Atlas Pipeline Partners has entered into an agreement with Energy Transfer Partners to acquire all of the outstanding equity interests in ETC Oklahoma Pipeline.

The total purchase price will be $190 million in cash and is expected to conclude in the second quarter of 2005, conditional on the receipt of various approvals, including Hart-Scott-Rodino Act approval and other customary closing conditions.

ETC Oklahoma Pipeline’s principal assets include more than 315 miles of natural gas pipelines located in the Anadarko Basin in western Oklahoma, a natural gas processing facility in Elk City, Oklahoma with total capacity of 130 million cubic feet of gas per day (mmcf/d) and a 100 mmcf/d gas treatment facility in Prentiss, Oklahoma.

Total gas throughput, including approximately 118 mmcf/d processed at the Elk City plant, is currently approximately 262 mmcf/d. Total compression horsepower consists of 21,000 hp at six field stations and 12,000 horsepower within the Elk City facility. The Elk City system gathers and processes gas from more than 300 receipt points representing more than fifty producers and delivers that gas into multiple interstate pipeline systems.

Edward Cohen, chairman and CEO, stated We are very excited by the opportunity to acquire the Elk City gathering and processing system. The addition of these assets is a significant step forward in the execution of our strategy to expand our activity in the mid-continent area.