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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 Report (Date of earliest event reported): January 16, 2008


CHENIERE ENERGY PARTNERS, L.P.
(Exact name of registrant as specified in its charter)

Delaware

1-33366

20-5913059

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

700 Milam Street
Suite 800
Houston, Texas

 

77002

(Address of principal executive offices)

(Zip Code)


Registrant’s telephone number, including area code: (713) 375-5000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 16, 2008 , the sole member of Cheniere Energy Partners GP, LLC, the general partner of Cheniere Energy Partners, L.P. (the "General Partner"), elected Mr. Ben Guill as a member of the board of directors of the General Partner and to serve as a member of the audit and conflicts committees of the board of directors of the General Partner. Mr. Guill was granted 12,000 phantom units pursuant to the terms of the Cheniere Energy Partners, L.P. Long-Term Incentive Plan. In addition, annually on the anniversary of the date of grant, he will receive an additional 3,000 phantom units. Vesting will occur for one-fourth of the phantom units on each anniversary of the date of grant beginning on the first anniversary of the date of grant. Upon vesting, the phantom units will be payable in cash in an amount equal to the fair market value of a partnership unit of Cheniere Energy Partners, L.P. In addition, Mr. Guill will receive an annual payment of $50,000 for services as a director of the General Partner as well as an annual payment of $15,000 for serving as a member of the audit committee of the board of directors of the General Partner.

Item 8.01     Other Events.

On January 16, 2008, Cheniere Energy Partners, L.P. issued a press release regarding the election of Mr. Guill as a new director, a copy of which is attached hereto as Exhibit 99.1.

Item 9.01     Financial Statements and Exhibits.

d)  Exhibits

Exhibit

Number

Description

 
99.1 Press Release, dated January 16, 2008.

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.

 

CHENIERE ENERGY PARTNERS, L.P.

 

By:

CHENIERE ENERGY PARTNERS GP, LLC,

its general partner

 
 
Date: January 16, 2008 By:

/s/ Don A. Turkleson

Name:

Don A. Turkleson

Title:

Senior Vice President and

Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number 		Description
99.1

Press Release, dated January 16, 2008.*

 

*Filed herewith

Exhibit 99.1

Cheniere Energy Partners Elects Ben A. Guill to Board of Directors

HOUSTON--(BUSINESS WIRE)--Cheniere Energy Partners, L.P. (AMEX:CQP) announced today that Ben A. Guill has been elected to the Board of Directors of its general partner.

Ben Guill has served as Director of National Oilwell Varco, Inc. since 1999. He was President of First Reserve Corporation, a corporate manager of private investments focusing on the energy and energy-related sectors from September 1998 until April 2007, where he was responsible for deal origination, investment structuring and monitoring. Prior to joining First Reserve, Mr. Guill was the Managing Director and Co-head of Investment Banking at Simmons & Company International, an investment banking firm specializing in the oil service industry. Prior to that time he was with Blyth Eastman Dillon & Company. Mr. Guill received his B.A. degree from Princeton University and an M.B.A. from the Wharton School of the University of Pennsylvania.

Cheniere’s Chairman and CEO, Charif Souki, said, “Ben is a welcome addition to Cheniere Energy Partners’ general partner board of directors. His investment experience and knowledge of our industry will enhance our ability to grow our company. I look forward to working with him to this end.”

Cheniere Energy Partners, L.P. is a Delaware limited partnership. Through its wholly-owned subsidiary, Sabine Pass LNG, L.P., the partnership is developing an LNG receiving terminal located in western Cameron Parish, Louisiana on the Sabine Pass Channel scheduled to commence operations in the second quarter of 2008. Additional information about Cheniere Energy Partners, L.P. may be found on its web site at www.cheniereenergypartners.com.

This press release contains certain statements that may include “forward-looking statements” within the meanings of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included herein are "forward-looking statements." Included among "forward-looking statements" are, among other things, (i) statements regarding Cheniere Energy Partners’ business strategy, plans and objectives and (ii) statements expressing beliefs and expectations regarding the development of Cheniere Energy Partners’ LNG receiving terminal business. Although Cheniere Energy Partners believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Cheniere Energy Partners’ actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Cheniere Energy Partners’ periodic reports that are filed with and available from the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required under the securities laws, Cheniere Energy Partners does not assume a duty to update these forward-looking statements.

CONTACT:
Cheniere Energy Partners, L.P.
Investors:
Christina Cavarretta, 713-375-5104
or
Media:
Kim Hull, 713-375-5105