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 20 26, 2014

KINDER MORGAN MANAGEMENT, LLC

(Exact name of registrant as specified in its charter)

Delaware		1-16459		76-0669886
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

Delaware
(State or other jurisdiction
of incorporation)

1-16459
(Commission
File Number)

76-0669886
(I.R.S. Employer
Identification No.)

1001 Louisiana Street, Suite 1000

Houston, Texas 77002

(Address of principal executive offices, including zip code)

713-369-9000 ~~(Registrant’s telephone number, including area code)~~

(Registrant’s telephone number, including area code)

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:

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

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

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

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

Item 52.0701. ~~Submission~~Completion of ~~Matters~~Acquisition toor aDisposition ~~Vote~~ of ~~Security Holders~~Assets.

On November 2026, 2014, Kinder Morgan ~~Management~~, Inc. ~~LLC~~ (“~~KMR~~KMI”) ~~held~~completed ~~a special meeting of~~ its ~~shareholders~~previously inannounced ~~order~~acquisition ~~to vote upon proposals relating to the proposed mergers~~ of ~~KMR and~~ Kinder Morgan ~~Energy Partners~~Management, ~~L.P.~~LLC (“~~KMP~~KMR”) ~~with wholly owned subsidiaries of Kinder Morgan~~, ~~Inc.~~ ~~(“KMI”). At~~pursuant ~~the KMR special meeting, KMR shareholders were asked~~ to ~~vote on~~ the ~~following~~terms ~~proposals:~~of ~~(i) to approve~~ the Agreement and Plan of Merger, ~~dated~~(as ~~August 9~~amended, ~~2014, among KMR, KMI and R Merger Sub LLC (~~the “KMR Merger Agreement ~~Proposal~~”), ~~(ii) to~~dated ~~approve~~as ~~the adjournment~~ of the special meeting, if necessary to solicit additional proxies if there are not sufficient votes to approve the KMR Merger Agreement Proposal at the time of the special meeting or if KMP adjourns its special meeting (the “KMP special meeting”) called to vote on the proposals relating to the proposed merger of KMP with a wholly owned subsidiaries of KMI (the “KMR Adjournment Proposal”), (iii) to approve the Agreement and Plan of Merger, dated August 9, 2014, among ~~KMP~~KMI, ~~Kinder Morgan G.P., Inc. (“KMGP”),~~ KMR, ~~KMI~~ and P R Merger Sub LLC ~~in order to determine how the i-units of KMP held by KMR will be voted at the KMP special meeting~~ (~~the~~ “~~KMP~~R Merger ~~Agreement Proposal~~Sub”) and (iv) to approve the adjournment of the KMP special meeting, if necessary to solicit additional proxies if there are not sufficient votes to approve the KMP Merger Agreement Proposal at the time of the KMP special meeting or if KMR adjourns its special meeting, in order to determine how the i-units of KMP held by KMR will be voted at the KMP special meeting (the “KMP Adjournment Proposal”).

AsThe ofacquisition ~~the~~was ~~close~~accomplished ofby ~~business~~the onmerger ~~October 20,~~of ~~2014,~~R ~~the~~Merger ~~record~~Sub ~~date~~with ~~for~~and ~~determining~~into KMR (the “KMR ~~shareholders~~Merger”), ~~entitled~~and toupon ~~vote~~consummation atof the ~~special~~KMR ~~meeting~~Merger, ~~there~~R ~~were~~Merger ~~133,966,228~~Sub ~~shares~~ceased ~~representing~~to ~~limited~~exist ~~liability~~and ~~company~~KMR ~~interests~~became ofa ~~KMR~~wholly ~~(the~~owned ~~“KMR~~subsidiary ~~shares”)~~of ~~outstanding~~KMI. ~~and~~Immediately ~~entitled~~thereafter, toKMR ~~vote~~merged atwith ~~the~~and ~~special~~into ~~meeting. Under~~Second ~~KMR’s~~R ~~limited~~Merger ~~liability~~Sub ~~company~~LLC ~~agreement,~~(“Second ~~KMGP~~R ~~and~~Merger ~~its~~Sub”), ~~affiliates~~a ~~are~~wholly ~~not~~owned ~~allowed~~subsidiary toof ~~vote~~KMI (the ~~approximately~~“Second ~~17.3 million~~ KMR ~~shares~~Merger”), ~~owned~~with bySecond ~~them~~R ~~with~~Merger ~~respect~~Sub, torenamed ~~the~~Kinder ~~KMR~~Morgan ~~Merger~~Management, ~~Agreement Proposal. Accordingly~~LLC, ~~these~~continuing ~~KMR~~as ~~shares~~the ~~were~~surviving ~~not~~company ~~counted~~and ~~for~~a ~~purposes~~direct ofwholly ~~establishing~~owned asubsidiary ~~quorum~~of KMI. AtFollowing the ~~special~~Second ~~meeting, holders of 89,918,291~~ KMR ~~shares~~Merger, ~~excluding~~Kinder ~~the~~Morgan ~~KMR~~Management, ~~shares~~LLC ~~owned~~merged bywith ~~KMGP~~ and ~~its~~into ~~affiliates~~KMI, ~~were~~with ~~present~~KMI insurviving. As ~~person~~a orresult ~~represented~~of bythese ~~proxy~~mergers, ~~constituting~~KMI ais ~~quorum. Final~~the ~~voting~~successor ~~results~~to ~~are presented below~~KMR.

