exv99w1

Exhibit 99.1


Contacts:	Roy I. Lamoreaux	Al Swanson
	Director, Investor Relations	Senior Vice President, CFO
	713/646-4222 — 800/564-3036	713/646-4455 — 800/564-3036

FOR IMMEDIATE RELEASE

Plains All American Pipeline, L.P. Reports
Second-Quarter 2010 Results

(Houston — August 4, 2010) Plains All American Pipeline, L.P. (NYSE: PAA) today reported net income attributable to Plains of $131 million, or $0.65 per diluted limited partner unit, for the second quarter 2010 as compared to net income attributable to Plains for the second quarter 2009 of $136 million, or $0.78 per diluted limited partner unit. The Partnership reported earnings before interest, taxes, depreciation and amortization (“EBITDA”) of $259 million for the second quarter 2010, compared with reported EBITDA of $246 million for the second quarter 2009.

The Partnership’s reported results include the impact of items that affect comparability between reporting periods. These items are excluded from adjusted results, as further described in the table below. Accordingly, the Partnership’s second-quarter 2010 adjusted net income attributable to Plains, adjusted net income per diluted limited partner unit and adjusted EBITDA were $120 million, $0.57 and $248 million, respectively, as compared to second-quarter 2009 adjusted net income attributable to Plains, adjusted net income per diluted limited partner unit and adjusted EBITDA of $130 million, $0.74 and $240 million, respectively. (See the section of this release entitled “Non-GAAP Financial Measures” and the attached tables for discussion of EBITDA and other non-GAAP financial measures, and reconciliations of such measures to the comparable GAAP measures.)

“Plains All American delivered second quarter results that were near the high end of our guidance range,” said Greg L. Armstrong, Chairman and CEO of Plains All American. “Strong performance from our fee based transportation and facilities segments more than offset weaker performance from our supply and logistics segment, extending our track record of delivering results in line with our quarterly guidance to 34 consecutive quarters. We continue to have strong customer demand for our assets and services and believe that we are financially and operationally well positioned to continue to deliver solid organic and acquisition oriented growth.”

333 Clay Street, Suite 1600 Houston, Texas 77002 713-646-4100 / 800-564-3036

The following table summarizes selected items that the Partnership believes impact comparability of financial results between reporting periods (amounts in millions, except per unit amounts):


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Selected Items Impacting Comparability — Income / (Expense):
Equity compensation charge ⁽¹⁾	$	(9	)	$	(15	)	$	(24	)	$	(25	)
Inventory valuation adjustments net of gains/(losses) from related derivative activities⁽²⁾		(1	)		1			(1	)		24
Gains/(losses) from other derivative activities ^{(2) (3)}		22			18			41			44
PNGS contingent consideration fair value adjustment		(1	)		—			(2	)		—
Net gain on foreign currency revaluation		—			2			—			12

Selected items impacting comparability		11			6			14			55
Less: GP 2% portion of selected items impacting comparability		—			—			—			(1	)

LP 98% portion of selected items impacting comparability	$	11		$	6		$	14		$	54


Impact to basic net income per limited partner unit	$	0.08		$	0.05		$	0.10		$	0.43

Impact to diluted net income per limited partner unit	$	0.08		$	0.04		$	0.11		$	0.43


(1)		The equity compensation benefits and charges for the three and six months ended June 30, 2010 and 2009 exclude the portion of the equity compensation expense represented by grants under the LTIP Plans that, pursuant to the terms of the grant, will be settled in cash only and have no impact on diluted units. The portion of the equity compensation expense attributable to the cash portion of the LTIP Plans is approximately $4 million for each of the three month periods ended June 30, 2010 and 2009, and approximately $9 million and $5 million for the six months ended June 30, 2010 and 2009, respectively.

(2)		Gains and losses from derivative activities related to revalued inventory are included in the line item “Inventory valuation adjustments net of gains/(losses) from related derivative activities;” gains and losses from derivative activities not related to revalued inventory are included in the line item “Gains/(losses) from other derivative activities.”

