LOEWS CORP — Director's Dealing 2013

Oct 9, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Boardwalk Pipeline Partners, LP (BWP)
CIK: 0001336047
Period of Report: 2013-10-09

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
2013-10-09	Common Units representing limited partner interests	M	22866667	—	Acquired	125586133	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-09	Class B Units representing limited partner interests	$	M	22866667	Disposed		Common Units representing limited partner interests (22866667.0)	Direct

Footnotes

F1: The transaction described herein is also exempt under Rule 16(b)-6(b) as the conversion of a derivative security, thus Transaction Code C is also applicable.

F2: Each Class B Unit converted into one Common Unit of the issuer on a one-for-one basis on October 9, 2013 pursuant to the terms of the Issuer's Third Amended and Restated Agreement of Limited Partnership dated as of June 17, 2008. The Class B Units had no expiration date.

F3: BPHC directly owns all securities reported on this Form 4. Loews Corporation's ownership is indirect, through BPHC. Information regarding Loews Corporation is set forth on Exhibit 99.1 to this Form 4.

F4: One-for-one.

F5: The units became convertible after June 30, 2013, but are convertible only at the option of the holder.

F6: not applicable.