~~Proposal~~At 1:the ~~The~~effective time of the KMR Merger, ~~Agreement~~each ~~Proposal~~voting share and listed share of KMR issued and outstanding (excluding listed shares owned by Kinder Morgan G.P., Inc. (“KMGP”) or KMI or any of its subsidiaries) was converted into the right to receive 2.4849 shares of validly issued, fully paid and nonassessable Class P common stock of KMI (“KMI Common Stock,” and such consideration, the “KMR Merger Consideration”).

The foregoing summary of the KMR ~~shareholders~~Merger ~~approved~~and the KMR Merger Agreement ~~Proposal~~does ~~based~~not onpurport to be complete and is subject to, and qualified in its entirety by, the ~~following~~full ~~results:~~text of the KMR Merger Agreement, which was filed as Exhibit 2.1 to KMR’s Current Report on Form 8-K filed on August 12, 2014.

		FOR		AGAINST		ABSTAIN
KMR shares		87,158,383		809,805		1,950,103

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

~~Proposal~~In 2:connection ~~The~~with the consummation of the KMR ~~Adjournment~~Merger, ~~Proposal~~the New York Stock Exchange (the “Exchange”) was notified that each outstanding KMR share (excluding listed shares owned by KMGP or KMI or any of its subsidiaries) was converted pursuant to the KMR Merger into the right to receive the KMR Merger Consideration, subject to the terms and conditions of the KMR Merger Agreement. KMR requested that the Exchange file a notification of removal from listing on Form 25 with the Securities and Exchange Commission (the “SEC”) with respect to the delisting of KMR’s listed shares. KMR’s listed shares were delisted and removed from trading on the Exchange prior to the opening of trading on November 28, 2014.

In addition, KMI intends to file with the SEC a certification and notice of termination on Form 15 requesting that KMR’s ~~shareholders~~listed ~~approved~~shares be deregistered under Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that KMR’s ~~Adjournment~~reporting ~~Proposal~~obligations ~~based~~under onSections 13 and 15(d) of the ~~following~~Exchange ~~results:~~Act with respect to its listed shares be suspended.

		FOR		AGAINST		ABSTAIN
KMR shares		102,676,086		2,590,535		1,987,685

~~Adjournment~~Item of3.03. ~~the~~Material ~~KMR~~Modification ~~special~~to ~~meeting~~Rights ~~was not necessary because there were sufficient votes at the time~~ of ~~the~~Security ~~special meeting to approve the KMR Merger Agreement Proposal~~Holders.

1Pursuant to the terms of the KMR Merger Agreement, each KMR share issued and outstanding or deemed issued and outstanding immediately prior to the effective time of the KMR Merger (excluding listed shares owned by KMGP or KMI or any of its subsidiaries) was converted into the right to receive the KMR Merger Consideration.

~~Proposal~~At 3:the ~~The~~effective ~~KMP~~time of the KMR Merger, ~~Agreement~~holders ~~Proposal~~of KMR shares ceased to have any rights as shareholders of KMR, other than the right to receive the KMR Merger Consideration in accordance with the KMR Merger Agreement.

~~KMR~~The ~~shareholders~~information ~~voted~~in onItem ~~the~~2.01 ~~KMP~~is ~~Merger~~incorporated ~~Agreement~~herein ~~Proposal~~by ~~in the following manner:~~reference.

		FOR		AGAINST		ABSTAIN
KMR shares		104,449,566		806,070		1,998,670

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

~~Proposal~~At 4:the effective time of the KMR Merger, each of the independent members of the KMR board of directors resigned from the board and ceased to be a director of KMR. The ~~KMP~~members ~~Adjournment~~of ~~Proposal~~the KMR board immediately prior to the effective time of the KMR Merger were Richard D. Kinder, Steven J. Kean, Ted A. Gardner, Gary L. Hultquist and Perry M. Waughtal. Effective as of the effective time of the KMR Merger, the members of the KMR board were Richard D. Kinder and Steven J. Kean.

~~KMR shareholders voted on the KMP Adjournment Proposal in the following manner:~~3

		FOR		AGAINST		ABSTAIN
KMR shares		102,662,348		2,552,452		2,039,506

SIGNATURES

~~Item~~Pursuant ~~8.01.~~to ~~Other~~the ~~Events~~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.

On November 20, 2014, KMI, KMR, KMP and El Paso Pipeline Partners, L.P. (“EPB”) issued a joint press release announcing that each of KMI, KMR, KMP and EPB held special meetings of their equity holders to vote upon proposals relating to the proposed mergers of KMR, KMP and EPB with wholly owned subsidiaries of KMI (the “Proposed Transactions”) and that the equity holders of KMI, KMR, KMP, and EPB approved the Proposed Transactions and related proposals. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

	KINDER MORGAN, INC.,
	as successor to Kinder Morgan Management, LLC


	By:	/s/ David R. DeVeau
	Name:	David R. DeVeau
	Title:	Vice President


	Date: December 3, 2014

~~Item 9.01. Financial Statements and Exhibits.~~4

(d) Exhibits

99.1 Press Release of Kinder Morgan, Inc., Kinder Morgan Management, LLC, Kinder Morgan Energy Partners, L.P. and El Paso Pipeline Partners, L.P., dated November 20, 2014.

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.

	KINDER MORGAN MANAGEMENT, LLC
	By:	/s/ David R. DeVeau
	Name: David R. DeVeau
	Title: Vice President
	Date: November 21, 2014

EXHIBIT INDEX

99.1 Press Release of Kinder Morgan, Inc., Kinder Morgan Management, LLC, Kinder Morgan Energy Partners, L.P. and El Paso Pipeline Partners, L.P., dated November 20, 2014.

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