(3)		Gains and losses from other derivative activities for the three-month periods ended June 30, 2010 and 2009 include gains of approximately $2 million and losses of approximately $3 million, respectively, related to interest rate derivatives, which are included in other income, net and interest expense, but do not impact segment profit. Gains and losses from other derivative activities for both the six month periods ended June 30, 2010 and 2009 include gains of approximately $3 million and losses of less than $1 million, respectively, related to interest rate derivatives, which are included in other income, net and interest expense, but do not impact segment profit.

333 Clay Street, Suite 1600 Houston, Texas 77002 713-646-4100 / 800-564-3036

The following tables present certain selected financial information by segment for the second-quarter (amounts in millions):


	Three Months Ended									Three Months Ended
	June 30, 2010									June 30, 2009
							Supply &									Supply &
	Transportation			Facilities			Logistics			Transportation			Facilities			Logistics
Revenues ⁽¹⁾	$	259		$	121		$	5,901		$	238		$	85		$	4,099
Purchases and related costs ⁽¹⁾		(18	)		(5	)		(5,773	)		(16	)		—			(3,951	)
Field operating costs (excluding equity compensation charge) ⁽¹⁾		(88	)		(34	)		(49	)		(86	)		(27	)		(47	)
Equity compensation charge — operations		(2	)		—			—			(2	)		—			—
Segment G&A expenses (excluding equity compensation charge) ⁽²⁾		(17	)		(9	)		(18	)		(14	)		(6	)		(17	)
Equity compensation charge — general and administrative		(5	)		(3	)		(4	)		(8	)		(3	)		(6	)
Equity earnings in unconsolidated entities		1			—			—			2			3			—

Reported segment profit	$	130		$	70		$	57		$	114		$	52		$	78


Selected items impacting comparability of segment profit:
Equity compensation charge ⁽³⁾		5			2			2			8			2			5
Inventory valuation adjustments net of (gains)/losses from related derivative activities⁽⁴⁾		—			—			1			—			—			(1	)
(Gains)/losses from other derivative activities ^{(4) (5)}		—			—			(20	)		—			—			(21	)
Net (gain)/loss on foreign currency revaluation		—			—			—			—			—			(2	)

Subtotal		5			2			(17	)		8			2			(19	)

Segment profit excluding selected items impacting comparability	$	135		$	72		$	40		$	122		$	54		$	59


Maintenance capital	$	15		$	5		$	2		$	16		$	3		$	3


	Six Months Ended									Six Months Ended
	June 30, 2010									June 30, 2009
							Supply &									Supply &
	Transportation			Facilities			Logistics			Transportation			Facilities			Logistics
Revenues ⁽¹⁾	$	509		$	235		$	11,814		$	464		$	162		$	7,231
Purchases and related costs ⁽¹⁾		(35	)		(12	)		(11,522	)		(32	)		—			(6,854	)
Field operating costs (excluding equity compensation charge) ⁽¹⁾		(170	)		(68	)		(94	)		(163	)		(54	)		(96	)
Equity compensation charge — operations		(4	)		(1	)		(1	)		(4	)		—			—
Segment G&A expenses (excluding equity compensation charge) ⁽²⁾		(33	)		(20	)		(37	)		(30	)		(11	)		(33	)
Equity compensation charge — general and administrative		(12	)		(5	)		(10	)		(12	)		(4	)		(10	)
Equity earnings in unconsolidated entities		2			—			—			3			5			—

Reported segment profit	$	257		$	129		$	150		$	226		$	98		$	238


Selected items impacting comparability of segment profit:
Equity compensation charge⁽³⁾		12			5			7			13			4			8
Inventory valuation adjustments net of (gains)/losses from related derivative activities ⁽⁴⁾		—			—			1			—			—			(24	)
(Gains)/losses from other derivative activities ⁽⁴⁾⁽⁵⁾		—			—			(38	)		—			—			(44	)
Net (gain)/loss on foreign currency revaluation		—			—			—			—			—			(12	)

Subtotal		12			5			(30	)		13			4			(72	)

Segment profit excluding selected items impacting comparability	$	269		$	134		$	120		$	239		$	102		$	166


Maintenance capital	$	22		$	8		$	3		$	30		$	9		$	4


(1)		Includes intersegment amounts.

