX," "Distributable cash flow," "Coverage ratio," and "Net income excluding certain items." The press release contains reconciliations of these non-GAAP financial measures (or the components used in the calculation of such non-GAAP financial measures, as applicable) to ENP's most directly comparable financial performance and liquidity measures calculated and presented in accordance with GAAP. The information being furnished pursuant to Item 2.02 of this Form 8-K and in Exhibit 99.1 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The exhibit listed below is being furnished pursuant to Item 2.02 of this Form 8-K.
99.1 Press Release dated July 28, 2009 regarding unaudited second quarter 2009 results and distribution.

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