10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

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

For the quarterly period ended June 30, 2011

or

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

For the transition period from _____ to _____

Commission File Number: 001-33303

TARGA RESOURCES PARTNERS LP

(Exact name of registrant as specified in its charter)

Delaware	65-1295427
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1000 Louisiana St, Suite 4300, Houston, Texas	77002
(Address of principal executive offices)	(Zip Code)

(713) 584-1000

(Registrant’s telephone number, including area code)

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 R 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes R 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 R Accelerated filer £ Non-accelerated filer £ Smaller reporting company £

(Do not check if a 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 R.

As of August 1, 2011, there were 84,756,009 Common Units and 1,729,715 General Partner Units outstanding.

Explanatory Note

The purpose of the Amendment No. 1 to our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, as filed with the Securities and Exchange Commission on August 8, 2011 (the “Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in eXtensible Business Reporting Language (XBRL); (i) the unaudited Consolidated Balance Sheets as of June 30, 2011 and December 31, 2010, (ii) the unaudited Consolidated Statements of Operations for the three and six months ended June 30, 2011 and 2010, (iii) the unaudited Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2011 and 2010, (iv) the unaudited Consolidated Statement of Changes in Owners’ Equity for the six months ended June 30, 2011, (v) the unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 2011 and 2010, and (vi) the unaudited Notes to Consolidated Financial Statements.

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.

Users of this data are advised that pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

Item 6. Exhibits.

Exhibit Number	Description
3.1*	Certificate of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.2 to Targa Resources Partners LP’s Registration Statement on Form S-1 filed November 16, 2006 (File No. 333-138747)).
3.2*	Certificate of Formation of Targa Resources GP LLC (incorporated by reference to Exhibit 3.3 to Targa Resources Partners LP’s Registration Statement on Form S-1/A filed January 19, 2007 (File No. 333-138747)).
3.3*	Agreement of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.3 to Targa Resources Partners LP’s Annual Report on Form 10-K filed April 2, 2007 (File No. 001-33303)).
3.4*	First Amended and Restated Agreement of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.1 to Targa Resources Partners LP’s current report on Form 8-K filed February 16, 2007 (File No. 001-33303)).
3.5*	Amendment No. 1, dated May 13, 2008, to the First Amended and Restated Agreement of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.5 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 14, 2008 (File No. 001-33303)).
3.6*	Limited Liability Company Agreement of Targa Resources GP LLC (incorporated by reference to Exhibit 3.4 to Targa Resources Partners LP’s Registration Statement on Form S-1/A filed January 19, 2007 (File No. 333-138747)).
4.1*	Supplemental Indenture dated April 8, 2011 to Indenture dated June 18, 2008, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.4 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
4.2*	Supplemental Indenture dated April 8, 2011 to Indenture dated July 6, 2009, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.5 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
4.3*	Supplemental Indenture dated April 8, 2011 to Indenture dated August 13, 2010, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.6 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
4.4*	Supplemental Indenture dated April 8, 2011 to Indenture dated February 2, 2011, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.7 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
31.1*	Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.
31.2*	Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.
32.1*	Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**	XBRL Instance Document
101.SCH**	XBRL Taxonomy Extension Schema Document
101.CAL**	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**	XBRL Taxonomy Extension Label Linkbase Document
101.PRE**	XBRL Taxonomy Extension Presentation Linkbase Document
*	These exhibits were previously included or incorporated by reference in our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 8, 2011.
**	Furnished herewith

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.

Targa Resources Partners LP.

(Registrant)

By:  Targa Resources GP LLC,

 its general partner

By:   /s/ Matthew J. Meloy

Matthew J. Meloy

Senior Vice President, Chief Financial Officer and Treasurer

(Authorized Officer and Principal Financial Officer)

Date: August 19, 2011

Exhibit Index

Exhibit Number	Description
3.1*	Certificate of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.2 to Targa Resources Partners LP’s Registration Statement on Form S-1 filed November 16, 2006 (File No. 333-138747)).
3.2*	Certificate of Formation of Targa Resources GP LLC (incorporated by reference to Exhibit 3.3 to Targa Resources Partners LP’s Registration Statement on Form S-1/A filed January 19, 2007 (File No. 333-138747)).
3.3*	Agreement of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.3 to Targa Resources Partners LP’s Annual Report on Form 10-K filed April 2, 2007 (File No. 001-33303)).
3.4*	First Amended and Restated Agreement of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.1 to Targa Resources Partners LP’s current report on Form 8-K filed February 16, 2007 (File No. 001-33303)).
3.5*	Amendment No. 1, dated May 13, 2008, to the First Amended and Restated Agreement of Limited Partnership of Targa Resources Partners LP (incorporated by reference to Exhibit 3.5 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 14, 2008 (File No. 001-33303)).
3.6*	Limited Liability Company Agreement of Targa Resources GP LLC (incorporated by reference to Exhibit 3.4 to Targa Resources Partners LP’s Registration Statement on Form S-1/A filed January 19, 2007 (File No. 333-138747)).
4.1*	Supplemental Indenture dated April 8, 2011 to Indenture dated June 18, 2008, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.4 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
4.2*	Supplemental Indenture dated April 8, 2011 to Indenture dated July 6, 2009, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.5 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
4.3*	Supplemental Indenture dated April 8, 2011 to Indenture dated August 13, 2010, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.6 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
4.4*	Supplemental Indenture dated April 8, 2011 to Indenture dated February 2, 2011, among Targa Terminals LLC, a subsidiary of Targa Resources Partners LP, Targa Resources Partners Finance Corporation, the other Subsidiary Guarantors and U.S. Bank National Association (incorporated by reference to Exhibit 4.7 to Targa Resources Partners LP’s Quarterly Report on Form 10-Q filed May 6, 2011 (File No. 333-138747)).
31.1*	Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.
31.2*	Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.
32.1*	Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**	XBRL Instance Document
101.SCH**	XBRL Taxonomy Extension Schema Document
101.CAL**	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**	XBRL Taxonomy Extension Label Linkbase Document
101.PRE**	XBRL Taxonomy Extension Presentation Linkbase Document
*	These exhibits were previously included or incorporated by reference in our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 8, 2011.
**	Furnished herewith

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CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $) In Millions, except Share data	Jun. 30, 2011	Dec. 31, 2010
CONSOLIDATED BALANCE SHEETS (Unaudited) [Abstract]
Trade receivables, net of allowances	$ 7.7	$ 7.7
Owners' equity
Common unitholders units issued (in units)	84,756,009	75,545,409
Common unitholders units outstanding (in units)	84,756,009	75,545,409
General partner units issued (in units)	1,729,715	1,541,744
General partner units outstanding (in units)	1,729,715	1,541,744

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CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $) In Millions, except Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) [Abstract]
Revenues	$ 1,725.4	$ 1,237.6	$ 3,339.9	$ 2,721.4
Costs and expenses:
Product purchases	1,477.2	1,057.8	2,877.8	2,355.7
Operating expenses	71.6	62.0	137.6	124.2
Depreciation and amortization expenses	44.5	43.0	87.2	85.0
General and administrative expenses	33.2	28.2	64.9	53.2
Income from operations	98.9	46.6	172.4	103.3
Other income (expense):
Interest expense from affiliate	0	(7.8)	0	(21.3)
Interest expense allocated from Parent	0	(2.1)	0	(4.2)
Other interest expense, net	(27.2)	(17.7)	(54.6)	(33.1)
Equity in earnings of unconsolidated investment	1.3	2.4	3.0	2.7
Gain (loss) on mark-to-market derivative instruments	(3.2)	2.4	(3.2)	27.8
Other	0.1	0	(0.1)	0
Income before income taxes	69.9	23.8	117.5	75.2
Income tax expense:
Current	(0.8)	(1.0)	(2.2)	(1.8)
Deferred	(1.1)	0.1	(1.5)	(0.6)
Total income tax benefit (expense)	(1.9)	(0.9)	(3.7)	(2.4)
Net income	68.0	22.9	113.8	72.8
Less: Net income attributable to noncontrolling interests	12.8	6.2	20.7	13.5
Net income attributable to Targa Resources Partners LP	55.2	16.7	93.1	59.3
Net income (loss) attributable to predecessor operations	0	(3.1)	0	27.0
Net income attributable to general partner	8.9	3.9	16.5	7.0
Net income attributable to limited partners	46.3	15.9	76.6	25.3
Net income attributable to Targa Resources Partners LP	$ 55.2	$ 16.7	$ 93.1	$ 59.3
Net income per limited partner unit - basic and diluted	$ 0.55	$ 0.23	$ 0.92	$ 0.37
Weighted average limited partner units outstanding - basic and diluted	84.8	68.0	83.5	67.7

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Debt Obligations (Tables)

6 Months Ended

Jun. 30, 2011

Debt Obligations [Abstract]

Schedule of Outstanding Debt

	June 30,			December 31,
	2011			2010
Senior secured revolving credit facility, variable rate, due July 2015	$	198.0		$	765.3
Senior unsecured notes, 8¼% fixed rate, due July 2016		209.1			209.1
Senior unsecured notes, 11¼% fixed rate, due July 2017		72.7			231.3
Unamortized discounts		(3.1	)		(10.3	)
Senior unsecured notes, 7⅞% fixed rate, due October 2018		250.0			250.0
Senior unsecured notes, 6⅞% fixed rate, due February 2021		483.6			-
Unamortized discounts		(33.8	)		-
	$	1,176.5		$	1,445.4
Letters of credit issued	$	86.3		$	101.3

Range of interest rates paid and weighted average interest rate paid on our variable-rate debt obligations

	Range of Interest Rates Paid	Weighted Average Interest Rate Paid
Senior secured revolving credit facility	2.4% - 5.8%	2.9%

Schedule Of Redemption Prices For Issue Debt

We may also redeem all or part of the 6⅞% Notes on or after August 1, 2016 at the redemption prices set forth below plus accrued and unpaid interest and liquidated damages, if any, on the notes redeemed, if redeemed during the twelve-month period beginning on August 1 of each year indicated below:

Year	Percentage
2016	103.44%
2017	102.29%
2018	101.15%
2019 and thereafter	100.00%

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Document And Entity Information (USD $) In Millions, except Share data	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Entity Registrant Name	TARGA RESOURCES PARTNERS LP
Entity Central Index Key	0001379661
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float		$ 1,445.3
Entity Common Stock, Shares Outstanding	84,756,009
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2011

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2011

Fair Value Measurements [Abstract]

Fair value of assets and liabilities measured on a recurring basis

The following tables present the fair value of our financial assets and liabilities according to the fair value hierarchy. These 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 measurement requires judgment, and may affect the valuation of the fair value assets and liabilities and their placement within the fair value hierarchy levels:

	June 30, 2011
	Total		Level 1		Level 2		Level 3
Assets from commodity derivative contracts	$	35.7	$	-	$	35.7	$	-
Total assets	$	35.7	$	-	$	35.7	$	-
Liabilities from commodity derivative contracts	$	81.1	$	-	$	80.2	$	0.9
Liabilities from interest rate derivatives		20.3		-		20.3		-
Total liabilities	$	101.4	$	-	$	100.5	$	0.9
	December 31, 2010
	Total		Level 1		Level 2		Level 3
Assets from commodity derivative contracts	$	44.1	$	-	$	43.9	$	0.2
Total assets	$	44.1	$	-	$	43.9	$	0.2
Liabilities from commodity derivative contracts	$	46.9	$	-	$	35.1	$	11.8
Liabilities from interest rate derivatives		20.1		-		20.1		-
Total liabilities	$	67.0	$	-	$	55.2	$	11.8

Reconciliation of changes in fair value

The following table sets forth a reconciliation of the changes in the fair value of our financial instruments classified as Level 3 in the fair value hierarchy:

	Commodity Derivative Contracts
Balance, December 31, 2010	$	(11.6	)
Unrealized losses included in OCI		(0.4	)
Settlements included in Net Income		3.7
Transfers out of Level 3		7.4
Balance, June 30, 2011	$	(0.9	)

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Property, Plant and Equipment

6 Months Ended

Jun. 30, 2011

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Note 5 - Property, Plant and Equipment

	June 30,		December 31,		Estimated useful lives
	2011		2010		(In years)
Natural gas gathering systems	$	1,678.0	$	1,630.9	5 to 20
Processing and fractionation facilities		1,037.6		961.9	5 to 25
Terminaling and storage facilities (1)		272.2		244.7	5 to 25
Transportation assets		277.2		275.6	10 to 25
Other property, plant and equipment		50.9		46.8	3 to 25
Land		53.2		51.2	-
Construction in progress		96.1		88.4	-
	$	3,465.2	$	3,299.5

___________

(1)   Includes the March 2011 acquisition of a refined petroleum products and crude oil storage facility for which we paid $29.0 million.

