10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

(Mark One)

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

For the quarterly period ended June 30, 2015

Or

o 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: 001-35753

WESTERN GAS EQUITY PARTNERS, LP

(Exact name of registrant as specified in its charter)

Delaware	46-0967367
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1201 Lake Robbins Drive The Woodlands, Texas	77380
(Address of principal executive offices)	(Zip Code)

(832) 636-6000

(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  þ    No  o

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  þ    No  o

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 þ	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
	(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  o    No  þ

There were 218,913,688 common units outstanding as of July 28, 2015.

For purposes of this report, “WGP,” “we,” “us,” “our,” or “Western Gas Equity Partners” refers to Western Gas Equity Partners, LP. Our wholly owned subsidiary is the general partner of Western Gas Partners, LP (“WES”). “Anadarko” refers to Anadarko Petroleum Corporation and its subsidiaries, excluding us and our general partner.

Explanatory Note

We are filing this Amendment No. 1 on Form 10-Q/A (this “Form 10-Q/A”) to amend our Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, originally filed with the Securities and Exchange Commission (the “SEC”) on July 30, 2015 (the “Original Filing”), to restate our unaudited consolidated financial statements and related disclosures as of, and for the three and six months ended, June 30, 2015. This Form 10-Q/A also amends certain other items in the Original Filing, as noted below.

Restatement Background

In connection with the preparation of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, it was determined that there was an error in the impairment test calculation performed as of March 31, 2015. Specifically, the impact of WES’s commodity price swap agreements with Anadarko was incorrectly included when performing an assessment to identify a triggering event that would necessitate a calculation to determine whether the net book value of certain midstream assets exceeded their fair value. It was determined that the error caused a material understatement in impairment expense for the quarter ended March 31, 2015.

As a result of the discovery of this error, on January 27, 2016, the Audit Committee of the Board of Directors of our general partner, after discussion with management and KPMG LLP, our independent registered public accounting firm, concluded that the unaudited consolidated financial statements included in our Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2015, June 30, 2015, and September 30, 2015, should no longer be relied upon due to changes related to impairments.

Accordingly, we are restating our unaudited consolidated financial statements as of, and for the three and six months ended, June 30, 2015, to reflect an impairment charge in the first quarter of 2015 of $264.4 million related to WES’s Red Desert complex, located in southwestern Wyoming. This impairment loss recorded as of March 31, 2015, also impacts depreciation and amortization for the three and six months ended June 30, 2015. See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for more information regarding the impact of this adjustment.

In connection with the need to restate our unaudited consolidated financial statements as a result of the error noted above, we have determined that it would be appropriate within this Form 10-Q/A to make adjustments for certain previously unrecorded immaterial adjustments. See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for more information regarding the impact of such adjustments.

This report on Form 10-Q/A is presented as of the filing date of the Original Filing and does not reflect events occurring after that date, or modify or update the information contained therein in any way other than as required to correct the error and record the adjustments described above.

Internal Control Consideration

The Chief Executive Officer and Chief Financial Officer of our general partner have determined that there was a deficiency in our internal control over financial reporting that constituted a material weakness, as defined by SEC regulations, at June 30, 2015. For a discussion of management’s evaluation of our disclosure controls and procedures and the material weakness identified, see Part I, Item 4 of this Form 10-Q/A.

2

TABLE OF CONTENTS

			PAGE
PART I		FINANCIAL INFORMATION (UNAUDITED)
	Item 1.	Financial Statements
		Consolidated Statements of Income for the three and six months ended June 30, 2015 (Restated) and 2014	5
		Consolidated Balance Sheets as of June 30, 2015 (Restated), and December 31, 2014	6
		Consolidated Statement of Equity and Partners’ Capital for the six months ended June 30, 2015 (Restated)	7
		Consolidated Statements of Cash Flows for the six months ended June 30, 2015 (Restated) and 2014	8
		Notes to Consolidated Financial Statements	9
		Note 1. Description of Business and Basis of Presentation (Restated)	9
		Note 2. Acquisitions and Divestitures	14
		Note 3. Partnership Distributions	16
		Note 4. Equity and Partners’ Capital	17
		Note 5. Transactions with Affiliates	19
		Note 6. Property, Plant and Equipment (Restated)	24
		Note 7. Equity Investments	24
		Note 8. Components of Working Capital (Restated)	25
		Note 9. Debt and Interest Expense	25
		Note 10. Commitments and Contingencies	27
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
		Cautionary Note Regarding Forward-Looking Statements	28
		Executive Summary	31
		Acquisitions and Divestitures	32
		Equity Offerings	33
		Items Affecting the Comparability of Financial Results	35
		Results of Operations	37
		Operating Results	37
		Key Performance Metrics	44
		Liquidity and Capital Resources	49
		Contractual Obligations	54
		Off-Balance Sheet Arrangements	54
		Recent Accounting Developments	54
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	55
	Item 4.	Controls and Procedures	56
PART II		OTHER INFORMATION
	Item 1.	Legal Proceedings	57
	Item 1A.	Risk Factors	57
	Item 6.	Exhibits	58

3

DEFINITIONS

As generally used within the energy industry and in this quarterly report on Form 10-Q/A, the identified terms have the following meanings:

Barrel or Bbl: 42 U.S. gallons measured at 60 degrees Fahrenheit.

Btu: British thermal unit; the approximate amount of heat required to raise the temperature of one pound of water by one degree Fahrenheit.

Condensate: A natural gas liquid with a low vapor pressure mainly composed of propane, butane, pentane and heavier hydrocarbon fractions.

Cryogenic: The process in which liquefied gases, such as liquid nitrogen or liquid helium, are used to bring volumes to very low temperatures (below approximately -238 degrees Fahrenheit) to separate natural gas liquids from natural gas. Through cryogenic processing, more natural gas liquids are extracted than when traditional refrigeration methods are used.

Drip condensate: Heavier hydrocarbon liquids that fall out of the natural gas stream and are recovered in the gathering system without processing.

Imbalance: Imbalances result from (i) differences between gas volumes nominated by customers and gas volumes received from those customers and (ii) differences between gas volumes received from customers and gas volumes delivered to those customers.

MBbls/d: One thousand barrels per day.

MMBtu: One million British thermal units.

MMcf/d: One million cubic feet per day.

Natural gas liquid(s) or NGL(s): The combination of ethane, propane, normal butane, isobutane and natural gasolines that, when removed from natural gas, become liquid under various levels of higher pressure and lower temperature.

Residue: The natural gas remaining after the unprocessed natural gas stream has been processed or treated.

4

PART I. FINANCIAL INFORMATION (UNAUDITED)

Item 1.Financial Statements

WESTERN GAS EQUITY PARTNERS, LP

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except per-unit amounts	2015 (Restated)			2014 (1)			2015 (Restated)			2014 (1)
Revenues – affiliates
Gathering, processing and transportation of natural gas and natural gas liquids	$	150,221		$	117,159		$	289,626		$	215,946
Natural gas, natural gas liquids and drip condensate sales	121,613			159,581			240,353			282,182
Other	132			843			302			1,571
Total revenues – affiliates	271,966			277,583			530,281			499,699
Revenues – third parties
Gathering, processing and transportation of natural gas and natural gas liquids	91,234			68,763			173,484			130,989
Natural gas, natural gas liquids and drip condensate sales	52,589			9,822			99,521			25,886
Other	783			1,213			1,695			2,056
Total revenues – third parties	144,606			79,798			274,700			158,931
Total revenues	416,572			357,381			804,981			658,630
Equity income, net (2)	18,941			13,008			37,161			22,259
Operating expenses
Cost of product (3)	147,232			122,318			286,657			217,709
Operation and maintenance (3)	70,048			65,440			138,007			116,534
General and administrative (3)	9,442			9,202			20,789			19,077
Property and other taxes	8,801			7,316			17,324			14,550
Depreciation and amortization	61,485			44,962			123,555			85,857
Impairments	1,268			343			273,892			1,533
Total operating expenses	298,276			249,581			860,224			455,260
Operating income (loss)	137,237			120,808			(18,082		)	225,629
Interest income – affiliates	4,225			4,225			8,450			8,450
Interest expense (4)	(27,604		)	(20,864		)	(50,566		)	(34,825		)
Other income (expense), net	80			235			160			731
Income (loss) before income taxes	113,938			104,404			(60,038		)	199,985
Income tax (benefit) expense	(1,710		)	2,523			1,706			4,308
Net income (loss)	115,648			101,881			(61,744		)	195,677
Net income (loss) attributable to noncontrolling interests	46,716			42,492			(91,007		)	83,126
Net income (loss) attributable to Western Gas Equity Partners, LP	$	68,932		$	59,389		$	29,263		$	112,551
Limited partners’ interest in net income (loss):
Net income (loss) attributable to Western Gas Equity Partners, LP	$	68,932		$	59,389		$	29,263		$	112,551
Pre-acquisition net (income) loss allocated to Anadarko	—			(4,135		)	(1,742		)	(6,800		)
Limited partners’ interest in net income (loss) (5)	68,932			55,254			27,521			105,751
Net income (loss) per common unit – basic and diluted	$	0.31		$	0.25		$	0.13		$	0.48
Weighted-average common units outstanding – basic and diluted	218,912			218,903			218,911			218,903

⁽¹⁾  Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

⁽²⁾  Income earned from equity investments is classified as affiliate. See Note 1.

⁽³⁾  Cost of product includes product purchases from Anadarko (as defined in Note 1) of $53.1 million and $97.0 million for the three and six months ended June 30, 2015, respectively, and $38.7 million and $58.0 million for the three and six months ended June 30, 2014, respectively. Operation and maintenance includes charges from Anadarko of $17.5 million and $32.9 million for the three and six months ended June 30, 2015, respectively, and $16.8 million and $29.4 million for the three and six months ended June 30, 2014, respectively. General and administrative includes charges from Anadarko of $7.5 million and $15.3 million for the three and six months ended June 30, 2015, respectively, and $7.1 million and $14.6 million for the three and six months ended June 30, 2014, respectively. See Note 5.

⁽⁴⁾  Includes affiliate (as defined in Note 1) interest expense of $4.2 million and $5.6 million for the three and six months ended June 30, 2015, respectively, and zero for each of the three and six months ended June 30, 2014. See Note 2 and Note 9.

⁽⁵⁾  Represents net income (loss) earned on and subsequent to the date of acquisition of WES assets (as defined in Note 1). See Note 4.

See accompanying Notes to Consolidated Financial Statements.

5

WESTERN GAS EQUITY PARTNERS, LP

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

thousands except number of units	June 30, 2015 (Restated)		December 31, 2014 (1)
ASSETS
Current assets
Cash and cash equivalents	$	89,262	$	67,213
Accounts receivable, net (2)	172,427		109,019
Other current assets (3)	12,023		10,841
Total current assets	273,712		187,073
Note receivable – Anadarko	260,000		260,000
Property, plant and equipment
Cost	5,948,148		5,626,650
Less accumulated depreciation	1,426,801		1,055,207
Net property, plant and equipment	4,521,347		4,571,443
Goodwill	393,035		389,087
Other intangible assets	846,342		884,857
Equity investments	630,851		634,492
Other assets	31,172		28,289
Total assets	$	6,956,459	$	6,955,241
LIABILITIES, EQUITY AND PARTNERS’ CAPITAL
Current liabilities
Accounts and natural gas imbalance payables (4)	$	45,376	$	54,232
Accrued ad valorem taxes	18,098		14,812
Accrued liabilities	149,268		170,864
WGP working capital facility – Anadarko	—		1,150
Total current liabilities	212,742		241,058
Long-term debt	2,677,023		2,422,954
Deferred income taxes	5,332		45,656
Asset retirement obligations and other	120,041		111,714
Deferred purchase price obligation – Anadarko (5)	179,886		—
Total long-term liabilities	2,982,282		2,580,324
Total liabilities	3,195,024		2,821,382
Equity and partners’ capital
Common units (218,913,688 and 218,909,977 units issued and outstanding at June 30, 2015, and December 31, 2014, respectively)	1,149,840		1,260,195
Net investment by Anadarko	—		122,509
Total partners’ capital	1,149,840		1,382,704
Noncontrolling interests	2,611,595		2,751,155
Total equity and partners’ capital	3,761,435		4,133,859
Total liabilities, equity and partners’ capital	$	6,956,459	$	6,955,241

⁽¹⁾  Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

⁽²⁾  Accounts receivable, net includes amounts receivable from affiliates (as defined in Note 1) of $74.2 million and $64.5 million as of June 30, 2015, and December 31, 2014, respectively.

⁽³⁾  Other current assets includes natural gas imbalance receivables from affiliates of zero and $0.2 million as of June 30, 2015, and December 31, 2014, respectively.

⁽⁴⁾  Accounts and natural gas imbalance payables includes amounts payable to affiliates of zero and $0.1 million as of June 30, 2015, and December 31, 2014, respectively.

⁽⁵⁾  See Note 2.

See accompanying Notes to Consolidated Financial Statements.

6

WESTERN GAS EQUITY PARTNERS, LP

CONSOLIDATED STATEMENT OF EQUITY AND PARTNERS’ CAPITAL

(UNAUDITED)

	Partners’ Capital
thousands	Net Investment by Anadarko			Common Units			Noncontrolling Interests			Total
Balance at December 31, 2014 (1)	$	122,509		$	1,260,195		$	2,751,155		$	4,133,859
Net income (loss)	1,742			27,521			(91,007		)	(61,744		)
WES equity transactions, net (2)	—			(13,159		)	70,535			57,376
Distributions to Chipeta noncontrolling interest owner	—			—			(7,175		)	(7,175		)
Distributions to noncontrolling interest owners of WES	—			—			(112,278		)	(112,278		)
Distributions to WGP unitholders	—			(143,386		)	—			(143,386		)
Acquisitions from affiliates	(196,191		)	21,915			—			(174,276		)
Contributions of equity-based compensation to WES by Anadarko	—			1,707			—			1,707
Net pre-acquisition contributions from (distributions to) Anadarko	30,096			—			—			30,096
Net distributions to Anadarko of other assets	—			(4,726		)	—			(4,726		)
Elimination of net deferred tax liabilities	41,844			—			—			41,844
Other	—			(227		)	365			138
Balance at June 30, 2015 (Restated)	$	—		$	1,149,840		$	2,611,595		$	3,761,435

⁽¹⁾  Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

⁽²⁾  Includes the impact of Western Gas Partners, LP’s public equity offerings as described in Note 4. The $13.2 million decrease to partners’ capital, together with net income (loss) attributable to Western Gas Equity Partners, LP, totaled $16.1 million for the six months ended June 30, 2015.

See accompanying Notes to Consolidated Financial Statements.

7

WESTERN GAS EQUITY PARTNERS, LP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Six Months Ended   June 30,
thousands	2015 (Restated)			2014 (1)
Cash flows from operating activities
Net income (loss)	$	(61,744	)	$	195,677
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	123,555			85,857
Impairments	273,892			1,533
Non-cash equity-based compensation expense	2,262			2,247
Deferred income taxes	1,288			2,218
Accretion and amortization of long-term obligations, net	7,070			1,358
Equity income, net (2)	(37,161		)	(22,259		)
Distributions from equity investment earnings (2)	39,034			26,793
Changes in assets and liabilities:
(Increase) decrease in accounts receivable, net	(46,170		)	(23,772		)
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net	(114		)	3,320
Change in other items, net	(1,543		)	4,670
Net cash provided by operating activities	300,369			277,642
Cash flows from investing activities
Capital expenditures	(338,178		)	(390,506		)
Contributions in aid of construction costs from affiliates	—			182
Acquisitions from affiliates	(9,968		)	(360,952		)
Acquisitions from third parties	(3,514		)	—
Investments in equity affiliates	(6,770		)	(60,102		)
Distributions from equity investments in excess of cumulative earnings (2)	8,538			9,848
Proceeds from the sale of assets to affiliates	700			—
Proceeds from the sale of assets to third parties	22			—
Net cash used in investing activities	(349,170		)	(801,530		)
Cash flows from financing activities
Borrowings, net of debt issuance costs	769,694			1,076,895
Repayments of debt	(521,150		)	(480,000		)
Increase (decrease) in outstanding checks	(2,327		)	2,517
Proceeds from the issuance of WES common units, net of offering expenses	57,376			91,690
Distributions to WGP unitholders	(143,386		)	(105,347		)
Distributions to Chipeta noncontrolling interest owner	(7,175		)	(7,949		)
Distributions to noncontrolling interest owners of WES	(112,278		)	(83,894		)
Net contributions from Anadarko	30,096			39,033
Net cash provided by financing activities	70,850			532,945
Net increase (decrease) in cash and cash equivalents	22,049			9,057
Cash and cash equivalents at beginning of period	67,213			113,085
Cash and cash equivalents at end of period	$	89,262		$	122,142
Supplemental disclosures
Acquisition of DBJV from Anadarko (3)	$	174,276		$	—
Net distributions to (contributions from) Anadarko of other assets	4,726			(43		)
Interest paid, net of capitalized interest	42,167			26,346
Taxes paid (reimbursements received)	(138		)	(340		)
Capital lease asset transfer (4)	—			4,833

⁽¹⁾  Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

⁽²⁾  Income earned on, distributions from and contributions to equity investments are classified as affiliate. See Note 1.

⁽³⁾  See Note 2.

⁽⁴⁾  For the six months ended June 30, 2014, represents transfers of $4.6 million from other long-term assets associated with the capital lease component of a processing agreement.

See accompanying Notes to Consolidated Financial Statements.

8

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED)

General. Western Gas Equity Partners, LP is a Delaware master limited partnership formed in September 2012 to own three types of partnership interests in Western Gas Partners, LP. Western Gas Equity Partners, LP was formed by converting WGR Holdings, LLC into a limited partnership and changing its name. Western Gas Partners, LP (together with its subsidiaries, “WES”) is a Delaware master limited partnership formed by Anadarko Petroleum Corporation in 2007 to acquire, own, develop and operate midstream energy assets.

For purposes of these consolidated financial statements, “WGP” refers to Western Gas Equity Partners, LP in its individual capacity or to Western Gas Equity Partners, LP and its subsidiaries, including Western Gas Holdings, LLC and WES, as the context requires. “WES GP” refers to Western Gas Holdings, LLC, individually as the general partner of WES, and excludes WES. WGP’s general partner, Western Gas Equity Holdings, LLC (“WGP GP”), is a wholly owned subsidiary of Anadarko Petroleum Corporation. “Anadarko” refers to Anadarko Petroleum Corporation and its subsidiaries, excluding WGP and WGP GP, and “affiliates” refers to subsidiaries of Anadarko, excluding WGP, and includes equity interests in Fort Union Gas Gathering, LLC (“Fort Union”), White Cliffs Pipeline, LLC (“White Cliffs”), Rendezvous Gas Services, LLC (“Rendezvous”), Enterprise EF78 LLC (the “Mont Belvieu JV”), Texas Express Pipeline LLC (“TEP”), Texas Express Gathering LLC (“TEG”) and Front Range Pipeline LLC (“FRP”). The interests in TEP, TEG and FRP are referred to collectively as the “TEFR Interests.” “Equity investment throughput” refers to WES’s 14.81% share of average Fort Union throughput and 22% share of average Rendezvous throughput, but excludes throughput measured in barrels, consisting of WES’s 10% share of average White Cliffs throughput, 25% share of average Mont Belvieu JV throughput, 20% share of average TEP and TEG throughput and 33.33% share of average FRP throughput. The “DJ Basin complex” refers to the Platte Valley system, Wattenberg system and Lancaster plant, all of which were combined into a single complex in the first quarter of 2014. The “MGR assets” include the Red Desert complex, the Granger straddle plant and the 22% interest in Rendezvous.

The three types of partnership interests in WES owned by WGP are as follows: (i) the general partner interest in WES, held through WES GP; (ii) 100% of the incentive distribution rights (“IDRs”) in WES, which entitle WGP to receive increasing percentages, up to the maximum level of 48.0%, of any incremental cash distributed by WES as certain target distribution levels are reached in any quarter; and (iii) a significant limited partner interest in WES. WES GP owns all of the general partner interest in WES, which constitutes substantially all of its business, which primarily is to manage the affairs and operations of WES. Refer to Note 4 for a discussion of WGP’s holdings of WES equity.

WES is engaged in the business of gathering, processing, compressing, treating and transporting natural gas, condensate, NGLs and crude oil for Anadarko, as well as for third-party producers and customers. As of June 30, 2015, WES’s assets and investments accounted for under the equity method consisted of the following:

	Owned and Operated	Operated Interests	Non-Operated Interests	Equity Interests
Natural gas gathering systems	14	2	5	2
Natural gas treating facilities	10	5	—	1
Natural gas processing facilities	14	5	—	2
NGL pipelines	3	—	—	3
Natural gas pipelines	4	—	—	—
Oil pipelines	1	—	—	1

These assets and investments are located in the Rocky Mountains (Colorado, Utah and Wyoming), the Mid-Continent (Kansas and Oklahoma), North-central Pennsylvania and Texas. In June 2015, WES completed the construction and commenced operations of Lancaster Train II, a processing plant located in the DJ Basin complex. In addition, WES is constructing Trains IV and V, both processing plants, at the DBM complex (see Note 2), with operations expected to commence during the first and second halves of 2016, respectively.

9

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

Basis of presentation. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The consolidated financial statements include the accounts of WGP and entities in which it holds a controlling financial interest, including WES and WES GP. All significant intercompany transactions have been eliminated. Investments in non-controlled entities over which WES, or WGP through its investment in WES, exercises significant influence are accounted for under the equity method. WGP proportionately consolidates WES’s 33.75% share of the assets, liabilities, revenues and expenses attributable to the Non-Operated Marcellus Interest systems and Anadarko-Operated Marcellus Interest systems and WES’s 50% share of the assets, liabilities, revenues and expenses attributable to the Newcastle system and the DBJV system (see Note 2) in the accompanying consolidated financial statements.

The consolidated financial results of WES are included in WGP’s consolidated financial statements due to WGP’s 100% ownership interest in WES GP and WES GP’s control of WES. Throughout these notes to consolidated financial statements, and to the extent material, any differences between the consolidated financial results of WGP and WES are discussed separately. WGP has no independent operations or material assets other than its partnership interests in WES. WGP’s consolidated financial statements differ from those of WES primarily as a result of (i) the presentation of noncontrolling interest ownership (attributable to the limited partner interests in WES held by the public and other subsidiaries of Anadarko), (ii) the elimination of WES GP’s investment in WES with WES GP’s underlying capital account, and (iii) the general and administrative expenses incurred by WGP, which are separate from, and in addition to, those incurred by WES.

In preparing financial statements in accordance with GAAP, management makes informed judgments and estimates that affect the reported amounts of assets, liabilities, revenues and expenses. Management evaluates its estimates and related assumptions regularly, using historical experience and other methods considered reasonable. Changes in facts and circumstances or additional information may result in revised estimates and actual results may differ from these estimates. Effects on the business, financial condition and results of operations resulting from revisions to estimates are recognized when the facts that give rise to the revisions become known. The information furnished herein reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the consolidated financial statements, and certain prior-period amounts have been reclassified to conform to the current-year presentation.

Certain information and note disclosures commonly included in annual financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the accompanying consolidated financial statements and notes should be read in conjunction with WGP’s 2014 Form 10-K, as filed with the SEC on February 26, 2015. Management believes that the disclosures made are adequate to make the information not misleading.

Restatement of Previously Issued Financial Statements. In connection with the preparation of WGP’s Annual Report on Form 10-K for the year ended December 31, 2015, it was determined that there was an error in the impairment test calculation performed as of March 31, 2015. Specifically, the impact of WES’s commodity price swap agreements with Anadarko was incorrectly included when performing an assessment to identify a triggering event that would necessitate a calculation to determine whether the net book value of certain midstream assets exceeded their fair value. It was determined that the error caused a material understatement in impairment expense for the quarter ended March 31, 2015. Accordingly, WGP’s unaudited consolidated financial statements as of, and for the three and six months ended, June 30, 2015, and notes thereto, have been restated to reflect an impairment charge of $264.4 million related to WES’s Red Desert complex. The impairment loss recorded as of March 31, 2015, also impacts depreciation and amortization for the three and six months ended June 30, 2015.

10

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

The tables below outline the financial statement line items, including the net income (loss) per common unit (basic and diluted), as of and for the three and six months ended June 30, 2015, that were restated as a result of the correction of this error:

	Consolidated Statement of Income for the Three Months Ended June 30, 2015									Consolidated Statement of Income for the Six Months Ended June 30, 2015
thousands except per-unit amounts	As Reported			Adjustments			As Restated			As Reported		Adjustments			As Restated
Depreciation and amortization (1)	$	64,693		$	(3,208	)	$	61,485		$	126,763	$	(3,208	)	$	123,555
Impairments (1)	1,268			—			1,268			9,490		264,402			273,892
Operating income (loss)	134,029			3,208			137,237			243,112		(261,194		)	(18,082		)
Income (loss) before income taxes	110,730			3,208			113,938			201,156		(261,194		)	(60,038		)
Income tax (benefit) expense	(1,816		)	106			(1,710		)	2,644		(938		)	1,706
Net income (loss)	112,546			3,102			115,648			198,512		(260,256		)	(61,744		)
Net income (loss) attributable to Western Gas Equity Partners, LP	67,795			1,137			68,932			124,824		(95,561		)	29,263
Limited partners’ interest in net income (loss)	67,795			1,137			68,932			123,082		(95,561		)	27,521
Net income (loss) per common unit – basic and diluted	$	0.31		$	—		$	0.31		$	0.56	$	(0.43	)	$	0.13

⁽¹⁾  “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

	Consolidated Balance Sheet as of June 30, 2015
thousands	As Reported		Adjustments			As Restated
Accumulated depreciation	$	1,165,607	$	261,194		$	1,426,801
Net property, plant and equipment	4,782,541		(261,194		)	4,521,347
Total assets	7,217,653		(261,194		)	6,956,459
Accrued liabilities	149,669		(401		)	149,268
Total current liabilities	213,143		(401		)	212,742
Deferred income taxes	5,869		(537		)	5,332
Total long-term liabilities	2,982,819		(537		)	2,982,282
Total liabilities	3,195,962		(938		)	3,195,024
Common units	1,244,765		(94,925		)	1,149,840
Total partners’ capital	1,244,765		(94,925		)	1,149,840
Noncontrolling interests	2,776,926		(165,331		)	2,611,595
Total equity and partners’ capital	4,021,691		(260,256		)	3,761,435
Total liabilities, equity and partners’ capital	7,217,653		(261,194		)	6,956,459

11

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

	Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2015
thousands	As Reported		Adjustments			As Restated
Net income (loss)	$	198,512	$	(260,256	)	$	(61,744	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization (1)	126,763		(3,208		)	123,555
Impairments (1)	9,490		264,402			273,892
Deferred income taxes	1,825		(537		)	1,288
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net	287		(401		)	(114		)

⁽¹⁾  “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

Adjustments to Previously Issued Financial Statements. WGP’s unaudited consolidated statements of income also reflect adjustments for the following amounts, which previously reduced Operation and maintenance expense, to revenues related to Gathering, processing and transportation of natural gas and natural gas liquids: $13.2 million and $25.0 million for the three and six months ended June 30, 2015, respectively, and $10.0 million and $16.6 million for the three and six months ended June 30, 2014, respectively. Management determined that the third-party producer reimbursements received for electricity purchased by WES are more appropriately classified as revenues, instead of as a reduction to Operation and maintenance expense. The correction of this error has no impact to Net income (loss), cash flows, or any non-GAAP metric WES uses to evaluate its operations (see Key Performance Metrics under Part I, Item 2 of this Form 10-Q/A) and is not considered material to WGP’s results of operations for the three and six months ended June 30, 2015 and 2014. In future filings, WGP will revise its previously reported consolidated financial statements for 2013, 2014 and 2015 to reflect these adjustments.

Noncontrolling interests. WGP’s noncontrolling interests in the consolidated financial statements consist of the following for all periods presented: (i) the interest in Chipeta Processing LLC (“Chipeta”) held by a third-party member, (ii) the publicly held limited partner interests in WES, (iii) the 757,619 WES common units issued by WES to other subsidiaries of Anadarko as part of the consideration paid for the acquisitions of the Non-Operated Marcellus Interest and the TEFR Interests, and (iv) the WES Class C units issued by WES to a subsidiary of Anadarko as part of the funding for the acquisition of DBM. See Note 3 and Note 4.

The difference between the carrying value of WGP’s investment in WES and the underlying book value of common units issued by WES is accounted for as an equity transaction. Thus, if WES issues common units at a price different than WGP’s per-unit carrying value, any resulting change in the carrying value of WGP’s investment in WES is reflected as an adjustment to partners’ capital.

Presentation of WES assets. The term “WES assets” refers to the assets indirectly owned and interests accounted for under the equity method (see Note 7) by WGP through its partnership interests in WES as of June 30, 2015. Because WGP owns the entire interest in and controls WES GP, and WGP GP is owned and controlled by Anadarko, each of WES’s acquisitions of WES assets from Anadarko has been considered a transfer of net assets between entities under common control. As such, WES assets acquired from Anadarko were initially recorded at Anadarko’s historic carrying value, which did not correlate to the total acquisition price paid by WES. Further, after an acquisition of WES assets from Anadarko, WES and WGP (by virtue of its consolidation of WES) may be required to recast their financial statements to include the activities of such WES assets from the date of common control. See Note 2.

