165201281030313852C00095763677577O814131031027283699613127111410115 C000957 0-6 2018-01-01 2018-06-30 C000957 0-3 2018-01-01 2018-06-30 C000957 0-11 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-77 2017-01-01 2017-06-30 C000957 0-2 2018-01-01 2018-06-30 C000957 0-9 2017-01-01 2017-06-30 C000957 0-4 2018-01-01 2018-06-30 C000957 0-7 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-14 2018-01-01 2018-06-30 C000957 0-75 2018-01-01 2018-06-30 C000957 2017-04-01 2017-06-30 C000957 0-28 2018-01-01 2018-06-30 C000957 2018-04-01 2018-06-30 C000957 0-63 2018-01-01 2018-06-30 C000957 0-38 2018-01-01 2018-06-30 C000957 0-4 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-10 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-81 2018-01-01 2018-06-30 C000957 ferc:CrudeOilTrunkMember 2018-01-01 2018-06-30 C000957 0-20 2018-01-01 2018-06-30 C000957 0-13 2018-01-01 2018-06-30 C000957 0-6 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-1 2018-01-01 2018-06-30 C000957 ferc:CrudeOilGatheringMember 2018-01-01 2018-06-30 C000957 0-77 2018-01-01 2018-06-30 C000957 0-16 2017-01-01 2017-06-30 C000957 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 1-2 1-1 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-8 2018-01-01 2018-06-30 C000957 0-12 2018-01-01 2018-06-30 C000957 0-6 2018-01-01 2018-06-30 C000957 0-9 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-5 2018-01-01 2018-06-30 C000957 0-12 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-7 2018-01-01 2018-06-30 C000957 1-1 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 1-2 2018-01-01 2018-06-30 C000957 0-67 2018-01-01 2018-06-30 C000957 2017-01-01 2017-06-30 C000957 1-3 2018-01-01 2018-06-30 C000957 0-7 2018-01-01 2018-06-30 C000957 0-9 2018-01-01 2018-06-30 C000957 0-3 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 2017-12-31 C000957 0-31 2018-01-01 2018-06-30 C000957 1-3 1-1 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-52 2018-01-01 2018-06-30 C000957 0-1 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-13 2018-01-01 2018-06-30 C000957 0-5 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-7 2017-01-01 2017-06-30 C000957 0-15 2018-01-01 2018-06-30 C000957 0-11 2018-01-01 2018-06-30 C000957 1-1 1-1 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-31 2017-01-01 2017-06-30 C000957 0-10 2018-01-01 2018-06-30 C000957 2017-06-30 C000957 0-13 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-30 2018-01-01 2018-06-30 C000957 0-8 ferc:CrudeOilMember 2018-01-01 2018-06-30 C000957 0-13 2017-01-01 2017-06-30 C000957 0-9 2018-01-01 2018-06-30 C000957 2016-12-31 C000957 1-1 2018-01-01 2018-06-30 C000957 2018-01-01 2018-06-30 C000957 0-16 2018-01-01 2018-06-30 C000957 2018-06-30 C000957 0-2 ferc:CrudeOilMember 2018-01-01 2018-06-30 pure utr:bbl iso4217:USD
THIS FILING IS
Item 1:
An Initial (Original) Submission
OR
Resubmission No.

FERC FINANCIAL REPORT
FERC FORM No. 6: Annual Report of
Oil Pipeline Companies and
Supplemental Form 6-Q: Quarterly
Financial Report



(Formerly ICC Form P)
These reports are mandatory under the Interstate Commerce Act, Sections 20 and 18 CFR Parts 357.2 and 357.4. Failure to report may result in criminal fines, civil penalties and other sanctions as provided by law. The Federal Energy Regulatory Commission does not consider this report to be of a confidential nature.
Exact Legal Name of Respondent (Company)

Plains Pipeline, LP
Year/Period of Report

End of:
2018
/
Q2


INSTRUCTIONS FOR FILING FERC FORMS 6 AND 6-Q GENERAL INFORMATION

  1. Purpose

    The FERC Form No. 6 (FERC Form 6) is an annual regulatory reporting requirement (18 C.F.R. 357.2). The FERC Form No. 6-Q (FERC Form 6-Q) is a quarterly regulatory reporting requirement (18 C.F.R. §357.4). These reports are designed to collect both financial and operational informational from oil pipeline companies subject to the jurisdiction of the Federal Energy Regulatory Commission. These reports are also considered to be non-confidential public use forms.
  2. Who Must File

    1. Each oil pipeline carrier whose annual jurisdictional operating revenues has been $500,000 or more for each of the three previous calendar years must file FERC Form 6 (18 C.F.R. § 357.2 (a)). Oil pipeline carriers submitting FERC Form 6 must submit FERC Form 6-Q (18 C.F.R. § 357.4(a)). Newly established entities must use projected data to determine whether FERC Form No. 6 must be filed.
    2. Oil pipeline carriers exempt from filing FERC Form 6 whose annual jurisdictional operating revenues have been more than $350,000 but less than $500,000 for each of the three previous calendar years must prepare and file page 301, “Operating Revenue Accounts (Account 600), and page 700, “Annual cost of Service Based Analysis Schedule,” of FERC Form 6. When submitting pages 301 and 700, each exempt oil pipeline carrier must include page 1 of the FERC Form 6, the Identification and Attestation schedules (18 C.F.R. § 357.2 (a)(2)).
    3. Oil pipeline carriers exempt from filing FERC Form 6 and pages 301 and whose annual jurisdictional operating revenues were $350,000 or less for each of the three previous calendar years must prepare and file page 700, “Annual Cost of Service Based Analysis Schedule,” of FERC Form 6. When submitting page 700, each exempt oil pipeline carrier must include page 1 of FERC Form 6, the Identification and Attestation schedule (18 C.F.R. § 357.2 (a)(3)).
  3. What and Where to Submit

    1. Submit FERC Form 6 and 6-Q electronically through the forms submission software available at http://www.ferc.gov/docs-filing/eforms/form-6/elec-subm-soft.asp. Retain one copy of this report for your files.
    2. The Corporate Officer Certification must be submitted electronically as part of FERC Form 6 and 6-Q filings.
    3. Indicate by checking the appropriate box on Page 3, List of Schedules, if the Annual Report to Stockholders will be submitted, or if no Annual Report to Stockholders has been prepared.
    4. Submit immediately upon publication, by either eFiling or mail, two (2) copies of the latest Annual Report to Stockholders to the Secretary of the Commission at:

      Secretary of the Commission
      Federal Energy Regulatory Commission
      888 First Street, NE
      Washington, DC 20426

    5. Filers are encouraged to file their Annual Report to Stockholders using eFiling at http://www.ferc.gov/docs-filing/efiling.asp.To further that effort, a new selection, “Annual Report to Stockholders,” has been added to the dropdown “pick list” from which companies must choose when eFiling. Further instructions are posted to the Commission’s website at http://www.ferc.gov/help/how-to.asp.
    6. Federal, State and Local Governments and other authorized users may obtain additional blank copies of FERC Forms 6 and 6-Q free of charge from http://www.ferc.gov/docs-filing/eforms.asp#6 and http://www.ferc.gov/docs-filing/eforms.asp#6Q.
  4. When to Submit

    FERC Forms must be filed by the following schedule:

    1. FERC Form 6 for each year ending December 31 must be filed by April 18th of the following year (18C.F.R. § 357.2), and
    2. FERC Form 6-Q for each calendar quarter must be filed within 70 days after the end of the reporting quarter (18 C.F.R. § 357.4).
  5. Where to Send Comments on Public Reporting Burden

    1. The public reporting burden for the FERC Form 6 is estimated to average 161 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. The public reporting burden for the FERC Form 6-Q is estimated to average 150 hours per response. Send comments regarding these burden estimates or any aspect of these information collections, including suggestions for reducing this burden, to the Federal Energy Regulatory Commission, at DataClearance@FERC.gov, or to 888 First Street, NE, Washington DC 20426 (Attention: Information Clearance Officer); and to the Office of Information and Regulatory Affairs, Office of Management and Budget, Washington, DC 20503 (Attention: Desk Officer for the Federal Energy Regulatory Commission). For security reasons, comments should be sent by e-mail to OMB at oira_submission@omb.eop.gov.
    2. You shall not be penalized for failure to respond to this collection of information unless the collection of information displays a valid OMB control number.

GENERAL INSTRUCTIONS

  1. Prepare this report in conformity with the Uniform System of Accounts (18 CFR Part 101) (USofA). Interpret all accounting words and phrases in accordance with the USofA.
  2. Enter in whole numbers (dollars or MWH) only, except where otherwise noted. (Enter cents for averages and figures per unit where cents are important. The truncating of cents is allowed except on the four basic financial statements where rounding is required.) The amounts shown on all supporting pages must agree with the amounts entered on the statements that they support. When applying thresholds to determine significance for reporting purposes, use for balance sheet accounts the balances at the end of the current reporting period, and use for statement of income accounts the current year's year to date amounts.
  3. Complete each question fully and accurately, even if it has been answered in a previous period. Enter the word "None" where it truly and completely states the fact.
  4. For any page(s) that is not applicable to the Filer, either Enter the words “Not Applicable” on the particular page(s), or Omit the page(s) and enter “NA”, “None”, or “Not Applicable” in column (d) on the List of Schedules, pages 2 and 3.
  5. Enter the month, day, and year for all dates. Use customary abbreviations. The "Date of Report" at the top of each page is applicable only to resubmissions.
  6. Generally, except for certain schedules, all numbers, whether they are expected to be debits or credits, must be reported in the positive. Numbers having a sign that is different from the expected sign should be entered with a negative (-) sign.
  7. Resubmit any revised FERC Form 6 data via the Internet using the forms submission software only. Please explain the reason for the resubmission in a footnote to the data field.
  8. Do not make references to reports of previous periods or to other reports in lieu of required entries, except as specifically authorized.
  9. Whenever (schedule) pages refer to figures from a previous period the figures reported must be based upon those shown by the report of the previous period or an appropriate explanation given as to why different figures were used.

