10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2013

OR

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 1-12295

GENESIS ENERGY, L.P.

(Exact name of registrant as specified in its charter)

Delaware	76-0513049
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
919 Milam, Suite 2100, Houston, TX	77002
(Address of principal executive offices)	(Zip code)
Registrant’s telephone number, including area code: (713) 860-2500

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or such shorter period that the registrant was required to submit and post such files).    Yes  ý    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  x Accelerated filer  ¨ Non-accelerated filer  ¨ Smaller reporting company  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2) of the Exchange Act).    Yes  ¨    No  ý

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. There were 88,650,988 Class A Common Units and 39,997 Class B Common Units outstanding as of October 31, 2013.

GENESIS ENERGY, L.P.

TABLE OF CONTENTS

		Page
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Unaudited Condensed Consolidated Balance Sheets	3
	Unaudited Condensed Consolidated Statements of Operations	4
	Unaudited Condensed Consolidated Statements of Partners’ Capital	5
	Unaudited Condensed Consolidated Statements of Cash Flows	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
	1. Organization and Basis of Presentation and Consolidation	7
	2. Acquisition	7
	3. Inventories	8
	4. Fixed Assets and Asset Retirement Obligations	9
	5. Equity Investees	9
	6. Intangible Assets	10
	7. Debt	11
	8. Partner's Capital and Distributions	11
	9. Business Segment Information	12
	10. Transactions with Related Parties	14
	11. Supplemental Cash Flow Information	15
	12. Derivatives	15
	13. Fair-Value Measurements	18
	14. Contingencies	18
	15. Income Taxes	18
	16. Condensed Consolidating Financial Information	19
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	43
Item 4.	Controls and Procedures	43
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	45
Item 1A.	Risk Factors	45
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45
Item 3.	Defaults upon Senior Securities	45
Item 4.	Mine Safety Disclosures	45
Item 5.	Other Information	45
Item 6.	Exhibits	45
SIGNATURES		47

2

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

GENESIS ENERGY, L.P.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except units)

	September 30, 2013			December 31, 2012
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	16,859		$	11,282
Accounts receivable - trade, net	364,080			270,925
Inventories	119,122			87,050
Other	24,008			34,777
Total current assets	524,069			404,034
FIXED ASSETS, at cost	1,155,977			723,225
Less: Accumulated depreciation	(186,640		)	(157,944		)
Net fixed assets	969,337			565,281
NET INVESTMENT IN DIRECT FINANCING LEASES, net of unearned income	153,300			157,385
EQUITY INVESTEES	605,067			549,235
INTANGIBLE ASSETS, net of amortization	65,753			75,065
GOODWILL	325,046			325,046
OTHER ASSETS, net of amortization	36,998			33,618
TOTAL ASSETS	$	2,679,570		$	2,109,664
LIABILITIES AND PARTNERS’ CAPITAL
CURRENT LIABILITIES:
Accounts payable - trade	$	340,531		$	258,053
Accrued liabilities	69,674			54,598
Total current liabilities	410,205			312,651
SENIOR SECURED CREDIT FACILITY	411,300			500,000
SENIOR UNSECURED NOTES	700,804			350,895
DEFERRED TAX LIABILITIES	13,625			13,810
OTHER LONG-TERM LIABILITIES	17,419			15,813
COMMITMENTS AND CONTINGENCIES (Note 14)
PARTNERS’ CAPITAL:
Common unitholders, 88,690,985 and 81,202,752 units issued and outstanding at September 30, 2013 and December 31, 2012	1,126,217			916,495
TOTAL LIABILITIES AND PARTNERS’ CAPITAL	$	2,679,570		$	2,109,664

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

3

GENESIS ENERGY, L.P.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per unit amounts)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
REVENUES:
Supply and logistics	$	1,184,191		$	974,696		$	3,400,786		$	2,815,849
Refinery services	52,410			47,977			153,370			144,342
Pipeline transportation services	23,217			19,164			66,533			55,794
Total revenues	1,259,818			1,041,837			3,620,689			3,015,985
COSTS AND EXPENSES:
Supply and logistics product costs	1,116,871			911,399			3,185,302			2,630,444
Supply and logistics operating costs	50,870			40,953			146,235			119,576
Refinery services operating costs	33,040			29,243			98,304			91,072
Pipeline transportation operating costs	6,278			5,911			20,507			15,995
General and administrative	12,095			10,375			35,156			29,934
Depreciation and amortization	16,066			14,838			46,789			45,447
Total costs and expenses	1,235,220			1,012,719			3,532,293			2,932,468
OPERATING INCOME	24,598			29,118			88,396			83,517
Equity in earnings of equity investees	7,059			3,432			16,618			7,971
Interest expense	(12,587		)	(9,873		)	(36,282		)	(30,697		)
Income before income taxes	19,070			22,677			68,732			60,791
Income tax (expense) benefit	(596		)	8,517			(510		)	8,591
NET INCOME	$	18,474		$	31,194		$	68,222		$	69,382
NET INCOME PER COMMON UNIT:
Basic and Diluted	$	0.22		$	0.39		$	0.83		$	0.90
WEIGHTED AVERAGE OUTSTANDING COMMON UNITS:
Basic and Diluted	83,878			79,901			82,361			77,410

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

4

GENESIS ENERGY, L.P.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL

(In thousands)

	Number of Common Units		Partners’ Capital
	2013	2012	2013			2012
Partners’ capital, January 1	81,203	71,965	$	916,495		$	792,638
Net income	—	—	68,222			69,382
Cash distributions	—	—	(122,097		)	(104,008		)
Issuance of common units for cash, net	5,750	5,750	263,597			169,421
Conversion of waiver units	1,738	3,476	—			—
Other	—	12	—			500
Partners' capital, September 30	88,691	81,203	$	1,126,217		$	927,933

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

5

GENESIS ENERGY, L.P.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

	Nine Months Ended September 30,
	2013			2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	68,222		$	69,382
Adjustments to reconcile net income to net cash provided by operating activities -
Depreciation and amortization	46,789			45,447
Amortization of debt issuance costs and premium	3,234			2,655
Amortization of unearned income and initial direct costs on direct financing leases	(12,160		)	(12,641		)
Payments received under direct financing leases	15,946			16,389
Equity in earnings of investments in equity investees	(16,618		)	(7,971		)
Cash distributions of earnings of equity investees	24,352			16,151
Non-cash effect of equity-based compensation plans	10,579			4,617
Deferred and other tax liabilities	(186		)	(9,156		)
Unrealized gains on derivative transactions	(2,802		)	(1,251		)
Other, net	336			438
Net changes in components of operating assets and liabilities (Note 11)	(28,354		)	18,878
Net cash provided by operating activities	109,338			142,938
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	(199,634		)	(116,702		)
Cash distributions received from equity investees - return of investment	8,272			10,918
Investments in equity investees	(71,443		)	(57,072		)
Acquisitions	(230,921		)	(205,576		)
Proceeds from asset sales	810			667
Other, net	(1,004		)	(1,012		)
Net cash used in investing activities	(493,920		)	(368,777		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,234,500			1,407,000
Repayments on senior secured credit facility	(1,323,200		)	(1,333,300		)
Proceeds from issuance of senior unsecured notes, including premium	350,000			101,000
Debt issuance costs	(8,157		)	(7,109		)
Issuance of common units for cash, net	263,597			169,421
Distributions to common unitholders	(122,097		)	(104,008		)
Other, net	(4,484		)	(2,521		)
Net cash provided by financing activities	390,159			230,483
Net increase in cash and cash equivalents	5,577			4,644
Cash and cash equivalents at beginning of period	11,282			10,817
Cash and cash equivalents at end of period	$	16,859		$	15,461

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

6

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Organization and Basis of Presentation and Consolidation

Organization

We are a limited partnership focused on the midstream segment of the oil and gas industry in the Gulf Coast region of the United States, primarily Texas, Louisiana, Arkansas, Mississippi, Alabama, Florida and in the Gulf of Mexico. We have a diverse portfolio of assets, including pipelines, refinery-related plants, storage tanks and terminals, railcars, rail loading and unloading facilities, barges and trucks. We were formed in 1996 and are owned 100% by our limited partners. Genesis Energy, LLC, our general partner, is a wholly-owned subsidiary. Our general partner has sole responsibility for conducting our business and managing our operations. We conduct our operations and own our operating assets through our subsidiaries and joint ventures. We manage our businesses through the following three divisions that constitute our reportable segments:

• Pipeline transportation of interstate, intrastate and offshore crude oil, and, to a lesser extent, carbon dioxide (or "CO₂");

• Refinery services involving processing of high sulfur (or “sour”) gas streams for refineries to remove the sulfur, and selling the related by-product, sodium hydrosulfide (or “NaHS”, commonly pronounced "nash"); and

• Supply and logistics services, which include terminaling, blending, storing, marketing, and transporting crude oil and petroleum products and, on a smaller scale, CO₂.

Basis of Presentation and Consolidation

The accompanying Unaudited Condensed Consolidated Financial Statements include Genesis Energy, L.P. and its subsidiaries, including Genesis Energy, LLC, our general partner.

Our results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. The Condensed Consolidated Financial Statements included herein have been prepared by us without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they reflect all adjustments (which consist solely of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the financial results for interim periods. Certain information and notes normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures are adequate to make the information presented not misleading when read in conjunction with the information contained in the periodic reports we file with the SEC pursuant to the Securities Exchange Act of 1934, including the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2012.

Except per unit amounts, or as noted within the context of each footnote disclosure, the dollar amounts presented in the tabular data within these footnote disclosures are stated in thousands of dollars.

Immaterial Restatement

Revenues and cost of sales for 2012 include corrections to previously reported quarterly and annual amounts for the three and nine months ended September 30, 2012. These corrections were made to present certain sales transactions on a gross basis that previously had been recorded on a net basis. The corrections had no effect on previously reported operating income, net income or Segment Margin.

2. Acquisition

Offshore Marine Transportation Business

In August 2013, we completed the acquisition of substantially all of the assets of the downstream transportation business of Hornbeck Offshore Services, Inc. for $230.9 million, which we refer to as our offshore marine transportation business and assets. The total acquisition cost has been allocated to fixed assets based on estimated preliminary fair values. Such preliminary fair values were developed by management. We do not expect any material adjustments to these preliminary purchase price allocations as a result of the final valuation. The acquired business was primarily comprised of nine barges and nine tug boats which transport crude oil and refined petroleum products, principally serving refineries and storage terminals along the Gulf Coast, Eastern Seaboard, Great Lakes and Caribbean. That acquisition complements and further integrates our existing operations, including our Genesis Marine inland barge business (comprised of 50 barges and 23 push/tow boats), our

7

crude oil and heavy refined products storage and blending terminals as well as our crude oil pipeline systems. That acquisition was funded with proceeds from our $1 billion revolving credit facility. We have reflected the financial results of the acquired business in our supply and logistics segment from the date of the acquisition.

The following table presents selected unaudited financial information of our offshore marine transportation business included in our Unaudited Consolidated Statement of Operations for the periods presented:

	Three Months Ended September 30, 2013		Nine Months Ended September 30, 2013
Revenues	$	8,651	$	8,651
Net Income	$	2,520	$	2,520

The table below presents selected unaudited pro forma financial information incorporating the historical results of our offshore marine transportation business. The pro forma financial information below has been prepared as if the acquisition had been completed on January 1, 2012 and is based upon assumptions deemed appropriate by us and may not be indicative of actual results. Depreciation expense for the fixed assets acquired is calculated on a straight-line basis over an estimated useful life of approximately 25 years.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Pro forma earnings data:
Revenues	$	1,271,201	$	1,054,689	$	3,663,574	$	3,050,864
Net Income	$	23,119	$	32,812	$	81,067	$	69,272

3. Inventories

The major components of inventories were as follows:

	September 30, 2013		December 31, 2012
Petroleum products	$	85,121	$	58,943
Crude oil	26,767		15,885
Caustic soda	2,028		5,636
NaHS	5,181		6,573
Other	25		13
Total	$	119,122	$	87,050

Inventories are valued at the lower of cost or market. The market value of inventories was below recorded costs by approximately $0.8 million at September 30, 2013, therefore we reduced the value of inventory in our Unaudited Condensed Consolidated Financial Statements for this difference. At December 31, 2012, market values of our inventories exceeded recorded costs.

8

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4. Fixed Assets

Fixed Assets

Fixed assets consisted of the following:

	September 30, 2013			December 31, 2012
Pipelines and related assets	$	268,650		$	226,831
Machinery and equipment	110,710			87,502
Transportation equipment	19,751			21,170
Marine vessels	529,891			298,054
Land, buildings and improvements	20,002			15,606
Office equipment, furniture and fixtures	5,436			4,964
Construction in progress	180,892			52,541
Other	20,645			16,557
Fixed assets, at cost	1,155,977			723,225
Less: Accumulated depreciation	(186,640		)	(157,944		)
Net fixed assets	$	969,337		$	565,281

Our depreciation expense for the periods presented was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Depreciation expense	$	11,365	$	9,202	$	32,930	$	27,246

5. Equity Investees

We account for our ownership in our joint ventures under the equity method of accounting. The price we pay to acquire an ownership interest in a company may exceed the underlying book value of the capital accounts we acquire. Such excess cost amounts are included within the carrying values of our equity investees. At September 30, 2013 and December 31, 2012, the unamortized excess cost amounts totaled $226.5 million and $234 million, respectively. We amortize the excess cost as a reduction in equity earnings in a manner similar to depreciation.

The following table presents information included in our Unaudited Condensed Consolidated Financial Statements related to our equity investees.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Genesis’ share of operating earnings	$	9,641		$	5,978		$	24,512		$	15,611
Amortization of excess purchase price	(2,582		)	(2,546		)	(7,894		)	(7,640		)
Net equity in earnings	$	7,059		$	3,432		$	16,618		$	7,971
Distributions received	$	11,610		$	9,045		$	32,624		$	27,069

9

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following tables present the combined unaudited balance sheet and income statement information (on a 100% basis) of our equity investees:

	September 30, 2013		December 31, 2012
BALANCE SHEET DATA:
Assets
Current assets	$	83,886	$	74,906
Fixed assets, net	1,021,106		832,525
Other assets	7,727		10,202
Total assets	$	1,112,719	$	917,633
Liabilities and equity
Current liabilities	$	78,979	$	112,321
Other liabilities	182,210		134,731
Equity	851,530		670,581
Total liabilities and equity	$	1,112,719	$	917,633

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
INCOME STATEMENT DATA:
Revenues	$	49,239	$	39,799	$	135,507	$	113,769
Operating income	$	28,419	$	19,810	$	75,946	$	53,597
Net income	$	27,725	$	19,196	$	73,928	$	51,553

6. Intangible Assets

The following table summarizes the components of our intangible assets at the dates indicated:

	September 30, 2013						December 31, 2012
	Gross Carrying Amount		Accumulated Amortization		Carrying Value		Gross Carrying Amount		Accumulated Amortization		Carrying Value
Refinery Services:
Customer relationships	$	94,654	$	74,504	$	20,150	$	94,654	$	69,167	$	25,487
Licensing agreements	38,678		25,264		13,414		38,678		22,892		15,786
Supplier relationships	—		—		—		36,469		36,469		—
Segment total	133,332		99,768		33,564		169,801		128,528		41,273
Supply & Logistics:
Customer relationships	35,430		28,027		7,403		35,430		26,403		9,027
Intangibles associated with lease	13,260		2,920		10,340		13,260		2,565		10,695
Trade names	—		—		—		18,888		18,888		—
Segment total	48,690		30,947		17,743		67,578		47,856		19,722
Other	20,512		6,066		14,446		18,932		4,862		14,070
Total	$	202,534	$	136,781	$	65,753	$	256,311	$	181,246	$	75,065

Our amortization expense for the periods presented was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Amortization expense	$	3,656	$	4,520	$	10,892	$	15,390

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

We estimate that our amortization expense for the next five years will be as follows:

Remainder of	2013	$	3,655
	2014	$	12,500
	2015	$	10,692
	2016	$	9,230
	2017	$	8,067

7. Debt

Our obligations under debt arrangements consisted of the following:

	September 30, 2013		December 31, 2012
Senior secured credit facility	$	411,300	$	500,000
7.875% senior unsecured notes (including unamortized premium of $804 and $895 in 2013 and 2012, respectively)	350,804		350,895
5.750% senior unsecured notes	350,000		—
Total long-term debt	$	1,112,104	$	850,895

As of September 30, 2013, we were in compliance with the financial covenants contained in our credit agreement and senior unsecured notes indenture.

Senior Secured Credit Facility

At September 30, 2013, we had $411.3 million borrowed under our $1 billion credit facility, with $97.1 million of the borrowed amount designated as a loan under the inventory sublimit. The credit agreement allows up to $100 million of the capacity to be used for letters of credit, of which $15.3 million was outstanding at September 30, 2013. Due to the revolving nature of loans under our credit facility, additional borrowings and periodic repayments and re-borrowings may be made until the maturity date. The total amount available for borrowings under our credit facility at September 30, 2013 was $573.4 million.

Senior Unsecured Notes

In November 2010, we issued $250 million in aggregate principal amount of 7.875% senior unsecured notes due December 15, 2018 (the "2018 Notes"). The 2018 Notes were sold at face value. Interest payments are due on June 15 and December 15 of each year. In February 2012, we issued an additional $100 million of aggregate principal amount of the 2018 Notes. The additional 2018 Notes were issued at 101% of face value at an effective interest rate of 7.682%. The notes have the same terms and conditions as the notes previously issued under the indenture. The issuance increased the total aggregate principal amount of the 2018 Notes under the indenture to $350 million.

On February 8, 2013, we issued $350 million of aggregate principal amount of 5.75% senior unsecured notes (the "2021 Notes"). The 2021 Notes were sold at face value. Interest payments are due on February 15 and August 15 of each year, beginning August 15, 2013. The 2021 Notes mature on February 15, 2021. The net proceeds were used to repay borrowings under our credit facility and for general partnership purposes.

The 2018 and the 2021 Notes were co-issued by Genesis Energy Finance Corporation (which has no independent assets or operations) and are each fully and unconditionally guaranteed, jointly and severally, by certain of our wholly-owned subsidiaries. We have the right to redeem the 2018 Notes at any time after December 15, 2014 at a premium to the face amount of the notes that varies based on the time remaining to maturity of the 2018 Notes. Prior to December 15, 2013, we may also redeem up to 35% of the principal amount of the 2018 Notes for 107.875% of the face amount with the proceeds from an equity offering of our common units. We have the right to redeem the 2021 Notes at any time after February 15, 2017, at a premium to the face amount of the 2021 Notes that varies based on the time remaining to maturity on the 2021 Notes. Prior to February 15, 2016, we may also redeem up to 35% of the principal amount of the 2021 Notes for 105.75% of the face amount with the proceeds from an equity offering of our common units.

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

8. Partners’ Capital and Distributions

Common Units

In September 2013, we issued 5,750,000 Class A common units in a public offering at a price of $47.51 per unit. We received proceeds, net of underwriting discounts and offering costs, of approximately $263.6 million from that offering. We used the net proceeds for general partnership purposes, including the repayment of outstanding borrowings under our revolving credit facility. At September 30, 2013, our outstanding common units consisted of 88,650,988 Class A units and 39,997 Class B units.

Waiver Units

Our waiver units are non-voting securities entitled to a minimal preferential quarterly distribution. At issuance, our waiver units were comprised of four classes (designated Class 1, Class 2, Class 3 and Class 4) of 1,738,000 units each. The waiver units in each class were/are convertible into Class A common units at a 1:1 conversion rate in the calendar quarter during which each of our common units receives a specified minimum quarterly distribution and our distribution coverage ratio (after giving effect to the then convertible waiver units) would be at least 1.1 times. The minimum distribution per common unit required for conversion was $0.49 for our Class 3 waiver units and is $0.52 for our Class 4 waiver units.

Our Class 1 and Class 2 waiver units converted into common units in 2012.

On May 15, 2013, our Class 3 waiver units became convertible as we paid a distribution of $0.4975 per common unit and satisfied the conversion coverage ratio requirement. All Class 3 waiver units were converted into common units by June 30, 2013.

At September 30, 2013, we had 1,738,233 waiver units outstanding comprised of the Class 4 waiver units. The Class 4 waiver units will covert into common units when we satisfy the conversion ratio requirement and pay a minimum distribution of $0.52 per common unit.

Distributions

We paid or will pay the following distributions in 2012 and 2013:

Distribution For	Date Paid		Per Unit Amount		Total Amount
2012
1st Quarter	May 15, 2012		$	0.4500	$	35,768
2nd Quarter	August 14, 2012		$	0.4600	$	36,563
3rd Quarter	November 14, 2012		$	0.4725	$	38,375
4th Quarter	February 14, 2013		$	0.4850	$	39,390
2013
1st Quarter	May 15, 2013		$	0.4975	$	40,405
2nd Quarter	August 14, 2013		$	0.5100	$	42,302
3rd Quarter	November 14, 2013	(1)	$	0.5225	$	46,344

(1) This distribution will be paid to unitholders of record as of November 1, 2013.

9. Business Segment Information

Our operations consist of three operating segments:

• Pipeline Transportation – interstate, intrastate and offshore crude oil, and to a lesser extent, CO₂;

• Refinery Services – processing high sulfur (or “sour”) gas streams as part of refining operations to remove the sulfur and selling the related by-product, NaHS and;

• Supply and Logistics – terminaling, blending, storing, marketing, and transporting crude oil and petroleum products (primarily fuel oil, asphalt, and other heavy refined products) and, on a smaller scale, CO₂.

Substantially all of our revenues are derived from, and substantially all of our assets are located in, the United States.

We define Segment Margin as revenues less product costs, operating expenses (excluding non-cash charges, such as depreciation and amortization), and segment general and administrative expenses, plus our equity in distributable cash

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

generated by our equity investees. In addition, our Segment Margin definition excludes the non-cash effects of our stock appreciation rights plan and includes the non-income portion of payments received under direct financing leases.

Our chief operating decision maker (our Chief Executive Officer) evaluates segment performance based on a variety of measures including Segment Margin, segment volumes, where relevant, and capital investment.

Segment information for the periods presented below was as follows:

	Pipeline Transportation		Refinery Services			Supply & Logistics			Total
Three Months Ended September 30, 2013
Segment margin (a)	$	29,860	$	19,163		$	15,801		$	64,824
Capital expenditures (b)	$	38,514	$	632		$	290,942		$	330,088
Revenues:
External customers	$	16,636	$	55,025		$	1,188,157		$	1,259,818
Intersegment (c)	6,581		(2,615		)	(3,966		)	—
Total revenues of reportable segments	$	23,217	$	52,410		$	1,184,191		$	1,259,818
Three Months Ended September 30, 2012
Segment margin (a)	$	23,295	$	18,983		$	23,651		$	65,929
Capital expenditures (b)	$	21,764	$	1,025		$	14,410		$	37,199
Revenues:
External customers	$	16,190	$	50,378		$	975,269		$	1,041,837
Intersegment (c)	2,974		(2,401		)	(573		)	—
Total revenues of reportable segments	$	19,164	$	47,977		$	974,696		$	1,041,837
Nine Months Ended September 30, 2013
Segment margin (a)	$	81,512	$	55,824		$	69,995		$	207,331
Capital expenditures (b)	$	159,922	$	2,296		$	347,001		$	509,219
Revenues:
External customers	$	53,121	$	161,492		$	3,406,076		$	3,620,689
Intersegment (c)	13,412		(8,122		)	(5,290		)	—
Total revenues of reportable segments	$	66,533	$	153,370		$	3,400,786		$	3,620,689
Nine Months Ended September 30, 2012
Segment margin (a)	$	69,427	$	53,510		$	66,075		$	189,012
Capital expenditures (b)	$	300,093	$	2,295		$	77,414		$	379,802
Revenues:
External customers	$	44,564	$	151,326		$	2,820,095		$	3,015,985
Intersegment (c)	11,230		(6,984		)	(4,246		)	—
Total revenues of reportable segments	$	55,794	$	144,342		$	2,815,849		$	3,015,985

Total assets by reportable segment were as follows:

	September 30, 2013		December 31, 2012
Pipeline transportation	$	1,024,367	$	890,652
Refinery services	414,102		414,170
Supply and logistics	1,179,791		750,347
Other assets	61,310		54,495
Total consolidated assets	$	2,679,570	$	2,109,664

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(a) A reconciliation of Segment Margin to income before income taxes for the periods presented is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Segment Margin	$	64,824		$	65,929		$	207,331		$	189,012
Corporate general and administrative expenses	(11,113		)	(9,428		)	(32,255		)	(26,756		)
Depreciation and amortization	(16,066		)	(14,838		)	(46,789		)	(45,447		)
Interest expense	(12,587		)	(9,873		)	(36,282		)	(30,697		)
Distributable cash from equity investees in excess of equity in earnings	(5,204		)	(5,613		)	(16,659		)	(19,098		)
Non-cash items not included in segment margin	507			(2,222		)	(2,828		)	(2,475		)
Cash payments from direct financing leases in excess of earnings	(1,291		)	(1,278		)	(3,786		)	(3,748		)
Income before income taxes	$	19,070		$	22,677		$	68,732		$	60,791

(b) Capital expenditures include maintenance and growth capital expenditures, such as fixed asset additions (including enhancements to existing facilities and construction of internal growth projects) as well as acquisitions of businesses and interests in equity investees. In addition to construction of internal growth projects, capital spending in our pipeline transportation segment included $5.2 million and $71.4 million during the three and nine months ended September 30, 2013 and $5.7 million and $57.1 million during the three and nine months ended September 30, 2012 representing capital contributions to our SEKCO equity investee to fund our share of the construction costs for its pipeline. For the three and nine months ended September 30, 2013, capital spending in our supply and logistics segment also included $230.9 million for the acquisition of our offshore marine transportation assets. For the nine months ended September 30, 2012, capital spending in our pipeline transportation segment also included $205.6 million for the acquisition of interests in several Gulf of Mexico pipelines.

(c) Intersegment sales were conducted under terms that we believe were no more or less favorable than then-existing market conditions.

10. Transactions with Related Parties

Sales, purchases and other transactions with affiliated companies, in the opinion of management, are conducted under terms no more or less favorable than then-existing market conditions. The transactions with related parties were as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Revenues:
Sales of CO2 to Sandhill Group, LLC (1)	$	863	$	838	$	2,344	$	2,111
Petroleum products sales to Davison family businesses	399		326		1,043		1,012
Petroleum products sales to an affiliate of the Quintana Group (2)	—		6,376		—		21,142
Costs and expenses:
Amounts paid to our CEO in connection with the use of his aircraft	$	150	$	150	$	450	$	450
Marine operating fuel and expenses provided by an affiliate of the Quintana Group (2)	—		1,980		—		6,181

(1) We own a 50% interest in Sandhill Group, LLC.

(2) The Quintana Group monetized all of its remaining investment in our common units on October 5, 2012. Transactions with the Quintana Group are included in the above table as related party transactions through October 5, 2012.

Amount due from Related Party

At both September 30, 2013 and December 31, 2012 Sandhill Group, LLC owed us $0.3 million for purchases of CO₂.

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

11. Supplemental Cash Flow Information

The following table provides information regarding the net changes in components of operating assets and liabilities.

	Nine Months Ended September 30,
	2013			2012
(Increase) decrease in:
Accounts receivable	$	(92,906	)	$	(80,789	)
Inventories	(32,073		)	33,826
Other current assets	13,897			1,846
Increase (decrease) in:
Accounts payable	75,506			57,851
Accrued liabilities	7,222			6,144
Net changes in components of operating assets and liabilities	$	(28,354	)	$	18,878

Payments of interest and commitment fees were $32.5 million and $24.4 million for the nine months ended September 30, 2013 and September 30, 2012, respectively.

At September 30, 2013 and September 30, 2012, we had incurred liabilities for fixed and intangible asset additions totaling $22.9 million and $4.8 million, respectively, that had not been paid at the end of the third quarter, and, therefore, were not included in the caption “Payments to acquire fixed and intangible assets” under Cash Flows from Investing Activities in the Unaudited Condensed Consolidated Statements of Cash Flows.