For those periods requiring recast, the consolidated financial statements for periods prior to the acquisition of WES assets from Anadarko have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned the WES assets during the periods reported. Net income (loss) attributable to the WES assets acquired from Anadarko for periods prior to WES’s acquisition of the WES assets is not allocated to the limited partners.

12

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

Recently issued accounting standards. The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-06, Earnings Per Share (Topic - 260)—Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions. This ASU contains guidance that addresses the historical earnings per unit presentation for master limited partnerships that apply the two-class method of calculating earnings per unit. When a general partner transfers or “drops down” net assets to a master limited partnership the transaction is accounted for as a transaction between entities under common control and the statements of operations are adjusted retrospectively to reflect the transaction. This ASU specifies that the historical earnings (losses) of a transferred business before the date of a dropdown transaction should be allocated entirely to the general partner, and the previously reported earnings per unit of the limited partners should not change as a result of the dropdown transaction. The ASU also requires additional disclosures about how the rights to the earnings (losses) differ before and after the dropdown transaction occurs for purposes of computing earnings per unit under the two-class method. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective approach, with early adoption permitted. While WGP believes it is currently in compliance with this ASU, it continues to evaluate the impact of the adoption of this ASU on its consolidated financial statements.

The FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30)—Simplifying the Presentation of Debt Issuance Costs. This ASU will simplify the presentation of debt issuance costs by requiring such costs to be presented in the balance sheet as a reduction from the corresponding debt liability rather than as an asset. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective approach, with early adoption permitted. WGP does not expect the adoption to have a material impact on its consolidated financial statements.

The FASB issued ASU 2015-02, Consolidation—Amendments to the Consolidation Analysis. This ASU will simplify existing requirements by reducing the number of consolidation models and placing more emphasis on risk of loss when determining a controlling financial interest. The provisions will affect how limited partnerships and similar entities are assessed for consolidation, including the elimination of the presumption that a general partner should consolidate a limited partnership. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective or modified retrospective approach, with early adoption permitted. WGP is evaluating the impact of the adoption of this ASU on its consolidated financial statements.

The FASB issued ASU 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and industry-specific guidance in Subtopic 932-605, Extractive Activities—Oil and Gas—Revenue Recognition, and requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. This ASU is effective for annual and interim periods beginning in 2018 and is required to be adopted using one of two retrospective application methods, with early adoption permitted in 2017. WGP is evaluating the impact of the adoption of this ASU on its consolidated financial statements.

13

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

2.  ACQUISITIONS AND DIVESTITURES

The following table presents the acquisitions completed by WES during 2015 and 2014, and identifies the funding sources for such acquisitions:

thousands except unit and percent amounts	Acquisition Date	Percentage Acquired		Deferred Purchase Price Obligation - Anadarko		Borrowings		Cash On Hand		WES Common Units Issued to Anadarko	WES Class C Units Issued to Anadarko
TEFR Interests (1)	03/03/2014	Various (1)		$	—	$	350,000	$	6,250	308,490	—
DBM (2)	11/25/2014	100	%	—		475,000		298,327		—	10,913,853
DBJV system (3)	03/02/2015	50	%	174,276		—		—		—	—

⁽¹⁾  WES acquired a 20% interest in each of TEG and TEP and a 33.33% interest in FRP from Anadarko. These assets gather and transport NGLs primarily from the Anadarko and Denver-Julesburg (“DJ”) Basins. The interests in these entities are accounted for under the equity method of accounting. In connection with the issuance of WES common units, WES GP purchased 6,296 general partner units in exchange for WES GP’s proportionate capital contribution of $0.4 million.

⁽²⁾  WES acquired Nuevo Midstream, LLC (“Nuevo”) from a third party. Following the acquisition, WES changed the name of Nuevo to Delaware Basin Midstream, LLC (“DBM”). The assets acquired include cryogenic processing plants, a gas gathering system, and related facilities and equipment, which are collectively referred to as the “DBM complex” and serve production from Reeves, Loving and Culberson Counties, Texas and Eddy and Lea Counties, New Mexico. See DBM acquisition below for further information, including the preliminary allocation of the purchase price.

⁽³⁾  WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See DBJV acquisition—Deferred purchase price obligation - Anadarko below.

DBJV acquisition. Because the acquisition of DBJV was a transfer of net assets between entities under common control, WGP’s historical financial statements previously filed with the SEC have been recast in this Form 10-Q/A to include the results attributable to the DBJV system as if WES owned DBJV for all periods presented. The consolidated financial statements for periods prior to WES’s acquisition of DBJV have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned DBJV during the periods reported.

The following table presents the impact of the DBJV system on revenues, equity income, net and net income (loss) as presented in WGP’s historical consolidated statements of income:

	Three Months Ended June 30, 2014
thousands	WGP Historical (1)		DBJV System		Combined
Revenues	$	341,756	$	15,625	$	357,381
Equity income, net	13,008		—		13,008
Net income (loss)	97,746		4,135		101,881
	Six Months Ended June 30, 2014
thousands	WGP Historical(1)		DBJV System		Combined
Revenues	$	628,745	$	29,885	$	658,630
Equity income, net	22,259		—		22,259
Net income (loss)	187,921		7,756		195,677

⁽¹⁾  See Adjustments to Previously Issued Financial Statements in Note 1.

14

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

2.  ACQUISITIONS AND DIVESTITURES (CONTINUED)

Deferred purchase price obligation - Anadarko. The consideration to be paid by WES for the acquisition of DBJV consists of a cash payment to Anadarko due on March 31, 2020. The cash payment will be equal to eight multiplied by (a) the average of WES’s share in the Net Earnings (see definition below) of the DBJV system for the calendar years 2018 and 2019, less (b) WES’s share of all capital expenditures incurred for the DBJV system between March 1, 2015, and February 29, 2020. Net Earnings is defined as all revenues less cost of product, operating expenses and property taxes, in each case attributable to the DBJV system on an accrual basis. As of the acquisition date, the estimated future payment obligation was $282.8 million, which had a net present value of $174.3 million, using a discount rate of 10%. As of June 30, 2015, the net present value of this obligation was $179.9 million and has been recorded on the consolidated balance sheet under Deferred purchase price obligation - Anadarko. Accretion expense for the three and six months ended June 30, 2015, was $4.2 million and $5.6 million, respectively, and has been recorded as a charge to interest expense. The fair value measurement was calculated using Level 3 inputs, which consisted of management’s estimate of WES’s share of forecasted Net Earnings and capital expenditures for the DBJV system.

DBM acquisition. The DBM acquisition has been accounted for under the acquisition method of accounting. The assets acquired and liabilities assumed in the DBM acquisition were recorded in the consolidated balance sheet at their estimated fair values as of the acquisition date. Results of operations attributable to the DBM acquisition were included in the consolidated statement of income beginning on the acquisition date in the fourth quarter of 2014.

The following is the preliminary allocation of the purchase price as of June 30, 2015, including $3.5 million of post-closing purchase price adjustments, to the assets acquired and liabilities assumed in the DBM acquisition as of the acquisition date, pending final review of certain support related to the acquired entity’s assets and liabilities:

thousands
Current assets	$	63,020
Property, plant and equipment	467,171
Goodwill	282,999
Other intangible assets	811,048
Accounts payables	(17,679		)
Accrued liabilities	(38,684		)
Deferred income taxes	(1,342		)
Asset retirement obligations and other	(9,060		)
Total purchase price	$	1,557,473

The purchase price allocation is based on an assessment of the fair value of the assets acquired and liabilities assumed in the DBM acquisition using inputs that are not observable in the market and thus represent Level 3 inputs. The fair values of the processing plants, gathering system, and related facilities and equipment are based on market and cost approaches. The fair value of the intangible assets was determined using an income approach. Deferred taxes represent the tax effects of differences in the tax basis and acquisition-date fair value of the assets acquired and liabilities assumed.

Assets held for sale - Dew and Pinnacle systems. During the second quarter of 2015, the Dew and Pinnacle systems in East Texas satisfied criteria to be considered held for sale. At June 30, 2015, WES’s consolidated balance sheet included current assets of $2.2 million, long-term assets of $71.9 million, current liabilities of $4.2 million and long-term liabilities of $3.0 million associated with assets held for sale. The sale of these assets is expected to close on July 31, 2015.

15

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3.  PARTNERSHIP DISTRIBUTIONS

WGP partnership distributions. WGP’s partnership agreement requires WGP to distribute all of its available cash (as defined in its partnership agreement) to WGP unitholders of record on the applicable record date within 55 days of the end of each quarter. The Board of Directors of WGP GP declared the following cash distributions to WGP unitholders for the periods presented:

thousands except per-unit amounts Quarters Ended	Total Quarterly Distribution per Unit		Total Quarterly Cash Distribution		Date of Distribution
2014
March 31	$	0.25000	$	54,726	May 2014
June 30	0.27125		59,378		August 2014
September 30	0.29125		63,756		November 2014
December 31	0.31250		68,409		February 2015
2015
March 31	$	0.34250	$	74,977	May 2015
June 30 (1)	0.36375		79,630		August 2015

⁽¹⁾  On July 16, 2015, the Board of Directors of WGP GP declared a cash distribution to WGP unitholders of $0.36375 per unit, or $79.6 million in aggregate. The cash distribution is payable on August 21, 2015, to WGP unitholders of record at the close of business on July 31, 2015.

WES partnership distributions. WES’s partnership agreement requires WES to distribute all of its available cash (as defined in WES’s partnership agreement) to WES unitholders of record on the applicable record date within 45 days of the end of each quarter. The Board of Directors of WES GP declared the following cash distributions to WES’s common and general partner unitholders for the periods presented:

thousands except per-unit amounts Quarters Ended	Total Quarterly Distribution per Unit		Total Quarterly Cash Distribution		Date of Distribution
2014
March 31	$	0.625	$	98,749	May 2014
June 30	0.650		105,655		August 2014
September 30	0.675		111,608		November 2014
December 31	0.700		126,044		February 2015
2015
March 31	$	0.725	$	133,203	May 2015
June 30 (1)	0.750		139,736		August 2015

⁽¹⁾  On July 16, 2015, the Board of Directors of WES GP declared a cash distribution to WES unitholders of $0.750 per unit, or $139.7 million in aggregate, including incentive distributions, but excluding distributions on WES Class C units (see WESClass C unit distributions below). The cash distribution is payable on August 12, 2015, to WES unitholders of record at the close of business on July 31, 2015.

16

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3.  PARTNERSHIP DISTRIBUTIONS (CONTINUED)

WES Class C unit distributions. WES’s Class C units receive quarterly distributions at a rate equivalent to WES’s common units. The distributions are paid in the form of additional Class C units (“PIK Class C units”) until the scheduled conversion date on December 31, 2017 (unless earlier converted), and the Class C units are disregarded with respect to WES’s distribution of WES’s available cash until they are converted to common units. The number of additional PIK Class C units to be issued in connection with a distribution payable on the Class C units is determined by dividing the corresponding distribution attributable to the Class C units by the volume-weighted-average price of WES’s common units for the ten days immediately preceding the payment date for the WES common unit distribution, less a 6% discount. WES records the PIK Class C unit distributions at fair value at the time of issuance. This Level 2 fair value measurement uses WES’s unit price as a significant input in the determination of the fair value.

WES issued the following PIK Class C units to APC Midstream Holdings, LLC (“AMH”), the holder of the Class C units, for the periods presented:

thousands except unit amounts For the Quarters Ended	PIK Class C Units	Implied Fair Value		Date of Distribution
2014
December 31 (1)	45,711	$	3,072	February 2015
2015
March 31	118,230	$	8,101	May 2015

⁽¹⁾  Prorated for the 37-day period the Class C units were outstanding during the fourth quarter of 2014.

4.  EQUITY AND PARTNERS’ CAPITAL

Holdings of WGP equity. WGP’s common units are listed on the New York Stock Exchange under the symbol “WGP.” As of June 30, 2015, Anadarko held 191,087,365 of WGP’s common units, representing an 87.3% limited partner interest in WGP, and, through its ownership of WGP GP, Anadarko indirectly held the entire non-economic general partner interest in WGP. The public held 27,826,323 WGP common units, representing a 12.7% limited partner interest in WGP.

In June 2015, Anadarko sold 2,300,000 of its WGP common units to the public through an underwritten offering, including 300,000 common units pursuant to the full exercise of the underwriters’ over-allotment option. WGP did not receive any proceeds from, or incur any expense in, the public offering.

In July 2014, Anadarko sold 5,750,000 of its WGP common units to the public through an underwritten offering, including 750,000 common units pursuant to the full exercise of the underwriters’ over-allotment option. WGP did not receive any proceeds from, or incur any expense in, the public offering.

Tangible equity units. In June 2015, Anadarko completed the public issuance of 9,200,000, 7.50% tangible equity units (“TEUs”), including 1,200,000 TEUs pursuant to the full exercise of the underwriters’ over-allotment option, at a price to the public of $50.00 per TEU. Each TEU that Anadarko issued consists of (1) a prepaid equity purchase contract for WGP common units owned by Anadarko (subject to Anadarko’s right to elect to deliver shares of its common stock in lieu of such WGP common units) and (2) a senior amortizing note due June 7, 2018. WGP did not receive any proceeds from, or incur any expense in, the public offering. Please see Note 7—Tangible Equity Units in the Notes to Consolidated Financial Statements under Part I, Item 1 of Anadarko’s Form 10-Q for the three months ended June 30, 2015 (which is not, and shall not be deemed to be, incorporated by reference herein), for a full discussion of the TEUs.

17

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

4.  EQUITY AND PARTNERS’ CAPITAL (CONTINUED)

Net income (loss) per common unit. For WGP, earnings per unit is calculated by dividing the limited partners’ interest in net income (loss) by the weighted-average number of common units outstanding. Net income (loss) per common unit is calculated assuming that cash distributions are equal to the net income attributable to WGP. Net income (loss) attributable to the WES assets (as defined in Note 1) acquired from Anadarko for periods prior to WES’s acquisition of the WES assets is not allocated to the limited partners when calculating net income (loss) per common unit. Net income equal to the amount of available cash (as defined by WGP’s partnership agreement) is allocated to WGP common unitholders consistent with actual cash distributions.

Holdings of WES equity. As of June 30, 2015, WGP held 49,296,205 WES common units, representing a 34.7% limited partner interest in WES, and, through its ownership of WES GP, WGP indirectly held 2,583,068 general partner units, representing a 1.8% general partner interest in WES, and 100% of WES’s IDRs. As of June 30, 2015, other subsidiaries of Anadarko held 757,619 WES common units and 11,077,794 Class C units, representing an aggregate 8.3% limited partner interest in WES, and the public held 78,520,822 WES common units, representing a 55.2% limited partner interest in WES, which are both reflected as noncontrolling interests within the consolidated financial statements of WGP (see Note 1 and Note 2).

WES equity offerings. WES completed the following public offerings of its common units during 2015 and 2014, including through its Continuous Offering Programs (“COP”):

thousands except unit and per-unit amounts	WES Common Units Issued	WES GP Units Issued (1)	Price Per Unit		Underwriting Discount and Other Offering Expenses		Net Proceeds to WES
2014
$125.0 million COP (2)	1,133,384	23,132	$	73.48	$	1,738	$	83,245
November 2014 equity offering (3)	8,620,153	153,061	70.85		18,615		602,967
2015
$500.0 million COP (4)	873,525	—	$	66.61	$	782	$	57,408

⁽¹⁾  Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

⁽²⁾  Represents common and general partner units of WES issued during the year ended December 31, 2014, pursuant to WES’s registration statement filed with the SEC in August 2012 authorizing the issuance of up to an aggregate of $125.0 million of WES common units (the “$125.0 million COP”). Gross proceeds generated (including WES GP’s proportionate capital contributions) during the year ended December 31, 2014, were $85.0 million. The price per unit in the table above represents an average price for all issuances under the $125.0 million COP during the year ended December 31, 2014. As of December 31, 2014, WES had used all the capacity to issue common units under this registration statement.

⁽³⁾  Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

⁽⁴⁾  Represents common units of WES issued during the six months ended June 30, 2015, pursuant to WES’s registration statement filed with the SEC in August 2014 authorizing the issuance of up to an aggregate of $500.0 million of WES common units (the “$500.0 million COP”). Gross proceeds generated during the three and six months ended June 30, 2015, were $26.7 million and $58.2 million, respectively. Commissions paid during the three and six months ended June 30, 2015, were $0.3 million and $0.6 million, respectively. The price per unit in the table above represents an average price for all issuances under the $500.0 million COP during the six months ended June 30, 2015.

18

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

4.  EQUITY AND PARTNERS’ CAPITAL (CONTINUED)

WES Class C units. In connection with the closing of the DBM acquisition in November 2014, WES issued 10,913,853 Class C units to AMH at a price of $68.72 per unit, generating proceeds of $750.0 million, pursuant to the Unit Purchase Agreement (“UPA”) with Anadarko and AMH. All outstanding Class C units will convert into common units on a one-for-one basis on December 31, 2017, unless WES elects to convert such units earlier or Anadarko extends the conversion date. The Class C units were issued to partially fund WES’s acquisition of DBM, and the UPA contains an optional redemption feature that provides WES the ability to redeem up to $150.0 million of the Class C units within 10 days of the receipt of cash proceeds from an entity that is not an affiliate of WES or AMH, if these cash proceeds were in relation to (i) the assets of DBM, (ii) the equity interests in DBM or (iii) the equity interests in a subsidiary of WES that owns a majority of the outstanding equity interests in DBM. As of June 30, 2015, no such proceeds had been received and no WES Class C units had been redeemed.

WES common, Class C and general partner units. The following table summarizes WES’s common, Class C and general partner units issued during the six months ended June 30, 2015:

	WES Common Units	WES Class C Units	WES General Partner Units	Total
Balance at December 31, 2014	127,695,130	10,913,853	2,583,068	141,192,051
PIK Class C units	—	163,941	—	163,941
Long-Term Incentive Plan award vestings	5,991	—	—	5,991
$500.0 million COP	873,525	—	—	873,525
Balance at June 30, 2015	128,574,646	11,077,794	2,583,068	142,235,508

5.  TRANSACTIONS WITH AFFILIATES

Affiliate transactions. Revenues from affiliates include amounts earned by WES from services provided to Anadarko as well as from the sale of residue, drip condensate and NGLs to Anadarko. In addition, WES purchases natural gas from an affiliate of Anadarko pursuant to gas purchase agreements. Operation and maintenance expense includes amounts accrued for or paid to affiliates for the operation of WES assets, whether in providing services to affiliates or to third parties, including field labor, measurement and analysis, and other disbursements. A portion of general and administrative expenses is paid by Anadarko, which results in affiliate transactions pursuant to the reimbursement provisions of the omnibus agreements of WES and WGP. Affiliate expenses do not bear a direct relationship to affiliate revenues, and third-party expenses do not bear a direct relationship to third-party revenues. See Note 2 for further information related to contributions of assets to WES by Anadarko.

Cash management. Anadarko operates a cash management system whereby excess cash from most of its subsidiaries’ separate bank accounts is generally swept to centralized accounts. Prior to the acquisition of WES assets, third-party sales and purchases related to such assets were received or paid in cash by Anadarko within its centralized cash management system. The outstanding affiliate balances were entirely settled through an adjustment to net investment by Anadarko in connection with the acquisition of WES assets. Subsequent to the acquisition of WES assets from Anadarko, transactions related to such assets are cash-settled directly with third parties and with Anadarko affiliates. Chipeta cash settles its transactions directly with third parties and Anadarko, as well as with the other subsidiaries of WES.

19

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

Note receivable from and Deferred purchase price obligation - Anadarko. Concurrently with the closing of WES’s May 2008 initial public offering, WES loaned $260.0 million to Anadarko in exchange for a 30-year note bearing interest at a fixed annual rate of 6.50%, payable quarterly. The fair value of the note receivable from Anadarko was $304.5 million and $317.8 million at June 30, 2015, and December 31, 2014, respectively. The fair value of the note reflects consideration of credit risk and any premium or discount for the differential between the stated interest rate and quarter-end market interest rate, based on quoted market prices of similar debt instruments. Accordingly, the fair value of the note receivable from Anadarko is measured using Level 2 inputs.

The consideration to be paid by WES for the March 2015 acquisition of DBJV consists of a cash payment to Anadarko due on March 31, 2020. See Note 2and Note 9.

Commodity price swap agreements. WES has commodity price swap agreements with Anadarko to mitigate exposure to a substantial majority of the commodity price volatility that would otherwise be present as a result of the purchase and sale of natural gas, condensate or NGLs. Notional volumes for each of the commodity price swap agreements are not specifically defined. Instead, the commodity price swap agreements apply to the actual volume of natural gas, condensate and NGLs purchased and sold at the Hugoton system, the MGR assets and the DJ Basin complex, with various expiration dates through December 2016. On December 31, 2014, WES’s commodity price swap agreements for the Hilight and Newcastle systems and the Granger complex (excluding the Granger straddle plant) expired without renewal. The commodity price swap agreements do not satisfy the definition of a derivative financial instrument and, therefore, are not required to be measured at fair value.

Below is a summary of the fixed price ranges on all of WES’s outstanding commodity price swap agreements as of June 30, 2015:

per barrel except natural gas	2015				2016
Ethane	$	18.41	−	23.41	$	23.11
Propane	47.08		−	52.99	52.90
Isobutane	62.09		−	74.02	73.89
Normal butane	54.62		−	65.04	64.93
Natural gasoline	72.88		−	81.82	81.68
Condensate	76.47		−	81.82	81.68
Natural gas (per MMBtu)	4.66		−	5.96	4.87

The following table summarizes gains and losses upon settlement of commodity price swap agreements:

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands	2015			2014			2015			2014
Gains (losses) on commodity price swap agreements related to sales: (1)
Natural gas sales	$	22,344		$	2,013		$	33,326		$	(1,654	)
Natural gas liquids sales	38,297			34,554			82,729			44,009
Total	60,641			36,567			116,055			42,355
Losses on commodity price swap agreements related to purchases (2)	(41,720		)	(18,529		)	(75,899		)	(18,548		)
Net gains (losses) on commodity price swap agreements	$	18,921		$	18,038		$	40,156		$	23,807

⁽¹⁾  Reported in affiliate natural gas, natural gas liquids and drip condensate sales in the consolidated statements of income in the period in which the related sale is recorded.

⁽²⁾  Reported in cost of product in the consolidated statements of income in the period in which the related purchase is recorded.

20

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

DJ Basin complex and Hugoton system swap extensions. On June 25, 2015, WES extended its commodity price swap agreements with Anadarko for the DJ Basin complex from July 1, 2015, through December 31, 2015, and for the Hugoton system from October 1, 2015, through December 31, 2015. The table below summarizes the swap prices compared to the forward market prices on the date the commodity price swap extensions were executed.

	DJ Basin Complex				Hugoton System
per barrel except natural gas	2015 Swap Prices		Market Prices(1)		2015 Swap Prices		Market Prices(1)
Ethane	$	18.41	$	1.96	—		—
Propane	47.08		13.10		—		—
Isobutane	62.09		19.75		—		—
Normal butane	54.62		18.99		—		—
Natural gasoline	72.88		52.59		—		—
Condensate	76.47		52.59		$	78.61	$	32.56
Natural gas (per MMBtu)	5.96		2.75		5.50		2.74

⁽¹⁾  Represents the New York Mercantile Exchange forward strip price as of June 25, 2015, adjusted for location, basis and, in the case of NGLs, transportation and fractionation costs.

Revenues or costs attributable to volumes settled during the respective extension period, at the applicable market price in the above table, will be recognized in the consolidated statements of income. WES will also record a capital contribution from Anadarko in its consolidated statement of equity and partners’ capital, and a contribution to noncontrolling interests in WGP’s statement of equity and partners’ capital, for the amount by which the swap price exceeds the applicable market price in the above table.

Gas gathering and processing agreements. WES has significant gas gathering and processing arrangements with affiliates of Anadarko on a majority of its systems. WES’s gathering, transportation and treating throughput (excluding equity investment throughput and throughput measured in barrels) attributable to natural gas production owned or controlled by Anadarko was 47% for the three and six months ended June 30, 2015, and 50% and 49% for the three and six months ended June 30, 2014, respectively. WES’s processing throughput (excluding equity investment throughput and throughput measured in barrels) attributable to natural gas production owned or controlled by Anadarko was 52% for the three and six months ended June 30, 2015, and 58% for the three and six months ended June 30, 2014.

Purchase and sale agreements. WES sells a significant amount of its natural gas, condensate and NGLs to Anadarko Energy Services Company (“AESC”), Anadarko’s marketing affiliate. In addition, WES purchases natural gas, condensate and NGLs from AESC pursuant to purchase agreements. WES’s purchase and sale agreements with AESC are generally one-year contracts, subject to annual renewal.

21

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

WGP LTIP. WGP GP awards phantom units under the Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan (“WGP LTIP”) primarily to its independent directors and its Chief Executive Officer. The phantom units awarded to the independent directors vest one year from the grant date, while all other awards are subject to graded vesting over a three-year service period. Compensation expense over the vesting period was $62,000 and $117,000 for the three and six months ended June 30, 2015, respectively, and $25,000 and $52,000 for the three and six months ended June 30, 2014, respectively.

WES LTIP. WES GP awards phantom units under the Western Gas Partners, LP 2008 Long-Term Incentive Plan (“WES LTIP”) primarily to its independent directors, but also from time to time to its executive officers and Anadarko employees performing services for WES. The phantom units awarded to the independent directors vest one year from the grant date, while all other awards are subject to graded vesting over a three-year service period. Compensation expense is recognized over the vesting period and was $0.1 million and $0.2 million for the three and six months ended June 30, 2015, respectively, and $0.2 million and $0.3 million for the three and six months ended June 30, 2014, respectively.

WGP LTIP and Anadarko Incentive Plans.General and administrative expenses included $1.0 million and $2.0 million for the three and six months ended June 30, 2015, respectively, and $0.9 million and $1.8 million for the three and six months ended June 30, 2014, respectively, of equity-based compensation expense, allocated to WES by Anadarko, for awards granted to the executive officers of WES GP and other employees under the WGP LTIP and the Anadarko Petroleum Corporation 2008 and 2012 Omnibus Incentive Compensation Plans (collectively referred to as the “Anadarko Incentive Plans”). Of this amount, $1.7 million is reflected as a contribution to partners’ capital in the consolidated statement of equity and partners’ capital for the six months ended June 30, 2015.

Equipment purchases and sales. The following table summarizes WES’s purchases from and sales to Anadarko for pipe and equipment:

	Six Months Ended June 30,
	2015		2014			2015		2014
thousands	Purchases					Sales
Cash consideration	$	9,968	$	4,702		$	700	$	—
Net carrying value	4,908		4,745			366		—
Partners’ capital adjustment	$	5,060	$	(43	)	$	334	$	—

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WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

Summary of affiliate transactions. The following table summarizes affiliate transactions, which include revenue from affiliates, reimbursement of operating expenses and purchases of natural gas:

	Three Months Ended   June 30,				Six Months Ended   June 30,
thousands	2015		2014		2015		2014
Revenues (1)	$	271,966	$	277,583	$	530,281	$	499,699
Equity income, net (1)	18,941		13,008		37,161		22,259
Cost of product (1)	53,078		38,666		96,990		58,037
Operation and maintenance (2)	17,496		16,827		32,872		29,378
General and administrative (3)	7,513		7,090		15,279		14,572
Operating expenses	78,087		62,583		145,141		101,987
Interest income (4)	4,225		4,225		8,450		8,450
Interest expense (5)	4,190		—		5,612		—
Distributions to WGP unitholders (6)	66,235		49,784		126,669		95,835
Distributions to WES unitholders (7)	550		474		1,080		743

⁽¹⁾  Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

⁽²⁾  Represents expenses incurred on and subsequent to the date of the acquisition of WES assets, as well as expenses incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES.

⁽³⁾  Represents general and administrative expense incurred on and subsequent to the date of WES’s acquisition of WES assets, as well as a management services fee for reimbursement of expenses incurred by Anadarko for periods prior to the acquisition of WES assets by WES. These amounts include equity-based compensation expense allocated to WES and WGP by Anadarko (see WES LTIP and WGP LTIP and Anadarko Incentive Plans within this Note 5) and amounts charged by Anadarko under the WGP omnibus agreement.

⁽⁴⁾  Represents interest income recognized on the note receivable from Anadarko.

⁽⁵⁾  For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2andNote 9).

⁽⁶⁾  Represents distributions paid under WGP’s partnership agreement (see Note 3 and Note 4).

⁽⁷⁾  Represents distributions paid to other subsidiaries of Anadarko under WES’s partnership agreement (see Note 3 and Note 4).

Concentration of credit risk. Anadarko was the only customer from whom revenues exceeded 10% of consolidated revenues for all periods presented in the consolidated statements of income.

