SEC Form 4 
FORM 4	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 	  
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	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).			
1. Name and Address of Reporting Person*
ALLEN PAUL G	

(Last)	(First)	(Middle)	
505 FIFTH AVENUE S, SUITE 900	

(Street) 
SEATTLE	WA	98104	

(City)	(State)	(Zip)	
	2. Issuer Name and Ticker or Trading Symbol 
PLAINS ALL AMERICAN PIPELINE LP [ PAA ] 	5. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
	Director	X	10% Owner	
	Officer (give title below)		Other (specify below)	

	3. Date of Earliest Transaction (Month/Day/Year)
07/26/2006 		
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) 
X	Form filed by One Reporting Person	
	Form filed by More than One Reporting Person	
	
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned	
1. Title of Security (Instr. 3) 	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8) 	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 	5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 	7. Nature of Indirect Beneficial Ownership (Instr. 4) 	
			Code	V	Amount	(A) or (D)	Price				
Common Units	07/26/2006		P		697,674(1) 	A	$43 	14,386,074(2) 	I	Through Corporation and by managed LLC(3) 	
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) 	
1. Title of Derivative Security (Instr. 3) 	2. Conversion or Exercise Price of Derivative Security 	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8) 	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 	6. Date Exercisable and Expiration Date (Month/Day/Year)	7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 	8. Price of Derivative Security (Instr. 5) 	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 	11. Nature of Indirect Beneficial Ownership (Instr. 4) 	
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares					
Explanation of Responses:	
1. Units purchased by Vulcan Capital Private Equity I LLC (Vulcan Capital), an entity controlled by the reporting person, pursuant to Common Unit Purchase Agreement dated July 20, 2006, between Vulcan Capital, the Issuer and the other parties named therein.	
2. 1,995,954 Common Units of the Issuer are owned by Vulcan Capital. 12,390,120 Common Units of the Issuer are owned by Vulcan Energy Corporation, an entity controled by the reporting person.	
3. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein.	
Remarks:	
	
	/s/ Gregory P. Landis, as Attorney-in-Fact	07/27/2006	
	** Signature of Reporting Person	Date	
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).	
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.	
EXHIBIT 24

POWER OF ATTORNEY

The undersigned does hereby constitute and appoint each of Jo Allen Patton, W. Lance Conn, Gregory P. Landis, Nathaniel T. Brown and Allen D. Israel, each with full power of substitution and resubstitution and full power to act alone and without the other, as the true and lawful attorney of the undersigned, and authorizes and designates each such person to execute, acknowledge, deliver and file, on behalf of the undersigned, any and all filings and any amendments thereto made by or on behalf of the undersigned in respect of securities held by the rules and regulations thereunder (including but not limited to Form 144 filings) and the Securities Exchange Act of 1934 and the rules and regulations thereunder (including but not limited to Forms 3, 4 and 5 and Schedules 13D and 13G).  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with the Securities Act of 1933, 
Securities Exchange Act of 1934, and the rules and regulations promulgated thereunder.

This Power of Attorney shall be deemed to revoke (1) the Power of Attorney filed with the Scheduled 13G filed by Vulcan Ventures Incorporated and Paul G. Allen with the Securities and Exchange Commission on August 30, 1999 with respect to securities of DreamWorks Animation SKG, Inc.  This Power of Attorney shall remain in full force and effect until withdrawn by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this ____ day of March, 2005.

      /s/  Paul G. Allen

      Paul G. Allen

Exhibit 99

Joint Filer Information

Name: Vulcan Capital Private Equity I LLC

Address: 505 Fifth Avenue S, Suite 900, Seattle, WA 98104

Designated Filer: Paul G. Allen

Issuer & Ticker Symbol: Plains All American Pipeline, L.P. PAA

Date of Event Requiring Statement: 07/26/2006

Signature: Vulcan Capital Private Equity I LLC

By: Vulcan Capital Private Equity Management I LLC, its Manager

By: Vulcan Capital Private Equity Inc., its Managing Member

By: /s/ W. Lance Conn

Name:  W. Lance Conn

Title: Vice President and Authorized Person