DEFINITIONS

  1. Active Corporation - A corporation which maintains an organization for operating property or administering its financial affairs.
  2. Actually Issued - For the purposes of this report, capital stock and other securities are considered to be actually issued when sold to a bona fide purchaser for a valuable consideration, and such purchaser holds free from control by the respondent.
  3. Actually Outstanding - For the purposes of this report, capital stock and other securities actually issued and not reacquired by or for the respondent.
  4. Affiliated Companies - The situation where one company directly or indirectly controls the other, or where they are subject to a common control.
  5. Carrier - A common carrier by pipeline subject to the Interstate Commerce Act.
  6. Commission - Means the Federal Energy Regulatory Commission.
  7. Control (including the terms "controlling," "controlled by," and "under common control with") -
    1. The possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a company, whether such power is exercised through one or more intermediary companies, or alone, or in conjunction with, or pursuant to an agreement. Also, it is necessary whether such power is established through a majority or minority ownership or voting of securities, common directors, officers or stockholders, voting trusts, holding trusts, associated companies, contract or any other direct or indirect means. When there is doubt about an existence of control in any particular situation, the carrier shall report all pertinent facts to the Commission for determination. (18 CFR 352, Definition 10.)
    2. For the purposes of this report, the following are to be considered forms of control:
      1. Right through title to securities issued or assumed to exercise the major part of the voting power in the controlled company;
      2. Right through agreement of through sources other than title to securities to name the majority of the board of directors, managers, or trustees of the controlled company;
      3. Right to foreclose a priority lien upon all or a major part in value of the tangible property of the controlled company;
      4. Right to secure control in consequence of advances made for construction of the property of the controlled company. Indirect control is that exercised through an intermediary.
    3. A leasehold interest in the property of a company is not for the purpose of these accounts to be classed as a form of control over the lessor company.
  8. Crude Oil - Oil in its natural state (including natural gas and other similar natural constituents), not altered, refined, or prepared for use by any process.
  9. Inactive Corporation - A corporation which has been practically absorbed in a controlling corporation, and which neither operates property nor administers its financial affairs; if it maintains an organization it does so only for the purpose of complying with legal requirements and maintaining title to property or franchises.
  10. Nominally Issued - For the purposes of this report, capital stock and other securities are considered to be nominally issued when certificates are signed and sealed and placed with the proper officer for sale and delivery or are pledged or otherwise placed in some special fund of the respondent.
  11. Nominally Outstanding - For the purposes of this report, those capital stock and other securities reacquired by or for the respondent under such circumstances require them to be considered held alive and not canceled or retired.
  12. Products - Oils that have been refined, altered, or processed for use, such as fuel oil and gasoline.
  13. Undivided Joint Interest Pipeline - Physical pipeline property owned in undivided joint interest by more than one person/entity.
  14. Undivided Joint Interest Property - Carrier property owned as part of an undivided joint interest pipeline.

EXCERPTS FROM THE LAW

Interstate Commerce Act, Part I

Section 20

  1. The Commissions is hereby authorized to require annual,periodical, or special reports from carriers, Lessons, "^^(as defined in this section),to prescribe the manner and form in which such reports shall be made, and to require from such carrioers, lessors, "^^specific and full true, and correct anwsers to all questions upon which the Commission may deem information to be necessary, classify such carrier, lessors, "^^ as it may deem proper for any of these purposes. Such annual reports shall give an account of the affairs of the carrier, lessor, "^^ in such form and detail as may be prescribed by the Commission.
  2. Said annual reports shall contain all the required information for the period of twelve months ending on the 31st day of December in each year, unless the Commission shall specify a different date, and shall be made out under oath and filled with the Commission at its office in Washington within three months after the close of the year for which report is made, unless additional time be granted in any case by the Commission.

GENERAL PENALTIES

Section 20

(7)(b) Any person who shall knowingly and willfully make, cause to be made, or participate in the making of any false entry in any annual or other report required under this section to be filled, "^^ or shall knowingly or willfully file with the Commission any false report, or other document, shall be deemed guilty of a misdemeanor and shall be subject, upon conviction in any court of the United States of competent jurisdiction to a fine of not more than five thousand dollars or imprisonment for not more than two years, or both such fine and imprisonment."^^

(7)(c) Any carrier or lessor, or any officer, agent, employee, or representative thereof, who shall fail to make and file an annual or other report with the Commission within the time fixed by the COmmission, or to make specific and full true and correct answer to any questions within thirty days from the time it is lawfully required by the Commission so to do, shall forfeit to the United States the sum of one hundred dollars for each and every day it shall continue to be in default with respect thereto.


FERC FORM NO.
6-Q

REPORT OF OIL PIPELINE COMPANIES
IDENTIFICATION
01 Exact Legal Name of Respondent


Plains Pipeline, LP


02 Year/ Period of Report

End of:
2018
/
Q2
03 Previous Name and Date of Change (if name changed during year)


/


04 Address of Principal Office at End of Year (Street, City, State, Zip Code)


333 Clay Street, Suite 1600 Houston, Texas 77002


05 Name of Contact Person


Christina Willmore


06 Title of Contact Person


Supervisor, FERC & JV Reporting


07 Address of Contact Person (Street, City, State, Zip Code)


333 Clay Street, Suite 1600 Houston, Texas 77002


08 Telephone of Contact Person, Including Area Code


7139935488


09 This Report is

(1)
An Original

(2)
A Resubmission
10 Date of Report (Mo, Da, Yr)


09/10/2018


QUARTERLY CORPORATE OFFICER CERTIFICATION
The undersigned officer certifies that:
I have examined this report and to the best of my knowledge, information, and belief all statements of fact contained in this report are correct statements of the business affairs of the respondent and the financial statements, and other financial information contained in this report, conform in all material respects to the Uniform System of Accounts.



01 Name


Chris Herbold


02 Title


Senior VP of Accounting & CAO


03 Signature


Chris Herbold


04 Date Signed (Mo, Da, Yr)

09/10/2018
Title 18, U.S.C. 1001 makes it a crime for any person to knowingly and willingly to make to any Agency or Department of the United States any false, fictitious or fraudulent statements as to any matter within its jurisdiction.









Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
List of Schedules

Enter in column (d) the terms "none," "not applicable," or "NA," as appropriate, where no information or amounts have been reported for certain pages.

Title of Schedule
(a)
Reference Page No.
(b)
Date Revised
(c)
Remarks
(d)
ScheduleImportantChangesDuringTheYearAbstract
Important Changes During the Year
REV 12-95
ScheduleComparativeBalanceSheetAbstract
Comparative Balance Sheet Statement
110
REV 12-03
ScheduleStatementOfIncomeAbstract
Income Statement
114
REV 12-03
ScheduleStatementOfAccumulatedOtherComprehensiveIncomeAndHedgingActivitiesAbstract
Statement of Accumulated Other Comprehensive Income and Hedging Activities
116
NEW 12-02
ScheduleUnappropriatedRetainedIncomeStatementAbstract
Unappropriated Retained Income Statement
119
REV 12-95
ScheduleStatementOfCashFlowsAbstract
Statement of Cash Flows
120
REV 02-04
ScheduleNotesToFinancialStatementsAbstract
Notes to Financial Statements
122
REV 12-95
ScheduleOperatingRevenueAccountsAbstract
Operating Revenue
301
REV 12-00
ScheduleOperatingExpenseAccountsAbstract
Operating Expense Accounts
302
REV 12-03
ScheduleStatisticsOfOperationsAbstract
Statistics of Operations
600
REV 12-00
ScheduleStatisticsOfOperationsOwnedByRespondentButOperatedByOthersAbstract
Statistics of Operations - Operated by Others
600a
REV 12-00
Stockholders' Reports (check appropriate box)


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Important Changes During the Quarter/Year

Give particulars (details) concerning the matters indicated below. Make the statements explicit and precise, and number these in accordance with the inquiries. Each inquiry should be answered. Enter “none” or “not applicable” where applicable. If information which answers an inquiry is given elsewhere in the report, make a reference to the schedule in which it appears.

  1. Changes and important additions to franchise rights: Describe the actual consideration given therefor and state from whom the franchise rights were acquired. State if no consideration was given.
  2. Acquisition of ownership in other carrier operations by reorganization, merger, or consolidation with other companies: Give names of companies involved, particulars concerning the transactions, and reference to dates of Commission authorization and journal entries filed if applicable.
  3. Important extension or reduction of carrier pipeline operations: State territory added or relinquished and date operations began or ceased and give reference to Commission authorization, if any was required.
  4. State briefly the status of any materially important legal proceedings pending at the end of the year, and the results of any such proceedings culminated during the year.
  5. If the important changes during the year relating to the respondent appearing in the annual report to the stockholders are applicable and furnish the data required by the above instructions, such notes may be included herein.

1) None

 

2) Effective January 1, 2018, Alpha Holding Company, LLC was merged into Plains. See additional discussion in the Notes to Financial Statements at page 123.1.

 

3) On March 1, 2018, Plains sold the Trenton Gathering Pipeline system and tanks and the Bakken North Pipeline system and tank to Plains Pipeline Montana LLC. See additional discussion in the Notes to Financial Statements at page 123.1.

 

On June 27, 2018, Plains sold a 20% and 15% interest in Cactus II Pipeline LLC to non-affiliated entities. See additional discussion in the Notes to Financial Statements at 123.1.

 

4) In May 2015, we experienced a crude oil release from our Las Flores to Gaviota Pipeline (Line 901) in Santa Barbara County, California. See additional discussion in the Notes to Financial Statements at pages 123.1 to 123.6.

 