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Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2011

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

The carrying value of our senior secured revolving credit facility approximates its fair value, as its interest rate is based on prevailing market rates. The fair value of the senior unsecured notes is based on quoted market prices based on trades of such debt as of the dates indicated in the following table:

	June 30, 2011				December 31, 2010
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
Senior unsecured notes, 8¼% fixed rate	$	209.1	$	223.9	$	209.1	$	219.4
Senior unsecured notes, 11¼% fixed rate		69.6		84.8		221.0		253.2
Senior unsecured notes, 7⅞% fixed rate		250.0		261.7		250.0		259.7
Senior unsecured notes, 6⅞% fixed rate		449.8		473.9		N/A		N/A

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Commitments and Contingencies (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Commitments and Contingencies [Abstract]
Environmental liability	$ 1.4	$ 1.6
Environmental liability for gathering system leaks	1.4
Settlement for alleged violations of air emissions violations	1.5
Number of installation of Acid gas injection wells, additional emission control equipment and monitoring equipment	2
Total cost to complete installation of projects related to air emissions settlement	33.4
Amount paid on settlement	14.5
Amount paid by Partnership	9.1
Partnership share of settlement agreement	$ 21.0

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Derivative Instruments and Hedging Activities (Tables)

6 Months Ended

Jun. 30, 2011

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Notional volume of commodity hedges

Commodity	Instrument	Unit	2011	2012	2013	2014
Natural Gas	Swaps	MMBtu/d	38,470	31,790	17,089	-
NGL	Swaps	Bbl/d	10,118	9,361	4,150	-
NGL	Floors	Bbl/d	253	294	-	-
Condensate	Swaps	Bbl/d	1,730	1,660	1,795	700

Schedule of interest rate swaps

Period	Fixed Rate		Notional Amount		Fair Value
Remainder of 2011		3.52%	$	300	$	(5.0	)
2012		3.40%		300		(7.1	)
2013		3.39%		300		(6.3	)
1/1/2014 - 4/24/2014		3.39%		300		(1.9	)
					$	(20.3	)

Fair values of derivative instruments

	Derivative Assets					Derivative Liabilities
	Balance	Fair Value as of				Balance	Fair Value as of
	Sheet	June 30,		December 31,		Sheet	June 30,		December 31,
	Location	2011		2010		Location	2011		2010
Designated as hedging instruments
Commodity contracts	Current assets	$	22.1	$	24.8	Current liabilities	$	48.4	$	25.5
	Long-term assets		12.8		18.9	Long-term liabilities		32.0		20.5
Interest rate contracts	Current assets		-		-	Current liabilities		4.8		7.8
	Long-term assets		-		-	Long-term liabilities		7.5		12.3
Total designated  as hedging instruments		$	34.9	$	43.7		$	92.7	$	66.1
Not designated as hedging instruments
Commodity contracts	Current assets	$	0.4	$	0.4	Current liabilities	$	0.7	$	0.9
	Long-term assets		0.4		-	Long-term liabilities		-		-
Interest rate contracts	Current assets		-		-	Current liabilities		3.0		-
	Long-term assets		-		-	Long-term liabilities		5.0		-
Total not designated as hedging instruments		$	0.8	$	0.4		$	8.7	$	0.9
Total derivatives		$	35.7	$	44.1		$	101.4	$	67.0

Schedule of gain (loss) on financial instruments

The following tables reflect amounts recorded in accumulated other comprehensive income (“OCI”) and amounts reclassified from OCI to revenue and expense:

	Gain (Loss) Recognized in OCI on Derivatives
Derivatives in	(Effective Portion)
Cash Flow Hedging	Three Months Ended June 30,				Six Months Ended June 30,
Relationships	2011		2010		2011		2010
Interest rate contracts	$	(2.2)	$	(10.1)	$	(1.9)	$	(16.8)
Commodity contracts		4.4		26.6		(56.9)		60.2
	$	2.2	$	16.5	$	(58.8)	$	43.4
	Gain (Loss) Reclassified from OCI into Income
	(Effective Portion)
	Three Months Ended June 30,				Six Months Ended June 30,
Location of Gain (Loss)	2011		2010		2011		2010
Interest expense, net	$	(2.2)	$	(3.4)	$	(4.6)	$	(5.0)
Revenues		(11.9)		3.2		(16.5)		0.2
	$	(14.1)	$	(0.2)	$	(21.1)	$	(4.8)

Our earnings are also affected by the use of the mark-to-market method of accounting for derivative financial instruments that do not qualify for hedge accounting or that have not been designated as hedges. The changes in fair value of these instruments are recorded on the balance sheet and through earnings (i.e., using the “mark-to-market” method) rather than being deferred until the anticipated transaction settles. The use of mark-to-market accounting for financial instruments can cause non-cash earnings volatility due to changes in the underlying price indices.

15

During the three and six months ended June 30, 2011 and 2010, we recorded the following mark-to-market gains (losses):

	Location of Gain (Loss)	Gain (Loss) Recognized in Income on Derivatives
Derivatives Not Designated	Recognized in Income on	Three Months Ended June 30,					Six Months Ended June 30,
as Hedging Instruments	Derivatives	2011			2010		2011			2010
Commodity contracts	Other income (expense)	$	-		$	2.4	$	-		$	27.8
Interest rate swaps	Other income (expense)		(3.2	)		-		(3.2	)		-
		$	(3.2	)	$	2.4	$	(3.2	)	$	27.8

The following table shows the unrealized gains (losses) included in OCI:

	June 30,		December 31,
	2011		2010
Unrealized net losses on commodity hedges	$	(51.0)	$	(10.5)
Unrealized net losses on interest rate hedges	$	(17.4)	$	(20.1)

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Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2011

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

Note 10 - Fair Value of Financial Instruments

The estimated fair values of assets and liabilities classified as financial instruments have been determined using available market information and valuation methodologies described below. Considerable judgment is required in interpreting market data to develop the estimates of fair value. The use of different market assumptions or valuation methodologies may have a material effect on the estimated fair value amounts.

The carrying values of items comprising current assets and current liabilities approximate fair values due to the short term maturities of these instruments. Derivative financial instruments included in our financial statements are stated at fair value.

The carrying value of our senior secured revolving credit facility approximates its fair value, as its interest rate is based on prevailing market rates. The fair value of the senior unsecured notes is based on quoted market prices based on trades of such debt as of the dates indicated in the following table:

	June 30, 2011				December 31, 2010
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
Senior unsecured notes, 8¼% fixed rate	$	209.1	$	223.9	$	209.1	$	219.4
Senior unsecured notes, 11¼% fixed rate		69.6		84.8		221.0		253.2
Senior unsecured notes, 7⅞% fixed rate		250.0		261.7		250.0		259.7
Senior unsecured notes, 6⅞% fixed rate		449.8		473.9		N/A		N/A

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Organization and Operations

6 Months Ended

Jun. 30, 2011

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Operations

Note 1 - Organization and Operations

Targa Resources Partners LP is a publicly traded Delaware limited partnership formed in October 2006 by Targa Resources Corp. (“Targa” or “Parent”). Our common units, which represent limited partner interests in us, are listed on the New York Stock Exchange under the symbol “NGLS.” In this Quarterly Report, unless the context requires otherwise, references to “we,” “us,” “our” or the “Partnership” are intended to mean the business and operations of Targa Resources Partners LP and its consolidated subsidiaries.

Targa Resources GP LLC is a Delaware limited liability company formed by Targa in October 2006 to own a 2% general partner interest in us. Its primary business purpose is to manage our affairs and operations. Targa Resources GP LLC is an indirect wholly-owned subsidiary of Targa. As of June 30, 2011, Targa and its subsidiaries own a 15.5% interest in us in the form of 1,729,715 general partner units, and 11,645,659 common units as well as all of the incentive distribution rights (“IDRs”).

We acquired Targa's ownership interests in the following assets, liabilities and operations on the dates indicated:

·   February 2007 – North Texas System;

·   October 2007 – San Angelo (“SAOU”) and Louisiana (“LOU”);

·   September 2009 – Downstream Business;

·   April 2010 – Permian Business and Straddle Assets (See Note 4);

·   August 2010 – Versado (See Note 4); and

·   September 2010 – Venice Operations (See Note 4).

For periods prior to the above acquisition dates, we refer to the operations, assets and liabilities of these conveyances collectively as our “predecessors.”

Allocation of costs. The employees supporting our operations are employees of Targa. Our financial statements include the direct costs of employees deployed to our operating units, as well an allocation of costs associated with our usage of Targa centralized general and administrative services and related administrative assets.

Our Operations

We are engaged in the business of gathering, compressing, treating, processing and selling natural gas; storing, fractionating, treating, transporting and selling NGLs and NGL products; and storing and terminaling refined petroleum products and crude oil located on the Houston Ship Channel. See Note 13 for an analysis of our operations by segment.

