Item 5.07 Submission of Matters to a Vote of Security Holders.






The 2022 annual meeting of common unitholders and Series A Convertible Preferred
unitholders (collectively, the "Unitholders") of Plains All American Pipeline,
L.P. ("PAA" or the "Partnership") was held on May 25, 2022. At the annual
meeting, the Unitholders (other than Plains AAP, L.P.) considered and voted on
how to instruct PAA to vote the Class C shares of Plains GP Holdings, L.P.
("PAGP") that PAA owns at PAGP's annual meeting with respect to the following
matters, each of which is described in greater detail in PAA's Proxy Statement
dated April 14, 2022 (the "Proxy Statement"): (i) the election of four Class II
directors to serve on the board of directors of PAA GP Holdings LLC until the
2025 annual meeting; (ii) the ratification of the appointment of
PricewaterhouseCoopers LLP as PAGP's and PAA's independent registered public
accounting firm for the fiscal year ending December 31, 2022; and (iii) the
approval, on a non-binding advisory basis, of our 2021 named executive officer
compensation.



The voting results for each matter presented at the PAA annual meeting were as
follows (Note, for Items 1 and 3 below, which are considered non-routine
matters, broker non-votes are not considered votes cast and have no impact on
the outcome. Out of the 532,273,469 common units and Series A Preferred units
eligible to vote on Items 1, 2 and 3, approximately 81%, or 433,360,410 units,
were represented in person or by proxy at the PAA annual meeting):



1. Unitholders (other than Plains AAP, L.P.) voted to instruct PAA to vote

the PAGP Class C shares that it owns at the PAGP annual meeting on the

election of four Class II directors to serve on the board of directors


        of PAA GP Holdings LLC until the 2025 annual meeting as follows:




                                                                 Percentage of Votes
                                                                        Cast
Nominees                           For            Withheld              FOR*              Broker Non-Votes
1. Victor Burk                  320,054,093       2,556,771               99.2%               110,749,546
2. Kevin S. McCarthy            319,738,327       2,872,537               99.1%               110,749,546
3. Harry N. Pefanis             320,148,444       2,462,420               99.2%               110,749,546
4. Gary R. Petersen             299,691,755       22,919,109              92.9%               110,749,546



2. Unitholders (other than Plains AAP, L.P.) voted to instruct PAA to vote

the PAGP Class C shares that it owns at the PAGP annual meeting on the

ratification of the appointment of PricewaterhouseCoopers LLP as PAGP's

and PAA's independent registered public accounting firm for the fiscal


        year ending December 31, 2022 as follows:




                                              Percentage of Votes Cast
    For         Against        Abstained                FOR*                Broker Non-Votes
406,228,351     26,507,149        624,910                 93.7%                      -0-



3. Unitholders (other than Plains AAP, L.P.) voted to instruct PAA to vote

the PAGP Class C shares that it owns at the PAGP annual meeting on the

approval, on a non-binding advisory basis, of our 2021 named executive


        officer compensation as follows:




                                                         Percentage of
                                                           Votes Cast
    For            Against            Abstained               FOR*             Broker Non-Votes
317,201,345        3,643,496           1,766,023                98.3%              110,749,546








*With respect to Items 1, 2 and 3, PAA Unitholders (other than Plains AAP, L.P.)
voted on a "pass-through" basis by instructing PAA how to vote the PAGP Class C
shares that it owns on Items 1, 2 and 3 at the PAGP annual meeting.



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