SECURITIES AND EXCHANGE COMMISSION

	SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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)): August 28, 2003
	CORNERSTONE PROPANE PARTNERS, L.P. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware (State or other jurisdiction of incorporation)			1-12499 (Commission File Number)	77-0439862 (IRS Employer Identification No.)
		432 Westridge Drive, Watsonville, CA 95076 (Address of Principal Executive Offices, including Zip Code)
		(831) 724-1921 (Registrant’s Telephone Number, Including Area Code)
		N/A (Former Name or Former Address, if Changed Since Last Report)

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

July 15, 2003 (July 2, 2003)

(Date of Report (Date of Earliest Event Reported))

CORNERSTONE PROPANE PARTNERS, L.P

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Delaware	1-12499	77-0439862
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
432 Westridge Drive, Watsonville, CA 95076
(Address of Principal Executive Offices, including Zip Code)
(831) 724-1921
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)

Item 5. Other Events

Cornerstone Propane Partners, L.P. (the “Partnership”) has ~~entered~~ ~~into~~received ~~forbearance~~a ~~agreements dated July 2, 2003 (the~~ “~~Forbearance Agreements~~Wells notice”) ~~with~~ from the ~~holders~~Securities ~~of its 7.53% Senior Secured Notes due 2010, 7.33% Senior Secured Notes due 2013, 8.08% Senior Secured Notes due 2005,~~ and ~~8.27% Senior~~Exchange ~~Secured~~Commission ~~Notes due 2009~~ (~~collectively,~~ the “~~Notes~~Commission” ~~and the holders thereof, the “Noteholders”~~) ~~and~~indicating ~~Northwestern~~that ~~Corporation (“Northwestern”), as~~the ~~lender~~staff ~~under~~of the ~~Partnership’s~~Commission ~~senior~~intends ~~secured credit facility. Pursuant~~ to ~~the~~recommend ~~Forbearance~~that ~~Agreements,~~ the ~~Noteholders~~ ~~and~~Commission ~~Northwestern have agreed to forbear from exercising their~~institute ~~remedies~~administrative proceedings against the Partnership ~~arising~~alleging ~~from~~that ~~default by~~ the Partnership ~~of certain~~violated ofSection ~~its~~13(a) ~~obligations~~of to the ~~Noteholders~~Securities ~~and~~Exchange ~~Northwestern~~Act ~~until the earlier to occur~~ of ~~October~~1934, 31as amended, ~~2003 or any additional default~~ (~~such period,~~ the “~~Forbearance~~Exchange ~~Period~~Act”)~~. Northwestern has~~ ~~also~~and ~~extended~~Rules ~~the~~12b-20, ~~maturity~~13a-1 ofand ~~its~~13a-13 ~~loans under the senior secured credit~~promulgated ~~facility until October 31, 2003~~thereunder. ~~As part~~Such ofadministrative ~~the Forbearance Agreement the Partnership has, among other things, agreed to comply with certain additional~~proceedings ~~covenants,~~include ~~consented to certain amendments to the note agreements with the Noteholders, provided for~~ an ~~interest~~order ~~rate~~revoking ~~increase to 11.27% per annum compounding monthly effective July 31, 2002 for all of~~ the ~~Notes~~registration ~~and provided additional security for the benefit~~ of the ~~Noteholders and Northwestern. In addition, the~~ Partnership’s ~~has~~Common ~~agreed with~~Units ~~the~~representing ~~Noteholders~~limited ~~that~~partner ~~the~~interests ~~make-whole~~in ~~amount on~~ the ~~Notes~~Partnership ~~would be determined as of February 28, 2003~~ (~~$66,403,520~~the “Units”) ~~and is due and payable. The make-whole amount shall accrue interest~~under ~~from~~ the ~~effective~~Exchange ~~date of the Forbearance Agreements at 11~~Act.~~27% per annum compounding monthly.~~ ~~The~~Other ~~Noteholders~~possible ~~have~~remedies ~~agreed to forbear from demanding~~ the ~~make-whole~~Commission ~~amount~~may ordetermine ~~the~~appropriate ~~interest thereon~~include ~~during the Forbearance Period. The Partnership also made~~ a ~~$20 million~~cease ~~payment~~and ~~to the Noteholders~~desist ~~and~~order, ~~Northwestern~~injunctive inproceeding, ~~partial satisfaction of it’s accrued~~ and/or ~~unpaid~~a ~~interest obligations~~trading ~~to the Noteholders and Northwestern~~suspension.

The recommended action will be based in whole or in part on the Partnership’s failure to timely file annual and quarterly reports with the Commission for the year ended June 30, 2002 and the quarters ended September 30, 2002, December 31, 2002, and March 31, 2003. The action would also be based on the Partnership’s failure to restate earlier filings for the years ending June 30, 2000 and June 30, 2001, and the interim periods therein as described in the Partnership’s current report on Form 8-K dated February 10, 2003.

The revocation of the registration of the Units under the Exchange Act may ultimately make certain provisions of the Exchange Act no longer applicable to the Units, including, among other things, the requirement to file quarterly and annual reports with the Commission. As a result holders of the Units may experience an increased illiquidity in any trading market for the Units.

As previously disclosed, the Partnership is seeking bidders for its assets. Based on the indications of interest the Partnership has received to date, the Partnership’s management believes that it is unlikely the holders of the Partnership’s Units will receive any distributions as a result of the sale of its assets, and any subsequent liquidation or restructuring of the Partnership’s operations.

The Partnership intends to cooperate fully with the Commission in any deregistration of the Units.

Certain statements set forth above are forward-looking statements within the meaning of the Exchange Act. Such statements are based upon management’s current estimates, assumptions and expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described herein.

SIGNATURES

According 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.

	CornerStone Propane Partners, L.P.
	/s/ Curtis G. Solsvig III
Date: July 15, 2003	Name: Curtis G. Solsvig III
Date: August 28, 2003	Curtis G. Solsvig III
	Its: Chief Executive Officer

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