The annual meeting of unitholders of Buckeye Partners, L.P. (the "Partnership") was held on June 5, 2012. At the meeting, the following matters were voted upon by the Partnership's unitholders: (i) the election of three Class II directors to serve on the board of directors of Buckeye GP LLC, the Partnership's general partner, until the Partnership's 2015 annual meeting, and (ii) the ratification of the selection of Deloitte & Touche LLP as the Partnership's independent registered public accounting firm for the year 2012.

All nominees for director were elected, with voting as detailed below:

                                   For          Withheld       Broker Non-Votes
         1. Pieter Bakker        52,644,883       799,353             34,433,782
         2. C. Scott Hobbs       52,823,829       620,407             34,433,782
         3. Mark C. McKinley     52,805,946       638,290             34,433,782

The proposal to appoint Deloitte & Touche LLP as the Partnership's independent registered public accounting firm for the year 2012 was ratified, with voting as detailed below:

For Against Abstain Broker Non-Votes 86,897,626 683,596 296,794 0