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WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

6.  PROPERTY, PLANT AND EQUIPMENT (RESTATED)

A summary of the historical cost of property, plant and equipment is as follows:

thousands	Estimated Useful Life	June 30, 2015 (Restated)		December 31, 2014
Land	n/a	$	3,336	$	2,884
Gathering systems	3 to 47 years	5,527,042		4,972,892
Pipelines and equipment	15 to 45 years	136,303		151,107
Assets under construction	n/a	262,334		483,347
Other	3 to 40 years	19,133		16,420
Total property, plant and equipment		5,948,148		5,626,650
Accumulated depreciation		1,426,801		1,055,207
Net property, plant and equipment		$	4,521,347	$	4,571,443

The cost of property classified as “Assets under construction” is excluded from capitalized costs being depreciated. These amounts represent property that is not yet suitable to be placed into productive service as of the respective balance sheet date.

During the six months ended June 30, 2015, WES recognized impairments of $273.9 million, primarily due to an impairment of $264.4 million at WES’s Red Desert complex. This asset was impaired to its estimated fair value of $23.2 million, using the income approach and Level 3 fair value inputs, due to a reduction in estimated future cash flows caused by the low commodity price environment and resulting reduced producer drilling activity and related throughput. Also during this period, WES recognized impairments of $9.5 million, primarily due to the abandonment of compressors at the MIGC system and the DJ Basin complex. See Note 2for a discussion of WES’s assets held for sale as of June 30, 2015.

7. EQUITY INVESTMENTS

The following table presents the activity of WES’s equity investments for the six months ended June 30, 2015:

	Equity Investments
thousands	Fort  Union			White Cliffs			Rendezvous			Mont Belvieu JV			TEG			TEP			FRP			Total
Balance at December 31, 2014	$	25,933		$	44,315		$	56,336		$	121,337		$	16,790		$	198,793		$	170,988		$	634,492
Investment earnings (loss), net of amortization	3,191			7,214			1,001			11,377			231			6,818			7,329			37,161
Contributions	—			4,370			—			(433		)	—			1,430			1,403			6,770
Distributions	(3,656		)	(6,923		)	(1,972		)	(12,035		)	(436		)	(6,944		)	(7,068		)	(39,034		)
Distributions in excess of cumulative earnings (1)	—			(2,026		)	(1,863		)	(1,025		)	(80		)	(2,798		)	(746		)	(8,538		)
Balance at June 30, 2015	$	25,468		$	46,950		$	53,502		$	119,221		$	16,505		$	197,299		$	171,906		$	630,851

⁽¹⁾  Distributions in excess of cumulative earnings, classified as investing cash flows in the consolidated statements of cash flows, is calculated on an individual investment basis.

24

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

8.  COMPONENTS OF WORKING CAPITAL (RESTATED)

A summary of other current assets is as follows:

thousands	June 30, 2015		December 31, 2014
Natural gas liquids inventory	$	6,447	$	5,316
Natural gas imbalance receivables	1,016		415
Prepaid insurance	699		3,217
Other	3,861		1,893
Total other current assets	$	12,023	$	10,841

A summary of accrued liabilities is as follows:

thousands	June 30, 2015 (Restated)		December 31, 2014
Accrued capital expenditures	$	78,086	$	128,856
Accrued plant purchases	37,928		14,023
Accrued interest expense	26,071		24,741
Short-term asset retirement obligations	4,450		1,224
Short-term remediation and reclamation obligations	475		475
Income taxes payable	15		207
Other	2,243		1,338
Total accrued liabilities	$	149,268	$	170,864

9.  DEBT AND INTEREST EXPENSE

At June 30, 2015, WES’s debt consisted of 5.375% Senior Notes due 2021 (the “2021 Notes”), 4.000% Senior Notes due 2022 (the “2022 Notes”), 2.600% Senior Notes due 2018 (the “2018 Notes”), 5.450% Senior Notes due 2044 (the “2044 Notes”), 3.950% Senior Notes due 2025 (the “2025 Notes”), and borrowings on WES’s senior unsecured revolving credit facility (“WES RCF”).

The following table presents WES and WGP’s outstanding debt as of June 30, 2015, and December 31, 2014:

	June 30, 2015						December 31, 2014
thousands	Principal		Carrying Value		Fair Value(1)		Principal		Carrying Value		Fair Value (1)
WGP working capital facility - Anadarko	$	—	$	—	$	—	$	1,150	$	1,150	$	1,150
Long-term debt
2021 Notes	$	500,000	$	495,995	$	544,930	$	500,000	$	495,714	$	549,530
2022 Notes	670,000		672,752		673,994		670,000		672,930		681,942
2018 Notes	350,000		350,412		352,497		350,000		350,474		352,162
2044 Notes	400,000		393,879		400,692		400,000		393,836		417,619
2025 Notes	500,000		493,985		482,161		—		—		—
WES RCF	270,000		270,000		270,000		510,000		510,000		510,000
Total long-term debt	$	2,690,000	$	2,677,023	$	2,724,274	$	2,430,000	$	2,422,954	$	2,511,253

⁽¹⁾  Fair value is measured using Level 2 inputs.

25

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

9.  DEBT AND INTEREST EXPENSE (CONTINUED)

Debt activity. The following table presents WES and WGP’s debt activity for the six months ended June 30, 2015:

thousands	Carrying Value
Balance at December 31, 2014	$	2,424,104
WES RCF borrowings	280,000
Issuance of 2025 Notes	500,000
Repayments of WES RCF	(520,000		)
Repayment of WGP working capital facility	(1,150		)
Other	(5,931		)
Balance at June 30, 2015	$	2,677,023

WES Senior Notes. The 2025 Notes issued in June 2015 were offered at a price to the public of 98.789% of the face amount. Including the effects of the issuance and underwriting discounts, the effective interest rate of the 2025 Notes is 4.205%. Interest is paid semi-annually on June 1 and December 1 of each year. Proceeds (net of underwriting discount of $3.3 million, original issue discount and debt issuance costs) were used to repay a portion of the amount outstanding under the WES RCF.

At June 30, 2015, WES was in compliance with all covenants under the indentures governing its outstanding notes.

WES RCF. The interest rate on the WES RCF, which matures in February 2019, was 1.49% and 1.46% at June 30, 2015, and June 30, 2014, respectively. The facility fee rate was 0.20% at June 30, 2015, and June 30, 2014.

As of June 30, 2015, WES had $270.0 million of outstanding borrowings, $12.8 million in outstanding letters of credit and $917.2 million available for borrowing under the WES RCF. At June 30, 2015, WES was in compliance with all covenants under the WES RCF.

WGP working capital facility.On November 1, 2012, WGP entered into a $30.0 million working capital facility (the “WGP WCF”) with Anadarko as the lender. Borrowings under the facility will mature on November 1, 2017. The interest rate was 1.69% and 1.66% at June 30, 2015, and June 30, 2014, respectively.

As of June 30, 2015, WGP had no outstanding borrowings and $30.0 million available for borrowing under the WGP WCF. At June 30, 2015, WGP was in compliance with all covenants under the WGP WCF.

Interest expense. The following table summarizes the amounts included in interest expense:

	Three Months Ended   June 30,						Six Months Ended June 30,
thousands	2015			2014			2015			2014
Third parties
Long-term debt	$	24,733		$	21,445		$	48,075		$	37,580
Amortization of debt issuance costs and commitment fees	1,374			1,426			2,666			2,692
Capitalized interest	(2,693		)	(2,007		)	(5,787		)	(5,447		)
Total interest expense – third parties	23,414			20,864			44,954			34,825
Affiliates
WGP WCF	—			—			2			—
Deferred purchase price obligation – Anadarko (1)	4,190			—			5,610			—
Total interest expense – affiliates	4,190			—			5,612			—
Interest expense	$	27,604		$	20,864		$	50,566		$	34,825

⁽¹⁾  See Note 2 for a discussion of the accretion and present value of the Deferred purchase price obligation - Anadarko.

26

WESTERN GAS EQUITY PARTNERS, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

10.  COMMITMENTS AND CONTINGENCIES

Litigation and legal proceedings. In March 2011, DCP Midstream, LP (“DCP”) filed a lawsuit against Anadarko and others, including a subsidiary of WES, Kerr-McGee Gathering, LLC, in Weld County District Court (the “Court”) in Colorado, alleging that Anadarko diverted gas from DCP’s gathering and processing facilities in breach of certain dedication agreements. In addition to various claims against Anadarko, DCP is claiming unjust enrichment and other damages against Kerr-McGee Gathering, LLC, the entity that holds the Wattenberg assets (located in the DJ Basin complex). Anadarko countersued DCP asserting that DCP has not properly allocated values and charges to Anadarko for the gas that DCP gathers and/or processes, and seeks a judgment that DCP has no valid gathering or processing rights to much of the gas production it is claiming, in addition to other claims.

The Court has scheduled this matter for trial in June 2016, and the parties are currently engaged in discovery and motion practice. Management does not believe the outcome of this proceeding will have a material effect on the financial condition, results of operations or cash flows of WGP. WES intends to vigorously defend this litigation. Furthermore, without regard to the merit of DCP’s claims, management believes that WES has adequate contractual indemnities covering the claims against it in this lawsuit.

In addition, from time to time, WGP, through its partnership interests in WES, is involved in legal, tax, regulatory and other proceedings in various forums regarding performance, contracts and other matters that arise in the ordinary course of business. Management is not aware of any such proceeding for which a final disposition could have a material adverse effect on the financial condition, results of operations or cash flows of WGP.

Other commitments. WES has short-term payment obligations, or commitments, related to its capital spending programs, as well as those of its unconsolidated affiliates. As of June 30, 2015, WES had unconditional payment obligations for services to be rendered or products to be delivered in connection with its capital projects of $52.3 million, the majority of which is expected to be paid in the next twelve months. These commitments relate primarily to construction of Trains IV and V at the DBM complex and continued expansion at the DJ Basin complex, as well as projects at the Haley system.

Lease commitments. Anadarko, on WES’s behalf, has entered into lease agreements for corporate offices, shared field offices and a warehouse supporting WES’s operations, for which Anadarko charges WES rent. The leases for the corporate offices and shared field offices extend through 2017 and 2018, respectively, and the lease for the warehouse extends through February 2017.

Rent expense associated with the office, warehouse and equipment leases was $4.5 million and $8.7 million for the three and six months ended June 30, 2015, respectively, and $2.0 million and $4.3 million for the three and six months ended June 30, 2014, respectively.

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

Western Gas Equity Partners, LP (“WGP”) is a Delaware master limited partnership (“MLP”) formed by Anadarko Petroleum Corporation to own three types of partnership interests in Western Gas Partners, LP (“WES”). For purposes of this report, “WGP,” “we,” “us,” “our,” or “Western Gas Equity Partners” refer to Western Gas Equity Partners, LP in its individual capacity or to Western Gas Equity Partners, LP and its subsidiaries, including Western Gas Holdings, LLC (“WES GP”), the general partner of WES and our wholly owned subsidiary, as the context requires. Our general partner, Western Gas Equity Holdings, LLC (“WGP GP”), is a wholly owned subsidiary of Anadarko Petroleum Corporation. “Anadarko” refers to Anadarko Petroleum Corporation and its subsidiaries, excluding us and WGP GP, and “affiliates” refers to subsidiaries of Anadarko, excluding us, and includes equity interests in Fort Union Gas Gathering, LLC (“Fort Union”), White Cliffs Pipeline, LLC (“White Cliffs”), Rendezvous Gas Services, LLC (“Rendezvous”), Enterprise EF78 LLC (the “Mont Belvieu JV”), Texas Express Pipeline LLC (“TEP”), Texas Express Gathering LLC (“TEG”) and Front Range Pipeline LLC (“FRP”). The interests in TEP, TEG and FRP are referred to collectively as the “TEFR Interests.” “Equity investment throughput” refers to WES’s 14.81% share of average Fort Union throughput and 22% share of average Rendezvous throughput, but excludes throughput measured in barrels, consisting of WES’s 10% share of average White Cliffs throughput, 25% share of average Mont Belvieu JV throughput, 20% share of average TEP and TEG throughput and 33.33% share of average FRP throughput. The “DJ Basin complex” refers to the Platte Valley system, Wattenberg system and Lancaster plant, all of which were combined into a single complex in the first quarter of 2014. The “MGR assets” include the Red Desert complex, the Granger straddle plant and the 22% interest in Rendezvous.

The following discussion analyzes our financial condition and results of operations and should be read in conjunction with the consolidated financial statements and notes to consolidated financial statements, in which Western Gas Partners, LP is fully consolidated, which are included under Part I, Item 1 of this quarterly report, as well as our historical consolidated financial statements, and the notes thereto, which are included in Part II, Item 8 of our 2014 Form 10-K as filed with the Securities and Exchange Commission, or “SEC,” on February 26, 2015.

RESTATEMENT AND OTHER ADJUSTMENTS

As discussed in the Explanatory Note and in Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A, we are restating our unaudited consolidated financial statements and related disclosures as of, and for the three and six months ended, June 30, 2015. The following discussion and analysis of our financial condition and results of operations incorporates the restated amounts and other adjustments. For this reason, the data set forth in this Item 2 may not be comparable to the discussion and data in our Original Filing.

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

We have made in this report, and may from time to time make in other public filings, press releases and statements by management, forward-looking statements concerning operations, economic performance and financial condition. These forward-looking statements include statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “estimates,” “projects,” “target,” “goal,” “plans,” “objective,” “should” or similar expressions or variations on such expressions. These statements discuss future expectations, contain projections of results of operations or financial condition or include other “forward-looking” information.

Although we and our general partner believe that the expectations reflected in such forward-looking statements are reasonable, neither we nor our general partner can give any assurance that such expectations will prove to have been correct. These forward-looking statements involve risks and uncertainties. Important factors that could cause actual results to differ materially from our expectations include, but are not limited to, the following:

• our ability to pay distributions to our unitholders;

• our expected receipt of, and the amounts of, distributions from WES;

• WES’s and Anadarko’s assumptions about the energy market;

• WES’s future throughput, including Anadarko’s production, which is gathered or processed by or transported through WES’s assets;

• operating results of WES;

• competitive conditions;

• technology;

• the availability of capital resources to fund acquisitions, capital expenditures and other contractual obligations of WES, and WES’s ability to access those resources from Anadarko or through the debt or equity capital markets;

• the supply of, demand for, and the price of, oil, natural gas, NGLs and related products or services;

• weather and natural disasters;

• inflation;

•the availability of goods and services;

• general economic conditions, either internationally or domestically or in the jurisdictions in which WES is doing business;

• federal, state and local laws, including those that limit Anadarko and other producers’ hydraulic fracturing or other oil and natural gas operations;

• environmental liabilities;

• legislative or regulatory changes, including changes affecting our or WES’s status as a partnership for federal income tax purposes;

• changes in the financial or operational condition of WES or Anadarko;

• changes in WES’s or Anadarko’s capital program, strategy or desired areas of focus;

• WES’s commitments to capital projects;

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• ability of WES to use its senior unsecured revolving credit facility (“WES RCF”);

• the creditworthiness of Anadarko or WES’s other counterparties, including financial institutions, operating partners, and other parties;

• our and WES’s ability to repay debt;

• WES’s ability to mitigate exposure to a substantial majority of the commodity price risks inherent in its percent-of-proceeds and keep-whole contracts;

• conflicts of interest among WES, WES GP, WGP and WGP GP, and affiliates, including Anadarko;

• WES’s ability to maintain and/or obtain rights to operate its assets on land owned by third parties;

• our or WES’s ability to acquire assets on acceptable terms;

• non-payment or non-performance of Anadarko or WES’s other significant customers, including under WES’s gathering, processing and transportation agreements and its $260.0 million note receivable from Anadarko;

• the timing, amount and terms of our or WES’s future issuances of equity and debt securities; and

• other factors discussed below, in “Risk Factors” and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates,” included in our 2014 Form 10-K, in our quarterly reports on Form 10-Q and in our other public filings and press releases.

The risk factors and other factors noted throughout or incorporated by reference in this report could cause actual results to differ materially from those contained in any forward-looking statement. Except as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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EXECUTIVE SUMMARY

We were formed by Anadarko in September 2012 by converting WGR Holdings, LLC into an MLP and changing its name to Western Gas Equity Partners, LP. We closed our initial public offering (“WGP IPO”) in December 2012 and own WES GP and a significant limited partner interest in WES, a growth-oriented Delaware MLP organized by Anadarko to acquire, own, develop and operate midstream energy assets. Our consolidated financial statements include the consolidated financial results of WES due to our 100% ownership interest in WES GP and WES GP’s control of WES. Our only cash-generating assets consist of our partnership interests in WES, and we currently have no independent operations.

WES currently owns or has investments in assets located in the Rocky Mountains (Colorado, Utah and Wyoming), the Mid-Continent (Kansas and Oklahoma), North-central Pennsylvania and Texas, and is engaged in the business of gathering, processing, compressing, treating and transporting natural gas, condensate, NGLs and crude oil for Anadarko, as well as for third-party producers and customers. As of June 30, 2015, WES’s assets and investments accounted for under the equity method consisted of the following:

	Owned and Operated	Operated Interests	Non-Operated Interests	Equity Interests
Natural gas gathering systems	14	2	5	2
Natural gas treating facilities	10	5	—	1
Natural gas processing facilities	14	5	—	2
NGL pipelines	3	—	—	3
Natural gas pipelines	4	—	—	—
Oil pipelines	1	—	—	1

Significant financial and operational highlights during the six months ended June 30, 2015, included the following:

• We raised our distribution to $0.36375 per unit for the second quarter of 2015, representing a 6%increase over the distribution for the first quarter of 2015 and a 34%increase over the distribution for the second quarter of 2014.

• WES completed the acquisition of Delaware Basin JV Gathering LLC from Anadarko. See Acquisitions and Divestitures below.

• WES issued $500.0 million aggregate principal amount of 3.950% Senior Notes due 2025. Net proceeds were used to repay a portion of the amount outstanding under the WES RCF. See Liquidity and Capital Resources within this Item 2 for additional information.

• In June 2015, WES completed the construction and commenced operations of Lancaster Train II, a 300 MMcf/d processing plant located in the DJ Basin complex in Northeast Colorado.

• WES issued 873,525 common units to the public under its $500.0 million Continuous Offering Program (see Equity Offerings below), generating net proceeds of $57.4 million. Net proceeds were used for general partnership purposes, including funding capital expenditures.

• WES raised its distribution to $0.750 per unit for the second quarter of 2015, representing a 3%increase over the distribution for the first quarter of 2015 and a 15%increase over the distribution for the second quarter of 2014.

• Throughput attributable to WES for natural gas assets totaled 4,083 MMcf/d and 4,000 MMcf/d for the three and six months ended June 30, 2015, respectively, representing a 13%increase compared to the same periods in 2014.

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• Adjusted gross margin attributable to WES for natural gas assets (as defined under the caption Key Performance Metrics within this Item 2) averaged $0.69 per Mcf and $0.68 per Mcf for the three and six months ended June 30, 2015, respectively, representing a 1% and 5%increase, respectively, compared to the same periods in 2014.

• Adjusted gross margin for crude/NGL assets (as defined under the caption Key Performance Metrics within this Item 2) averaged $1.80 per Bbl and $1.76 per Bbl for the three and six months ended June 30, 2015, respectively, representing a 13% and 4%decrease, respectively, compared to the same periods in 2014.

• On June 25, 2015, WES extended its commodity price swap agreements with Anadarko for the DJ Basin complex from July 1, 2015, through December 31, 2015, and for the Hugoton system from October 1, 2015, through December 31, 2015. The prices set forth in the extended swaps are more favorable than prevailing market prices on the date the extended commodity price swap agreements were executed. There can be no assurance that these commodity price swap agreements will be renewed or extended beyond December 31, 2015, on similar terms or at all. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for further information.

ACQUISITIONS AND DIVESTITURES

Acquisitions. The following table presents the acquisitions completed by WES during 2015 and 2014, and identifies the funding sources for such acquisitions. See Note 2—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

thousands except unit and percent amounts	Acquisition Date	Percentage Acquired		Deferred Purchase Price Obligation - Anadarko		Borrowings		Cash On Hand		WES Common Units Issued to Anadarko	WES Class C Units Issued to Anadarko
TEFR Interests (1)	03/03/2014	Various (1)		$	—	$	350,000	$	6,250	308,490	—
DBM (2)	11/25/2014	100	%	—		475,000		298,327		—	10,913,853
DBJV system (3)	03/02/2015	50	%	174,276		—		—		—	—

⁽¹⁾  WES acquired a 20% interest in each of TEG and TEP and a 33.33% interest in FRP from Anadarko. These assets gather and transport NGLs primarily from the Anadarko and Denver-Julesburg (“DJ”) Basins. TEG consists of two NGL gathering systems that link natural gas processing plants to TEP. TEP is an NGL pipeline that originates in Skellytown, Texas and extends approximately 593 miles to Mont Belvieu, Texas. FRP is a 435-mile NGL pipeline that extends from Weld County, Colorado to Skellytown, Texas. The interests in these entities are accounted for under the equity method of accounting. In connection with the issuance of WES common units, WES GP purchased 6,296 general partner units in exchange for WES GP’s proportionate capital contribution of $0.4 million.

⁽²⁾  WES acquired Nuevo Midstream, LLC (“Nuevo”) from a third party. Following the acquisition, WES changed the name of Nuevo to Delaware Basin Midstream, LLC (“DBM”). The assets acquired include cryogenic processing plants, a gas gathering system, and related facilities and equipment, which are collectively referred to as the “DBM complex” and serve production from Reeves, Loving and Culberson Counties, Texas and Eddy and Lea Counties, New Mexico. See Note 2—Acquisitions and Divestituresin the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for further information, including the preliminary allocation of the purchase price.

⁽³⁾  WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See Note 2—Acquisitions and Divestituresin the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

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Assets held for sale - Dew and Pinnacle systems. During the second quarter of 2015, the Dew and Pinnacle systems in East Texas satisfied criteria to be considered held for sale. At June 30, 2015, WES’s consolidated balance sheet included current assets of $2.2 million, long-term assets of $71.9 million, current liabilities of $4.2 million and long-term liabilities of $3.0 million associated with assets held for sale. The sale of these assets is expected to close on July 31, 2015.

Presentation of WES assets.The term “WES assets” refers to the assets indirectly owned and interests accounted for under the equity method (see Note 7—Equity Investments in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A) by us through our partnership interests in WES as of June 30, 2015. Because Anadarko controls WES through its ownership and control of us, and because we own the entire interest in WES GP, each of WES’s acquisitions of WES assets from Anadarko has been considered a transfer of net assets between entities under common control. As such, WES assets acquired from Anadarko were initially recorded at Anadarko’s historic carrying value, which did not correlate to the total acquisition price paid by WES (see Note 2—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A). Further, after an acquisition of WES assets from Anadarko, we (by virtue of our consolidation of WES) and WES may be required to recast our financial statements to include the activities of such WES assets from the date of common control.

WGP’s historical financial statements previously filed with the SEC have been recast in this Form 10-Q/A to include the results attributable to the DBJV system as if WES owned DBJV for all periods presented. The consolidated financial statements for periods prior to WES’s acquisition of DBJV have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned DBJV during the periods reported.

EQUITY OFFERINGS

Public equity offerings. In June 2015, Anadarko sold 2,300,000 of its WGP common units to the public through an underwritten offering, including 300,000 common units pursuant to the full exercise of the underwriters’ over-allotment option. WGP did not receive any proceeds from, or incur any expense in, the public offering.

In July 2014, Anadarko sold 5,750,000 of its WGP common units to the public through an underwritten offering, including 750,000 common units pursuant to the full exercise of the underwriters’ over-allotment option. WGP did not receive any proceeds from, or incur any expense in, the public offering.

Tangible equity units. In June 2015, Anadarko completed the public issuance of 9,200,000, 7.50% tangible equity units (“TEUs”), including 1,200,000 TEUs pursuant to the full exercise of the underwriters’ over-allotment option, at a price to the public of $50.00 per TEU. Each TEU that Anadarko issued consists of (1) a prepaid equity purchase contract for WGP common units owned by Anadarko (subject to Anadarko’s right to elect to deliver shares of its common stock in lieu of such WGP common units) and (2) a senior amortizing note due June 7, 2018. WGP did not receive any proceeds from, or incur any expense in, the public offering. Please see Note 7—Tangible Equity Units in the Notes to Consolidated Financial Statements under Part I, Item 1 of Anadarko’s Form 10-Q for the three months ended June 30, 2015 (which is not, and shall not be deemed to be, incorporated by reference herein), for a full discussion of the TEUs.

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WES equity offerings. WES completed the following public offerings of its common units during 2015 and 2014, including through its Continuous Offering Programs (“COP”):

thousands except unit and per-unit amounts	WES Common Units Issued	WES GP Units Issued(1)	Price Per Unit		Underwriting Discount and Other Offering Expenses		Net Proceeds to WES
2014
$125.0 million COP (2)	1,133,384	23,132	$	73.48	$	1,738	$	83,245
November 2014 equity offering (3)	8,620,153	153,061	70.85		18,615		602,967
2015
$500.0 million COP (4)	873,525	—	$	66.61	$	782	$	57,408

⁽¹⁾  Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

⁽²⁾  Represents common and general partner units of WES issued during the year ended December 31, 2014, pursuant to WES’s registration statement filed with the SEC in August 2012 authorizing the issuance of up to an aggregate of $125.0 million of WES common units (the “$125.0 million COP”). Gross proceeds generated (including WES GP’s proportionate capital contributions) during the year ended December 31, 2014, were $85.0 million. The price per unit in the table above represents an average price for all issuances under the $125.0 million COP during the year ended December 31, 2014. As of December 31, 2014, WES had used all the capacity to issue common units under this registration statement.

⁽³⁾  Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

⁽⁴⁾  Represents common units of WES issued during the six months ended June 30, 2015, pursuant to WES’s registration statement filed with the SEC in August 2014 authorizing the issuance of up to an aggregate of $500.0 million of WES common units (the “$500.0 million COP”). Gross proceeds generated during the three and six months ended June 30, 2015, were $26.7 million and$58.2 million, respectively. Commissions paid during the three and six months ended June 30, 2015, were $0.3 million and $0.6 million, respectively. The price per unit in the table above represents an average price for all issuances under the $500.0 million COP during the six months ended June 30, 2015.

Other WES equity offerings. In November 2014, WES issued 10,913,853 Class C units to a subsidiary of Anadarko at an implied price of $68.72 per unit, generating proceeds of $750.0 million, all of which was used to fund a portion of the acquisition of DBM. See Note 2—Acquisitions and Divestitures and Note 4—Equity and Partners’ Capital in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

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ITEMS AFFECTING THE COMPARABILITY OF FINANCIAL RESULTS

Our consolidated financial statements include the consolidated financial results of WES due to our 100% ownership interest in WES GP and WES GP’s control of WES. Our only cash-generating assets consist of our partnership interests in WES, and we currently have no independent operations. As a result, our results of operations do not differ materially from the results of operations and cash flows of WES, which are reconciled below.

General and administrative expenses. As a separate publicly traded partnership, we incur general and administrative expenses which are separate from, and in addition to, those incurred by WES.

The following table summarizes the amounts we reimbursed to Anadarko, separate from, and in addition to, those reimbursed by WES:

	Three Months Ended   June 30,				Six Months Ended   June 30,
thousands	2015		2014		2015		2014
General and administrative expenses	$	64	$	63	$	128	$	127
Public company expenses	511		514		1,144		1,158
Total reimbursement	$	575	$	577	$	1,272	$	1,285

Noncontrolling interests. The interest in Chipeta held by a third party member is already reflected as noncontrolling interest in WES’s consolidated financial statements. In addition, the limited partner interests in WES held by other subsidiaries of Anadarko and the public are reflected as noncontrolling interests in the consolidated financial statements (see Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for further information).

The difference between the carrying value of WGP’s investment in WES and the underlying book value of common units issued by WES is accounted for as an equity transaction. Thus, if WES issues common units at a price different than WGP’s per-unit carrying value, any resulting change in the carrying value of WGP’s investment in WES is reflected as an adjustment to partners’ capital.

Distributions. Our partnership agreement requires that we distribute all of our available cash (as defined in our partnership agreement) within 55 days after the end of each quarter. Our only cash-generating assets are our partnership interests in WES, consisting of general partner units, common units and incentive distribution rights, on which we expect to receive quarterly distributions from WES. Our cash flow and resulting ability to make cash distributions are therefore completely dependent upon WES’s ability to make cash distributions with respect to our partnership interests in WES. Generally, our available cash is our cash on hand at the end of a quarter after the payment of our expenses and the establishment of cash reserves and cash on hand resulting from working capital borrowings made after the end of the quarter.

Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan. Concurrently with the WGP IPO, WGP GP adopted the Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan (the “WGP LTIP”). Equity-based compensation expense attributable to grants made under the WGP LTIP impacts cash flows from operating activities only to the extent cash payments are made to a participant in lieu of issuance of WGP common units to the participant. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for further information.