5) None



Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Comparative Balance Sheet Statement
  1. For instructions covering this schedule, see the text and instructions pertaining to Balance Sheet Accounts in the USofA. The entries in this balance sheet should be consistent with those in the supporting schedules on the pages indicated.
  2. On line 30, include depreciation applicable to investment in system property.
Line No.
Item
(a)
Reference Page No. for Annual
(b)
Current Year End of Quarter/Year Balance (in dollars)
(c)
Prior Year End Balance 12/31 (in dollars)
(d)
CurrentAssetsAbstract
CURRENT ASSETS
1
Cash
Cash (10)
8,070,806
2
SpecialDeposits
Special Deposits (10-5)
3
TemporaryInvestments
Temporary Investments (11)
4
NotesReceivable
Notes Receivable (12)
5
ReceivablesFromAffiliatedCompanies
Receivables from Affiliated Companies (13)
200
46,704,044
26,984,691
6
AccountsReceivable
Accounts Receivable (14)
55,188,749
68,938,019
7
AccumulatedProvisionForUncollectibleAccounts
Accumulated Provision For Uncollectible Accounts (14-5)
8
InterestAndDividendsReceivable
Interest and Dividends Receivable (15)
9
OilInventory
Oil Inventory (16)
6,316,081
4,983,084
10
MaterialAndSupplies
Material and Supplies (17)
138,275
138,275
11
Prepayments
Prepayment (18)
2,489,354
6,731,475
12
OtherCurrentAssets
Other Current Assets (19)
39,122
13
DeferredIncomeTaxAssets
Deferred Income Tax Assets (19-5)
230
14
CurrentAssets
TOTAL Current Assets (Total of lines 1 thru 13)
110,875,625
115,846,350
InvestmentsAndSpecialFundsAbstract
INVESTMENTS AND SPECIAL FUNDS
InvestmentsInAffiliatedCompaniesAbstract
Investments in Affiliated Companies (20):
15
InvestmentsInAffiliatedCompaniesStocks
Stocks
202
3,579,737,999
4,290,904,335
16
InvestmentInAffiliatedCompaniesBonds
Bonds
202
17
InvestmentsInAffiliatedCompaniesOtherSecuredObligations
Other Secured Obligations
202
18
InvestmentsInAffiliatedCompaniesUnsecuredNotes
Unsecured Notes
202
19
InvestmentsInAffiliatedCompaniesInvestmentAdvances
Investment Advances
202
20
InvestmentsInAffiliatedCompaniesUndistributedEarningsFromCertainInvestments
Undistributed Earnings from Certain Invest. in Acct. 20
204
99,525,080
65,342,477
OtherInvestmentsAbstract
Other Investments (21):
21
OtherInvestmentsStocks
Stocks
22
OtherInvestmentsBonds
Bonds
23
OtherInvestmentsOtherSecuredObligations
Other Secured Obligations
24
OtherInvestmentsUnsecuredNotes
Unsecured Notes
25
OtherInvestmentsInvestmentAdvances
Investment Advances
26
SinkingAndOtherFunds
Sinking and other funds (22)
27
InvestmentsAndSpecialFunds
TOTAL Investment and Special Funds (Total lines 15 thru 26)
3,480,212,919
4,225,561,858
TangiblePropertyAbstract
TANGIBLE PROPERTY
28
CarrierProperty
Carrier Property (30)
213 & 215
5,455,730,570
4,940,933,594
29
AccruedDepreciationCarrierProperty
(Less) Accrued Depreciation-Carrier Property (31)
216 & 217
559,187,693
542,083,914
30
AccruedAmortizationCarrierProperty
(Less) Accrued Amortization-Carrier Property (32)
31
CarrierPropertyNet
Net Carrier Property (Line 28 less 29 and 30)
4,896,542,877
4,398,849,680
32
OperatingOilSupply
Operating Oil Supply (33)
14,331,920
14,331,920
33
NoncarrierProperty
Noncarrier Property (34)
220
34
AccruedDepreciationNoncarrierProperty
(Less) Accrued Depreciation-Noncarrier Property (35)
35
NoncarrierPropertyNet
Net Noncarrier Property (Line 33 less 34)
36
TangibleProperty
TOTAL Tangible Property (Total of lines 31, 32, and 35)
4,910,874,797
4,413,181,600
OtherAssetsAndDeferredChargesAbstract
OTHER ASSETS AND DEFERRED CHARGES
37
OrganizationCostsAndOtherIntangibles
Organization Costs and Other Intangibles (40)
976,179,947
61,480,427
38
AccruedAmortizationOfIntangibles
(Less) Accrued Amortization of Intangibles (41)
50,758,797
16,708,744
40
MiscellaneousOtherAssets
Miscellaneous Other Assets (43)
26,812,896
25,367,901
41
OtherDeferredCharges
Other Deferred Charges (44)
221
42
AccumulatedDeferredIncomeTaxAssets
Accumulated Deferred Income Tax Assets (45)
230
43
DerivativeInstrumentAssets
Derivative Instrument Assets (46)
44
DerivativeInstrumentAssetsHedges
Derivative Instrument Assets - Hedges (47)
45
OtherAssetsAndDeferredCharges
TOTAL Other Assets and Deferred Charges (37 thru 44)
952,234,046
70,139,584
46
Assets
TOTAL Assets (Total of lines 14, 27, 36 and 45)
9,454,197,387
8,824,729,392
CurrentLiabilitiesAbstract
CURRENT LIABILITIES
47
NotesPayable
Notes Payable (50)
48
PayablesToAffiliatedCompanies
Payables to Affiliated Companies (51)
225
52,212,680
351,907
49
AccountsPayable
Accounts Payable (52)
251,856,438
271,096,094
50
SalariesAndWagesPayable
Salaries and Wages Payable (53)
51
InterestPayable
Interest Payable (54)
52
DividendsPayable
Dividends Payable (55)
53
TaxesPayable
Taxes Payable (56)
21,483,018
17,247,827
54
LongTermDebtPayableWithinOneYear
Long-Term Debt - Payable Within One Year (57)
226
55
OtherCurrentLiabilities
Other Current Liabilities (58)
56,890,919
79,715
56
DeferredIncomeTaxLiabilities
Deferred Income Tax Liabilities (59)
230
57
CurrentLiabilities
TOTAL Current Liabilities (Total of lines 47 thru 56)
382,443,055
288,775,543
NoncurrentLiabilitiesAbstract
NONCURRENT LIABILITIES
58
LongTermDebtPayableAfterOneYear
Long-Term Debt - Payable After One Year (60)
226
59
UnamortizedPremiumOnLongTermDebt
Unamortized Premium on Long-Term Debt (61)
60
UnamortizedDiscountOnLongTermDebtDebit
(Less) Unamortized Discount and Interest on Long-Term Debt (62)
61
OtherNoncurrentLiabilities
Other Noncurrent Liabilities (63)
(a)
3,936,770,277
3,951,285,906
62
AccumulatedDeferredIncomeTaxLiabilities
Accumulated Deferred Income Tax Liabilities (64)
230
63
DerivativeInstrumentLiabilities
Derivative Instrument Liabilities (65)
64
DerivativeInstrumentLiabilitiesHedges
Derivative Instrument Liabilities - Hedges (66)
65
AssetRetirementObligations
Asset Retirement Obligations (67)
78,118,316
77,531,594
66
NoncurrentLiabilities
TOTAL Noncurrent Liabilities (Total of lines 58 thru 65)
4,014,888,593
4,028,817,500
67
Liabilities
TOTAL Liabilities (Total of lines 57 and 66)
4,397,331,648
4,317,593,043
StockholdersEquityAbstract
STOCKHOLDERS' EQUITY
68
CapitalStock
Capital Stock (70)
251
69
PremiumsOnCapitalStock
Premiums on Capital Stock (71)
70
CapitalStockSubscriptions
Capital Stock Subscriptions (72)
71
AdditionalPaidInCapital
Additional Paid-In Capital (73)
254
330,012,775
330,012,775
72
AppropriatedRetainedIncome
Appropriated Retained Income (74)
118
73
UnappropriatedRetainedIncomeAndEquityInUndistributedEarningsLossesOfAffiliatedCompany
Unappropriated Retained Income (75)
119
4,726,852,964
4,177,123,574
74
TreasuryStock
(Less) Treasury Stock (76)
75
AccumulatedOtherComprehensiveIncome
Accumulated Other Comprehensive Income (77)
116
76
StockholdersEquity
TOTAL Stockholders' Equity (Total of lines 68 thru 75)
5,056,865,739
4,507,136,349
77
LiabilitiesAndStockholdersEquity
TOTAL Liabilities and Stockholders' Equity (Total of lines 67 and 76)
9,454,197,387
8,824,729,392


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
FOOTNOTE DATA

(a) Concept: OtherNoncurrentLiabilities

Other Noncurrent Liabilities is comprised of (i) amounts payable to affiliated companies associated with cash management services including amounts associated with funding acquisitions, construction projects and other items and (ii) other long-term deferred revenues related to capacity agreements with Cactus II Pipeline LLC.


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report


09/10/2018
Year/Period of Report


End of:
2018
/
Q2
Income Statement
  1. Enter in column (c) the year to date operations for the period, and enter in column (d) the year to date operations for the same period of the prior year.
  2. Enter in column (e) the operations for the reporting quarter and enter in column (f) the operations for the same three month period for the prior year. Do not report Annual data in columns (e) and (f).
Line No.
Item
(a)
Reference Page No. in Annual Report
(b)
Total current year to date Balance for Quarter/Year
(c)
Total prior year to date Balance for Quarter/Year
(d)
Current 3 months ended Quarterly only no 4th Quarter
(e)
Prior 3 months ended Quarterly only no 4th Quarter
(f)
OrdinaryItemsCarrierOperatingIncomeAbstract
ORDINARY ITEMS - Carrier Operating Income
1
OperatingRevenues
Operating Revenues (600)
301
567,470,616
435,611,199
304,842,309
230,982,705
2
OperatingExpenses
(Less) Operating Expenses (610)
302
280,568,680
241,300,204
148,149,169
118,825,375
3
NetCarrierOperatingIncome
Net Carrier Operating Income
286,901,936
194,310,995
156,693,140
112,157,330
OtherIncomeAndDeductionsAbstract
Other Income and Deductions
4
IncomeNetFromNoncarrierProperty
Income (Net) from Noncarrier Property (620)
335
5
InterestAndDividendIncome
Interest and Dividend Income (From Investment under Cost Only) (630)
336
1,382,388
635,304
537,215
319,407
6
MiscellaneousIncome
Miscellaneous Income (640)
337
791,024
101,859
626,188
7
UnusualOrInfrequentItemsCredit
Unusual or Infrequent Items--Credits (645)
(a)
433
8
InterestExpense
(Less) Interest Expense (650)
59
5,886,791
9
3,506,804
9
MiscellaneousIncomeCharges
(Less) Miscellaneous Income Charges (660)
337
5,775,161
3,081,287
3,260,929
2,417,303
10
UnusualOrInfrequentItemsDebit
(Less) Unusual or Infrequent Items--Debit (665)
(c)
11,610,244
(e)
11,864,806
11
DividendIncomeEquityInvestments
Dividend Income (From Investments under Equity Only)
12
UndistributedEarningsLosses
Undistributed Earnings (Losses)
205
175,769,369
118,258,592
97,301,113
65,160,545
13
EquityInEarningsLossesOfAffiliatedCompaniesIncludingDividendIncome
Equity in Earnings (Losses) of Affiliated Companies (Total Lines 11 and 12)
175,769,369
118,258,592
97,301,113
65,160,545
14
OtherIncomeAndDeductions
TOTAL Other Income and Deductions (Total Lines 4 thru 10 and 13)
172,167,994
98,417,433
95,203,578
47,691,039
15
OrdinaryIncomeBeforeFederalIncomeTaxes
Ordinary Income before Federal Income Taxes (Line 3 +/- 14)
459,069,930
292,728,428
251,896,718
159,848,369
16
FederalIncomeTaxesOnIncomeFromContinuingOperations
(Less) Income Taxes on Income from Continuing Operations (670)
(b)
67,249
(d)
67,249
17
ProvisionForDeferredTaxes
(Less) Provision for Deferred Taxes (671)
230
18
IncomeLossFromContinuingOperations
Income (Loss) from Continuing Operations (Total Lines 15 thru 17)
459,002,681
292,728,428
251,829,469
159,848,369
DiscontinuedOperationsAbstract
Discontinued Operations
19
IncomeLossFromOperationsOfDiscontinuedSegmentsLessApplicableIncomeTaxes
Income (Loss) from Operations of Discontinued Segments (675)*
20
GainLossFromDispositionOfDiscontinuedSegmentsLessApplicableIncomeTaxes
Gain (Loss) on Disposal of Discontinued Segments (676)*
21
IncomeLossFromDiscontinuedOperations
TOTAL Income (Loss) from Discontinued Operations (Lines 19 and 20)
22
IncomeLossBeforeExtraordinaryItems
Income (Loss) before Extraordinary Items (Total Lines 18 and 21)
459,002,681
292,728,428
251,829,469
159,848,369
ExtraordinaryItemsAndAccountingChangesAbstract
EXTRAORDINARY ITEMS AND ACCOUNT CHANGES
23
ExtraordinaryItemsNet
Extraordinary Items -- Net -- (Debit) Credit (680)
337
24
IncomeTaxesOnExtraordinaryItems
Income Taxes on Extraordinary Items -- Debit (Credit) (695)
337
25
ProvisionForDeferredTaxesExtraordinaryItems
Provision for Deferred Taxes -- Extraordinary Items (696)
230
26
ExtraordinaryItems
TOTAL Extraordinary Items (Total Lines 23 thru 25)
27
CumulativeEffectOfChangesInAccountingPrinciplesLessApplicableIncomeTaxes
Cumulative Effect of Changes in Accounting Principles (697)*
28
ExtraordinaryItemsAndAccountingChanges
TOTAL Extraordinary Items and Accounting Changes -- (Debit) Credit (Line 26 + 27)
29
NetIncomeLoss
Net Income (Loss) (Total Lines 22 and 28)
459,002,681
292,728,428
251,829,469
159,848,369
* Less applicable income taxes as reported on page 122


