Atlas Pipeline Partners, L.P. Gains Flexibility and Liquidity through Amendment to Revolving Credit and Term Loan Agreement

Lenders Approve Joint Venture with Williams on the Marcellus Shale

Atlas Pipeline to Host Conference Call at 9:00 AM ET on Tuesday, June 2, 2009 to
Discuss Amendment

PHILADELPHIA--(Business Wire)--
Atlas Pipeline Partners, L.P. (NYSE: APL)("APL" or "Atlas Pipeline") announces
that it has entered into an amendment to its Revolving Credit and Term Loan
Agreement that governs a $380 million revolving credit facility and a $463
million term loan facility.

"We are very pleased with this improved credit arrangement", stated Gene Dubay,
Chief Executive Officer of Atlas Pipeline. "Although we were fully compliant
with all covenants under the facility, and expected to remain compliant, the
amendment significantly increases our operating liquidity and offers relaxed
EBITDA and total debt covenants, providing Atlas Pipeline with substantially
increased cushions against possible future negative developments. Together with
expanding hedge protection, these improved credit terms augur well for our
future success."

The amendment to the credit facility includes the following key terms:

* Certain financial covenants of the credit facility have been eased through the
period ending December 31, 2010, creating greater financial flexibility for
Atlas Pipeline. In addition, a Senior Secured Leverage to EBITDA covenant has
been added to the credit facility.
* The "reinvestment basket" pursuant to which Atlas Pipeline is permitted to use
cash proceeds from asset sales for a period of up to 12 months before
reinvestment has been increased by 170% to $135 million, providing substantially
increased liquidity to Atlas Pipeline.
* APL may make capital expenditures up to $95 million for the remainder of 2009
(beginning April 1, 2009), in addition to any investments made to its joint
venture ("Laurel Mountain") with Williams (NYSE: WMB) targeting the Marcellus
Shale in the Appalachia region.
* Beginning with the first quarter 2010, Atlas Pipeline may pay distributions if
its Senior Secured Leverage to EBITDA ratio is less than or equal to 2.75x and
minimum liquidity levels are satisfied. Atlas Pipeline will not pay any further
distributions for the remainder of 2009.
* Outstanding borrowings under the revolving credit facility and term loan will
accrue interest at LIBOR plus 475 bps, with a LIBOR floor rate of 2%.

Lenders also approved Atlas Pipeline`s recently announced joint venture with
Williams to form Laurel Mountain, which will own and operate all of APL`s
northern Appalachian assets, including gathering and processing assets in the
Marcellus Shale region in southwestern Pennsylvania. Laurel Mountain will manage
the ongoing operation and anticipated expansion of the Appalachian system which
will be utilized by Atlas Energy Resources, LLC (NYSE: ATN) and other third
party producers in the Marcellus Shale.

Further details regarding this amendment to the APL credit agreement have been
filed separately today under a Form 8-K.

Interested parties are invited to access the live webcast as well as the audio
replay of an investor call with management regarding the Partnership`s amended
credit agreement on Tuesday, June 2, 2009 at 9:00 am ET by going to the Investor
Relations section of the Partnership`s website at www.atlaspipelinepartners.com.

Atlas Pipeline Partners, L.P. is active in the transmission, gathering and
processing segments of the midstream natural gas industry. In the Mid-Continent
region of Oklahoma, southern Kansas, northern and western Texas and the Texas
panhandle, APL owns and operates eight active gas processing plants and a
treating facility, as well as approximately 8,750 miles of active intrastate gas
gathering pipeline. In Appalachia, it owns and operates approximately 1,800
miles of natural gas gathering pipelines in western Pennsylvania, western New
York, eastern Ohio and northeastern Tennessee. For more information, visit the
Partnership`s website at www.atlaspipelinepartners.com or contact
InvestorRelations@atlaspipelinepartners.com.

Atlas Pipeline Holdings, L.P. is a limited partnership which owns and operates
the general partner of Atlas Pipeline Partners, L.P., through which it owns a 2%
general partner interest, all the incentive distribution rights and
approximately 5.8 million common units of Atlas Pipeline Partners.

Atlas America, Inc. owns an approximate 48% common unit interest and all of the
Class A and management incentive interests in Atlas Energy Resources, LLC (NYSE:
ATN). Atlas America, Inc. also owns 1.1 million common units in Atlas Pipeline
Partners, L.P. and a 64% interest in Atlas Pipeline Holdings, L.P. For more
information, please visit our website at www.atlasamerica.com, or contact
Investor Relations at InvestorRelations@atlasamerica.com.

Certain matters discussed within this press release are forward-looking
statements.Although Atlas Pipeline Partners, L.P. believes the expectations
reflected in such forward-looking statements are based on reasonable
assumptions, it can give no assurance that its expectations will be
attained.Factors that could cause actual results to differ materially from
expectations include general industry considerations, regulatory changes,
changes in local or national economic conditions and other risks detailed from
time to time in Atlas Pipeline`s reports filed with the SEC, including quarterly
reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K.

Investor Relations:
Atlas Pipeline Partners, L.P.
Brian Begley, 877-280-2857
Fax: 215-553-8455

Copyright Business Wire 2009