Working capital facility. On November 1, 2012, we entered into a $30.0 million working capital facility (“WGP WCF”) with Anadarko as the lender. The facility is available exclusively to fund our working capital borrowings. Borrowings under the facility will mature on November 1, 2017, and bear interest at London Interbank Offered Rate (“LIBOR”) plus 1.50%. The interest rate was 1.69% at June 30, 2015.

We are required to reduce all borrowings under the WGP WCF to zero for a period of at least 15 consecutive days during the twelve month period commencing on November 1 of each year. As of June 30, 2015, we had no outstanding borrowings under the WGP WCF and $30.0 million available for borrowing. At June 30, 2015, we were in compliance with all covenants under the WGP WCF.

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Reconciliation of net income (loss) attributable to Western Gas Partners, LP to net income (loss) attributable to Western Gas Equity Partners, LP. The differences between net income (loss) attributable to Western Gas Partners, LP and net income (loss) attributable to Western Gas Equity Partners, LP are reconciled as follows:

	Three Months Ended June 30,						Six Months Ended   June 30,
thousands	2015			2014			2015			2014
Net income (loss) attributable to WES	$	113,624		$	99,167		$	(66,166	)	$	190,223
Limited partner interests in WES not held by WGP (1)	(43,900		)	(39,042		)	97,049			(75,984		)
General and administrative expenses (2)	(775		)	(757		)	(1,610		)	(1,728		)
Other income (expense), net	9			21			18			40
Property and other taxes	(26		)	—			(26		)	—
Interest expense	—			—			(2		)	—
Net income (loss) attributable to WGP	$	68,932		$	59,389		$	29,263		$	112,551

⁽¹⁾  Represents the portion of net income (loss) allocated to the limited partner interests in WES not held by WGP. As of June 30, 2015 and 2014, the publicly held limited partner interest represented a 55.2% and 56.8% interest in WES, respectively. Other subsidiaries of Anadarko separately held an 8.3% and 0.6% limited partner interest in WES as of June 30, 2015 and 2014, respectively. See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

⁽²⁾  Represents general and administrative expenses incurred by WGP separate from, and in addition to, those incurred by WES.

Reconciliation of net cash provided by operating and financing activities. The differences between net cash provided by operating and financing activities for WGP and WES are reconciled as follows:

	Six Months Ended   June 30,
thousands	2015			2014
WES net cash provided by operating activities	$	301,467		$	279,706
General and administrative expenses (1)	(1,610		)	(1,728		)
Non-cash equity-based compensation expense	132			60
Changes in working capital	390			(436		)
Other income (expense), net	18			40
Property and other taxes	(26		)	—
Interest expense	(2		)	—
WGP net cash provided by operating activities	$	300,369		$	277,642
WES net cash provided by financing activities	$	68,417		$	531,725
Proceeds from issuance of WES common and general partner units, net of offering expenses (2)	—			(898		)
Distributions to WGP unitholders (3)	(143,386		)	(105,347		)
Distributions to WGP from WES (4)	146,969			107,465
WGP WCF repayments	(1,150		)	—
WGP net cash provided by financing activities	$	70,850		$	532,945

⁽¹⁾  Represents general and administrative expenses incurred by WGP separate from, and in addition to, those incurred by WES.

⁽²⁾  Represents the difference attributable to elimination upon consolidation of proceeds to WES from the issuance of WES general partner units in exchange for WES GP’s proportionate capital contribution.

⁽³⁾  Represents distributions to WGP common unitholders paid under WGP’s partnership agreement. See Note 3—Partnership Distributions and Note 4—Equity and Partners’ Capital in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

⁽⁴⁾  Difference attributable to elimination upon consolidation of WES’s distributions on partnership interests owned by WGP. See Note 3—Partnership Distributions and Note 4—Equity and Partners’ Capital in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

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RESULTS OF OPERATIONS

OPERATING RESULTS

The following tables and discussion present a summary of WES’s results of operations:

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands	2015 (Restated)			2014			2015 (Restated)			2014
Gathering, processing and transportation of natural gas and natural gas liquids	$	241,455		$	185,922		$	463,110		$	346,935
Natural gas, natural gas liquids and drip condensate sales	174,202			169,403			339,874			308,068
Other	915			2,056			1,997			3,627
Total revenues(1)	416,572			357,381			804,981			658,630
Equity income, net	18,941			13,008			37,161			22,259
Total operating expenses(1)	297,475			248,824			858,588			453,532
Operating income (loss)	138,038			121,565			(16,446		)	227,357
Interest income – affiliates	4,225			4,225			8,450			8,450
Interest expense	(27,604		)	(20,864		)	(50,564		)	(34,825		)
Other income (expense), net	71			214			142			691
Income (loss) before income taxes	114,730			105,140			(58,418		)	201,673
Income tax (benefit) expense	(1,710		)	2,523			1,706			4,308
Net income (loss)	116,440			102,617			(60,124		)	197,365
Net income attributable to noncontrolling interest	2,816			3,450			6,042			7,142
Net income (loss) attributable to Western Gas Partners, LP (2)	$	113,624		$	99,167		$	(66,166	)	$	190,223
Key performance metrics(3)
Adjusted gross margin attributable to Western Gas Partners, LP	$	277,360		$	244,420		$	531,396		$	450,980
Adjusted EBITDA attributable to Western Gas Partners, LP	205,452			175,289			386,352			323,395
Distributable cash flow	173,308			143,794			321,305			268,920

⁽¹⁾  Revenues include amounts earned by WES from services provided to its affiliates, as well as from the sale of residue, drip condensate and NGLs to its affiliates. Operating expenses include amounts charged by WES affiliates for services as well as reimbursement of amounts paid by affiliates to third parties on WES’s behalf. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

⁽²⁾  For reconciliations to comparable consolidated results of WGP, see Items Affecting the Comparability of Financial Results within this Item 2.

⁽³⁾  Adjusted gross margin attributable to Western Gas Partners, LP, Adjusted EBITDA attributable to Western Gas Partners, LP and Distributable cash flow are defined under the caption Key Performance Metrics within this Item 2. For reconciliations of Adjusted gross margin attributable to Western Gas Partners, LP, Adjusted EBITDA attributable to Western Gas Partners, LP and Distributable cash flow to their most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles in the United States (“GAAP”), see Key Performance Metrics within this Item 2.

For purposes of the following discussion, any increases or decreases “for the three months ended June 30, 2015” refer to the comparison of the three months ended June 30, 2015, to the three months ended June 30, 2014; any increases or decreases “for the six months ended June 30, 2015” refer to the comparison of the six months ended June 30, 2015, to the six months ended June 30, 2014; and any increases or decreases “for the three and six months ended June 30, 2015” refer to the comparison of these 2015 periods to the corresponding three and six month periods ended June 30, 2014.

37

Throughput

	Three Months Ended   June 30,				Six Months Ended   June 30,
MMcf/d (except throughput measured in barrels)	2015	2014	Inc/ (Dec)		2015	2014	Inc/ (Dec)
Throughput for natural gas assets
Gathering, treating and transportation	1,605	1,673	(4	)%	1,630	1,660	(2	)%
Processing	2,465	1,971	25	%	2,362	1,885	25	%
Equity investment (1)	172	153	12	%	169	170	(1	)%
Total throughput for natural gas assets	4,242	3,797	12	%	4,161	3,715	12	%
Throughput attributable to noncontrolling interest for natural gas assets	159	171	(7	)%	161	172	(6	)%
Total throughput attributable to Western Gas Partners, LP for natural gas assets (2)	4,083	3,626	13	%	4,000	3,543	13	%
Total throughput (MBbls/d) for crude/NGL assets (3)	134	115	17	%	133	97	37	%

⁽¹⁾  Represents WES’s 14.81% share of average Fort Union and 22% share of average Rendezvous throughput. Excludes equity investment throughput measured in barrels (captured in “Total throughput (MBbls/d) for crude/NGL assets” as noted below).

⁽²⁾  Includes affiliate, third-party and equity investment throughput (as equity investment throughput is defined in the above footnote), excluding the noncontrolling interest owner’s proportionate share of throughput.

⁽³⁾  Represents total throughput measured in barrels, consisting of throughput from WES’s Chipeta NGL pipeline, WES’s 10% share of average White Cliffs throughput, 25% share of average Mont Belvieu JV throughput, 20% share of average TEG and TEP throughput, and 33.33% share of average FRP throughput.

Gathering, treating and transportation throughput decreased by 68 MMcf/d and 30 MMcf/d for the three and six months ended June 30, 2015, respectively, primarily due to production declines in the areas around the Anadarko-Operated Marcellus Interest systems and the Bison facility, and for the three months ended June 30, 2015, decreases at the Non-Operated Marcellus Interest systems as a result of a third-party curtailment of production. These decreases were partially offset by higher volumes at the DJ Basin complex due to increased production in the area.

Processing throughput increased by 494 MMcf/d and 477 MMcf/d for the three and six months ended June 30, 2015, respectively, primarily due to increased production in areas around the DJ Basin complex and the DBJV system, as well as the acquisition of DBM in November 2014, partially offset by decreased throughput at the Chipeta complex.

Equity investment throughput increased by 19 MMcf/d for the three months ended June 30, 2015, primarily due to volumes being diverted from the third-party Bison pipeline to the Fort Union system, as well as increased throughput at the Rendezvous system.

Throughput for crude/NGL assets measured in barrels increased by 19 MBbls/d and 36 MBbls/d for the three and six months ended June 30, 2015, respectively, due to an increase in volumes from FRP and TEP, and the third quarter 2014 in-service date of a White Cliffs pipeline expansion. The increase during the three months ended June 30, 2015, was partially offset by a decrease at the Mont Belvieu JV due to lower inlet throughput.

38

Gathering, Processing and Transportation of Natural Gas and Natural Gas Liquids

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except percentages	2015		2014		Inc/ (Dec)		2015		2014		Inc/ (Dec)
Gathering, processing and transportation of natural gas and natural gas liquids	$	241,455	$	185,922	30	%	$	463,110	$	346,935	33	%

Revenues from gathering, processing and transportation of natural gas and natural gas liquids increased by $55.5 million and $116.2 million for the three and six months ended June 30, 2015, respectively, primarily due to increases of (i) $41.4 million and $89.6 million, respectively, at the DJ Basin complex resulting from increased throughput, a higher gathering fee, and the introduction of a condensate handling fee in the first quarter of 2015, (ii) $15.8 million and $26.0 million, respectively, due to the acquisition of DBM in November 2014, (iii) $3.1 million and $6.0 million, respectively, at the Brasada complex due to increased throughput and a higher processing fee, as well as revenues from treating services beginning in the first quarter of 2015, and (iv) $3.0 million and $5.8 million, respectively, at the Hilight system due to higher throughput. These increases were partially offset by decreases of $5.2 million and $10.2 million, respectively, at the Non-Operated Marcellus Interest systems due to a decrease in average gathering rate and a third-party curtailment of production.

Natural Gas, Natural Gas Liquids and Drip Condensate Sales

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except percentages and per-unit amounts	2015		2014		Inc/ (Dec)		2015		2014		Inc/ (Dec)
Natural gas sales	$	71,463	$	38,877	84	%	$	133,654	$	70,786	89	%
Natural gas liquids sales	92,317		118,647		(22	)%	183,253		214,461		(15	)%
Drip condensate sales	10,422		11,879		(12	)%	22,967		22,821		1	%
Total	$	174,202	$	169,403	3	%	$	339,874	$	308,068	10	%
Average price per unit:
Natural gas (per Mcf)	$	3.68	$	4.33	(15	)%	$	3.64	$	4.30	(15	)%
Natural gas liquids (per Bbl)	20.87		47.90		(56	)%	23.10		46.45		(50	)%
Drip condensate (per Bbl)	35.41		89.57		(60	)%	44.53		83.48		(47	)%

For the three and six months ended June 30, 2015, average natural gas, NGL and drip condensate prices included the effects of commodity price swap agreements attributable to sales for the Hugoton system, the MGR assets and the DJ Basin complex. For the three and six months ended June 30, 2014, average natural gas, NGL and drip condensate prices included the effects of commodity price swap agreements attributable to sales for the Hilight, Hugoton and Newcastle systems, the DJ Basin and Granger complexes, and the MGR assets. On December 31, 2014, WES’s commodity price swap agreements for the Hilight and Newcastle systems and the Granger complex (excluding the Granger straddle plant) expired without renewal. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

39

Including the effects of commodity price swap agreements, total natural gas, natural gas liquids and drip condensate sales increased by $4.8 million for the three months ended June 30, 2015, consisting of a $32.6 million increase in natural gas sales, partially offset by decreases of $26.3 million in NGLs sales and $1.5 million in drip condensate sales.

Including the effects of commodity price swap agreements, total natural gas, natural gas liquids and drip condensate sales increased by $31.8 million for the six months ended June 30, 2015, consisting of increases of $62.9 million in natural gas sales and $0.1 million in drip condensate sales, partially offset by a decrease of $31.2 million in NGLs sales.

The growth in natural gas sales for the three and six months ended June 30, 2015, was primarily due to increases of (i) $20.4 million and $44.7 million, respectively, due to the acquisition of DBM in November 2014 and (ii) $18.5 million and $26.0 million, respectively, at the DJ Basin complex due to an increase in volumes sold. These increases were partially offset by decreases of $4.4 million and $5.3 million for the three and six months ended June 30, 2015, respectively, at the Hilight system due to a decrease in average price as a result of the expiration of swap agreements in December 2014. In addition, the increase in natural gas sales for the three months ended June 30, 2015, was partially offset by a decrease of $1.2 million at the MGR assets due to a decrease in volumes sold.

The decline in NGLs sales for the three and six months ended June 30, 2015, was primarily due to decreases of (i) $17.8 million and $33.9 million, respectively, at the Granger complex due to a decrease in average price as a result of the expiration of swap agreements in December 2014, as well as a decrease in volumes sold, (ii) $11.8 million and $16.7 million, respectively, at the Hilight system due to a decrease in average price as a result of the expiration of swap agreements in December 2014, (iii) $18.4 million and $15.2 million, respectively, at the DJ Basin complex due to a decrease in volumes sold, (iv) $4.3 million and $9.1 million, respectively, at the Chipeta complex due to a decrease in average price, and (v) $4.4 million and $6.9 million, respectively, at the MGR assets due to a decrease in volumes sold. These decreases were partially offset by increases of $31.0 million and $51.8 million for the three and six months ended June 30, 2015, respectively, due to the acquisition of DBM in November 2014.

The decline in drip condensate sales for the three months ended June 30, 2015, was primarily due to a decrease of $1.3 million at the DJ Basin complex as a result of fewer volumes sold.

Equity Income, Net

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except percentages	2015		2014		Inc/ (Dec)		2015		2014		Inc/ (Dec)
Equity income, net	$	18,941	$	13,008	46	%	$	37,161	$	22,259	67	%

For the three and six months ended June 30, 2015, equity income, net increased by $5.9 million and $14.9 million, respectively, primarily due to a full second quarter 2015 of equity income recognized from the TEFR Interests and the third quarter 2014 in-service date of a White Cliffs pipeline expansion, partially offset by a decrease in equity income from the Mont Belvieu JV.

40

Cost of Product and Operation and Maintenance Expenses

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except percentages	2015		2014		Inc/ (Dec)		2015		2014		Inc/ (Dec)
NGL purchases	$	73,362	$	55,535	32	%	$	137,560	$	103,416	33	%
Residue purchases	66,878		52,506		27	%	135,222		90,690		49	%
Other	6,992		14,277		(51	)%	13,875		23,603		(41	)%
Cost of product	147,232		122,318		20	%	286,657		217,709		32	%
Operation and maintenance	70,048		65,440		7	%	138,007		116,534		18	%
Total cost of product and operation and maintenance expenses	$	217,280	$	187,758	16	%	$	424,664	$	334,243	27	%

Cost of product expense for the three and six months ended June 30, 2015, included the effects of commodity price swap agreements attributable to purchases for the Hugoton system, the MGR assets and the DJ Basin complex. Cost of product expense for the three and six months ended June 30, 2014, included the effects of commodity price swap agreements attributable to purchases for the Hilight, Hugoton and Newcastle systems, the DJ Basin and Granger complexes and the MGR assets. On December 31, 2014, WES’s commodity price swap agreements for the Hilight and Newcastle systems and the Granger complex (excluding the Granger straddle plant) expired without renewal. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

Including the effects of commodity price swap agreements on purchases, cost of product expense for the three months ended June 30, 2015, increased by $24.9 million, consisting of $17.8 million in NGL purchases and $14.4 million in residue purchases, partially offset by a decrease of $7.3 million in other.

The increase in NGL purchases for the three months ended June 30, 2015, was primarily due to increases of (i) $29.0 million due to the acquisition of DBM in November 2014 and (ii) $3.5 million at the DJ Basin complex due to an increase in average swap price and volume. These increases were partially offset by decreases of (i) $10.5 million at the Hilight system and the Granger complex due to decreases in average prices as a result of the expiration of swap agreements in December 2014 and (ii) $3.1 million at the Chipeta complex due to a decrease in average price.

The increase in residue purchases for the three months ended June 30, 2015, was primarily due to increases of (i) $19.8 million due to the acquisition of DBM in November 2014 and (ii) $6.5 million at the DJ Basin complex due to an increase in average swap price and volume. These increases were partially offset by decreases of (i) $8.2 million at the Granger complex and the Hilight system due to decreases in average prices as a result of the expiration of swap agreements in December 2014 and (ii) $2.0 million at the Granger straddle plant due to a decrease in volume.

The decrease in other items for the three months ended June 30, 2015, was primarily due to changes in imbalance positions at the DJ Basin complex.

The $4.6 millionincrease in operation and maintenance expense for three months ended June 30, 2015, was primarily due to an increase of $8.3 million due to the acquisition of DBM in November 2014, partially offset by a decrease of $3.2 million at the Non-Operated Marcellus Interest systems due to a decrease in third party operating expense.

Including the effects of commodity price swap agreements on purchases, cost of product expense for the six months ended June 30, 2015, increased by $68.9 million, consisting of $34.1 million in NGL purchases and $44.5 million in residue purchases, partially offset by a decrease of $9.7 million in other.

The increase in NGL purchases for the six months ended June 30, 2015, was primarily due to an increase of $48.9 million due to the acquisition of DBM in November 2014 partially offset by decreases of (i) $14.1 million at the Hilight system and the Granger complex due to decreases in average prices as a result of the expiration of swap agreements in December 2014 and (ii) $6.6 million at the Chipeta complex due to a decrease in average price.

The increase in residue purchases for the six months ended June 30, 2015, was primarily due to increases of (i) $43.5 million due to the acquisition of DBM in November 2014 and (ii) $19.7 million at the DJ Basin complex due to an increase in average swap price and volume. These increases were partially offset by decreases of (i) $14.3 million at the Granger complex and the Hilight system due to decreases in average prices as a result of the expiration of swap agreements in December 2014 and (ii) $2.5 million at the Granger straddle plant due to a decrease in volume.

41

The decrease in other items for the six months ended June 30, 2015, was primarily due to changes in imbalance positions at the DJ Basin complex.

The $21.5 millionincrease in operation and maintenance expense for the six months ended June 30, 2015, was primarily due to an increase of $14.6 million due to the acquisition of DBM in November 2014, partially offset by a decrease of $3.2 million at the Non-Operated Marcellus Interest systems due to a decrease in third party operating expense.

General and Administrative, Depreciation and Amortization, Impairments and Other Expenses

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except percentages	2015 (Restated)		2014		Inc/ (Dec)		2015 (Restated)		2014		Inc/ (Dec)
General and administrative	$	8,667	$	8,445	3	%	$	19,179	$	17,349	11	%
Property and other taxes	8,775		7,316		20	%	17,298		14,550		19	%
Depreciation and amortization	61,485		44,962		37	%	123,555		85,857		44	%
Impairments	1,268		343		NM		273,892		1,533		NM
Total general and administrative, depreciation and amortization, impairments and other expenses	$	80,195	$	61,066	31	%	$	433,924	$	119,289	NM

NM-Not meaningful

General and administrative expenses increased by $0.2 million for the three months ended June 30, 2015, primarily due to increases of (i) $0.3 million in personnel costs for which WES reimbursed Anadarko pursuant to the WES omnibus agreement, (ii) $0.1 million in legal fees, and (iii) $0.1 million in equity-based compensation, which were partially offset by a decrease of $0.3 million in consulting and audit fees.

General and administrative expenses increased by $1.8 million for the six months ended June 30, 2015, primarily due to increases of (i) $1.3 million in consulting, audit fees and other and (ii) $0.5 million in personnel costs for which WES reimbursed Anadarko pursuant to the WES omnibus agreement.

Property and other taxes increased by $1.5 million and $2.7 million for the three and six months ended June 30, 2015, respectively, primarily due to ad valorem tax increases of $1.3 million and $2.7 million, respectively, at the DJ Basin complex and due to the acquisition of DBM in November 2014.

See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for a description of depreciation and amortization and impairment amounts restated.

Depreciation and amortization increased by $16.5 million for the three months ended June 30, 2015, primarily due to depreciation expense increases of (i) $11.9 million due to the acquisition of DBM in November 2014 and (ii) $4.6 million associated with the completion of numerous compression projects and the start-up of Lancaster Train I in April 2014 at the DJ Basin complex. These increases were partially offset by a decrease of $3.3 million driven by the impairment at the Red Desert complex in March 2015.

Depreciation and amortization increased by $37.7 million for the six months ended June 30, 2015, primarily due to depreciation expense increases of (i) $23.6 million due to the acquisition of DBM in November 2014, (ii) $10.7 million associated with the completion of numerous compression projects and the start-up of Lancaster Train I in April 2014 at the DJ Basin complex, and (iii) $2.8 million at the DBJV and Hilight systems. These increases were partially offset by a decrease of $3.3 million driven by the impairment at the Red Desert complex in March 2015.

Impairment expense increased by $0.9 million for the three months ended June 30, 2015, driven by the cancellation of projects at the DBJV system and the Red Desert and DJ Basin complexes.

Impairment expense increased by $272.4 million for the six months ended June 30, 2015, primarily due to an impairment of $264.4 million at WES’s Red Desert complex. This asset was impaired to its estimated fair value of $23.2 million, using the income approach and Level 3 fair value inputs, due to a reduction in estimated future cash flows caused by the low commodity price environment and resulting reduced producer drilling activity and related throughput. Also during this period, impairment expense increased by $8.0 million, primarily due to the abandonment of compressors at the MIGC system and the DJ Basin complex and the cancellation of projects at the DBJV system and the Brasada and Red Desert complexes.

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Interest Income – Affiliates and Interest Expense

	Three Months Ended   June 30,								Six Months Ended   June 30,
thousands except percentages	2015			2014			Inc/ (Dec)		2015			2014			Inc/ (Dec)
Note receivable – Anadarko	$	4,225		$	4,225		—	%	$	8,450		$	8,450		—	%
Interest income – affiliates	$	4,225		$	4,225		—	%	$	8,450		$	8,450		—	%
Third parties
Long-term debt	$	(24,733	)	$	(21,445	)	15	%	$	(48,075	)	$	(37,580	)	28	%
Amortization of debt issuance costs and commitment fees	(1,374		)	(1,426		)	(4	)%	(2,666		)	(2,692		)	(1	)%
Capitalized interest	2,693			2,007			34	%	5,787			5,447			6	%
Affiliates
Deferred purchase price obligation – Anadarko (1)	(4,190		)	—			—	%	(5,610		)	—			—	%
Interest expense	$	(27,604	)	$	(20,864	)	32	%	$	(50,564	)	$	(34,825	)	45	%

⁽¹⁾  See Note 2—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for a discussion of the accretion and present value of the Deferred purchase price obligation - Anadarko.

Interest expense increased by $6.7 million and $15.7 million for the three and six months ended June 30, 2015, respectively, primarily due to (i) additional interest incurred on the WES RCF of $1.8 million and $3.7 million, respectively, as a result of higher average borrowings outstanding, and (ii) $1.5 million in interest incurred on the 3.950% Senior Notes due 2025 issued in June 2015. In addition, during the six months ended June 30, 2015, interest expense increased due to additional interest of $4.8 million incurred on the 5.450% Senior Notes due 2044 and $0.6 million incurred on the additional 2.600% Senior Notes due 2018, both issued in March 2014. Capitalized interest increased by $0.7 million and $0.3 million for the three and six months ended June 30, 2015, respectively, due to the construction of Lancaster Train II (part of the DJ Basin complex) and Train IV at the DBM complex (acquired in November 2014), partially offset by a decrease due to the completion of Lancaster Train I (part of the DJ Basin complex) in April 2014. See Note 9—Debt and Interest Expense in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

Income Tax (Benefit) Expense

	Three Months Ended   June 30,								Six Months Ended   June 30,
thousands except percentages	2015 (Restated)			2014			Inc/ (Dec)		2015 (Restated)			2014			Inc/ (Dec)
Income (loss) before income taxes	$	114,730		$	105,140		9	%	$	(58,418	)	$	201,673		(129	)%
Income tax (benefit) expense	(1,710		)	2,523			(168	)%	1,706			4,308			(60	)%
Effective tax rate	NM			2		%			NM			2		%

NM-Not meaningful

WES is not a taxable entity for U.S. federal income tax purposes. However, WES’s income apportionable to Texas is subject to Texas margin tax. For the periods presented, the variance from the federal statutory rate, which is zero percent as a non-taxable entity, is primarily due to federal and state taxes on pre-acquisition income attributable to the WES assets acquired from Anadarko, and WES’s share of Texas margin tax.

Texas House Bill 32, signed into law in June 2015, reduced the Texas margin tax rates by 0.25%. The law is effective January 1, 2016. WES is required to include the impact of the law change on its deferred state income taxes in the period enacted. The adjustment, a reduction in deferred state income taxes in the amount of $2.2 million, was included in the income tax (benefit) expense for the three and six months ended June 30, 2015.

Income attributable to (a) the DBJV system prior to and including February 2015 and (b) the TEFR Interests prior to and including February 2014 was subject to federal and state income tax. Income earned on the DBJV system and the TEFR Interests for periods subsequent to February 2015 and February 2014, respectively, was only subject to Texas margin tax on income apportionable to Texas.

43

KEY PERFORMANCE METRICS

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except percentages and per-unit amounts	2015		2014		Inc/ (Dec)		2015		2014		Inc/ (Dec)
Adjusted gross margin attributable to Western Gas Partners, LP for natural gas assets (1)	$	255,342	$	222,913	15	%	$	489,194	$	418,684	17	%
Adjusted gross margin for crude/NGL assets (2)	22,018		21,507		2	%	42,202		32,296		31	%
Adjusted gross margin attributable to Western Gas Partners, LP (3)	277,360		244,420		13	%	531,396		450,980		18	%
Adjusted gross margin per Mcf attributable to Western Gas Partners, LP for natural gas assets (4)	0.69		0.68		1	%	0.68		0.65		5	%
Adjusted gross margin per Bbl for crude/NGL assets (5)	1.80		2.06		(13	)%	1.76		1.84		(4	)%
Adjusted EBITDA attributable to Western Gas Partners, LP (3)	205,452		175,289		17	%	386,352		323,395		19	%
Distributable cash flow (3)	173,308		143,794		21	%	321,305		268,920		19	%

⁽¹⁾  Adjusted gross margin attributable to Western Gas Partners, LP for natural gas assets is calculated as total revenues for natural gas assets less reimbursements for electricity-related expenses recorded as revenue and cost of product for natural gas assets plus distributions from WES’s equity investments in Fort Union and Rendezvous, and excluding the noncontrolling interest owner’s proportionate share of revenue and cost of product. See the reconciliation of Adjusted gross margin attributable to Western Gas Partners, LP for natural gas assets to its most comparable GAAP measure below.

⁽²⁾  Adjusted gross margin for crude/NGL assets is calculated as total revenues for crude/NGL assets less reimbursements for electricity-related expenses recorded as revenue and cost of product for crude/NGL assets plus distributions from WES’s equity investments in White Cliffs, the Mont Belvieu JV, and the TEFR Interests. See the reconciliation of Adjusted gross margin for crude/NGL assets to its most comparable GAAP measure below.

⁽³⁾  For a reconciliation of Adjusted gross margin attributable to Western Gas Partners, LP, Adjusted EBITDA attributable to Western Gas Partners, LP and Distributable cash flow to the most directly comparable financial measure calculated and presented in accordance with GAAP, see the descriptions below.

⁽⁴⁾  Average for period. Calculated as Adjusted gross margin attributable to Western Gas Partners, LP for natural gas assets, divided by total throughput (MMcf/d) attributable to Western Gas Partners, LP for natural gas assets.

⁽⁵⁾  Average for period. Calculated as Adjusted gross margin for crude/NGL assets, divided by total throughput (MBbls/d) for crude/NGL assets.

Adjusted gross margin attributable to Western Gas Partners, LP. WES defines Adjusted gross margin attributable to Western Gas Partners, LP (“Adjusted gross margin”) as total revenues less gains on divestitures, reimbursements for electricity-related expenses recorded as revenue and cost of product, plus distributions from equity investees and excluding the noncontrolling interest owner’s proportionate share of revenue and cost of product. WES believes Adjusted gross margin is an important performance measure of the core profitability of its operations, as well as its operating performance as compared to that of other companies in the industry.