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report


09/10/2018
Year/Period of Report


End of:
2018
/
Q2
FOOTNOTE DATA

(a) Concept: UnusualOrInfrequentItemsCredit

This amount relates to Line 901 costs, see additional discussion in the Notes to Financial Statements at pages 123.1 to 123.6. Due to the significance of the event, these costs are reported with Account 645, Unusual of Infrequent Items.

(b) Concept: FederalIncomeTaxesOnIncomeFromContinuingOperations

On December 31, 2017, Plains Southcap Inc. was merged into Plains. This income tax expense is from the final return filed for Plains Southcap Inc.

(c) Concept: UnusualOrInfrequentItemsDebit

This line has been updated to conform to current year presentation. This amount relates to Line 901 costs, see additional discussion in the Notes to Financial Statements at pages 123.1 to 123.6. Due to the significance of the event, these costs are reported with Account 665, Unusual or Infrequent Items. In the 2017 Q2 Form 6Q, these costs were reported in Operating Expenses. The costs were moved by debiting Unusual or Infrequent Items (665) and crediting Operating Expenses $11,610,244.

(d) Concept: FederalIncomeTaxesOnIncomeFromContinuingOperations

On December 31, 2017, Plains Southcap Inc. was merged into Plains. This income tax expense is from the final return filed for Plains Southcap Inc.

(e) Concept: UnusualOrInfrequentItemsDebit

This line has been updated to conform to current year presentation. This amount relates to Line 901 costs, see additional discussion in the Notes to Financial Statements at pages 123.1 to 123.6. Due to the significance of the event, these costs are reported with Account 665, Unusual or Infrequent Items. In the 2017 Q2 Form 6Q, these costs were reported in Operating Expenses. The costs were moved by debiting Unusual or Infrequent Items (665) and crediting Operating Expenses $11,864,806.


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report


09/10/2018
Year/Period of Report


End of:
2018
/
Q2
Statement of Accumulated Other Comprehensive Income and Hedging Activities
  1. Report in columns (b), (c), (d), and (e) the amounts of accumulated other comprehensive income items, on a net-of-tax basis, where appropriate.
  2. Report in columns (f) and (g) the amounts of other categories of other cash flow hedges.
  3. For each category of hedges that have been accounted for as "fair value hedges", report the accounts affected and the related amounts in a footnote.
Line No.
Item
(a)
Unrealized Gains and Losses on available-for-sale securities
(b)
Minimum Pension liabililty Adjustment (net amount)
(c)
Foreign Currency Hedges
(d)
Other Adjustments
(e)
Other Cash Flow Hedges Interest Rate Swaps
(f)
Other Cash Flow Hedges [Insert Footnote at Line 1 to specify]
(g)
Totals for each category of items recorded in Account 77
(h)
Net Income (Carried Forward from Page 114, Line 29)
(i)
Total Comprehensive Income
(j)
1
Balance of Account 77 at Beginning of Preceding Year
2
Preceding Quarter/Year to Date Reclassifications from Account 77 to Net Income
3
Preceding Quarter/Year to Date Changes in Fair Value
4
Total (lines 2 and 3)
292,728,428
292,728,428
5
Balance of Account 77 at End of Preceding Quarter/Year
6
Balance of Account 77 at Beginning of Current Year
7
Current Quarter/Year to Date Reclassifications from Account 77 to Net Income
8
Current Quarter/Year to Date Changes in Fair Value
9
Total (lines 7 and 8)
459,002,681
459,002,681
10
Balance of Account 77 at End of Current Quarter/Year


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Unappropriated Retained Income Statement
  1. Report items of the Retained Income Accounts of the respondents for the period, classified in accordance with the USofA.
  2. Report on lines 15 and 16 the amount of assigned Federal income tax consequences, Account Nos. 710 and 720.
  3. Report on lines 17 through 20 all amounts applicable to the equity in undistributed earnings (losses) of affiliated companies based on the equity method of accounting.
  4. Line 18 should agree with Line 12, Schedule 114. The total of lines 2, 6, and 18 should agree with line 29, Schedule 114
  5. Include on lines 1 through 12 only amounts applicable to Retained Income exclusive of any amounts included on lines 17 through 20.
Line No.
Item
(a)
Reference page no. for Year
(b)
Current Quarter/Year (in dollars)
(c)
Previous Quarter/Year (in dollars)
(d)
UnappropriatedRetainedEarningsAbstract
UNAPPROPRIATED RETAINED INCOME
1
UnappropriatedRetainedIncome
Balances at Beginning of Year
3,298,730,539
2,817,301,384
AdditionsToUnappropriatedRetainedIncomeAbstract
CREDITS
2
UnappropriatedRetainedIncomeCreditTransferredFromIncome
Net Balance Transferred from Income (700)
114
283,233,312
174,469,836
3
PriorPeriodAdjustmentsToBeginningRetainedIncomeAccount
Prior Period Adjustments to Beginning Retained Income (705)
4
OtherCreditsToRetainedIncome
Other Credits to Retained Income (710)*
337
(a)
90,726,709
5
AdditionsToUnappropriatedRetainedIncome
TOTAL (Lines 2 thru 4)
373,960,021
174,469,836
DeductionsFromUnappropriatedRetainedIncomeAbstract
DEBITS
6
UnappropriatedRetainedIncomeDebitTransferredFromIncome
Net Balance Transferred from Income (700)
114
7
OtherDebitsToRetainedIncome
Other Debits to Retained Income (720)*
337
8
AppropriationsOfRetainedIncome
Appropriations of Retained Income (740)
118
9
DividendAppropriationsOfRetainedIncome
Dividend Appropriations of Retained Income (750)
121
10
DeductionsFromUnappropriatedRetainedIncome
TOTAL (lines 6 thru 9)
11
NetIncreaseDecreaseInUnappropriatedRetainedIncome
Net Increase (Decrease) During Year (Line 5 minus line 10)
373,960,021
174,469,836
12
UnappropriatedRetainedIncome
Balances at End of Year (Lines 1 and 11)
3,672,690,560
2,991,771,220
13
EquityInEarningsLossesOfAffiliatedCompanies
Balance from Line 20
204
1,054,162,404
694,792,435
14
UnappropriatedRetainedIncomeAndEquityInUndistributedEarningsLossesOfAffiliatedCompany
TOTAL Unapprop. Retained Inc. and Equity in Undistr. Earnings. (Losses) of Affil. Comp. at End of Year (Lines 12 & 13)
4,726,852,964
3,686,563,655
AssignedFederalIncomeTaxConsequencesAbstract
*Amount of Assigned Federal Income Tax Consequences
15
AssignedFederalIncomeTaxConsequencesOtherCreditsToRetainedIncome
Account No. 710
16
AssignedFederalIncomeTaxConsequencesOtherDebitsToRetainedIncome
Account No. 720
EquityInUndistributedEarningsLossesOfAffiliatedCompaniesAbstract
EQUITY IN UNDISTRIBUTED EARNINGS (LOSSES) OF AFFILIATED COMPANIES
17
EquityInEarningsLossesOfAffiliatedCompanies
Balances at Beginning of Year
204
878,393,035
576,533,843
18
UndistributedEarningsLosses
Net Balance transferred from Income (700)
114
175,769,369
118,258,592
19
OtherCreditsDebitsToEquityInUndistributedEarningsLossesOfAffiliatedCompanies
Other Credits (Debits)
20
EquityInEarningsLossesOfAffiliatedCompanies
Balances at End of Reporting Period/Year
204
1,054,162,404
694,792,435


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
FOOTNOTE DATA

(a) Concept: OtherCreditsToRetainedIncome

This amount is primarily due to the adoption of FASB Accounting Standards Update 2017-05. In February 2017, the FASB issued ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets.  Plains adopted this ASU on January 1, 2018, using the modified retrospective approach.  The cumulative effect of our adoption resulted in increases in both the carrying value of investments in unconsolidated entities and retained earnings related to the retained noncontrolling interest in those entities from partial sales of businesses previously accounted for under in-substance real estate guidance during 2016 and 2017.


