LOEWS CORP — Director's Dealing 2005

Nov 17, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Boardwalk Pipeline Partners, LP (BWP)
CIK: 0001336047
Period of Report: 2005-11-15

Reporting Person: Boardwalk Pipelines Holding Corp. (Director, 10% Owner)
Reporting Person: LOEWS CORP (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-11-15	Common Units representing limited partner interests	J	53256122	—	Acquired	53256122	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-11-15	Subordinated Units representing limited partner interests	$	J	33093878	Acquired		Common Units (33093878)	Direct

Footnotes

F1: On November 15, 2005, in connection with the Issuer's initial public offering of common limited partnership units, Boardwalk Pipelines Holding Corp. (BPHC) contributed assets to the Issuer and received 53,256,122 common units and 33,093,878 subordinated limited partnership units of the Issuer. Loews Corpoation owns 100% of BPHC and thus beneficially owns all the reported securities. Information regarding Loews is set forth on Exhibit 99 to this Form 4.

F2: BPHC directly owns all securities reported on this Form 4, Loews?s ownership form is indirect, through BPHC.

F3: Each subordinated unit will convert into one common unit at the end of the subordination period. The subordination period will end at such time as the Issuer has earned and paid (a) the minimum quarterly distribution on all of its outstanding units for three consecutive four quarter periods or (b) 150% of the minimum quarterly distribution on all outstanding units for one four quarter period. The subordinated units will also convert into common units if the Issuer's general partner is removed without cause and units held by affiliates of the general partner are not voted in favor of such removal. The subordinated units have no expiration date.