Adjusted gross margin increased by $32.9 million and $80.4 million for the three and six months ended June 30, 2015, respectively, primarily due to the start-up of Lancaster Train I (part of the DJ Basin complex) in April 2014 and the acquisition of DBM in November 2014, partially offset by margin decreases at the Granger complex due to lower average pricing and at the Non-Operated Marcellus Interest systems due to a decrease in the average gathering rate and a third-party curtailment of production.

To facilitate investor and industry analyst comparisons between WES and its peers, WES also discloses Adjusted gross margin per Mcf attributable to Western Gas Partners, LP for natural gas assets and Adjusted gross margin per Bbl for crude/NGL assets. Adjusted gross margin per Mcf attributable to Western Gas Partners, LP for natural gas assetsincreased by $0.01 and $0.03 for the three and six months ended June 30, 2015, primarily due to the start-up of Lancaster Train I (part of the DJ Basin complex) in April 2014 and the acquisition of DBM in November 2014, partially offset by lower margins at the Non-Operated Marcellus Interest systems due to a decrease in the average gathering rate. Adjusted gross margin per Bbl for crude/NGL assets decreased by $0.26 and $0.08 for the three and six months ended June 30, 2015, respectively, primarily due to lower distributions received from the Mont Belvieu JV.

44

Adjusted EBITDA attributable to Western Gas Partners, LP. WES defines Adjusted EBITDA attributable to Western Gas Partners, LP (“Adjusted EBITDA”) as net income (loss) attributable to Western Gas Partners, LP, plus distributions from equity investees, non-cash equity-based compensation expense, interest expense, income tax expense, depreciation and amortization, impairments, and other expense, less gains on divestitures, income from equity investments, interest income, income tax benefit, and other income. WES believes that the presentation of Adjusted EBITDA provides information useful to investors in assessing its financial condition and results of operations and that Adjusted EBITDA is a widely accepted financial indicator of a company’s ability to incur and service debt, fund capital expenditures and make distributions. Adjusted EBITDA is a supplemental financial measure that WES’s management and external users of WES’s consolidated financial statements, such as industry analysts, investors, commercial banks and rating agencies, use to assess the following, among other measures:

• WES’s operating performance as compared to other publicly traded partnerships in the midstream energy industry, without regard to financing methods, capital structure or historical cost basis;

• the ability of WES’s assets to generate cash flow to make distributions; and

• the viability of acquisitions and capital expenditure projects and the returns on investment of various investment opportunities.

Adjusted EBITDA increased by $30.2 million for the three months ended June 30, 2015, primarily due to a $59.2 millionincrease in total revenues and a $1.6 millionincrease in distributions from equity investees. These amounts were partially offset by a $24.9 millionincrease in cost of product, a $1.5 millionincrease in property and other tax expense, and a $4.6 millionincrease in operation and maintenance expenses.

Adjusted EBITDA increased by $63.0 million for the six months ended June 30, 2015, primarily due to a $146.4 millionincrease in total revenues and a $10.9 millionincrease in distributions from equity investees. These amounts were partially offset by a $68.9 millionincrease in cost of product, a $21.5 millionincrease in operation and maintenance expenses, a $2.7 millionincrease in property and other tax expense, and a $1.7 million increase in general and administrative expenses excluding non-cash equity-based compensation expense.

Distributable cash flow. WES defines “Distributable cash flow” as Adjusted EBITDA, plus interest income, plus the net settlement amounts from the sale and/or purchase of natural gas, drip condensate and NGLs under WES’s commodity price swap agreements to the extent such amounts are not recognized as Adjusted EBITDA, less net cash paid for interest expense (including amortization of deferred debt issuance costs originally paid in cash, offset by non-cash capitalized interest), maintenance capital expenditures and income taxes. WES compares Distributable cash flow to the cash distributions WES expects to pay its unitholders. Using this measure, WES’s management can quickly compute the Coverage ratio of distributable cash flow to planned cash distributions. WES believes Distributable cash flow is useful to investors because this measurement is used by many companies, analysts and others in the industry as a performance measurement tool to evaluate WES’s operating and financial performance and compare it with the performance of other publicly traded partnerships.

While Distributable cash flow is a measure WES uses to assess its ability to make distributions to its unitholders, it should not be viewed as indicative of the actual amount of cash that WES has available for distributions or that it plans to distribute for a given period. Furthermore, to the extent Distributable cash flow includes realized amounts recorded as capital contributions from Anadarko attributable to activity under WES’s commodity price swap agreements with Anadarko, Distributable cash flow is not a reflection of WES’s ability to generate cash from operations.

Distributable cash flow increased by $29.5 million for the three months ended June 30, 2015, primarily due to a $30.2 millionincrease in Adjusted EBITDA and a $2.6 milliondecrease in cash paid for maintenance capital expenditures, partially offset by a $3.2 millionincrease in net cash paid for interest expense.

Distributable cash flow increased by $52.4 million for the six months ended June 30, 2015, primarily due to a $63.0 millionincrease in Adjusted EBITDA, partially offset by a $10.5 millionincrease in net cash paid for interest expense.

45

Reconciliation to GAAP measures. Adjusted gross margin, Adjusted EBITDA and Distributable cash flow are not defined in GAAP. The GAAP measure used by WES that is most directly comparable to Adjusted gross margin is operating income (loss), while net income (loss) attributable to Western Gas Partners, LP and net cash provided by operating activities are the GAAP measures used by WES most directly comparable to Adjusted EBITDA. The GAAP measure used by WES most directly comparable to Distributable cash flow is net income (loss) attributable to Western Gas Partners, LP. WES’s non-GAAP financial measures of Adjusted gross margin, Adjusted EBITDA and Distributable cash flow should not be considered as alternatives to the GAAP measures of operating income (loss), net income (loss) attributable to Western Gas Partners, LP, net cash provided by operating activities or any other measure of financial performance presented in accordance with GAAP. Adjusted gross margin, Adjusted EBITDA and Distributable cash flow have important limitations as analytical tools because they exclude some, but not all, items that affect operating income (loss), net income (loss) and net cash provided by operating activities. Adjusted gross margin, Adjusted EBITDA and Distributable cash flow should not be considered in isolation or as a substitute for analysis of WES’s results as reported under GAAP. WES’s definitions of Adjusted gross margin, Adjusted EBITDA and Distributable cash flow may not be comparable to similarly titled measures of other companies in WES’s industry, thereby diminishing their utility.

WES’s management compensates for the limitations of Adjusted gross margin, Adjusted EBITDA and Distributable cash flow as analytical tools by reviewing the comparable GAAP measures, understanding the differences between Adjusted gross margin, Adjusted EBITDA and Distributable cash flow compared to (as applicable) operating income (loss), net income (loss) and net cash provided by operating activities, and incorporating this knowledge into its decision-making processes. WES believes that investors benefit from having access to the same financial measures that its management uses in evaluating its operating results.

The following tables present (a) a reconciliation of the non-GAAP financial measure of Adjusted gross margin to the GAAP measure of operating income (loss), (b) a reconciliation of the non-GAAP financial measure of Adjusted EBITDA to the GAAP financial measures of net income (loss) attributable to Western Gas Partners, LP and net cash provided by operating activities and (c) a reconciliation of the non-GAAP financial measure of Distributable cash flow to the GAAP financial measure of net income (loss) attributable to Western Gas Partners, LP:

	Three Months Ended June 30,				Six Months Ended   June 30,
thousands	2015 (Restated)		2014		2015 (Restated)			2014
Reconciliation of Adjusted gross margin attributable to Western Gas Partners, LP to Operating income (loss)
Adjusted gross margin attributable to Western Gas Partners, LP for natural gas assets	$	255,342	$	222,913	$	489,194		$	418,684
Adjusted gross margin for crude/NGL assets	22,018		21,507		42,202			32,296
Adjusted gross margin attributable to Western Gas Partners, LP	277,360		244,420		531,396			450,980
Adjusted gross margin attributable to noncontrolling interest	4,661		4,935		9,469			10,029
Equity income, net	18,941		13,008		37,161			22,259
Reimbursed electricity-related charges recorded as revenues	13,221		10,036		25,031			16,553
Less:
Distributions from equity investees	25,902		24,328		47,572			36,641
Operation and maintenance	70,048		65,440		138,007			116,534
General and administrative	8,667		8,445		19,179			17,349
Property and other taxes	8,775		7,316		17,298			14,550
Depreciation and amortization	61,485		44,962		123,555			85,857
Impairments	1,268		343		273,892			1,533
Operating income (loss)	$	138,038	$	121,565	$	(16,446	)	$	227,357

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	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands	2015 (Restated)			2014			2015 (Restated)			2014
Reconciliation of Adjusted EBITDA attributable to Western Gas Partners, LP to Net income (loss) attributable to Western Gas Partners, LP
Adjusted EBITDA attributable to Western Gas Partners, LP	$	205,452		$	175,289		$	386,352		$	323,395
Less:
Distributions from equity investees	25,902			24,328			47,572			36,641
Non-cash equity-based compensation expense	1,163			1,057			2,275			2,154
Interest expense	27,604			20,864			50,564			34,825
Income tax expense	—			2,523			3,416			4,308
Depreciation and amortization (1)	60,835			44,319			122,257			84,577
Impairments	1,268			343			273,892			1,533
Add:
Equity income, net	18,941			13,008			37,161			22,259
Interest income – affiliates	4,225			4,225			8,450			8,450
Other income (1) (2)	68			79			137			157
Income tax benefit	1,710			—			1,710			—
Net income (loss) attributable to Western Gas Partners, LP	$	113,624		$	99,167		$	(66,166	)	$	190,223
Reconciliation of Adjusted EBITDA attributable to Western Gas Partners, LP to Net cash provided by operating activities
Adjusted EBITDA attributable to Western Gas Partners, LP	$	205,452		$	175,289		$	386,352		$	323,395
Adjusted EBITDA attributable to noncontrolling interest of Western Gas Partners, LP	3,463			4,090			7,335			8,416
Interest income (expense), net	(23,379		)	(16,639		)	(42,114		)	(26,375		)
Uncontributed cash-based compensation awards	(68		)	(20		)	(145		)	33
Accretion and amortization of long-term obligations, net	4,958			678			7,070			1,358
Current income tax benefit (expense)	(285		)	(1,298		)	(418		)	(2,090		)
Other income (expense), net (2)	71			82			142			163
Distributions from equity investments in excess of cumulative earnings	(5,574		)	(7,804		)	(8,538		)	(9,848		)
Changes in operating working capital of Western Gas Partners, LP:
Accounts receivable, net	(28,463		)	(8,421		)	(46,135		)	(23,860		)
Accounts and natural gas imbalance payables and accrued liabilities, net	(10,000		)	(2,439		)	(118		)	4,267
Other	(744		)	2,369			(1,964		)	4,247
Net cash provided by operating activities	$	145,431		$	145,887		$	301,467		$	279,706
Cash flow information of Western Gas Partners, LP
Net cash provided by operating activities							$	301,467		$	279,706
Net cash used in investing activities							(349,170		)	(801,530		)
Net cash provided by financing activities							68,417			531,725

⁽¹⁾  Includes WES’s 75% share of depreciation and amortization; and other income attributable to the Chipeta complex.

⁽²⁾  Excludes income of zero and $0.1 million for the three months ended June 30, 2015 and 2014, respectively, and zero and $0.5 million for the six months ended June 30, 2015 and 2014, respectively, related to a component of a gas processing agreement accounted for as a capital lease.

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	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands except Coverage ratio	2015 (Restated)				2014		2015 (Restated)				2014
Reconciliation of Distributable cash flow to Net income (loss) attributable to Western Gas Partners, LP and calculation of the Coverage ratio
Distributable cash flow	$	173,308			$	143,794	$	321,305			$	268,920
Less:
Distributions from equity investees	25,902				24,328		47,572				36,641
Non-cash equity-based compensation expense	1,163				1,057		2,275				2,154
Interest expense, net (non-cash settled) (1)	4,190				—		5,610				—
Income tax (benefit) expense	(1,710		)		2,523		1,706				4,308
Depreciation and amortization (2)	60,835				44,319		122,257				84,577
Impairments	1,268				343		273,892				1,533
Add:
Equity income, net	18,941				13,008		37,161				22,259
Cash paid for maintenance capital expenditures (2)	10,262				12,849		22,894				22,993
Capitalized interest	2,693				2,007		5,787				5,447
Cash paid for (reimbursement of) income taxes	—				—		(138		)		(340		)
Other income (2) (3)	68				79		137				157
Net income (loss) attributable to Western Gas Partners, LP	$	113,624			$	99,167	$	(66,166	)		$	190,223
Distributions declared(4)
Limited partners of WES	$	96,431					$	189,570
General partner of WES	43,305						83,369
Total	$	139,736					$	272,939
Coverage ratio	1.24			x			1.18			x

⁽¹⁾  Includes accretion expense related to the Deferred purchase price obligation - Anadarko. See Note 2—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

⁽²⁾  Includes WES’s 75% share of depreciation and amortization; cash paid for maintenance capital expenditures; and other income attributable to the Chipeta complex.

⁽³⁾  Excludes income of zero and $0.1 million for the three months ended June 30, 2015 and 2014, respectively, and zero and $0.5 million for the six months ended June 30, 2015 and 2014, respectively, related to a component of a gas processing agreement accounted for as a capital lease.

⁽⁴⁾  Reflects WES cash distributions of $0.750 and $1.475 per unit declared for the three and six months ended June 30, 2015.

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LIQUIDITY AND CAPITAL RESOURCES

WES’s primary cash requirements are for acquisitions and capital expenditures, debt service, customary operating expenses, quarterly distributions to its limited partners and to WES GP, and distributions to its noncontrolling interest owner. WES’s sources of liquidity as of June 30, 2015, included cash and cash equivalents, cash flows generated from operations, interest income on WES’s $260.0 million note receivable from Anadarko, available borrowing capacity under the WES RCF, and issuances of additional equity or debt securities. WES believes that cash flows generated from these sources will be sufficient to satisfy its short-term working capital requirements and long-term maintenance and expansion capital expenditure requirements. The amount of future distributions to unitholders will depend on its results of operations, financial condition, capital requirements and other factors, and will be determined by WES GP’s Board of Directors on a quarterly basis. Due to WES’s cash distribution policy, WES expects to rely on external financing sources, including equity and debt issuances, to fund expansion capital expenditures and future acquisitions. However, to limit interest expense, WES may use operating cash flows to fund expansion capital expenditures or acquisitions, which could result in subsequent borrowings under the WES RCF to pay distributions or fund other short-term working capital requirements.

WES has made cash distributions to its unitholders each quarter since its initial public offering (“WES IPO”) and has increased its quarterly distribution each quarter since the second quarter of 2009. On July 16, 2015, the Board of Directors of WES GP declared a cash distribution to WES unitholders of $0.750 per unit, or $139.7 million in aggregate, including incentive distributions, but excluding distributions on WES Class C units. The cash distribution is payable on August 12, 2015, to WES unitholders of record at the close of business on July 31, 2015. In connection with the closing of the DBM acquisition in November 2014, WES issued Class C units that will receive distributions in the form of additional Class C units until the end of 2017, unless earlier converted (see Note 3—Partnership Distributions in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A). The Class C unit distribution, if paid in cash, would have been $8.3 million for the second quarter of 2015.

WES’s management continuously monitors its leverage position and coordinates its capital expenditure program, quarterly distributions and acquisition strategy with its expected cash flows and projected debt-repayment schedule. WES’s management will continue to evaluate funding alternatives, including additional borrowings and the issuance of debt or equity securities, to secure funds as needed or to refinance outstanding debt balances with longer term notes. To facilitate a potential debt or equity securities issuance, WES has the ability to sell securities under its shelf registration statements. WES’s ability to generate cash flows is subject to a number of factors, some of which are beyond its control. Please read Part II, Item 1A—Risk Factors of this Form 10-Q/A.

Working capital. As of June 30, 2015, WES had $59.4 million of working capital, which it defines as the amount by which current assets exceed current liabilities. Working capital is an indication of liquidity and potential need for short-term funding. Working capital requirements are driven by changes in accounts receivable and accounts payable and factors such as credit extended to, and the timing of collections from, WES’s customers, and the level and timing of its spending for maintenance and expansion activity. As of June 30, 2015, WES had $917.2 million available for borrowing under the WES RCF. In addition, we have $30.0 million available for borrowing under the WGP WCF. See Note 9—Debt and Interest Expense in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

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Capital expenditures. WES’s business is capital intensive, requiring significant investment to maintain and improve existing facilities or develop new midstream infrastructure. WES categorizes capital expenditures as either of the following:

• maintenance capital expenditures, which include those expenditures required to maintain the existing operating capacity and service capability of WES’s assets, such as to replace system components and equipment that have been subject to significant use over time, become obsolete or reached the end of their useful lives, to remain in compliance with regulatory or legal requirements or to complete additional well connections to maintain existing system throughput and related cash flows (for fiscal year 2015, WES GP’s Board of Directors has approved Estimated Maintenance Capital Expenditures (as defined in WES’s partnership agreement) of $19.8 million per quarter); or

• expansion capital expenditures, which include expenditures to construct new midstream infrastructure and those expenditures incurred to extend the useful lives of WES’s assets, reduce costs, increase revenues or increase system throughput or capacity from current levels, including well connections that increase existing system throughput.

Capital expenditures in the consolidated statements of cash flows reflect capital expenditures on a cash basis, when payments are made. Capital incurred is presented on an accrual basis. WES’s capital expenditures as presented in the consolidated statements of cash flows and capital incurred were as follows:

	Six Months Ended   June 30,
thousands	2015		2014
Acquisitions	$	13,482	$	360,952
Expansion capital expenditures	$	315,078	$	367,136
Maintenance capital expenditures	23,100		23,188
Total capital expenditures (1) (2)	$	338,178	$	390,324
Capital incurred (2) (3)	$	287,389	$	373,649

⁽¹⁾  Maintenance capital expenditures for the six months ended June 30, 2015 and 2014, are presented net of zero and $0.2 million, respectively, of contributions in aid of construction costs from affiliates. Capital expenditures for the six months ended June 30, 2014, included $30.8 million of pre-acquisition capital expenditures for the DBJV system.

⁽²⁾  Includes the noncontrolling interest owner’s share of Chipeta’s capital expenditures for all periods presented. For the six months ended June 30, 2015 and 2014, included $5.8 million and $5.4 million, respectively, of capitalized interest.

⁽³⁾  Capital incurred for the six months ended June 30, 2014, included $30.8 million of pre-acquisition capital incurred for the DBJV system.

Acquisitions during the first six months of 2015 included equipment purchases from Anadarko and the post-closing purchase price adjustments related to the DBM acquisition. Acquisitions during the first six months of 2014 included the TEFR Interests. See Note 2—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

Capital expenditures, excluding acquisitions, decreased by $52.1 million for the six months ended June 30, 2015. Expansion capital expenditures decreased by $52.1 million (net of a $0.3 millionincrease in capitalized interest) for the six months ended June 30, 2015, primarily due to a decrease of $69.7 million at the DJ Basin complex related to compression projects in 2014 and less activity in 2015 at the Lancaster plant. In addition, there were decreases of $11.2 million at the Brasada complex, $10.5 million at the Hilight system and $10.5 million at the Red Desert complex. These decreases were partially offset by an increase of $53.1 million due to the acquisition of DBM in November 2014.

WES’s estimated total capital expenditures for the year ending December 31, 2015, including its 75% share of Chipeta’s capital expenditures, but excluding equity investments and acquisitions, are $629 million to $689 million. Total capital expenditures including equity investments, but excluding acquisitions, are expected to be between $640 million and $700 million. WES has updated its outlook for maintenance capital expenditures from an originally reported range between 8% and 11% of Adjusted EBITDA, to a current range between 7% and 10% of Adjusted EBITDA.

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WES’s historical cash flow. The following table and discussion present a summary of WES’s net cash flows provided by (used in) operating activities, investing activities and financing activities:

	Six Months Ended   June 30,
thousands	2015			2014
Net cash provided by (used in):
Operating activities	$	301,467		$	279,706
Investing activities	(349,170		)	(801,530		)
Financing activities	68,417			531,725
Net increase (decrease) in cash and cash equivalents	$	20,714		$	9,901

Operating Activities. Net cash provided by operating activities during the three months ended June 30, 2015, increased primarily due to the impact of changes in working capital items.

Refer to Operating Results within this Item 2 for a discussion of WES’s results of operations as compared to the prior periods.

Investing Activities. Net cash used in investing activities for the six months ended June 30, 2015, included the following:

• $338.2 million of capital expenditures, primarily related to the construction of Train IV at the DBM complex, construction of Lancaster Train II (part of the DJ Basin complex) and expansion at the DBJV system;

• $10.0 million of cash paid for equipment purchases from Anadarko;

• $6.8 million of cash contributed to equity investments, primarily related to expansion projects at White Cliffs, TEP and FRP;

• $3.5 million of cash paid for post-closing purchase price adjustments related to the DBM acquisition; and

• $8.5 million of distributions from equity investments in excess of cumulative earnings.

Net cash used in investing activities for the six months ended June 30, 2014, included the following:

• $390.3 million of capital expenditures, net of $0.2 million of contributions in aid of construction costs from affiliate, primarily related to the construction of Lancaster Train I, as well as compression expansion projects, all part of the DJ Basin complex;

• $356.3 million of cash paid for the acquisition of the TEFR Interests;

• $37.5 million of cash paid related to the construction of the Front Range Pipeline, which was completed in March 2014;

• $10.0 million of cash paid for White Cliffs expansion projects;

• $4.7 million of cash paid for equipment purchases from Anadarko; and

• $9.8 million of distributions from equity investments in excess of cumulative earnings.

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Financing Activities. Net cash provided by financing activities for the six months ended June 30, 2015, included the following:

• $489.7 million of net proceeds from the WES 2025 Notes offering in June 2015, after underwriting and original issue discounts and offering costs, all of which was used to repay a portion of the outstanding borrowings under the WES RCF;

• $280.0 million of borrowings to fund capital expenditures and for general partnership purposes;

• $57.4 million of net proceeds from sales of WES common units under its $500.0 million COP (as defined and discussed in Equity Offerings within this Item 2). Net proceeds were used for general partnership purposes, including funding capital expenditures;

• $30.1 million of net contributions from Anadarko representing intercompany transactions attributable to WES’s acquisition of DBJV;

• $259.2 million of distributions paid to WES unitholders; and

• $7.2 million of distributions paid to the noncontrolling interest owner of Chipeta.

Net cash provided by financing activities for the six months ended June 30, 2014, included the following:

• $389.5 million of net proceeds from the WES 2044 Notes offering in March 2014, after underwriting and original issue discounts and offering costs, all of which was used to repay a portion of the outstanding borrowings under the WES RCF;

• $350.0 million of borrowings to fund the acquisition of the TEFR Interests;

• $240.0 million of borrowings to fund capital expenditures and general partnership purposes;

• $100.0 million of net proceeds from the offering of additional WES 2018 Notes in March 2014, after underwriting discounts, original issue premium and offering costs, part of which was used to repay a portion of the outstanding borrowings under the WES RCF;

• $74.3 million of net proceeds from sales of WES common units under WES’s $125.0 million COP (as defined and discussed in Equity Offerings within this Item 2), including net proceeds from capital contributions by WES GP;

• $39.0 million of net contributions from Anadarko representing intercompany transactions attributable to WES’s acquisitions of DBJV and the TEFR Interests;

• $18.1 million of net proceeds related to the partial exercise of the underwriters’ over-allotment option granted in connection with WES’s December 2013 equity offering;

• $0.4 million of net proceeds from a capital contribution by WES GP after common units were issued in conjunction with the acquisition of the TEFR Interests;

• $191.4 million of distributions paid to WES unitholders; and

• $7.9 million of distributions paid to the noncontrolling interest owner of Chipeta.

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Debt and credit facility. At June 30, 2015, WES’s debt consisted of $500.0 million aggregate principal amount of 5.375% Senior Notes due 2021 (the “2021 Notes”), $670.0 million aggregate principal amount of 4.000% Senior Notes due 2022 (the “2022 Notes”), $350.0 million aggregate principal amount of 2.600% Senior Notes due 2018 (the “2018 Notes”), $400.0 million aggregate principal amount of 5.450% Senior Notes due 2044 (the “2044 Notes”), $500.0 million aggregate principal amount of 3.950% Senior Notes due 2025 (the “2025 Notes”), and $270.0 million of borrowings outstanding under the WES RCF. As of June 30, 2015, the carrying value of WES’s outstanding debt was $2.7 billion. See Note 9—Debt and Interest Expense in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

WES Senior Notes. The 2025 Notes issued in June 2015 were offered at a price to the public of 98.789% of the face amount. Including the effects of the issuance and underwriting discounts, the effective interest rate of the 2025 Notes is 4.205%. Interest is paid semi-annually on June 1 and December 1 of each year. Proceeds (net of underwriting discount of $3.3 million, original issue discount and debt issuance costs) were used to repay a portion of the amount outstanding under the WES RCF.

At June 30, 2015, WES was in compliance with all covenants under the indentures governing its outstanding notes.

WES RCF. As of June 30, 2015, WES had $270.0 million of outstanding borrowings, $12.8 million in outstanding letters of credit and $917.2 million available for borrowing under the WES RCF, which matures in February 2019. At June 30, 2015, the interest rate on the WES RCF was 1.49%, the facility fee rate was 0.20% and WES was in compliance with all covenants under the WES RCF.

Deferred purchase price obligation - Anadarko.The consideration to be paid by WES for the acquisition of DBJV consists of a cash payment to Anadarko due on March 31, 2020. The cash payment will be equal to eight multiplied by (a) the average of WES’s share in the Net Earnings (see definition below) of the DBJV system for the calendar years 2018 and 2019, less (b) WES’s share of all capital expenditures incurred for the DBJV system between March 1, 2015, and February 29, 2020. Net Earnings is defined as all revenues less cost of product, operating expenses and property taxes, in each case attributable to the DBJV system on an accrual basis. As of the acquisition date, the estimated future payment obligation was $282.8 million, which had a net present value of $174.3 million, using a discount rate of 10%. As of June 30, 2015, the net present value of this obligation was $179.9 million and has been recorded on the consolidated balance sheet under Deferred purchase price obligation - Anadarko. Accretion expense for the three and six months ended June 30, 2015, was $4.2 million and $5.6 million, respectively, and has been recorded as a charge to interest expense. See Note 2—Acquisitions and Divestitures in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

Registered securities. WES may issue an indeterminate amount of common units and various debt securities under its effective shelf registration statements on file with the SEC.

In August 2012, WES filed a registration statement with the SEC authorizing the issuance of up to an aggregate of $125.0 million of WES common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of the offerings. See Note 4—Equity and Partners’ Capital in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for a discussion of trades completed by WES under its $125.0 million COP. As of December 31, 2014, WES had used all the capacity to issue common units under this registration statement.

In August 2014, WES filed a registration statement with the SEC authorizing the issuance of up to an aggregate of $500.0 million of WES common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of the offerings. See Note 4—Equity and Partners’ Capital in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for a discussion of trades completed by WES under its $500.0 million COP.

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Credit risk. As stated above, our assets consist solely of ownership interests in WES. Accordingly, we are dependent upon WES’s ability to pay cash distributions to us. WES bears credit risk represented by its exposure to non-payment or non-performance by its counterparties, including Anadarko, financial institutions, customers and other parties. Generally, non-payment or non-performance results from a customer’s inability to satisfy payables to WES for services rendered or volumes owed pursuant to gas imbalance agreements. WES examines and monitors the creditworthiness of third-party customers and may establish credit limits for third-party customers. A substantial portion of WES’s throughput, however, comes from producers that have investment-grade ratings.

WES is dependent upon a single producer, Anadarko, for the substantial majority of its natural gas volumes, and WES does not maintain a credit limit with respect to Anadarko. Consequently, WES is subject to the risk of non-payment or late payment by Anadarko for gathering, processing and transportation fees and for proceeds from the sale of residue, NGLs and condensate to Anadarko.

WES expects its exposure to concentrated risk of non-payment or non-performance to continue for as long as it remains substantially dependent on Anadarko for its revenues. Additionally, WES is exposed to credit risk on the note receivable from Anadarko, which was issued concurrently with the closing of the WES IPO. WES is also party to agreements with Anadarko under which Anadarko is required to indemnify WES for certain environmental claims, losses arising from rights-of-way claims, failures to obtain required consents or governmental permits and income taxes with respect to the assets acquired from Anadarko. Finally, WES has entered into various commodity price swap agreements with Anadarko in order to reduce a substantial majority of the exposure to commodity price risk inherent in its percent-of-proceeds and keep-whole contracts, and is subject to performance risk thereunder. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

WES’s ability to make distributions to its unitholders may be adversely impacted if Anadarko becomes unable to perform under the terms of its gathering, processing and transportation agreements, natural gas and NGL purchase agreements, Anadarko’s note payable to WES, the WES omnibus agreement, the services and secondment agreement, contribution agreements or the commodity price swap agreements.

