ADVANCES TO AND INVESTMENTS IN UNCONSOLIDATED AFFILIATES:

Citrus Corp.

On March 26, 2012, ETE consummated the acquisition of Southern Union and, concurrently with the closing of the Southern Union acquisition, CrossCountry Energy, LLC (“CrossCountry”), a subsidiary of Southern Union that indirectly owned a 50% interest in Citrus Corp. (“Citrus”), merged with a subsidiary of ETP and, in connection therewith, ETP paid approximately $1.9 billion in cash and issued $105 million of ETP Common Units (the “Citrus Acquisition”) to a subsidiary of ETE. As a result of the consummation of the Citrus Acquisition, ETP owns CrossCountry, which in turn owns a 50% interest in Citrus. The other 50% interest in Citrus is owned by a subsidiary of Kinder Morgan, Inc.

Citrus owns 100% of FGT, a natural gas pipeline system that originates in Texas and delivers natural gas to the Florida peninsula.

We recorded our investment in Citrus at $2.0 billion, which exceeded our proportionate share of Citrus' equity by $1.03 billion, all of which is treated as equity method goodwill due to the application of regulatory accounting. Our investment in Citrus was $1.98 billion as of December 31, 2012 and was reflected in our interstate transportation and storage segment.

AmeriGas Partners, L.P.

On January 12, 2012, we contributed our propane operations, consisting of HOLP and Titan (collectively, the “Propane Business”) to AmeriGas. We received approximately $1.46 billion in cash and approximately 30 million AmeriGas Common Units valued at $1.12 billion at the time of the contribution. In addition, AmeriGas assumed approximately $71 million of existing HOLP debt. We recognized a gain on deconsolidation of $1.06 billion as a result of this transaction. The cash proceeds were used to complete our tender offer of existing debt (see Note 6) in January 2012 and to repay borrowings on our revolving credit facility.

Our investment in AmeriGas reflected $630 million in excess of our proportionate share of AmeriGas' limited partners' capital. Of this excess fair value, $289 million is being amortized over a weighted average period of 14 years, and $341 million is being treated as equity method goodwill and non-amortizable intangible assets.

In connection with the closing of this transaction, we entered into a support agreement with AmeriGas (See Note 10).

We have not reflected our Propane Business as discontinued operations as a result of our investment in AmeriGas.

In June 2012, we sold the remainder of our retail propane operations, consisting of our cylinder exchange business, to a third party. In connection with the contribution agreement with AmeriGas, certain excess sales proceeds from the sale of the cylinder exchange business were remitted to AmeriGas, and we received net proceeds of approximately $43 million.

Our investment in AmeriGas was $1.02 billion as of December 31, 2012 and was reflected in our other segment.

FEP

We have a 50% interest in FEP, a 50/50 joint venture with Kinder Morgan Energy Partners, L.P. ("KMP"). FEP owns the Fayetteville Express pipeline, an approximately 185-mile natural gas pipeline that originate in Conway County, Arkansas, continues eastward through White County, Arkansas and terminates at an interconnect with Trunkline Gas Company in Panola County, Mississippi.

Summarized Financial Information

The following tables present aggregated selected balance sheet and income statement data for our unconsolidated affiliates, FEP, AmeriGas and Citrus (on a 100% basis) for all periods presented:



	December 31,
	2012		2011
Current assets	$	878	$	833
Property, plant and equipment, net	8,063		7,350
Other assets	2,529		810
Total assets	$	11,470	$	8,993
Current liabilities	$	1,605	$	1,491
Non-current liabilities	6,143		4,900
Equity	3,722		2,602
Total liabilities and equity	$	11,470	$	8,993



	Years Ended December 31,
	2012		2011		2010
Revenue	$	4,057	$	3,337	$	2,889
Operating income	635		681		502
Net income	338		341		339