SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 5, 2003 ATLAS PIPELINE PARTNERS, L.P. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-14998 23-3011077 ----------------------- --------------- ------------------- (State of incorporation (Commission (I.R.S. Employer or organization) File Number) Identification No.) 311 Rouser Road, Moon Township, Pennsylvania 15108 --------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (412) 262-2830 Item 5. Other Events. ------------ In connection with its public offering of up to 1,092,500 common units (SEC Registration No. 333-104265), Atlas Pipeline Partners, L.P. entered into the underwriting agreement filed as an exhibit hereto. Item 7. Financial Statements and Exhibits --------------------------------- (c) Exhibits 99 Underwriting Agreement, May 5, 2003 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 hereunto duly authorized. ATLAS PIPELINE PARTNERS, L.P. By: Atlas Pipeline Partners GP, LLC Its General Partner Date: May 5, 2003 By: MICHAEL L. STAINES ---------------------------------- Michael L. Staines President, Chief Operating Officer and Secretary