UNITED STATES
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 Earliest Event Reported: November 21, 2003
Date of Report: November 21, 2003
Ferrellgas Partners, L.P.
Ferrellgas Partners Finance Corp.
Ferrellgas, L.P.
Ferrellgas Finance Corp.
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(Exact name of registrants as specified in their charters)
Delaware 001-11331 43-1698480
Delaware 333-06693 43-1742520
Delaware 000-50182 43-1698481
Delaware 000-50183 14-1866671
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(States or other Commission file (I.R.S. Employer
jurisdictions of numbers Identification Nos.)
incorporation or
organization)
One Liberty Plaza, Liberty, Missouri 64068
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(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (816) 792-1600
ITEM 5. OTHER EVENTS
The consolidated balance sheets as of July 31, 2003 and 2002, of
Ferrellgas, Inc., the general partner of Ferrellgas Partners, L.P. and
Ferrellgas, L.P., and subsidiaries have been audited by an independent auditor.
See exhibit 99.15 for the audited balance sheets and the independent auditor's
opinion related thereto.
These audited balance sheets and independent auditor's opinion, as
referenced in the independent auditor's report dated September 29, 2003, and
filed herewith, are to be incorporated by reference in Amendment No. 3 to
Registration Statement No. 333-103267 of Ferrellgas Partners, L.P. on Form S-3,
in Post-Effective Amendment No. 1 to Registration Statement No. 33-55185 of
Ferrellgas Partners, L.P. on Form S-4 to Form S-1 and in Post-Effective
Amendment No. 1 to Registration Statements No. 333-87633 and No. 333-84344 of
Ferrellgas Partners, L.P. on Form S-8. See exhibit 23.1 for independent
auditor's consent.
These audited balance sheets and independent auditor's opinion, as
referenced in the independent auditor's report dated September 29, 2003, and
filed herewith, are to be incorporated by reference in Amendment No. 3 to
Registration Statement No. 333-103267-01 of Ferrellgas Partners Finance Corp on
Form S-3. See exhibit 23.2 for independent auditor's consent.
These audited balance sheets and independent auditor's opinion, as
referenced in the independent auditor's report dated September 29, 2003, and
filed herewith, are to be incorporated by reference in Amendment No. 3 to
Registration Statement No. 333-103267-02 of Ferrellgas, L.P. on Form S-3. See
exhibit 23.3 for independent auditor's consent.
These audited balance sheets and independent auditor's opinion, as
referenced in the independent auditor's report dated September 29, 2003, and
filed herewith, are to be incorporated by reference in Amendment No. 3 to
Registration Statement No. 333-103267-03 of Ferrellgas Finance Corp on Form S-3.
See exhibit 23.4 for independent auditor's consent.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
The Exhibits listed in the Index to Exhibits are filed as part of this
Current Report on Form 8-K.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FERRELLGAS PARTNERS, L.P.
By Ferrellgas, Inc. (General Partner)
Date: November 21, 2003 By /s/ Kevin T. Kelly
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Kevin T. Kelly
Senior Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
FERRELLGAS PARTNERS FINANCE CORP.
Date: November 21, 2003 By /s/ Kevin T. Kelly
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Kevin T. Kelly
Senior Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
FERRELLGAS, L.P.
By Ferrellgas, Inc. (General Partner)
Date: November 21, 2003 By /s/ Kevin T. Kelly
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Kevin T. Kelly
Senior Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
FERRELLGAS FINANCE CORP.
Date: November 21, 2003 By /s/ Kevin T. Kelly
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Kevin T. Kelly
Senior Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
INDEX TO EXHIBITS
Exhibit No. Description of Exhibit
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23.1 Consent of Deloitte & Touche, LLP, independent auditors for
the certain use of its report appearing in the Current
Report on Form 8-K of Ferrellgas Partners, L.P., dated
November 21, 2003.
23.2 Consent of Deloitte & Touche, LLP, independent auditors, for
the certain use of its report appearing in the Current
Report on Form 8-K of Ferrellgas Partners Finance Corp.,
dated November 21, 2003.
23.3 Consent of Deloitte & Touche, LLP, independent auditors, for
the certain use of its report appearing in the Current
Report on Form 8-K of Ferrellgas, L.P., dated November 21,
2003.
23.4 Consent of Deloitte & Touche, LLP, independent auditors for
the certain use of its report appearing in the Current
Report on Form 8-K of Ferrellgas Finance Corp., dated
November 21, 2003
99.15 Consolidated balance sheets of Ferrellgas, Inc. and
subsidiaries as of July 31, 2003 and 2002, together
with the report of Deloitte & Touche LLP with respect
thereto.