12. Derivatives

Commodity Derivatives

We have exposure to commodity price changes related to our inventory and purchase commitments. We utilize derivative instruments (primarily futures and options contracts traded on the NYMEX) to hedge our exposure to commodity prices, primarily of crude oil, fuel oil and petroleum products. Our decision as to whether to designate derivative instruments as fair value hedges for accounting purposes relates to our expectations of the length of time we expect to have the commodity price exposure and our expectations as to whether the derivative contract will qualify as highly effective under accounting guidance in limiting our exposure to commodity price risk. Most of the petroleum products, including fuel oil that we supply, cannot be hedged with a high degree of effectiveness with derivative contracts available on the NYMEX; therefore, we do not designate derivative contracts utilized to limit our price risk related to these products as hedges for accounting purposes. Typically we utilize crude oil and other petroleum products futures and option contracts to limit our exposure to the effect of fluctuations in petroleum products prices on the future sale of our inventory or commitments to purchase petroleum products, and we recognize any changes in fair value of the derivative contracts as increases or decreases in our cost of sales. The recognition of changes in fair value of the derivative contracts not designated as hedges for accounting purposes can occur in reporting periods that do not coincide with the recognition of gain or loss on the actual transaction being hedged. Therefore we will, on occasion, report gains or losses in one period that will be partially offset by gains or losses in a future period when the hedged transaction is completed.

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

At September 30, 2013, we had the following outstanding derivative commodity contracts that were entered into to economically hedge inventory or fixed price purchase commitments. We had no outstanding derivative contracts that were designated as hedges under accounting rules.

	Sell (Short) Contracts		Buy (Long) Contracts
Not qualifying or not designated as hedges under accounting rules:
Crude oil futures:
Contract volumes (1,000 bbls)	335		75
Weighted average contract price per bbl	$	103.01	$	103.47
Crude oil LLS/WTI swaps:
Contract volumes (1,000 bbls)	110		60
Weighted average contract price per bbl	$	0.09	$	25.25
Diesel futures:
Contract volumes (1,000 bbls)	39		22
Weighted average contract price per gal	$	3.02	$	2.97
#6 Fuel oil futures:
Contract volumes (1,000 bbls)	898		—
Weighted average contract price per bbl	$	92.81	$	—
Crude oil options:
Contract volumes (1,000 bbls)	315		95
Weighted average premium received	$	1.47	$	0.29
Diesel options:
Contract volumes (1,000 bbls)	30		—
Weighted average premium received	$	2.50	$	—

Financial Statement Impacts

Unrealized gains are subtracted from net income and unrealized losses are added to net income in determining cash flows from operating activities. To the extent that we have fair value hedges outstanding, the offsetting change recorded in the fair value of inventory is also eliminated from net income in determining cash flows from operating activities. Changes in margin deposits necessary to fund unrealized losses also affect cash flows from operating activities.

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following tables reflect the estimated fair value gain (loss) position of our derivatives at September 30, 2013 and December 31, 2012:

Fair Value of Derivative Assets and Liabilities

	Unaudited Condensed Consolidated Balance Sheets Location	Fair Value
		September 30, 2013			December 31, 2012
Asset Derivatives:
Commodity derivatives - futures and call options (undesignated hedges):
Gross amount of recognized assets	Current Assets - Other	$	1,053		$	758
Gross amount offset in the Unaudited Condensed Consolidated Balance Sheets	Current Assets - Other	(851		)	(758		)
Net amount of assets presented in the Unaudited Condensed Consolidated Balance Sheets		$	202		$	—
Liability Derivatives:
Commodity derivatives - futures and call options (undesignated hedges):
Gross amount of recognized liabilities	Current Assets - Other (1)	$	(851	)	$	(3,357	)
Gross amount offset in the Unaudited Condensed Consolidated Balance Sheets	Current Assets - Other (1)	851			3,357
Net amount of liabilities presented in the Unaudited Condensed Consolidated Balance Sheets		$	—		$	—

(1) These derivative liabilities have been funded with margin deposits recorded in our Unaudited Condensed Consolidated Balance Sheets under Current Assets - Other.

Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists.  Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin.  Our exchange-traded derivatives are transacted through brokerage accounts and are subject to margin requirements as established by the respective exchange.  On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin.  As of September 30, 2013, we had a net broker receivable of approximately $4.9 million (consisting of initial margin of $4.6 million increased by $0.3 million of variation margin).  As of December 31, 2012, we had a net broker receivable of approximately $3.6 million (consisting of initial margin of $4.1 million reduced by $0.5 million of variation margin that had been returned to us).  At September 30, 2013 and December 31, 2012, none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings. 

Effect on Operating Results

		Amount of Gain (Loss) Recognized in Income
	Unaudited Condensed Consolidated Statements of Operations Location	Three Months Ended September 30,						Nine Months Ended September 30,
		2013			2012			2013			2012
Commodity derivatives - futures and call options:
Contracts not considered hedges under accounting guidance	Supply and logistics product costs	$	(4,522	)	$	(5,817	)	$	(2,877	)	$	(2,959	)
Total commodity derivatives		$	(4,522	)	$	(5,817	)	$	(2,877	)	$	(2,959	)

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

13. Fair-Value Measurements

We classify financial assets and liabilities into the following three levels based on the inputs used to measure fair value:

(1) Level 1 fair values are based on observable inputs such as quoted prices in active markets for identical assets and liabilities;

(2) Level 2 fair values are based on pricing inputs other than quoted prices in active markets and are either directly or indirectly observable as of the measurement date; and

(3) Level 3 fair values are based on unobservable inputs in which little or no market data exists.

As required by fair value accounting guidance, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Our assessment of the significance of a particular input to the fair value requires judgment and may affect the placement of assets and liabilities within the fair value hierarchy levels.

The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at the dates indicated.

	Fair Value at							Fair Value at
	September 30, 2013							December 31, 2012
Recurring Fair Value Measures	Level 1			Level 2		Level 3		Level 1			Level 2		Level 3
Commodity derivatives:
Assets	$	1,053		$	—	$	—	$	758		$	—	$	—
Liabilities	$	(851	)	$	—	$	—	$	(3,357	)	$	—	$	—

Our commodity derivatives include exchange-traded futures and exchange-traded options contracts. The fair value of these exchange-traded derivative contracts is based on unadjusted quoted prices in active markets and is, therefore, included in Level 1 of the fair value hierarchy.

See Note 12 for additional information on our derivative instruments.

Other Fair Value Measurements

We believe the debt outstanding under our credit facility approximates fair value as the stated rate of interest approximates current market rates for similar instruments with comparable maturities. At September 30, 2013, our senior unsecured notes had a carrying value of $700.8 million and a fair value of $717.5 million, compared to $350.9 million and $373.2 million, respectively, at December 31, 2012. The fair value of the senior unsecured notes is determined based on trade information in the financial markets of our public debt and is considered a Level 2 fair value measurement.

14. Contingencies

We are subject to various environmental laws and regulations. Policies and procedures are in place to monitor compliance and to detect and address any releases of crude oil from our pipelines or other facilities; however, no assurance can be made that such environmental releases may not substantially affect our business.

We are subject to lawsuits in the normal course of business and examination by tax and other regulatory authorities. We do not expect such matters presently pending to have a material effect on our financial position, results of operations, or cash flows.

15. Income Taxes

In the third quarter of 2012, we reversed $8.2 million of uncertain tax positions and recognized an income tax benefit in the Unaudited Condensed Consolidated Statements of Operations as a result of tax audit settlements and the expiration of statutes of limitations. These uncertain tax positions were included in Other Long-Term Liabilities in our Unaudited Condensed Consolidated Balance Sheets.

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

16. Condensed Consolidating Financial Information

Our $700 million aggregate principal amount of senior unsecured notes co-issued by Genesis Energy, L.P. and Genesis Energy Finance Corporation are fully and unconditionally guaranteed jointly and severally by all of Genesis Energy, L.P.’s subsidiaries, except Genesis Free State Pipeline, LLC, Genesis NEJD Pipeline, LLC and certain other minor subsidiaries. Genesis NEJD Pipeline, LLC is 100% owned by Genesis Energy, L.P., the parent company. The remaining non-guarantor subsidiaries are owned by Genesis Crude Oil, L.P., a guarantor subsidiary. Genesis Energy Finance Corporation has no independent assets or operations and accordingly has no ability to service obligations on the 2018 and 2021 Notes. Each subsidiary guarantor and the subsidiary co-issuer are 100% owned, directly or indirectly, by Genesis Energy, L.P. See Note 7 for additional information regarding our consolidated debt obligations. The following is condensed consolidating financial information for Genesis Energy, L.P., the guarantor subsidiaries and the non-guarantor subsidiaries.

19

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Balance Sheet

September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)		Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	20	$	—	$	15,862		$	977		$	—		$	16,859
Other current assets	975,220		—		483,258			47,888			(999,156		)	507,210
Total current assets	975,240		—		499,120			48,865			(999,156		)	524,069
Fixed assets, at cost	—		—		1,039,675			116,302			—			1,155,977
Less: Accumulated depreciation	—		—		(170,629		)	(16,011		)	—			(186,640		)
Net fixed assets	—		—		869,046			100,291			—			969,337
Goodwill	—		—		325,046			—			—			325,046
Other assets, net	22,568		—		240,081			153,758			(160,356		)	256,051
Equity investees	—		—		605,067			—			—			605,067
Investments in subsidiaries	1,252,345		—		107,042			—			(1,359,387		)	—
Total assets	$	2,250,153	$	—	$	2,645,402		$	302,914		$	(2,518,899	)	$	2,679,570
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	11,832	$	—	$	1,364,742		$	32,820		$	(999,189	)	$	410,205
Senior secured credit facility	411,300		—		—			—			—			411,300
Senior unsecured notes	700,804		—		—			—			—			700,804
Deferred tax liabilities	—		—		13,625			—			—			13,625
Other liabilities	—		—		13,658			163,938			(160,177		)	17,419
Total liabilities	1,123,936		—		1,392,025			196,758			(1,159,366		)	1,553,353
Partners’ capital	1,126,217		—		1,253,377			106,156			(1,359,533		)	1,126,217
Total liabilities and partners’ capital	$	2,250,153	$	—	$	2,645,402		$	302,914		$	(2,518,899	)	$	2,679,570

20

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Balance Sheet

December 31, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)		Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	10	$	—	$	11,214		$	58		$	—		$	11,282
Other current assets	745,589		—		367,837			41,533			(762,207		)	392,752
Total current assets	745,599		—		379,051			41,591			(762,207		)	404,034
Fixed assets, at cost	—		—		617,519			105,706			—			723,225
Less: Accumulated depreciation	—		—		(144,882		)	(13,062		)	—			(157,944		)
Net fixed assets	—		—		472,637			92,644			—			565,281
Goodwill	—		—		325,046			—			—			325,046
Other assets, net	17,737		—		254,423			157,604			(163,696		)	266,068
Equity investees	—		—		549,235			—			—			549,235
Investments in subsidiaries	1,006,415		—		102,707			—			(1,109,122		)	—
Total assets	$	1,769,751	$	—	$	2,083,099		$	291,839		$	(2,035,025	)	$	2,109,664
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	2,361	$	—	$	1,048,937		$	23,567		$	(762,214	)	$	312,651
Senior secured credit facility	500,000		—		—			—			—			500,000
Senior unsecured notes	350,895		—		—			—			—			350,895
Deferred tax liabilities	—		—		13,810			—			—			13,810
Other liabilities	—		—		13,044			166,282			(163,513		)	15,813
Total liabilities	853,256		—		1,075,791			189,849			(925,727		)	1,193,169
Partners’ capital	916,495		—		1,007,308			101,990			(1,109,298		)	916,495
Total liabilities and partners’ capital	$	1,769,751	$	—	$	2,083,099		$	291,839		$	(2,035,025	)	$	2,109,664

21

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	1,182,561		$	38,908		$	(37,278	)	$	1,184,191
Refinery services	—			—		50,609			4,199			(2,398		)	52,410
Pipeline transportation services	—			—		16,604			6,613			—			23,217
Total revenues	—			—		1,249,774			49,720			(39,676		)	1,259,818
COSTS AND EXPENSES:
Supply and logistics costs	—			—		1,165,818			39,201			(37,278		)	1,167,741
Refinery services operating costs	—			—		31,840			3,862			(2,662		)	33,040
Pipeline transportation operating costs	—			—		6,075			203			—			6,278
General and administrative	—			—		12,063			32			—			12,095
Depreciation and amortization	—			—		14,789			1,277			—			16,066
Total costs and expenses	—			—		1,230,585			44,575			(39,940		)	1,235,220
OPERATING INCOME	—			—		19,189			5,145			264			24,598
Equity in earnings of subsidiaries	31,046			—		1,078			—			(32,124		)	—
Equity in earnings of equity investees	—			—		7,059			—			—			7,059
Interest (expense) income, net	(12,572		)	—		4,011			(4,026		)	—			(12,587		)
Income before income taxes	18,474			—		31,337			1,119			(31,860		)	19,070
Income tax expense	—			—		(505		)	(91		)	—			(596		)
NET INCOME	$	18,474		$	—	$	30,832		$	1,028		$	(31,860	)	$	18,474

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GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	969,229	$	31,113		$	(25,646	)	$	974,696
Refinery services	—			—		48,809		4,367			(5,199		)	47,977
Pipeline transportation services	—			—		12,596		6,568			—			19,164
Total revenues	—			—		1,030,634		42,048			(30,845		)	1,041,837
COSTS AND EXPENSES:
Supply and logistics costs	—			—		951,512		26,488			(25,648		)	952,352
Refinery services operating costs	—			—		29,339		4,565			(4,661		)	29,243
Pipeline transportation operating costs	—			—		5,661		250			—			5,911
General and administrative	—			—		10,343		32			—			10,375
Depreciation and amortization	—			—		13,940		898			—			14,838
Total costs and expenses	—			—		1,010,795		32,233			(30,309		)	1,012,719
OPERATING INCOME	—			—		19,839		9,815			(536		)	29,118
Equity in earnings of subsidiaries	41,052			—		5,738		—			(46,790		)	—
Equity in earnings of equity investees	—			—		3,432		—			—			3,432
Interest (expense) income, net	(9,858		)	—		4,119		(4,134		)	—			(9,873		)
Income before income taxes	31,194			—		33,128		5,681			(47,326		)	22,677
Income tax benefit	—			—		8,509		8			—			8,517
NET INCOME	$	31,194		$	—	$	41,637	$	5,689		$	(47,326	)	$	31,194

23

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Statement of Operations

Nine Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	3,387,604		$	112,977		$	(99,795	)	$	3,400,786
Refinery services	—			—		150,058			13,558			(10,246		)	153,370
Pipeline transportation services	—			—		46,461			20,072			—			66,533
Total revenues	—			—		3,584,123			146,607			(110,041		)	3,620,689
COSTS AND EXPENSES:
Supply and logistics costs	—			—		3,324,619			106,713			(99,795		)	3,331,537
Refinery services operating costs	—			—		95,922			12,660			(10,278		)	98,304
Pipeline transportation operating costs	—			—		19,497			1,010			—			20,507
General and administrative	—			—		35,064			92			—			35,156
Depreciation and amortization	—			—		43,700			3,089			—			46,789
Total costs and expenses	—			—		3,518,802			123,564			(110,073		)	3,532,293
OPERATING INCOME	—			—		65,321			23,043			32			88,396
Equity in earnings of subsidiaries	104,431			—		10,849			—			(115,280		)	—
Equity in earnings of equity investees	—			—		16,618			—			—			16,618
Interest (expense) income, net	(36,209		)	—		12,088			(12,161		)	—			(36,282		)
Income before income taxes	68,222			—		104,876			10,882			(115,248		)	68,732
Income tax expense	—			—		(335		)	(175		)	—			(510		)
NET INCOME	$	68,222		$	—	$	104,541		$	10,707		$	(115,248	)	$	68,222

24

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Statement of Operations

Nine Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	2,797,142	$	95,451		$	(76,744	)	$	2,815,849
Refinery services	—			—		142,716		13,756			(12,130		)	144,342
Pipeline transportation services	—			—		36,381		19,413			—			55,794
Total revenues	—			—		2,976,239		128,620			(88,874		)	3,015,985
COSTS AND EXPENSES:
Supply and logistics costs	—			—		2,743,514		83,250			(76,744		)	2,750,020
Refinery services operating costs	—			—		89,155		13,701			(11,784		)	91,072
Pipeline transportation operating costs	—			—		15,351		644			—			15,995
General and administrative	—			—		29,842		92			—			29,934
Depreciation and amortization	—			—		42,759		2,688			—			45,447
Total costs and expenses	—			—		2,920,621		100,375			(88,528		)	2,932,468
OPERATING INCOME	—			—		55,618		28,245			(346		)	83,517
Equity in earnings of subsidiaries	100,011			—		15,869		—			(115,880		)	—
Equity in earnings of equity investees	—			—		7,971		—			—			7,971
Interest (expense) income, net	(30,629		)	—		12,414		(12,482		)	—			(30,697		)
Income before income taxes	69,382			—		91,872		15,763			(116,226		)	60,791
Income tax benefit (expense)	—			—		8,630		(39		)	—			8,591
NET INCOME	$	69,382		$	—	$	100,502	$	15,724		$	(116,226	)	$	69,382

25

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
Net cash (used in) provided by operating activities	$	(139,747	)	$	—	$	348,447		$	20,540		$	(119,902	)	$	109,338
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	—			—		(188,878		)	(10,756		)	—			(199,634		)
Cash distributions received from equity investees - return of investment	8,711			—		8,272			—			(8,711		)	8,272
Investments in equity investees	(263,597		)	—		(71,443		)	—			263,597			(71,443		)
Acquisitions	—			—		(230,921		)	—			—			(230,921		)
Repayments on loan to non-guarantor subsidiary	—			—		3,341			—			(3,341		)	—
Proceeds from asset sales	—			—		810			—			—			810
Other, net	—			—		(1,004		)	—			—			(1,004		)
Net cash provided by (used) in investing activities	(254,886		)	—		(479,823		)	(10,756		)	251,545			(493,920		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,234,500			—		—			—			—			1,234,500
Repayments on senior secured credit facility	(1,323,200		)	—		—			—			—			(1,323,200		)
Proceeds from issuance of senior unsecured notes, including premium	350,000			—		—			—			—			350,000
Debt issuance costs	(8,157		)	—		—			—			—			(8,157		)
Issuance of common units for cash, net	263,597			—		263,597			—			(263,597		)	263,597
Distributions to partners/owners	(122,097		)	—		(122,097		)	(6,545		)	128,642			(122,097		)
Other, net	—			—		(5,476		)	(2,320		)	3,312			(4,484		)
Net cash provided by (used in) financing activities	394,643			—		136,024			(8,865		)	(131,643		)	390,159
Net (decrease) increase in cash and cash equivalents	10			—		4,648			919			—			5,577
Cash and cash equivalents at beginning of period	10			—		11,214			58			—			11,282
Cash and cash equivalents at end of period	$	20		$	—	$	15,862		$	977		$	—		$	16,859

26

GENESIS ENERGY, L.P.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Condensed Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
Net cash (used in) provided by operating activities	$	(91,453	)	$	—	$	304,617		$	17,700		$	(87,926	)	$	142,938
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	—			—		(112,665		)	(4,037		)	—			(116,702		)
Cash distributions received from equity investees - return of investment	27,878			—		10,918			—			(27,878		)	10,918
Investments in equity investees	(169,421		)	—		(57,072		)	—			169,421			(57,072		)
Acquisitions	—			—		(205,576		)	—			—			(205,576		)
Repayments on loan to non-guarantor subsidiary	—			—		3,019			—			(3,019		)	—
Proceeds from asset sales	—			—		667			—			—			667
Other, net	—			—		(1,012		)	—			—			(1,012		)
Net cash used in investing activities	(141,543		)	—		(361,721		)	(4,037		)	138,524			(368,777		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,407,000			—		—			—			—			1,407,000
Repayments on senior secured credit facility	(1,333,300		)	—		—			—			—			(1,333,300		)
Proceeds from issuance of senior unsecured notes, including premium	101,000			—		—			—			—			101,000
Debt issuance costs	(7,109		)	—		—			—			—			(7,109		)
Issuance of common units for cash, net	169,421			—		169,421			—			(169,421		)	169,421
Distributions to partners/owners	(104,008		)	—		(104,008		)	(11,819		)	115,827			(104,008		)
Other, net	—			—		(2,738		)	(2,779		)	2,996			(2,521		)
Net cash provided by (used in) financing activities	233,004			—		62,675			(14,598		)	(50,598		)	230,483
Net increase (decrease) in cash and cash equivalents	8			—		5,571			(935		)	—			4,644
Cash and cash equivalents at beginning of period	3			—		9,182			1,632			—			10,817
Cash and cash equivalents at end of period	$	11		$	—	$	14,753		$	697		$	—		$	15,461

27

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following information should be read in conjunction with our Unaudited Condensed Consolidated Financial Statements and accompanying notes included in this Quarterly Report on Form 10-Q. The following information and such Unaudited Condensed Consolidated Financial Statements should also be read in conjunction with the audited financial statements and related notes, together with our discussion and analysis of financial position and results of operations, included in our Annual Report on Form 10-K for the year ended December 31, 2012.

Included in Management’s Discussion and Analysis are the following sections:

• Overview

• Acquisition

• Financial Measures

• Results of Operations

• Liquidity and Capital Resources

• Commitments and Off-Balance Sheet Arrangements

• Forward Looking Statements

Overview

We reported net income of $18.5 million, or $0.22 per common unit during the three months ended September 30, 2013 (“2013 Quarter”) compared to net income of $31.2 million or $0.39 per common unit during the three months ended September 30, 2012 (“2012 Quarter”). The decline in net income was due to the prior year reversal of a provision for uncertain tax positions of $8.2 million combined with a $2.7 million increase in interest expense and an increase in current quarter expenses related to growth transactions of $3.1 million.

Available Cash before Reserves decreased $2.6 million, or 6%, in the 2013 Quarter (as compared to the 2012 Quarter) to $43.3 million. See “Financial Measures” below for additional information on Available Cash before Reserves.

The significant factors affecting net income and Available Cash before Reserves were a decrease in operating results from our supply and logistics segment and an increase in interest costs, partially offset by an increase in operating results from our pipeline transportation segment. Segment Margin (as described below in “Financial Measures”) decreased by $1.1 million, or 2%, in the 2013 Quarter, as compared to the 2012 Quarter. The decrease resulted primarily from a decline in Segment Margin in our supply and logistics segment of 33%, and an increase in our pipeline transportation segment of 28%. Refinery services Segment Margin was relatively constant between the quarterly periods, increasing 1%.

In the 2013 Quarter, a number of items combined to negatively impact our operating segments.

In our supply and logistics segment, operating results were negatively impacted by $6.6 million due to several items including (1) a decline in rail cars unloaded at our Walnut Hill crude-by-rail unloading terminal as a result of down-time at a connected shipper's refinery attributable to a scheduled turnaround, (2) rail car rental and storage costs incurred in advance of completion dates on certain of our rail projects, and (3) our decision to delay sales and retain on our balance sheet certain hedged refined product inventory due to a precipitous drop in the commodity margins for those products. For additional information regarding those volumes see the discussion below and in the section entitled "Liquidity and Capital Resources – Cash Flows from Operations."

In our pipeline transportation segment, operating results were adversely affected by $1.1 million due to (1) lower than expected throughput volumes on our Jay pipeline system as a result of down-time at a connected shipper's refinery attributable to a schedule turnaround, and (2) lower than expected distributions by CHOPS resulting from a 10-year right-of-way payment.

In our refinery services segment, down-time attributable to a turnaround at one of our significant refinery locations negatively impacted operating results by $0.6 million due to incremental costs incurred to meet our customers' demand.

A more detailed discussion of our segment results and other costs is included below in “Results of Operations”.

Distribution Increase

In October 2013, we declared our thirty-third consecutive increase in our quarterly distribution to our common unitholders. Twenty-eight of those quarterly increases have been 10% or greater as compared to the same quarter in the preceding year. In November 2013, we will pay a distribution of $0.5225 per unit representing a 10.6% increase from our distribution of $0.4725 per unit related to the third quarter of 2012.

28

Acquisition

In August 2013, we acquired our offshore marine transportation business for approximately $230.9 million. That business is primarily comprised of nine barges and nine tug boats which transport crude oil and refined petroleum products, principally serving refineries and storage terminals along the Gulf Coast, Eastern Seaboard, Great Lakes and Caribbean. At the closing of that transaction, we entered into transition services agreements to facilitate a smooth transition of operations and uninterrupted services for both employees and customers. That acquisition complements and further integrates our existing operations, including our Genesis Marine inland barge business, our crude oil and heavy refined products storage and blending terminals as well as our crude oil pipeline systems.

Financial Measures

Segment Margin

We define Segment Margin as revenues less product costs, operating expenses (excluding non-cash charges, such as depreciation and amortization), and segment general and administrative expenses, plus our equity in distributable cash generated by our equity investees. In addition, our Segment Margin definition excludes the non-cash effects of our stock appreciation rights plan and includes the non-income portion of payments received under direct financing leases. Our chief operating decision maker (our Chief Executive Officer) evaluates segment performance based on a variety of measures including Segment Margin, segment volumes where relevant, and capital investment. A reconciliation of Segment Margin to income before income taxes is included in our segment disclosures in Note 9 to our Unaudited Condensed Consolidated Financial Statements. Our non-GAAP financial measure should not be considered as an alternative to GAAP measures such as net income, operating income, cash flow from operating activities or any other GAAP measure of liquidity or financial performance. We believe that investors benefit from having access to the same financial measures being utilized by management, lenders, analysts and other market participants.

Available Cash before Reserves

This Quarterly Report on Form 10-Q includes the financial measure of Available Cash before Reserves, which is a “non-GAAP” measure because it is not contemplated by or referenced in accounting principles generally accepted in the U.S., also referred to as GAAP. The accompanying schedule below provides a reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure – net income. Our non-GAAP financial measure should not be considered as an alternative to GAAP measures such as net income, operating income, cash flow from operating activities or any other GAAP measure of liquidity or financial performance. We believe that investors benefit from having access to the same financial measures being utilized by management, lenders, analysts and other market participants.

Available Cash before Reserves, also referred to as distributable cash flow, is commonly used as a supplemental financial measure by management and by external users of financial statements, such as investors, commercial banks, research analysts and rating agencies, to assess: (1) the financial performance of our assets without regard to financing methods, capital structures, or historical cost basis; (2) the ability of our assets to generate cash sufficient to pay interest costs and support our indebtedness; (3) our operating performance and return on capital as compared to those of other companies in the midstream energy industry, without regard to financing and capital structure; and (4) the viability of projects and the overall rates of return on alternative investment opportunities. Because Available Cash before Reserves excludes some items that affect net income or loss and because these measures may vary among other companies, the Available Cash before Reserves data presented in this Quarterly Report on Form 10-Q may not be comparable to similarly titled measures of other companies.

Available Cash before Reserves, including applicable pro forma presentations, is a performance measure used by our management to compare cash flows generated by us to the cash distribution paid to our common unitholders. This is an important financial measure to our public unitholders since it is an indicator of our ability to provide a cash return on their investments. Specifically, this financial measure aids investors in determining whether or not we are generating cash flows at a level that can support a quarterly cash distribution to the partners. Lastly, Available Cash before Reserves is the quantitative standard used throughout the investment community with respect to publicly-traded partnerships.

Available Cash before Reserves is net income as adjusted for specific items, the most significant of which are the addition of certain non-cash expenses (such as depreciation and amortization), the substitution of distributable cash generated by our equity investees in lieu of our equity income attributable to our equity investees, the elimination of gains and losses on asset sales (except those from the sale of surplus assets), unrealized gains and losses on derivative transactions not designated as hedges for accounting purposes, the elimination of expenses related to acquiring or constructing assets that provide new sources of cash flows, and the subtraction of maintenance capital expenditures, which are expenditures that are necessary to sustain existing (but not to provide new sources of) cash flows. Significant maintenance capital expenditures may be recognized over the useful life of the asset.

29

Available Cash before Reserves for the periods presented below was as follows:

	Three Months Ended September 30,
	2013			2012
	(in thousands)
Net income	$	18,474		$	31,194
Depreciation and amortization	16,066			14,838
Cash received from direct financing leases not included in income	1,291			1,278
Cash effects of sales of certain assets	184			13
Effects of distributable cash generated by equity method investees not included in income	5,204			5,613
Cash effects of legacy stock appreciation rights plan	(470		)	(466		)
Non-cash legacy stock appreciation rights plan (benefit) expense	(181		)	2,001
Expenses related to acquiring or constructing assets that provide new sources of cash flow	3,326			228
Unrealized gain on derivative transactions excluding fair value hedges	(779		)	(75		)
Maintenance capital expenditures	(610		)	(701		)
Non-cash tax expense (benefit)	350			(8,717		)
Other items, net	414			653
Available Cash before Reserves	$	43,269		$	45,859

Results of Operations

Revenues and Costs and Expenses

Our revenues for the 2013 Quarter increased $218 million, or 21% from the 2012 Quarter. Additionally, our costs and expenses increased $222.5 million, or 22% between the two periods.