CONTRACTUAL OBLIGATIONS

WES’s contractual obligations include, among other things, a revolving credit facility, other third-party long-term debt, capital obligations related to its expansion projects and various operating leases. Refer toNote 9—Debt and Interest Expense and Note 10—Commitments and Contingencies in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for an update to WES’s contractual obligations as of June 30, 2015, including, but not limited to, increases in committed capital.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements. WES does not have any off-balance sheet arrangements other than operating leases and standby letters of credit. The information pertaining to operating leases and WES’s standby letters of credit required for this item is provided under Note 10—Commitments and Contingencies and Note 9—Debt and Interest Expense, respectively, included in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

RECENT ACCOUNTING DEVELOPMENTS

See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

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Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Commodity price risk. Certain of WES’s processing services are provided under percent-of-proceeds and keep-whole agreements in which Anadarko is typically responsible for the marketing of the natural gas, condensate and NGLs. Under percent-of-proceeds agreements, WES receives a specified percentage of the net proceeds from the sale of residue and/or NGLs. Under keep-whole agreements, WES keeps 100% of the NGLs produced, and the processed natural gas, or value of the natural gas, is returned to the producer. Since some of the gas is used and removed during processing, WES compensates the producer for the amount of gas used and removed in processing by supplying additional gas or by paying an agreed-upon value for the gas used.

To mitigate WES’s exposure to a substantial majority of the changes in commodity prices as a result of the purchase and sale of natural gas, condensate or NGLs, WES currently has in place commodity price swap agreements with Anadarko expiring at various times through December 2016. On December 31, 2014, WES’s commodity price swap agreements for the Hilight and Newcastle systems and the Granger complex (excluding the Granger straddle plant) expired without renewal. During the second quarter, WES extended its commodity price swap agreements with Anadarko for the DJ Basin complex from July 1, 2015, through December 31, 2015, and for the Hugoton system from October 1, 2015, through December 31, 2015. See Note 5—Transactions with Affiliates in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A.

In addition, pursuant to certain of WES’s contracts, WES retains and sells drip condensate that is recovered during the gathering of natural gas. As part of this arrangement, WES is required to provide a thermally equivalent volume of natural gas or the cash equivalent thereof to the shipper. Thus, WES’s revenues for this portion of WES’s contractual arrangement are based on the price received for the drip condensate, and WES’s costs for this portion of its contractual arrangement depend on the price of natural gas. Historically, drip condensate sells at a price representing a discount to the price of New York Mercantile Exchange West Texas Intermediate crude oil.

We consider WES’s exposure to commodity price risk associated with the above-described arrangements to be minimal given the existence of the commodity price swap agreements with Anadarko and the relatively small amount of WES’s operating income (loss) that is impacted by changes in market prices. Accordingly, WES does not expect a 10% increase or decrease in natural gas or NGL prices would have a material impact on WES’s operating income (loss), financial condition or cash flows for the next twelve months, excluding the effect of natural gas imbalances described below.

We bear a limited degree of commodity price risk through our investment in WES with respect to settlement of WES’s natural gas imbalances that arise from differences in gas volumes received into WES’s systems and gas volumes delivered by WES to customers, as well as instances where WES’s actual liquids recovery or fuel usage varies from the contractually stipulated amounts. Natural gas volumes owed to or by WES that are subject to monthly cash settlement are valued according to the terms of the contract as of the balance sheet dates, and generally reflect market index prices. Other natural gas volumes owed to or by WES are valued at WES’s weighted-average cost of natural gas as of the balance sheet dates and are settled in-kind. WES’s exposure to the impact of changes in commodity prices on outstanding imbalances depends on the timing of settlement of the imbalances.

Interest rate risk. Interest rates during the six months ended June 30, 2015, were low compared to historic rates. As of June 30, 2015, WGP had no outstanding borrowings under the WGP WCF and WES had $270.0 million of outstanding borrowings under the WES RCF (both of which bear interest at a rate based on LIBOR or, in the case of the WES RCF, an alternative base rate at WES’s option). If interest rates rise, future financing costs could increase. A 10% change in LIBOR would have resulted in a nominal change in net income (loss) and the fair value of any borrowings under the WES RCF or WGP WCF at June 30, 2015.

Additional variable-rate debt may be incurred in the future, either under the WES RCF, WGP WCF or other financing sources, including commercial bankborrowings or debt issuances.

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Item 4.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures. The Chief Executive Officer and Chief Financial Officer of WGP’s general partner (for purposes of this Item 4, “Management”) performed an evaluation of WGP’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (“Exchange Act”). Our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and to ensure that the information required to be disclosed by us in reports that we file under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. At the time of the Original Filing on July 30, 2015, Management concluded that WGP’s disclosure controls and procedures were effective as of June 30, 2015. Subsequent to that evaluation, Management determined that a material weakness in internal control over financial reporting, as further discussed below, existed as of June 30, 2015. As a result of the determination of a material weakness in WGP’s internal control over financial reporting, Management has now concluded that WGP’s disclosure controls and procedures were not effective as of June 30, 2015.

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of WGP’s annual or interim financial statements will not be prevented or detected on a timely basis. In connection with the preparation of WGP’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, it was determined that there was an error in the impairment test calculation performed as of March 31, 2015. Specifically, the impact of WES’s commodity price swap agreements with Anadarko was incorrectly included when performing an assessment to identify a triggering event that would necessitate a calculation to determine whether the net book value of certain midstream assets exceeded their fair value. Management concluded that this deficiency in internal control over financial reporting related to an inadequate understanding of GAAP impairment standards by certain individuals, resulting in a failure to follow WGP’s accounting policies. This failure to identify a triggering event that would have led to an asset impairment constituted a material weakness as defined in the SEC regulations. This material weakness resulted in the misstatement of impairment expense and in the restatement of the unaudited consolidated financial statements for the interim periods ended March 31, 2015, June 30, 2015, and September 30, 2015.

WGP performed additional analysis and procedures with respect to accounts impacted by the material weakness in order to conclude that the unaudited consolidated financial statements in this Form 10-Q/A as of June 30, 2015, and for the three and six months ended June 30, 2015 and 2014, are fairly presented, in all material respects, in accordance with GAAP.

Remediation Plan. WGP is remediating this material weakness by, among other things, implementing a training program for the personnel involved in the impairment determination processes and controls to ensure business understanding and the proper application of GAAP related to the impairment of long-lived assets. The actions taken by WGP are subject to ongoing senior management review and Audit Committee oversight. The foregoing actions will begin immediately, and Management expects that efforts to remediate the material weakness will be completed by the end of the second quarter of 2016. As WGP continues to evaluate and work to improve its internal control over financial reporting, Management may execute additional measures to address the material weakness or modify the remediation plan described above and will continue to review and make necessary changes to the overall design of WGP’s internal controls.

Changes in Internal Control Over Financial Reporting. There has been no change in our internal control over financial reporting during the quarter ended June 30, 2015, that has materially affected, or is reasonably likely to materially affect, WGP’s internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

WGR Operating, LP, one of WES’s subsidiaries, is currently in negotiations with the U.S. Environmental Protection Agency with respect to alleged non-compliance with the leak detection and repair requirements of the federal Clean Air Act at its Granger, Wyoming facility. Although WES’s management cannot predict the outcome of settlement discussions, management believes that it is reasonably likely a resolution of this matter will result in a fine or penalty in excess of $100,000.

We are not engaged in any material litigation. Except as discussed above, WES is not a party to any legal, regulatory or administrative proceedings other than proceedings arising in the ordinary course of its business. WES’s management believes that there are no such proceedings for which a final disposition could have a material adverse effect on its results of operations, cash flows or financial condition, or for which disclosure is otherwise required by Item 103 of Regulation S-K.

Item 1A.  Risk Factors

Security holders and potential investors in our securities should carefully consider the risk factors included below, as well as those set forth under Part I, Item 1A in our Form 10-K for the year ended December 31, 2014, together with all of the other information included in this document, and in our other public filings, press releases and public discussions with management. Additionally, for a full discussion of the risks associated with Anadarko’s business, see Item 1A under Part I in Anadarko’s Form 10-K for the year ended December 31, 2014, Anadarko’s quarterly reports on Form 10-Q and Anadarko’s other public filings, press releases and public discussions with Anadarko management. We have identified these risk factors as important factors that could cause our actual results to differ materially from those contained in any written or oral forward-looking statements made by us or on our behalf.

The tax treatment of publicly traded partnerships or an investment in our common units could be subject to potential legislative, judicial or administrative changes and differing interpretations, possibly on a retroactive basis.

The present U.S. federal income tax treatment of publicly traded partnerships, including us and WES, or an investment in our common units may be modified by administrative, legislative or judicial changes or differing interpretations at any time. For example, the Obama administration’s budget proposal for fiscal year 2016 recommends that certain publicly traded partnerships earning income from activities related to fossil fuels be taxed as corporations beginning in 2021. From time to time, members of Congress propose and consider such substantive changes to the existing federal income tax laws that affect publicly traded partnerships. If successful, the Obama administration’s proposal, or other similar proposals, could eliminate the qualifying income exception to the treatment of all publicly traded partnerships as corporations, upon which we and WES rely for our treatment as partnerships for U.S. federal income tax purposes.

In addition, the IRS, on May 5, 2015, issued proposed regulations concerning which activities give rise to qualifying income within the meaning of Section 7704 of the Internal Revenue Code. We do not believe the proposed regulations affect our or WES’s ability to qualify as a publicly traded partnership. However, finalized regulations could modify the amounts of gross income that we and WES are able to treat as qualifying income for the purposes of the qualifying income requirement.

Any modifications to the U.S. federal income tax laws may be applied retroactively and could make it more difficult or impossible for us or WES to meet the exception for certain publicly traded partnerships to be treated as partnerships for U.S. federal income tax purposes. We are unable to predict whether any of these changes or other proposals will ultimately be enacted. Any such changes could negatively impact the value of an investment in our common units.

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Item 6. Exhibits

Exhibits designated by an asterisk (*) are filed herewith and those designated with asterisks (**) are furnished herewith; all exhibits not so designated are incorporated herein by reference to a prior filing as indicated.

Exhibit Number	Description
2.1#	Contribution, Conveyance and Assumption Agreement by and among Western Gas Partners, LP, Western Gas Holdings, LLC, Anadarko Petroleum Corporation, WGR Holdings, LLC, Western Gas Resources, Inc., WGR Asset Holding Company LLC, Western Gas Operating, LLC and WGR Operating, LP, dated as of May 14, 2008 (incorporated by reference to Exhibit 10.2 to Western Gas Partners, LP’s Current Report on Form 8-K filed on May 14, 2008, File No. 001-34046).
2.2#	Contribution Agreement, dated as of November 11, 2008, by and among Western Gas Resources, Inc., WGR Asset Holding Company LLC, WGR Holdings, LLC, Western Gas Holdings, LLC, Western Gas Partners, LP, Western Gas Operating, LLC and WGR Operating, LP. (incorporated by reference to Exhibit 10.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on November 13, 2008, File No. 001-34046).
2.3#	Contribution Agreement, dated as of July 10, 2009, by and among Western Gas Resources, Inc., WGR Asset Holding Company LLC, Anadarko Uintah Midstream, LLC, WGR Holdings, LLC, Western Gas Holdings, LLC, WES GP, Inc., Western Gas Partners, LP, Western Gas Operating, LLC and WGR Operating, LP. (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on July 23, 2009, File No. 001-34046).
2.4#	Contribution Agreement, dated as of January 29, 2010 by and among Western Gas Resources, Inc., WGR Asset Holding Company LLC, Mountain Gas Resources LLC, WGR Holdings, LLC, Western Gas Holdings, LLC, WES GP, Inc., Western Gas Partners, LP, Western Gas Operating, LLC and WGR Operating, LP. (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on February 3, 2010 File No. 001-34046).
2.5#	Contribution Agreement, dated as of July 30, 2010, by and among Western Gas Resources, Inc., WGR Asset Holding Company LLC, WGR Holdings, LLC, Western Gas Holdings, LLC, WES GP, Inc., Western Gas Partners, LP, Western Gas Operating, LLC and WGR Operating, LP. (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on August 5, 2010, File No. 001-34046).
2.6#	Purchase and Sale Agreement, dated as of January 14, 2011, by and among Western Gas Partners, LP, Kerr-McGee Gathering LLC and Encana Oil & Gas (USA) Inc. (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on January 18, 2011 File No. 001-34046).
2.7#	Contribution Agreement, dated as of December 15, 2011, by and among Western Gas Resources, Inc., WGR Asset Holding Company LLC, WGR Holdings, LLC, Western Gas Holdings, LLC, WES GP, Inc., Western Gas Partners, LP, Western Gas Operating, LLC and WGR Operating, LP. (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on December 15, 2011, File No. 001-34046).
2.8#	Contribution Agreement, dated as of February 27, 2013, by and among Anadarko Marcellus Midstream, L.L.C., Western Gas Partners, LP, Western Gas Operating, LLC, WGR Operating, LP, Anadarko Petroleum Corporation and Anadarko E&P Onshore LLC (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on March 5, 2013, File No. 001-34046).
2.9#	Contribution Agreement, dated as of February 27, 2014, by and among WGR Asset Holding Company, LLC, APC Midstream Holdings, LLC, Western Gas Partners, LP, Western Gas Operating, LLC, WGR Operating, LP and Anadarko Petroleum Corporation (incorporated by reference to Exhibit 2.9 to Western Gas Partners, LP’s Annual Report on Form 10-K filed on February 28, 2014, File No. 001-34046).
2.10#	Agreement and Plan of Merger, dated October 28, 2014, by and among Western Gas Partners, LP, Maguire Midstream LLC and Nuevo Midstream, LLC (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on October 28, 2014, File No. 001-34046).
2.11#	Purchase and Sale Agreement, dated as of March 2, 2015, by and among WGR Asset Holding Company, LLC, Delaware Basin Midstream, LLC, Western Gas Partners, LP, and Anadarko Petroleum Corporation (incorporated by reference to Exhibit 2.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on March 3, 2015, File No. 001-34046).

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Exhibit Number	Description
3.1	Certificate of Limited Partnership of Western Gas Equity Partners, LP (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 of Western Gas Equity Partners, LP filed on November 5, 2012, File No. 333-184763).
3.2	First Amended and Restated Agreement of Limited Partnership of Western Gas Equity Partners, LP, dated as of December 12, 2012 (incorporated by reference to Exhibit 3.1 to Western Gas Equity Partners, LP’s Current Report on Form 8-K filed on December 12, 2012, File No. 001-35753).
3.3	Certificate of Formation of Western Gas Equity Holdings, LLC (incorporated by reference to Exhibit 3.3 to Western Gas Equity Partners, LP’s Registration Statement on Form S-1 filed on November 5, 2012, File No. 333-184763).
3.4	Amended and Restated Limited Liability Company Agreement of Western Gas Equity Holdings, LLC, dated as of December 12, 2012 (incorporated by reference to Exhibit 3.2 to Western Gas Equity Partners, LP’s Current Report on Form 8-K filed on December 12, 2012, File No. 001-35753).
3.5	Certificate of Limited Partnership of Western Gas Partners, LP (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Registration Statement on Form S-1 filed on October 15, 2007, File No. 333-146700).
3.6	First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated May 14, 2008 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on May 14, 2008, File No. 001-34046).
3.7	Amendment No. 1 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP dated December 19, 2008 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on December 24, 2008, File No. 001-34046).
3.8	Amendment No. 2 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated as of April 15, 2009 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on April 20, 2009, File No. 001-34046).
3.9	Amendment No. 3 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP dated July 22, 2009 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on July 23, 2009, File No. 001-34046).
3.10	Amendment No. 4 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP dated January 29, 2010 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on February 3, 2010, File No. 001-34046).
3.11	Amendment No. 5 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated August 2, 2010 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on August 5, 2010, File No. 001-34046).
3.12	Amendment No. 6 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated July 8, 2011 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on July 8, 2011, File No. 001-34046).
3.13	Amendment No. 7 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated January 13, 2012 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on January 17, 2012, File No. 001-34046).
3.14	Amendment No. 8 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated August 1, 2012 (incorporated by reference to Exhibit 3.10 to Western Gas Partners, LP’s Quarterly Report on Form 10-Q filed on August 2, 2012, File No. 001-34046).
3.15	Amendment No. 9 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated December 12, 2012 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on December 12, 2012, File No. 001-34046).
3.16	Amendment No. 10 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated March 1, 2013 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on March 5, 2013, File No. 001-34046).
3.17	Amendment No. 11 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated March 3, 2014 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on March 5, 2014, File No. 001-34046).

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Exhibit Number	Description
3.18	Amendment No. 12 to First Amended and Restated Agreement of Limited Partnership of Western Gas Partners, LP, dated November 25, 2014 (incorporated by reference to Exhibit 3.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on November 25, 2014, File No. 001-34046).
3.19	Certificate of Formation of Western Gas Holdings, LLC (incorporated by reference to Exhibit 3.3 to Western Gas Partners, LP’s Registration Statement on Form S-1 filed on October 15, 2007, File No. 333-146700).
3.20	Second Amended and Restated Limited Liability Company Agreement of Western Gas Holdings, LLC, dated December 12, 2012 (incorporated by reference to Exhibit 3.2 to Western Gas Partners, LP’s Current Report on Form 8-K filed on December 12, 2012, File No. 001-34046).
4.1	Specimen Unit Certificate for the Common Units (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Quarterly Report on Form 10-Q filed on June 13, 2008, File No. 001-34046).
4.2	Indenture, dated as of May 18, 2011, among Western Gas Partners, LP, as Issuer, the Subsidiary Guarantors named therein, as Guarantors, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on May 18, 2011, File No. 001-34046).
4.3	First Supplemental Indenture, dated as of May 18, 2011, among Western Gas Partners, LP, as Issuer, the Subsidiary Guarantors named therein, as Guarantors, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.2 to Western Gas Partners, LP’s Current Report on Form 8-K filed on May 18, 2011, File No. 001-34046).
4.4	Form of 5.375% Senior Notes due 2021 (incorporated by reference to Exhibit 4.2 to Western Gas Partners, LP’s Current Report on Form 8-K filed on May 18, 2011, File No. 001-34046).
4.5	Fifth Supplemental Indenture, dated as of August 14, 2013, among Western Gas Partners, LP, as Issuer, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on August 14, 2013, File No. 001-34046).
4.6	Form of 4.000% Senior Notes due 2022 (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on June 28, 2012, File No. 001-34046).
4.7	Form of 2.600% Senior Notes due 2018 (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on August 14, 2013, File No. 001-34046).
4.8	Sixth Supplemental Indenture, dated as of March 20, 2014, among Western Gas Partners, LP, as Issuer, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.2 to Western Gas Partners, LP’s Current Report on Form 8-K filed on March 20, 2014, File No. 001-34046).
4.9	Form of 5.450% Senior Notes due 2044 (incorporated by reference to Exhibit 4.2 to Western Gas Partners, LP’s Current Report on Form 8-K filed on March 20, 2014, File No. 001-34046).
4.10	Seventh Supplemental Indenture, dated as of June 4, 2015, among Western Gas Partners, LP, as Issuer, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on June 4, 2015, File No. 001-34046).
4.11	Form of 3.950% Senior Notes due 2025 (incorporated by reference to Exhibit 4.1 to Western Gas Partners, LP’s Current Report on Form 8-K filed on June 4, 2015, File No. 001-34046).
31.1*	Certification of Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Chief Financial Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certifications of Chief Executive Officer and 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 Schema Document
101.CAL*	XBRL Calculation Linkbase Document
101.DEF*	XBRL Definition Linkbase Document
101.LAB*	XBRL Label Linkbase Document
101.PRE*	XBRL Presentation Linkbase Document

# Pursuant to Item 601(b)(2) of Regulation S-K, the registrant agrees to furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request.

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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.

	WESTERN GAS EQUITY PARTNERS, LP
February 3, 2016
	/s/ Donald R. Sinclair
	Donald R. Sinclair President and Chief Executive Officer Western Gas Equity Holdings, LLC (as general partner of Western Gas Equity Partners, LP)
February 3, 2016
	/s/ Benjamin M. Fink
	Benjamin M. Fink Senior Vice President, Chief Financial Officer and Treasurer Western Gas Equity Holdings, LLC (as general partner of Western Gas Equity Partners, LP)

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EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULE 13A-14(A) AND RULE 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Donald R. Sinclair, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A of Western Gas Equity Partners, LP (the “registrant”);

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

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

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

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

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

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

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

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

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

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

Date: February 3, 2016

/s/ Donald R. Sinclair

Donald R. Sinclair

President and Chief Executive Officer

Western Gas Equity Holdings, LLC

(as general partner of Western Gas Equity Partners, LP)

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULE 13A-14(A) AND RULE 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Benjamin M. Fink, certify that:

1. I have reviewed this quarterly report on Form 10-Q/A of Western Gas Equity Partners, LP (the “registrant”);

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

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

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

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

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

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

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

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

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

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

Date: February 3, 2016

/s/ Benjamin M. Fink

Benjamin M. Fink

Senior Vice President, Chief Financial Officer and Treasurer

Western Gas Equity Holdings, LLC

(as general partner of Western Gas Equity Partners, LP)

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, Donald R. Sinclair, President and Chief Executive Officer of Western Gas Equity Holdings, LLC, the general partner of Western Gas Equity Partners, LP (the “Partnership”) and Benjamin M. Fink, Senior Vice President, Chief Financial Officer and Treasurer of Western Gas Equity Holdings, LLC, certify to the best of our knowledge that:

(1) the Quarterly Report on Form 10-Q/A of the Partnership for the period ending June 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

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

February 3, 2016
	/s/ Donald R. Sinclair
	Donald R. Sinclair
	President and Chief Executive Officer
	Western Gas Equity Holdings, LLC
	(as general partner of Western Gas Equity Partners, LP)
February 3, 2016
	/s/ Benjamin M. Fink
	Benjamin M. Fink
	Senior Vice President, Chief Financial Officer and Treasurer
	Western Gas Equity Holdings, LLC
	(as general partner of Western Gas Equity Partners, LP)

The foregoing certifications are being furnished as an exhibit to the Report pursuant to Item 601(b)(32) of Regulation S-K and Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) and, accordingly, are not being filed as part of the Report for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not incorporated by reference into any filing of the Partnership, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

XML

Document and Entity Information - shares

6 Months Ended

Jun. 30, 2015

Jul. 28, 2015

Document And Entity Information [Abstract]

Trading Symbol

WGP

Entity Registrant Name

Western Gas Equity Partners, LP

Entity Central Index Key

0001423902

Document Type

10-Q/A

Document Period End Date

Jun. 30, 2015

Amendment Flag

true

Document Fiscal Year Focus

2015

Document Fiscal Period Focus

Q2

Amendment Description

Explanatory Note

We are filing this Amendment No. 1 on Form 10-Q/A (this “Form 10-Q/A”) to amend our Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, originally filed with the Securities and Exchange Commission (the “SEC”) on July 30, 2015 (the “Original Filing”), to restate our unaudited consolidated financial statements and related disclosures as of, and for the three and six months ended, June 30, 2015. This Form 10-Q/A also amends certain other items in the Original Filing, as noted below.

Restatement Background

In connection with the preparation of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, it was determined that there was an error in the impairment test calculation performed as of March 31, 2015. Specifically, the impact of WES’s commodity price swap agreements with Anadarko was incorrectly included when performing an assessment to identify a triggering event that would necessitate a calculation to determine whether the net book value of certain midstream assets exceeded their fair value. It was determined that the error caused a material understatement in impairment expense for the quarter ended March 31, 2015.

As a result of the discovery of this error, on January 27, 2016, the Audit Committee of the Board of Directors of our general partner, after discussion with management and KPMG LLP, our independent registered public accounting firm, concluded that the unaudited consolidated financial statements included in our Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2015, June 30, 2015, and September 30, 2015, should no longer be relied upon due to changes related to impairments.

Accordingly, we are restating our unaudited consolidated financial statements as of, and for the three and six months ended, June 30, 2015, to reflect an impairment charge in the first quarter of 2015 of $264.4 million related to WES’s Red Desert complex, located in southwestern Wyoming. This impairment loss recorded as of March 31, 2015, also impacts depreciation and amortization for the three and six months ended June 30, 2015. See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for more information regarding the impact of this adjustment.

In connection with the need to restate our unaudited consolidated financial statements as a result of the error noted above, we have determined that it would be appropriate within this Form 10-Q/A to make adjustments for certain previously unrecorded immaterial adjustments. See Note 1—Description of Business and Basis of Presentation (Restated) in the Notes to Consolidated Financial Statements under Part I, Item 1 of this Form 10-Q/A for more information regarding the impact of such adjustments.

This report on Form 10-Q/A is presented as of the filing date of the Original Filing and does not reflect events occurring after that date, or modify or update the information contained therein in any way other than as required to correct the error and record the adjustments described above.

Internal Control Consideration

The Chief Executive Officer and Chief Financial Officer of our general partner have determined that there was a deficiency in our internal control over financial reporting that constituted a material weakness, as defined by SEC regulations, at June 30, 2015. For a discussion of management’s evaluation of our disclosure controls and procedures and the material weakness identified, see Part I, Item 4 of this Form 10-Q/A.

Current Fiscal Year End Date

--12-31

Entity Filer Category

Large Accelerated Filer

Entity Common Units Outstanding

218,913,688

XML

Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands		3 Months Ended				6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Revenues
Total revenues		$ 416,572		$ 357,381	[1]	$ 804,981		$ 658,630	[1]
Equity income, net	[2],[3]	18,941		13,008	[1]	37,161	[4]	22,259	[1],[4]
Operating expenses
Cost of product	[5]	147,232		122,318	[1]	286,657		217,709	[1]
Operation and maintenance	[5]	70,048		65,440	[1]	138,007		116,534	[1]
General and administrative	[5]	9,442		9,202	[1]	20,789		19,077	[1]
Property and other taxes		8,801		7,316	[1]	17,324		14,550	[1]
Depreciation and amortization		61,485	[6]	44,962	[1]	123,555	[6],[7]	85,857	[1]
Impairments		1,268	[6]	343	[1]	273,892	[6],[7]	1,533	[1],[8]
Total operating expenses		298,276		249,581	[1]	860,224		455,260	[1]
Operating income (loss)		137,237		120,808	[1]	(18,082)		225,629	[1]
Interest income - affiliates	[9]	4,225		4,225	[1]	8,450		8,450	[1]
Interest expense	[10]	(27,604)		(20,864)	[1]	(50,566)		(34,825)	[1]
Other income (expense), net		80		235	[1]	160		731	[1]
Income (loss) before income taxes		113,938		104,404	[1]	(60,038)		199,985	[1]
Income tax (benefit) expense		(1,710)		2,523	[1]	1,706		4,308	[1]
Net income (loss)		115,648		101,881	[1]	(61,744)		195,677	[1]
Net income (loss) attributable to noncontrolling interests		46,716		42,492	[1]	(91,007)		83,126	[1]
Net income (loss) attributable to Western Gas Equity Partners, LP		68,932		59,389	[1]	29,263		112,551	[1]
Limited partners' interest in net income (loss):
Pre-acquisition net (income) loss allocated to Anadarko		0		(4,135)	[1]	(1,742)		(6,800)	[1]
Limited partners' interest in net income (loss)	[11]	68,932		55,254	[1]	27,521		105,751	[1]
Affiliates [Member]
Revenues
Gathering, processing and transportation of natural gas and natural gas liquids		150,221		117,159	[1]	289,626		215,946	[1]
Natural gas, natural gas liquids and drip condensate sales		121,613		159,581	[1]	240,353		282,182	[1]
Other		132		843	[1]	302		1,571	[1]
Total revenues	[3]	271,966		277,583	[1]	530,281		499,699	[1]
Operating expenses
Cost of product	[3]	53,078		38,666		96,990		58,037
Operation and maintenance	[12]	17,496		16,827		32,872		29,378
General and administrative	[13]	7,513		7,090		15,279		14,572
Total operating expenses		78,087		62,583		145,141		101,987
Interest expense	[14]	(4,190)		0		(5,612)		0
Third Parties [Member]
Revenues
Gathering, processing and transportation of natural gas and natural gas liquids		91,234		68,763	[1]	173,484		130,989	[1]
Natural gas, natural gas liquids and drip condensate sales		52,589		9,822	[1]	99,521		25,886	[1]
Other		783		1,213	[1]	1,695		2,056	[1]
Total revenues		144,606		79,798	[1]	274,700		158,931	[1]
Operating expenses
Interest expense		$ (23,414)		$ (20,864)		$ (44,954)		$ (34,825)
Limited Partner [Member]
Limited partners' interest in net income (loss):
Net income (loss) per common unit - basic and diluted		$ 0.31		$ 0.25	[1]	$ 0.13		$ 0.48	[1]
Weighted-average common units outstanding - basic and diluted		218,912		218,903	[1]	218,911		218,903	[1]

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Income earned from equity investments is classified as affiliate. See Note 1.

[3] Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

[4] Income earned on, distributions from and contributions to equity investments are classified as affiliate. See Note 1.

