If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this Schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box:  [  ]

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

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SCHEDULE 13D/A

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STATEMENT ON SCHEDULE 13D/A

This Amendment No. 5 amends and supplements the Statement on Schedule 13D (the "Initial Statement") filed by Kinder Morgan, Inc., a Kansas corporation (the "Reporting Person"), on May 25, 2001, as amended by Amendment No. 1 on September 17, 2002, Amendment No. 2 on March 27, 2003, Amendment No. 3 on August 28, 2003 and Amendment No. 4 on March 18, 2005 (with the Initial Statement, the "Statement"), relating to the shares (the "Shares") of Kinder Morgan Management, LLC, a Delaware limited liability company (the "Issuer").  Capitalized terms used but not defined herein have the meanings ascribed to them in the Statement.

Item 3.

Source and Amount of Funds or Other Consideration

Item 3 of the Statement is supplemented as follows:

On June 1, 2005, the Reporting Person sold 1,717,033 of the Shares it owned to Tortoise Energy Capital Corporation.

Pursuant to the quarterly distributions the Issuer makes to all holders of Shares, including the Reporting Person, the Reporting Person acquired an additional approximately 507,593 Shares between January 31, 2005 and June 1, 2005.

Item 5.

Interest in Securities of the Issuer

Item 5 of the Statement is supplemented as follows:

As of June 2, 2005, the Reporting Person beneficially owned 12,083,858 Shares, which represent approximately 21.6% of the outstanding Shares, based upon the number of Shares outstanding as of the most recent practicable date.  The Reporting Person has sole voting and dispositive power with respect to such Shares.  The persons listed on Appendix A disclaim any beneficial ownership of the Shares beneficially owned by the Reporting Person.  The Reporting Person's response in Item 3 is incorporated herein by reference.  Other than the Issuer's quarterly distributions, none of the persons listed on Appendix A have effected any transactions in the Shares in the sixty days prior to June 1, 2005.  No person other than the Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Reporting Person.

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SIGNATURE

After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

Dated:  June 24, 2005

Kinder Morgan, Inc.

By: /s/ Joseph Listengart                                 

     Joseph Listengart

     Vice President, General Counsel and Secretary

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APPENDIX A

INFORMATION CONCERNING THE DIRECTORS AND

EXECUTIVE OFFICERS OF KINDER MORGAN, INC.

Set forth below are the name, current business address, citizenship, present principal occupation or employment and beneficial ownership of Shares of each director and executive officer of the Reporting Person.  The principal address of the Reporting Person, the Issuer, Kinder Morgan G.P., Inc. ("KMGP"), which is the general partner of Kinder Morgan Energy Partners, L.P., and, unless otherwise indicated, the current business address for each individual listed below, is 500 Dallas Street, Suite 1000, Houston, Texas 77002.  Each director or executive officer listed below is a citizen of the United States and has sole voting and dispositive power over all Shares beneficially owned by him or her.  Other than pursuant to the Issuer's quarterly distributions of Shares, none of the persons listed below have effected transactions in Shares in the sixty days prior to June 1, 2005.

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