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Derivative Instruments and Hedging Activities (Details) (USD $) In Millions, unless otherwise specified	1 Months Ended	3 Months Ended	6 Months Ended			6 Months Ended	12 Months Ended	6 Months Ended				3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended																		6 Months Ended	12 Months Ended					3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended																		6 Months Ended				3 Months Ended		6 Months Ended				3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended
	Jul. 31, 2008	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010	Jun. 30, 2011 Commodity Contract [Member]	Dec. 31, 2010 Commodity Contract [Member]	Jun. 30, 2011 Commodity Contract [Member] Natural Gas Liquids [Member] Floors [Member]	Jun. 30, 2011 Commodity Contract [Member] Natural Gas Liquids [Member] Swap [Member]	Jun. 30, 2011 Commodity Contract [Member] Natural Gas [Member] Swap [Member]	Jun. 30, 2011 Commodity Contract [Member] Condensate [Member] Swap [Member]	Jun. 30, 2011 Commodity Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2010 Commodity Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2011 Commodity Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2010 Commodity Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2011 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2010 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2011 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2010 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2011 Commodity Contract [Member] Designated as Hedging Instrument [Member] Current Assets [Member]	Dec. 31, 2010 Commodity Contract [Member] Designated as Hedging Instrument [Member] Current Assets [Member]	Jun. 30, 2011 Commodity Contract [Member] Designated as Hedging Instrument [Member] Long Term Assets [Member]	Dec. 31, 2010 Commodity Contract [Member] Designated as Hedging Instrument [Member] Long Term Assets [Member]	Jun. 30, 2011 Commodity Contract [Member] Designated as Hedging Instrument [Member] Current Liabilities [Member]	Dec. 31, 2010 Commodity Contract [Member] Designated as Hedging Instrument [Member] Current Liabilities [Member]	Jun. 30, 2011 Commodity Contract [Member] Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Dec. 31, 2010 Commodity Contract [Member] Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Jun. 30, 2011 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Current Assets [Member]	Dec. 31, 2010 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Current Assets [Member]	Jun. 30, 2011 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Assets [Member]	Dec. 31, 2010 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Assets [Member]	Jun. 30, 2011 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Current Liabilities [Member]	Dec. 31, 2010 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Current Liabilities [Member]	Jun. 30, 2011 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Dec. 31, 2010 Commodity Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Jun. 30, 2011 Interest Rate Contract [Member]	Dec. 31, 2010 Interest Rate Contract [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Period 1 [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Period 2 [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Period 3 [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Period 4 [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2010 Interest Rate Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2010 Interest Rate Contract [Member] Cash Flow Hedging [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2010 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2010 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Other Income [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Current Assets [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Current Assets [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Long Term Assets [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Long Term Assets [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Current Liabilities [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Current Liabilities [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Current Assets [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Current Assets [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Assets [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Assets [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Current Liabilities [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Current Liabilities [Member]	Jun. 30, 2011 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Dec. 31, 2010 Interest Rate Contract [Member] Not Designated as Hedging Instrument [Member] Long Term Liabilities [Member]	Jun. 30, 2011 Interest Rate Basis Swaps [Member]	Jun. 30, 2011 Interest Rate Swaps [Member]	Jun. 30, 2011 Designated as Hedging Instrument [Member]	Dec. 31, 2010 Designated as Hedging Instrument [Member]	Jun. 30, 2011 Not Designated as Hedging Instrument [Member]	Jun. 30, 2010 Not Designated as Hedging Instrument [Member]	Jun. 30, 2011 Not Designated as Hedging Instrument [Member]	Jun. 30, 2010 Not Designated as Hedging Instrument [Member]	Jun. 30, 2011 Not Designated as Hedging Instrument [Member]	Dec. 31, 2010 Not Designated as Hedging Instrument [Member]	Jun. 30, 2011 Cash Flow Hedging [Member]	Jun. 30, 2010 Cash Flow Hedging [Member]	Jun. 30, 2011 Cash Flow Hedging [Member]	Jun. 30, 2010 Cash Flow Hedging [Member]	Jun. 30, 2011 Cash Flow Hedging [Member] Interest Expense, Net [Member]	Jun. 30, 2010 Cash Flow Hedging [Member] Interest Expense, Net [Member]	Jun. 30, 2011 Cash Flow Hedging [Member] Interest Expense, Net [Member]	Jun. 30, 2010 Cash Flow Hedging [Member] Interest Expense, Net [Member]	Jun. 30, 2011 Cash Flow Hedging [Member] Revenues [Member]	Jun. 30, 2010 Cash Flow Hedging [Member] Revenues [Member]	Jun. 30, 2011 Cash Flow Hedging [Member] Revenues [Member]	Jun. 30, 2010 Cash Flow Hedging [Member] Revenues [Member]
Derivative [Line Items]
2011								253	10,118	38,470	1,730
2012								294	9,361	31,790	1,660
2013								0	4,150	17,089	1,795
2014								0	0	0	700
Outstanding under Credit Facility			$ 198.0
Fixed Rate																																						3.52%	3.40%	3.39%	3.39%
Notional Amount																																						300	300	300	300
Fair Value																																				(20.3)		(5.0)	(7.1)	(6.3)	(1.9)
Designated notional principal of cash flow hedges																																																																		200.0
De-designated notional principal of cash flow hedges																																																																		25.0	125.0
Commodity hedge deferred net losses expected to be reclassified to revenue and interest expense during the next twelve months						30.7																																																													8.1
Interest rate swaps deferred net losses expected to be reclassified to revenue and interest expense during the next twelve months			8.1
Funds paid to terminate certain out-of-the-money natural gas and NGL commodity swaps by the Partnership	77.8
Funds paid to terminate certain out-of-the-money natural gas and NGL commodity swaps by the Parent	9.6
Deferred gains (losses) related to terminated swaps reclassified from OCI as a non-cash addition (reduction) to revenue		7.1		14.0
Derivatives, Fair Value [Line Items]
Fair Value of Assets			35.7		44.1															22.1	24.8	12.8	18.9					0.4	0.4	0.4	0																			0	0	0	0					0	0	0	0							34.9	43.7					0.8	0.4
Fair Value of Liabilities			101.4		67.0																			48.4	25.5	32.0	20.5					0.7	0.9	0	0																			4.8	7.8	7.5	12.3					3.0	0	5.0	0			92.7	66.1					8.7	0.9
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in OCI on Derivatives (Effective Portion)												4.4	26.6	(56.9)	60.2																											(2.2)	(10.1)	(1.9)	(16.8)																															2.2	16.5	(58.8)	43.4
Loss Reclassified from OCI into Income (Effective Portion)																																																																												(14.1)	(0.2)	(21.1)	(4.8)	(2.2)	(3.4)	(4.6)	(5.0)	(11.9)	3.2	(16.5)	0.2
Gain Recognized in Income on Derivatives																0	2.4	0	27.8																											(3.2)	0	(3.2)	0																					(3.2)	2.4	(3.2)	27.8
Unrealized net losses on hedges						$ (51.0)	$ (10.5)																													$ (17.4)	$ (20.1)

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Partnership Equity and Distributions

6 Months Ended

Jun. 30, 2011

Partnership Equity and Distributions [Abstract]

Partnership Equity and Distributions

Note 7 - Partnership Equity and Distributions

On January 24, 2011, we completed a public offering of 8,000,000 common units under an existing shelf registration statement on Form S-3 at a price of $33.67 per common unit ($32.41 per common unit, net of underwriting discounts), providing net proceeds of $259.2 million. Pursuant to the exercise of the underwriters' overallotment option, on February 3, 2011, we issued an additional 1,200,000 common units, providing net proceeds of $38.8 million. In addition, Targa contributed $6.3 million to us for 187,755 general partner units to maintain its 2% general partner interest in us.

Distributions for the six months ended June 30, 2011 and 2010 were as follows:

		Distributions (1)
	For the Three	Limited Partners		General Partner						Distributions per limited
Date Paid	Months Ended	Common		Incentive			2%	Total		partner unit
		(In millions, except per unit amounts)
May 13, 2011	March 31, 2011	$	47.3	$	6.8	$	1.1	$	55.2	$	0.5575
February 14, 2011	December 31, 2010		46.4		6.0		1.1		53.5		0.5475
August 13, 2010	June 30, 2010		35.9		3.5		0.8		40.2		0.5275
May 14, 2010	March 31, 2010		35.2		2.8		0.8		38.8		0.5175
February 12, 2010	December 31, 2009		35.2		2.8		0.8		38.8		0.5175

_______

(1)   On July 11, 2011, we announced a cash distribution of $0.57 per common unit on our outstanding common units for the three months ended June 30, 2011, to be paid on August 12, 2011. The distribution to be paid is $41.7 million to our third-party limited partners, and $6.6 million, $7.8 million and $1.2 million to Targa for its ownership of common units, incentive distribution rights and its 2% general partner interest in us.

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Supplemental Cash Flow Information

6 Months Ended

Jun. 30, 2011

Supplemental Cash Flow Information [Abstract]

Supplemental Cash Flow Information

Note 12 - Supplemental Cash Flow Information

Supplemental cash flow information was as follows for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011			2010
Interest paid	$	16.7	$	5.0	$	46.5		$	31.8
Taxes paid		1.9		1.5		2.2			1.6
Non-cash adjustment to line-fill		-		0.5		(2.1	)		0.5

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Derivative Instruments and Hedging Activities

6 Months Ended

Jun. 30, 2011

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

Note 8 - Derivative Instruments and Hedging Activities

Commodity Hedges

The primary purpose of our commodity risk management activities is to hedge the exposure to commodity price risk and reduce fluctuations in our operating cash flow despite fluctuations in commodity prices. In an effort to reduce the variability of our cash flows, we have hedged the commodity price associated with a portion of our expected natural gas and NGL equity volumes through 2013 and condensate equity volumes through 2014 by entering into derivative financial instruments including swaps and purchased puts (floors).

The hedges generally match the NGL product composition and the NGL and natural gas delivery points to those of our physical equity volumes. The NGL hedges cover baskets of ethane, propane, normal butane, isobutane and natural gasoline based upon our expected equity NGL composition, as well as specific NGL hedges of ethane and propane. We believe this strategy avoids uncorrelated risks resulting from employing hedges on crude oil or other petroleum products as “proxy” hedges of NGL prices. Additionally, the NGL hedges are based on published index prices for delivery at Mont Belvieu and the natural gas hedges are based on published index prices for delivery at Permian Basin, Mid-Continent and WAHA, which closely approximate our actual NGL and natural gas delivery points.

We hedge a portion of our condensate sales using crude oil hedges that are based on the NYMEX futures contracts for West Texas Intermediate light, sweet crude, which approximates the prices received for condensate. This necessarily exposes us to a market differential risk if the NYMEX futures do not move in exact parity with the sales price of our underlying West Texas condensate equity volumes.

Hedge ineffectiveness has been immaterial for all periods.

At June 30, 2011, the notional volumes of our commodity hedges were:

Commodity	Instrument	Unit	2011		2012		2013		2014
Natural Gas	Swaps	MMBtu/d		38,470		31,790		17,089		-
NGL	Swaps	Bbl/d		10,118		9,361		4,150		-
NGL	Floors	Bbl/d		253		294		-		-
Condensate	Swaps	Bbl/d		1,730		1,660		1,795		700

Interest Rate Swaps

As of June 30, 2011, we had $198.0 million outstanding under our credit facility, with interest accruing at a base rate plus an applicable margin. In order to mitigate the risk of changes in cash flows attributable to changes in market interest rates, we have entered into interest rate swaps and interest rate basis swaps that effectively fix the base rate on our variable rate debt as shown below:

Period	Fixed Rate			Fair Value
Remainder of 2011		3.52	%	$	(5.0	)
2012		3.40	%		(7.1	)
2013		3.39	%		(6.3	)
1/1/2014 - 4/24/2014		3.39	%		(1.9	)
				$	(20.3	)

Derivative Instruments Not Designated as Hedging Instruments

Our fixed interest rate swaps, which total $300.0 million in notional principal, and interest rate basis swaps, which total $200.0 million in notional principal, had been designated as cash flow hedges of variable rate interest payments on borrowings under our credit facility until February 11, 2011, when we de-designated $125.0 million notional principal of fixed interest rate swaps and $25.0 million notional principal of interest rate basis swaps. We de-designated the swaps as our borrowings under our credit facility reduced below $300.0 million, which is the total notional amount of our fixed interest rate swaps. The de-designated swaps receive mark-to-market treatment, with changes in fair value, cash and accrued settlements recorded to other income (expense).