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report


End of:
2018
/
Q2
Statement of Cash Flows
  1. Codes to be used: (a) Net Proceeds or Payments; (b) Bonds, debentures and other long-term debt; (c) Include commercial paper; and (d) Identify separately such items as investments, fixed assets, intangibles, etc.
  2. Information about noncash investing and financing activities must be provided on Page 122 Notes to the Financial Statements. Also provide a reconciliation between "Cash and Cash Equivalents at End of Period" with related amounts on the Balance Sheet.
  3. Operating Activities - Other: Include gains and losses pertaining to operating activities only. Gains and losses pertaining to investing and financing activities should be reported in those activities. Show on Page 122 Notes to the Financial Statements the amounts of interest paid (net of amount capitalized) and income taxes paid.
  4. Investing Activities: Include at Other net cash outflow to acquire other companies. Provide a reconciliation of assets acquired with liabilities assumed on Page 122 Notes to the Financial Statements. Do not include on this statement the dollar amount of leases capitalized; instead provide a reconciliation of the dollar amount of leases capitalized with the plant cost.
  5. Under "Other" specify significant amounts and group others.
  6. Enter on Page 122 clarifications and explanations.
Line No.
Description (See Instructions No. 5 for Explanation of Codes)
(a)
Current Quarter/Year Amount
(b)
Previous Quarter/Year Amount
(c)
1
NetCashFlowFromOperatingActivitiesAbstract
Cash Flow from Operating Activities:
2
NetIncomeLoss
Net Income
459,002,681
292,728,428
3
NoncashChargesCreditsToIncomeAbstract
Noncash Charges (Credits) to Income:
4
DepreciationAndDepletion
Depreciation
41,294,440
38,371,994
5
Amortization
Amortization
17,624,944
1,821,067
6
NoncashAdjustmentsToCashFlowsFromOperatingActivities
Other Non Cash Adjustments
6.1
NoncashAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Depreciation Non-Carrier
6.2
NoncashAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Depreciation-Asset Retirement Obligation
551,937
178,639
6.3
NoncashAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Equity Earnings less distribution received
27,658,217
14,406,538
6.4
NoncashAdjustmentsToCashFlowsFromOperatingActivitiesDescription
and Miscellaneous Other Assets
574,797,472
369,742,558
8
DeferredIncomeTaxesNet
Deferred Income Taxes
10
NetIncreaseDecreaseInReceivablesOperatingActivities
Net (Increase) Decrease in Receivables
(a)
16,147,089
(g)
16,815,372
11
NetIncreaseDecreaseInInventoryOperatingActivities
Net (Increase) Decrease in Inventory
(b)
1,271,736
(h)
180,021
12
NetIncreaseDecreaseInPayablesAndAccruedExpensesOperatingActivities
Net Increase (Decrease) in Payables and Accrued Expenses
14
OtherAdjustmentsToCashFlowsFromOperatingActivities
Other
14.1
OtherAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Other:
14.2
OtherAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Capital Project Write-offs
1,462,389
14.3
OtherAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Net (Increase) Decrease in Prepaids
4,256,705
5,240,499
14.4
OtherAdjustmentsToCashFlowsFromOperatingActivitiesDescription
Gain on Sale of Assets
22
NetCashProvidedByUsedInOperatingActivities
Net Cash Provided by (Used in) Operating Activities (Total of lines 2 thru 20)
8,070,806
24
CashFlowsFromInvestmentActivitiesAbstract
Cash Flows from Investment Activities:
25
ConstructionAndAcquisitionOfPlantIncludingLandAbstract
Construction and Acquisition of Plant (including land):
26
GrossAdditionsToCarrierPropertyInvestmentActivities
Gross Additions to Carrier Property:
(c)
371,893,672
(i)
205,380,691
27
GrossAdditionsToNoncarrierPropertyInvestmentActivities
Gross Additions to Noncarrier Property
28
OtherConstructionAndAcquisitionOfPlantInvestmentActivities
Other
28.1
OtherConstructionAndAcquisitionOfPlantInvestmentActivitiesDescription
Other:
28.2
OtherConstructionAndAcquisitionOfPlantInvestmentActivitiesDescription
Cash Paid for Linefill
28.3
OtherConstructionAndAcquisitionOfPlantInvestmentActivitiesDescription
Proceeds from disposition of Surplus Property
(j)
71,587,963
34
CashOutflowsForPlant
Cash Outflows for Plant (Total of lines 26 thru 33)
(d)
371,893,672
(k)
133,792,728
36
AcquisitionOfOtherNoncurrentAssets
Acquisition of Other Noncurrent Assets (d)
37
ProceedsFromDisposalOfNoncurrentAssets
Proceeds from Disposal of Noncurrent Assets (d)
39
InvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompanies
Investments in and Advances to Assoc. and Subsidiary Companies
(e)
190,899,714
(l)
1,485,624,931
40
ContributionsAndAdvancesFromAssociatedAndSubsidiaryCompanies
Contributions and Advances from Assoc. and Subsidiary Companies
42
DispositionOfInvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompanies
Disposition of Investments in (and Advances to) Associated and Subsidiary Companies
44
PurchaseOfInvestmentSecurities
Purchase of Investment Securities (a)
45
ProceedsFromSalesOfInvestmentSecurities
Proceeds from Sales of Investment Securities (a)
46
LoansMadeOrPurchased
Loans Made or Purchased
47
CollectionsOnLoans
Collections on Loans
49
NetIncreaseDecreaseInReceivablesInvestingActivities
Net (Increase) Decrease in Receivables
50
NetIncreaseDecreaseInInventoryInvestingActivities
Net (Increase) Decrease in Inventory
51
NetIncreaseDecreaseInPayablesAndAccruedExpensesInvestingActivities
Net Increase (Decrease) in Payables and Accrued Expenses
52
OtherAdjustmentsToCashFlowsFromInvestmentActivities
Other
52.1
OtherAdjustmentsToCashFlowsFromInvestmentActivitiesDescription
Return of Capital from Unconsolidated Subsidiaries
52.2
OtherAdjustmentsToCashFlowsFromInvestmentActivitiesDescription
Other:
57
CashFlowsProvidedFromUsedInInvestmentActivities
Net Cash Provided by (Used in) Investing Activities (Total of Lines 34 thru 55)
562,793,386
1,619,417,659
59
CashFlowsFromFinancingActivitiesAbstract
Cash Flows from Financing Activities:
60
ProceedsFromIssuanceAbstract
Proceeds from Issuance of:
61
ProceedsFromIssuanceOfLongTermDebtFinancingActivities
Long-Term Debt (b)
62
ProceedsFromIssuanceOfCapitalStock
Capital Stock
63
OtherAdjustmentsByOutsideSourcesToCashFlowsFromFinancingActivities
Other
63.1
DescriptionForOtherAdjustmentsByOutsideSourcesToCashFlowsFromFinancingActivities
Other:
66
NetIncreaseInShortTermDebt
Net Increase in Short-Term Debt (c)
67
OtherAdjustmentByShortTermDebtToCashFlowsFromFinancingActivities
Other
67.1
OtherAdjustmentByShortTermDebtToCashFlowsFromFinancingActivitiesDescription
Other:
70
CashProvidedByOutsideSources
Cash Provided by Outside Sources (Total of lines 61 thru 69)
72
PaymentsForRetirementAbstract
Payment for Retirement of:
73
PaymentsForRetirementOfLongTermDebtFinancingActivities
Long-term Debt (b)
74
PaymentForRetirementOfCapitalStock
Capital Stock
75
OtherRetirementsOfBalancesImpactingCashFlowsFromFinancingActivities
Other
75.1
DescriptionOfOtherRetirementsImpactingCashFlowsFromFinancingActivities
Other:
75.2
DescriptionOfOtherRetirementsImpactingCashFlowsFromFinancingActivities
Net Increase (Decrease) in Long-Term Liabilities to Affiliates
(f)
562,793,386
(m)
1,619,417,659
78
NetDecreaseInShortTermDebt
Net Decrease in Short-Term Debt (c)
80
DividendsOnCapitalStock
Dividends on Capital Stock
81
OtherAdjustmentsToCashFlowsFromFinancingActivities
Other
81.1
OtherAdjustmentsToCashFlowsFromFinancingActivitiesDescription
Other:
83
CashFlowsProvidedFromUsedInFinancingActivities
Net Cash Provided by (Used in) Financing Activities (Total of lines 70 thru 81)
562,793,386
1,619,417,659
85
NetIncreaseDecreaseInCashAndCashEquivalentsAbstract
Net Increase (Decrease) in Cash and Cash Equivalents
86
NetIncreaseDecreaseInCashAndCashEquivalents
Net Increase (Decrease) in Cash and Cash Equivalents (Total of Lines 22, 57, and 83)
8,070,806
88
CashAndCashEquivalents
Cash and Cash Equivalents at Beginning of Year
8,070,806
90
CashAndCashEquivalents
Cash and Cash Equivalents at End of Year


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report


End of:
2018
/
Q2
FOOTNOTE DATA

(a) Concept: NetIncreaseDecreaseInReceivablesOperatingActivities
Original value: 16147089
(b) Concept: NetIncreaseDecreaseInInventoryOperatingActivities
Original value: -1271736
(c) Concept: GrossAdditionsToCarrierPropertyInvestmentActivities
Original value: -371893672
(d) Concept: CashOutflowsForPlant
Original value: -371893672
(e) Concept: InvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompanies
Original value: -190899714
(f) Concept: OtherRetirementsOfBalancesImpactingCashFlowsFromFinancingActivities
Original value: 562793386
(g) Concept: NetIncreaseDecreaseInReceivablesOperatingActivities
Original value: 16815372
(h) Concept: NetIncreaseDecreaseInInventoryOperatingActivities
Original value: 180021
(i) Concept: GrossAdditionsToCarrierPropertyInvestmentActivities
Original value: -205380691
(j) Concept: OtherConstructionAndAcquisitionOfPlantInvestmentActivities
Original value: 71587963
(k) Concept: CashOutflowsForPlant
Original value: -133792728
(l) Concept: InvestmentsInAndAdvancesToAssociatedAndSubsidiaryCompanies
Original value: -1485624931
(m) Concept: OtherRetirementsOfBalancesImpactingCashFlowsFromFinancingActivities
Original value: 1619417659

Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Notes to Financial Statements

Quarterly Notes

  1. Respondent must provide in the notes sufficient disclosures so as to make the interim information not misleading. Disclosures which would substantially duplicate the disclosures contained in the most recent FERC Annual Report may be omitted.
  2. Disclosures shall be provided where events subsequent to the end of the most recent year have occurred which have a material effect on the respondent. Respondent must include in the notes significant changes since the most recently completed year such items as: accounting principles and practices; estimates inherent in the preparation of the financial statements; status of long-term contracts; capitalization including significant new borrowings or modifications of existing financing agreements; and changes resulting from business combinations or dispositions. However where material contingencies exist, the disclosure of such matters shall be provided even though a significant change since year end may not have occurred.
  3. Finally, if the notes to the financial statements relating to the respondent appearing in the annual report to the stockholders are applicable and furnish the data required by the above instructions, such notes may be included herein.