Our revenues for the nine months ended September 30, 2013 increased $604.7 million, or 20% from the nine months ended September 30, 2012. Costs and expenses increased $599.8 million, or 20% between the nine month periods.

The substantial majority of our revenues and costs are derived from the purchase and sale of crude oil and petroleum products. The significant increase in our revenues and costs between the two third quarter and nine month periods is primarily attributable to increased volumes from our operations and increases in the market prices for crude oil and petroleum products as described below.

Volumes increased in our supply and logistics segment by 16% quarter to quarter and 25% between the nine month periods as explained in our supply and logistics Segment Margin discussion below. The average closing prices for West Texas Intermediate ("WTI") crude oil on the New York Mercantile Exchange ("NYMEX") increased 15% to $105.83 per barrel in the third quarter of 2013, as compared to $92.22 per barrel in the third quarter of 2012. Average closing prices for WTI crude oil on the NYMEX increased 2% from $96.21 per barrel in the first nine months of 2012 to $98.14 per barrel in the first nine months of 2013.

Segment Margin

The contribution of each of our segments to total Segment Margin in the three and nine months ended September 30, 2013 and September 30, 2012 was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)				(in thousands)
Pipeline transportation	$	29,860	$	23,295	$	81,512	$	69,427
Refinery services	19,163		18,983		55,824		53,510
Supply and logistics	15,801		23,651		69,995		66,075
Total Segment Margin	$	64,824	$	65,929	$	207,331	$	189,012

30

We define Segment Margin as revenues less product costs, operating expenses (excluding non-cash charges, such as depreciation and amortization), and segment general and administrative expenses, plus our equity in distributable cash generated by our equity investees. In addition, our Segment Margin definition excludes the non-cash effects of our stock appreciation rights plan and includes the non-income portion of payments received under direct financing leases.

A reconciliation of Segment Margin to income before income taxes for the periods presented is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Segment Margin	$	64,824		$	65,929		$	207,331		$	189,012
Corporate general and administrative expenses	(11,113		)	(9,428		)	(32,255		)	(26,756		)
Depreciation and amortization	(16,066		)	(14,838		)	(46,789		)	(45,447		)
Interest expense	(12,587		)	(9,873		)	(36,282		)	(30,697		)
Distributable cash from equity investees in excess of equity in earnings	(5,204		)	(5,613		)	(16,659		)	(19,098		)
Non-cash items not included in segment margin	507			(2,222		)	(2,828		)	(2,475		)
Cash payments from direct financing leases in excess of earnings	(1,291		)	(1,278		)	(3,786		)	(3,748		)
Income before income taxes	$	19,070		$	22,677		$	68,732		$	60,791

Our reconciliation of Segment Margin to income before income taxes reflects that Segment Margin (as defined above) excludes corporate general and administrative expenses, depreciation and amortization, interest expense, certain non-cash items, the most significant of which are the non-cash effects of our stock appreciation rights plan and unrealized gains and losses on derivative transactions not designated as hedges for accounting purposes. Items in Segment Margin not included in income before income taxes are distributable cash from equity investees in excess of equity in earnings (or losses) and cash payments from direct financing leases in excess of earnings.

31

Pipeline Transportation Segment

Operating results and volumetric data for our pipeline transportation segment are presented below.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
	(in thousands)						(in thousands)
Crude oil tariffs and revenues from direct financing leases - onshore crude oil pipelines	$	10,667		$	8,297		$	30,071		$	22,400
Segment margin from offshore crude oil pipelines, including pro-rata share of distributable cash from equity investees	11,776			8,927			31,489			27,114
CO2 tariffs and revenues from direct financing leases of CO2 pipelines	6,703			6,662			20,457			19,700
Sales of onshore crude oil pipeline loss allowance volumes	3,650			2,369			9,292			7,152
Onshore pipeline operating costs, excluding non-cash charges for equity-based compensation and other non-cash expenses	(4,455		)	(4,461		)	(14,320		)	(11,384		)
Payments received under direct financing leases not included in income	1,291			1,278			3,786			3,748
Other	228			223			737			697
Segment Margin	$	29,860		$	23,295		$	81,512		$	69,427
Volumetric Data (barrels/day unless otherwise noted):
Onshore crude oil pipelines:
Texas	52,557			52,767			53,629			50,327
Jay	39,808			22,841			35,365			19,931
Mississippi	17,768			17,942			18,561			18,377
Offshore crude oil pipelines:
CHOPS (1)	160,105			91,377			133,868			78,817
Poseidon (1)	203,909			215,474			209,713			206,596
Odyssey (1)	45,073			31,869			44,254			35,994
GOPL	8,138			8,300			8,797			16,979
CO2 pipeline (Mcf/day):
Free State	201,635			188,165			212,381			177,527

(1) Volumes for our equity method investees are presented on a 100% basis.

Three Months Ended September 30, 2013 Compared with Three Months Ended September 30, 2012

Pipeline transportation Segment Margin for the 2013 Quarter increased $6.6 million, or 28% even though operating results were adversely affected by $1.1 million due to (1) lower than expected throughput volumes on our Jay pipeline system as a result of down-time at a connected shipper's refinery attributable to a scheduled turnaround, and (2) lower than expected distributions by CHOPS resulting from a 10-year right-of-way payment. However, these events were more than offset by overall increases in volumes from our Jay pipeline system and distributions from CHOPS as further discussed below.

Other significant components and details of this change were as follows:

• With respect to our onshore crude oil pipelines, tariff revenues increased $2.4 million primarily due to (1) upward tariff indexing of approximately 4.6% for our FERC-regulated pipelines effective in July 2013 and (2)a net increase in throughput volumes of 16,583 barrels (18%) per day, primarily from our Jay pipeline system. Our Jay pipeline system volumes increased primarily from additional barrels received at our crude-by-rail unloading terminal at Walnut Hill, Florida, partially offset by lower than expected throughput volumes due to down-time at a connected shipper's refinery attributable to a scheduled turnaround.

• Segment Margin from our offshore crude oil pipelines increased $2.8 million, primarily reflecting an increased contribution from CHOPS. In the 2012 Quarter, improvement facility work by producers at the connected production fields resulted in lower volumes transported on CHOPS. The positive impact to Segment Margin from increased volumes by CHOPS was partially offset by a 10-year right-of-way payment.

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• Onshore crude oil pipeline loss allowance volumes, collected and sold, increased Segment Margin by $1.3 million due to an increase in barrels transported in the 2013 Quarter as compared to the 2012 Quarter.

• Volumes on our Free State CO₂ pipeline system increased 13,470 Mcf per day, or 7%, in the 2013 Quarter as compared to the 2012 Quarter. We provide transportation services on our Free State CO₂ pipeline system through an “incentive” tariff which provides that the average rate per Mcf that we charge during any month decreases as our aggregate throughput for that month increases above specific thresholds. As a result of this "incentive" tariff, increases in volumes on our Free State CO₂ pipeline system have a limited impact on Segment Margin.

Nine Months EndedSeptember 30, 2013 Compared with Nine Months EndedSeptember 30, 2012

Pipeline transportation Segment Margin for the nine month periods increased $12.1 million, or 17%, even though operating results were adversely affected by $3.6 million due to (1) lower than expected throughput volumes on our Jay pipeline system as a result of down-time at a connected shipper's refinery attributable to a scheduled turnaround, (2) lower than expected distributions by CHOPS resulting from a 10-year right-of-way payment, (3) production variations at connected offshore fields, and (4) unplanned downtime on the Eugene Island System. However, these events were more than offset by overall increases in volumes primarily from our Jay pipeline system and increased distributions from CHOPS as further discussed below.

Other significant components and details of this change were as follows:

• With respect to our onshore crude oil pipelines, tariff revenues increased $7.7 million primarily due to (1) upward tariff indexing of approximately 4.6% for our FERC-regulated pipelines effective in July 2013 and (2) a net increase in throughput volumes of 18,920 barrels (21%) per day, primarily from our Jay pipeline system. Our Jay pipeline system volumes increased primarily from additional barrels received at our crude-by-rail unloading terminal at Walnut Hill, Florida, partially offset by lower than expected throughput volumes due to down-time at a connected shipper's refinery attributable to a scheduled turnaround.

• Segment Margin from our offshore crude oil pipelines increased $4.4 million, primarily reflecting an increased contribution from CHOPS. In the first nine months of 2012, improvement facility work by producers at the connected production fields resulted in lower volumes transported on CHOPS. The positive impact to Segment Margin from increased volumes by CHOPS was partially offset by (1) a 10-year right-of-way payment, (2) production variations at connected offshore fields, and (3) unplanned downtime on the Eugene Island System.

• Onshore crude oil pipeline loss allowance volumes, collected and sold, increased Segment Margin by $2.1 million due to an increase in barrels transported in the first nine months of 2013 as compared to the first nine months of 2012.

• Onshore pipeline operating costs, excluding non-cash charges, increased $2.9 million due to required five-year integrity testing expenditures on our onshore pipelines, employee compensation and related benefit costs and general increases in operating costs inclusive of increased safety program costs.

• Volumes on our Free State CO₂ pipeline system increased 34,854 Mcf per day, or 20%, in the first nine months of 2013 as compared to the first nine months of 2012. We provide transportation services on our Free State CO₂ pipeline system through an “incentive” tariff which provides that the average rate per Mcf that we charge during any month decreases as our aggregate throughput for that month increases above specific thresholds. As a result of this "incentive" tariff, increases in volumes on our Free State CO₂ pipeline system have a limited impact on Segment Margin.

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Refinery Services Segment

Operating results for our refinery services segment were as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Volumes sold (in Dry short tons "DST"):
NaHS volumes	35,946			34,372			109,233			107,321
NaOH (caustic soda) volumes	24,492			21,152			65,442			56,740
Total	60,438			55,524			174,675			164,061
Revenues (in thousands):
NaHS revenues	$	38,493		$	36,903		$	117,790		$	113,937
NaOH (caustic soda) revenues	14,454			11,936			38,551			32,211
Other revenues	2,078			1,539			5,151			5,178
Total external segment revenues	$	55,025		$	50,378		$	161,492		$	151,326
Segment Margin (in thousands)	$	19,163		$	18,983		$	55,824		$	53,510
Average index price for NaOH per DST (1)	$	606		$	579		$	611		$	566
Raw material and processing costs as % of segment revenues	52		%	46		%	50		%	48		%

(1) Source: IHS Chemical

Three Months Ended September 30, 2013 Compared with Three Months Ended September 30, 2012

Refinery services Segment Margin for the 2013 Quarter increased$0.2 million, or 1%. In the 2013 Quarter, Segment Margin increased primarily due to increased NaHS sales volumes that were substantially offset by $0.6 million of additional costs incurred to meet our customers' demand due to down-time attributable to a turnaround at one of our significant refinery locations.

Other significant components of this fluctuation were as follows:

• NaHS revenues increased primarily as a function of the increase in the average index price for caustic soda (which is a component of our sales price) and increased sales volumes, partially offset by the other components referenced below. The pricing in our sales contracts for NaHS includes adjustments for fluctuations in commodity benchmarks, freight, labor, energy costs and government indexes. The frequency at which these adjustments are applied varies by contract, geographic region and supply point. The mix of NaHS sales volumes to which these adjustments applied reduced NaHS revenues in the 2013 Quarter.

• Our raw material costs related to NaHS increased correspondingly to the rise in the average index price for caustic soda, although we were able to partially offset our increased raw materials costs with operating efficiencies at several of our sour gas processing facilities, our favorable management of the acquisition (including economies of scale) and utilization of caustic soda in our (and our customers') operations, and our logistics management capabilities.

• Caustic soda sales volumes increased16%. Although caustic sales volumes may fluctuate, the contribution to Segment Margin from these sales is not a significant portion of our refinery services activities. Caustic soda is a key component in the provision of our sulfur-removal service, from which we receive the by-product NaHS. Consequently, we are a very large consumer of caustic soda. In addition, our economies of scale and logistics capabilities allow us to effectively purchase additional caustic soda for re-sale to third parties. Our ability to purchase caustic soda volumes is currently sufficient to meet the demands of our refinery services operations and third-party sales.

• Average index prices for caustic soda increased to $606 per DST in the third quarter of 2013 compared to $579 per DST during the third quarter of 2012. Those price movements affect the revenues and costs related to our sulfur removal services as well as our caustic soda sales activities. However, generally, changes in caustic soda prices do not materially affect Segment Margin attributable to our sulfur processing services because we

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usually pass those costs through to our NaHS sales customers. Additionally, our bulk purchase and storage capabilities related to caustic soda allow us to somewhat mitigate the effects of changes in index prices for caustic soda on our operating costs.

Nine Months EndedSeptember 30, 2013 Compared with Nine Months EndedSeptember 30, 2012

Refinery services Segment Margin increased$2.3 million, or 4%, between the nine month periods. During that period, we experienced increased Segment Margin attributable primarily to increased NaHS sales volumes that were partially offset by $0.6 million of additional costs incurred to meet customers' demand due to down-time attributable to a turnaround at one of our significant refinery locations.

Other significant components of this fluctuation were as follows:

• NaHS revenues increased primarily as a function of increased sales volumes and an increase in the average index price for caustic soda (which is a component of our sales price), partially offset by other components referenced below. In the first nine months of 2013, NaHS sales volumes increased primarily due to increased demand from customers in the pulp and paper industry, however this increase was partially offset by a decrease in sales to South American customers (due to timing of bulk deliveries). The pricing in our sales contracts for NaHS includes adjustments for fluctuations in commodity benchmarks, freight, labor, energy costs and government indexes. The frequency at which these adjustments are applied varies by contract, geographic region and supply point. The mix of NaHS sales volumes to which these adjustments applied reduced NaHS revenues in the first nine months of 2013.

• Our raw material costs related to NaHS increased correspondingly to the rise in the average index price for caustic soda, although we were able to partially offset our increased raw materials costs with operating efficiencies at several of our sour gas processing facilities, our favorable management of the acquisition (including economies of scale) and utilization of caustic soda in our (and our customers') operations, and our logistics management capabilities.

• Caustic soda sales volumes increased15%. Although caustic sales volumes may fluctuate, the contribution to Segment Margin from these sales is not a significant portion of our refinery services activities. Caustic soda is a key component in the provision of our sulfur-removal service, from which we receive the by-product NaHS. Consequently, we are a very large consumer of caustic soda. In addition, our economies of scale and logistics capabilities allow us to effectively purchase additional caustic soda for re-sale to third parties. Our ability to purchase caustic soda volumes is currently sufficient to meet the demands of our refinery services operations and third-party sales.

• Average index prices for caustic soda increased to $611 per DST in the first nine months of 2013 compared to $566 per DST during the first nine months of 2012. Those price movements affect the revenues and costs related to our sulfur removal services as well as our caustic soda sales activities. However, generally, changes in caustic soda prices do not materially affect Segment Margin attributable to our sulfur processing services because we usually pass those costs through to our NaHS sales customers. Additionally, our bulk purchase and storage capabilities related to caustic soda allow us to somewhat mitigate the effects of changes in index prices for caustic soda on our operating costs.

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Supply and Logistics Segment

Operating results from our supply and logistics segment were as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
	(in thousands)						(in thousands)
Supply and logistics revenue	$	1,184,191		$	974,696		$	3,400,786		$	2,815,849
Crude oil and products costs, excluding unrealized gains and losses from derivative transactions	(1,117,650		)	(911,474		)	(3,188,105		)	(2,631,695		)
Operating costs, excluding non-cash charges for equity-based compensation and other non-cash expenses	(50,845		)	(39,927		)	(143,417		)	(117,846		)
Other	105			356			731			(233		)
Segment Margin	$	15,801		$	23,651		$	69,995		$	66,075
Volumes of crude oil and petroleum products (barrels per day)	116,277			100,095			114,470			91,444

The average market prices of crude oil and petroleum products increased 15% and 2% between the three and nine month periods, respectively, however that price volatility has a limited impact on our Segment Margin.

Three Months Ended September 30, 2013 Compared with Three Months Ended September 30, 2012

Segment Margin for our supply and logistics segment decreased by $7.9 million, or 33% between the two third quarter periods. In the 2013 Quarter, our operating results were negatively impacted by $6.6 million for several discrete items including (1) a decline in rail cars unloaded at our Walnut Hill crude-by-rail unloading terminal as a result of down-time at a connected shipper's refinery attributable to a scheduled turnaround, (2) rail car rental and storage costs incurred in advance of completion dates on certain of our rail projects, and (3) our decision to delay sales and retain on our balance sheet certain hedged refined product inventory due to a precipitous drop in the commodity margins for those products. Although we had hedged that refined product inventory (as well as all of our other product inventory), we believe we ultimately will be able to normalize the margin we make on those refined product volumes by waiting for the related commodity margins and recognized realized hedge losses given our decision to delay sales, to correct to more normal levels/correlations. Our decisions, from time to time, to carry more or less product inventory than usual are often driven by dislocations in the prices/margins for the underlying commodities.

Crude and petroleum products volumes increased 16% in the 2013 Quarter, however our operating costs, excluding non-cash charges, increased27% between the two third quarters primarily due to employee compensation and related benefit costs. Increases in those costs are the result of a higher number of employees from our expanded marine and trucking fleets and the recent growth in our crude oil rail loading and unloading operations.

The overall decrease in Segment Margin was partially offset due to the recent acquisition of our offshore marine transportation business and the contribution from our crude oil rail loading and unloading operations completed in the second half of 2012.

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Nine Months EndedSeptember 30, 2013 Compared with Nine Months EndedSeptember 30, 2012

Segment Margin for our supply and logistics segment increased by $3.9 million, or 6%, during the first nine months of 2013. In the 2013nine month period, our operating results were negatively impacted by $9.5 million for several items including (1) a decline in rail cars unloaded at our Walnut Hill crude-by-rail unloading terminal as a result of down-time at a connected shipper's refinery attributable to a scheduled turnaround, (2) rail car rental and storage costs incurred in advance of completion dates on certain of our rail projects, (3) our decision to delay sales and retain on our balance sheet certain hedged refined product inventory due to a precipitous drop in the commodity margins for those products, all as more particularly described above, (4) expenses for repairs to one of our marine vessels as well as foregone Segment Margin attributable to that vessel's downtime, (5) demurrage costs incurred due to damage to a river lock caused by a third party operator that idled certain of our barge activities during a shipment of petroleum products, (6) downtime as a result of a turnaround at our crude processing facility in Wyoming, (7) ineffectiveness of hedging certain crude oil volumes, and (8) volumetric measurement losses associated with our crude oil gathering and marketing activities. However, the negative impacts above were more than offset by the factors discussed below.

Crude and petroleum products volumes increased 25% during the first nine months of 2013, however our operating costs, excluding non-cash charges, increased22% between the two nine month periods primarily due to employee compensation and related benefit costs. Increases in those costs are the result of a higher number of employees from our expanded marine and trucking fleets and the recent growth in our crude oil rail loading and unloading operations.

Segment Margin also increased due to the recent acquisition of our offshore marine transportation business and the contribution from our crude oil rail loading and unloading operations completed in the second half of 2012.

Other Costs, Interest, and Income Taxes

General and administrative expenses

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)				(in thousands)
General and administrative expenses not separately identified below:
Corporate	$	6,141	$	7,615	$	20,977	$	21,764
Segment	982		905		2,782		3,016
Equity-based compensation plan expense	1,646		1,627		7,188		4,138
Third party costs related to business development activities and growth projects	3,326		228		4,209		1,016
Total general and administrative expenses	$	12,095	$	10,375	$	35,156	$	29,934

Total general and administrative expenses increased $1.7 million and $5.2 million between the three and nine month periods, respectively, primarily due to increases in third party costs related to business and growth transactions. General and administrative expenses also increased between the nine month periods due to an increase in equity-based compensation plan expenses not included in Segment Margin. Increases in the market price of our common units resulted in increased expenses related to our equity-based compensation plans. The market price of our common units at September 30, 2013 was $50.07 compared to $35.72 at December 31, 2012, representing a 40% increase.

Depreciation and amortization expense

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
	(in thousands)				(in thousands)
Depreciation expense	$	11,365	$	9,202	$	32,930	$	27,246
Amortization of intangible assets	3,656		4,520		10,892		15,390
Amortization of CO2 volumetric production payments	1,045		1,116		2,967		2,811
Total depreciation and amortization expense	$	16,066	$	14,838	$	46,789	$	45,447

Total depreciation and amortization expense increased $1.2 million and $1.3 million, between the quarterly and nine month periods, respectively, as a result of increases in depreciation expense resulting primarily from a gradually increasing asset

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base, partially offset by decreases in amortization of intangible assets. Depreciation expense increased$2.2 million and $5.7 million between the three and nine month periods, respectively, primarily as a result of the acquisition of our offshore marine transportation assets and recently completed internal growth projects. Amortization of intangible assets decreased$0.9 million and $4.5 million between the three and nine month periods, respectively, as we amortize our intangible assets over the period in which we expect them to contribute to our future cash flows.

Interest expense, net

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
	(in thousands)						(in thousands)
Interest expense, credit facility (including commitment fees)	$	3,196		$	3,414		$	8,416		$	10,748
Interest expense, senior unsecured notes	11,982			6,938			33,697			19,688
Amortization of debt issuance costs and premium	1,046			825			3,234			2,655
Capitalized interest	(3,637		)	(1,304		)	(9,065		)	(2,394		)
Net interest expense	$	12,587		$	9,873		$	36,282		$	30,697

Net interest expense increased$2.7 million between the quarterly periods and $5.6 million between the nine month periods. In February 2013, we issued an additional $350 million of aggregate principal amount of 5.75% senior unsecured notes to repay borrowings under our senior secured credit facility. Capitalized interest costs, which increased $2.3 million and $6.7 million in the three and nine month periods, respectively, due to our growth capital expenditures and investments in the SEKCO pipeline joint venture (see below for more information), partially offset the increase in interest expense.

Income tax expense

A portion of our operations are owned by wholly-owned corporate subsidiaries that are taxable as corporations. As a result, a substantial portion of the income tax expense we record relates to the operations of those corporations, and will vary from period to period as a percentage of our income before taxes based on the percentage of our income or loss that is derived from those corporations. The balance of the income tax expense we record relates to state taxes imposed on our operations that are treated as income taxes under generally accepted accounting principles and foreign income taxes.

Income tax expense increased $9.1 million between the quarterly and nine month periods primarily due to the reversal of $8.2 million in uncertain tax positions as a result of tax audit settlements and the expiration of statutes of limitations in the third quarter of 2012.

Other

Net income for the three months ended September 30, 2013 included an unrealized gain on derivative positions of $0.8 million. Net income for the same period in 2012 included an unrealized gain on derivative positions of $0.1 million. Net income for the nine months ended September 30, 2013 and 2012 included an unrealized gain on derivative positions of $2.8 million and $1.3 million, respectively. Those amounts are included in supply and logistics product costs in the Unaudited Condensed Consolidated Statements of Operations and are not a component of Segment Margin.

Liquidity and Capital Resources

General

As of September 30, 2013, we had $573.4 million of borrowing capacity available under our $1 billion senior secured revolving credit facility. We anticipate that our future internally-generated funds and the funds available under our credit facility will allow us to meet our ordinary course capital needs. Our primary sources of liquidity have been cash flows from operations, borrowing availability under our credit facility and the proceeds from issuances of equity and senior notes.

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Our primary cash requirements consist of:

• Working capital, primarily inventories;

• Routine operating expenses;

• Capital expansion and maintenance projects;

• Acquisitions of assets or businesses;

• Interest payments related to outstanding debt; and

• Quarterly cash distributions to our unitholders.

Capital Resources

Our ability to satisfy future capital needs will depend on our ability to raise substantial amounts of additional capital from time to time — including through equity and debt offerings (public and private), borrowings under our credit facility and other financing transactions—and to implement our growth strategy successfully. No assurance can be made that we will be able to raise necessary funds on satisfactory terms.

In September 2013, we issued 5,750,000 Class A common units in a public offering at a price of $47.51 per unit. We received proceeds, net of underwriting discounts and offering costs, of approximately $263.6 million from the offering. We used the net proceeds for general corporate purposes, including the repayment of borrowings under our revolving credit facility. See Note 8 to our Unaudited Condensed Consolidated Financial Statements for more information.

Our $1 billion senior secured credit facility matures on July 25, 2017 and includes an accordion feature of $300 million, giving us the ability to expand the size of the facility up to an aggregate of $1.3 billion for acquisitions or internal growth projects, subject to lender consent. The inventory financing sublimit tranche under our senior secured credit facility is $150 million, which is designed to allow us to more efficiently finance crude oil and petroleum products inventory in the normal course of our operations, by allowing us to exclude the amount of inventory loans from our total outstanding indebtedness for purposes of determining our applicable interest rate. Our credit facility does not include a “borrowing base” limitation except with respect to our inventory loans. Our credit facility allows up to $100 million of the capacity to be used for letters of credit, of which $15.3 million was outstanding at September 30, 2013. Due to the revolving nature of loans under our credit facility, we may make additional borrowings and periodic repayments and re-borrowings until the maturity date. At September 30, 2013, we had $411.3 million borrowed under our credit facility, with $97.1 million of the borrowed amount designated as a loan under the inventory sublimit. Thus, the total amount available for borrowings under our credit facility at September 30, 2013 was $573.4 million.

On February 8, 2013, we issued an additional $350 million of aggregate principal amount of 5.75% senior unsecured notes. The notes were sold at face value. Interest payments are due on February 15 and August 15 of each year, beginning August 15, 2013.The notes mature on February 15, 2021. The net proceeds were used to repay borrowings under our credit facility and for general partnership purposes.

The notes were co-issued by Genesis Energy Finance Corporation (which has no independent assets or operations) and are fully and unconditionally guaranteed, jointly and severally, by certain of our wholly-owned subsidiaries. We have the right to redeem the notes at any time after February 15, 2017, at a premium to the face amount of the notes that varies based on the time remaining to maturity on the notes. Prior to February 15, 2016, we may also redeem up to 35% of the principal amount for 105.750% of the face amount with the proceeds from an equity offering of our common units.

At September 30, 2013, long-term debt totaled $1.1 billion, consisting of $411.3 million outstanding under our credit facility (including $97.1 million borrowed under the inventory sublimit tranche), a $350.8 million carrying amount of senior unsecured notes due on December 15, 2018 and a $350 million carrying amount of senior unsecured notes due on February 15, 2021.

Cash Flows from Operations

We generally utilize the cash flows we generate from our operations to fund our working capital needs. Excess funds that are generated are used to repay borrowings from our credit facility and to fund capital expenditures. Our operating cash flows can be impacted by changes in items of working capital, primarily variances in the carrying amount of inventory and the timing of payment of accounts payable and accrued liabilities related to capital expenditures.

We typically sell our crude oil in the same month in which we purchase it, and we do not rely on borrowings under our credit facility to pay for such crude oil purchases, other than inventory. During such periods, our accounts receivable and accounts payable generally move in tandem as we make payments and receive payments for the purchase and sale of crude oil.

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In our petroleum products activities, we buy products and typically either move the products to one of our storage facilities for further blending or we sell the product within days of our purchase. The cash requirements for these activities can result in short term increases and decreases in our borrowings under our credit facility.

The storage of crude oil and petroleum products can have a material impact on our cash flows from operating activities. In the month we pay for the stored crude oil or petroleum products, we borrow under our credit facility (or use cash on hand) to pay for the crude oil or petroleum products, utilizing a portion of our operating cash flows. Conversely, cash flow from operating activities increases during the period in which we collect the cash from the sale of the stored crude oil or petroleum products. Additionally, we may be required to deposit margin funds with the NYMEX when prices increase as the value of the derivatives utilized to hedge the price risk in our inventory fluctuates. These deposits also impact our operating cash flows as we borrow under our credit facility or use cash on hand to fund the deposits. On September 30, 2013, our inventory was $32.1 million higher than it was on December 31, 2012. That increased inventory level primarily related to our decision to delay sales and retain on our balance sheet certain hedged refined product inventory due to a precipitous drop in the commodity margins for those products. Although we had hedged that refined product inventory (as well as all of our other product inventory), we believe we ultimately will be able to normalize the margin we make on those refined product volumes by waiting for the related commodity margins and recognized realized hedge losses given our decision to delay sales, to correct to more normal levels/correlations. Our decisions, from time to time, to carry more or less product inventory than usual are often driven by dislocations in the prices/margins for the underlying commodities.

    See Note 11 in our Unaudited Condensed Consolidated Financial Statements for information regarding changes in components of operating assets and liabilities for the nine months ended September 30, 2013 and September 30, 2012.

