Hiland Partners, LP (HLND)

ITEM 7.01             REGULATION FD DISCLOSURE

On August 23, 2006, Hiland Partners, LP issued a press release to announce planned expansions at three of its existing facilities.  The Partnership expects the capital expenditures for these projects will aggregate approximately $15 million over the next twelve months.

Based on its operational experience at the Bakken Gathering System, the Partnership intends to install additional gathering and compression infrastructure in order to reach the system’s expected capacity of approximately 25,000 Mcf/d. The Partnership expects this expansion will be completed in the fourth quarter of 2006.  The Partnership further intends to expand the existing natural gas liquid fractionation facilities at its Bakken Plant in order to fractionate the expected increased natural gas liquid volumes from both the Bakken Plant and the Badlands Plant.  The Partnership expects this expansion will be completed in the second quarter of 2007.

At the Kinta Gathering Systems, the Partnership intends to install four amine-treating facilities to remove excess CO2 levels from the gas. The Partnership expects this expansion will be completed by first quarter 2007.  The Partnership also intends to install additional compression facilities to expand the current capacity by approximately 11,000 Mcf/d on these gathering systems.  The Partnership expects this expansion will be completed by first quarter 2007.

Finally, the Partnership announced its intention to install additional pipelines and compression facilities at its Eagle Chief Gathering System in order to increase our current system capacity from approximately 30,000 Mcf/d to approximately 35,500 Mcf/d due to increased volumes on this system.  The Partnership expects this expansion will be completed by fourth quarter 2006.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 and the press release furnished as Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.  The information set forth in this Item 7.01 shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

ITEM 7.01             REGULATION FD DISCLOSURE

A.            General

On May 25, 2006, Hiland Holdings GP, LP (“Holdings”), an entity formed to own the 2% general partner interest in us, all of the incentive distribution right in us, and 1,301,471 of our common units and 4,080,000 of our subordinated units, which are currently held by entities controlled by Harold Hamm, certain trusts and members of management, filed with the Securities and Exchange Commission (the “Commission”) a Registration Statement on Form S-1 (the “S-1”) relating to the proposed initial public offering of Holdings.

The S-1 contains information with respect to the estimated minimum adjusted EBITDA necessary for Holdings to make full quarterly distributions to its unitholders for the twelve months ended June 30, 2007.  For more information, please see “Cash Distribution Policy and Restrictions on Distributions” in Holdings’ S-1. The estimated minimum adjusted EBITDA included in the Holdings’ S-1 is intended to be an indicator or benchmark of the amount management considers to be the lowest amount of adjusted EBITDA needed to generate sufficient available cash for Holdings to make cash disributions to its common unitholders at Holdings’ initial distribution rate. The estimated minimum adjusted EBITDA should not be viewed as management’s projection of the actual adjusted EBITDA that will be generated during the twelve months ending June 30, 2007.

Additionally, the S-1 contains disclosure indicating that the transactions surrounding the completion by Holdings of its proposed initial public offering may result in a technical termination of our partnership for federal income tax purposes.  If Holdings’ initial public offering is completed, such a technical termination would require us to make new tax elections, including a new election under Section 754 of the Internal Revenue Code, and such termination would result in a deferral of our deductions for depreciation.  For more information regarding technical termination, please see “Material Tax Consequences — Disposition of Units—Constructive Termination” and “Risk Factors—Tax Risk to Our Common Unitholders—The sale or exchange of 50% or more of our capital and profits interests during any twelve-month period will result in the termination of our partnership for federal income tax purposes” in Holdings’ S-1.

The S-1 also contains disclosure indicating that we anticipate amending our existing $125 million senior credit facility to, among other things, increase the borrowing base to $200 million.  The final terms of this proposed amendment are subject to continued negotiations with our existing lenders.  For more information please see “Summary—Hiland Partners, LP—Recent Developments” and “Business of Hiland Partners, LP” in Holdings’ S-1.

B.            Limitation on Incorporation by Reference

In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.  The information set forth in this Item 7.01 shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

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Item 7.01. Regulation FD Disclosure.

On March 30, 2006, Hiland Partners, LP, issued a press release announcing the execution of a definitive agreement to acquire the Eastern Oklahoma assets Enogex Gas Gathering, L.L.C. A copy of the press release is furnished as an exhibit to this Current Report. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

On April 3, 2006, Hiland Partners, LP issued a press release to correct a typographical error in the second paragraph of its March 30, 2006 press release, which announced the acquisition of gas gathering assets from Enogex Gas Gathering L.L.C. A copy of the press release is furnished as an exhibit to this Current Report. In accordance with General Instruction B.2. of Form 8-K, the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be “filed “ for purposes of the Exchange Act.

Item 7.01. Regulation FD Disclosure.

On March 30, 2006, Hiland Partners, LP, issued a press release announcing the execution of a definitive agreement to acquire the Eastern Oklahoma assets Enogex Gas Gathering, L.L.C. A copy of the press release is furnished as an exhibit to this Current Report. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).