We frequently enter into derivative instruments to manage location basis differentials. Based on the current application of the basis derivatives, we do not account for these derivatives as hedges and we record changes in fair value and cash settlements to revenues.

The following schedules reflect the fair values of derivative instruments in our financial statements:

	Derivative Assets					Derivative Liabilities
	Balance	Fair Value as of				Balance	Fair Value as of
	Sheet	June 30,		December 31,		Sheet	June 30,		December 31,
	Location	2011		2010		Location	2011		2010
Designated as hedging instruments
Commodity contracts	Current assets	$	22.1	$	24.8	Current liabilities	$	48.4	$	25.5
	Long-term assets		12.8		18.9	Long-term liabilities		32.0		20.5
Interest rate contracts	Current assets		-		-	Current liabilities		4.8		7.8
	Long-term assets		-		-	Long-term liabilities		7.5		12.3
Total designated as hedging instruments		$	34.9	$	43.7		$	92.7	$	66.1
Not designated as hedging instruments
Commodity contracts	Current assets	$	0.4	$	0.4	Current liabilities	$	0.7	$	0.9
	Long-term assets		0.4		-	Long-term liabilities		-		-
Interest rate contracts	Current assets		-		-	Current liabilities		3.0		-
	Long-term assets		-		-	Long-term liabilities		5.0		-
Total not designated as hedging instruments		$	0.8	$	0.4		$	8.7	$	0.9
Total derivatives		$	35.7	$	44.1		$	101.4	$	67.0

The fair value of our derivative instruments, depending on the type of instrument, was determined by the use of present value methods or standard option valuation models with assumptions about commodity prices based on those observed in underlying markets.

The following tables reflect amounts recorded in accumulated other comprehensive income (“OCI”) and amounts reclassified from OCI to revenue and expense:

Derivatives in	Gain (Loss) Recognized in OCI on Derivatives (Effective Portion)
Cash Flow Hedging	Three Months Ended June 30,								Six Months Ended June 30,
Relationships	2011				2010				2011				2010
Interest rate contracts		$	(2.2	)		$	(10.1	)		$	(1.9	)		$	(16.8	)
Commodity contracts			4.4				26.6				(56.9	)			60.2
		$	2.2			$	16.5			$	(58.8	)		$	43.4

	Gain (Loss) Reclassified from OCI into Income (Effective Portion)
	Three Months Ended June 30,								Six Months Ended June 30,
Location of Gain (Loss)	2011				2010				2011				2010
Interest expense, net		$	(2.2	)		$	(3.4	)		$	(4.6	)		$	(5.0	)
Revenues			(11.9	)			3.2				(16.5	)			0.2
		$	(14.1	)		$	(0.2	)		$	(21.1	)		$	(4.8	)

Our earnings are also affected by the use of the mark-to-market method of accounting for derivative financial instruments that do not qualify for hedge accounting or that have not been designated as hedges. The changes in fair value of these instruments are recorded on the balance sheet and through earnings (i.e., using the “mark-to-market” method) rather than being deferred until the anticipated transaction settles. The use of mark-to-market accounting for financial instruments can cause non-cash earnings volatility due to changes in the underlying price indices. During the three and six months ended June 30, 2011 and 2010, we recorded the following mark-to-market gains (losses):

		Gain (Loss) Recognized in Income on Derivatives
Derivatives Not Designated	Location of Gain (Loss) Recognized	Three Months Ended June 30,							Six Months Ended June 30,
as Hedging Instruments	in Income on Derivatives	2011				2010			2011				2010
Commodity contracts	Other income (expense)		$	-			$	2.4		$	-			$	27.8
Interest rate swaps	Other income (expense)			(3.2	)			-			(3.2	)			-
			$	(3.2	)		$	2.4		$	(3.2	)		$	27.8

The following table shows the unrealized gains (losses) included in OCI:

	June 30, 2011			December 31, 2010
Unrealized net losses on commodity hedges	$	(51.0	)	$	(10.5	)
Unrealized net losses on interest rate hedges	$	(17.4	)	$	(20.1	)

As of June 30, 2011, deferred net losses of $30.7 million on commodity hedges and $8.1 million on interest rate swaps recorded in OCI are expected to be reclassified to revenue and interest expense during the next twelve months.

In July 2008, we and Targa paid $77.8 million and $9.6 million to terminate certain out-of-the-money natural gas and NGL commodity swaps. We and Targa also entered into new natural gas and NGL commodity swaps at then current market prices that match the production volumes of the terminated swaps. Prior to the terminations, these swaps were designated as cash flow hedges. During the three and six months ended June 30, 2011, an immaterial amount of deferred loss related to the terminated swaps was reclassified from OCI as a non-cash reduction to revenue. During the three and six months ending June 30, 2010, $7.1 million and $14.0 million of deferred losses related to the terminated swaps were reclassified from OCI as a non-cash reduction to revenue.

See Note 3 and Note 9 for additional disclosures related to derivative instruments and hedging activities.

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Property, Plant and Equipment (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended		12 Months Ended
	Jun. 30, 2011		Dec. 31, 2010
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 3,465.2		$ 3,299.5
Natural Gas Gathering Systems [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	1,678.0		1,630.9
Estimated useful lives (in years), Min.	5		5
Estimated useful lives (in years), Max.	20		20
Processing and Fractionation Facilities [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	1,037.6		961.9
Estimated useful lives (in years), Min.	5		5
Estimated useful lives (in years), Max.	25		25
Terminaling and storage facilities (1) [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	272.2	[1]	244.7	[1]
Estimated useful lives (in years), Min.	5		5
Estimated useful lives (in years), Max.	25		25
Acquisition of refined petroleum products and crude oil storage facilities	29.0	[1]
Transportation Assets [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	277.2		275.6
Estimated useful lives (in years), Min.	10		10
Estimated useful lives (in years), Max.	25		25
Other Capitalized Property Plant and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	50.9		46.8
Estimated useful lives (in years), Min.	3		3
Estimated useful lives (in years), Max.	25		25
Land [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	53.2		51.2
Estimated useful lives (in years), Min.	0		0
Estimated useful lives (in years), Max.	0		0
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 96.1		$ 88.4
Estimated useful lives (in years), Min.	0		0
Estimated useful lives (in years), Max.	0		0

[1] Includes the March 2011 acquisition of a refined petroleum products and crude oil storage facility for which we paid $29.0 million.

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Debt Obligations

6 Months Ended

Jun. 30, 2011

Debt Obligations [Abstract]

Debt Obligations

Note 6 - Debt Obligations

	June 30, 2011			December 31, 2010
Senior secured revolving credit facility, variable rate, due July 2015	$	198.0		$	765.3
Senior unsecured notes, 8¼% fixed rate, due July 2016		209.1			209.1
Senior unsecured notes, 11¼% fixed rate, due July 2017		72.7			231.3
Unamortized discounts		(3.1	)		(10.3	)
Senior unsecured notes, 7⅞% fixed rate, due October 2018		250.0			250.0
Senior unsecured notes, 6⅞% fixed rate, due February 2021		483.6			-
Unamortized discounts		(33.8	)		-
	$	1,176.5		$	1,445.4
Letters of credit issued	$	86.3		$	101.3

The following table shows the range of interest rates paid and weighted average interest rate paid on our variable-rate debt obligations during the six months ended June 30, 2011:

	Range of Interest Rates Paid			Weighted Average Interest Rate Paid
Senior secured revolving credit facility		2.4% - 5.8	%		2.9	%

Compliance with Debt Covenants

As of June 30, 2011, we were in compliance with the covenants contained in our various debt agreements.

Senior Secured Credit Facility

As of June 30, 2011, availability under our senior secured credit facility was $815.7 million, after giving effect to $86.3 million in outstanding letters of credit.

6⅞% Senior Notes

On February 2, 2011, we closed a private placement of $325.0 million in aggregate principal amount of 6⅞% Senior Notes due 2021 (the “6⅞% Notes”). The net proceeds of this offering were $318.8 million after deducting expenses of the offering. We used the net proceeds from the offering to reduce borrowings under our senior secured credit facility and for general partnership purposes.

On February 4, 2011, we exchanged an additional $158.6 million principal amount of 6⅞% Notes plus payments of $28.6 million including $0.9 million of accrued interest for $158.6 million aggregate principal amount of our 11¼% Senior Notes due 2017 (the “11¼% Notes”). The holders of the exchanged Notes are subject to the provisions of the 6⅞% Notes described below. The debt covenants related to the remaining $72.7 million of face value of our 11¼% Notes were removed. This exchange was accounted for as a debt modification whereby the financial effects of the exchange will be recognized over the term of the new debt issue.

The 6⅞% Notes are unsecured senior obligations that rank pari passu in right of payment with existing and future senior indebtedness, including indebtedness under our credit facility. They are senior in right of payment to any of our future subordinated indebtedness and are unconditionally guaranteed by certain of our subsidiaries. These notes are effectively subordinated to all secured indebtedness under our credit agreement, which is secured by substantially all of our assets, to the extent of the value of the collateral securing that indebtedness.

Interest on the 6⅞% Notes accrues at the rate of 6⅞% per annum and is payable semi-annually in arrears on February 1 and August 1, commencing on August 1, 2011.

We may redeem 35% of the aggregate principal amount of the 6⅞% Notes at any time prior to February 1, 2014, with the net cash proceeds of one or more equity offerings. We must pay a redemption price of 106.875% of the principal amount, plus accrued and unpaid interest and liquidated damages, if any, to the redemption date provided that:

1) at least 65% of the aggregate principal amount of the 6⅞ notes (excluding 6⅞ notes held by us) remains outstanding immediately after the occurrence of such redemption; and

2) the redemption occurs within 90 days of the date of the closing of such equity offering.

We may also redeem all or part of the 6⅞% Notes on or after August 1, 2016 at the redemption prices set forth below plus accrued and unpaid interest and liquidated damages, if any, on the notes redeemed, if redeemed during the twelve-month period beginning on August 1 of each year indicated below:

Year	Percentage
2016		103.44	%
2017		102.29	%
2018		101.15	%
2019 and thereafter		100.00	%

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CONSOLIDATED STATEMENT OF CHANGES IN OWNERS' EQUITY (Unaudited) (USD $) In Millions, except Share data	Total	Limited Partners Common [Member]	General Partner [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Noncontrolling Interest [Member]
Beginning Balance at Dec. 31, 2010	$ 1,049.1	$ 935.3	$ 15.1	$ (30.6)	$ 129.3
Beginning Balance (in units) at Dec. 31, 2010		75.5	1.5
Compensation on equity grants	0.8	0.8	0	0	0
Proceeds from equity offerings (in units)		9.2	0.2
Proceeds from equity offerings	304.3	298.0	6.3	0	0
Contributions from Targa Resources Corp.	5.0	4.4	0.6	0	0
Distributions to noncontrolling interests	(11.6)	0	0	0	(11.6)
Contributions from noncontrolling interests	1.3	0	0	0	1.3
Other comprehensive loss	(37.6)	0	0	(37.6)	0
Net income	113.8	76.6	16.5	0	20.7
Distributions to unitholders	(108.6)	(93.6)	(15.0)	0	0
Ending Balance at Jun. 30, 2011	$ 1,316.5	$ 1,221.5	$ 23.5	$ (68.2)	$ 139.7
Ending Balance (in units) at Jun. 30, 2011		84.7	1.7

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Basis of Presentation

6 Months Ended

Jun. 30, 2011

Basis of Presentation [Abstract]

Basis of Presentation

Note 2 - Basis of Presentation

We have prepared these unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. While we derived the year-end balance sheet data from audited financial statements, this interim report does not include all disclosures required by GAAP for annual periods. Certain amounts in prior periods have been reclassified to conform to the current year presentation. The unaudited consolidated financial statements for the three and six months ended June 30, 2011 and 2010 include all adjustments which we believe are necessary for a fair presentation of the results for interim periods. All significant intercompany balances and transactions have been eliminated in consolidation.