Net cash flows provided by our operating activities for the nine months ended September 30, 2013 were $109.3 million compared to $142.9 million for the nine months ended September 30, 2012. As discussed above, changes in the cash requirements related to payment for petroleum products or collection of receivables from the sale of inventory impact the cash provided by operating activities. Additionally, changes in the market prices for crude oil and petroleum products can result in fluctuations in our operating cash flows between periods as the cost to acquire a barrel of oil or petroleum products will require more or less cash. The decrease in operating cash flow for the nine months ended September 30, 2013 compared to the same period in 2012 was primarily due to increases in cash requirements to meet working capital needs and lower cash earnings.

Capital Expenditures and Distributions Paid to our Unitholders

We use cash primarily for our operating expenses, working capital needs, debt service, acquisition activities, internal growth projects and distributions we pay to our unitholders. We finance smaller internal growth projects and distributions primarily with cash generated by our operations. Acquisition activities and large internal growth projects have historically been funded with borrowings under our credit facility, equity issuances and/or the issuance of senior unsecured notes.

Capital Expenditures and Business and Asset Acquisitions

A summary of our expenditures for fixed assets, business and other asset acquisitions for the nine months ended September 30, 2013 and September 30, 2012 is as follows:

	Nine Months Ended September 30,
	2013		2012
	(in thousands)
Capital expenditures for fixed and intangible assets:
Pipeline transportation assets	$	88,479	$	37,445
Refinery services assets	2,296		2,295
Supply and logistics assets	116,080		77,414
Information technology systems	1,581		1,175
Total capital expenditures for fixed and intangible assets	208,436		118,329
Capital expenditures for business combinations, net of liabilities assumed:
Acquisition of offshore marine transportation assets	230,921		—
Offshore pipelines (1)	—		205,576
Total business combinations capital expenditures	230,921		205,576
Capital expenditures related to equity investees(2)	71,443		57,072
Total capital expenditures	$	510,800	$	380,977

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(1) In 2012, amount represents the investment to acquire interests in several Gulf of Mexico crude oil pipeline systems.

(2) Amounts represent our investment in the SEKCO pipeline joint venture (see below for more information).

Expenditures for capital assets to grow the partnership distribution will depend on our access to debt and equity capital. We will look for opportunities to acquire assets from other parties that meet our criteria for stable cash flows.

Capital Expenditures for Acquisition

On August 28, 2013, we completed the acquisition of our offshore marine transportation assets, consisting of nine barges and nine tug boats for approximately $230.9 million.

Growth Capital Expenditures

Total capital expenditures on projects currently under construction, and disclosed in the following discussion, are estimated to be approximately $700 million, inclusive of capital expenditures incurred in prior quarters. We anticipate that approximately $425 million of that total will be spent in 2013.

Gulf Coast Infrastructure

We are improving existing assets and developing new infrastructure in Louisiana, including connecting to Exxon Mobil Corporation’s Baton Rouge refinery, one of the largest refinery complexes in North America, with more than 500,000 barrels per day of refining capacity. Our investment includes improving our existing terminal at Port Hudson, Louisiana, constructing a new 18-mile 20-inch diameter crude oil pipeline connecting Port Hudson to the Baton Rouge Scenic Station and continuing downstream to the Anchorage Tank Farm and building a new crude oil unit train unload facility at Scenic Station. The Port Hudson upgrades and new crude oil pipeline are expected to be completed in early 2014, and Scenic Station completion is scheduled for the second quarter of 2014.

Texas City Project

We completed construction on an 18-inch diameter loop of our existing Texas crude oil pipeline into Texas City in the third quarter of 2013, supported by a term contract with one of our refining customers, which we expect will allow us to significantly expand our total service capabilities into the Texas City area , with full commercial operations beginning by the end of 2013.

HollyFrontier Tulsa Project

We are installing a new sour gas processing facility at Holly Refining and Marketing’s refinery complex located in Tulsa, Oklahoma. The new facility, which was substantially completed late in the third quarter of 2013, will remove a portion of the sulfur from the crude oil refined at Holly’s complex and is expected to result in potential additional capacity of 24,000 DST per year of NaHS.

Rail Projects

Walnut Hill - In the first quarter of 2013, we completed construction on the second phase of our crude-by-rail unloading terminal at Walnut Hill, Florida, which includes a 100,000 barrel storage tank and related equipment. This facility is capable of handling unit train shipments of oil for direct deliveries to an existing refinery customer and indirect deliveries (through third-party common carriers) to multiple other markets in the Southeast at the option of the shippers. The unit trains of crude oil received at Walnut Hill, Florida will be inserted downstream for further delivery on our Jay Pipeline System. We have commenced construction on an additional tank at the site with 110,000 barrels of capacity, which will allow us to handle increased rail traffic and higher throughput on our existing connected Jay crude oil pipeline. We estimate this tank will be fully operational at the end of the fourth quarter of 2013.

Wink - In 2012, we completed the initial phase construction of a crude oil rail loading facility in Wink, Texas, designed to move crude oil from West Texas to other markets and giving us the capability to load Genesis and third party railcars. Construction on the second phase of the facility, which we estimate will be operational in the fourth quarter of 2013, will allow us to increase the capacity of this rail loading facility.

Natchez - In the third quarter of 2013, we completed construction on a crude oil rail unloading/loading facility at our existing terminal located in Natchez, Mississippi, which is designed to facilitate the movement of Canadian bitumen/dilbit to Gulf Coast markets. That facility will have the capability to unload bitumen/dilbit as well as load diluent for backhauls to Canada. We have initiated construction on the second phase of the Natchez facility, which will provide an additional 60 railcar spots and additional heated tanks, and anticipate this rail unloading/loading facility expansion to be fully operational in late 2013.

41

Pronghorn - In the second quarter of 2013, we began construction on a new unit train loading facility in the Powder River Basin of the Niobrara Shale Play. The facility will be tied-in to our existing gathering system in the region and is expected to be fully operational in late 2013.

Raceland - In the fourth quarter of 2013, we began construction on a new crude oil unit train unloading facility capable of unloading up to two unit trains per day, located in Raceland, Louisiana. The Raceland Rail Facility will be connected to existing midstream infrastructure that will provide direct pipeline access to both St. James and Baton Rouge area refineries and is expected to be operational in the third quarter of 2014.

Wyoming Gathering Project

In the second quarter of 2013, we completed the re-activation of portions of the related gathering and transportation pipelines in Wyoming and construction of a new pipeline which connects to the Casper, Wyoming markets.

Capital Expenditures Related to Equity Investees

SEKCO, a joint venture with Enterprise Products, is constructing a deepwater pipeline serving the Lucius development area in southern Keathley Canyon of the Gulf of Mexico. The new pipeline is expected to begin service by mid-2014. We have budgeted approximately $200 million for our cumulative share of the pipeline construction through 2014. In 2012, we contributed $63.7 million to SEKCO that was used to fund our share of the construction costs incurred during the year. We have budgeted approximately $125 million in 2013, of which we have paid $71.4 million during the first nine months of 2013. Most cost overruns and other costs incurred associated with weather-related delays will be the responsibility of the producers that have entered into transportation agreements with us.

Distributions to Unitholders

On November 14, 2013, we will pay a distribution of $0.5225 per common unit totaling $46.3 million with respect to the third quarter of 2013 to common unitholders of record on November 1, 2013. This is the thirty-third consecutive quarter in which we have increased our quarterly distribution. Information on our recent distribution history is included in Note 8 to our Unaudited Condensed Consolidated Financial Statements.

Commitments and Off-Balance Sheet Arrangements

Contractual Obligations and Commercial Commitments

There have been no material changes to the commitments and obligations reflected in our Annual Report on Form 10-K for the year ended December 31, 2012.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements, special purpose entities, or financing partnerships, other than as disclosed under “Contractual Obligations and Commercial Commitments” in our Annual Report on Form 10-K for the year ended December 31, 2012, nor do we have any debt or equity triggers based upon our unit or commodity prices.

Forward Looking Statements

The statements in this Quarterly Report on Form 10-Q that are not historical information may be “forward looking statements” as defined under federal law. All statements, other than historical facts, included in this document that address activities, events or developments that we expect or anticipate will or may occur in the future, including things such as plans for growth of the business, future capital expenditures, competitive strengths, goals, references to future goals or intentions and other such references are forward-looking statements, and historical performance is not necessarily indicative of future performance. These forward-looking statements are identified as any statement that does not relate strictly to historical or current facts. They use words such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “could,” “plan,” “position,” “projection,” “strategy,” “should” or “will,” or the negative of those terms or other variations of them or by comparable terminology. In particular, statements, expressed or implied, concerning future actions, conditions or events or future operating results or the ability to generate sales, income or cash flow are forward-looking statements. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Future actions, conditions or events and future results of operations may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results are beyond our ability or the ability of our affiliates to control or predict. Specific factors that could cause actual results to differ from those in the forward-looking statements include, among others:

• demand for, the supply of, our assumptions about, changes in forecast data for, and price trends related to crude oil, liquid petroleum, NaHS, caustic soda and CO2, all of which may be affected by economic activity,

42

capital expenditures by energy producers, weather, alternative energy sources, international events, conservation and technological advances;

• throughput levels and rates;

• changes in, or challenges to, our tariff rates;

• our ability to successfully identify and close strategic acquisitions on acceptable terms (including obtaining third-party consents and waivers of preferential rights), develop or construct energy infrastructure assets, make cost saving changes in operations and integrate acquired assets or businesses into our existing operations;

• service interruptions in our pipeline transportation systems and processing operations;

• shutdowns or cutbacks at refineries, petrochemical plants, utilities or other businesses for which we transport crude oil, petroleum or other products or to whom we sell such products;

• risks inherent in marine transportation and vessel operation, including accidents and discharge of pollutants;

• changes in laws and regulations to which we are subject, including tax withholding issues, accounting pronouncements, and safety, environmental and employment laws and regulations;

• the effects of production declines resulting from the suspension of drilling in the Gulf of Mexico and the effects of future laws and government regulation resulting from the Macondo accident and oil spill in the Gulf;

• planned capital expenditures and availability of capital resources to fund capital expenditures;

• our inability to borrow or otherwise access funds needed for operations, expansions or capital expenditures as a result of our credit agreement and the indenture governing our notes, which contain various affirmative and negative covenants;

• loss of key personnel;

• an increase in the competition that our operations encounter;

• cost and availability of insurance;

• hazards and operating risks that may not be covered fully by insurance;

• our financial and commodity hedging arrangements;

• changes in global economic conditions, including capital and credit markets conditions, inflation and interest rates;

• natural disasters, accidents or terrorism;

• changes in the financial condition of customers or counterparties;

• adverse rulings, judgments, or settlements in litigation or other legal or tax matters;

• the treatment of us as a corporation for federal income tax purposes or if we become subject to entity-level taxation for state tax purposes; and

• the potential that our internal controls may not be adequate, weaknesses may be discovered or remediation of any identified weaknesses may not be successful and the impact these could have on our unit price.

You should not put undue reliance on any forward-looking statements. When considering forward-looking statements, please review the risk factors described under “Risk Factors” discussed in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2012. These risks may also be specifically described in our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and Form 8-K/A and other documents that we may file from time to time with the SEC. Except as required by applicable securities laws, we do not intend to update these forward-looking statements and information.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The following should be read in conjunction with Quantitative and Qualitative Disclosures About Market Risk included under Item 7A in our Annual Report on Form 10-K for the year ended December 31, 2012. There have been no material changes that would affect the quantitative and qualitative disclosures provided therein. Also, see Note 12 to our Unaudited Condensed Consolidated Financial Statements for additional discussion related to derivative instruments and hedging activities.

Item 4. Controls and Procedures

We maintain disclosure controls and procedures and internal controls designed to ensure that information required to be disclosed in our filings under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Our chief executive officer and chief

43

financial officer, with the participation of our management, have evaluated our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q and have determined that such disclosure controls and procedures are effective in ensuring that material information required to be disclosed in this Quarterly Report on Form 10-Q is accumulated and communicated to them and our management to allow timely decisions regarding required disclosures.

There were no changes during the period covered by this report that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

44

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Information with respect to this item has been incorporated by reference from our Annual Report on Form 10-K for the year ended December 31, 2012. There have been no material developments in legal proceedings since the filing of such Form 10-K.

Item 1A. Risk Factors

There has been no material change in our risk factors as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012, except as supplemented by our Quarterly Reports on Form 10-Q and Periodic Reports on Form 8-K. For additional information about our risk factors, see Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2012, as well as any risk factors contained in other filings with the SEC, including Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and Form 8-K/A and other documents that we may file from time to time with the SEC.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits.

(a) Exhibits

	3.1	Certificate of Limited Partnership of Genesis Energy, L.P. (incorporated by reference to Exhibit 3.1 to Amendment No. 2 to Registration Statement on Form S-1, File No. 333-11545).
	3.2	Amendment to the Certificate of Limited Partnership of Genesis Energy, L.P. (incorporated by reference to Exhibit 3.2 to Form 10-Q for the quarterly period ended June 30, 2011, File No. 011-12295).
	3.3	Fifth Amended and Restated Agreement of Limited Partnership of Genesis Energy, L.P. (incorporated by reference to Exhibit 3.1 to Form 8-K dated January 3, 2011, File No. 001-12295).
	3.4	Certificate of Conversion of Genesis Energy, Inc. a Delaware corporation, into Genesis Energy, LLC, a Delaware limited liability company (incorporated by reference to Exhibit 3.1 to Form 8-K dated January 7, 2009, File No. 001-12295).
	3.5	Certificate of Formation of Genesis Energy, LLC (formerly Genesis Energy, Inc.) (incorporated by reference to Exhibit 3.2 to Form 8-K dated January 3, 2011, File No. 001-12295).
	3.6	Second Amended and Restated Limited Liability Company Agreement of Genesis Energy, LLC dated December 28, 2010 (incorporated by reference to Exhibit 3.2 to Form 8-K dated January 3, 2011, File No. 001-12295).
	4.1	Form of Unit Certificate of Genesis Energy, L.P. (incorporated by reference to Exhibit 4.1 to Form 10-K for the year ended December 31, 2007, File No. 001-12295).
*	10.1	First Amendment to Third Amended and Restated Credit Agreement dated August 12, 2013, among Genesis Energy, L.P. as borrower, Wells Fargo Bank, National Association, as administrative agent, Bank of America N.A. and Bank of Montreal as co-syndication agents, U.S. Bank National Association as documentation agent, and the lenders party thereto.

45

*	31.1	Certification by Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
*	31.2	Certification by Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
*	32	Certification by Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934.
*	101.INS	XBRL Instance Document
*	101.SCH	XBRL Schema Document
*	101.CAL	XBRL Calculation Linkbase Document
*	101.LAB	XBRL Label Linkbase Document
*	101.PRE	XBRL Presentation Linkbase Document
*	101.DEF	XBRL Definition Linkbase Document

* Filed herewith

46

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	GENESIS ENERGY, L.P. (A Delaware Limited Partnership)
By:	GENESIS ENERGY, LLC, as General Partner

Date:	November 1, 2013	By:	/s/ ROBERT V. DEERE
			Robert V. Deere
			Chief Financial Officer

47

EX-10.1

Exhibit 10.1

FIRST AMENDMENT
TO

THIRD AMENDED AND RESTATED CREDIT AGREEMENTdated as of

August 12, 2013

among

GENESIS ENERGY, L.P.,

as the Borrower

and

The Lenders Party Hereto

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent,

BANK OF AMERICA, N.A. AND BANK OF MONTREAL,

as Co-Syndication Agents,

and

U.S. BANK NATIONAL ASSOCIATION,

as Documentation Agent

Exhibit 10.1

FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT

THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “First Amendment”) dated as of August 12, 2013, is by and among GENESIS ENERGY, L.P., a Delaware limited partnership (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below (the “Lenders”) and the Lenders.

R E C I T A L S

A.    The Borrower, the Lenders, the Administrative Agent and the other agents referred to therein are parties to that certain Third Amended and Restated Credit Agreement dated as of July 25, 2012 (as further amended from time to time, the “Credit Agreement”), pursuant to which the Lenders have made certain Loans and provided certain Commitments (subject to the terms and conditions thereof) to the Borrower.

B.    The Borrower wishes, and the Lenders signatory hereto and the Administrative Agent are willing, to amend the Credit Agreement as more fully described herein.

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

Section 1.Defined Terms. Each capitalized term used herein but not otherwise defined herein has the meaning given such term in the Credit Agreement. Unless otherwise indicated, all article, schedule, exhibit and section references in this First Amendment refer to articles and sections of the Credit Agreement.

As used in this First Amendment, the following terms have the meaning specified below:

“First Amendment Effective Date” has the meaning assigned to such term in Section 4 hereof.

Section 2.Amendments to Credit Agreement.

2.1Amendments to Section 1.01 (Defined Terms).

(a)The definition of “Agreement” is hereby amended and restated in its entirety to read as follows:

“Agreement” means the Existing Credit Agreement, as amended and restated by this Third Amended and Restated Credit Agreement, as amended by the First Amendment, as the same may be amended, modified, restated, or replaced from time to time, and any annexes, exhibits and schedules to any of the foregoing.

1

Exhibit 10.1

(b)The definition of “Excluded Property” is hereby amended and restated in its entirety to read as follows:

“Excluded Property” means any (a) tract, or group of related tracts, of Real Property acquired by the Borrower or any Restricted Subsidiary (other than from a Borrower Party) after the date of this Agreement having a fair market value (when including the fair market value of improvements thereon) on the acquisition date thereof of less than $10,000,000 in the aggregate for such group; provided, however, that with respect to projects undertaken in connection with Organic Growth, the term “acquisition date” shall mean the “in-service” date of the relevant project, (b) vehicles, aircraft and other goods covered by a certificate of title, (c)(i) marine vessels owned on the Effective Date and each marine vessel purchased or otherwise acquired by any Borrower Party after the Effective Date if the consideration paid by such Borrower Party in the transaction or group of related transactions related to such acquisition is less than $10,800,000, (ii) marine vessels acquired pursuant to the Hornbeck Acquisition and (iii) Vessels Under Construction, (d) rights in or to letters of credit (including letter of credit rights (as defined in the UCC)), (e) the Excluded Accounts, (f) Property subject to a Lien permitted pursuant to Section 6.02(f) or (h) (so long (and only so long) as the documents evidencing the Indebtedness secured thereby and permitted pursuant to Section 6.01(h) or (g), respectively, prohibit Liens thereon securing the Secured Obligations) and (g) the Sterling Assets to the extent the fair market value thereof does not exceed $30,000,000, the Permitted JV Accounts and the Wharton and Duval County Properties.

(c)The following definitions are hereby added to Section 1.01 of the Credit Agreement where alphabetically appropriate:

“First Amendment” means the First Amendment to Third Amended and Restated Credit Agreement, dated as of August 12, 2013, among the Borrower, the Administrative Agent and the Lenders party thereto.

“First Amendment Effective Date” has the meaning assigned to such term in the First Amendment.

“Hornbeck Acquisition” means the asset purchase contemplated to be made pursuant to that certain Asset Purchase Agreement, dated as of July 22, 2013, by and between Hornbeck Offshore Transportation, LLC and Genesis Marine, LLC, as amended from time to time prior to the closing of such transaction.

“Vessels Under Construction means the marine vessels under construction pursuant to that certain Construction Contract No. 9189, dated April 3, 2013, by and between Genesis Marine, LLC and Jeffboat LLC.

Section 3.Waiver of Time Period. Pursuant to clause (k) of the definition of Permitted Acquisition in the Credit Agreement, the Borrower is required to deliver a certificate in respect of

2

Exhibit 10.1

each applicable Permitted Acquisition at least seven Business Days prior to the proposed date of consummation of such Permitted Acquisition. Solely in respect of the Hornbeck Acquisition (as defined above), each of the Lenders signatory hereto hereby agrees to reduce such seven Business Day prior delivery requirement to two Business Days.

Section 4.Conditions Precedent. This First Amendment shall not become effective until the date (the “First Amendment Effective Date”) on which each of the following conditions is satisfied (or waived in accordance with Section 9.02 of the Credit Agreement):

4.1Counterparts. The Administrative Agent shall have received from the Required Lenders and the Borrower, executed counterparts (in such number as may be requested by the Administrative Agent) of this First Amendment.

4.2Fees. The Administrative Agent, the Arrangers and the Lenders shall have received all fees and other amounts due and payable on or prior to the First Amendment Effective Date, including, to the extent invoiced, reimbursement or payment of all out of pocket expenses required to be reimbursed or paid by the Borrower under the Credit Agreement.

The Administrative Agent shall notify the Borrower and the Lenders of the First Amendment Effective Date, and such notice shall be conclusive and binding.

Section 5.Miscellaneous.

5.1Confirmation. The provisions of the Loan Documents, as amended by this First Amendment, shall remain in full force and effect in accordance with their terms following the effectiveness of this First Amendment.

5.2Ratification and Affirmation; Representations and Warranties. Each of the undersigned does hereby adopt, ratify, and confirm the Credit Agreement and the other Loan Documents, as amended hereby, and its obligations thereunder. The Borrower hereby (a) acknowledges, renews and extends its continued liability under, each Loan Document to which it is a party and agrees that each Loan Document to which it is a party remains in full force and effect, except as expressly amended hereby, notwithstanding the amendments contained herein and (b) represents and warrants to the Lenders that: (i) as of the date hereof, after giving effect to the terms of this First Amendment, all of the representations and warranties contained in each Loan Document to which it is a party are true and correct in all material respects, except to the extent any such representations and warranties are expressly limited to an earlier date, in which case, such representations and warranties shall continue to be true and correct in all material respects as of such specified earlier date as supplemented or subject to such qualifications as are set forth in the applicable Schedule(s) as of the First Amendment Effective Date and (ii) (A) as of the date hereof, no Default has occurred and is continuing and (B) immediately after giving effect to this First Amendment, no Default will have occurred and be continuing.

5.3Loan Document. This First Amendment and each agreement, instrument, certificate or document executed by the Borrower or any of its officers in connection therewith are "Loan

3

Exhibit 10.1

Documents" as defined and described in the Credit Agreement and all of the terms and provisions of the Loan Documents relating to other Loan Documents shall apply hereto and thereto.

5.4Counterparts. This First Amendment may be executed by one or more of the parties hereto in any number of separate counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of this First Amendment by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart hereof.

5.5NO ORAL AGREEMENT. THIS FIRST AMENDMENT, THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS EXECUTED IN CONNECTION HEREWITH AND THEREWITH REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR UNWRITTEN ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO SUBSEQUENT ORAL AGREEMENTS BETWEEN THE PARTIES.

5.6GOVERNING LAW. THIS FIRST AMENDMENT (INCLUDING, BUT NOT LIMITED TO, THE VALIDITY AND ENFORCEABILITY HEREOF) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

[signature pages follow]

4

Exhibit 10.1

IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be duly executed as of the date first written above.

BORROWER:	GENESIS ENERGY, L.P.
	By: GENESIS ENERGY, LLC, its general partner
	By: /s/ Robert V. Deere
	Robert V. Deere
	Chief Financial Officer

Exhibit 10.1

WELLS FARGO BANK, NATIONAL

ASSOCIATION, as Administrative Agent, Issuing

Bank and a Lender

By: /s/ Rachel Bowman

Name: Rachel Bowman

Title: Assistant Vice President

Exhibit 10.1

Bank of America, N.A., as a Lender

By: /s/ Michael Clayborne

Name: Michael Clayborne

Title: Vice President

Exhibit 10.1

BMO Harris Financing, Inc., as a Lender

By: /s/ Kevin Utsey

Name: Kevin Utsey

Title: Director

Exhibit 10.1

Citibank, N.A., as a Lender

By: /s/ Mason McGurrin

Name: Mason McGurrin

Title: Vice President

Exhibit 10.1

DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender

By: /s/ Michael Getz

Name: Michael Getz

Title: Vice President

For Lenders requiring an additional signatory:

By: /s/ Marcus M. Tarkington

Name: Marcus M. Tarkington

Title: Director

Exhibit 10.1

ROYAL BANK OF CANADA, as a Lender

By: /s/ Jason S. York

Name: Jason S. York

Title: Authorized Signatory

Exhibit 10.1

THE BANK OF NOVA SCOTIA, as a Lender

By: /s/ Mark Sparrow

Name: Mark Sparrow

Title: Director

Exhibit 10.1

SCOTIABANC INC., as a Lender

By: /s/ J.F. Todd

Name: J.F. Todd

Title: Managing Director

Exhibit 10.1

Compass Bank, as a Lender

By: /s/ Ian Payne

Name: Ian Payne

Title: Vice President

Exhibit 10.1

REGIONS BANK, as a Lender

By: /s/ David Valentine

Name: David Valentine

Title: Vice President

Exhibit 10.1

ABN AMRO Capital USA LLC, as a Lender

By: /s/ David Montgomery

Name: David Montgomery

Title: Executive Director

By: /s/ Darrell Holley

Name: Darrell Holley

Title: Managing Director

Exhibit 10.1

U.S. BANK NATIONAL ASSOCIATION, as a Lender

By: /s/ Jonathan H. Lee

Name: Jonathan H. Lee

Title: Vice President

Exhibit 10.1

AMEGY BANK NATIONAL ASSOCATION, as a Lender

By: /s/ Thomas Kleiderer

Name: Thomas Kleiderer

Title: Vice President

Exhibit 10.1

Cadence Bank N.A, as a Lender

By: /s/ William W. Brown

Name: William W. Brown

Title: Senior Vice President

Exhibit 10.1

COMERICA BANK, as a Lender

By: /s/ Paul J. Edmonds

Name: Paul J. Edmonds

Title: Senior Vice President

Exhibit 10.1

Sovereign Bank, N.A., as a Lender

By: /s/ Gilbert Torres

Name: Gilbert Torres

Title: Senior Vice President

By: /s/ Puiki Lok

Name: Puiki Lok

Title: Vice President

Exhibit 10.1

Sumitomo Mitsui Banking Corporation, as a Lender

By: /s/ Shuji Yabe

Name: Shuji Yabe

Title: Managing Director

Exhibit 10.1

Trustmark National Bank, as a Lender

By: /s/ Michael N. Oakes

Name: Michael N. Oakes

Title: Senior Vice President

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Grant E. Sims, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Genesis Energy, L.P.;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:

a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation, and

d. disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors:

a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	November 1, 2013	/s/ Grant E. Sims
		Grant E. Sims
		Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Robert V. Deere, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Genesis Energy, L.P.;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation, and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors:

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	November 1, 2013	/s/ Robert V. Deere
		Robert V. Deere
		Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION BY CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Genesis Energy, L.P. (the “Partnership”) for the period ended September 30, 2013 (the “Report”) filed with the Securities and Exchange Commission on the date hereof, the undersigned, Grant E. Sims, Chief Executive Officer and Robert V. Deere, Chief Financial Officer of Genesis Energy, LLC, the general partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Partnership’s Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership.

November 1, 2013	/s/ Grant E. Sims
	Grant E. Sims
	Chief Executive Officer,
	Genesis Energy, LLC
November 1, 2013	/s/ Robert V. Deere
	Robert V. Deere
	Chief Financial Officer,
	Genesis Energy, LLC

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Supplemental Cash Flow Information

9 Months Ended

Sep. 30, 2013

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

11. Supplemental Cash Flow Information

The following table provides information regarding the net changes in components of operating assets and liabilities.

	Nine Months Ended September 30,
	2013			2012
(Increase) decrease in:
Accounts receivable	$	(92,906	)	$	(80,789	)
Inventories	(32,073		)	33,826
Other current assets	13,897			1,846
Increase (decrease) in:
Accounts payable	75,506			57,851
Accrued liabilities	7,222			6,144
Net changes in components of operating assets and liabilities	$	(28,354	)	$	18,878

Payments of interest and commitment fees were $32.5 million and $24.4 million for the nine months ended September 30, 2013 and September 30, 2012, respectively.

At September 30, 2013 and September 30, 2012, we had incurred liabilities for fixed and intangible asset additions totaling $22.9 million and $4.8 million, respectively, that had not been paid at the end of the third quarter, and, therefore, were not included in the caption “Payments to acquire fixed and intangible assets” under Cash Flows from Investing Activities in the Unaudited Condensed Consolidated Statements of Cash Flows.