(2)		Segment general and administrative expenses (G&A) reflect direct costs attributable to each segment and an allocation of other expenses to the segments based on the business activities that existed at that time. The proportional allocations by segment require judgment by management and will continue to be based on the business activities that exist during each period.

(3)		The equity compensation benefits and charges for the three and six months ended June 30, 2010 and 2009 exclude the portion of the equity compensation expense represented by grants under the LTIP Plans that, pursuant to the terms of the grant, will be settled in cash only and have no impact on diluted units. The portion of the equity compensation expense attributable to the cash portion of the LTIP Plans is approximately $4 million for each of the three month periods ended June 30, 2010 and 2009, and approximately $9 million and $5 million for the six months ended June 30, 2010 and 2009, respectively.

(4)		Gains and losses from derivative activities related to revalued inventory are included in the line item “Inventory valuation adjustments net of (gains)/losses from related derivative activities;” gains and losses from derivative activities not related to revalued inventory are included in the line item “(Gains)/losses from other derivative activities.”

(5)		Gains and losses from other derivative activities for the three-month periods ended June 30, 2010 and 2009 include gains of approximately $2 million and losses of approximately $3 million, respectively, related to interest rate derivatives, which are included in other income, net and interest expense, but do not impact segment profit. Gains and losses from other derivative activities for both the six month periods ended June 30, 2010 and 2009 include gains of approximately $3 million and losses of less than $1 million, respectively, related to interest rate derivatives, which are included in other income, net and interest expense, but do not impact segment profit.

Adjusted segment profit for the Transportation segment for the second quarter of 2010 increased 11% over comparable 2009 results, primarily due to higher average tariffs and favorable foreign exchange rates partially offset by lower pipeline loss allowance revenue.

333 Clay Street, Suite 1600 Houston, Texas 77002 713-646-4100 / 800-564-3036

Adjusted segment profit for the Facilities segment for the second quarter of 2010 increased 33% over comparable 2009 results, primarily due to acquisition and organic growth capacity additions.

Adjusted segment profit for the Supply and Logistics segment for the second quarter of 2010 decreased 32% when compared to second quarter 2009 results. This decrease reflects lower LPG margins and less favorable crude oil grade differentials in the second quarter 2010 combined with contango-market-related overperformance in the second quarter 2009.

The Partnership’s basic weighted average units outstanding for the second quarter of 2010 totaled 136 million (137 million diluted) as compared to 129 million (130 million diluted) in last year’s second quarter. On June 30, 2010, the Partnership had approximately 136.4 million units outstanding, long-term debt of approximately $4.4 billion ($500 million of which supports hedged inventory) and an adjusted long-term debt-to-total capitalization ratio of 47%.

The Partnership has declared a quarterly distribution of $0.9425 per unit ($3.77 per unit on an annualized basis) payable August 13, 2010 on its outstanding limited partner units. This distribution represents an increase of approximately 4.1% over the quarterly distribution paid in August 2009 and an increase of approximately 0.8% from the May 2010 distribution level.

Prior to its August 5^th conference call, the Partnership will furnish a current report on Form 8-K, which will include material in this press release and financial and operational guidance for the third quarter and full year 2010. A copy of the Form 8-K will be available on the Partnership’s website at www.paalp.com.