Annual Notes

  1. Use the space below for important notes regarding the Balance Sheet, Statement of Income for the year, Statement of Retained Earnings for the year, and Statement of Cash Flows, or any account therefor. Classify the notes according to each basic statement, providing a subheading for each statement, except where a note is applicable to more than one statement.
  2. Furnish details as to any significant commitments or contingent assets or liabilities existing at end of year, including a brief explanation of any action initiated by the Internal Revenue Service involving possible assessments of additional income taxes of a material amount, or of a claim for refund of income taxes of a material amount initiated by the respondent. State whether such commitments or contingencies will have a material adverse effect upon the financial position or results of operations of the respondent.
  3. Furnish details on the accounting for the respondent's pensions and postretirement benefits and explain any changes in the method of accounting for them. Include in the details a concise breakdown of the effects of the various components on income for the year, funding for the plans and accumulated obligations at year end.
  4. Provide an explanation of any significant changes in operations during the year. Give the financial statement effects of acquiring oil pipelines by purchase or merger or by participating in joint ventures or similar activities.
  5. Furnish details on the respondent's accounting for income taxes and provide an explanation of any changes in the methods of accounting for income taxes and give the financial statement effects resulting from these changes.
  6. Provide an explanation of any significant rate or other regulatory matters involving the respondent during the year and give the effects, if any, on the respondent's financial statements.

The following is a summary of significant items impacting the referenced financial statements:

Description of Business and Basis of Presentation

Plains Pipeline, L.P. (“Plains” or the “Company”) owns and operates an extensive network of crude oil pipeline assets in key crude oil basins and transportation corridors and at major market hubs in the United States.

The accompanying consolidated financial statements are presented in accordance with the Uniform System of Accounts prescribed by the Federal Energy Regulatory Commission “FERC”.

The preparation of financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

Merger of Alpha Holding Company, LLC

Effective January 1, 2018, Alpha Holding Company, LLC was merged into Plains. Prior to the merger, Plains held 100% of the member interests in the company. Plains is the surviving entity.

 

Divestiture of Trenton Gathering and Bakken North Pipeline Assets

In the fourth quarter of 2017, Plains formed Plains Pipeline Montana LLC (“Plains Montana”) as a wholly owned subsidiary. In the first quarter of 2018, Plains sold the Trenton Gathering Pipeline system and tanks and the Bakken North Pipeline system and tanks to Plains Montana. Since this was a transaction between affiliates, the assets were transferred at carrying values.

 

Divestiture of Partial Ownership Interest of Cactus II Pipeline LLC

In the fourth quarter of 2017, Plains formed Cactus II Pipeline LLC (“Cactus II”). In the second quarter of 2018, Plains transferred construction in progress assets to Cactus II (at carrying value, as the transaction was between affiliates) and sold a 20% and 15% interest in Cactus II to non-affiliated entities for $26 million. At the date of transfer and sale, the carrying value of the assets within carrier property was approximately $74 million; there was no associated accrued depreciation due to the assets still being under construction. Subsequent to the transfer, Plains paid Cactus II $100 million for capacity agreements.

Other Matters

Specific Incidents

For the purposes of this footnote, references to “we”, “us”, “our”, “PAA” and “PAGP” refer to Plains Pipeline, L.P. or its parent entities or affiliated entities. Disclosures are included for events through the end of the applicable quarter covered by this filing.

Line 901 Incident: In May 2015, we experienced a crude oil release from our Las Flores to Gaviota Pipeline (Line 901) in Santa Barbara County, California. A portion of the released crude oil reached the Pacific Ocean at Refugio State Beach through a drainage culvert. Following the release, we shut down the pipeline and initiated our emergency response plan. A Unified Command, which included the United States Coast Guard, the EPA, the California Office of Spill Prevention and Response and the Santa Barbara Office of Emergency Management, was established for the response effort. Clean-up and remediation operations with respect to impacted shoreline and other areas has been determined by the Unified Command to be complete, and the Unified Command has been dissolved. Our estimate of the amount of oil spilled, based on relevant facts, data and information, is approximately 2,934 barrels; of this amount, we estimate that 598 barrels reached the Pacific Ocean.

As a result of the Line 901 incident, several governmental agencies and regulators initiated investigations into the Line 901 incident, various claims have been made against us and a number of lawsuits have been filed against us. We may be subject to additional claims, investigations and lawsuits, which could materially impact the liabilities and costs we currently expect to incur as a result of the Line 901 incident. Set forth below is a brief summary of actions and matters that are currently pending:

On May 21, 2015, we received a corrective action order from the United States Department of Transportation’s Pipeline and Hazardous Materials Safety Administration (“PHMSA”), the governmental agency with jurisdiction over the operation of Line 901 as well as over a second stretch of pipeline extending from Gaviota Pump Station in Santa Barbara County to Emidio Pump Station in Kern County, California (Line 903), requiring us to shut down, purge, review, remediate and test Line 901. The corrective action order was subsequently amended on June 3, 2015; November 13, 2015; and June 16, 2016 to require us to take additional corrective actions with respect to both Lines 901 and 903 (as amended, the “CAO”). Among other requirements, the CAO obligated us to conduct a root cause failure analysis with respect to Line 901 and present remedial work plans and restart plans to PHMSA prior to returning Line 901 and 903 to service; the CAO also imposed a pressure restriction on the section of Line 903 between Pentland Pump Station and Emidio Pump Station and required us to take other specified actions with respect to both Lines 901 and 903. We intend to continue to comply with the CAO and to cooperate with any other governmental investigations relating to or arising out of the release. Excavation and removal of the affected section of the pipeline was completed on May 28, 2015. Line 901 and Line 903 have been purged and are not currently operational, with the exception of the Pentland to Emidio segment of Line 903, which remains in service under a pressure restriction. No timeline has been established for the restart of Line 901 or Line 903.

On February 17, 2016, PHMSA issued a Preliminary Factual Report of the Line 901 failure, which contains PHMSA’s preliminary findings regarding factual information about the events leading up to the accident and the technical analysis that has been conducted to date. On May 19, 2016, PHMSA issued its final Failure Investigation Report regarding the Line 901 incident.  PHMSA’s findings indicate that the direct cause of the Line 901 incident was external corrosion that thinned the pipe wall to a level where it ruptured suddenly and released crude oil. PHMSA also concluded that there were numerous contributory causes of the Line 901 incident, including ineffective protection against external corrosion, failure to detect and mitigate the corrosion and a lack of timely detection and response to the rupture.  The report also included copies of various engineering and technical reports regarding the incident. By virtue of its statutory authority, PHMSA has the power and authority to impose fines and penalties on us and cause civil or criminal charges to be brought against us. While to date PHMSA has not imposed any such fines or penalties or brought any such civil or criminal charges with respect to the Line 901 release, their investigation is still open and we are likely to have fines or penalties imposed upon us, and we may have civil or criminal charges brought against us, in the future.

 In late May of 2015, the California Attorney General’s Office and the District Attorney’s office for the County of Santa Barbara began investigating the Line 901 incident to determine whether any applicable state or local laws had been violated.  On May 16, 2016, PAA and one of its employees were charged by a California state grand jury, pursuant to an indictment filed in California Superior Court, Santa Barbara County (the “May 2016 Indictment”), with alleged violations of California law in connection with the Line 901 incident.  The May 2016 Indictment included a total of 46 counts against PAA. On July 28, 2016, at an arraignment hearing held in California Superior Court in Santa Barbara County, PAA pled not guilty to all counts. Between May of 2016 and May of 2018, 31 of the criminal charges against PAA (including one felony charge) and all of the criminal charges against our employee, were dismissed. The remaining 15 charges were the subject of a jury trial in California Superior Court in Santa Barbara County that began in May of 2018. The jury returned a verdict on September 7, 2018, pursuant to which (i) PAA was found guilty on one felony discharge count and 8 misdemeanor counts (which included one reporting count, one strict liability discharge count and six strict liability animal taking counts) and (ii) PAA was found not guilty on one strict liability animal taking count, the jury deadlocked on three counts (including two felony discharge counts and one strict liability animal takings count), and two misdemeanor discharge counts were dropped. PAA is in the process of evaluating its post-trial options, which include the possibility of an appeal. Sentencing is currently scheduled for December 13, 2018. We do not anticipate that the fines or penalties imposed as a result of the jury’s decision will have a material adverse impact on the financial position or operations of PAA.

 Also in late May of 2015, the United States Attorney for the Department of Justice, Central District of California, Environmental Crimes Section (“DOJ”) began an investigation into whether there were any violations of federal criminal statutes in connection with the Line 901 incident, including potential violations of the federal Clean Water Act. We are cooperating with the DOJ’s investigation by responding to their requests for documents and access to our employees. The DOJ has already spoken to several of our employees and has expressed an interest in talking to other employees; consistent with the terms of our governing organizational documents, we are funding our employees’ defense costs, including the costs of separate counsel engaged to represent such individuals. On August 26, 2015, we received a Request for Information from the EPA relating to Line 901. We have provided various responsive materials to date and we will continue to do so in the future in cooperation with the EPA. While to date no civil actions or criminal charges with respect to the Line 901 release, other than those brought pursuant to the May 2016 Indictment, have been brought against PAA or any of its affiliates, officers or employees by PHMSA, DOJ, EPA, the California Attorney General, the Santa Barbara District Attorney or the California Department of Fish and Wildlife, and no fines or penalties have been imposed by such governmental agencies, the investigations being conducted by such agencies are still open and we may have fines or penalties imposed upon us, our officers or our employees, or civil actions or criminal charges brought against us, our officers or our employees in the future, whether by those or other governmental agencies.

Shortly following the Line 901 incident, we established a claims line and encouraged any parties that were damaged by the release to contact us to discuss their damage claims. We have received a number of claims through the claims line and we are processing those claims for payment as we receive them. In addition, we have also had nine class action lawsuits filed against us, six of which have been administratively consolidated into a single proceeding in the United States District Court for the Central District of California. In general, the plaintiffs are seeking to establish different classes of claimants that have allegedly been damaged by the release. To date, the court has certified three sub-classes of claimants and denied certification of the other proposed sub-class. The sub-classes that have been certified include (i) commercial fishermen who landed fish in certain specified fishing blocks in the waters adjacent to Santa Barbara County or persons or businesses who resold commercial seafood landed in such areas; (ii) individuals or businesses who were employed by or had contracts with certain designated oil platforms and related onshore processing facilities in the vicinity of the release as of the date of the release and (iii) beachfront property and easement owners whose properties were oiled. The Ninth Circuit Court of Appeals has granted our petition for leave to appeal the oil industry class certification. We are also defending a separate class action lawsuit proceeding in the United States District Court for the Central District of California brought on behalf of the Line 901 and Line 903 easement holders seeking injunctive relief as well as compensatory damages.