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Partners' Capital And Distributions (Distributions) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012
Distribution Made to Limited Partner, Distribution Date	Nov. 14, 2013	Aug. 14, 2013	May 15, 2013	Feb. 14, 2013	Nov. 14, 2012	Aug. 14, 2012	May 15, 2012
Per Unit Amount	$ 0.5225	$ 0.5100	$ 0.4975	$ 0.4850	$ 0.4725	$ 0.4600	$ 0.4500
Distribution Made to Limited Partner, Cash Distributions Paid	$ 46,344	$ 42,302	$ 40,405	$ 39,390	$ 38,375	$ 36,563	$ 35,768

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Condensed Consolidated Statements Of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
REVENUES:
Supply And Logistics Revenues	$ 1,184,191	$ 974,696	$ 3,400,786	$ 2,815,849
Refinery Services Revenues	52,410	47,977	153,370	144,342
Pipeline Transportation Services Revenues	23,217	19,164	66,533	55,794
Total revenues	1,259,818	1,041,837	3,620,689	3,015,985
COSTS AND EXPENSES:
Supply and logistics product costs	1,116,871	911,399	3,185,302	2,630,444
Supply and logistics operating costs	50,870	40,953	146,235	119,576
Refinery services operating costs	33,040	29,243	98,304	91,072
Pipeline transportation operating costs	6,278	5,911	20,507	15,995
General and administrative	12,095	10,375	35,156	29,934
Depreciation and amortization	16,066	14,838	46,789	45,447
Total costs and expenses	1,235,220	1,012,719	3,532,293	2,932,468
OPERATING INCOME	24,598	29,118	88,396	83,517
Equity in earnings of equity investees	7,059	3,432	16,618	7,971
Interest expense	(12,587)	(9,873)	(36,282)	(30,697)
Income before income taxes	19,070	22,677	68,732	60,791
Income tax benefit (expense)	(596)	8,517	(510)	8,591
NET INCOME	$ 18,474	$ 31,194	$ 68,222	$ 69,382
NET INCOME PER COMMON UNIT:
Basic and Diluted	$ 0.22	$ 0.39	$ 0.83	$ 0.90
WEIGHTED AVERAGE OUTSTANDING COMMON UNITS:
Basic and Diluted	83,878	79,901	82,361	77,410

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Fixed Assets

9 Months Ended

Sep. 30, 2013

Fixed Assets And Asset Retirement Obligations [Abstract]

Fixed Assets And Asset Retirement Obligations

4. Fixed Assets

Fixed Assets

Fixed assets consisted of the following:

	September 30, 2013			December 31, 2012
Pipelines and related assets	$	268,650		$	226,831
Machinery and equipment	110,710			87,502
Transportation equipment	19,751			21,170
Marine vessels	529,891			298,054
Land, buildings and improvements	20,002			15,606
Office equipment, furniture and fixtures	5,436			4,964
Construction in progress	180,892			52,541
Other	20,645			16,557
Fixed assets, at cost	1,155,977			723,225
Less: Accumulated depreciation	(186,640		)	(157,944		)
Net fixed assets	$	969,337		$	565,281

Our depreciation expense for the periods presented was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Depreciation expense	$	11,365	$	9,202	$	32,930	$	27,246

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Inventories (Tables)

9 Months Ended

Sep. 30, 2013

Inventory Disclosure [Abstract]

Schedule Of Major Components Of Inventories

The major components of inventories were as follows:

	September 30, 2013		December 31, 2012
Petroleum products	$	85,121	$	58,943
Crude oil	26,767		15,885
Caustic soda	2,028		5,636
NaHS	5,181		6,573
Other	25		13
Total	$	119,122	$	87,050

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 30, 2012
Income Taxes [Abstract]
Unrecognized Tax Benefits, Decrease Resulting from Settlements with Taxing Authorities	$ 8.2

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Business Segment Information (Reconciliation Of Segment Margin To (Loss) Income Before Income Taxes) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Segment Reporting [Abstract]
Segment margin	$ 64,824	$ 65,929	$ 207,331	$ 189,012
Corporate general and administrative expenses	(11,113)	(9,428)	(32,255)	(26,756)
Depreciation and amortization	(16,066)	(14,838)	(46,789)	(45,447)
Interest expense	(12,587)	(9,873)	(36,282)	(30,697)
Distributable cash from equity investees in excess of equity in earnings	(5,204)	(5,613)	(16,659)	(19,098)
Non-cash items not included in segment margin	507	(2,222)	(2,828)	(2,475)
Cash payments from direct financing leases in excess of earnings	(1,291)	(1,278)	(3,786)	(3,748)
Income before income taxes	$ 19,070	$ 22,677	$ 68,732	$ 60,791

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Derivatives

9 Months Ended

Sep. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

12. Derivatives

Commodity Derivatives

We have exposure to commodity price changes related to our inventory and purchase commitments. We utilize derivative instruments (primarily futures and options contracts traded on the NYMEX) to hedge our exposure to commodity prices, primarily of crude oil, fuel oil and petroleum products. Our decision as to whether to designate derivative instruments as fair value hedges for accounting purposes relates to our expectations of the length of time we expect to have the commodity price exposure and our expectations as to whether the derivative contract will qualify as highly effective under accounting guidance in limiting our exposure to commodity price risk. Most of the petroleum products, including fuel oil that we supply, cannot be hedged with a high degree of effectiveness with derivative contracts available on the NYMEX; therefore, we do not designate derivative contracts utilized to limit our price risk related to these products as hedges for accounting purposes. Typically we utilize crude oil and other petroleum products futures and option contracts to limit our exposure to the effect of fluctuations in petroleum products prices on the future sale of our inventory or commitments to purchase petroleum products, and we recognize any changes in fair value of the derivative contracts as increases or decreases in our cost of sales. The recognition of changes in fair value of the derivative contracts not designated as hedges for accounting purposes can occur in reporting periods that do not coincide with the recognition of gain or loss on the actual transaction being hedged. Therefore we will, on occasion, report gains or losses in one period that will be partially offset by gains or losses in a future period when the hedged transaction is completed.

At September 30, 2013, we had the following outstanding derivative commodity contracts that were entered into to economically hedge inventory or fixed price purchase commitments. We had no outstanding derivative contracts that were designated as hedges under accounting rules.

	Sell (Short) Contracts		Buy (Long) Contracts
Not qualifying or not designated as hedges under accounting rules:
Crude oil futures:
Contract volumes (1,000 bbls)	335		75
Weighted average contract price per bbl	$	103.01	$	103.47
Crude oil LLS/WTI swaps:
Contract volumes (1,000 bbls)	110		60
Weighted average contract price per bbl	$	0.09	$	25.25
Diesel futures:
Contract volumes (1,000 bbls)	39		22
Weighted average contract price per gal	$	3.02	$	2.97
#6 Fuel oil futures:
Contract volumes (1,000 bbls)	898		—
Weighted average contract price per bbl	$	92.81	$	—
Crude oil options:
Contract volumes (1,000 bbls)	315		95
Weighted average premium received	$	1.47	$	0.29
Diesel options:
Contract volumes (1,000 bbls)	30		—
Weighted average premium received	$	2.50	$	—

Financial Statement Impacts

Unrealized gains are subtracted from net income and unrealized losses are added to net income in determining cash flows from operating activities. To the extent that we have fair value hedges outstanding, the offsetting change recorded in the fair value of inventory is also eliminated from net income in determining cash flows from operating activities. Changes in margin deposits necessary to fund unrealized losses also affect cash flows from operating activities.

The following tables reflect the estimated fair value gain (loss) position of our derivatives at September 30, 2013 and December 31, 2012:

Fair Value of Derivative Assets and Liabilities

	Unaudited Condensed Consolidated Balance Sheets Location	Fair Value
		September 30, 2013			December 31, 2012
Asset Derivatives:
Commodity derivatives - futures and call options (undesignated hedges):
Gross amount of recognized assets	Current Assets - Other	$	1,053		$	758
Gross amount offset in the Unaudited Condensed Consolidated Balance Sheets	Current Assets - Other	(851		)	(758		)
Net amount of assets presented in the Unaudited Condensed Consolidated Balance Sheets		$	202		$	—
Liability Derivatives:
Commodity derivatives - futures and call options (undesignated hedges):
Gross amount of recognized liabilities	Current Assets - Other (1)	$	(851	)	$	(3,357	)
Gross amount offset in the Unaudited Condensed Consolidated Balance Sheets	Current Assets - Other (1)	851			3,357
Net amount of liabilities presented in the Unaudited Condensed Consolidated Balance Sheets		$	—		$	—

(1) These derivative liabilities have been funded with margin deposits recorded in our Unaudited Condensed Consolidated Balance Sheets under Current Assets - Other.

Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists.  Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin.  Our exchange-traded derivatives are transacted through brokerage accounts and are subject to margin requirements as established by the respective exchange.  On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin.  As of September 30, 2013, we had a net broker receivable of approximately $4.9 million (consisting of initial margin of $4.6 million increased by $0.3 million of variation margin).  As of December 31, 2012, we had a net broker receivable of approximately $3.6 million (consisting of initial margin of $4.1 million reduced by $0.5 million of variation margin that had been returned to us).  At September 30, 2013 and December 31, 2012, none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings. 

Effect on Operating Results

		Amount of Gain (Loss) Recognized in Income
	Unaudited Condensed Consolidated Statements of Operations Location	Three Months Ended September 30,						Nine Months Ended September 30,
		2013			2012			2013			2012
Commodity derivatives - futures and call options:
Contracts not considered hedges under accounting guidance	Supply and logistics product costs	$	(4,522	)	$	(5,817	)	$	(2,877	)	$	(2,959	)
Total commodity derivatives		$	(4,522	)	$	(5,817	)	$	(2,877	)	$	(2,959	)

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Intangible Assets (Schedule Of Components Of Intangible Assets) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	$ 202,534	$ 256,311
Intangible assets, Accumulated Amortization	136,781	181,246
Intangible assets, Carrying Value	65,753	75,065
Refinery Services Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	94,654	94,654
Intangible assets, Accumulated Amortization	74,504	69,167
Intangible assets, Carrying Value	20,150	25,487
Refinery Services Licensing Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	38,678	38,678
Intangible assets, Accumulated Amortization	25,264	22,892
Intangible assets, Carrying Value	13,414	15,786
Refinery Services Supplier Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	0	36,469
Intangible assets, Accumulated Amortization	0	36,469
Intangible assets, Carrying Value	0	0
Refinery Services Segment Total [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	133,332	169,801
Intangible assets, Accumulated Amortization	99,768	128,528
Intangible assets, Carrying Value	33,564	41,273
Supply And Logistics Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	35,430	35,430
Intangible assets, Accumulated Amortization	28,027	26,403
Intangible assets, Carrying Value	7,403	9,027
Supply And Logistics Intangibles Associated With Lease [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	13,260	13,260
Intangible assets, Accumulated Amortization	2,920	2,565
Intangible assets, Carrying Value	10,340	10,695
Supply And Logistics Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	0	18,888
Intangible assets, Accumulated Amortization	0	18,888
Intangible assets, Carrying Value	0	0
Supply And Logistics Segment Total [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	48,690	67,578
Intangible assets, Accumulated Amortization	30,947	47,856
Intangible assets, Carrying Value	17,743	19,722
Other [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	20,512	18,932
Intangible assets, Accumulated Amortization	6,066	4,862
Intangible assets, Carrying Value	$ 14,446	$ 14,070

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Transactions With Related Parties (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Sandhill [Member]
Related Party Transaction [Line Items]
Due from related parties	$ 0.3	$ 0.3
Sandhill Group Llc [Member]
Related Party Transaction [Line Items]
Percentage of interest held	50.00%

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Acquisition Acquisition (Selected Financial Information) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013
Acquisition (Selected Financial Information) [Abstract]
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual	$ 2,520	$ 2,520
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual	$ 8,651	$ 8,651

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Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2013

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Schedule Of Components Of Intangible Assets

The following table summarizes the components of our intangible assets at the dates indicated:

	September 30, 2013						December 31, 2012
	Gross Carrying Amount		Accumulated Amortization		Carrying Value		Gross Carrying Amount		Accumulated Amortization		Carrying Value
Refinery Services:
Customer relationships	$	94,654	$	74,504	$	20,150	$	94,654	$	69,167	$	25,487
Licensing agreements	38,678		25,264		13,414		38,678		22,892		15,786
Supplier relationships	—		—		—		36,469		36,469		—
Segment total	133,332		99,768		33,564		169,801		128,528		41,273
Supply & Logistics:
Customer relationships	35,430		28,027		7,403		35,430		26,403		9,027
Intangibles associated with lease	13,260		2,920		10,340		13,260		2,565		10,695
Trade names	—		—		—		18,888		18,888		—
Segment total	48,690		30,947		17,743		67,578		47,856		19,722
Other	20,512		6,066		14,446		18,932		4,862		14,070
Total	$	202,534	$	136,781	$	65,753	$	256,311	$	181,246	$	75,065

Amortization Expense

Our amortization expense for the periods presented was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Amortization expense	$	3,656	$	4,520	$	10,892	$	15,390

Schedule of Expected Amortization Expense

We estimate that our amortization expense for the next five years will be as follows:

Remainder of	2013	$	3,655
	2014	$	12,500
	2015	$	10,692
	2016	$	9,230
	2017	$	8,067

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Equity Investees (Tables)

9 Months Ended

Sep. 30, 2013

Equity Method Investments and Joint Ventures [Abstract]

Consolidated Financial Statements Related To Equity Investees

The following table presents information included in our Unaudited Condensed Consolidated Financial Statements related to our equity investees.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Genesis’ share of operating earnings	$	9,641		$	5,978		$	24,512		$	15,611
Amortization of excess purchase price	(2,582		)	(2,546		)	(7,894		)	(7,640		)
Net equity in earnings	$	7,059		$	3,432		$	16,618		$	7,971
Distributions received	$	11,610		$	9,045		$	32,624		$	27,069

Schedule Of Balance Sheet Information For Equity Investees

The following tables present the combined unaudited balance sheet and income statement information (on a 100% basis) of our equity investees:

	September 30, 2013		December 31, 2012
BALANCE SHEET DATA:
Assets
Current assets	$	83,886	$	74,906
Fixed assets, net	1,021,106		832,525
Other assets	7,727		10,202
Total assets	$	1,112,719	$	917,633
Liabilities and equity
Current liabilities	$	78,979	$	112,321
Other liabilities	182,210		134,731
Equity	851,530		670,581
Total liabilities and equity	$	1,112,719	$	917,633

Schedule Of Operations For Equity Investees

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
INCOME STATEMENT DATA:
Revenues	$	49,239	$	39,799	$	135,507	$	113,769
Operating income	$	28,419	$	19,810	$	75,946	$	53,597
Net income	$	27,725	$	19,196	$	73,928	$	51,553

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Equity Investees (Schedule Of Balance Sheet Information For Equity Investees) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Equity Method Investments and Joint Ventures [Abstract]
Current assets	$ 83,886	$ 74,906
Fixed assets, net	1,021,106	832,525
Other assets	7,727	10,202
Total assets	1,112,719	917,633
Current liabilities	78,979	112,321
Other liabilities	182,210	134,731
Equity	851,530	670,581
Total liabilities and equity	$ 1,112,719	$ 917,633

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Fair-Value Measurements (Tables)

9 Months Ended

Sep. 30, 2013

Fair Value Disclosures [Abstract]

Placement Of Assets And Liabilities Within The Fair Value Hierarchy Levels

The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at the dates indicated.

	Fair Value at							Fair Value at
	September 30, 2013							December 31, 2012
Recurring Fair Value Measures	Level 1			Level 2		Level 3		Level 1			Level 2		Level 3
Commodity derivatives:
Assets	$	1,053		$	—	$	—	$	758		$	—	$	—
Liabilities	$	(851	)	$	—	$	—	$	(3,357	)	$	—	$	—

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Inventories (Schedule Of Major Components Of Inventories) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Inventory Disclosure [Abstract]
Petroleum products	$ 85,121	$ 58,943
Crude oil	26,767	15,885
Caustic soda	2,028	5,636
NaHS	5,181	6,573
Other	25	13
Total	$ 119,122	$ 87,050

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Intangible Assets (Schedule of Amortization and Future Amortization Expense) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Amortization expense on intangible assets	$ 3,656	$ 4,520	$ 10,892	$ 15,390
Estimated amortization expense, remainder of 2013	3,655		3,655
Estimated amortization expense, 2014	12,500		12,500
Estimated amortization expense, 2015	10,692		10,692
Estimated amortization expense, 2016	9,230		9,230
Estimated amortization expense, 2017	$ 8,067		$ 8,067

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Transactions With Related Parties (Tables)

9 Months Ended

Sep. 30, 2013

Related Party Transactions [Abstract]

Schedule Of Transactions With Related Parties

Sales, purchases and other transactions with affiliated companies, in the opinion of management, are conducted under terms no more or less favorable than then-existing market conditions. The transactions with related parties were as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Revenues:
Sales of CO2 to Sandhill Group, LLC (1)	$	863	$	838	$	2,344	$	2,111
Petroleum products sales to Davison family businesses	399		326		1,043		1,012
Petroleum products sales to an affiliate of the Quintana Group (2)	—		6,376		—		21,142
Costs and expenses:
Amounts paid to our CEO in connection with the use of his aircraft	$	150	$	150	$	450	$	450
Marine operating fuel and expenses provided by an affiliate of the Quintana Group (2)	—		1,980		—		6,181

(1) We own a 50% interest in Sandhill Group, LLC.

(2) The Quintana Group monetized all of its remaining investment in our common units on October 5, 2012. Transactions with the Quintana Group are included in the above table as related party transactions through October 5, 2012.

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Derivatives Derivatives (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 30, 2013	Dec. 31, 2012
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Receivables from Brokers-Dealers and Clearing Organizations	$ 4.6	$ 3.6
Margin Deposit Assets	4.9	4.1
Increase (Decrease) in Margin Deposits Outstanding	$ 0.3	$ 0.5

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Derivatives (Schedule Of Effect On Operating Results) (Details) (Total Commodity Derivatives [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) Recognized in Income, Supply & Logistics Product Costs	$ (4,522)	$ (5,817)	$ (2,877)	$ (2,959)
Not Designated As Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) Recognized in Income, Supply & Logistics Product Costs	$ (4,522)	$ (5,817)	$ (2,877)	$ (2,959)

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Fixed Assets Depreciation Expense (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 11,365	$ 9,202	$ 32,930	$ 27,246

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Condensed Consolidating Financial Information (Condensed Consolidating Balance Sheet) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2012	Dec. 31, 2011
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	$ 16,859	$ 11,282	$ 15,461	$ 10,817
Other current assets	507,210	392,752
Total current assets	524,069	404,034
Fixed Assets, at cost	1,155,977	723,225
Less: Accumulated depreciation	(186,640)	(157,944)
Net fixed assets	969,337	565,281
Goodwill	325,046	325,046
Other assets, net	256,051	266,068
Equity investees	605,067	549,235
Investments in subsidiaries	0	0
TOTAL ASSETS	2,679,570	2,109,664
Current liabilities	410,205	312,651
Senior secured credit facility	411,300	500,000
SENIOR UNSECURED NOTES	700,804	350,895
Deferred tax liabilities	13,625	13,810
Other liabilities	17,419	15,813
Total liabilities	1,553,353	1,193,169
Partners' capital	1,126,217	916,495
TOTAL LIABILITIES AND PARTNERS' CAPITAL	2,679,570	2,109,664
Genesis Energy, L.P. (Parent And Co-Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	20	10	11	3
Other current assets	975,220	745,589
Total current assets	975,240	745,599
Fixed Assets, at cost	0	0
Less: Accumulated depreciation	0	0
Net fixed assets	0	0
Goodwill	0	0
Other assets, net	22,568	17,737
Equity investees	0	0
Investments in subsidiaries	1,252,345	1,006,415
TOTAL ASSETS	2,250,153	1,769,751
Current liabilities	11,832	2,361
Senior secured credit facility	411,300	500,000
SENIOR UNSECURED NOTES	700,804	350,895
Deferred tax liabilities	0	0
Other liabilities	0	0
Total liabilities	1,123,936	853,256
Partners' capital	1,126,217	916,495
TOTAL LIABILITIES AND PARTNERS' CAPITAL	2,250,153	1,769,751
Genesis Energy Finance Corporation (Co-Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	0	0
Other current assets	0	0
Total current assets	0	0
Fixed Assets, at cost	0	0
Less: Accumulated depreciation	0	0
Net fixed assets	0	0
Goodwill	0	0
Other assets, net	0	0
Equity investees	0	0
Investments in subsidiaries	0	0
TOTAL ASSETS	0	0
Current liabilities	0	0
Senior secured credit facility	0	0
SENIOR UNSECURED NOTES	0	0
Deferred tax liabilities	0	0
Other liabilities	0	0
Total liabilities	0	0
Partners' capital	0	0
TOTAL LIABILITIES AND PARTNERS' CAPITAL	0	0
Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	15,862	11,214	14,753	9,182
Other current assets	483,258	367,837
Total current assets	499,120	379,051
Fixed Assets, at cost	1,039,675	617,519
Less: Accumulated depreciation	(170,629)	(144,882)
Net fixed assets	869,046	472,637
Goodwill	325,046	325,046
Other assets, net	240,081	254,423
Equity investees	605,067	549,235
Investments in subsidiaries	107,042	102,707
TOTAL ASSETS	2,645,402	2,083,099
Current liabilities	1,364,742	1,048,937
Senior secured credit facility	0	0
SENIOR UNSECURED NOTES	0	0
Deferred tax liabilities	13,625	13,810
Other liabilities	13,658	13,044
Total liabilities	1,392,025	1,075,791
Partners' capital	1,253,377	1,007,308
TOTAL LIABILITIES AND PARTNERS' CAPITAL	2,645,402	2,083,099
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	977	58	697	1,632
Other current assets	47,888	41,533
Total current assets	48,865	41,591
Fixed Assets, at cost	116,302	105,706
Less: Accumulated depreciation	(16,011)	(13,062)
Net fixed assets	100,291	92,644
Goodwill	0	0
Other assets, net	153,758	157,604
Equity investees	0	0
Investments in subsidiaries	0	0
TOTAL ASSETS	302,914	291,839
Current liabilities	32,820	23,567
Senior secured credit facility	0	0
SENIOR UNSECURED NOTES	0	0
Deferred tax liabilities	0	0
Other liabilities	163,938	166,282
Total liabilities	196,758	189,849
Partners' capital	106,156	101,990
TOTAL LIABILITIES AND PARTNERS' CAPITAL	302,914	291,839
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	0	0
Other current assets	(999,156)	(762,207)
Total current assets	(999,156)	(762,207)
Fixed Assets, at cost	0	0
Less: Accumulated depreciation	0	0
Net fixed assets	0	0
Goodwill	0	0
Other assets, net	(160,356)	(163,696)
Equity investees	0	0
Investments in subsidiaries	(1,359,387)	(1,109,122)
TOTAL ASSETS	(2,518,899)	(2,035,025)
Current liabilities	(999,189)	(762,214)
Senior secured credit facility	0	0
SENIOR UNSECURED NOTES	0	0
Deferred tax liabilities	0	0
Other liabilities	(160,177)	(163,513)
Total liabilities	(1,159,366)	(925,727)
Partners' capital	(1,359,533)	(1,109,298)
TOTAL LIABILITIES AND PARTNERS' CAPITAL	$ (2,518,899)	$ (2,035,025)

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Fixed Assets (Tables)

9 Months Ended

Sep. 30, 2013

Fixed Assets And Asset Retirement Obligations [Abstract]

Schedule Of Fixed Assets

Fixed assets consisted of the following:

	September 30, 2013			December 31, 2012
Pipelines and related assets	$	268,650		$	226,831
Machinery and equipment	110,710			87,502
Transportation equipment	19,751			21,170
Marine vessels	529,891			298,054
Land, buildings and improvements	20,002			15,606
Office equipment, furniture and fixtures	5,436			4,964
Construction in progress	180,892			52,541
Other	20,645			16,557
Fixed assets, at cost	1,155,977			723,225
Less: Accumulated depreciation	(186,640		)	(157,944		)
Net fixed assets	$	969,337		$	565,281

Depreciation Expense

Our depreciation expense for the periods presented was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Depreciation expense	$	11,365	$	9,202	$	32,930	$	27,246

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Condensed Consolidated Statements Of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 68,222	$ 69,382
Adjustments to reconcile net income to net cash provided by operating activities -
Depreciation and amortization	46,789	45,447
Amortization of debt issuance costs and premium	3,234	2,655
Amortization of unearned income and initial direct costs on direct financing leases	(12,160)	(12,641)
Payments received under direct financing leases	15,946	16,389
Equity in earnings of investments in equity investees	(16,618)	(7,971)
Cash distributions of earnings of equity investees	24,352	16,151
Non-cash effect of equity-based compensation plans	10,579	4,617
Deferred and other tax liabilities	(186)	(9,156)
Unrealized gains on derivative transactions	(2,802)	(1,251)
Other, net	336	438
Net changes in components of operating assets and liabilities, (Note 11)	(28,354)	18,878
Net cash provided by operating activities	109,338	142,938
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	(199,634)	(116,702)
Cash distributions received from equity investees - return of investment	8,272	10,918
Investments in equity investees	(71,443)	(57,072)
Acquisitions	(230,921)	(205,576)
Proceeds from asset sales	810	667
Other, net	(1,004)	(1,012)
Net cash used in investing activities	(493,920)	(368,777)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,234,500	1,407,000
Repayments on senior secured credit facility	(1,323,200)	(1,333,300)
Proceeds from issuance of senior unsecured notes, including premium	350,000	101,000
Debt issuance costs	(8,157)	(7,109)
Issuance of common units for cash, net	263,597	169,421
Distributions to common unitholders	(122,097)	(104,008)
Other, net	(4,484)	(2,521)
Net cash provided by financing activities	390,159	230,483
Net increase in cash and cash equivalents	5,577	4,644
Cash and cash equivalents at beginning of period	11,282	10,817
Cash and cash equivalents at end of period	$ 16,859	$ 15,461

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Acquisition Acquisition

9 Months Ended

Sep. 30, 2013

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

2. Acquisition

Offshore Marine Transportation Business

In August 2013, we completed the acquisition of substantially all of the assets of the downstream transportation business of Hornbeck Offshore Services, Inc. for $230.9 million, which we refer to as our offshore marine transportation business and assets. The total acquisition cost has been allocated to fixed assets based on estimated preliminary fair values. Such preliminary fair values were developed by management. We do not expect any material adjustments to these preliminary purchase price allocations as a result of the final valuation. The acquired business was primarily comprised of nine barges and nine tug boats which transport crude oil and refined petroleum products, principally serving refineries and storage terminals along the Gulf Coast, Eastern Seaboard, Great Lakes and Caribbean. That acquisition complements and further integrates our existing operations, including our Genesis Marine inland barge business (comprised of 50 barges and 23 push/tow boats), our crude oil and heavy refined products storage and blending terminals as well as our crude oil pipeline systems. That acquisition was funded with proceeds from our $1 billion revolving credit facility. We have reflected the financial results of the acquired business in our supply and logistics segment from the date of the acquisition.

The following table presents selected unaudited financial information of our offshore marine transportation business included in our Unaudited Consolidated Statement of Operations for the periods presented:

	Three Months Ended September 30, 2013		Nine Months Ended September 30, 2013
Revenues	$	8,651	$	8,651
Net Income	$	2,520	$	2,520

The table below presents selected unaudited pro forma financial information incorporating the historical results of our offshore marine transportation business. The pro forma financial information below has been prepared as if the acquisition had been completed on January 1, 2012 and is based upon assumptions deemed appropriate by us and may not be indicative of actual results. Depreciation expense for the fixed assets acquired is calculated on a straight-line basis over an estimated useful life of approximately 25 years.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Pro forma earnings data:
Revenues	$	1,271,201	$	1,054,689	$	3,663,574	$	3,050,864
Net Income	$	23,119	$	32,812	$	81,067	$	69,272

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Equity Investees

9 Months Ended

Sep. 30, 2013

Equity Method Investments and Joint Ventures [Abstract]

Equity Investees

5. Equity Investees

We account for our ownership in our joint ventures under the equity method of accounting. The price we pay to acquire an ownership interest in a company may exceed the underlying book value of the capital accounts we acquire. Such excess cost amounts are included within the carrying values of our equity investees. At September 30, 2013 and December 31, 2012, the unamortized excess cost amounts totaled $226.5 million and $234 million, respectively. We amortize the excess cost as a reduction in equity earnings in a manner similar to depreciation.