Non-GAAP Financial Measures

In this release, the Partnership’s EBITDA disclosure is not presented in accordance with generally accepted accounting principles and is not intended to be used in lieu of GAAP presentations of net income or cash flows from operating activities. EBITDA is presented because we believe it provides additional information with respect to both the performance of our fundamental business activities as well as our ability to meet our future debt service, capital expenditures and working capital requirements. We also believe that debt holders commonly use EBITDA to analyze Partnership performance. In addition, we present selected items that impact the comparability of our operating results as additional information that may be helpful to your understanding of our financial results. We consider an understanding of these selected items impacting comparability to be material to our evaluation of our operating results and prospects. Although we present selected items that we consider in evaluating our performance, you should also be aware that the items presented do not represent all items that affect comparability between the periods presented. Variations in our operating results are also caused by changes in volumes, prices, exchange rates, mechanical interruptions, acquisitions and numerous other factors. These types of variations are not separately identified in this release, but will be discussed, as applicable, in management’s discussion and analysis of operating results in our Quarterly Report on Form 10-Q.

A reconciliation of net income to EBITDA and EBITDA to cash flows from operating activities for the

333 Clay Street, Suite 1600 Houston, Texas 77002 713-646-4100 / 800-564-3036

periods presented is included in the tables attached to this release. In addition, the Partnership maintains on its website (www.paalp.com) a reconciliation of all non-GAAP financial information, such as EBITDA, to the most comparable GAAP measures. To access the information, investors should click on the “Investor Relations” link on the Partnership’s home page and then the “Non-GAAP Reconciliation” link on the Investor Relations page.

Conference Call

The Partnership will host a conference call at 11:00 AM (Eastern) on Thursday, August 5, 2010 to discuss the following items:

	1.		The Partnership’s second-quarter 2010 performance;

	2.		The status of major expansion projects;

	3.		Capitalization and liquidity;

	4.		Financial and operating guidance for the third quarter and full year 2010; and

	5.		The Partnership’s outlook for the future.

Webcast Instructions

To access the Internet webcast, please go to the Partnership’s website at www.paalp.com, choose “Investor Relations,” and then choose “Conference Calls.” Following the live webcast, the call will be archived for a period of sixty (60) days on the Partnership’s website.

If you are unable to participate in the webcast, you may access the live conference call by dialing toll free 800-230-1096. International callers should dial 612-332-0228. No password is required. You may access the slide presentation accompanying the conference call a few minutes prior to the call under the Conference Call Summaries portion of the Conference Calls tab of the Investor Relations section of PAA’s website at www.paalp.com.

Telephonic Replay Instructions

To listen to a telephonic replay of the conference call, please dial 800-475-6701, or, for international callers, 320-365-3844, and replay access code 163557. The replay will be available beginning Thursday, August 5, 2010, at approximately 12:00 PM (Central) and continue until 11:59 PM (Central) Sunday, September 5, 2010.

Plains All American Pipeline, L.P. is a publicly-traded master limited partnership engaged in the transportation, storage, terminalling and marketing of crude oil, refined products and liquefied petroleum gas and other natural gas related petroleum products. Through its general partner interest and majority equity ownership position in PAA Natural Gas Storage, L.P. (NYSE: PNG), PAA is also engaged in the development and operation of natural gas storage facilities. PAA is headquartered in Houston, TX.

Forward-Looking Statements

Except for the historical information contained herein, the matters discussed in this release are forward-looking statements that involve certain risks and uncertainties that could cause actual