There have also been two securities law class action lawsuits filed on behalf of certain purported investors in PAA and/or PAGP against PAA, PAGP and/or certain of their respective officers, directors and underwriters. Both of these lawsuits have been consolidated into a single proceeding in the United States District Court for the Southern District of Texas. In general, these lawsuits allege that the various defendants violated securities laws by misleading investors regarding the integrity of PAA’s pipelines and related facilities through false and misleading statements, omission of material facts and concealing of the true extent of the spill. The plaintiffs claim unspecified damages as a result of the reduction in value of their investments in PAA and PAGP, which they attribute to the alleged wrongful acts of the defendants. PAA and PAGP, and the other defendants, denied the allegations in, and moved to dismiss these lawsuits. On March 29, 2017, the Court ruled in our favor dismissing all claims against all defendants. Plaintiffs refiled their complaint. On April 2, 2018, the Court dismissed all of the refiled claims against all defendants with prejudice. Plaintiffs have filed notice of intent to file an appeal of the dismissal. Consistent with and subject to the terms of our governing organizational documents (and to the extent applicable, insurance policies), we have indemnified and funded the defense costs of our officers and directors in connection with this lawsuit; we have also indemnified and funded the defense costs of our underwriters pursuant to the terms of the underwriting agreements we previously entered into with such underwriters.

 In addition, four unitholder derivative lawsuits have been filed by certain purported investors in PAA against PAA, certain of its affiliates and certain officers and directors. One lawsuit was filed in State District Court in Harris County, Texas and subsequently dismissed by the Court. Two of these lawsuits were filed in the United States District Court for the Southern District of Texas and were administratively consolidated into one action and later dismissed on the basis that Plains Partnership agreements require that derivative suits be filed in Delaware Chancery Court.

Following the order dismissing the Texas Federal Court suits, a new derivative suit brought by different plaintiffs was filed in Delaware Chancery Court. In general, these derivative lawsuits allege that the various defendants breached their fiduciary duties, engaged in gross mismanagement and made false and misleading statements, among other similar allegations, in connection with their management and oversight of PAA during the period of time leading up to and following the Line 901 release. The plaintiffs in the remaining lawsuit claim that PAA suffered unspecified damages as a result of the actions of the various defendants and seek to hold the defendants liable for such damages, in addition to other remedies. The defendants deny the allegations in this lawsuit and have responded accordingly. Consistent with and subject to the terms of our governing organizational documents (and to the extent applicable, insurance policies), we are indemnifying and funding the defense costs of our officers and directors in connection with this lawsuit.

 We have also received several other individual lawsuits and complaints from companies and individuals alleging damages arising out of the Line 901 incident. These lawsuits and claims generally seek compensatory and punitive damages, and in some cases permanent injunctive relief.

In addition to the foregoing, as the “responsible party” for the Line 901 incident we are liable for various costs and for certain natural resource damages under the Oil Pollution Act, and we also have exposure to the payment of additional fines, penalties and costs under other applicable federal, state and local laws, statutes and regulations. To the extent any such costs are reasonably estimable, we have included an estimate of such costs in the loss accrual described below.

 Taking the foregoing into account, as of June 30, 2018, we estimate that the aggregate total costs we have incurred or will incur with respect to the Line 901 incident will be approximately $335 million, which estimate includes actual and projected emergency response and clean-up costs, natural resource damage assessments and certain third party claims settlements, as well as estimates for fines, penalties and certain legal fees. We accrue such estimates of aggregate total costs to “Unusual or Infrequent Items” in our Income Statement. This estimate considers our prior experience in environmental investigation and remediation matters and available data from, and in consultation with, our environmental and other specialists, as well as currently available facts and presently enacted laws and regulations. We have made assumptions for (i) the duration of the natural resource damage assessment process and the ultimate amount of damages determined, (ii) the resolution of certain third party claims and lawsuits, but excluding claims and lawsuits with respect to which losses are not probable and reasonably estimable, and excluding future claims and lawsuits, (iii) the determination and calculation of fines and penalties, but excluding fines and penalties that are not probable and reasonably estimable and (iv) the nature, extent and cost of legal services that will be required in connection with all lawsuits, claims and other matters requiring legal or expert advice associated with the Line 901 incident. Our estimate does not include any lost revenue associated with the shutdown of Line 901 or 903 and does not include any liabilities or costs that are not reasonably estimable at this time or that relate to contingencies where we currently regard the likelihood of loss as being only reasonably possible or remote. We believe we have accrued adequate amounts for all probable and reasonably estimable costs; however, this estimate is subject to uncertainties associated with the assumptions that we have made. For example, the amount of time it takes for us to resolve all of the current and future lawsuits, claims and investigations that relate to the Line 901 incident could turn out to be significantly longer than we have assumed, and as a result the costs we incur for legal services could be significantly higher than we have estimated. In addition, with respect to fines and penalties, the ultimate amount of any fines and penalties assessed against us depends on a wide variety of factors, many of which are not estimable at this time. Where fines and penalties are probable and estimable, we have included them in our estimate, although such estimates could turn out to be wrong. Accordingly, our assumptions and estimates may turn out to be inaccurate and our total costs could turn out to be materially higher; therefore, we can provide no assurance that we will not have to accrue significant additional costs in the future with respect to the Line 901 incident.

As of June 30, 2018, we had a remaining undiscounted gross liability of $76 million related to this event, of which approximately $44 million is presented as a current liability in “Accounts Payable” on our Balance Sheet, with the remainder presented in “Other Noncurrent Liabilities”. We maintain insurance coverage, which is subject to certain exclusions and deductibles, in the event of such environmental liabilities. Subject to such exclusions and deductibles, we believe that our coverage is adequate to cover the current estimated total emergency response and clean-up costs, claims settlement costs and remediation costs and we believe that this coverage is also adequate to cover any potential increase in the estimates for these costs that exceed the amounts currently identified. Through June 30, 2018, we had collected, subject to customary reservations, $180 million out of the approximate $220 million of release costs that we believe are probable of recovery from insurance carriers, net of deductibles. Therefore, as of June 30, 2018, we have recognized a receivable of approximately $40 million for the portion of the release costs that we believe is probable of recovery from insurance, net of deductibles and amounts already collected. Of this amount, approximately $16 million is recognized as a current asset in “Accounts Receivable” on our Balance Sheet, with the remainder in “Miscellaneous Other Assets”. We have completed the required clean-up and remediation work as determined by the Unified Command and the Unified Command has been dissolved; however, we expect to make payments for additional costs associated with restoration of the impacted areas, as well as natural resource damage assessment and compensation, legal, professional and regulatory costs, in addition to fines and penalties, during future periods.



Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Operating Revenues

Report the respondent's pipeline operating revenues year to date, classified in accordance with the Uniform System of Accounts.

Line No.
Account
(a)
Crude Oil Current Year to Date Quarter
(b)
Products Current Year to Date Quarter
(c)
Total Year to Date Quarter (b) + (c)
(d)
1
GatheringRevenues
(200) Gathering Revenues
43,869,629
43,869,629
2
TrunkRevenues
(210) Trunk Revenues
432,242,528
432,242,528
3
DeliveryRevenues
(220) Delivery Revenues
20,268,254
20,268,254
4
AllowanceOilRevenue
(230) Allowance Oil Revenue
55,918,097
55,918,097
5
StorageAndDemurrageRevenue
(240) Storage and Demurrage Revenue
2,950,251
2,950,251
6
RentalRevenue
(250) Rental Revenue
8,248,781
8,248,781
7
IncidentalRevenue
(260) Incidental Revenue
3,973,076
3,973,076
8
OperatingRevenues
TOTAL (lines 1 through 7)
567,470,616
567,470,616


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Operating Expense Accounts (Account 610)

State the pipeline operating expenses of the respondent for the year, classifying them in accordance with the USofA.

CRUDE OIL (Year to Date) PRODUCTS (Year to Date)
Line No.
Operating Expenses Accounts
(a)
Gathering
(b)
Trunk
(c)
Delivery
(d)
Total (b + c + d)
(e)
Trunk (in dollars)
(f)
Delivery (in dollars)
(g)
Total (f + g) (in dollars)
(h)
Grand Total (e + h)
(i)
OperationsAndMaintenanceAbstract
OPERATIONS and MAINTENANCE
1
SalariesAndWagesOperationsAndMaintenance
Salaries and Wages (300)
4,993,152
49,196,971
54,190,123
54,190,123
2
MaterialsAndSuppliesOperationsAndMaintenance
Materials and Supplies (310)
1,243,829
12,255,311
13,499,140
13,499,140
3
OutsideServicesOperationsAndMaintenance
Outside Services (320)
3,921,262
20,873,025
24,794,287
24,794,287
4
OperatingFuelAndPowerOperationsAndMaintenance
Operating Fuel and Power (330)
3,802,344
37,464,071
41,266,415
41,266,415
5
OilLossesAndShortagesOperationsAndMaintenance
Oil Losses and Shortages (340)
465,326
4,584,800
5,050,126
5,050,126
6
RentalsOperationsAndMaintenance
Rentals (350)
1,580,549
8,413,323
9,993,872
9,993,872
7
OtherExpensesOperationsAndMaintenance
Other Expenses (390)
961,031
9,468,927
10,429,958
10,429,958
8
OperationsAndMaintenanceExpensesOil
TOTAL Operations and Maintenance Expenses
16,036,841
133,086,828
149,123,669
149,123,669
GeneralExpenseAbstract
GENERAL
9
SalariesAndWagesGeneralExpense
Salaries and Wages (500)
1,788,731
17,624,164
19,412,895
19,412,895
10
MaterialsAndSuppliesGeneralExpense
Materials and Supplies (510)
35,251
347,326
382,577
382,577
11
OutsideServicesGeneralExpense
Outside Services (520)
671,013
3,571,826
4,242,839
4,242,839
12
RentalsGeneralExpense
Rentals (530)
515,792
2,745,579
3,261,371
3,261,371
13
DepreciationAndAmortizationGeneralExpense
Depreciation and Amortization (540)
8,075,705
47,248,547
55,324,252
55,324,252
14
DepreciationExpenseForAssetRetirementCosts
Depreciation Expense for Asset Retirement Costs (541)
551,937
551,937
551,937
15
EmployeeBenefitsGeneralExpense
Employee Benefits (550)
1,145,349
11,284,993
12,430,342
12,430,342
16
InsuranceGeneralExpense
Insurance (560)
748,665
3,985,175
4,733,840
4,733,840
17
CasualtyAndOtherLossesGeneralExpense
Casualty and Other Losses (570)
495,668
2,158,720
2,654,388
2,654,388
18
PipelineTaxesGeneralExpense
Pipeline Taxes (580)
3,797,456
20,214,002
24,011,458
24,011,458
19
OtherExpensesGeneralExpense
Other Expenses (590)
230,634
2,272,411
2,503,045
2,503,045
20
AccretionExpense
Accretion Expense (591)
1,936,067
1,936,067
1,936,067
21
GainsOrLossesOnAssetRetirementObligationsGeneralExpense
Gains or Losses on Asset Retirement Obligations (592)
22
GeneralExpensesOil
TOTAL General Expenses
17,504,264
113,940,747
131,445,011
131,445,011
23
OperatingExpenses
GRAND TOTALS
33,541,105
247,027,575
280,568,680
280,568,680