Our financial results for the three and six months ended June 30, 2011 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2011. These unaudited consolidated financial statements and other information included in this Quarterly Report should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report for the year ended December 31, 2010.

We are required by GAAP to record the acquisitions described in Note 1 based on Targa's historical amounts, assuming that the acquisitions occurred at the date they qualified as entities under common control (October 31, 2005) following the acquisition of SAOU and LOU. We recognize the difference between our acquisition cost and the Targa basis in the net assets as an adjustment to owners' equity. We have retrospectively adjusted the financial statements, footnotes and other financial information presented for any period affected by common control accounting to reflect the results of the combined entities.

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Segment Information (Details) (USD $) In Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010
Segment Reporting Information [Line Items]
Revenues	$ 1,725.4	$ 1,237.6	$ 3,339.9	$ 2,721.4
Intersegment revenues	0	0	0	0
Revenues	1,725.4	1,237.6	3,339.9	2,721.4
Operating margin	176.6	117.8	324.5	241.5
Total assets	3,328.4	3,064.8	3,328.4	3,064.8	3,186.4
Capital expenditures	88.0	27.5	166.5	45.9
Revenue from External Customer [Line Items]
Revenues	1,725.4	1,237.6	3,339.9	2,721.4
Reconciliation of operating margin to net income
Operating margin	176.6	117.8	324.5	241.5
Depreciation and amortization expense	(44.5)	(43.0)	(87.2)	(85.0)
General and administrative expense	(33.2)	(28.2)	(64.9)	(53.2)
Interest expense, net	(27.2)	(27.6)	(54.6)	(58.6)
Income tax expense	(1.9)	(0.9)	(3.7)	(2.4)
Other, net	(1.8)	4.8	(0.3)	30.5
Net income	68.0	22.9	113.8	72.8
Field Gathering and Processing [Member]
Segment Reporting Information [Line Items]
Revenues	58.2	57.5	110.2	112.5
Intersegment revenues	367.2	247.8	666.9	539.9
Revenues	425.4	305.3	777.1	652.4
Operating margin	80.2	59.4	141.3	127.5
Total assets	1,650.4	1,653.2	1,650.4	1,653.2
Capital expenditures	40.0	14.8	71.8	27.4
Revenue from External Customer [Line Items]
Revenues	425.4	305.3	777.1	652.4
Reconciliation of operating margin to net income
Operating margin	80.2	59.4	141.3	127.5
Coastal Gathering and Processing [Member]
Segment Reporting Information [Line Items]
Revenues	94.3	103.2	178.3	236.7
Intersegment revenues	244.9	199.0	462.3	404.0
Revenues	339.2	302.2	640.6	640.7
Operating margin	45.7	23.7	82.0	51.2
Total assets	430.5	462.5	430.5	462.5
Capital expenditures	4.2	1.4	5.6	4.2
Revenue from External Customer [Line Items]
Revenues	339.2	302.2	640.6	640.7
Reconciliation of operating margin to net income
Operating margin	45.7	23.7	82.0	51.2
Logistics Assets [Member]
Segment Reporting Information [Line Items]
Revenues	33.1	19.9	56.4	36.5
Intersegment revenues	24.7	20.9	43.8	42.0
Revenues	57.8	40.8	100.2	78.5
Operating margin	33.4	18.0	55.7	29.3
Total assets	546.9	422.1	546.9	422.1
Capital expenditures	42.5	10.6	87.6	13.7
Revenue from External Customer [Line Items]
Revenues	57.8	40.8	100.2	78.5
Reconciliation of operating margin to net income
Operating margin	33.4	18.0	55.7	29.3
Marketing and Distribution [Member]
Segment Reporting Information [Line Items]
Revenues	1,552.9	1,054.4	3,012.6	2,335.9
Intersegment revenues	171.9	128.1	284.2	266.7
Revenues	1,724.8	1,182.5	3,296.8	2,602.6
Operating margin	30.5	14.1	63.1	33.8
Total assets	573.1	392.9	573.1	392.9
Capital expenditures	0.8	0.7	0.9	0.6
Revenue from External Customer [Line Items]
Revenues	1,724.8	1,182.5	3,296.8	2,602.6
Reconciliation of operating margin to net income
Operating margin	30.5	14.1	63.1	33.8
Other Segment [Member]
Segment Reporting Information [Line Items]
Revenues	(13.2)	2.7	(17.6)	(0.3)
Intersegment revenues	0	0	0	0
Revenues	(13.2)	2.7	(17.6)	(0.3)
Operating margin	(13.2)	2.7	(17.6)	(0.3)
Total assets	35.7	70.0	35.7	70.0
Capital expenditures	0	0	0	0
Revenue from External Customer [Line Items]
Revenues	(13.2)	2.7	(17.6)	(0.3)
Reconciliation of operating margin to net income
Operating margin	(13.2)	2.7	(17.6)	(0.3)
Intersegment Elimination [Member]
Segment Reporting Information [Line Items]
Revenues	0.1	(0.1)	0	0.1
Intersegment revenues	(808.7)	(595.8)	(1,457.2)	(1,252.6)
Revenues	(808.6)	(595.9)	(1,457.2)	(1,252.5)
Operating margin	0	(0.1)	0	0
Total assets	91.8	64.1	91.8	64.1
Capital expenditures	0.5	0	0.6	0
Revenue from External Customer [Line Items]
Revenues	(808.6)	(595.9)	(1,457.2)	(1,252.5)
Reconciliation of operating margin to net income
Operating margin	0	(0.1)	0	0
Natural gas sales [Member]
Segment Reporting Information [Line Items]
Revenues	294.1	258.5	544.0	571.3
Revenue from External Customer [Line Items]
Revenues	294.1	258.5	544.0	571.3
NGL sales [Member]
Segment Reporting Information [Line Items]
Revenues	1,345.6	910.1	2,648.4	2,022.3
Revenue from External Customer [Line Items]
Revenues	1,345.6	910.1	2,648.4	2,022.3
Condensate sales [Member]
Segment Reporting Information [Line Items]
Revenues	33.1	26.0	54.6	51.3
Revenue from External Customer [Line Items]
Revenues	33.1	26.0	54.6	51.3
Fractionating and treating fees [Member]
Segment Reporting Information [Line Items]
Revenues	23.3	15.0	34.4	28.3
Revenue from External Customer [Line Items]
Revenues	23.3	15.0	34.4	28.3
Storage and terminaling fees [Member]
Segment Reporting Information [Line Items]
Revenues	13.3	9.3	27.2	18.8
Revenue from External Customer [Line Items]
Revenues	13.3	9.3	27.2	18.8
Transportation fees [Member]
Segment Reporting Information [Line Items]
Revenues	11.5	8.0	22.2	15.4
Revenue from External Customer [Line Items]
Revenues	11.5	8.0	22.2	15.4
Gas processing fees [Member]
Segment Reporting Information [Line Items]
Revenues	7.7	8.0	14.8	15.2
Revenue from External Customer [Line Items]
Revenues	7.7	8.0	14.8	15.2
Hedge settlements [Member]
Segment Reporting Information [Line Items]
Revenues	(13.0)	2.9	(18.2)	(0.1)
Revenue from External Customer [Line Items]
Revenues	(13.0)	2.9	(18.2)	(0.1)
Other product and service revenue [Member]
Segment Reporting Information [Line Items]
Revenues	9.8	(0.2)	12.5	(1.1)
Revenue from External Customer [Line Items]
Revenues	$ 9.8	$ (0.2)	$ 12.5	$ (1.1)

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Acquisitions under Common Control (Details) (USD $) In Millions, except Share data, unless otherwise specified	6 Months Ended		6 Months Ended	9 Months Ended
	Jun. 30, 2011	Jun. 30, 2010 Permian Business and Straddle Assets[Member]	Jun. 30, 2011 Versado Gas Processors [Member]	Sep. 30, 2010 Versado Gas Processors [Member]	Sep. 30, 2010 Versado Gas Processors [Member] Common Units [Member]	Sep. 30, 2010 Versado Gas Processors [Member] General Partner Units [Member]	Sep. 30, 2010 Venice Operations [Member]
Business Acquisition, Equity Interests Issued or Issuable [Line Items]
Purchase price of acquisition		$ 420.0		$ 247.2			$ 175.6
Amount of outstanding affiliated indebtedness paid as part of acquisition		332.8		247.2			160.2
Amount of the consideration reported as a parent distribution		87.2					15.4
Amount of partnership interests used for the purchase				2.5
Percentage equity interest acquired				63.00%			76.80%
Amount of purchase price paid in cash				244.7
Number of units acquired (in units)					89,813	1,833
Amount of affiliate indebtedness paid by related party as a capital contribution				205.8
Partnership's share of settlement agreement	33.4			21.0
Amount of settlement expenses that have been incurred to date	$ 9.1		$ 9.1

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Significant Accounting Policies

6 Months Ended

Jun. 30, 2011

Significant Accounting Policies [Abstract]

Significant Accounting Policies

Note 3 - Significant Accounting Policies

Accounting Policy Updates/Revisions

The accounting policies that we follow are set forth in Note 4 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2010. There have been no significant changes to these policies during the six months ended June 30, 2011.

Recent Accounting Pronouncements

In May 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The amendment, which becomes effective during interim and annual periods beginning after December 15, 2011, requires additional disclosures with regard to fair value measurements categorized within Level 3 of the fair value hierarchy. Early adoption is not permitted.

In June 2011, the FASB issued Accounting Standards Update No. 2011-05, Comprehensive Income (Topic 220): Presentation of Comprehensive Income. The amendment, which becomes effective during interim and annual periods beginning after December 15, 2011, stipulates the financial statement presentation requirements for other comprehensive income. Our financial statement presentation complies with this standards update.