[5] Cost of product includes product purchases from Anadarko (as defined in Note 1) of $53.1 million and $97.0 million for the three and six months ended June 30, 2015, respectively, and $38.7 million and $58.0 million for the three and six months ended June 30, 2014, respectively. Operation and maintenance includes charges from Anadarko of $17.5 million and $32.9 million for the three and six months ended June 30, 2015, respectively, and $16.8 million and $29.4 million for the three and six months ended June 30, 2014, respectively. General and administrative includes charges from Anadarko of $7.5 million and $15.3 million for the three and six months ended June 30, 2015, respectively, and $7.1 million and $14.6 million for the three and six months ended June 30, 2014, respectively. See Note 5.

[6] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[7] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[8] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[9] Represents interest income recognized on the note receivable from Anadarko.

[10] Includes affiliate (as defined in Note 1) interest expense of $4.2 million and $5.6 million for the three and six months ended June 30, 2015, respectively, and zero for each of the three and six months ended June 30, 2014. See Note 2 and Note 9.

[11] Represents net income (loss) earned on and subsequent to the date of acquisition of WES assets (as defined in Note 1). See Note 4.

[12] Represents expenses incurred on and subsequent to the date of the acquisition of WES assets, as well as expenses incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES.

[13] Represents general and administrative expense incurred on and subsequent to the date of WES’s acquisition of WES assets, as well as a management services fee for reimbursement of expenses incurred by Anadarko for periods prior to the acquisition of WES assets by WES. These amounts include equity-based compensation expense allocated to WES and WGP by Anadarko (see WES LTIP and WGP LTIP and Anadarko Incentive Plans within this Note 5) and amounts charged by Anadarko under the WGP omnibus agreement.

[14] For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2 and Note 9).

XML

Consolidated Statements of Income (Parenthetical) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014		Jun. 30, 2015	Jun. 30, 2014
Cost of product	[1]	$ 147,232	$ 122,318	[2]	$ 286,657	$ 217,709	[2]
Operation and maintenance	[1]	70,048	65,440	[2]	138,007	116,534	[2]
General and administrative	[1]	9,442	9,202	[2]	20,789	19,077	[2]
Interest expense	[3]	27,604	20,864	[2]	50,566	34,825	[2]
Affiliates [Member]
Cost of product	[4]	53,078	38,666		96,990	58,037
Operation and maintenance	[5]	17,496	16,827		32,872	29,378
General and administrative	[6]	7,513	7,090		15,279	14,572
Interest expense	[7]	$ 4,190	$ 0		$ 5,612	$ 0

[1] Cost of product includes product purchases from Anadarko (as defined in Note 1) of $53.1 million and $97.0 million for the three and six months ended June 30, 2015, respectively, and $38.7 million and $58.0 million for the three and six months ended June 30, 2014, respectively. Operation and maintenance includes charges from Anadarko of $17.5 million and $32.9 million for the three and six months ended June 30, 2015, respectively, and $16.8 million and $29.4 million for the three and six months ended June 30, 2014, respectively. General and administrative includes charges from Anadarko of $7.5 million and $15.3 million for the three and six months ended June 30, 2015, respectively, and $7.1 million and $14.6 million for the three and six months ended June 30, 2014, respectively. See Note 5.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] Includes affiliate (as defined in Note 1) interest expense of $4.2 million and $5.6 million for the three and six months ended June 30, 2015, respectively, and zero for each of the three and six months ended June 30, 2014. See Note 2 and Note 9.

[4] Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

[5] Represents expenses incurred on and subsequent to the date of the acquisition of WES assets, as well as expenses incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES.

[6] Represents general and administrative expense incurred on and subsequent to the date of WES’s acquisition of WES assets, as well as a management services fee for reimbursement of expenses incurred by Anadarko for periods prior to the acquisition of WES assets by WES. These amounts include equity-based compensation expense allocated to WES and WGP by Anadarko (see WES LTIP and WGP LTIP and Anadarko Incentive Plans within this Note 5) and amounts charged by Anadarko under the WGP omnibus agreement.

[7] For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2 and Note 9).

XML

Consolidated Balance Sheets - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014	[1]
Current assets
Cash and cash equivalents		$ 89,262	$ 67,213
Accounts receivable, net	[2]	172,427	109,019
Other current assets	[3]	12,023	10,841
Total current assets		273,712	187,073
Note receivable - Anadarko		260,000	260,000
Property, plant and equipment
Cost		5,948,148	5,626,650
Less accumulated depreciation		1,426,801	1,055,207
Net property, plant and equipment		4,521,347	4,571,443
Goodwill		393,035	389,087
Other intangible assets		846,342	884,857
Equity investments		630,851	634,492
Other assets		31,172	28,289
Total assets		6,956,459	6,955,241
Current liabilities
Accounts and natural gas imbalance payables	[4]	45,376	54,232
Accrued ad valorem taxes		18,098	14,812
Accrued liabilities		149,268	170,864
Total current liabilities		212,742	241,058
Long-term debt		2,677,023	2,422,954
Deferred income taxes		5,332	45,656
Asset retirement obligations and other		120,041	111,714
Deferred purchase price obligation - Anadarko	[5]	179,886	0
Total long-term liabilities		2,982,282	2,580,324
Total liabilities		3,195,024	2,821,382
Equity and partners' capital
Common units (218,913,688 and 218,909,977 units issued and outstanding at June 30, 2015, and December 31, 2014, respectively)		1,149,840	1,260,195
Net investment by Anadarko		0	122,509
Total partners' capital		1,149,840	1,382,704
Noncontrolling interests		2,611,595	2,751,155
Total equity and partners' capital		3,761,435	4,133,859
Total liabilities, equity and partners' capital		6,956,459	6,955,241
Anadarko [Member]
Current liabilities
WGP working capital facility - Anadarko		$ 0	$ 1,150

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Accounts receivable, net includes amounts receivable from affiliates (as defined in Note 1) of $74.2 million and $64.5 million as of June 30, 2015, and December 31, 2014, respectively.

[3] Other current assets includes natural gas imbalance receivables from affiliates of zero and $0.2 million as of June 30, 2015, and December 31, 2014, respectively.

[4] Accounts and natural gas imbalance payables includes amounts payable to affiliates of zero and $0.1 million as of June 30, 2015, and December 31, 2014, respectively.

[5] See Note 2.

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014
Common units issued		218,913,688	218,909,977
Common units outstanding		218,913,688	218,909,977
Accounts receivable, net	[1]	$ 172,427	$ 109,019	[2]
Other current assets	[3]	12,023	10,841	[2]
Accounts and natural gas imbalance payables	[4]	45,376	54,232	[2]
Affiliates [Member]
Accounts receivable, net		74,200	64,500
Other current assets		0	200
Accounts and natural gas imbalance payables		$ 0	$ 100

[1] Accounts receivable, net includes amounts receivable from affiliates (as defined in Note 1) of $74.2 million and $64.5 million as of June 30, 2015, and December 31, 2014, respectively.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] Other current assets includes natural gas imbalance receivables from affiliates of zero and $0.2 million as of June 30, 2015, and December 31, 2014, respectively.

[4] Accounts and natural gas imbalance payables includes amounts payable to affiliates of zero and $0.1 million as of June 30, 2015, and December 31, 2014, respectively.

XML

Consolidated Statement of Equity and Partners' Capital - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands		Total	Western Gas Partners, LP [Member]	Chipeta Processing LLC [Member]	Net Investment by Anadarko [Member]	Common Units [Member]	Noncontrolling Interests [Member]	Noncontrolling Interests [Member] Western Gas Partners, LP [Member]	Noncontrolling Interests [Member] Chipeta Processing LLC [Member]
Balance at Dec. 31, 2014	[1]	$ 4,133,859			$ 122,509	$ 1,260,195	$ 2,751,155
Net income (loss)		(61,744)			1,742	27,521	(91,007)
WES equity transactions, net	[2]	57,376				(13,159)	70,535
Distributions to noncontrolling interest owners			$ (112,278)	$ (7,175)				$ (112,278)	$ (7,175)
Distributions to WGP unitholders		(143,386)				(143,386)
Acquisitions from affiliates		(174,276)			(196,191)	21,915
Contributions of equity-based compensation to WES by Anadarko		1,707				1,707
Net pre-acquisition contributions from (distributions to) Anadarko		30,096			30,096
Net distributions to Anadarko of other assets		(4,726)				(4,726)
Elimination of net deferred tax liabilities		41,844			41,844
Other		138				(227)	365
Balance at Jun. 30, 2015		$ 3,761,435			$ 0	$ 1,149,840	$ 2,611,595

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Includes the impact of Western Gas Partners, LP’s public equity offerings as described in Note 4. The $13.2 million decrease to partners’ capital, together with net income (loss) attributable to Western Gas Equity Partners, LP, totaled $16.1 million for the six months ended June 30, 2015.

XML

Consolidated Statement of Equity and Partners' Capital (Parenthetical) $ in Thousands	6 Months Ended
	Jun. 30, 2015 USD ($)
WES equity transactions, net	$ (57,376)	[1]
Combined change in Partners' Capital from WES equity transactions, net and net income attributable to Western Gas Equity Partners, LP	16,100
Common Units [Member]
WES equity transactions, net	$ 13,159	[1]

[1] Includes the impact of Western Gas Partners, LP’s public equity offerings as described in Note 4. The $13.2 million decrease to partners’ capital, together with net income (loss) attributable to Western Gas Equity Partners, LP, totaled $16.1 million for the six months ended June 30, 2015.

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands		6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014
Cash flows from operating activities
Net income (loss)		$ (61,744)		$ 195,677	[1]
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		123,555	[2],[3]	85,857	[1]
Impairments		273,892	[2],[3]	1,533	[1],[4]
Non-cash equity-based compensation expense		2,262		2,247	[1]
Deferred income taxes		1,288		2,218	[1]
Accretion and amortization of long-term obligations, net		7,070		1,358	[1]
Equity income, net	[5],[6],[7]	(37,161)		(22,259)	[1]
Distributions from equity investment earnings	[6]	39,034		26,793	[1]
Changes in assets and liabilities:
(Increase) decrease in accounts receivable, net		(46,170)		(23,772)	[1]
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net		(114)		3,320	[1]
Change in other items, net		(1,543)		4,670	[1]
Net cash provided by operating activities		300,369		277,642
Cash flows from investing activities
Capital expenditures		(338,178)		(390,506)	[1]
Investments in equity affiliates		(6,770)		(60,102)	[1]
Distributions from equity investments in excess of cumulative earnings	[6]	8,538	[8]	9,848	[1]
Net cash used in investing activities		(349,170)		(801,530)	[1]
Cash flows from financing activities
Borrowings, net of debt issuance costs		769,694		1,076,895	[1]
Repayments of debt		(521,150)		(480,000)	[1]
Increase (decrease) in outstanding checks		(2,327)		2,517	[1]
Distributions to WGP unitholders		(143,386)		(105,347)	[1]
Net contributions from Anadarko		30,096		39,033	[1]
Net cash provided by financing activities		70,850		532,945	[1]
Net increase (decrease) in cash and cash equivalents		22,049		9,057	[1]
Cash and cash equivalents at beginning of period		67,213	[9]	113,085	[1]
Cash and cash equivalents at end of period		89,262		122,142	[1]
Supplemental disclosures
Net distributions to (contributions from) Anadarko of other assets		4,726		(43)	[1]
Interest paid, net of capitalized interest		42,167		26,346	[1]
Taxes paid (reimbursements received)		(138)		(340)	[1]
Capital lease asset transfer	[10]	0		4,833	[1]
Western Gas Partners, LP [Member]
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Impairments		273,900
Cash flows from financing activities
Proceeds from the issuance of WES common units, net of offering expenses		57,376		91,690	[1]
Distributions to noncontrolling interest owners of WES		(112,278)		(83,894)	[1]
Delaware Basin JV Gathering LLC [Member]
Cash flows from operating activities
Net income (loss)				7,756
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Equity income, net				0
Supplemental disclosures
Acquisition of DBJV from Anadarko	[11]	174,276		0	[1]
Chipeta Processing LLC [Member]
Cash flows from financing activities
Distributions to Chipeta noncontrolling interest owners		(7,175)		(7,949)	[1]
Affiliates [Member]
Cash flows from investing activities
Contributions in aid of construction costs from affiliates		0		182	[1]
Acquisitions		(9,968)		(360,952)	[1]
Proceeds from the sale of assets		700		0	[1]
Affiliates [Member] | Western Gas Partners, LP [Member]
Cash flows from financing activities
Distributions to WGP unitholders	[12]	(1,080)		(743)
Third Parties [Member]
Cash flows from investing activities
Acquisitions		(3,514)		0	[1]
Proceeds from the sale of assets		$ 22		$ 0	[1]

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[3] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[4] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[5] Income earned from equity investments is classified as affiliate. See Note 1.

[6] Income earned on, distributions from and contributions to equity investments are classified as affiliate. See Note 1.

[7] Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

[8] Distributions in excess of cumulative earnings, classified as investing cash flows in the consolidated statements of cash flows, is calculated on an individual investment basis.

[9] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[10] For the six months ended June 30, 2014, represents transfers of $4.6 million from other long-term assets associated with the capital lease component of a processing agreement.

[11] See Note 2.

[12] Represents distributions paid to other subsidiaries of Anadarko under WES’s partnership agreement (see Note 3 and Note 4).

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Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands	Jun. 30, 2014 USD ($)
Natural Gas Processing Plant [Member]
Property, plant and equipment	$ 4,600

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Description of Business and Basis of Presentation

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Description of Business and Basis of Presentation (Restated)

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED)

General. Western Gas Equity Partners, LP is a Delaware master limited partnership formed in September 2012 to own three types of partnership interests in Western Gas Partners, LP. Western Gas Equity Partners, LP was formed by converting WGR Holdings, LLC into a limited partnership and changing its name. Western Gas Partners, LP (together with its subsidiaries, “WES”) is a Delaware master limited partnership formed by Anadarko Petroleum Corporation in 2007 to acquire, own, develop and operate midstream energy assets.

For purposes of these consolidated financial statements, “WGP” refers to Western Gas Equity Partners, LP in its individual capacity or to Western Gas Equity Partners, LP and its subsidiaries, including Western Gas Holdings, LLC and WES, as the context requires. “WES GP” refers to Western Gas Holdings, LLC, individually as the general partner of WES, and excludes WES. WGP’s general partner, Western Gas Equity Holdings, LLC (“WGP GP”), is a wholly owned subsidiary of Anadarko Petroleum Corporation. “Anadarko” refers to Anadarko Petroleum Corporation and its subsidiaries, excluding WGP and WGP GP, and “affiliates” refers to subsidiaries of Anadarko, excluding WGP, and includes equity interests in Fort Union Gas Gathering, LLC (“Fort Union”), White Cliffs Pipeline, LLC (“White Cliffs”), Rendezvous Gas Services, LLC (“Rendezvous”), Enterprise EF78 LLC (the “Mont Belvieu JV”), Texas Express Pipeline LLC (“TEP”), Texas Express Gathering LLC (“TEG”) and Front Range Pipeline LLC (“FRP”). The interests in TEP, TEG and FRP are referred to collectively as the “TEFR Interests.” “Equity investment throughput” refers to WES’s 14.81% share of average Fort Union throughput and 22% share of average Rendezvous throughput, but excludes throughput measured in barrels, consisting of WES’s 10% share of average White Cliffs throughput, 25% share of average Mont Belvieu JV throughput, 20% share of average TEP and TEG throughput and 33.33% share of average FRP throughput. The “DJ Basin complex” refers to the Platte Valley system, Wattenberg system and Lancaster plant, all of which were combined into a single complex in the first quarter of 2014. The “MGR assets” include the Red Desert complex, the Granger straddle plant and the 22% interest in Rendezvous.

The three types of partnership interests in WES owned by WGP are as follows: (i) the general partner interest in WES, held through WES GP; (ii) 100% of the incentive distribution rights (“IDRs”) in WES, which entitle WGP to receive increasing percentages, up to the maximum level of 48.0%, of any incremental cash distributed by WES as certain target distribution levels are reached in any quarter; and (iii) a significant limited partner interest in WES. WES GP owns all of the general partner interest in WES, which constitutes substantially all of its business, which primarily is to manage the affairs and operations of WES. Refer to Note 4 for a discussion of WGP’s holdings of WES equity.

WES is engaged in the business of gathering, processing, compressing, treating and transporting natural gas, condensate, NGLs and crude oil for Anadarko, as well as for third-party producers and customers. As of June 30, 2015, WES’s assets and investments accounted for under the equity method consisted of the following:

	Owned and Operated	Operated Interests	Non-Operated Interests	Equity Interests
Natural gas gathering systems	14	2	5	2
Natural gas treating facilities	10	5	—	1
Natural gas processing facilities	14	5	—	2
NGL pipelines	3	—	—	3
Natural gas pipelines	4	—	—	—
Oil pipelines	1	—	—	1

These assets and investments are located in the Rocky Mountains (Colorado, Utah and Wyoming), the Mid-Continent (Kansas and Oklahoma), North-central Pennsylvania and Texas. In June 2015, WES completed the construction and commenced operations of Lancaster Train II, a processing plant located in the DJ Basin complex. In addition, WES is constructing Trains IV and V, both processing plants, at the DBM complex (see Note 2), with operations expected to commence during the first and second halves of 2016, respectively.

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

Basis of presentation. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The consolidated financial statements include the accounts of WGP and entities in which it holds a controlling financial interest, including WES and WES GP. All significant intercompany transactions have been eliminated. Investments in non-controlled entities over which WES, or WGP through its investment in WES, exercises significant influence are accounted for under the equity method. WGP proportionately consolidates WES’s 33.75% share of the assets, liabilities, revenues and expenses attributable to the Non-Operated Marcellus Interest systems and Anadarko-Operated Marcellus Interest systems and WES’s 50% share of the assets, liabilities, revenues and expenses attributable to the Newcastle system and the DBJV system (see Note 2) in the accompanying consolidated financial statements.

The consolidated financial results of WES are included in WGP’s consolidated financial statements due to WGP’s 100% ownership interest in WES GP and WES GP’s control of WES. Throughout these notes to consolidated financial statements, and to the extent material, any differences between the consolidated financial results of WGP and WES are discussed separately. WGP has no independent operations or material assets other than its partnership interests in WES. WGP’s consolidated financial statements differ from those of WES primarily as a result of (i) the presentation of noncontrolling interest ownership (attributable to the limited partner interests in WES held by the public and other subsidiaries of Anadarko), (ii) the elimination of WES GP’s investment in WES with WES GP’s underlying capital account, and (iii) the general and administrative expenses incurred by WGP, which are separate from, and in addition to, those incurred by WES.

In preparing financial statements in accordance with GAAP, management makes informed judgments and estimates that affect the reported amounts of assets, liabilities, revenues and expenses. Management evaluates its estimates and related assumptions regularly, using historical experience and other methods considered reasonable. Changes in facts and circumstances or additional information may result in revised estimates and actual results may differ from these estimates. Effects on the business, financial condition and results of operations resulting from revisions to estimates are recognized when the facts that give rise to the revisions become known. The information furnished herein reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the consolidated financial statements, and certain prior-period amounts have been reclassified to conform to the current-year presentation.

Certain information and note disclosures commonly included in annual financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the accompanying consolidated financial statements and notes should be read in conjunction with WGP’s 2014 Form 10-K, as filed with the SEC on February 26, 2015. Management believes that the disclosures made are adequate to make the information not misleading.

Restatement of Previously Issued Financial Statements. In connection with the preparation of WGP’s Annual Report on Form 10-K for the year ended December 31, 2015, it was determined that there was an error in the impairment test calculation performed as of March 31, 2015. Specifically, the impact of WES’s commodity price swap agreements with Anadarko was incorrectly included when performing an assessment to identify a triggering event that would necessitate a calculation to determine whether the net book value of certain midstream assets exceeded their fair value. It was determined that the error caused a material understatement in impairment expense for the quarter ended March 31, 2015. Accordingly, WGP’s unaudited consolidated financial statements as of, and for the three and six months ended, June 30, 2015, and notes thereto, have been restated to reflect an impairment charge of $264.4 million related to WES’s Red Desert complex. The impairment loss recorded as of March 31, 2015, also impacts depreciation and amortization for the three and six months ended June 30, 2015.

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

The tables below outline the financial statement line items, including the net income (loss) per common unit (basic and diluted), as of and for the three and six months ended June 30, 2015, that were restated as a result of the correction of this error:

	Consolidated Statement of Income for the Three Months Ended June 30, 2015									Consolidated Statement of Income for the Six Months Ended June 30, 2015
thousands except per-unit amounts	As Reported			Adjustments			As Restated			As Reported		Adjustments			As Restated
Depreciation and amortization (1)	$	64,693		$	(3,208	)	$	61,485		$	126,763	$	(3,208	)	$	123,555
Impairments (1)	1,268			—			1,268			9,490		264,402			273,892
Operating income (loss)	134,029			3,208			137,237			243,112		(261,194		)	(18,082		)
Income (loss) before income taxes	110,730			3,208			113,938			201,156		(261,194		)	(60,038		)
Income tax (benefit) expense	(1,816		)	106			(1,710		)	2,644		(938		)	1,706
Net income (loss)	112,546			3,102			115,648			198,512		(260,256		)	(61,744		)
Net income (loss) attributable to Western Gas Equity Partners, LP	67,795			1,137			68,932			124,824		(95,561		)	29,263
Limited partners’ interest in net income (loss)	67,795			1,137			68,932			123,082		(95,561		)	27,521
Net income (loss) per common unit – basic and diluted	$	0.31		$	—		$	0.31		$	0.56	$	(0.43	)	$	0.13

⁽¹⁾  “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

	Consolidated Balance Sheet as of June 30, 2015
thousands	As Reported		Adjustments			As Restated
Accumulated depreciation	$	1,165,607	$	261,194		$	1,426,801
Net property, plant and equipment	4,782,541		(261,194		)	4,521,347
Total assets	7,217,653		(261,194		)	6,956,459
Accrued liabilities	149,669		(401		)	149,268
Total current liabilities	213,143		(401		)	212,742
Deferred income taxes	5,869		(537		)	5,332
Total long-term liabilities	2,982,819		(537		)	2,982,282
Total liabilities	3,195,962		(938		)	3,195,024
Common units	1,244,765		(94,925		)	1,149,840
Total partners’ capital	1,244,765		(94,925		)	1,149,840
Noncontrolling interests	2,776,926		(165,331		)	2,611,595
Total equity and partners’ capital	4,021,691		(260,256		)	3,761,435
Total liabilities, equity and partners’ capital	7,217,653		(261,194		)	6,956,459

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

	Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2015
thousands	As Reported		Adjustments			As Restated
Net income (loss)	$	198,512	$	(260,256	)	$	(61,744	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization (1)	126,763		(3,208		)	123,555
Impairments (1)	9,490		264,402			273,892
Deferred income taxes	1,825		(537		)	1,288
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net	287		(401		)	(114		)

⁽¹⁾  “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

Adjustments to Previously Issued Financial Statements. WGP’s unaudited consolidated statements of income also reflect adjustments for the following amounts, which previously reduced Operation and maintenance expense, to revenues related to Gathering, processing and transportation of natural gas and natural gas liquids: $13.2 million and $25.0 million for the three and six months ended June 30, 2015, respectively, and $10.0 million and $16.6 million for the three and six months ended June 30, 2014, respectively. Management determined that the third-party producer reimbursements received for electricity purchased by WES are more appropriately classified as revenues, instead of as a reduction to Operation and maintenance expense. The correction of this error has no impact to Net income (loss), cash flows, or any non-GAAP metric WES uses to evaluate its operations (see Key Performance Metrics under Part I, Item 2 of this Form 10-Q/A) and is not considered material to WGP’s results of operations for the three and six months ended June 30, 2015 and 2014. In future filings, WGP will revise its previously reported consolidated financial statements for 2013, 2014 and 2015 to reflect these adjustments.

Noncontrolling interests. WGP’s noncontrolling interests in the consolidated financial statements consist of the following for all periods presented: (i) the interest in Chipeta Processing LLC (“Chipeta”) held by a third-party member, (ii) the publicly held limited partner interests in WES, (iii) the 757,619 WES common units issued by WES to other subsidiaries of Anadarko as part of the consideration paid for the acquisitions of the Non-Operated Marcellus Interest and the TEFR Interests, and (iv) the WES Class C units issued by WES to a subsidiary of Anadarko as part of the funding for the acquisition of DBM. See Note 3 and Note 4.

The difference between the carrying value of WGP’s investment in WES and the underlying book value of common units issued by WES is accounted for as an equity transaction. Thus, if WES issues common units at a price different than WGP’s per-unit carrying value, any resulting change in the carrying value of WGP’s investment in WES is reflected as an adjustment to partners’ capital.

Presentation of WES assets. The term “WES assets” refers to the assets indirectly owned and interests accounted for under the equity method (see Note 7) by WGP through its partnership interests in WES as of June 30, 2015. Because WGP owns the entire interest in and controls WES GP, and WGP GP is owned and controlled by Anadarko, each of WES’s acquisitions of WES assets from Anadarko has been considered a transfer of net assets between entities under common control. As such, WES assets acquired from Anadarko were initially recorded at Anadarko’s historic carrying value, which did not correlate to the total acquisition price paid by WES. Further, after an acquisition of WES assets from Anadarko, WES and WGP (by virtue of its consolidation of WES) may be required to recast their financial statements to include the activities of such WES assets from the date of common control. See Note 2.

For those periods requiring recast, the consolidated financial statements for periods prior to the acquisition of WES assets from Anadarko have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned the WES assets during the periods reported. Net income (loss) attributable to the WES assets acquired from Anadarko for periods prior to WES’s acquisition of the WES assets is not allocated to the limited partners.

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

Recently issued accounting standards. The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-06, Earnings Per Share (Topic - 260)—Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions. This ASU contains guidance that addresses the historical earnings per unit presentation for master limited partnerships that apply the two-class method of calculating earnings per unit. When a general partner transfers or “drops down” net assets to a master limited partnership the transaction is accounted for as a transaction between entities under common control and the statements of operations are adjusted retrospectively to reflect the transaction. This ASU specifies that the historical earnings (losses) of a transferred business before the date of a dropdown transaction should be allocated entirely to the general partner, and the previously reported earnings per unit of the limited partners should not change as a result of the dropdown transaction. The ASU also requires additional disclosures about how the rights to the earnings (losses) differ before and after the dropdown transaction occurs for purposes of computing earnings per unit under the two-class method. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective approach, with early adoption permitted. While WGP believes it is currently in compliance with this ASU, it continues to evaluate the impact of the adoption of this ASU on its consolidated financial statements.

The FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30)—Simplifying the Presentation of Debt Issuance Costs. This ASU will simplify the presentation of debt issuance costs by requiring such costs to be presented in the balance sheet as a reduction from the corresponding debt liability rather than as an asset. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective approach, with early adoption permitted. WGP does not expect the adoption to have a material impact on its consolidated financial statements.

The FASB issued ASU 2015-02, Consolidation—Amendments to the Consolidation Analysis. This ASU will simplify existing requirements by reducing the number of consolidation models and placing more emphasis on risk of loss when determining a controlling financial interest. The provisions will affect how limited partnerships and similar entities are assessed for consolidation, including the elimination of the presumption that a general partner should consolidate a limited partnership. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective or modified retrospective approach, with early adoption permitted. WGP is evaluating the impact of the adoption of this ASU on its consolidated financial statements.

The FASB issued ASU 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and industry-specific guidance in Subtopic 932-605, Extractive Activities—Oil and Gas—Revenue Recognition, and requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. This ASU is effective for annual and interim periods beginning in 2018 and is required to be adopted using one of two retrospective application methods, with early adoption permitted in 2017. WGP is evaluating the impact of the adoption of this ASU on its consolidated financial statements.

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Acquisitions and Divestitures

6 Months Ended

Jun. 30, 2015

Property, Plant and Equipment [Abstract]

Acquisitions and Divestitures

2.  ACQUISITIONS AND DIVESTITURES

The following table presents the acquisitions completed by WES during 2015 and 2014, and identifies the funding sources for such acquisitions:

thousands except unit and percent amounts	Acquisition Date	Percentage Acquired		Deferred Purchase Price Obligation - Anadarko		Borrowings		Cash On Hand		WES Common Units Issued to Anadarko	WES Class C Units Issued to Anadarko
TEFR Interests (1)	03/03/2014	Various (1)		$	—	$	350,000	$	6,250	308,490	—
DBM (2)	11/25/2014	100	%	—		475,000		298,327		—	10,913,853
DBJV system (3)	03/02/2015	50	%	174,276		—		—		—	—

⁽¹⁾  WES acquired a 20% interest in each of TEG and TEP and a 33.33% interest in FRP from Anadarko. These assets gather and transport NGLs primarily from the Anadarko and Denver-Julesburg (“DJ”) Basins. The interests in these entities are accounted for under the equity method of accounting. In connection with the issuance of WES common units, WES GP purchased 6,296 general partner units in exchange for WES GP’s proportionate capital contribution of $0.4 million.