The following table presents information included in our Unaudited Condensed Consolidated Financial Statements related to our equity investees.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Genesis’ share of operating earnings	$	9,641		$	5,978		$	24,512		$	15,611
Amortization of excess purchase price	(2,582		)	(2,546		)	(7,894		)	(7,640		)
Net equity in earnings	$	7,059		$	3,432		$	16,618		$	7,971
Distributions received	$	11,610		$	9,045		$	32,624		$	27,069

The following tables present the combined unaudited balance sheet and income statement information (on a 100% basis) of our equity investees:

	September 30, 2013		December 31, 2012
BALANCE SHEET DATA:
Assets
Current assets	$	83,886	$	74,906
Fixed assets, net	1,021,106		832,525
Other assets	7,727		10,202
Total assets	$	1,112,719	$	917,633
Liabilities and equity
Current liabilities	$	78,979	$	112,321
Other liabilities	182,210		134,731
Equity	851,530		670,581
Total liabilities and equity	$	1,112,719	$	917,633

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
INCOME STATEMENT DATA:
Revenues	$	49,239	$	39,799	$	135,507	$	113,769
Operating income	$	28,419	$	19,810	$	75,946	$	53,597
Net income	$	27,725	$	19,196	$	73,928	$	51,553

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Inventories

9 Months Ended

Sep. 30, 2013

Inventory Disclosure [Abstract]

Inventories

3. Inventories

The major components of inventories were as follows:

	September 30, 2013		December 31, 2012
Petroleum products	$	85,121	$	58,943
Crude oil	26,767		15,885
Caustic soda	2,028		5,636
NaHS	5,181		6,573
Other	25		13
Total	$	119,122	$	87,050

Inventories are valued at the lower of cost or market. The market value of inventories was below recorded costs by approximately $0.8 million at September 30, 2013, therefore we reduced the value of inventory in our Unaudited Condensed Consolidated Financial Statements for this difference. At December 31, 2012, market values of our inventories exceeded recorded costs.

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Inventories Inventories (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Sep. 30, 2013
Inventories [Abstract]
Inventory Write-down	$ 0.8

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Debt (Tables)

9 Months Ended

Sep. 30, 2013

Debt Disclosure [Abstract]

Schedule Of Obligations Under Debt Arrangements

Our obligations under debt arrangements consisted of the following:

	September 30, 2013		December 31, 2012
Senior secured credit facility	$	411,300	$	500,000
7.875% senior unsecured notes (including unamortized premium of $804 and $895 in 2013 and 2012, respectively)	350,804		350,895
5.750% senior unsecured notes	350,000		—
Total long-term debt	$	1,112,104	$	850,895

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Supplemental Cash Flow Information (Tables)

9 Months Ended

Sep. 30, 2013

Supplemental Cash Flow Elements [Abstract]

Net Changes In Components Of Operating Assets And Liabilities

The following table provides information regarding the net changes in components of operating assets and liabilities.

	Nine Months Ended September 30,
	2013			2012
(Increase) decrease in:
Accounts receivable	$	(92,906	)	$	(80,789	)
Inventories	(32,073		)	33,826
Other current assets	13,897			1,846
Increase (decrease) in:
Accounts payable	75,506			57,851
Accrued liabilities	7,222			6,144
Net changes in components of operating assets and liabilities	$	(28,354	)	$	18,878

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Condensed Consolidating Financial Information (Condensed Consolidating Statement Of Cash Flows) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	$ 109,338	$ 142,938
Payments to acquire fixed and intangible assets	(199,634)	(116,702)
Cash distributions received from equity investees - return of investment	8,272	10,918
Investments in equity investees	(71,443)	(57,072)
Acquisitions	(230,921)	(205,576)
Repayments on loan to non-guarantor subsidiary	0	0
Proceeds from asset sales	810	667
Other, net	(1,004)	(1,012)
Net cash used in investing activities	(493,920)	(368,777)
Borrowings on senior secured credit facility	1,234,500	1,407,000
Repayments on senior secured credit facility	(1,323,200)	(1,333,300)
Proceeds from issuance of senior unsecured notes, including premium	350,000	101,000
Debt issuance costs	(8,157)	(7,109)
Issuance of ownership interests to partners for cash	263,597	169,421
Distributions to partners/owners	(122,097)	(104,008)
Other, net	(4,484)	(2,521)
Net cash provided by financing activities	390,159	230,483
Net increase in cash and cash equivalents	5,577	4,644
Cash and cash equivalents at beginning of period	11,282	10,817
Cash and cash equivalents at end of period	16,859	15,461
Genesis Energy, L.P. (Parent And Co-Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	(139,747)	(91,453)
Payments to acquire fixed and intangible assets	0	0
Cash distributions received from equity investees - return of investment	8,711	27,878
Investments in equity investees	(263,597)	(169,421)
Acquisitions	0	0
Repayments on loan to non-guarantor subsidiary	0	0
Proceeds from asset sales	0	0
Other, net	0	0
Net cash used in investing activities	(254,886)	(141,543)
Borrowings on senior secured credit facility	1,234,500	1,407,000
Repayments on senior secured credit facility	(1,323,200)	(1,333,300)
Proceeds from issuance of senior unsecured notes, including premium	350,000	101,000
Debt issuance costs	(8,157)	(7,109)
Issuance of ownership interests to partners for cash		169,421
Distributions to partners/owners	(122,097)	(104,008)
Other, net	0	0
Net cash provided by financing activities	394,643	233,004
Net increase in cash and cash equivalents	10	8
Cash and cash equivalents at beginning of period	10	3
Cash and cash equivalents at end of period	20	11
Genesis Energy Finance Corporation (Co-Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	0	0
Payments to acquire fixed and intangible assets	0	0
Cash distributions received from equity investees - return of investment	0	0
Investments in equity investees	0	0
Acquisitions	0	0
Repayments on loan to non-guarantor subsidiary	0	0
Proceeds from asset sales	0	0
Other, net	0	0
Net cash used in investing activities	0	0
Borrowings on senior secured credit facility	0	0
Repayments on senior secured credit facility	0	0
Proceeds from issuance of senior unsecured notes, including premium	0	0
Debt issuance costs	0	0
Issuance of ownership interests to partners for cash		0
Distributions to partners/owners	0	0
Other, net	0	0
Net cash provided by financing activities	0	0
Net increase in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	0	0
Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	348,447	304,617
Payments to acquire fixed and intangible assets	(188,878)	(112,665)
Cash distributions received from equity investees - return of investment	8,272	10,918
Investments in equity investees	(71,443)	(57,072)
Acquisitions	230,921	(205,576)
Repayments on loan to non-guarantor subsidiary	3,341	3,019
Proceeds from asset sales	810	667
Other, net	(1,004)	(1,012)
Net cash used in investing activities	(479,823)	(361,721)
Borrowings on senior secured credit facility	0	0
Repayments on senior secured credit facility	0	0
Proceeds from issuance of senior unsecured notes, including premium	0	0
Debt issuance costs	0	0
Issuance of ownership interests to partners for cash		169,421
Distributions to partners/owners	(122,097)	(104,008)
Other, net	(5,476)	(2,738)
Net cash provided by financing activities	136,024	62,675
Net increase in cash and cash equivalents	4,648	5,571
Cash and cash equivalents at beginning of period	11,214	9,182
Cash and cash equivalents at end of period	15,862	14,753
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	20,540	17,700
Payments to acquire fixed and intangible assets	(10,756)	(4,037)
Cash distributions received from equity investees - return of investment	0	0
Investments in equity investees	0	0
Acquisitions	0	0
Repayments on loan to non-guarantor subsidiary	0	0
Proceeds from asset sales	0	0
Other, net	0	0
Net cash used in investing activities	(10,756)	(4,037)
Borrowings on senior secured credit facility	0	0
Repayments on senior secured credit facility	0	0
Proceeds from issuance of senior unsecured notes, including premium	0	0
Debt issuance costs	0	0
Issuance of ownership interests to partners for cash		0
Distributions to partners/owners	(6,545)	(11,819)
Other, net	(2,320)	(2,779)
Net cash provided by financing activities	(8,865)	(14,598)
Net increase in cash and cash equivalents	919	(935)
Cash and cash equivalents at beginning of period	58	1,632
Cash and cash equivalents at end of period	977	697
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by operating activities	(119,902)	(87,926)
Payments to acquire fixed and intangible assets	0	0
Cash distributions received from equity investees - return of investment	(8,711)	(27,878)
Investments in equity investees	263,597	169,421
Acquisitions	0	0
Repayments on loan to non-guarantor subsidiary	(3,341)	(3,019)
Proceeds from asset sales	0	0
Other, net	0	0
Net cash used in investing activities	251,545	138,524
Borrowings on senior secured credit facility	0	0
Repayments on senior secured credit facility	0	0
Proceeds from issuance of senior unsecured notes, including premium	0	0
Debt issuance costs	0	0
Issuance of ownership interests to partners for cash		(169,421)
Distributions to partners/owners	128,642	115,827
Other, net	3,312	2,996
Net cash provided by financing activities	(131,643)	(50,598)
Net increase in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	$ 0	$ 0

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Acquisition Acquisition (Narrative) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2013 Barges Boats	Jul. 22, 2013 Barges Tug_Boats
Acquisition [Abstract]
Property, Plant and Equipment, Estimated Useful Lives	25
Business Acquisition, Transaction Costs		$ 230.9
Business Acquisition, Barges Acquired		9
Business Acquisition, Tug Boats Acquired		9
NumberOfBarges	50
NumberOfBoats	23

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Condensed Consolidating Financial Information (Condensed Consolidating Statement Of Operations) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Condensed Financial Statements, Captions [Line Items]
Supply And Logistics Revenues	$ 1,184,191	$ 974,696	$ 3,400,786	$ 2,815,849
Refinery services	52,410	47,977	153,370	144,342
Pipeline transportation services	23,217	19,164	66,533	55,794
Total revenues	1,259,818	1,041,837	3,620,689	3,015,985
Supply and logistics costs	1,167,741	952,352	3,331,537	2,750,020
Refinery services operating costs	33,040	29,243	98,304	91,072
Pipeline transportation operating costs	6,278	5,911	20,507	15,995
General and administrative	12,095	10,375	35,156	29,934
Depreciation and amortization	16,066	14,838	46,789	45,447
Total costs and expenses	1,235,220	1,012,719	3,532,293	2,932,468
OPERATING INCOME	24,598	29,118	88,396	83,517
Equity in earnings of subsidiaries	0	0	0	0
Equity in earnings of equity investees	7,059	3,432	16,618	7,971
Interest (expense) income, net	(12,587)	(9,873)	(36,282)	(30,697)
Income before income taxes	19,070	22,677	68,732	60,791
Income tax (expense) benefit	(596)	8,517	(510)	8,591
NET INCOME	18,474	31,194	68,222	69,382
Genesis Energy, L.P. (Parent And Co-Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Supply And Logistics Revenues	0	0	0	0
Refinery services	0	0	0	0
Pipeline transportation services	0	0	0	0
Total revenues	0	0	0	0
Supply and logistics costs	0	0	0	0
Refinery services operating costs	0	0	0	0
Pipeline transportation operating costs	0	0	0	0
General and administrative	0	0	0	0
Depreciation and amortization	0	0	0	0
Total costs and expenses	0	0	0	0
OPERATING INCOME	0	0	0	0
Equity in earnings of subsidiaries	31,046	41,052	104,431	100,011
Equity in earnings of equity investees	0	0	0	0
Interest (expense) income, net	(12,572)	(9,858)	(36,209)	(30,629)
Income before income taxes	18,474	31,194	68,222	69,382
Income tax (expense) benefit	0	0	0	0
NET INCOME	18,474	31,194	68,222	69,382
Genesis Energy Finance Corporation (Co-Issuer) [Member]
Condensed Financial Statements, Captions [Line Items]
Supply And Logistics Revenues	0	0	0	0
Refinery services	0	0	0	0
Pipeline transportation services	0	0	0	0
Total revenues	0	0	0	0
Supply and logistics costs	0	0	0	0
Refinery services operating costs	0	0	0	0
Pipeline transportation operating costs	0	0	0	0
General and administrative	0	0	0	0
Depreciation and amortization	0	0	0	0
Total costs and expenses	0	0	0	0
OPERATING INCOME	0	0	0	0
Equity in earnings of subsidiaries	0	0	0	0
Equity in earnings of equity investees	0	0	0	0
Interest (expense) income, net	0	0	0	0
Income before income taxes	0	0	0	0
Income tax (expense) benefit	0	0	0	0
NET INCOME	0	0	0	0
Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Supply And Logistics Revenues	1,182,561	969,229	3,387,604	2,797,142
Refinery services	50,609	48,809	150,058	142,716
Pipeline transportation services	16,604	12,596	46,461	36,381
Total revenues	1,249,774	1,030,634	3,584,123	2,976,239
Supply and logistics costs	1,165,818	951,512	3,324,619	2,743,514
Refinery services operating costs	31,840	29,339	95,922	89,155
Pipeline transportation operating costs	6,075	5,661	19,497	15,351
General and administrative	12,063	10,343	35,064	29,842
Depreciation and amortization	14,789	13,940	43,700	42,759
Total costs and expenses	1,230,585	1,010,795	3,518,802	2,920,621
OPERATING INCOME	19,189	19,839	65,321	55,618
Equity in earnings of subsidiaries	1,078	5,738	10,849	15,869
Equity in earnings of equity investees	7,059	3,432	16,618	7,971
Interest (expense) income, net	4,011	4,119	12,088	12,414
Income before income taxes	31,337	33,128	104,876	91,872
Income tax (expense) benefit	(505)	8,509	(335)	8,630
NET INCOME	30,832	41,637	104,541	100,502
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Supply And Logistics Revenues	38,908	31,113	112,977	95,451
Refinery services	4,199	4,367	13,558	13,756
Pipeline transportation services	6,613	6,568	20,072	19,413
Total revenues	49,720	42,048	146,607	128,620
Supply and logistics costs	39,201	26,488	106,713	83,250
Refinery services operating costs	3,862	4,565	12,660	13,701
Pipeline transportation operating costs	203	250	1,010	644
General and administrative	32	32	92	92
Depreciation and amortization	1,277	898	3,089	2,688
Total costs and expenses	44,575	32,233	123,564	100,375
OPERATING INCOME	5,145	9,815	23,043	28,245
Equity in earnings of subsidiaries	0	0	0	0
Equity in earnings of equity investees	0	0	0	0
Interest (expense) income, net	(4,026)	(4,134)	(12,161)	(12,482)
Income before income taxes	1,119	5,681	10,882	15,763
Income tax (expense) benefit	(91)	8	(175)	(39)
NET INCOME	1,028	5,689	10,707	15,724
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Supply And Logistics Revenues	(37,278)	(25,646)	(99,795)	(76,744)
Refinery services	(2,398)	(5,199)	(10,246)	(12,130)
Pipeline transportation services	0	0	0	0
Total revenues	(39,676)	(30,845)	(110,041)	(88,874)
Supply and logistics costs	(37,278)	(25,648)	(99,795)	(76,744)
Refinery services operating costs	(2,662)	(4,661)	(10,278)	(11,784)
Pipeline transportation operating costs	0	0	0	0
General and administrative	0	0	0	0
Depreciation and amortization	0	0	0	0
Total costs and expenses	(39,940)	(30,309)	(110,073)	(88,528)
OPERATING INCOME	264	(536)	32	(346)
Equity in earnings of subsidiaries	(32,124)	(46,790)	(115,280)	(115,880)
Equity in earnings of equity investees	0	0	0	0
Interest (expense) income, net	0	0	0	0
Income before income taxes	(31,860)	(47,326)	(115,248)	(116,226)
Income tax (expense) benefit	0	0	0	0
NET INCOME	$ (31,860)	$ (47,326)	$ (115,248)	$ (116,226)

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Business Segment Information (Schedule Of Total Assets By Reportable Segment) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Segment Reporting Information [Line Items]
Total consolidated assets	$ 2,679,570	$ 2,109,664
Pipeline Transportation [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	1,024,367	890,652
Refinery Services [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	414,102	414,170
Supply And Logistics [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	1,179,791	750,347
Other Assets [Member]
Segment Reporting Information [Line Items]
Total consolidated assets	$ 61,310	$ 54,495

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Debt (Narrative) (Details) (USD $)	3 Months Ended			9 Months Ended							9 Months Ended
	Sep. 30, 2013	Feb. 08, 2013	Nov. 18, 2010	Sep. 30, 2013 7.875% Senior Unsecured Notes [Member]	Dec. 31, 2012 7.875% Senior Unsecured Notes [Member]	Feb. 01, 2012 7.875% Senior Unsecured Notes [Member]	Sep. 30, 2013 Unsecured Debt [Member]	Feb. 01, 2012 Unsecured Debt [Member]	Sep. 30, 2013 Senior Secured Credit Facility [Member]	Sep. 30, 2013 Senior Secured Credit Facility [Member] Letters Of Credit [Member]	Sep. 30, 2013 Five Point Seventy Five Percentage Senior Unsecured Notes [Member]	Sep. 30, 2013 Amended Facility [Member]	Sep. 30, 2013 Maximum [Member] Senior Secured Credit Facility [Member] Letters Of Credit [Member]	Sep. 30, 2013 Petroleum Products [Member] Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Credit facility, amount outstanding									$ 411,300,000					$ 97,100,000
Credit facility, maximum borrowing capacity												1,000,000,000
Letters of credit, outstanding amount										15,300,000			100,000,000
Credit facility and senior unsecured notes, maturity dates	Feb. 15, 2021
Total amount available for borrowings under credit facility									573,400,000
Senior unsecured notes, principal amount		350,000,000	250,000,000			100,000,000	350,000,000
Senior unsecured notes, stated rate		5.75%	7.875%	7.875%							5.75%
Senior unsecured notes, percentage of face value								101.00%
Debt Instrument, Interest Rate, Effective Percentage								7.682%
Debt Instrument, Unamortized Premium				$ 804,000	$ 895,000
Maximum Percentage Of Principal, Early Debt Redemption				35.00%							35.00%
Redemption premium for notes				107.875%							105.75%

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Equity Investees (Consolidated Financial Statements Related To Equity Investees) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Equity Method Investments and Joint Ventures [Abstract]
Genesis' share of operating earnings	$ 9,641	$ 5,978	$ 24,512	$ 15,611
Amortization of excess purchase price	(2,582)	(2,546)	(7,894)	(7,640)
Net equity in earnings	7,059	3,432	16,618	7,971
Distributions received	$ 11,610	$ 9,045	$ 32,624	$ 27,069

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Condensed Consolidated Balance Sheets (Parenthetical)	Sep. 30, 2013	Sep. 16, 2013	Dec. 31, 2012	Sep. 30, 2012	Dec. 31, 2011
Common units, issued	88,690,985	5,750,000	81,202,752
Common units, outstanding	88,690,985		81,202,752	81,203,000	71,965,000

XML

Partners' Capital And Distributions Partners' Capital (Notes)

9 Months Ended

Sep. 30, 2013

Partners' Capital and Distributions [Abstract]

Partners' Capital Notes Disclosure [Text Block]

8. Partners’ Capital and Distributions

Common Units

In September 2013, we issued 5,750,000 Class A common units in a public offering at a price of $47.51 per unit. We received proceeds, net of underwriting discounts and offering costs, of approximately $263.6 million from that offering. We used the net proceeds for general partnership purposes, including the repayment of outstanding borrowings under our revolving credit facility. At September 30, 2013, our outstanding common units consisted of 88,650,988 Class A units and 39,997 Class B units.

Waiver Units

Our waiver units are non-voting securities entitled to a minimal preferential quarterly distribution. At issuance, our waiver units were comprised of four classes (designated Class 1, Class 2, Class 3 and Class 4) of 1,738,000 units each. The waiver units in each class were/are convertible into Class A common units at a 1:1 conversion rate in the calendar quarter during which each of our common units receives a specified minimum quarterly distribution and our distribution coverage ratio (after giving effect to the then convertible waiver units) would be at least 1.1 times. The minimum distribution per common unit required for conversion was $0.49 for our Class 3 waiver units and is $0.52 for our Class 4 waiver units.

Our Class 1 and Class 2 waiver units converted into common units in 2012.

On May 15, 2013, our Class 3 waiver units became convertible as we paid a distribution of $0.4975 per common unit and satisfied the conversion coverage ratio requirement. All Class 3 waiver units were converted into common units by June 30, 2013.

At September 30, 2013, we had 1,738,233 waiver units outstanding comprised of the Class 4 waiver units. The Class 4 waiver units will covert into common units when we satisfy the conversion ratio requirement and pay a minimum distribution of $0.52 per common unit.

Distributions

We paid or will pay the following distributions in 2012 and 2013:

Distribution For	Date Paid		Per Unit Amount		Total Amount
2012
1st Quarter	May 15, 2012		$	0.4500	$	35,768
2nd Quarter	August 14, 2012		$	0.4600	$	36,563
3rd Quarter	November 14, 2012		$	0.4725	$	38,375
4th Quarter	February 14, 2013		$	0.4850	$	39,390
2013
1st Quarter	May 15, 2013		$	0.4975	$	40,405
2nd Quarter	August 14, 2013		$	0.5100	$	42,302
3rd Quarter	November 14, 2013	(1)	$	0.5225	$	46,344

(1) This distribution will be paid to unitholders of record as of November 1, 2013.

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Condensed Consolidated Statements Of Partners' Capital (USD $) In Thousands, except Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Statement of Partners' Capital [Abstract]
Partners' capital, January 1, units	81,202,752	71,965,000
Partners' capital, January 1, value	$ 916,495	$ 792,638
Net income	68,222	69,382
Cash distributions	(122,097)	(104,008)
Issuance of common units for cash, net, units	5,750,000	5,750,000
Issuance of common units for cash, net, value	263,597	169,421
Conversion of waiver units, units	1,738,233	3,476,000
Conversion of waiver units, value	0	0
Other, units	0	12,000
Other, value	0	500
Partners' capital, September 30, units	88,690,985	81,203,000
Partners' capital, September 30, value	$ 1,126,217	$ 927,933

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Transactions With Related Parties (Schedule Of Transactions With Related Parties) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Quintana Group [Member]
Related Party Transaction [Line Items]
Related party transaction, expenses	$ 0	$ 1,980	$ 0	$ 6,181
Related party transaction, revenues	0	6,376	0	21,142
Sandhill [Member]
Related Party Transaction [Line Items]
Related party transaction, revenues	863	838	2,344	2,111
Davision [Member]
Related Party Transaction [Line Items]
Related party transaction, revenues	399	326	1,043	1,012
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Related party transaction, expenses	$ 150	$ 150	$ 450	$ 450
Sandhill Group Llc [Member]
Related Party Transaction [Line Items]
Percentage of interest held	50.00%		50.00%

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
CURRENT ASSETS:
Cash and cash equivalents	$ 16,859	$ 11,282
Accounts receivable-trade, net	364,080	270,925
Inventories	119,122	87,050
Other	24,008	34,777
Total current assets	524,069	404,034
FIXED ASSETS, at cost	1,155,977	723,225
Less: Accumulated depreciation	(186,640)	(157,944)
Net fixed assets	969,337	565,281
NET INVESTMENT IN DIRECT FINANCING LEASES, net of unearned income	153,300	157,385
EQUITY INVESTEES	605,067	549,235
INTANGIBLE ASSETS, net of amortization	65,753	75,065
GOODWILL	325,046	325,046
OTHER ASSETS, net of amortization	36,998	33,618
TOTAL ASSETS	2,679,570	2,109,664
CURRENT LIABILITIES:
Accounts payable-trade	340,531	258,053
Accrued liabilities	69,674	54,598
Total current liabilities	410,205	312,651
SENIOR SECURED CREDIT FACILITY	411,300	500,000
SENIOR UNSECURED NOTES	700,804	350,895
DEFERRED TAX LIABILITIES	13,625	13,810
OTHER LONG-TERM LIABILITIES	17,419	15,813
COMMITMENTS AND CONTINGENCIES (Note 14)
PARTNERS' CAPITAL:
Common unitholders, 81,202,752 units issued and outstanding at September 30, 2013 and December 31, 2012	1,126,217	916,495
TOTAL LIABILITIES AND PARTNERS' CAPITAL	$ 2,679,570	$ 2,109,664

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Debt (Schedule Of Obligations Under Debt Arrangements) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Feb. 08, 2013	Dec. 31, 2012	Nov. 18, 2010
Debt Instrument [Line Items]
Senior secured credit facility	$ 411,300		$ 500,000
Senior unsecured notes	700,804		350,895
Senior unsecured notes, stated rate		5.75%		7.875%
Total long-term debt	1,112,104		850,895
7.875% Senior Unsecured Notes [Member]
Debt Instrument [Line Items]
Senior unsecured notes	350,804		350,895
Senior unsecured notes, stated rate	7.875%
Senior unsecured notes, unamortized premium	804		895
Five Point Seventy Five Percentage Senior Unsecured Notes [Member]
Debt Instrument [Line Items]
Senior unsecured notes	$ 350,000		$ 0
Senior unsecured notes, stated rate	5.75%

XML

Partners' Capital And Distributions Partners' Capital And Distributions (Tables)

9 Months Ended

Sep. 30, 2013

Partners' Capital and Distributions [Abstract]

Distributions Made to Limited Partner, by Distribution [Table Text Block]

We paid or will pay the following distributions in 2012 and 2013:

Distribution For	Date Paid		Per Unit Amount		Total Amount
2012
1st Quarter	May 15, 2012		$	0.4500	$	35,768
2nd Quarter	August 14, 2012		$	0.4600	$	36,563
3rd Quarter	November 14, 2012		$	0.4725	$	38,375
4th Quarter	February 14, 2013		$	0.4850	$	39,390
2013
1st Quarter	May 15, 2013		$	0.4975	$	40,405
2nd Quarter	August 14, 2013		$	0.5100	$	42,302
3rd Quarter	November 14, 2013	(1)	$	0.5225	$	46,344

(1) This distribution will be paid to unitholders of record as of November 1, 2013.

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Acquisition Acquisition (Tables)

9 Months Ended

Sep. 30, 2013

Business Combinations [Abstract]

SelectedFinancialInformation [Table Text Block]

The following table presents selected unaudited financial information of our offshore marine transportation business included in our Unaudited Consolidated Statement of Operations for the periods presented:

	Three Months Ended September 30, 2013		Nine Months Ended September 30, 2013
Revenues	$	8,651	$	8,651
Net Income	$	2,520	$	2,520

Business Acquisition, Pro Forma Information [Table Text Block]

The table below presents selected unaudited pro forma financial information incorporating the historical results of our offshore marine transportation business. The pro forma financial information below has been prepared as if the acquisition had been completed on January 1, 2012 and is based upon assumptions deemed appropriate by us and may not be indicative of actual results. Depreciation expense for the fixed assets acquired is calculated on a straight-line basis over an estimated useful life of approximately 25 years.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Pro forma earnings data:
Revenues	$	1,271,201	$	1,054,689	$	3,663,574	$	3,050,864
Net Income	$	23,119	$	32,812	$	81,067	$	69,272

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Equity Investees (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Equity Method Investments and Joint Ventures [Abstract]
Unamortized excess cost amount	$ 226.5	$ 234.0

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Business Segment Information (Schedule Of Segment Information) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Jul. 22, 2013
Segment Reporting Information [Line Items]
Segment margin	$ 64,824,000	$ 65,929,000	$ 207,331,000	$ 189,012,000
Capital Expenditures	330,088,000	37,199,000	509,219,000	379,802,000
Pipeline Transportation Services Revenues	23,217,000	19,164,000	66,533,000	55,794,000
Refinery Services Revenues	52,410,000	47,977,000	153,370,000	144,342,000
Supply And Logistics Revenues	1,184,191,000	974,696,000	3,400,786,000	2,815,849,000
External customers	1,259,818,000	1,041,837,000	3,620,689,000	3,015,985,000
Intersegment	0	0	0	0
Total revenues	1,259,818,000	1,041,837,000	3,620,689,000	3,015,985,000
Business Acquisition, Transaction Costs					230,900,000
Pipeline Transportation [Member]
Segment Reporting Information [Line Items]
Segment margin	29,860,000	23,295,000	81,512,000	69,427,000
Capital Expenditures	38,514,000	21,764,000	159,922,000	300,093,000
External customers	16,636,000	16,190,000	53,121,000	44,564,000
Intersegment	6,581,000	2,974,000	13,412,000	11,230,000
Refinery Services [Member]
Segment Reporting Information [Line Items]
Segment margin	19,163,000	18,983,000	55,824,000	53,510,000
Capital Expenditures	632,000	1,025,000	2,296,000	2,295,000
External customers	55,025,000	50,378,000	161,492,000	151,326,000
Intersegment	(2,615,000)	(2,401,000)	(8,122,000)	(6,984,000)
Supply And Logistics [Member]
Segment Reporting Information [Line Items]
Segment margin	15,801,000	23,651,000	69,995,000	66,075,000
Capital Expenditures	290,942,000	14,410,000	347,001,000	77,414,000
External customers	1,188,157,000	975,269,000	3,406,076,000	2,820,095,000
Intersegment	(3,966,000)	(573,000)	(5,290,000)	(4,246,000)
Sekco [Member] | Pipeline Transportation [Member]
Segment Reporting Information [Line Items]
Capital Expenditures	5,200,000	5,700,000	71,400,000	57,100,000
Gulf Of Mexico Crude Oil Pipelines [Member] | Pipeline Transportation [Member]
Segment Reporting Information [Line Items]
Capital Expenditures				$ 205,600,000

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Fair-Value Measurements (Narrative) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
Fair Value Disclosures [Abstract]
Senior unsecured notes	$ 700,804,000	$ 350,895,000
Long-term Debt, Fair Value	$ 717,500,000	$ 373,200,000

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Acquisition Acquisition (Schedule of Pro Forma Information) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Acquisition (Schedule of Pro Forma Information) [Abstract]
Revenues	$ 1,271,201	$ 1,054,689	$ 3,663,574	$ 3,050,864
Net Income	$ 23,119	$ 32,812	$ 81,067	$ 69,272

XML

Condensed Consolidating Financial Information (Tables)

9 Months Ended

Sep. 30, 2013

Condensed Consolidating Financial Information [Abstract]

Condensed Consolidating Balance Sheet

The following is condensed consolidating financial information for Genesis Energy, L.P., the guarantor subsidiaries and the non-guarantor subsidiaries.

