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):          March 21, 2007

Valero GP Holdings, LLC

(Exact name of registrant as specified in its charter)

Delaware

001-32940

85-0470977

(State or other jurisdiction of incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

One Valero Way

 

San Antonio, Texas

78249

(Address of principal executive

(Zip Code)

offices)

 

 

Registrant’s telephone number, including area code: (210) 345-2000

NOT APPLICABLE

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

 

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 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On March 21, 2007, Valero GP Holdings, LLC filed an amendment to its certificate of formation with the Secretary of State of the State of Delaware to change its name from Valero GP Holdings, LLC to NuStar GP Holdings, LLC. The amendment is effective April 1, 2007.

 

 

Item 9.01

Financial Statements and Exhibits

 

(d) Exhibits.

 

 

*3.01

Amendment to Certificate of Formation of Valero GP Holdings, LLC, dated March 21, 2007 and effective April 1, 2007.

 

________________

* Filed herewith

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.

 

Valero GP Holdings, LLC

Date: March 27, 2007

By:         /s/ Amy L. Perry  

Name:  Amy L. Perry

Title:    Assistant Secretary

 

EXHIBIT INDEX

 

 

Number

Exhibit

*3.01

Amendment to Certificate of Formation of Valero GP Holdings, LLC, dated March 21, 2007 and effective April 1, 2007.

 

________________

* Filed herewith

 

 

 

Exhibit 3.01

STATE OF DELAWARE

CERTIFICATE OF AMENDMENT

 

1. Name of Limited Liability Company: Valero GP Holdings, LLC

 

2. The Certificate of Formation of the limited liability company is hereby amended as follows: The name of the company is NuStar GP Holdings, LLC.

 

3. The Certificate of Amendment is to become effective April 1, 2007

 

IN WITNESS WHEREOF, the undersigned executed this Certificate on the 21 st day of March 2007.

 

 

By: /s/ Steven A. Blank

Authorized Person

Name: Steven A. Blank,

Senior Vice President, Chief Financial Officer and Treasurer