333 Clay Street, Suite 1600 Houston, Texas 77002 713-646-4100 / 800-564-3036

results to differ materially from results anticipated in the forward-looking statements. These risks and uncertainties include, among other things, failure to implement or capitalize on planned internal growth projects; maintenance of our credit rating and ability to receive open credit from our suppliers and trade counterparties; continued creditworthiness of, and performance by, our counterparties, including financial institutions and trading companies with which we do business; the effectiveness of our risk management activities; environmental liabilities or events that are not covered by an indemnity, insurance or existing reserves; abrupt or severe declines or interruptions in outer continental shelf production located offshore California and transported on our pipeline systems; shortages or cost increases of power supplies, materials or labor; the availability of adequate third-party production volumes for transportation and marketing in the areas in which we operate and other factors that could cause declines in volumes shipped on our pipelines by us and third-party shippers, such as declines in production from existing oil and gas reserves or failure to develop additional oil and gas reserves; fluctuations in refinery capacity in areas supplied by our mainlines and other factors affecting demand for various grades of crude oil, refined products and natural gas and resulting changes in pricing conditions or transportation throughput requirements; the availability of, and our ability to consummate, acquisition or combination opportunities; our ability to obtain debt or equity financing on satisfactory terms to fund additional acquisitions, expansion projects, working capital requirements and the repayment or refinancing of indebtedness; the successful integration and future performance of acquired assets or businesses and the risks associated with operating in lines of business that are distinct and separate from our historical operations; unanticipated changes in crude oil market structure and volatility (or lack thereof); the impact of current and future laws, rulings, governmental regulations, accounting standards and statements and related interpretations; the effects of competition; interruptions in service and fluctuations in tariffs or volumes on third-party pipelines; increased costs or lack of availability of insurance; fluctuations in the debt and equity markets, including the price of our units at the time of vesting under our long-term incentive plans; the currency exchange rate of the Canadian dollar; weather interference with business operations or project construction; risks related to the development and operation of natural gas storage facilities; future developments and circumstances at the time distributions are declared; general economic, market or business conditions and the amplification of other risks caused by volatile financial markets, capital constraints and pervasive liquidity concerns; and other factors and uncertainties inherent in the transportation, storage, terminalling and marketing of crude oil, refined products and liquefied petroleum gas and other natural gas related petroleum products discussed in the Partnership’s filings with the Securities and Exchange Commission.

333 Clay Street, Suite 1600 Houston, Texas 77002 713-646-4100 / 800-564-3036

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)

CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except per unit data)


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
REVENUES	$	6,124		$	4,282		$	12,248		$	7,585

COSTS AND EXPENSES
Purchases and related costs		5,641			3,829			11,263			6,619
Field operating costs		171			160			334			312
General and administrative expenses		56			54			117			100
Depreciation and amortization		64			56			131			114

Total costs and expenses		5,932			4,099			11,845			7,145

OPERATING INCOME		192			183			403			440

OTHER INCOME/(EXPENSE)
Equity earnings in unconsolidated entities		1			5			2			8
Interest expense		(62	)		(56	)		(120	)		(107	)
Other income, net		2			2			(1	)		5

INCOME BEFORE TAX		133			134			284			346
Current income tax (expense)/benefit		1			—			(1	)		(2	)
Deferred income tax (expense)/benefit		(1	)		2			1			3

NET INCOME		133			136			284			347
Less: Net income attributable to noncontrolling interests		(2	)		—			(2	)		—

NET INCOME ATTRIBUTABLE TO PLAINS	$	131		$	136		$	282		$	347


NET INCOME:
LIMITED PARTNERS	$	90		$	102		$	201		$	282

GENERAL PARTNER	$	41		$	34		$	81		$	65


BASIC NET INCOME PER LIMITED PARTNER UNIT	$	0.65		$	0.79		$	1.45		$	2.20


DILUTED NET INCOME PER LIMITED PARTNER UNIT	$	0.65		$	0.78		$	1.45		$	2.18


BASIC WEIGHTED AVERAGE UNITS OUTSTANDING		136			129			136			126


DILUTED WEIGHTED AVERAGE UNITS OUTSTANDING		137			130			137			127

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2010		2009		2010		2009
OPERATING DATA⁽¹⁾

Transportation activities (Average Daily Volumes, thousands of barrels):
Tariff activities
All American		43		42		41		39
Basin		369		440		363		417
Capline		246		204		203		205
Line 63/Line 2000		112		145		111		133
Salt Lake City Area Systems ⁽²⁾		136		139		132		121
West Texas/New Mexico Area Systems ⁽²⁾		387		374		376		384
Manito		60		61		60		63
Rainbow		198		181		195		188
Rangeland		54		53		51		56
Refined products		126		91		121		94
Other		1,256		1,260		1,193		1,201