Unaudited Condensed Consolidating Balance Sheet

September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)		Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	20	$	—	$	15,862		$	977		$	—		$	16,859
Other current assets	975,220		—		483,258			47,888			(999,156		)	507,210
Total current assets	975,240		—		499,120			48,865			(999,156		)	524,069
Fixed assets, at cost	—		—		1,039,675			116,302			—			1,155,977
Less: Accumulated depreciation	—		—		(170,629		)	(16,011		)	—			(186,640		)
Net fixed assets	—		—		869,046			100,291			—			969,337
Goodwill	—		—		325,046			—			—			325,046
Other assets, net	22,568		—		240,081			153,758			(160,356		)	256,051
Equity investees	—		—		605,067			—			—			605,067
Investments in subsidiaries	1,252,345		—		107,042			—			(1,359,387		)	—
Total assets	$	2,250,153	$	—	$	2,645,402		$	302,914		$	(2,518,899	)	$	2,679,570
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	11,832	$	—	$	1,364,742		$	32,820		$	(999,189	)	$	410,205
Senior secured credit facility	411,300		—		—			—			—			411,300
Senior unsecured notes	700,804		—		—			—			—			700,804
Deferred tax liabilities	—		—		13,625			—			—			13,625
Other liabilities	—		—		13,658			163,938			(160,177		)	17,419
Total liabilities	1,123,936		—		1,392,025			196,758			(1,159,366		)	1,553,353
Partners’ capital	1,126,217		—		1,253,377			106,156			(1,359,533		)	1,126,217
Total liabilities and partners’ capital	$	2,250,153	$	—	$	2,645,402		$	302,914		$	(2,518,899	)	$	2,679,570

Unaudited Condensed Consolidating Balance Sheet

December 31, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)		Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	10	$	—	$	11,214		$	58		$	—		$	11,282
Other current assets	745,589		—		367,837			41,533			(762,207		)	392,752
Total current assets	745,599		—		379,051			41,591			(762,207		)	404,034
Fixed assets, at cost	—		—		617,519			105,706			—			723,225
Less: Accumulated depreciation	—		—		(144,882		)	(13,062		)	—			(157,944		)
Net fixed assets	—		—		472,637			92,644			—			565,281
Goodwill	—		—		325,046			—			—			325,046
Other assets, net	17,737		—		254,423			157,604			(163,696		)	266,068
Equity investees	—		—		549,235			—			—			549,235
Investments in subsidiaries	1,006,415		—		102,707			—			(1,109,122		)	—
Total assets	$	1,769,751	$	—	$	2,083,099		$	291,839		$	(2,035,025	)	$	2,109,664
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	2,361	$	—	$	1,048,937		$	23,567		$	(762,214	)	$	312,651
Senior secured credit facility	500,000		—		—			—			—			500,000
Senior unsecured notes	350,895		—		—			—			—			350,895
Deferred tax liabilities	—		—		13,810			—			—			13,810
Other liabilities	—		—		13,044			166,282			(163,513		)	15,813
Total liabilities	853,256		—		1,075,791			189,849			(925,727		)	1,193,169
Partners’ capital	916,495		—		1,007,308			101,990			(1,109,298		)	916,495
Total liabilities and partners’ capital	$	1,769,751	$	—	$	2,083,099		$	291,839		$	(2,035,025	)	$	2,109,664

Condensed Consolidating Statement Of Operations

Unaudited Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	1,182,561		$	38,908		$	(37,278	)	$	1,184,191
Refinery services	—			—		50,609			4,199			(2,398		)	52,410
Pipeline transportation services	—			—		16,604			6,613			—			23,217
Total revenues	—			—		1,249,774			49,720			(39,676		)	1,259,818
COSTS AND EXPENSES:
Supply and logistics costs	—			—		1,165,818			39,201			(37,278		)	1,167,741
Refinery services operating costs	—			—		31,840			3,862			(2,662		)	33,040
Pipeline transportation operating costs	—			—		6,075			203			—			6,278
General and administrative	—			—		12,063			32			—			12,095
Depreciation and amortization	—			—		14,789			1,277			—			16,066
Total costs and expenses	—			—		1,230,585			44,575			(39,940		)	1,235,220
OPERATING INCOME	—			—		19,189			5,145			264			24,598
Equity in earnings of subsidiaries	31,046			—		1,078			—			(32,124		)	—
Equity in earnings of equity investees	—			—		7,059			—			—			7,059
Interest (expense) income, net	(12,572		)	—		4,011			(4,026		)	—			(12,587		)
Income before income taxes	18,474			—		31,337			1,119			(31,860		)	19,070
Income tax expense	—			—		(505		)	(91		)	—			(596		)
NET INCOME	$	18,474		$	—	$	30,832		$	1,028		$	(31,860	)	$	18,474

Unaudited Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	969,229	$	31,113		$	(25,646	)	$	974,696
Refinery services	—			—		48,809		4,367			(5,199		)	47,977
Pipeline transportation services	—			—		12,596		6,568			—			19,164
Total revenues	—			—		1,030,634		42,048			(30,845		)	1,041,837
COSTS AND EXPENSES:
Supply and logistics costs	—			—		951,512		26,488			(25,648		)	952,352
Refinery services operating costs	—			—		29,339		4,565			(4,661		)	29,243
Pipeline transportation operating costs	—			—		5,661		250			—			5,911
General and administrative	—			—		10,343		32			—			10,375
Depreciation and amortization	—			—		13,940		898			—			14,838
Total costs and expenses	—			—		1,010,795		32,233			(30,309		)	1,012,719
OPERATING INCOME	—			—		19,839		9,815			(536		)	29,118
Equity in earnings of subsidiaries	41,052			—		5,738		—			(46,790		)	—
Equity in earnings of equity investees	—			—		3,432		—			—			3,432
Interest (expense) income, net	(9,858		)	—		4,119		(4,134		)	—			(9,873		)
Income before income taxes	31,194			—		33,128		5,681			(47,326		)	22,677
Income tax benefit	—			—		8,509		8			—			8,517
NET INCOME	$	31,194		$	—	$	41,637	$	5,689		$	(47,326	)	$	31,194

Unaudited Condensed Consolidating Statement of Operations

Nine Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	3,387,604		$	112,977		$	(99,795	)	$	3,400,786
Refinery services	—			—		150,058			13,558			(10,246		)	153,370
Pipeline transportation services	—			—		46,461			20,072			—			66,533
Total revenues	—			—		3,584,123			146,607			(110,041		)	3,620,689
COSTS AND EXPENSES:
Supply and logistics costs	—			—		3,324,619			106,713			(99,795		)	3,331,537
Refinery services operating costs	—			—		95,922			12,660			(10,278		)	98,304
Pipeline transportation operating costs	—			—		19,497			1,010			—			20,507
General and administrative	—			—		35,064			92			—			35,156
Depreciation and amortization	—			—		43,700			3,089			—			46,789
Total costs and expenses	—			—		3,518,802			123,564			(110,073		)	3,532,293
OPERATING INCOME	—			—		65,321			23,043			32			88,396
Equity in earnings of subsidiaries	104,431			—		10,849			—			(115,280		)	—
Equity in earnings of equity investees	—			—		16,618			—			—			16,618
Interest (expense) income, net	(36,209		)	—		12,088			(12,161		)	—			(36,282		)
Income before income taxes	68,222			—		104,876			10,882			(115,248		)	68,732
Income tax expense	—			—		(335		)	(175		)	—			(510		)
NET INCOME	$	68,222		$	—	$	104,541		$	10,707		$	(115,248	)	$	68,222

Unaudited Condensed Consolidating Statement of Operations

Nine Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	2,797,142	$	95,451		$	(76,744	)	$	2,815,849
Refinery services	—			—		142,716		13,756			(12,130		)	144,342
Pipeline transportation services	—			—		36,381		19,413			—			55,794
Total revenues	—			—		2,976,239		128,620			(88,874		)	3,015,985
COSTS AND EXPENSES:
Supply and logistics costs	—			—		2,743,514		83,250			(76,744		)	2,750,020
Refinery services operating costs	—			—		89,155		13,701			(11,784		)	91,072
Pipeline transportation operating costs	—			—		15,351		644			—			15,995
General and administrative	—			—		29,842		92			—			29,934
Depreciation and amortization	—			—		42,759		2,688			—			45,447
Total costs and expenses	—			—		2,920,621		100,375			(88,528		)	2,932,468
OPERATING INCOME	—			—		55,618		28,245			(346		)	83,517
Equity in earnings of subsidiaries	100,011			—		15,869		—			(115,880		)	—
Equity in earnings of equity investees	—			—		7,971		—			—			7,971
Interest (expense) income, net	(30,629		)	—		12,414		(12,482		)	—			(30,697		)
Income before income taxes	69,382			—		91,872		15,763			(116,226		)	60,791
Income tax benefit (expense)	—			—		8,630		(39		)	—			8,591
NET INCOME	$	69,382		$	—	$	100,502	$	15,724		$	(116,226	)	$	69,382

Condensed Consolidating Statements Of Cash Flows

Unaudited Condensed Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
Net cash (used in) provided by operating activities	$	(139,747	)	$	—	$	348,447		$	20,540		$	(119,902	)	$	109,338
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	—			—		(188,878		)	(10,756		)	—			(199,634		)
Cash distributions received from equity investees - return of investment	8,711			—		8,272			—			(8,711		)	8,272
Investments in equity investees	(263,597		)	—		(71,443		)	—			263,597			(71,443		)
Acquisitions	—			—		(230,921		)	—			—			(230,921		)
Repayments on loan to non-guarantor subsidiary	—			—		3,341			—			(3,341		)	—
Proceeds from asset sales	—			—		810			—			—			810
Other, net	—			—		(1,004		)	—			—			(1,004		)
Net cash provided by (used) in investing activities	(254,886		)	—		(479,823		)	(10,756		)	251,545			(493,920		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,234,500			—		—			—			—			1,234,500
Repayments on senior secured credit facility	(1,323,200		)	—		—			—			—			(1,323,200		)
Proceeds from issuance of senior unsecured notes, including premium	350,000			—		—			—			—			350,000
Debt issuance costs	(8,157		)	—		—			—			—			(8,157		)
Issuance of common units for cash, net	263,597			—		263,597			—			(263,597		)	263,597
Distributions to partners/owners	(122,097		)	—		(122,097		)	(6,545		)	128,642			(122,097		)
Other, net	—			—		(5,476		)	(2,320		)	3,312			(4,484		)
Net cash provided by (used in) financing activities	394,643			—		136,024			(8,865		)	(131,643		)	390,159
Net (decrease) increase in cash and cash equivalents	10			—		4,648			919			—			5,577
Cash and cash equivalents at beginning of period	10			—		11,214			58			—			11,282
Cash and cash equivalents at end of period	$	20		$	—	$	15,862		$	977		$	—		$	16,859

Unaudited Condensed Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
Net cash (used in) provided by operating activities	$	(91,453	)	$	—	$	304,617		$	17,700		$	(87,926	)	$	142,938
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	—			—		(112,665		)	(4,037		)	—			(116,702		)
Cash distributions received from equity investees - return of investment	27,878			—		10,918			—			(27,878		)	10,918
Investments in equity investees	(169,421		)	—		(57,072		)	—			169,421			(57,072		)
Acquisitions	—			—		(205,576		)	—			—			(205,576		)
Repayments on loan to non-guarantor subsidiary	—			—		3,019			—			(3,019		)	—
Proceeds from asset sales	—			—		667			—			—			667
Other, net	—			—		(1,012		)	—			—			(1,012		)
Net cash used in investing activities	(141,543		)	—		(361,721		)	(4,037		)	138,524			(368,777		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,407,000			—		—			—			—			1,407,000
Repayments on senior secured credit facility	(1,333,300		)	—		—			—			—			(1,333,300		)
Proceeds from issuance of senior unsecured notes, including premium	101,000			—		—			—			—			101,000
Debt issuance costs	(7,109		)	—		—			—			—			(7,109		)
Issuance of common units for cash, net	169,421			—		169,421			—			(169,421		)	169,421
Distributions to partners/owners	(104,008		)	—		(104,008		)	(11,819		)	115,827			(104,008		)
Other, net	—			—		(2,738		)	(2,779		)	2,996			(2,521		)
Net cash provided by (used in) financing activities	233,004			—		62,675			(14,598		)	(50,598		)	230,483
Net increase (decrease) in cash and cash equivalents	8			—		5,571			(935		)	—			4,644
Cash and cash equivalents at beginning of period	3			—		9,182			1,632			—			10,817
Cash and cash equivalents at end of period	$	11		$	—	$	14,753		$	697		$	—		$	15,461

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Organization And Basis Of Presentation And Consolidation (Details)	9 Months Ended
	Sep. 30, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Limited Partners' ownership percentage	100.00%

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Debt

9 Months Ended

Sep. 30, 2013

Debt Disclosure [Abstract]

Debt

7. Debt

Our obligations under debt arrangements consisted of the following:

	September 30, 2013		December 31, 2012
Senior secured credit facility	$	411,300	$	500,000
7.875% senior unsecured notes (including unamortized premium of $804 and $895 in 2013 and 2012, respectively)	350,804		350,895
5.750% senior unsecured notes	350,000		—
Total long-term debt	$	1,112,104	$	850,895

As of September 30, 2013, we were in compliance with the financial covenants contained in our credit agreement and senior unsecured notes indenture.

Senior Secured Credit Facility

At September 30, 2013, we had $411.3 million borrowed under our $1 billion credit facility, with $97.1 million of the borrowed amount designated as a loan under the inventory sublimit. The credit agreement allows up to $100 million of the capacity to be used for letters of credit, of which $15.3 million was outstanding at September 30, 2013. Due to the revolving nature of loans under our credit facility, additional borrowings and periodic repayments and re-borrowings may be made until the maturity date. The total amount available for borrowings under our credit facility at September 30, 2013 was $573.4 million.

Senior Unsecured Notes

In November 2010, we issued $250 million in aggregate principal amount of 7.875% senior unsecured notes due December 15, 2018 (the "2018 Notes"). The 2018 Notes were sold at face value. Interest payments are due on June 15 and December 15 of each year. In February 2012, we issued an additional $100 million of aggregate principal amount of the 2018 Notes. The additional 2018 Notes were issued at 101% of face value at an effective interest rate of 7.682%. The notes have the same terms and conditions as the notes previously issued under the indenture. The issuance increased the total aggregate principal amount of the 2018 Notes under the indenture to $350 million.

On February 8, 2013, we issued $350 million of aggregate principal amount of 5.75% senior unsecured notes (the "2021 Notes"). The 2021 Notes were sold at face value. Interest payments are due on February 15 and August 15 of each year, beginning August 15, 2013. The 2021 Notes mature on February 15, 2021. The net proceeds were used to repay borrowings under our credit facility and for general partnership purposes.

The 2018 and the 2021 Notes were co-issued by Genesis Energy Finance Corporation (which has no independent assets or operations) and are each fully and unconditionally guaranteed, jointly and severally, by certain of our wholly-owned subsidiaries. We have the right to redeem the 2018 Notes at any time after December 15, 2014 at a premium to the face amount of the notes that varies based on the time remaining to maturity of the 2018 Notes. Prior to December 15, 2013, we may also redeem up to 35% of the principal amount of the 2018 Notes for 107.875% of the face amount with the proceeds from an equity offering of our common units. We have the right to redeem the 2021 Notes at any time after February 15, 2017, at a premium to the face amount of the 2021 Notes that varies based on the time remaining to maturity on the 2021 Notes. Prior to February 15, 2016, we may also redeem up to 35% of the principal amount of the 2021 Notes for 105.75% of the face amount with the proceeds from an equity offering of our common units.

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Derivatives (Schedule Of Fair Value Of Derivative Assets And Liabilities) (Details) (Other Current Assets [Member], Total Commodity Derivatives [Member], Not Designated As Hedging Instrument [Member], USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Other Current Assets [Member] | Total Commodity Derivatives [Member] | Not Designated As Hedging Instrument [Member]
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 1,053	$ 758
Derivative Asset, Fair Value, Gross Liability	(851)	(758)
Derivative Liability, Fair Value, Gross Liability	851	3,357
Derivative Liability, Fair Value, Gross Asset	851	3,357
Derivative Liability	0	0
Derivative Asset	$ 202	$ 0

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Business Segment Information (Tables)

9 Months Ended

Sep. 30, 2013

Segment Reporting Information [Line Items]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

Segment information for the periods presented below was as follows:

	Pipeline Transportation		Refinery Services			Supply & Logistics			Total
Three Months Ended September 30, 2013
Segment margin (a)	$	29,860	$	19,163		$	15,801		$	64,824
Capital expenditures (b)	$	38,514	$	632		$	290,942		$	330,088
Revenues:
External customers	$	16,636	$	55,025		$	1,188,157		$	1,259,818
Intersegment (c)	6,581		(2,615		)	(3,966		)	—
Total revenues of reportable segments	$	23,217	$	52,410		$	1,184,191		$	1,259,818
Three Months Ended September 30, 2012
Segment margin (a)	$	23,295	$	18,983		$	23,651		$	65,929
Capital expenditures (b)	$	21,764	$	1,025		$	14,410		$	37,199
Revenues:
External customers	$	16,190	$	50,378		$	975,269		$	1,041,837
Intersegment (c)	2,974		(2,401		)	(573		)	—
Total revenues of reportable segments	$	19,164	$	47,977		$	974,696		$	1,041,837
Nine Months Ended September 30, 2013
Segment margin (a)	$	81,512	$	55,824		$	69,995		$	207,331
Capital expenditures (b)	$	159,922	$	2,296		$	347,001		$	509,219
Revenues:
External customers	$	53,121	$	161,492		$	3,406,076		$	3,620,689
Intersegment (c)	13,412		(8,122		)	(5,290		)	—
Total revenues of reportable segments	$	66,533	$	153,370		$	3,400,786		$	3,620,689
Nine Months Ended September 30, 2012
Segment margin (a)	$	69,427	$	53,510		$	66,075		$	189,012
Capital expenditures (b)	$	300,093	$	2,295		$	77,414		$	379,802
Revenues:
External customers	$	44,564	$	151,326		$	2,820,095		$	3,015,985
Intersegment (c)	11,230		(6,984		)	(4,246		)	—
Total revenues of reportable segments	$	55,794	$	144,342		$	2,815,849		$	3,015,985

Total assets by reportable segment were as follows:

	September 30, 2013		December 31, 2012
Pipeline transportation	$	1,024,367	$	890,652
Refinery services	414,102		414,170
Supply and logistics	1,179,791		750,347
Other assets	61,310		54,495
Total consolidated assets	$	2,679,570	$	2,109,664

Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block]

(a) A reconciliation of Segment Margin to income before income taxes for the periods presented is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Segment Margin	$	64,824		$	65,929		$	207,331		$	189,012
Corporate general and administrative expenses	(11,113		)	(9,428		)	(32,255		)	(26,756		)
Depreciation and amortization	(16,066		)	(14,838		)	(46,789		)	(45,447		)
Interest expense	(12,587		)	(9,873		)	(36,282		)	(30,697		)
Distributable cash from equity investees in excess of equity in earnings	(5,204		)	(5,613		)	(16,659		)	(19,098		)
Non-cash items not included in segment margin	507			(2,222		)	(2,828		)	(2,475		)
Cash payments from direct financing leases in excess of earnings	(1,291		)	(1,278		)	(3,786		)	(3,748		)
Income before income taxes	$	19,070		$	22,677		$	68,732		$	60,791

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Fixed Assets (Schedule Of Fixed Assets) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Fixed Assets, at cost	$ 1,155,977	$ 723,225
Less: Accumulated depreciation	(186,640)	(157,944)
Net fixed assets	969,337	565,281
Pipelines And Related Assets [Member]
Fixed Assets, at cost	268,650	226,831
Machinery And Equipment [Member]
Fixed Assets, at cost	110,710	87,502
Transportation Equipment [Member]
Fixed Assets, at cost	19,751	21,170
Marine Vessels [Member]
Fixed Assets, at cost	529,891	298,054
Land, Buildings And Improvements [Member]
Fixed Assets, at cost	20,002	15,606
Office Equipment, Furniture And Fixtures [Member]
Fixed Assets, at cost	5,436	4,964
Construction In Progress [Member]
Fixed Assets, at cost	180,892	52,541
Property, Plant And Equipment, Other Types [Member]
Fixed Assets, at cost	$ 20,645	$ 16,557

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Transactions With Related Parties

9 Months Ended

Sep. 30, 2013

Related Party Transactions [Abstract]

Transactions With Related Parties

10. Transactions with Related Parties

Sales, purchases and other transactions with affiliated companies, in the opinion of management, are conducted under terms no more or less favorable than then-existing market conditions. The transactions with related parties were as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Revenues:
Sales of CO2 to Sandhill Group, LLC (1)	$	863	$	838	$	2,344	$	2,111
Petroleum products sales to Davison family businesses	399		326		1,043		1,012
Petroleum products sales to an affiliate of the Quintana Group (2)	—		6,376		—		21,142
Costs and expenses:
Amounts paid to our CEO in connection with the use of his aircraft	$	150	$	150	$	450	$	450
Marine operating fuel and expenses provided by an affiliate of the Quintana Group (2)	—		1,980		—		6,181

(1) We own a 50% interest in Sandhill Group, LLC.

(2) The Quintana Group monetized all of its remaining investment in our common units on October 5, 2012. Transactions with the Quintana Group are included in the above table as related party transactions through October 5, 2012.

Amount due from Related Party

At both September 30, 2013 and December 31, 2012 Sandhill Group, LLC owed us $0.3 million for purchases of CO₂.

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Intangible Assets

9 Months Ended

Sep. 30, 2013

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Intangible Assets

6. Intangible Assets

The following table summarizes the components of our intangible assets at the dates indicated:

	September 30, 2013						December 31, 2012
	Gross Carrying Amount		Accumulated Amortization		Carrying Value		Gross Carrying Amount		Accumulated Amortization		Carrying Value
Refinery Services:
Customer relationships	$	94,654	$	74,504	$	20,150	$	94,654	$	69,167	$	25,487
Licensing agreements	38,678		25,264		13,414		38,678		22,892		15,786
Supplier relationships	—		—		—		36,469		36,469		—
Segment total	133,332		99,768		33,564		169,801		128,528		41,273
Supply & Logistics:
Customer relationships	35,430		28,027		7,403		35,430		26,403		9,027
Intangibles associated with lease	13,260		2,920		10,340		13,260		2,565		10,695
Trade names	—		—		—		18,888		18,888		—
Segment total	48,690		30,947		17,743		67,578		47,856		19,722
Other	20,512		6,066		14,446		18,932		4,862		14,070
Total	$	202,534	$	136,781	$	65,753	$	256,311	$	181,246	$	75,065

Our amortization expense for the periods presented was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Amortization expense	$	3,656	$	4,520	$	10,892	$	15,390

We estimate that our amortization expense for the next five years will be as follows:

Remainder of	2013	$	3,655
	2014	$	12,500
	2015	$	10,692
	2016	$	9,230
	2017	$	8,067

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Organization And Basis Of Presentation And Consolidation

9 Months Ended

Sep. 30, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization And Basis Of Presentation And Consolidation

1. Organization and Basis of Presentation and Consolidation

Organization

We are a limited partnership focused on the midstream segment of the oil and gas industry in the Gulf Coast region of the United States, primarily Texas, Louisiana, Arkansas, Mississippi, Alabama, Florida and in the Gulf of Mexico. We have a diverse portfolio of assets, including pipelines, refinery-related plants, storage tanks and terminals, railcars, rail loading and unloading facilities, barges and trucks. We were formed in 1996 and are owned 100% by our limited partners. Genesis Energy, LLC, our general partner, is a wholly-owned subsidiary. Our general partner has sole responsibility for conducting our business and managing our operations. We conduct our operations and own our operating assets through our subsidiaries and joint ventures. We manage our businesses through the following three divisions that constitute our reportable segments:

• Pipeline transportation of interstate, intrastate and offshore crude oil, and, to a lesser extent, carbon dioxide (or "CO₂");

• Refinery services involving processing of high sulfur (or “sour”) gas streams for refineries to remove the sulfur, and selling the related by-product, sodium hydrosulfide (or “NaHS”, commonly pronounced "nash"); and

• Supply and logistics services, which include terminaling, blending, storing, marketing, and transporting crude oil and petroleum products and, on a smaller scale, CO₂.

Basis of Presentation and Consolidation

The accompanying Unaudited Condensed Consolidated Financial Statements include Genesis Energy, L.P. and its subsidiaries, including Genesis Energy, LLC, our general partner.

Our results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. The Condensed Consolidated Financial Statements included herein have been prepared by us without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they reflect all adjustments (which consist solely of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the financial results for interim periods. Certain information and notes normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures are adequate to make the information presented not misleading when read in conjunction with the information contained in the periodic reports we file with the SEC pursuant to the Securities Exchange Act of 1934, including the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2012.

Except per unit amounts, or as noted within the context of each footnote disclosure, the dollar amounts presented in the tabular data within these footnote disclosures are stated in thousands of dollars.

Immaterial Restatement

Revenues and cost of sales for 2012 include corrections to previously reported quarterly and annual amounts for the three and nine months ended September 30, 2012. These corrections were made to present certain sales transactions on a gross basis that previously had been recorded on a net basis. The corrections had no effect on previously reported operating income, net income or Segment Margin.

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Partners' Capital And Distributions (Narrative) (Details) (USD $) In Millions, except Share data, unless otherwise specified	0 Months Ended	3 Months Ended	9 Months Ended								9 Months Ended					3 Months Ended		9 Months Ended
	Sep. 16, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2012	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2013 Waiver Units Class 1 [Member]	Sep. 30, 2013 Waiver Units Class 3 [Member]	Sep. 30, 2013 Waiver Units Class 4 [Member]	Sep. 30, 2013 Class A [Member]	Sep. 30, 2013 Class B [Member]	Sep. 30, 2013 Waiver Units [Member]	May 15, 2013 Waiver Units [Member]	Sep. 30, 2013 Class Two [Member]	Sep. 30, 2013 Class Three [Member]	Sep. 30, 2013 Class Four [Member]	Sep. 30, 2013 Waiver Units Class2 [Member]
Partners Capital And Distributions [Line Items]
Common units, issued	5,750,000	88,690,985	88,690,985				81,202,752
Sale of Stock, Price Per Share	$ 47.51
Partners' Capital Account, Public Sale of Units Net of Offering Costs	$ 263.6
Issuance of common units			5,750,000	5,750,000
Common units, outstanding		88,690,985	88,690,985	81,203,000			81,202,752			71,965,000				88,650,988	39,997
Waiver units authorized											1,738,000	1,750,000	1,750,000			1,738,233					1,750,000
Conversion Feature, Minimum Distribution Coverage Ratio			1.1															1.1	1.1	1.1
Waiver units issued												1,738,000	1,738,000								1,738,000
Conversion feature threshold, quarterly distribution, minimum, per unit																			0.49	0.52
Distribution paid per common unit		$ 0.5225	$ 0.5225	$ 0.4725	$ 0.5100	$ 0.4975	$ 0.4850	$ 0.4600	$ 0.4500								$ 0.4975
Waiver Units Class 3 Convertible Date		May 15, 2013
Waiver units outstanding													1,738,000

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Equity Investees (Schedule Of Operations For Equity Investees) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Equity Method Investments and Joint Ventures [Abstract]
Revenues	$ 49,239	$ 39,799	$ 135,507	$ 113,769
Operating income	28,419	19,810	75,946	53,597
Net income	$ 27,725	$ 19,196	$ 73,928	$ 51,553

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Derivatives (Tables)

9 Months Ended

Sep. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule Of Outstanding Derivatives Entered Into To Hedge Inventory Or Fixed Price Purchase Commitments

At September 30, 2013, we had the following outstanding derivative commodity contracts that were entered into to economically hedge inventory or fixed price purchase commitments. We had no outstanding derivative contracts that were designated as hedges under accounting rules.

