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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): November 22, 2002

                         KANEB PIPE LINE PARTNERS, L.P.

               (Exact name of registrant as specified in charter)


       Delaware                        001-5083                  75-2287571
(State of Incorporation)          (Commission File No.)       (I.R.S. Employer
                                                             Identification No.)



                          2435 North Central Expressway
                             Richardson, Texas 75080
               (Address of Principal Executive Offices) (Zip Code)


       Registrant's telephone number, including area code: (972) 699-4062


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Item 5. Other Events.

     On November 22, 2002, the Registrant  announced that its subsidiary,  Kaneb
Pipe  Line  Operating  Partnership,  L.P.  ("KPOP"),  had  signed  a  definitive
agreement,  subject to customary closing conditions, to acquire an approximately
400-mile products pipeline and four terminals in North Dakota and Minnesota from
Tesoro  Refining  and  Marketing  Company,  a  subsidiary  of  Tesoro  Petroleum
Corporation.  The acquisition is scheduled to close in late December,  2002. The
purchase price of approximately $100 million will be financed through a new $175
million  bridge term loan with a group of commercial  banks.  The balance of the
proceeds of this facility will be used to retire the balance  outstanding  under
KPOP's six-month bank bridge facility used to finance KPOP's recent  acquisition
of an approximately 2,000 mile anhydrous ammonia pipeline system. The new bridge
term loan will mature on December 28, 2003.

     In response to the Registrant's  announcement of the proposed  acquisition,
Moody's  Investor  Services,  Inc.  announced  that it would review for possible
downgrade  KPOP's rating of Baa3 for its senior  unsecured debt. If Moody's were
to downgrade such debt rating,  KPOP would likely incur higher interest costs on
any debt that it may issue publicly in the future.



Item 7. Financial Statements and Exhibits.

     Exhibits.

          99.1 Press Release, dated November 22, 2002.






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                                 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.

                                      KANEB PIPE LINE PARTNERS, L.P.

                                      By: Kaneb Pipe Line Company LLC,
                                          as General Partner


                                            //s//
Dated November 26, 2002              -------------------------------------------
                                     Howard C. Wadsworth
                                     Vice President, Treasurer and Secretary