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Statistics of Operations
  1. Give particulars (details) by States of origin for crude oil and for each kind of product received year to date and totals only (i.e., no State detail) for number of barrels of crude oil and of each kind of product delivered out of the pipeline year to date. Classify and list in column (b) by States of origin the refined products transported in the following order: 29111, Gasoline, jet fuels, and other high volatile petroleum fuels, except natural gasoline; 29112, Kerosene; 29113, Distillate fuel oil; 29114, Lubricating and similar oils and derivatives; 29117, Residual fuel oil and other low volatile petroleum fuels; 29112, Products of petroleum refining, n.e.c. - Specify.
  2. In column (c) show all oils received by the respondent from connecting carriers reporting to the Federal Energy Regulatory Commission. In column (d) show all oils originated on respondent’s gathering lines and in column (e) all oils received into respondent’s trunk line, except receipts shown in columns (c) and (d). Any barrels received into a pipeline owned by the respondent, but operated by others, should be reported separately on additional pages.
  3. Entries in column (f) should be the sum of columns (c), (d), and (e). In column (g) show all oils delivered to connecting carriers reporting to the Federal Energy Regulatory Commission. In column (h) show all oils terminated on the respondent’s gathering lines, and in column (i) all oils delivered out of respondent’s pipeline, except deliveries shown under columns (g) and (h).
    Entries in column (j) should be the sum of columns (g), (h), and (i). Any barrels delivered out of a pipeline owned by the respondent, but operated by others, should be reported separately on additional pages (For example 600a- 601a, 600b- 601b, etc.).
  4. Enter actual amount for lines 33a and 33b on an annual basis only. Do not report on a quarterly basis. Estimate if actual figures are not available. Barrel miles as reported on this schedule are the summation, for all segments, of the number of miles associated with each pipeline segment (trunk line only) multiplied by the number of barrels delivered through the segment. For example, 1,000 barrels moved through a 57-mile pipeline segment would be recorded as 57,000 barrel-miles. For a crude pipeline with several segments:
    Segments Barrels Miles Barrel-Miles
    A 1,000 57 57,000
    B 5,000 10 50,000
    C 1,000 25 25,000
Number of Barrels Received (Year to Date) Number of Barrels Delivered Out (Year to Date)
ORIGINATED On TERMINATED On
Line No.
StateOfOrigin
State of Origin
(a)
RefinedProductType
Type of Refined Products Transported
(b)
NumberOfBarrelsReceivedFromConnectingCarriers
From Connecting Carriers
(c)
NumberOfBarrelsReceivedOnGatheringLines
Gathering Lines
(d)
NumberOfBarrelsReceivedOnTrunkLines
Trunk Lines
(e)
NumberOfBarrelsReceived
Total Received (c + d + e)
(f)
NumberOfBarrelsDeliveredOutToConnectingCarriers
To Connecting Carriers
(g)
NumberOfBarrelsDeliveredOutOnGatheringLines
Gathering Lines
(h)
NumberOfBarrelsDeliveredOutOnTrunkLines
Trunk Lines
(i)
NumberOfBarrelsDeliveredOut
Total Delivered Out (g + h + i)
(j)
CRUDE OIL
1
Alabama
20,901,384
25,275,023
46,176,407
2
Colorado
682,204
682,204
3
IIlinois
4,122,057
11,701,566
15,823,623
4
Kansas
13,150,538
3,911,066
17,061,604
5
Louisiana
1,557,262
1,557,262
6
Mississippi
2,148,880
391,152
2,540,032
7
Montana
446,431
446,431
8
Nebraska
118,299
118,299
9
New Mexico
20,902,257
36,317,259
10,509,426
67,728,942
10
North Dakota
2,288,120
8,214,699
10,502,819
11
Oklahoma
1,538,799
27,791,895
29,330,694
12
Texas
496,904,991
101,427,966
282,598,231
880,931,188
13
Delivered Out
589,563,514
484,285,348
1,073,848,862
14
15
16
15 TOTAL
559,808,146
219,592,550
293,498,809
1,072,899,505
589,563,514
484,285,348
1,073,848,862
PRODUCTS
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
31 TOTAL
32 GRAND TOTAL
562,637,069
221,496,360
293,498,809
1,077,632,238
589,615,004
488,863,550
1,078,478,554
33a Total Number of Barrel-Miles (Trunk Lines Only):
(1) Crude Oil
(2) Products
33b Total Number of Barrels of Oil Having Trunk-Line Movement:
(1) Crude Oil
(2) Products


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
/
Q2
Statistics of Operations - Operated by Others
  1. Give particulars (details) by States of origin for crude oil and for each kind of product received year to date and totals only (i.e., no State detail) for number of barrels of crude oil and of each kind of product delivered out of the pipeline year to date. Classify and list in column (b) by States of origin the refined products transported in the following order: 29111, Gasoline, jet fuels, and other high volatile petroleum fuels, except natural gasoline; 29112, Kerosene; 29113, Distillate fuel oil; 29114, Lubricating and similar oils and derivatives; 29117, Residual fuel oil and other low volatile petroleum fuels; 29112, Products of petroleum refining, n.e.c. - Specify.
  2. In column (c) show all oils received by the respondent from connecting carriers reporting to the Federal Energy Regulatory Commission. In column (d) show all oils originated on respondent’s gathering lines and in column (e) all oils received into respondent’s trunk line, except receipts shown in columns (c) and (d). Any barrels received into a pipeline owned by the respondent, but operated by others, should be reported separately on additional pages (For example 600a- 601a, 600b- 601b, etc.).
  3. Entries in column (f) should be the sum of columns (c), (d), and (e). In column (g) show all oils delivered to connecting carriers reporting to the Federal Energy Regulatory Commission. In column (h) show all oils terminated on the respondent’s gathering lines, and in column (i) all oils delivered out of respondent’s pipeline, except deliveries shown under columns (g) and (h).
    Entries in column (j) should be the sum of columns (g), (h), and (i). Any barrels delivered out of a pipeline owned by the respondent, but operated by others, should be reported separately on additional pages (For example 600a- 601a, 600b- 601b, etc.).
  4. Enter actual amount for lines 33a and 33b on an annual basis only. Do not report on a quarterly basis. Estimate if actual figures are not available. Barrel miles as reported on this schedule are the summation, for all segments, of the number of miles associated with each pipeline segment (trunk line only) multiplied by the number of barrels delivered through the segment. For example, 1,000 barrels moved through a 57-mile pipeline segment would be recorded as 57,000 barrel-miles. For a crude pipeline with several segments:
    Segments Barrels Miles Barrel-Miles
    A 1,000 57 57,000
    B 5,000 10 50,000
    C 1,000 25 25,000
Number of Barrels Received (Year to Date) Number of Barrels Delivered Out (Year to Date)
ORIGINATED On TERMINATED On
Line No.
StateOfOriginOwnedByRespondentButOperatedByOthers
State of Origin
(a)
RefinedProductTypeOwnedByRespondentButOperatedByOthers
Type of Refined Products Transported
(b)
NumberOfBarrelsReceivedFromConnectingCarriersOwnedByRespondentButOperatedByOthers
From Connecting Carriers
(c)
NumberOfBarrelsReceivedOnGatheringLinesOwnedByRespondentButOperatedByOthers
Gathering Lines
(d)
NumberOfBarrelsReceivedOnTrunkLinesOwnedByRespondentButOperatedByOthers
Trunk Lines
(e)
NumberOfBarrelsReceivedOwnedByRespondentButOperatedByOthers
Total Received (c + d + e)
(f)
NumberOfBarrelsDeliveredOutToConnectingCarriersOwnedByRespondentButOperatedByOthers
To Connecting Carriers
(g)
NumberOfBarrelsDeliveredOutOnGatheringLinesOwnedByRespondentButOperatedByOthers
Gathering Lines
(h)
NumberOfBarrelsDeliveredOutOnTrunkLinesOwnedByRespondentButOperatedByOthers
Trunk Lines
(i)
NumberOfBarrelsDeliveredOutOwnedByRespondentButOperatedByOthers
Total Delivered Out (g + h + i)
(j)
1
Name of Operator: 1-1
2
CRUDE OIL
3
Capline - Louisiana
1,358,672
1,358,672
4
Capline - Mississippi
2,828,923
545,138
3,374,061
5
Delivered Out
51,490
4,578,202
4,629,692
6
Total
(a)
2,828,923
(b)
1,903,810
(c)
4,732,733
(d)
51,490
(e)
4,578,202
(f)
4,629,692
7
PRODUCT
8
Total
9
Grand Total
10
33a Total Number of Barrel-Miles (Trunk Lines Only):
11
(1) Crude Oil
12
(2) Products
13
33b Total Number of Barrels of Oil Having Trunk-Line Movement:
14
(1) Crude Oil
15
(2) Products


Name of Respondent

Plains Pipeline, LP
This Report Is:

(1)
An Original

(2)
A Resubmission
Date of Report

09/10/2018
Year/Period of Report

End of:
2018
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Q2
FOOTNOTE DATA

(a) Concept: NumberOfBarrelsReceivedFromConnectingCarriersOwnedByRespondentButOperatedByOthers
Duplicate fact discrepancy. Schedule: 600 - Schedule - Statistics of Operations, Row: 32, Column: b, Value: 0
(b) Concept: NumberOfBarrelsReceivedOnGatheringLinesOwnedByRespondentButOperatedByOthers
Duplicate fact discrepancy. Schedule: 600 - Schedule - Statistics of Operations, Row: 32, Column: c, Value: 0
(c) Concept: NumberOfBarrelsReceivedOwnedByRespondentButOperatedByOthers
Duplicate fact discrepancy. Schedule: 600 - Schedule - Statistics of Operations, Row: 32, Column: e, Value: 0
(d) Concept: NumberOfBarrelsDeliveredOutToConnectingCarriersOwnedByRespondentButOperatedByOthers
Duplicate fact discrepancy. Schedule: 600 - Schedule - Statistics of Operations, Row: 32, Column: f, Value: 0
(e) Concept: NumberOfBarrelsDeliveredOutOnTrunkLinesOwnedByRespondentButOperatedByOthers
Duplicate fact discrepancy. Schedule: 600 - Schedule - Statistics of Operations, Row: 32, Column: h, Value: 0
(f) Concept: NumberOfBarrelsDeliveredOutOwnedByRespondentButOperatedByOthers
Duplicate fact discrepancy. Schedule: 600 - Schedule - Statistics of Operations, Row: 32, Column: i, Value: 0
XBRL Instance File
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