	Sell (Short) Contracts		Buy (Long) Contracts
Not qualifying or not designated as hedges under accounting rules:
Crude oil futures:
Contract volumes (1,000 bbls)	335		75
Weighted average contract price per bbl	$	103.01	$	103.47
Crude oil LLS/WTI swaps:
Contract volumes (1,000 bbls)	110		60
Weighted average contract price per bbl	$	0.09	$	25.25
Diesel futures:
Contract volumes (1,000 bbls)	39		22
Weighted average contract price per gal	$	3.02	$	2.97
#6 Fuel oil futures:
Contract volumes (1,000 bbls)	898		—
Weighted average contract price per bbl	$	92.81	$	—
Crude oil options:
Contract volumes (1,000 bbls)	315		95
Weighted average premium received	$	1.47	$	0.29
Diesel options:
Contract volumes (1,000 bbls)	30		—
Weighted average premium received	$	2.50	$	—

Schedule Of Fair Value Of Derivative Assets And Liabilities

The following tables reflect the estimated fair value gain (loss) position of our derivatives at September 30, 2013 and December 31, 2012:

Fair Value of Derivative Assets and Liabilities

	Unaudited Condensed Consolidated Balance Sheets Location	Fair Value
		September 30, 2013			December 31, 2012
Asset Derivatives:
Commodity derivatives - futures and call options (undesignated hedges):
Gross amount of recognized assets	Current Assets - Other	$	1,053		$	758
Gross amount offset in the Unaudited Condensed Consolidated Balance Sheets	Current Assets - Other	(851		)	(758		)
Net amount of assets presented in the Unaudited Condensed Consolidated Balance Sheets		$	202		$	—
Liability Derivatives:
Commodity derivatives - futures and call options (undesignated hedges):
Gross amount of recognized liabilities	Current Assets - Other (1)	$	(851	)	$	(3,357	)
Gross amount offset in the Unaudited Condensed Consolidated Balance Sheets	Current Assets - Other (1)	851			3,357
Net amount of liabilities presented in the Unaudited Condensed Consolidated Balance Sheets		$	—		$	—

(1) These derivative liabilities have been funded with margin deposits recorded in our Unaudited Condensed Consolidated Balance Sheets under Current Assets - Other.

Schedule Of Effect On Operating Results

		Amount of Gain (Loss) Recognized in Income
	Unaudited Condensed Consolidated Statements of Operations Location	Three Months Ended September 30,						Nine Months Ended September 30,
		2013			2012			2013			2012
Commodity derivatives - futures and call options:
Contracts not considered hedges under accounting guidance	Supply and logistics product costs	$	(4,522	)	$	(5,817	)	$	(2,877	)	$	(2,959	)
Total commodity derivatives		$	(4,522	)	$	(5,817	)	$	(2,877	)	$	(2,959	)

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Fair-Value Measurements (Placement Of Assets And Liabilities Within The Fair Value Hierarchy Levels) (Details) (Commodity Derivatives [Member], USD $) In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	$ 1,053	$ 758
Liabilities Fair Value	(851)	(3,357)
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	0	0
Liabilities Fair Value	0	0
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	0	0
Liabilities Fair Value	$ 0	$ 0

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Supplemental Cash Flow Information (Narrative) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Supplemental Cash Flow Elements [Abstract]
Payments of interest and commitment fees	$ 32.5	$ 24.4
Incurred liabilities for fixed and intangible asset additions	$ 22.9	$ 4.8

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Fair-Value Measurements

9 Months Ended

Sep. 30, 2013

Fair Value Disclosures [Abstract]

Fair-Value Measurements

13. Fair-Value Measurements

We classify financial assets and liabilities into the following three levels based on the inputs used to measure fair value:

(1) Level 1 fair values are based on observable inputs such as quoted prices in active markets for identical assets and liabilities;

(2) Level 2 fair values are based on pricing inputs other than quoted prices in active markets and are either directly or indirectly observable as of the measurement date; and

(3) Level 3 fair values are based on unobservable inputs in which little or no market data exists.

As required by fair value accounting guidance, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Our assessment of the significance of a particular input to the fair value requires judgment and may affect the placement of assets and liabilities within the fair value hierarchy levels.

The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at the dates indicated.

	Fair Value at							Fair Value at
	September 30, 2013							December 31, 2012
Recurring Fair Value Measures	Level 1			Level 2		Level 3		Level 1			Level 2		Level 3
Commodity derivatives:
Assets	$	1,053		$	—	$	—	$	758		$	—	$	—
Liabilities	$	(851	)	$	—	$	—	$	(3,357	)	$	—	$	—

Our commodity derivatives include exchange-traded futures and exchange-traded options contracts. The fair value of these exchange-traded derivative contracts is based on unadjusted quoted prices in active markets and is, therefore, included in Level 1 of the fair value hierarchy.

See Note 12 for additional information on our derivative instruments.

Other Fair Value Measurements

We believe the debt outstanding under our credit facility approximates fair value as the stated rate of interest approximates current market rates for similar instruments with comparable maturities. At September 30, 2013, our senior unsecured notes had a carrying value of $700.8 million and a fair value of $717.5 million, compared to $350.9 million and $373.2 million, respectively, at December 31, 2012. The fair value of the senior unsecured notes is determined based on trade information in the financial markets of our public debt and is considered a Level 2 fair value measurement.

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Business Segment Information

9 Months Ended

Sep. 30, 2013

Segment Reporting [Abstract]

Business Segment Information

9. Business Segment Information

Our operations consist of three operating segments:

• Pipeline Transportation – interstate, intrastate and offshore crude oil, and to a lesser extent, CO₂;

• Refinery Services – processing high sulfur (or “sour”) gas streams as part of refining operations to remove the sulfur and selling the related by-product, NaHS and;

• Supply and Logistics – terminaling, blending, storing, marketing, and transporting crude oil and petroleum products (primarily fuel oil, asphalt, and other heavy refined products) and, on a smaller scale, CO₂.

Substantially all of our revenues are derived from, and substantially all of our assets are located in, the United States.

We define Segment Margin as revenues less product costs, operating expenses (excluding non-cash charges, such as depreciation and amortization), and segment general and administrative expenses, plus our equity in distributable cash generated by our equity investees. In addition, our Segment Margin definition excludes the non-cash effects of our stock appreciation rights plan and includes the non-income portion of payments received under direct financing leases.

Our chief operating decision maker (our Chief Executive Officer) evaluates segment performance based on a variety of measures including Segment Margin, segment volumes, where relevant, and capital investment.

Segment information for the periods presented below was as follows:

	Pipeline Transportation		Refinery Services			Supply & Logistics			Total
Three Months Ended September 30, 2013
Segment margin (a)	$	29,860	$	19,163		$	15,801		$	64,824
Capital expenditures (b)	$	38,514	$	632		$	290,942		$	330,088
Revenues:
External customers	$	16,636	$	55,025		$	1,188,157		$	1,259,818
Intersegment (c)	6,581		(2,615		)	(3,966		)	—
Total revenues of reportable segments	$	23,217	$	52,410		$	1,184,191		$	1,259,818
Three Months Ended September 30, 2012
Segment margin (a)	$	23,295	$	18,983		$	23,651		$	65,929
Capital expenditures (b)	$	21,764	$	1,025		$	14,410		$	37,199
Revenues:
External customers	$	16,190	$	50,378		$	975,269		$	1,041,837
Intersegment (c)	2,974		(2,401		)	(573		)	—
Total revenues of reportable segments	$	19,164	$	47,977		$	974,696		$	1,041,837
Nine Months Ended September 30, 2013
Segment margin (a)	$	81,512	$	55,824		$	69,995		$	207,331
Capital expenditures (b)	$	159,922	$	2,296		$	347,001		$	509,219
Revenues:
External customers	$	53,121	$	161,492		$	3,406,076		$	3,620,689
Intersegment (c)	13,412		(8,122		)	(5,290		)	—
Total revenues of reportable segments	$	66,533	$	153,370		$	3,400,786		$	3,620,689
Nine Months Ended September 30, 2012
Segment margin (a)	$	69,427	$	53,510		$	66,075		$	189,012
Capital expenditures (b)	$	300,093	$	2,295		$	77,414		$	379,802
Revenues:
External customers	$	44,564	$	151,326		$	2,820,095		$	3,015,985
Intersegment (c)	11,230		(6,984		)	(4,246		)	—
Total revenues of reportable segments	$	55,794	$	144,342		$	2,815,849		$	3,015,985

Total assets by reportable segment were as follows:

	September 30, 2013		December 31, 2012
Pipeline transportation	$	1,024,367	$	890,652
Refinery services	414,102		414,170
Supply and logistics	1,179,791		750,347
Other assets	61,310		54,495
Total consolidated assets	$	2,679,570	$	2,109,664

(a) A reconciliation of Segment Margin to income before income taxes for the periods presented is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2013			2012			2013			2012
Segment Margin	$	64,824		$	65,929		$	207,331		$	189,012
Corporate general and administrative expenses	(11,113		)	(9,428		)	(32,255		)	(26,756		)
Depreciation and amortization	(16,066		)	(14,838		)	(46,789		)	(45,447		)
Interest expense	(12,587		)	(9,873		)	(36,282		)	(30,697		)
Distributable cash from equity investees in excess of equity in earnings	(5,204		)	(5,613		)	(16,659		)	(19,098		)
Non-cash items not included in segment margin	507			(2,222		)	(2,828		)	(2,475		)
Cash payments from direct financing leases in excess of earnings	(1,291		)	(1,278		)	(3,786		)	(3,748		)
Income before income taxes	$	19,070		$	22,677		$	68,732		$	60,791

(b) Capital expenditures include maintenance and growth capital expenditures, such as fixed asset additions (including enhancements to existing facilities and construction of internal growth projects) as well as acquisitions of businesses and interests in equity investees. In addition to construction of internal growth projects, capital spending in our pipeline transportation segment included $5.2 million and $71.4 million during the three and nine months ended September 30, 2013 and $5.7 million and $57.1 million during the three and nine months ended September 30, 2012 representing capital contributions to our SEKCO equity investee to fund our share of the construction costs for its pipeline. For the three and nine months ended September 30, 2013, capital spending in our supply and logistics segment also included $230.9 million for the acquisition of our offshore marine transportation assets. For the nine months ended September 30, 2012, capital spending in our pipeline transportation segment also included $205.6 million for the acquisition of interests in several Gulf of Mexico pipelines.

(c) Intersegment sales were conducted under terms that we believe were no more or less favorable than then-existing market conditions.

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Condensed Consolidating Financial Information (Narrative) (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2013
Condensed Financial Statements, Captions [Line Items]
Guarantor Obligations, Current Carrying Value	$ 700
Genesis NEJD Pipeline, LLC [Member]
Condensed Financial Statements, Captions [Line Items]
Percentage of equity interest	100.00%
Genesis Energy L P Interest in Subsidiary Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Percentage of equity interest	100.00%

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Condensed Consolidating Financial Information

9 Months Ended

Sep. 30, 2013

Condensed Consolidating Financial Information [Abstract]

Condensed Consolidating Financial Information

16. Condensed Consolidating Financial Information

Our $700 million aggregate principal amount of senior unsecured notes co-issued by Genesis Energy, L.P. and Genesis Energy Finance Corporation are fully and unconditionally guaranteed jointly and severally by all of Genesis Energy, L.P.’s subsidiaries, except Genesis Free State Pipeline, LLC, Genesis NEJD Pipeline, LLC and certain other minor subsidiaries. Genesis NEJD Pipeline, LLC is 100% owned by Genesis Energy, L.P., the parent company. The remaining non-guarantor subsidiaries are owned by Genesis Crude Oil, L.P., a guarantor subsidiary. Genesis Energy Finance Corporation has no independent assets or operations and accordingly has no ability to service obligations on the 2018 and 2021 Notes. Each subsidiary guarantor and the subsidiary co-issuer are 100% owned, directly or indirectly, by Genesis Energy, L.P. See Note 7 for additional information regarding our consolidated debt obligations. The following is condensed consolidating financial information for Genesis Energy, L.P., the guarantor subsidiaries and the non-guarantor subsidiaries.

Unaudited Condensed Consolidating Balance Sheet

September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)		Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	20	$	—	$	15,862		$	977		$	—		$	16,859
Other current assets	975,220		—		483,258			47,888			(999,156		)	507,210
Total current assets	975,240		—		499,120			48,865			(999,156		)	524,069
Fixed assets, at cost	—		—		1,039,675			116,302			—			1,155,977
Less: Accumulated depreciation	—		—		(170,629		)	(16,011		)	—			(186,640		)
Net fixed assets	—		—		869,046			100,291			—			969,337
Goodwill	—		—		325,046			—			—			325,046
Other assets, net	22,568		—		240,081			153,758			(160,356		)	256,051
Equity investees	—		—		605,067			—			—			605,067
Investments in subsidiaries	1,252,345		—		107,042			—			(1,359,387		)	—
Total assets	$	2,250,153	$	—	$	2,645,402		$	302,914		$	(2,518,899	)	$	2,679,570
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	11,832	$	—	$	1,364,742		$	32,820		$	(999,189	)	$	410,205
Senior secured credit facility	411,300		—		—			—			—			411,300
Senior unsecured notes	700,804		—		—			—			—			700,804
Deferred tax liabilities	—		—		13,625			—			—			13,625
Other liabilities	—		—		13,658			163,938			(160,177		)	17,419
Total liabilities	1,123,936		—		1,392,025			196,758			(1,159,366		)	1,553,353
Partners’ capital	1,126,217		—		1,253,377			106,156			(1,359,533		)	1,126,217
Total liabilities and partners’ capital	$	2,250,153	$	—	$	2,645,402		$	302,914		$	(2,518,899	)	$	2,679,570

Unaudited Condensed Consolidating Balance Sheet

December 31, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)		Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	10	$	—	$	11,214		$	58		$	—		$	11,282
Other current assets	745,589		—		367,837			41,533			(762,207		)	392,752
Total current assets	745,599		—		379,051			41,591			(762,207		)	404,034
Fixed assets, at cost	—		—		617,519			105,706			—			723,225
Less: Accumulated depreciation	—		—		(144,882		)	(13,062		)	—			(157,944		)
Net fixed assets	—		—		472,637			92,644			—			565,281
Goodwill	—		—		325,046			—			—			325,046
Other assets, net	17,737		—		254,423			157,604			(163,696		)	266,068
Equity investees	—		—		549,235			—			—			549,235
Investments in subsidiaries	1,006,415		—		102,707			—			(1,109,122		)	—
Total assets	$	1,769,751	$	—	$	2,083,099		$	291,839		$	(2,035,025	)	$	2,109,664
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	2,361	$	—	$	1,048,937		$	23,567		$	(762,214	)	$	312,651
Senior secured credit facility	500,000		—		—			—			—			500,000
Senior unsecured notes	350,895		—		—			—			—			350,895
Deferred tax liabilities	—		—		13,810			—			—			13,810
Other liabilities	—		—		13,044			166,282			(163,513		)	15,813
Total liabilities	853,256		—		1,075,791			189,849			(925,727		)	1,193,169
Partners’ capital	916,495		—		1,007,308			101,990			(1,109,298		)	916,495
Total liabilities and partners’ capital	$	1,769,751	$	—	$	2,083,099		$	291,839		$	(2,035,025	)	$	2,109,664

Unaudited Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	1,182,561		$	38,908		$	(37,278	)	$	1,184,191
Refinery services	—			—		50,609			4,199			(2,398		)	52,410
Pipeline transportation services	—			—		16,604			6,613			—			23,217
Total revenues	—			—		1,249,774			49,720			(39,676		)	1,259,818
COSTS AND EXPENSES:
Supply and logistics costs	—			—		1,165,818			39,201			(37,278		)	1,167,741
Refinery services operating costs	—			—		31,840			3,862			(2,662		)	33,040
Pipeline transportation operating costs	—			—		6,075			203			—			6,278
General and administrative	—			—		12,063			32			—			12,095
Depreciation and amortization	—			—		14,789			1,277			—			16,066
Total costs and expenses	—			—		1,230,585			44,575			(39,940		)	1,235,220
OPERATING INCOME	—			—		19,189			5,145			264			24,598
Equity in earnings of subsidiaries	31,046			—		1,078			—			(32,124		)	—
Equity in earnings of equity investees	—			—		7,059			—			—			7,059
Interest (expense) income, net	(12,572		)	—		4,011			(4,026		)	—			(12,587		)
Income before income taxes	18,474			—		31,337			1,119			(31,860		)	19,070
Income tax expense	—			—		(505		)	(91		)	—			(596		)
NET INCOME	$	18,474		$	—	$	30,832		$	1,028		$	(31,860	)	$	18,474

Unaudited Condensed Consolidating Statement of Operations

Three Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	969,229	$	31,113		$	(25,646	)	$	974,696
Refinery services	—			—		48,809		4,367			(5,199		)	47,977
Pipeline transportation services	—			—		12,596		6,568			—			19,164
Total revenues	—			—		1,030,634		42,048			(30,845		)	1,041,837
COSTS AND EXPENSES:
Supply and logistics costs	—			—		951,512		26,488			(25,648		)	952,352
Refinery services operating costs	—			—		29,339		4,565			(4,661		)	29,243
Pipeline transportation operating costs	—			—		5,661		250			—			5,911
General and administrative	—			—		10,343		32			—			10,375
Depreciation and amortization	—			—		13,940		898			—			14,838
Total costs and expenses	—			—		1,010,795		32,233			(30,309		)	1,012,719
OPERATING INCOME	—			—		19,839		9,815			(536		)	29,118
Equity in earnings of subsidiaries	41,052			—		5,738		—			(46,790		)	—
Equity in earnings of equity investees	—			—		3,432		—			—			3,432
Interest (expense) income, net	(9,858		)	—		4,119		(4,134		)	—			(9,873		)
Income before income taxes	31,194			—		33,128		5,681			(47,326		)	22,677
Income tax benefit	—			—		8,509		8			—			8,517
NET INCOME	$	31,194		$	—	$	41,637	$	5,689		$	(47,326	)	$	31,194

Unaudited Condensed Consolidating Statement of Operations

Nine Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	3,387,604		$	112,977		$	(99,795	)	$	3,400,786
Refinery services	—			—		150,058			13,558			(10,246		)	153,370
Pipeline transportation services	—			—		46,461			20,072			—			66,533
Total revenues	—			—		3,584,123			146,607			(110,041		)	3,620,689
COSTS AND EXPENSES:
Supply and logistics costs	—			—		3,324,619			106,713			(99,795		)	3,331,537
Refinery services operating costs	—			—		95,922			12,660			(10,278		)	98,304
Pipeline transportation operating costs	—			—		19,497			1,010			—			20,507
General and administrative	—			—		35,064			92			—			35,156
Depreciation and amortization	—			—		43,700			3,089			—			46,789
Total costs and expenses	—			—		3,518,802			123,564			(110,073		)	3,532,293
OPERATING INCOME	—			—		65,321			23,043			32			88,396
Equity in earnings of subsidiaries	104,431			—		10,849			—			(115,280		)	—
Equity in earnings of equity investees	—			—		16,618			—			—			16,618
Interest (expense) income, net	(36,209		)	—		12,088			(12,161		)	—			(36,282		)
Income before income taxes	68,222			—		104,876			10,882			(115,248		)	68,732
Income tax expense	—			—		(335		)	(175		)	—			(510		)
NET INCOME	$	68,222		$	—	$	104,541		$	10,707		$	(115,248	)	$	68,222

Unaudited Condensed Consolidating Statement of Operations

Nine Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
REVENUES:
Supply and logistics	$	—		$	—	$	2,797,142	$	95,451		$	(76,744	)	$	2,815,849
Refinery services	—			—		142,716		13,756			(12,130		)	144,342
Pipeline transportation services	—			—		36,381		19,413			—			55,794
Total revenues	—			—		2,976,239		128,620			(88,874		)	3,015,985
COSTS AND EXPENSES:
Supply and logistics costs	—			—		2,743,514		83,250			(76,744		)	2,750,020
Refinery services operating costs	—			—		89,155		13,701			(11,784		)	91,072
Pipeline transportation operating costs	—			—		15,351		644			—			15,995
General and administrative	—			—		29,842		92			—			29,934
Depreciation and amortization	—			—		42,759		2,688			—			45,447
Total costs and expenses	—			—		2,920,621		100,375			(88,528		)	2,932,468
OPERATING INCOME	—			—		55,618		28,245			(346		)	83,517
Equity in earnings of subsidiaries	100,011			—		15,869		—			(115,880		)	—
Equity in earnings of equity investees	—			—		7,971		—			—			7,971
Interest (expense) income, net	(30,629		)	—		12,414		(12,482		)	—			(30,697		)
Income before income taxes	69,382			—		91,872		15,763			(116,226		)	60,791
Income tax benefit (expense)	—			—		8,630		(39		)	—			8,591
NET INCOME	$	69,382		$	—	$	100,502	$	15,724		$	(116,226	)	$	69,382

Unaudited Condensed Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2013

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
Net cash (used in) provided by operating activities	$	(139,747	)	$	—	$	348,447		$	20,540		$	(119,902	)	$	109,338
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	—			—		(188,878		)	(10,756		)	—			(199,634		)
Cash distributions received from equity investees - return of investment	8,711			—		8,272			—			(8,711		)	8,272
Investments in equity investees	(263,597		)	—		(71,443		)	—			263,597			(71,443		)
Acquisitions	—			—		(230,921		)	—			—			(230,921		)
Repayments on loan to non-guarantor subsidiary	—			—		3,341			—			(3,341		)	—
Proceeds from asset sales	—			—		810			—			—			810
Other, net	—			—		(1,004		)	—			—			(1,004		)
Net cash provided by (used) in investing activities	(254,886		)	—		(479,823		)	(10,756		)	251,545			(493,920		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,234,500			—		—			—			—			1,234,500
Repayments on senior secured credit facility	(1,323,200		)	—		—			—			—			(1,323,200		)
Proceeds from issuance of senior unsecured notes, including premium	350,000			—		—			—			—			350,000
Debt issuance costs	(8,157		)	—		—			—			—			(8,157		)
Issuance of common units for cash, net	263,597			—		263,597			—			(263,597		)	263,597
Distributions to partners/owners	(122,097		)	—		(122,097		)	(6,545		)	128,642			(122,097		)
Other, net	—			—		(5,476		)	(2,320		)	3,312			(4,484		)
Net cash provided by (used in) financing activities	394,643			—		136,024			(8,865		)	(131,643		)	390,159
Net (decrease) increase in cash and cash equivalents	10			—		4,648			919			—			5,577
Cash and cash equivalents at beginning of period	10			—		11,214			58			—			11,282
Cash and cash equivalents at end of period	$	20		$	—	$	15,862		$	977		$	—		$	16,859

Unaudited Condensed Consolidating Statement of Cash Flows

Nine Months Ended September 30, 2012

	Genesis Energy, L.P. (Parent and Co-Issuer)			Genesis Energy Finance Corporation (Co-Issuer)		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Genesis Energy, L.P. Consolidated
Net cash (used in) provided by operating activities	$	(91,453	)	$	—	$	304,617		$	17,700		$	(87,926	)	$	142,938
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments to acquire fixed and intangible assets	—			—		(112,665		)	(4,037		)	—			(116,702		)
Cash distributions received from equity investees - return of investment	27,878			—		10,918			—			(27,878		)	10,918
Investments in equity investees	(169,421		)	—		(57,072		)	—			169,421			(57,072		)
Acquisitions	—			—		(205,576		)	—			—			(205,576		)
Repayments on loan to non-guarantor subsidiary	—			—		3,019			—			(3,019		)	—
Proceeds from asset sales	—			—		667			—			—			667
Other, net	—			—		(1,012		)	—			—			(1,012		)
Net cash used in investing activities	(141,543		)	—		(361,721		)	(4,037		)	138,524			(368,777		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on senior secured credit facility	1,407,000			—		—			—			—			1,407,000
Repayments on senior secured credit facility	(1,333,300		)	—		—			—			—			(1,333,300		)
Proceeds from issuance of senior unsecured notes, including premium	101,000			—		—			—			—			101,000
Debt issuance costs	(7,109		)	—		—			—			—			(7,109		)
Issuance of common units for cash, net	169,421			—		169,421			—			(169,421		)	169,421
Distributions to partners/owners	(104,008		)	—		(104,008		)	(11,819		)	115,827			(104,008		)
Other, net	—			—		(2,738		)	(2,779		)	2,996			(2,521		)
Net cash provided by (used in) financing activities	233,004			—		62,675			(14,598		)	(50,598		)	230,483
Net increase (decrease) in cash and cash equivalents	8			—		5,571			(935		)	—			4,644
Cash and cash equivalents at beginning of period	3			—		9,182			1,632			—			10,817
Cash and cash equivalents at end of period	$	11		$	—	$	14,753		$	697		$	—		$	15,461

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Contingencies

9 Months Ended

Sep. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

Contingencies

14. Contingencies

We are subject to various environmental laws and regulations. Policies and procedures are in place to monitor compliance and to detect and address any releases of crude oil from our pipelines or other facilities; however, no assurance can be made that such environmental releases may not substantially affect our business.

We are subject to lawsuits in the normal course of business and examination by tax and other regulatory authorities. We do not expect such matters presently pending to have a material effect on our financial position, results of operations, or cash flows.

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Document And Entity Information	9 Months Ended
	Sep. 30, 2013	Oct. 31, 2013 Class A [Member]	Oct. 31, 2013 Class B [Member]
Entity Information [Line Items]
Entity Registrant Name	GENESIS ENERGY LP
Entity Central Index Key	0001022321
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Sep. 30, 2013
Amendment Flag	false
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		88,650,988	39,997
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes

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Income Taxes Income Taxes

9 Months Ended

Sep. 30, 2013

Income Taxes [Abstract]

Income Tax Disclosure [Text Block]

15. Income Taxes

In the third quarter of 2012, we reversed $8.2 million of uncertain tax positions and recognized an income tax benefit in the Unaudited Condensed Consolidated Statements of Operations as a result of tax audit settlements and the expiration of statutes of limitations. These uncertain tax positions were included in Other Long-Term Liabilities in our Unaudited Condensed Consolidated Balance Sheets.

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Derivatives (Schedule Of Outstanding Derivatives Entered Into To Hedge Inventory Or Fixed Price Purchase Commitments) (Details) (Not Designated As Hedging Instrument [Member])	3 Months Ended
	Sep. 30, 2013 bbl
Sell (Short) Contracts [Member] | Crude Oil Futures [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	335
Weighted average contract price per gal	103.01
Sell (Short) Contracts [Member] | Crude oil LLSWTI swap [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	110
Weighted average contract price per gal	0.09
Sell (Short) Contracts [Member] | Diesel Futures [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	39
Weighted average contract price per gal	3.02
Sell (Short) Contracts [Member] | Fuel Oil Futures [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	898
Weighted average contract price per gal	92.81
Sell (Short) Contracts [Member] | Crude Oil Options [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	315
Underlying, Derivative	1.47
Sell (Short) Contracts [Member] | Diesel Options [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	30
Underlying, Derivative	2.50
Buy (Long) Contracts [Member] | Crude Oil Futures [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	75
Weighted average contract price per gal	103.47
Buy (Long) Contracts [Member] | Crude oil LLSWTI swap [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	60
Weighted average contract price per gal	25.25
Buy (Long) Contracts [Member] | Diesel Futures [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	22
Weighted average contract price per gal	2.97
Buy (Long) Contracts [Member] | Fuel Oil Futures [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	0
Weighted average contract price per gal	0.00
Buy (Long) Contracts [Member] | Crude Oil Options [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	95
Underlying, Derivative	0.29
Buy (Long) Contracts [Member] | Diesel Options [Member]
Derivative [Line Items]
Derivative, Nonmonetary Notional Amount	0
Underlying, Derivative	0

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Supplemental Cash Flow Information (Net Changes In Components Of Operating Assets And Liabilities) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Supplemental Cash Flow Elements [Abstract]
(Increase) decrease in Accounts receivable	$ (92,906)	$ (80,789)
(Increase) decrease in Inventories	(32,073)	33,826
(Increase) decrease in Other current assets	13,897	1,846
Increase (decrease) in Accounts payable	75,506	57,851
Increase (decrease) in Accrued liabilities	7,222	6,144
Net changes in components of operating assets and liabilities	$ (28,354)	$ 18,878