UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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): JUNE 4, 2004

                          ATLAS PIPELINE PARTNERS, L.P.
             (Exact name of registrant as specified in its chapter)

          DELAWARE                      1-14998                 23-3011077
          --------                      -------                 ----------
(State or other jurisdiction          (Commission             (IRS Employer
      of incorporation)               File Number)          Identification No.)

         311 ROUSER ROAD, MOON TOWNSHIP, PA                      15108
      (Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code: 412-262-2830

           ----------------------------------------------------------
          (Former name or former address, if changed since last report)






Item 5. Other Events.


         As described in our Form 10-Q filed with the Commission for the quarter
ended March 31, 2004, on May 5, 2004 SEMCO Energy, Inc. ("SEMCO") filed a
petition with the Regulatory Commission of Alaska ("RCA") seeking clarification
(or alternatively reconsideration) of the order issued by the RCA on April 20,
2004 (Order U-03-91(4)) in connection with the regulatory approvals sought by us
and SEMCO in connection with the proposed sale of Alaska Pipeline Company to us.
In response, on June 4, 2004, the RCA issued Order U-03-91(5) entitled "Order
Granting Reconsideration, Vacating Order U-03-91(4), Rejecting Stipulation,
Approving Transfer of Control, Allowing Parties to Request Further Proceedings,
and Finding Motions For Expedited Consideration Moot". Order U-03-91(5) is
attached hereto as Exhibit 99.




Item 7 (c) Exhibits.

99       Order U-03-91(5) issued by the Regulatory Commission of Alaska on
         June 4, 2004.















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                                   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 thereunto duly authorized.

                             Atlas Pipeline Partners, L.P.


                             By: Atlas Pipeline Partners, GP LLC
                                 Its General Partner


Dated: June 9, 2004
                             By: /s/ Steven J. Kessler
                                 ----------------------------------------------
                                 Steven J. Kessler
                                 Chief Financial Officer












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                                  EXHIBIT INDEX
                                    Form 8-K
                                  June 4, 2004


                                                                             Filed
                                                                --------------------------------
Exhibit No.                  Description                          Herewith         By Reference
------------    -----------------------------------------       -------------     --------------
             
     99         Order U-03-91(5) issued by the Regulatory            x
                Commission of Alaska on June 4, 2004.







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