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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 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) - October 18, 2001

                       PLAINS ALL AMERICAN PIPELINE, L.P.
                (Name of Registrant as specified in its charter)

               DELAWARE                  0-9808                  76-0582150
  (State or other jurisdiction        (Commission             (I.R.S. Employer
of incorporation or organization)     File Number)           Identification No.)

                           333 CLAY STREET, SUITE 2900
                              HOUSTON, TEXAS 77002
                                 (713) 646-4100
               (Address, including zip code, and telephone number,
        including area code, of Registrant's principal executive offices)

                                       N/A
         (Former name or former address, if changed since last report.)

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ITEM 5.  OTHER EVENTS

         On October 18, 2001, Plains All American Pipeline, L.P. issued a press
release that is attached hereto as exhibit 99.1.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c)     Exhibits

        99.1     Press Release issued by the Registrant, dated October 18, 2001.

                                   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 hereunto duly authorized.

                                    PLAINS ALL AMERICAN PIPELINE, L.P.

Date:  October 23, 2001             By: Plains AAP, L.P., its general partner

                                    By: Plains All American GP LLC, its
                                        general partner

                                    By: /s/ TIM MOORE
                                       -----------------------------------------
                                    Name:   Tim Moore
                                    Title:  Vice President

                                INDEX TO EXHIBITS

       99.1      Press Release issued by the Registrant, dated October 18, 2001.

                                                                    EXHIBIT 99.1

CONTACTS:     PHILLIP D. KRAMER                      A. PATRICK DIAMOND
--------      EXECUTIVE VICE PRESIDENT AND CFO       MANAGER, SPECIAL PROJECTS
              713/646-4560 - 800/564-3036            713/646-4487 - 800/564-3036

FOR IMMEDIATE RELEASE
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                     PLAINS ALL AMERICAN PIPELINE ANNOUNCES
                 DISTRIBUTION INCREASE; COMMENTS ON 3Q RESULTS,
                      ACQUISITION INTEGRATION AND OUTLOOK

         (Houston - October 18, 2001) Plains All American Pipeline, L.P. (NYSE:
PAA) today announced a cash distribution of $0.5125 per unit on its outstanding
Common Units, Class B Common Units and Subordinated Units. The distribution will
be payable on November 14, 2001, to holders of record of such units at the close
of business on November 2, 2001. The distribution represents a $0.0125 per unit
increase over the previous quarter's distribution and effectively increases the
annual distribution rate by $0.05 per unit to $2.05 per unit.

         Greg L. Armstrong, Chairman and CEO of Plains All American, said, "As a
result of the continuing successful integration of acquisitions completed over
the last several months and our outlook for future performance, we are
increasing the Partnership's quarterly distribution to $0.5125 per unit. This
increase marks the fourth distribution increase in the last six quarters. Since
the beginning of this year, we have increased the distribution to our
Unitholders by 10.8%, or $0.20 per unit on an annualized basis. Based on public
information available to date, PAA was one of four master limited partnerships
to post double digit growth in distributions for 2001."

         Armstrong also commented on Plains All American's third quarter
performance. During its second quarter earning's release conference call held on
August 7, management provided EBITDA guidance of $29.5 million - $30.5 million
for the third quarter and earnings guidance of $0.38 - $0.39 per unit, excluding
nonrecurring items, the impact of SFAS 133 and noncash compensation expense.
Armstrong stated that based in part on market conditions during the last half of
the quarter and the impact of the distribution increase on the general partner's
share of net income, management expects third quarter EBITDA and earnings per
unit will be in line with to slightly below the lower end of that guidance.

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         Armstrong continued, "We are pleased with the progress we have made in
integrating our recent acquisitions and believe that the current environment is
extremely attractive for continued growth through acquisitions. Specifically, we
believe there will be significant asset divestitures by independent and major
oil companies that have recently announced or completed business combinations as
well as companies that completed business combinations under the pooling of
interest method of accounting approximately two years ago. Our current
acquisition target is $200 million to $300 million per year. Thus far in 2001,
we have already completed or announced over $215 million in acquisitions. We are
continuously evaluating acquisition opportunities and believe that market
conditions will continue to be strong for additional acquisitions over the next
12 - 18 months."

         Except for the historical information contained herein, the matters
discussed in this news release are forward-looking statements that involve
certain risks and uncertainties. These risks and uncertainties include, among
other things, the availability of acquisition opportunities on terms favorable
to the Partnership, fluctuations in the capital markets and the availability to
Plains All American of credit on satisfactory terms, demand for various grades
of crude oil and resulting changes in pricing conditions, successful third party
drilling efforts and completion of announced oil-sands projects, availability of
third party production volumes for transportation and marketing, regulatory
changes, successful integration and future performance of assets acquired,
unanticipated shortages or cost increases in materials and skilled labor,
weather interference, and other factors and uncertainties inherent in the
marketing, transportation, terminalling, gathering and storage of crude oil
discussed in the Partnership's filings with the Securities and Exchange
Commission.

         Plains All American Pipeline, L.P. is engaged in interstate and
intrastate crude oil transportation, terminalling and storage, as well as crude
oil gathering and marketing activities, primarily in Texas, California,
Oklahoma, Louisiana and the Gulf of Mexico and the Canadian Provinces of Alberta
and Saskatchewan. The Partnership's common units are traded on the New York
Stock Exchange under the symbol "PAA." The Partnership is headquartered in
Houston, Texas.

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