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Supplemental Cash Flow Information (Tables)

6 Months Ended

Jun. 30, 2011

Supplemental Cash Flow Information [Abstract]

Supplemental Cash Flow Information

Supplemental cash flow information was as follows for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011			2010
Interest paid	$	16.7	$	5.0	$	46.5		$	31.8
Taxes paid		1.9		1.5		2.2			1.6
Non-cash adjustment to line-fill		-		0.5		(2.1	)		0.5

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Debt Obligations (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Debt Instrument [Line Items]
Senior secured revolving credit facility	$ 198.0
Long-term debt	1,176.5	1,445.4
Interest rate paid, minimum	2.40%
Interest rate paid, maximum	5.80%
Weighted Average Interest Rate Paid	2.90%
2016	103.44%
2017	102.29%
2018	101.15%
2019 and thereafter	100.00%
Redemption price	106.875%
Percentage redeemed of the aggregate principal	35.00%
Redemption occurrence	90 days
Secured Debt [Member]
Debt Instrument [Line Items]
Senior secured revolving credit facility	198.0	765.3
Letters of credit issued	86.3	101.3
Availability of credit under senior secured credit facility	815.7
Unsecured Debt [Member] | Senior unsecured notes due 2016 [Member]
Debt Instrument [Line Items]
Long-term debt	209.1	209.1
Interest rate on fixed rate debt	8.25%
Unsecured Debt [Member] | Senior unsecured notes due 2017 [Member]
Debt Instrument [Line Items]
Long-term debt	72.7	231.3
Interest rate on fixed rate debt	11.25%
Maturity Date	Jul. 31, 2017
Principal amount exchanged in debt offering	158.6
Payment for debt exchange	28.6
Accrued interest	0.9
Unsecured Debt [Member] | Senior unsecured notes due 2018 [Member]
Debt Instrument [Line Items]
Long-term debt	250.0	250.0
Interest rate on fixed rate debt	7.875%
Unsecured Debt [Member] | Senior unsecured notes due 2021 [Member]
Debt Instrument [Line Items]
Long-term debt	483.6	0
Interest rate on fixed rate debt	6.875%
Aggregate principal amount	325.0
Maturity Date	Feb. 28, 2021
Net proceeds from issuance of unsecured debt, net	318.8
Senior unsecured notes due 2017 unamortized discount [Member]
Debt Instrument [Line Items]
Long-term debt	(3.1)	(10.3)
Senior unsecured notes due 2021 unamortized discount [Member]
Debt Instrument [Line Items]
Long-term debt	$ (33.8)	$ 0

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Organization and Operations (Details)	Jun. 30, 2011	Dec. 31, 2010
Organization, Consolidation and Presentation of Financial Statements [Abstract]
General partner interest	2.00%
Ownership interest by related party and subsidiaries	15.50%
General partner units outstanding (in units)	1,729,715	1,541,744
Common units held by related party (in units)	11,645,659

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2011

Commitments and Contingencies [Abstract]

Commitments and Contingencies

Note 11 - Commitments and Contingencies

Environmental

For environmental matters, we record liabilities when remedial efforts are probable and the costs can be reasonably estimated. Environmental reserves do not reflect management's assessment of any insurance coverage that may be applicable to the matters at issue. Management has assessed each of the matters based on current information and made a judgment concerning its potential outcome, considering the nature of the claim, the amount and nature of damages sought and the probability of success.

Our environmental liability at June 30, 2011 and December 31, 2010 was $1.4 million and $1.6 million. Our June 30, 2011 liability consisted of $1.4 million for ground water assessment and remediation.

In May 2007, the NMED alleged air emissions violations at the Eunice, Monument and Saunders gas processing plants, which are operated by us and owned by Versado, were identified in the course of an inspection of the Eunice plant conducted by the NMED in August 2005.

In January 2010, Versado settled the alleged violations with NMED for a penalty of approximately $1.5 million. As part of the settlement, Versado agreed to install two acid gas injection wells, additional emission control equipment and monitoring equipment. We estimate the total cost to complete these projects to be approximately $33.4 million, of which our portion of the cost is projected to be $21.0 million. As of June 30, 2011, $14.5 million has been paid by Versado, of which our share was $9.1 million.

Under the terms of the Versado acquisition purchase and sale agreement between Targa and us, Targa is obligated to reimburse us for maintenance capital expenditures required pursuant to the NMED settlement agreement.

Legal Proceedings

We are a party to various legal proceedings and/or regulatory proceedings and certain claims, suits and complaints arising in the ordinary course of business that have been filed or are pending against us. We believe all such matters are without merit or involve amounts which, if resolved unfavorably, would not have a material effect on our financial position, results of operations, or cash flows.

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Acquisitions under Common Control

6 Months Ended

Jun. 30, 2011

Acquisitions under Common Control [Abstract]

Acquisitions under Common Control

Note 4 - Acquisitions Under Common Control

On April 27, 2010, we acquired Targa's interests in its Permian Business and Straddle Assets for $420.0 million, effective April 1, 2010. We financed this acquisition substantially through borrowings under our senior secured revolving credit facility. The total consideration was used to repay outstanding affiliated indebtedness of $332.8 million, with the remaining $87.2 million of consideration reported as a parent distribution.

On August 25, 2010, we acquired Targa's 63% equity interest in Versado Gas Processors L.L.C. (“Versado”), effective August 1, 2010, for $247.2 million in the form of $244.7 million in cash and $2.5 million in partnership interests represented by 89,813 common units and 1,833 general partner units. This consideration was used to repay $247.2 million of affiliated indebtedness. Targa contributed the remaining $205.8 million of affiliate indebtedness as a capital contribution. Under the terms of the Versado acquisition purchase and sale agreement, Targa will reimburse us for future maintenance capital expenditures required pursuant to the New Mexico Environmental Department (“NMED”) settlement agreement, of which our share is currently estimated to be $21.0 million, including $9.1 million that has been incurred as of June 30, 2011.

On September 28, 2010, we acquired Targa's Venice Operations, which includes Targa's 76.8% interest in Venice Energy Services Company, L.L.C. (“VESCO”), for aggregate consideration of $175.6 million, effective September 1, 2010. This consideration was used to repay $160.2 million of affiliate indebtedness, with the remaining $15.4 million of consideration reported as a parent distribution.

These acquisitions have been accounted for as acquisitions under common control, resulting in the retrospective adjustment of our prior results.

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Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2011

Significant Accounting Policies [Abstract]

Accounting Policy Updates/Revisions

Accounting Policy Updates/Revisions

The accounting policies that we follow are set forth in Note 4 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2010. There have been no significant changes to these policies during the six months ended June 30, 2011.

Fair Value Measurement

In May 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The amendment, which becomes effective during interim and annual periods beginning after December 15, 2011, requires additional disclosures with regard to fair value measurements categorized within Level 3 of the fair value hierarchy. Early adoption is not permitted.

Other Comprehensive Income

In June 2011, the FASB issued Accounting Standards Update No. 2011-05, Comprehensive Income (Topic 220): Presentation of Comprehensive Income. The amendment, which becomes effective during interim and annual periods beginning after December 15, 2011, stipulates the financial statement presentation requirements for other comprehensive income. Our financial statement presentation complies with this standards update.

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Supplemental Cash Flow Information (Details) (USD $) In Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Supplemental Cash Flow Information [Abstract]
Interest paid	$ 16.7	$ 5.0	$ 46.5	$ 31.8
Taxes paid	1.9	1.5	2.2	1.6
Non-cash adjustment to line-fill	$ 0	$ 0.5	$ (2.1)	$ 0.5

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2011

Segment Reporting [Abstract]

Segments

Our reportable segment information is shown in the following tables:

Three Months Ended June 30, 2011
	Field		Coastal
	Gathering		Gathering				Marketing					Corporate
	and		and		Logistics		and					and
	Processing		Processing		Assets		Distribution		Other			Eliminations			Total
Revenues	$	58.2	$	94.3	$	33.1	$	1,552.9	$	(13.2	)	$	0.1		$	1,725.4
Intersegment revenues		367.2		244.9		24.7		171.9		-			(808.7	)		-
Revenues	$	425.4	$	339.2	$	57.8	$	1,724.8	$	(13.2	)	$	(808.6	)	$	1,725.4
Operating margin	$	80.2	$	45.7	$	33.4	$	30.5	$	(13.2	)	$	-		$	176.6
Other financial information:
Total assets	$	1,650.4	$	430.5	$	546.9	$	573.1	$	35.7		$	91.8		$	3,328.4
Capital expenditures	$	40.0	$	4.2	$	42.5	$	0.8	$	-		$	0.5		$	88.0

Three Months Ended June 30, 2010
	Field		Coastal
	Gathering		Gathering				Marketing				Corporate
	and		and		Logistics		and				and
	Processing		Processing		Assets		Distribution		Other		Eliminations			Total
Revenues	$	57.5	$	103.2	$	19.9	$	1,054.4	$	2.7	$	(0.1	)	$	1,237.6
Intersegment revenues		247.8		199.0		20.9		128.1		-		(595.8	)		-
Revenues	$	305.3	$	302.2	$	40.8	$	1,182.5	$	2.7	$	(595.9	)	$	1,237.6
Operating margin	$	59.4	$	23.7	$	18.0	$	14.1	$	2.7	$	(0.1	)	$	117.8
Other financial information:
Total assets	$	1,653.2	$	462.5	$	422.1	$	392.9	$	70.0	$	64.1		$	3,064.8
Capital expenditures	$	14.8	$	1.4	$	10.6	$	0.7	$	-	$	-		$	27.5

Six Months Ended June 30, 2011
	Field		Coastal
	Gathering		Gathering				Marketing					Corporate
	and		and		Logistics		and					and
	Processing		Processing		Assets		Distribution		Other			Eliminations			Total
Revenues	$	110.2	$	178.3	$	56.4	$	3,012.6	$	(17.6	)	$	-		$	3,339.9
Intersegment revenues		666.9		462.3		43.8		284.2		-			(1,457.2	)		-
Revenues	$	777.1	$	640.6	$	100.2	$	3,296.8	$	(17.6	)	$	(1,457.2	)	$	3,339.9
Operating margin	$	141.3	$	82.0	$	55.7	$	63.1	$	(17.6	)	$	-		$	324.5
Other financial information:
Total assets	$	1,650.4	$	430.5	$	546.9	$	573.1	$	35.7		$	91.8		$	3,328.4
Capital expenditures	$	71.8	$	5.6	$	87.6	$	0.9	$	-		$	0.6		$	166.5

20

Six Months Ended June 30, 2010
	Field		Coastal
	Gathering		Gathering				Marketing					Corporate
	and		and		Logistics		and					and
	Processing		Processing		Assets		Distribution		Other			Eliminations			Total
Revenues	$	112.5	$	236.7	$	36.5	$	2,335.9	$	(0.3	)	$	0.1		$	2,721.4
Intersegment revenues		539.9		404.0		42.0		266.7		-			(1,252.6	)		-
Revenues	$	652.4	$	640.7	$	78.5	$	2,602.6	$	(0.3	)	$	(1,252.5	)	$	2,721.4
Operating margin	$	127.5	$	51.2	$	29.3	$	33.8	$	(0.3	)	$	-		$	241.5
Other financial information:
Total assets	$	1,653.2	$	462.5	$	422.1	$	392.9	$	70.0		$	64.1		$	3,064.8
Capital expenditures	$	27.4	$	4.2	$	13.7	$	0.6	$	-		$	-		$	45.9

Revenues by product and service

The following table shows our revenues by product and service for each period presented:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Natural gas sales	$	294.1		$	258.5		$	544.0		$	571.3
NGL sales		1,345.6			910.1			2,648.4			2,022.3
Condensate sales		33.1			26.0			54.6			51.3
Fractionating and treating fees		23.3			15.0			34.4			28.3
Storage and terminaling fees		13.3			9.3			27.2			18.8
Transportation fees		11.5			8.0			22.2			15.4
Gas processing fees		7.7			8.0			14.8			15.2
Derivative activities		(13.0	)		2.9			(18.2	)		(0.1	)
Other		9.8			(0.2	)		12.5			(1.1	)
	$	1,725.4		$	1,237.6		$	3,339.9		$	2,721.4

Reconciliation of operating margin to net income

The following table is a reconciliation of operating margin to net income for each period presented:

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2011			2010			2011			2010
Reconciliation of operating margin to net income:
Operating margin	$	176.6		$	117.8		$	324.5		$	241.5
Depreciation and amortization expense		(44.5	)		(43.0	)		(87.2	)		(85.0	)
General and administrative expense		(33.2	)		(28.2	)		(64.9	)		(53.2	)
Interest expense, net		(27.2	)		(27.6	)		(54.6	)		(58.6	)
Income tax expense		(1.9	)		(0.9	)		(3.7	)		(2.4	)
Other, net		(1.8	)		4.8			(0.3	)		30.5
Net income	$	68.0		$	22.9		$	113.8		$	72.8

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (USD $) In Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) [Abstract]
Net income	$ 68.0	$ 22.9	$ 113.8	$ 72.8
Commodity hedging contracts:
Change in fair value	4.4	26.6	(56.9)	60.2
Settlements reclassified to revenues	11.9	(3.2)	16.5	(0.2)
Interest rate hedges:
Change in fair value	(2.2)	(10.1)	(1.9)	(16.8)
Settlements reclassified to interest expense, net	2.2	3.4	4.6	5.0
Other comprehensive income (loss)	16.3	16.7	(37.7)	48.2
Comprehensive income (loss)	84.3	39.6	76.1	121.0
Less: Comprehensive income attributable to noncontrolling interests	12.8	6.2	20.7	13.5
Comprehensive income (loss) attributable to Targa Resources Partners LP	$ 71.5	$ 33.4	$ 55.4	$ 107.5

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Property, Plant and Equipment (Tables)

6 Months Ended

Jun. 30, 2011

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Note 5 - Property, Plant and Equipment

	June 30,		December 31,		Estimated useful lives
	2011		2010		(In years)
Natural gas gathering systems	$	1,678.0	$	1,630.9	5 to 20
Processing and fractionation facilities		1,037.6		961.9	5 to 25
Terminaling and storage facilities (1)		272.2		244.7	5 to 25
Transportation assets		277.2		275.6	10 to 25
Other property, plant and equipment		50.9		46.8	3 to 25
Land		53.2		51.2	-
Construction in progress		96.1		88.4	-
	$	3,465.2	$	3,299.5

___________

(1)   Includes the March 2011 acquisition of a refined petroleum products and crude oil storage facility for which we paid $29.0 million.

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Partnership Equity and Distributions (Tables)

6 Months Ended

Jun. 30, 2011

Partnership Equity and Distributions [Abstract]

Schedule of distributions

Distributions for the six months ended June 30, 2011 and 2010 were as follows:

		Distributions (1)
	For the Three	Limited Partners		General Partner						Distributions per limited
Date Paid	Months Ended	Common		Incentive			2%	Total		partner unit
		(In millions, except per unit amounts)
May 13, 2011	March 31, 2011	$	47.3	$	6.8	$	1.1	$	55.2	$	0.5575
February 14, 2011	December 31, 2010		46.4		6.0		1.1		53.5		0.5475
August 13, 2010	June 30, 2010		35.9		3.5		0.8		40.2		0.5275
May 14, 2010	March 31, 2010		35.2		2.8		0.8		38.8		0.5175
February 12, 2010	December 31, 2009		35.2		2.8		0.8		38.8		0.5175

_______

(1)   On July 11, 2011, we announced a cash distribution of $0.57 per common unit on our outstanding common units for the three months ended June 30, 2011, to be paid on August 12, 2011. The distribution to be paid is $41.7 million to our third-party limited partners, and $6.6 million, $7.8 million and $1.2 million to Targa for its ownership of common units, incentive distribution rights and its 2% general partner interest in us.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $) In Millions	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Cash flows from operating activities
Net income	$ 113.8	$ 72.8
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization in interest expense	5.7	2.6
Compensation on equity grants	0.8	0.2
Interest expense on affiliate and allocated indebtedness	0	25.5
Depreciation and other amortization expense	87.2	85.0
Accretion of asset retirement obligations	1.8	1.6
Deferred income tax expense	1.5	0.6
Equity in earnings of unconsolidated investment, net of distributions	0	(0.8)
Risk management activities	4.0	(15.1)
Changes in operating assets and liabilities:
Receivables and other assets	(47.0)	75.2
Inventory	(17.4)	(10.4)
Accounts payable and other liabilities	102.3	(58.6)
Net cash provided by operating activities	252.7	178.6
Cash flows from investing activities
Outlays for property, plant and equipment	(135.7)	(45.8)
Proceeds from sales of assets	0	0.2
Business acquisition	(29.0)	0
Investment in unconsolidated affiliate	(6.0)	0
Unconsolidated affiliate distributions in excess of accumulated earnings	0.6	0
Other, net	0	1.9
Net cash used in investing activities	(170.1)	(43.7)
Cash flows from financing activities
Proceeds from borrowings under credit facility	611.0	635.8
Repayments of credit facility	(1,178.3)	(385.2)
Proceeds from issuance of senior notes	325.0	0
Cash paid on note exchange	(27.7)	0
Repayment of affiliated and allocated indebtedness	0	(332.8)
Proceeds from equity offerings	304.3	142.7
Distributions to unitholders	(108.6)	(77.6)
Costs incurred in connection with financing arrangements	(6.2)	0
Contributions (distributions) from (to) parent	5.0	(87.2)
Distributions under common control	0	(24.2)
Contributions from noncontrolling interests	1.3	0
Distributions to noncontrolling interests	(11.6)	(11.2)
Net cash used in financing activities	(85.8)	(139.7)
Net change in cash and cash equivalents	(3.2)	(4.8)
Cash and cash equivalents, beginning of period	76.3	90.9
Cash and cash equivalents, end of period	$ 73.1	$ 86.1

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Fair Value Measurements

6 Months Ended

Jun. 30, 2011

Fair Value Measurements [Abstract]

Fair Value Measurements

Note 9 - Fair Value Measurements

We categorize the inputs to the fair value of our financial assets and liabilities using a three-tier fair value hierarchy that prioritizes the significant inputs used in measuring fair value:

· Level 1 – observable inputs such as quoted prices in active markets;

· Level 2 – inputs other than quoted prices in active markets that are either directly or indirectly observable; and

· Level 3 – unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Our derivative instruments consist of financially settled commodity and interest rate swap and option contracts and fixed price commodity contracts with certain counterparties. We determine the value of our derivative contracts using a discounted cash flow model for swaps and a standard option pricing model for options, based on inputs that are readily available in public markets. We have consistently applied these valuation techniques in all periods presented and believe we have obtained the most accurate information available for the types of derivative contracts we hold.

Contracts classified as Level 3 are valued using price inputs available from public markets to the extent that the markets are liquid for the relevant settlement periods.

The following tables present the fair value of our financial assets and liabilities according to the fair value hierarchy. These 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 measurement requires judgment, and may affect the valuation of the fair value assets and liabilities and their placement within the fair value hierarchy levels:

	June 30, 2011
	Total		Level 1		Level 2		Level 3
Assets from commodity derivative contracts	$	35.7	$	-	$	35.7	$	-
Total assets	$	35.7	$	-	$	35.7	$	-
Liabilities from commodity derivative contracts	$	81.1	$	-	$	80.2	$	0.9
Liabilities from interest rate derivatives		20.3		-		20.3		-
Total liabilities	$	101.4	$	-	$	100.5	$	0.9

	December 31, 2010
	Total		Level 1		Level 2		Level 3
Assets from commodity derivative contracts	$	44.1	$	-	$	43.9	$	0.2
Total assets	$	44.1	$	-	$	43.9	$	0.2
Liabilities from commodity derivative contracts	$	46.9	$	-	$	35.1	$	11.8
Liabilities from interest rate derivatives		20.1		-		20.1		-
Total liabilities	$	67.0	$	-	$	55.2	$	11.8

The following table sets forth a reconciliation of the changes in the fair value of our financial instruments classified as Level 3 in the fair value hierarchy:

	Commodity Derivative Contracts
Balance, December 31, 2010	$	(11.6	)
Unrealized losses included in OCI		(0.4	)
Settlements included in Net Income		3.7
Transfers out of Level 3		7.4
Balance, June 30, 2011	$	(0.9	)

We transferred $7.4 million in derivative liabilities from Level 3 to Level 2 in the second quarter. The transfer is attributable to increased transparency and liquidity in the NGL markets, specifically with regard to 2013 prices.

We designated all Level 3 derivative instruments as cash flow hedges, and, as such, all changes in their fair value are reflected in OCI. Therefore, there are no unrealized gains or losses reflected in revenues or other income (expense) with respect to Level 3 derivative instruments.

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Partnership Equity and Distributions (Details) (USD $) In Millions, except Share data	0 Months Ended		3 Months Ended											6 Months Ended
	Feb. 03, 2011	Jan. 24, 2011	Jun. 30, 2011	Mar. 31, 2011		Dec. 31, 2010		Jun. 30, 2010		Mar. 31, 2010		Dec. 31, 2009		Jun. 30, 2011
Partnership Equity and Distributions [Abstract]
Number of common units included in public offering (in shares)	1,200,000	8,000,000
Per share price on public offering (in dollars per share)		$ 33.67
Price per share, net of underwriting discounts (in dollars per share)		$ 32.41
Net proceeds from public offering	$ 38.8	$ 259.2
General partner contributed to maintain ownership percentage														6.3
Number of units purchased by general partner to maintain ownership percentage (in shares)														187,755
Distributions to limited partners				47.3	[1]	46.4	[1]	35.9	[1]	35.2	[1]	35.2	[1]
Distributions to general partners (Incentive)				6.8	[1]	6.0	[1]	3.5	[1]	2.8	[1]	2.8	[1]
Distributions to general partners (2%)				1.1	[1]	1.1	[1]	0.8	[1]	0.8	[1]	0.8	[1]
Total distributions to general and limited partners				55.2	[1]	53.5	[1]	40.2	[1]	38.8	[1]	38.8	[1]
Distributions per limited partner per unit (in dollars per unit)				$ 0.5575		$ 0.5475		$ 0.5275		$ 0.5175		$ 0.5175
Subsequent distribution amount - third-party limited partners			41.7
Subsequent distribution amount - general partner ownership			6.6
Subsequent distribution amount - general partner incentive			7.8
Subsequent distribution amount - general partner 2%			$ 1.2
Subsequent distributions per limited partner per unit (in dollars per unit)			$ 0.57

[1] On July 11, 2011, we announced a cash distribution of $0.57 per common unit on our outstanding common units for the three months ended June 30, 2011, to be paid on August 12, 2011. The distribution to be paid is $41.7 million to our third-party limited partners, and $6.6 million, $7.8 million and $1.2 million to Targa for its ownership of common units, incentive distribution rights and its 2% general partner interest in us.

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Segment Information

6 Months Ended

Jun. 30, 2011

Segment Reporting [Abstract]

Segment Information

Note 13 - Segment Information

We report our operations in two divisions: (i) Natural Gas Gathering and Processing, consisting of two reportable segments – (a) Field Gathering and Processing and (b) Coastal Gathering and Processing; and (ii) Logistics and Marketing consisting of two reportable segments – (a) Logistics Assets and (b) Marketing and Distribution.  The financial results of our hedging activities are reported in Other.

Our Natural Gas Gathering and Processing division includes assets used in the gathering of natural gas produced from oil and gas wells and processing this raw natural gas into merchantable natural gas by extracting natural gas liquids and removing impurities. The Field Gathering and Processing segment's assets are located in North Texas and the Permian Basin of West Texas and New Mexico. The Coastal Gathering and Processing segment's assets are located in the onshore and near offshore regions of the Louisiana Gulf Coast and the Gulf of Mexico.