Tariff activities total		2,987		2,990		2,846		2,901
Trucking		95		84		92		86

Transportation activities total		3,082		3,074		2,938		2,987


Facilities activities (Average Monthly Volumes):
Crude oil, refined products, and LPG storage (average monthly capacity in millions of barrels)		61		56		60		55

Natural gas storage (average monthly capacity in billions of cubic feet)		49		20		45		18

LPG processing (average throughput in thousands of barrels per day)		14		17		13		16

Facilities activities total (average monthly capacity in millions of barrels) ⁽³⁾		70		60		68		59


Supply & Logistics activities (Average Daily Volumes, thousands of barrels):
Crude oil lease gathering purchases		620		623		611		627
LPG sales		54		60		94		102
Waterborne foreign crude oil imported		74		57		73		57
Refined products		42		36		41		36

Supply & Logistics activities total		790		776		819		822


(1)		Volumes associated with acquisitions represent total volumes for the number of days we actually owned the assets divided by the number of days in the period.

(2)		The aggregate of multiple systems in the respective areas.

(3)		Facilities total is calculated as the sum of: (i) crude oil, refined products and LPG storage capacity; (ii) natural gas storage capacity divided by 6 to account for the 6:1 mcf of gas to crude oil barrel ratio; and (iii) LPG processing volumes multiplied by the number of days in the period and divided by the number of months in the period.

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)

CONDENSED CONSOLIDATED BALANCE SHEET DATA
(In millions)


	June 30,		December 31,
	2010		2009
ASSETS
Current assets	$	3,498	$	3,658
Property and equipment, net		6,410		6,340
Linefill and base gas		504		501
Long-term inventory		118		121
Goodwill		1,285		1,287
Other long-term assets, net		553		451

Total assets	$	12,368	$	12,358


LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities	$	3,377	$	3,782
Long-term debt under credit facilities and other		213		6
Senior notes, net of unamortized discount		4,137		4,136
Other long-term liabilities and net deferred credits		226		275

Total liabilities		7,953		8,199

Partners’ capital excluding noncontrolling interests		4,184		4,096
Noncontrolling interests		231		63

Total partners’ capital		4,415		4,159

Total liabilities and partners’ capital	$	12,368	$	12,358

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)

CREDIT RATIOS
(In millions)


							June 30,
	June 30,						2010
	2010			Adjustment⁽¹⁾			Adjusted
Short-term debt	$	1,025		$	500		$	1,525
Long-term debt		4,350			(500	)		3,850

Total debt	$	5,375		$	—		$	5,375


Long-term debt		4,350			(500	)		3,850
Partners’ capital		4,415			—			4,415

Total book capitalization	$	8,765		$	(500	)	$	8,265


Total book capitalization including short-term debt	$	9,790		$	—		$	9,790


Long-term debt to total book capitalization		50	%					47	%

Total debt to total book capitalization including short-term debt		55	%					55	%


(1)		The adjustment represents the portion of the 4.25% senior notes due September 2012 that has been used to fund hedged inventory and would be classified as short-term debt if funded on our credit facilities. These notes were issued in July 2009 and the proceeds are being used to supplement capital available from our hedged inventory facility.

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)

COMPUTATION OF BASIC AND DILUTED EARNINGS PER LIMITED PARTNER UNIT
(In millions, except per unit data)


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Numerator for basic and diluted earnings per limited partner unit:
Net Income Attributable to Plains	$	131		$	136		$	282		$	347
Less: General partner’s incentive distribution paid ⁽¹⁾		(39	)		(32	)		(77	)		(60	)

Subtotal		92			104			205			287
Less: General partner 2% ownership ⁽¹⁾		(2	)		(2	)		(4	)		(5	)

Net income available to limited partners		90			102			201			282
Adjustment in accordance with application of the two-class method for MLPs⁽¹⁾		(1	)		—			(3	)		(5	)

Net income available to limited partners in accordance with application of the two-class method for MLPs ⁽¹⁾	$	89		$	102		$	198		$	277