Our Logistics and Marketing division is also referred to as our Downstream Business. Our Downstream Business includes all the activities necessary to convert raw natural gas liquids into NGL products and provides certain value added services such as storing, terminaling, transporting, distributing and marketing of NGLs, crude and refined products. It also includes certain natural gas supply and marketing activities in support of our other businesses.
 

The Logistics Assets segment is involved in transporting, storing and fractionating mixed NGLs; storing, terminaling and transporting finished NGLs; and storing and terminaling crude oil and refined petroleum products. These assets are generally connected to and supplied in part by, our Natural Gas Gathering and Processing segments and are predominantly located in Mont Belvieu, Texas and Southwestern Louisiana. This segment includes the activities associated with the March 2011 acquisition of a refined petroleum products and crude oil storage and terminaling facility located on the Houston Ship Channel.

The Marketing and Distribution segment covers all activities required to distribute and market raw and finished natural gas liquids and all natural gas marketing activities. It includes (1) marketing our own natural gas liquids production and purchasing natural gas liquids products in selected United States markets; (2) providing liquefied petroleum gas balancing services to refinery customers; (3) transporting, storing and selling propane and providing related propane logistics services to multi-state retailers, independent retailers and other end users; and (4) marketing natural gas available to us from our Natural Gas Gathering and Processing division and the purchase and resale of natural gas in selected United States markets.

Other contains the results of our commodity hedging activities.  Eliminations of inter-segment transactions are reflected in the corporate and eliminations column.

Our reportable segment information is shown in the following tables:

Three Months Ended June 30, 2011
	Field Gathering and Processing		Coastal Gathering and Processing		Logistics Assets		Marketing and Distribution		Other			Corporate and Eliminations			Total
Revenues	$	58.2	$	94.3	$	33.1	$	1,552.9	$	(13.2	)	$	0.1		$	1,725.4
Intersegment revenues		367.2		244.9		24.7		171.9		-			(808.7	)		-
Revenues	$	425.4	$	339.2	$	57.8	$	1,724.8	$	(13.2	)	$	(808.6	)	$	1,725.4
Operating margin	$	80.2	$	45.7	$	33.4	$	30.5	$	(13.2	)	$	-		$	176.6
Other financial information:
Total assets	$	1,650.4	$	430.5	$	546.9	$	573.1	$	35.7		$	91.8		$	3,328.4
Capital expenditures	$	40.0	$	4.2	$	42.5	$	0.8	$	-		$	0.5		$	88.0

Three Months Ended June 30, 2010
	Field Gathering and Processing		Coastal Gathering and Processing		Logistics Assets		Marketing and Distribution		Other		Corporate and Eliminations			Total
Revenues	$	57.5	$	103.2	$	19.9	$	1,054.4	$	2.7	$	(0.1	)	$	1,237.6
Intersegment revenues		247.8		199.0		20.9		128.1		-		(595.8	)		-
Revenues	$	305.3	$	302.2	$	40.8	$	1,182.5	$	2.7	$	(595.9	)	$	1,237.6
Operating margin	$	59.4	$	23.7	$	18.0	$	14.1	$	2.7	$	(0.1	)	$	117.8
Other financial information:
Total assets	$	1,653.2	$	462.5	$	422.1	$	392.9	$	70.0	$	64.1		$	3,064.8
Capital expenditures	$	14.8	$	1.4	$	10.6	$	0.7	$	-	$	-		$	27.5

Six Months Ended June 30, 2011
	Field Gathering and Processing		Coastal Gathering and Processing		Logistics Assets		Marketing and Distribution		Other			Corporate and Eliminations			Total
Revenues	$	110.2	$	178.3	$	56.4	$	3,012.6	$	(17.6	)	$	-		$	3,339.9
Intersegment revenues		666.9		462.3		43.8		284.2		-			(1,457.2	)		-
Revenues	$	777.1	$	640.6	$	100.2	$	3,296.8	$	(17.6	)	$	(1,457.2	)	$	3,339.9
Operating margin	$	141.3	$	82.0	$	55.7	$	63.1	$	(17.6	)	$	-		$	324.5
Other financial information:
Total assets	$	1,650.4	$	430.5	$	546.9	$	573.1	$	35.7		$	91.8		$	3,328.4
Capital expenditures	$	71.8	$	5.6	$	87.6	$	0.9	$	-		$	0.6		$	166.5

Six Months Ended June 30, 2010
	Field Gathering and Processing		Coastal Gathering and Processing		Logistics Assets		Marketing and Distribution		Other			Corporate and Eliminations			Total
Revenues	$	112.5	$	236.7	$	36.5	$	2,335.9	$	(0.3	)	$	0.1		$	2,721.4
Intersegment revenues		539.9		404.0		42.0		266.7		-			(1,252.6	)		-
Revenues	$	652.4	$	640.7	$	78.5	$	2,602.6	$	(0.3	)	$	(1,252.5	)	$	2,721.4
Operating margin	$	127.5	$	51.2	$	29.3	$	33.8	$	(0.3	)	$	-		$	241.5
Other financial information:
Total assets	$	1,653.2	$	462.5	$	422.1	$	392.9	$	70.0		$	64.1		$	3,064.8
Capital expenditures	$	27.4	$	4.2	$	13.7	$	0.6	$	-		$	-		$	45.9

The following table shows our revenues by product and service for each period presented:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Natural gas sales	$	294.1		$	258.5		$	544.0		$	571.3
NGL sales		1,345.6			910.1			2,648.4			2,022.3
Condensate sales		33.1			26.0			54.6			51.3
Fractionating and treating fees		23.3			15.0			34.4			28.3
Storage and terminaling fees		13.3			9.3			27.2			18.8
Transportation fees		11.5			8.0			22.2			15.4
Gas processing fees		7.7			8.0			14.8			15.2
Derivative activities		(13.0	)		2.9			(18.2	)		(0.1	)
Other		9.8			(0.2	)		12.5			(1.1	)
	$	1,725.4		$	1,237.6		$	3,339.9		$	2,721.4

The following table is a reconciliation of operating margin to net income for each period presented:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Reconciliation of operating margin to net income:
Operating margin	$	176.6		$	117.8		$	324.5		$	241.5
Depreciation and amortization expense		(44.5	)		(43.0	)		(87.2	)		(85.0	)
General and administrative expense		(33.2	)		(28.2	)		(64.9	)		(53.2	)
Interest expense, net		(27.2	)		(27.6	)		(54.6	)		(58.6	)
Income tax expense		(1.9	)		(0.9	)		(3.7	)		(2.4	)
Other, net		(1.8	)		4.8			(0.3	)		30.5
Net income	$	68.0		$	22.9		$	113.8		$	72.8

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CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $) In Millions	Jun. 30, 2011	Dec. 31, 2010
Current assets:
Cash and cash equivalents	$ 73.1	$ 76.3
Trade receivables, net of allowances of $7.7 million	495.5	466.1
Inventory	69.8	50.3
Assets from risk management activities	22.5	25.2
Other current assets	20.8	2.9
Total current assets	681.7	620.8
Property, plant and equipment, at cost	3,465.2	3,299.5
Accumulated depreciation	(891.4)	(804.3)
Property, plant and equipment, net	2,573.8	2,495.2
Long-term assets from risk management activities	13.2	18.9
Investment in unconsolidated affiliate	20.6	15.2
Other long-term assets	39.1	36.3
Total assets	3,328.4	3,186.4
Current liabilities:
Accounts payable to third parties	326.7	250.5
Accounts payable to Targa Resources Corp.	53.9	51.4
Accrued liabilities	300.2	273.7
Liabilities from risk management activities	56.9	34.2
Total current liabilities	737.7	609.8
Long-term debt	1,176.5	1,445.4
Long-term liabilities from risk management activities	44.5	32.8
Deferred income taxes	10.2	8.7
Other long-term liabilities	43.0	40.6
Commitments and contingencies (see Note 11)
Owners' equity:
Common unitholders (84,756,009 and 75,545,409 units issued and outstanding as of June 30, 2011 and December 31, 2010)	1,221.5	935.3
General partner (1,729,715 and 1,541,744 units issued and outstanding as of June 30, 2011 and December 31, 2010)	23.5	15.1
Accumulated other comprehensive income (loss)	(68.2)	(30.6)
Total owner's equity excluding noncontrolling interests	1,176.8	919.8
Noncontrolling interests in subsidiaries	139.7	129.3
Total owners' equity	1,316.5	1,049.1
Total liabilities and owners' equity	$ 3,328.4	$ 3,186.4

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Fair Value Measurements (Details) (USD $) In Millions	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2011 Fair Value, Measurements, Recurring [Member] Estimate of Fair Value, Fair Value Disclosure [Member]	Dec. 31, 2010 Fair Value, Measurements, Recurring [Member] Estimate of Fair Value, Fair Value Disclosure [Member]	Jun. 30, 2011 Fair Value, Measurements, Recurring [Member] Fair Value, Inputs, Level 1 [Member]	Dec. 31, 2010 Fair Value, Measurements, Recurring [Member] Fair Value, Inputs, Level 1 [Member]	Jun. 30, 2011 Fair Value, Measurements, Recurring [Member] Fair Value, Inputs, Level 2 [Member]	Dec. 31, 2010 Fair Value, Measurements, Recurring [Member] Fair Value, Inputs, Level 2 [Member]	Jun. 30, 2011 Fair Value, Measurements, Recurring [Member] Fair Value, Inputs, Level 3 [Member]	Dec. 31, 2010 Fair Value, Measurements, Recurring [Member] Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets from commodity derivative contracts		$ 35.7	$ 44.1	$ 0	$ 0	$ 35.7	$ 43.9	$ 0	$ 0.2
Total assets		35.7	44.1	0	0	35.7	43.9	0	0.2
Liabilities from commodity derivative contracts		81.1	46.9	0	0	80.2	35.1	0.9	11.8
Liabilities from interest rate derivatives		20.3	20.1	0	0	20.3	20.1	0	0
Total liabilities		101.4	67.0	0	0	100.5	55.2	0.9	11.8
Balance, December 31, 2010	(11.6)
Unrealized losses included in OCI	(0.4)
Settlements included in Net Income	3.7
Transfers out of Level 3	7.4
Balance, June 30, 2011	$ (0.9)

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Fair Value of Financial Instruments (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2011	Dec. 31, 2010
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	$ 1,176.5	$ 1,445.4
Senior unsecured notes due 2016 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	209.1	209.1
Interest rate on fixed debt (in hundredths)	8.25%	8.25%
Senior unsecured notes due 2017 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	69.6	221.0
Interest rate on fixed debt (in hundredths)	11.25%	11.25%
Senior unsecured notes due 2018 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	250.0	250.0
Interest rate on fixed debt (in hundredths)	7.875%	7.875%
Senior unsecured notes due 2021 [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	449.8	0
Interest rate on fixed debt (in hundredths)	6.875%
Senior unsecured notes due 2016 [Member] | Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	223.9	219.4
Senior unsecured notes due 2017 [Member] | Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	84.8	253.2
Senior unsecured notes due 2018 [Member] | Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	261.7	259.7
Senior unsecured notes due 2021 [Member] | Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	$ 473.9	$ 0