Denominator:
Basic weighted average number of limited partner units outstanding		136			129			136			126
Effect of dilutive securities:
Weighted average LTIP units		1			1			1			1

Diluted weighted average number of limited partner units outstanding		137			130			137			127


Basic net income per limited partner unit	$	0.65		$	0.79		$	1.45		$	2.20


Diluted net income per limited partner unit	$	0.65		$	0.78		$	1.45		$	2.18


(1)		We calculate net income available to limited partners based on the distribution paid during the current quarter (including the incentive distribution interest in excess of the 2% general partner interest). However, FASB guidance requires that the distribution pertaining to the current period’s net income, which is to be paid in the subsequent quarter, be utilized in the earnings per unit calculation. After adjusting for this distribution, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner and limited partners in accordance with the contractual terms of the partnership agreement for earnings per unit calculation purposes. We reflect the impact of the difference in (i) the distribution utilized and (ii) the calculation of the excess 2% general partner interest as the “Adjustment in accordance with application of the two-class method for MLPs.”

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)

FINANCIAL DATA RECONCILIATIONS
(In millions)


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Net income to earnings before interest, taxes, depreciation and amortization (“EBITDA”) and excluding selected items impacting comparability (“Adjusted EBITDA”) reconciliations
Net Income	$	133		$	136		$	284		$	347
Add: Interest expense		62			56			120			107
Add: Income tax expense		—			(2	)		—			(1	)
Add: Depreciation and amortization		64			56			131			114

EBITDA		259			246			535			567
Selected items impacting comparability		(11	)		(6	)		(14	)		(55	)

Adjusted EBITDA	$	248		$	240		$	521		$	512


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Adjusted EBITDA to Distributable Cash Flow (“DCF”)
Adjusted EBITDA	$	248		$	240		$	521		$	512
Interest expense		(62	)		(56	)		(120	)		(107	)
Maintenance capital		(22	)		(22	)		(33	)		(43	)
Current income tax (expense)/benefit		1			—			(1	)		(2	)
Equity earnings in unconsolidated entities, net of distributions		—			(2	)		1			(3	)
Distribution to noncontrolling interests ⁽¹⁾		(4	)		—			(5	)		—

DCF	$	161		$	160		$	363		$	357


(1)		Includes distributions that are declared in the current quarter and are to be paid in the subsequent quarter.


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Cash flow from operating activities reconciliation
EBITDA	$	259		$	246		$	535		$	567
Current income tax (expense)/benefit		1			—			(1	)		(2	)
Interest expense		(62	)		(56	)		(120	)		(107	)
Net change in assets and liabilities, net of acquisitions		(319	)		(400	)		(164	)		(201	)
Other items to reconcile to cash flows from operating activities:
Equity compensation charge		14			19			33			30


Net cash provided by/(used in) operating activities	$	(107	)	$	(191	)	$	283		$	287

PLAINS ALL AMERICAN PIPELINE, L.P. AND SUBSIDIARIES
FINANCIAL SUMMARY (unaudited)

FINANCIAL DATA RECONCILIATIONS
(In millions, except per unit data) (continued)


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Net income and earnings per limited partner unit excluding selected items impacting comparability
Net Income Attributable to Plains	$	131		$	136		$	282		$	347
Selected items impacting comparability		(11	)		(6	)		(14	)		(55	)

Adjusted Net Income Attributable to Plains	$	120		$	130		$	268		$	292

Net income available to limited partners in accordance with application of the two-class method for MLPs	$	89		$	102		$	198		$	277
Limited partners’ 98% of selected items impacting comparability		(11	)		(6	)		(14	)		(54	)

Adjusted limited partners’ net income	$	78		$	96		$	184		$	223

Adjusted basic net income per limited partner unit	$	0.57		$	0.74		$	1.35		$	1.77

Adjusted diluted net income per limited partner unit	$	0.57		$	0.74		$	1.34		$	1.75

Basic weighted average units outstanding		136			129			136			126

Diluted weighted average units outstanding		137			130			137			127