⁽²⁾  WES acquired Nuevo Midstream, LLC (“Nuevo”) from a third party. Following the acquisition, WES changed the name of Nuevo to Delaware Basin Midstream, LLC (“DBM”). The assets acquired include cryogenic processing plants, a gas gathering system, and related facilities and equipment, which are collectively referred to as the “DBM complex” and serve production from Reeves, Loving and Culberson Counties, Texas and Eddy and Lea Counties, New Mexico. See DBM acquisition below for further information, including the preliminary allocation of the purchase price.

⁽³⁾  WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See DBJV acquisition—Deferred purchase price obligation - Anadarko below.

DBJV acquisition. Because the acquisition of DBJV was a transfer of net assets between entities under common control, WGP’s historical financial statements previously filed with the SEC have been recast in this Form 10-Q/A to include the results attributable to the DBJV system as if WES owned DBJV for all periods presented. The consolidated financial statements for periods prior to WES’s acquisition of DBJV have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned DBJV during the periods reported.

The following table presents the impact of the DBJV system on revenues, equity income, net and net income (loss) as presented in WGP’s historical consolidated statements of income:

	Three Months Ended June 30, 2014
thousands	WGP Historical (1)		DBJV System		Combined
Revenues	$	341,756	$	15,625	$	357,381
Equity income, net	13,008		—		13,008
Net income (loss)	97,746		4,135		101,881
	Six Months Ended June 30, 2014
thousands	WGP Historical(1)		DBJV System		Combined
Revenues	$	628,745	$	29,885	$	658,630
Equity income, net	22,259		—		22,259
Net income (loss)	187,921		7,756		195,677

⁽¹⁾  See Adjustments to Previously Issued Financial Statements in Note 1.

2.  ACQUISITIONS AND DIVESTITURES (CONTINUED)

Deferred purchase price obligation - Anadarko. The consideration to be paid by WES for the acquisition of DBJV consists of a cash payment to Anadarko due on March 31, 2020. The cash payment will be equal to eight multiplied by (a) the average of WES’s share in the Net Earnings (see definition below) of the DBJV system for the calendar years 2018 and 2019, less (b) WES’s share of all capital expenditures incurred for the DBJV system between March 1, 2015, and February 29, 2020. Net Earnings is defined as all revenues less cost of product, operating expenses and property taxes, in each case attributable to the DBJV system on an accrual basis. As of the acquisition date, the estimated future payment obligation was $282.8 million, which had a net present value of $174.3 million, using a discount rate of 10%. As of June 30, 2015, the net present value of this obligation was $179.9 million and has been recorded on the consolidated balance sheet under Deferred purchase price obligation - Anadarko. Accretion expense for the three and six months ended June 30, 2015, was $4.2 million and $5.6 million, respectively, and has been recorded as a charge to interest expense. The fair value measurement was calculated using Level 3 inputs, which consisted of management’s estimate of WES’s share of forecasted Net Earnings and capital expenditures for the DBJV system.

DBM acquisition. The DBM acquisition has been accounted for under the acquisition method of accounting. The assets acquired and liabilities assumed in the DBM acquisition were recorded in the consolidated balance sheet at their estimated fair values as of the acquisition date. Results of operations attributable to the DBM acquisition were included in the consolidated statement of income beginning on the acquisition date in the fourth quarter of 2014.

The following is the preliminary allocation of the purchase price as of June 30, 2015, including $3.5 million of post-closing purchase price adjustments, to the assets acquired and liabilities assumed in the DBM acquisition as of the acquisition date, pending final review of certain support related to the acquired entity’s assets and liabilities:

thousands
Current assets	$	63,020
Property, plant and equipment	467,171
Goodwill	282,999
Other intangible assets	811,048
Accounts payables	(17,679		)
Accrued liabilities	(38,684		)
Deferred income taxes	(1,342		)
Asset retirement obligations and other	(9,060		)
Total purchase price	$	1,557,473

The purchase price allocation is based on an assessment of the fair value of the assets acquired and liabilities assumed in the DBM acquisition using inputs that are not observable in the market and thus represent Level 3 inputs. The fair values of the processing plants, gathering system, and related facilities and equipment are based on market and cost approaches. The fair value of the intangible assets was determined using an income approach. Deferred taxes represent the tax effects of differences in the tax basis and acquisition-date fair value of the assets acquired and liabilities assumed.

Assets held for sale - Dew and Pinnacle systems. During the second quarter of 2015, the Dew and Pinnacle systems in East Texas satisfied criteria to be considered held for sale. At June 30, 2015, WES’s consolidated balance sheet included current assets of $2.2 million, long-term assets of $71.9 million, current liabilities of $4.2 million and long-term liabilities of $3.0 million associated with assets held for sale. The sale of these assets is expected to close on July 31, 2015.

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Partnership Distributions

6 Months Ended

Jun. 30, 2015

Distributions Made to Members or Limited Partners [Abstract]

Partnership Distributions

3.  PARTNERSHIP DISTRIBUTIONS

WGP partnership distributions. WGP’s partnership agreement requires WGP to distribute all of its available cash (as defined in its partnership agreement) to WGP unitholders of record on the applicable record date within 55 days of the end of each quarter. The Board of Directors of WGP GP declared the following cash distributions to WGP unitholders for the periods presented:

thousands except per-unit amounts Quarters Ended	Total Quarterly Distribution per Unit		Total Quarterly Cash Distribution		Date of Distribution
2014
March 31	$	0.25000	$	54,726	May 2014
June 30	0.27125		59,378		August 2014
September 30	0.29125		63,756		November 2014
December 31	0.31250		68,409		February 2015
2015
March 31	$	0.34250	$	74,977	May 2015
June 30 (1)	0.36375		79,630		August 2015

⁽¹⁾  On July 16, 2015, the Board of Directors of WGP GP declared a cash distribution to WGP unitholders of $0.36375 per unit, or $79.6 million in aggregate. The cash distribution is payable on August 21, 2015, to WGP unitholders of record at the close of business on July 31, 2015.

WES partnership distributions. WES’s partnership agreement requires WES to distribute all of its available cash (as defined in WES’s partnership agreement) to WES unitholders of record on the applicable record date within 45 days of the end of each quarter. The Board of Directors of WES GP declared the following cash distributions to WES’s common and general partner unitholders for the periods presented:

thousands except per-unit amounts Quarters Ended	Total Quarterly Distribution per Unit		Total Quarterly Cash Distribution		Date of Distribution
2014
March 31	$	0.625	$	98,749	May 2014
June 30	0.650		105,655		August 2014
September 30	0.675		111,608		November 2014
December 31	0.700		126,044		February 2015
2015
March 31	$	0.725	$	133,203	May 2015
June 30 (1)	0.750		139,736		August 2015

⁽¹⁾  On July 16, 2015, the Board of Directors of WES GP declared a cash distribution to WES unitholders of $0.750 per unit, or $139.7 million in aggregate, including incentive distributions, but excluding distributions on WES Class C units (see WESClass C unit distributions below). The cash distribution is payable on August 12, 2015, to WES unitholders of record at the close of business on July 31, 2015.

3.  PARTNERSHIP DISTRIBUTIONS (CONTINUED)

WES Class C unit distributions. WES’s Class C units receive quarterly distributions at a rate equivalent to WES’s common units. The distributions are paid in the form of additional Class C units (“PIK Class C units”) until the scheduled conversion date on December 31, 2017 (unless earlier converted), and the Class C units are disregarded with respect to WES’s distribution of WES’s available cash until they are converted to common units. The number of additional PIK Class C units to be issued in connection with a distribution payable on the Class C units is determined by dividing the corresponding distribution attributable to the Class C units by the volume-weighted-average price of WES’s common units for the ten days immediately preceding the payment date for the WES common unit distribution, less a 6% discount. WES records the PIK Class C unit distributions at fair value at the time of issuance. This Level 2 fair value measurement uses WES’s unit price as a significant input in the determination of the fair value.

WES issued the following PIK Class C units to APC Midstream Holdings, LLC (“AMH”), the holder of the Class C units, for the periods presented:

thousands except unit amounts For the Quarters Ended	PIK Class C Units	Implied Fair Value		Date of Distribution
2014
December 31 (1)	45,711	$	3,072	February 2015
2015
March 31	118,230	$	8,101	May 2015

⁽¹⁾  Prorated for the 37-day period the Class C units were outstanding during the fourth quarter of 2014.

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Equity and Partners' Capital

6 Months Ended

Jun. 30, 2015

Partners' Capital Notes [Abstract]

Equity and Partners' Capital

4.  EQUITY AND PARTNERS’ CAPITAL

Holdings of WGP equity. WGP’s common units are listed on the New York Stock Exchange under the symbol “WGP.” As of June 30, 2015, Anadarko held 191,087,365 of WGP’s common units, representing an 87.3% limited partner interest in WGP, and, through its ownership of WGP GP, Anadarko indirectly held the entire non-economic general partner interest in WGP. The public held 27,826,323 WGP common units, representing a 12.7% limited partner interest in WGP.

In June 2015, Anadarko sold 2,300,000 of its WGP common units to the public through an underwritten offering, including 300,000 common units pursuant to the full exercise of the underwriters’ over-allotment option. WGP did not receive any proceeds from, or incur any expense in, the public offering.

In July 2014, Anadarko sold 5,750,000 of its WGP common units to the public through an underwritten offering, including 750,000 common units pursuant to the full exercise of the underwriters’ over-allotment option. WGP did not receive any proceeds from, or incur any expense in, the public offering.

Tangible equity units. In June 2015, Anadarko completed the public issuance of 9,200,000, 7.50% tangible equity units (“TEUs”), including 1,200,000 TEUs pursuant to the full exercise of the underwriters’ over-allotment option, at a price to the public of $50.00 per TEU. Each TEU that Anadarko issued consists of (1) a prepaid equity purchase contract for WGP common units owned by Anadarko (subject to Anadarko’s right to elect to deliver shares of its common stock in lieu of such WGP common units) and (2) a senior amortizing note due June 7, 2018. WGP did not receive any proceeds from, or incur any expense in, the public offering. Please see Note 7—Tangible Equity Units in the Notes to Consolidated Financial Statements under Part I, Item 1 of Anadarko’s Form 10-Q for the three months ended June 30, 2015 (which is not, and shall not be deemed to be, incorporated by reference herein), for a full discussion of the TEUs.

4.  EQUITY AND PARTNERS’ CAPITAL (CONTINUED)

Net income (loss) per common unit. For WGP, earnings per unit is calculated by dividing the limited partners’ interest in net income (loss) by the weighted-average number of common units outstanding. Net income (loss) per common unit is calculated assuming that cash distributions are equal to the net income attributable to WGP. Net income (loss) attributable to the WES assets (as defined in Note 1) acquired from Anadarko for periods prior to WES’s acquisition of the WES assets is not allocated to the limited partners when calculating net income (loss) per common unit. Net income equal to the amount of available cash (as defined by WGP’s partnership agreement) is allocated to WGP common unitholders consistent with actual cash distributions.

Holdings of WES equity. As of June 30, 2015, WGP held 49,296,205 WES common units, representing a 34.7% limited partner interest in WES, and, through its ownership of WES GP, WGP indirectly held 2,583,068 general partner units, representing a 1.8% general partner interest in WES, and 100% of WES’s IDRs. As of June 30, 2015, other subsidiaries of Anadarko held 757,619 WES common units and 11,077,794 Class C units, representing an aggregate 8.3% limited partner interest in WES, and the public held 78,520,822 WES common units, representing a 55.2% limited partner interest in WES, which are both reflected as noncontrolling interests within the consolidated financial statements of WGP (see Note 1 and Note 2).

WES equity offerings. WES completed the following public offerings of its common units during 2015 and 2014, including through its Continuous Offering Programs (“COP”):

thousands except unit and per-unit amounts	WES Common Units Issued	WES GP Units Issued (1)	Price Per Unit		Underwriting Discount and Other Offering Expenses		Net Proceeds to WES
2014
$125.0 million COP (2)	1,133,384	23,132	$	73.48	$	1,738	$	83,245
November 2014 equity offering (3)	8,620,153	153,061	70.85		18,615		602,967
2015
$500.0 million COP (4)	873,525	—	$	66.61	$	782	$	57,408

⁽¹⁾  Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

⁽²⁾  Represents common and general partner units of WES issued during the year ended December 31, 2014, pursuant to WES’s registration statement filed with the SEC in August 2012 authorizing the issuance of up to an aggregate of $125.0 million of WES common units (the “$125.0 million COP”). Gross proceeds generated (including WES GP’s proportionate capital contributions) during the year ended December 31, 2014, were $85.0 million. The price per unit in the table above represents an average price for all issuances under the $125.0 million COP during the year ended December 31, 2014. As of December 31, 2014, WES had used all the capacity to issue common units under this registration statement.

⁽³⁾  Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

⁽⁴⁾  Represents common units of WES issued during the six months ended June 30, 2015, pursuant to WES’s registration statement filed with the SEC in August 2014 authorizing the issuance of up to an aggregate of $500.0 million of WES common units (the “$500.0 million COP”). Gross proceeds generated during the three and six months ended June 30, 2015, were $26.7 million and $58.2 million, respectively. Commissions paid during the three and six months ended June 30, 2015, were $0.3 million and $0.6 million, respectively. The price per unit in the table above represents an average price for all issuances under the $500.0 million COP during the six months ended June 30, 2015.

4.  EQUITY AND PARTNERS’ CAPITAL (CONTINUED)

WES Class C units. In connection with the closing of the DBM acquisition in November 2014, WES issued 10,913,853 Class C units to AMH at a price of $68.72 per unit, generating proceeds of $750.0 million, pursuant to the Unit Purchase Agreement (“UPA”) with Anadarko and AMH. All outstanding Class C units will convert into common units on a one-for-one basis on December 31, 2017, unless WES elects to convert such units earlier or Anadarko extends the conversion date. The Class C units were issued to partially fund WES’s acquisition of DBM, and the UPA contains an optional redemption feature that provides WES the ability to redeem up to $150.0 million of the Class C units within 10 days of the receipt of cash proceeds from an entity that is not an affiliate of WES or AMH, if these cash proceeds were in relation to (i) the assets of DBM, (ii) the equity interests in DBM or (iii) the equity interests in a subsidiary of WES that owns a majority of the outstanding equity interests in DBM. As of June 30, 2015, no such proceeds had been received and no WES Class C units had been redeemed.

WES common, Class C and general partner units. The following table summarizes WES’s common, Class C and general partner units issued during the six months ended June 30, 2015:

	WES Common Units	WES Class C Units	WES General Partner Units	Total
Balance at December 31, 2014	127,695,130	10,913,853	2,583,068	141,192,051
PIK Class C units	—	163,941	—	163,941
Long-Term Incentive Plan award vestings	5,991	—	—	5,991
$500.0 million COP	873,525	—	—	873,525
Balance at June 30, 2015	128,574,646	11,077,794	2,583,068	142,235,508

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Transactions with Affiliates

6 Months Ended

Jun. 30, 2015

Related Party Fees and Other Arrangements, Limited Liability Company (LLC) or Limited Partnership (LP) [Abstract]

Transactions with Affiliates

5.  TRANSACTIONS WITH AFFILIATES

Affiliate transactions. Revenues from affiliates include amounts earned by WES from services provided to Anadarko as well as from the sale of residue, drip condensate and NGLs to Anadarko. In addition, WES purchases natural gas from an affiliate of Anadarko pursuant to gas purchase agreements. Operation and maintenance expense includes amounts accrued for or paid to affiliates for the operation of WES assets, whether in providing services to affiliates or to third parties, including field labor, measurement and analysis, and other disbursements. A portion of general and administrative expenses is paid by Anadarko, which results in affiliate transactions pursuant to the reimbursement provisions of the omnibus agreements of WES and WGP. Affiliate expenses do not bear a direct relationship to affiliate revenues, and third-party expenses do not bear a direct relationship to third-party revenues. See Note 2 for further information related to contributions of assets to WES by Anadarko.

Cash management. Anadarko operates a cash management system whereby excess cash from most of its subsidiaries’ separate bank accounts is generally swept to centralized accounts. Prior to the acquisition of WES assets, third-party sales and purchases related to such assets were received or paid in cash by Anadarko within its centralized cash management system. The outstanding affiliate balances were entirely settled through an adjustment to net investment by Anadarko in connection with the acquisition of WES assets. Subsequent to the acquisition of WES assets from Anadarko, transactions related to such assets are cash-settled directly with third parties and with Anadarko affiliates. Chipeta cash settles its transactions directly with third parties and Anadarko, as well as with the other subsidiaries of WES.

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

Note receivable from and Deferred purchase price obligation - Anadarko. Concurrently with the closing of WES’s May 2008 initial public offering, WES loaned $260.0 million to Anadarko in exchange for a 30-year note bearing interest at a fixed annual rate of 6.50%, payable quarterly. The fair value of the note receivable from Anadarko was $304.5 million and $317.8 million at June 30, 2015, and December 31, 2014, respectively. The fair value of the note reflects consideration of credit risk and any premium or discount for the differential between the stated interest rate and quarter-end market interest rate, based on quoted market prices of similar debt instruments. Accordingly, the fair value of the note receivable from Anadarko is measured using Level 2 inputs.

The consideration to be paid by WES for the March 2015 acquisition of DBJV consists of a cash payment to Anadarko due on March 31, 2020. See Note 2and Note 9.

Commodity price swap agreements. WES has commodity price swap agreements with Anadarko to mitigate exposure to a substantial majority of the commodity price volatility that would otherwise be present as a result of the purchase and sale of natural gas, condensate or NGLs. Notional volumes for each of the commodity price swap agreements are not specifically defined. Instead, the commodity price swap agreements apply to the actual volume of natural gas, condensate and NGLs purchased and sold at the Hugoton system, the MGR assets and the DJ Basin complex, with various expiration dates through December 2016. On December 31, 2014, WES’s commodity price swap agreements for the Hilight and Newcastle systems and the Granger complex (excluding the Granger straddle plant) expired without renewal. The commodity price swap agreements do not satisfy the definition of a derivative financial instrument and, therefore, are not required to be measured at fair value.

Below is a summary of the fixed price ranges on all of WES’s outstanding commodity price swap agreements as of June 30, 2015:

per barrel except natural gas	2015				2016
Ethane	$	18.41	−	23.41	$	23.11
Propane	47.08		−	52.99	52.90
Isobutane	62.09		−	74.02	73.89
Normal butane	54.62		−	65.04	64.93
Natural gasoline	72.88		−	81.82	81.68
Condensate	76.47		−	81.82	81.68
Natural gas (per MMBtu)	4.66		−	5.96	4.87

The following table summarizes gains and losses upon settlement of commodity price swap agreements:

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands	2015			2014			2015			2014
Gains (losses) on commodity price swap agreements related to sales: (1)
Natural gas sales	$	22,344		$	2,013		$	33,326		$	(1,654	)
Natural gas liquids sales	38,297			34,554			82,729			44,009
Total	60,641			36,567			116,055			42,355
Losses on commodity price swap agreements related to purchases (2)	(41,720		)	(18,529		)	(75,899		)	(18,548		)
Net gains (losses) on commodity price swap agreements	$	18,921		$	18,038		$	40,156		$	23,807

⁽¹⁾  Reported in affiliate natural gas, natural gas liquids and drip condensate sales in the consolidated statements of income in the period in which the related sale is recorded.

⁽²⁾  Reported in cost of product in the consolidated statements of income in the period in which the related purchase is recorded.

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

DJ Basin complex and Hugoton system swap extensions. On June 25, 2015, WES extended its commodity price swap agreements with Anadarko for the DJ Basin complex from July 1, 2015, through December 31, 2015, and for the Hugoton system from October 1, 2015, through December 31, 2015. The table below summarizes the swap prices compared to the forward market prices on the date the commodity price swap extensions were executed.

	DJ Basin Complex				Hugoton System
per barrel except natural gas	2015 Swap Prices		Market Prices(1)		2015 Swap Prices		Market Prices(1)
Ethane	$	18.41	$	1.96	—		—
Propane	47.08		13.10		—		—
Isobutane	62.09		19.75		—		—
Normal butane	54.62		18.99		—		—
Natural gasoline	72.88		52.59		—		—
Condensate	76.47		52.59		$	78.61	$	32.56
Natural gas (per MMBtu)	5.96		2.75		5.50		2.74

⁽¹⁾  Represents the New York Mercantile Exchange forward strip price as of June 25, 2015, adjusted for location, basis and, in the case of NGLs, transportation and fractionation costs.

Revenues or costs attributable to volumes settled during the respective extension period, at the applicable market price in the above table, will be recognized in the consolidated statements of income. WES will also record a capital contribution from Anadarko in its consolidated statement of equity and partners’ capital, and a contribution to noncontrolling interests in WGP’s statement of equity and partners’ capital, for the amount by which the swap price exceeds the applicable market price in the above table.

Gas gathering and processing agreements. WES has significant gas gathering and processing arrangements with affiliates of Anadarko on a majority of its systems. WES’s gathering, transportation and treating throughput (excluding equity investment throughput and throughput measured in barrels) attributable to natural gas production owned or controlled by Anadarko was 47% for the three and six months ended June 30, 2015, and 50% and 49% for the three and six months ended June 30, 2014, respectively. WES’s processing throughput (excluding equity investment throughput and throughput measured in barrels) attributable to natural gas production owned or controlled by Anadarko was 52% for the three and six months ended June 30, 2015, and 58% for the three and six months ended June 30, 2014.

Purchase and sale agreements. WES sells a significant amount of its natural gas, condensate and NGLs to Anadarko Energy Services Company (“AESC”), Anadarko’s marketing affiliate. In addition, WES purchases natural gas, condensate and NGLs from AESC pursuant to purchase agreements. WES’s purchase and sale agreements with AESC are generally one-year contracts, subject to annual renewal.

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

WGP LTIP. WGP GP awards phantom units under the Western Gas Equity Partners, LP 2012 Long-Term Incentive Plan (“WGP LTIP”) primarily to its independent directors and its Chief Executive Officer. The phantom units awarded to the independent directors vest one year from the grant date, while all other awards are subject to graded vesting over a three-year service period. Compensation expense over the vesting period was $62,000 and $117,000 for the three and six months ended June 30, 2015, respectively, and $25,000 and $52,000 for the three and six months ended June 30, 2014, respectively.

WES LTIP. WES GP awards phantom units under the Western Gas Partners, LP 2008 Long-Term Incentive Plan (“WES LTIP”) primarily to its independent directors, but also from time to time to its executive officers and Anadarko employees performing services for WES. The phantom units awarded to the independent directors vest one year from the grant date, while all other awards are subject to graded vesting over a three-year service period. Compensation expense is recognized over the vesting period and was $0.1 million and $0.2 million for the three and six months ended June 30, 2015, respectively, and $0.2 million and $0.3 million for the three and six months ended June 30, 2014, respectively.

WGP LTIP and Anadarko Incentive Plans.General and administrative expenses included $1.0 million and $2.0 million for the three and six months ended June 30, 2015, respectively, and $0.9 million and $1.8 million for the three and six months ended June 30, 2014, respectively, of equity-based compensation expense, allocated to WES by Anadarko, for awards granted to the executive officers of WES GP and other employees under the WGP LTIP and the Anadarko Petroleum Corporation 2008 and 2012 Omnibus Incentive Compensation Plans (collectively referred to as the “Anadarko Incentive Plans”). Of this amount, $1.7 million is reflected as a contribution to partners’ capital in the consolidated statement of equity and partners’ capital for the six months ended June 30, 2015.

Equipment purchases and sales. The following table summarizes WES’s purchases from and sales to Anadarko for pipe and equipment:

	Six Months Ended June 30,
	2015		2014			2015		2014
thousands	Purchases					Sales
Cash consideration	$	9,968	$	4,702		$	700	$	—
Net carrying value	4,908		4,745			366		—
Partners’ capital adjustment	$	5,060	$	(43	)	$	334	$	—

5.  TRANSACTIONS WITH AFFILIATES (CONTINUED)

Summary of affiliate transactions. The following table summarizes affiliate transactions, which include revenue from affiliates, reimbursement of operating expenses and purchases of natural gas:

	Three Months Ended   June 30,				Six Months Ended   June 30,
thousands	2015		2014		2015		2014
Revenues (1)	$	271,966	$	277,583	$	530,281	$	499,699
Equity income, net (1)	18,941		13,008		37,161		22,259
Cost of product (1)	53,078		38,666		96,990		58,037
Operation and maintenance (2)	17,496		16,827		32,872		29,378
General and administrative (3)	7,513		7,090		15,279		14,572
Operating expenses	78,087		62,583		145,141		101,987
Interest income (4)	4,225		4,225		8,450		8,450
Interest expense (5)	4,190		—		5,612		—
Distributions to WGP unitholders (6)	66,235		49,784		126,669		95,835
Distributions to WES unitholders (7)	550		474		1,080		743

⁽¹⁾  Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

⁽²⁾  Represents expenses incurred on and subsequent to the date of the acquisition of WES assets, as well as expenses incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES.

⁽³⁾  Represents general and administrative expense incurred on and subsequent to the date of WES’s acquisition of WES assets, as well as a management services fee for reimbursement of expenses incurred by Anadarko for periods prior to the acquisition of WES assets by WES. These amounts include equity-based compensation expense allocated to WES and WGP by Anadarko (see WES LTIP and WGP LTIP and Anadarko Incentive Plans within this Note 5) and amounts charged by Anadarko under the WGP omnibus agreement.

⁽⁴⁾  Represents interest income recognized on the note receivable from Anadarko.

⁽⁵⁾  For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2andNote 9).

⁽⁶⁾  Represents distributions paid under WGP’s partnership agreement (see Note 3 and Note 4).

⁽⁷⁾  Represents distributions paid to other subsidiaries of Anadarko under WES’s partnership agreement (see Note 3 and Note 4).

Concentration of credit risk. Anadarko was the only customer from whom revenues exceeded 10% of consolidated revenues for all periods presented in the consolidated statements of income.

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Property, Plant and Equipment

6 Months Ended

Jun. 30, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment (Restated)

6.  PROPERTY, PLANT AND EQUIPMENT (RESTATED)

A summary of the historical cost of property, plant and equipment is as follows:

thousands	Estimated Useful Life	June 30, 2015 (Restated)		December 31, 2014
Land	n/a	$	3,336	$	2,884
Gathering systems	3 to 47 years	5,527,042		4,972,892
Pipelines and equipment	15 to 45 years	136,303		151,107
Assets under construction	n/a	262,334		483,347
Other	3 to 40 years	19,133		16,420
Total property, plant and equipment		5,948,148		5,626,650
Accumulated depreciation		1,426,801		1,055,207
Net property, plant and equipment		$	4,521,347	$	4,571,443

The cost of property classified as “Assets under construction” is excluded from capitalized costs being depreciated. These amounts represent property that is not yet suitable to be placed into productive service as of the respective balance sheet date.

During the six months ended June 30, 2015, WES recognized impairments of $273.9 million, primarily due to an impairment of $264.4 million at WES’s Red Desert complex. This asset was impaired to its estimated fair value of $23.2 million, using the income approach and Level 3 fair value inputs, due to a reduction in estimated future cash flows caused by the low commodity price environment and resulting reduced producer drilling activity and related throughput. Also during this period, WES recognized impairments of $9.5 million, primarily due to the abandonment of compressors at the MIGC system and the DJ Basin complex. See Note 2for a discussion of WES’s assets held for sale as of June 30, 2015.

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Equity Investments

6 Months Ended

Jun. 30, 2015

Equity Method Investments and Joint Ventures [Abstract]

Equity Investments

7. EQUITY INVESTMENTS

The following table presents the activity of WES’s equity investments for the six months ended June 30, 2015:

	Equity Investments
thousands	Fort  Union			White Cliffs			Rendezvous			Mont Belvieu JV			TEG			TEP			FRP			Total
Balance at December 31, 2014	$	25,933		$	44,315		$	56,336		$	121,337		$	16,790		$	198,793		$	170,988		$	634,492
Investment earnings (loss), net of amortization	3,191			7,214			1,001			11,377			231			6,818			7,329			37,161
Contributions	—			4,370			—			(433		)	—			1,430			1,403			6,770
Distributions	(3,656		)	(6,923		)	(1,972		)	(12,035		)	(436		)	(6,944		)	(7,068		)	(39,034		)
Distributions in excess of cumulative earnings (1)	—			(2,026		)	(1,863		)	(1,025		)	(80		)	(2,798		)	(746		)	(8,538		)
Balance at June 30, 2015	$	25,468		$	46,950		$	53,502		$	119,221		$	16,505		$	197,299		$	171,906		$	630,851

⁽¹⁾  Distributions in excess of cumulative earnings, classified as investing cash flows in the consolidated statements of cash flows, is calculated on an individual investment basis.

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Components of Working Capital

6 Months Ended

Jun. 30, 2015

Components Of Working Capital [Abstract]

Components of Working Capital (Restated)

8.  COMPONENTS OF WORKING CAPITAL (RESTATED)

A summary of other current assets is as follows:

thousands	June 30, 2015		December 31, 2014
Natural gas liquids inventory	$	6,447	$	5,316
Natural gas imbalance receivables	1,016		415
Prepaid insurance	699		3,217
Other	3,861		1,893
Total other current assets	$	12,023	$	10,841

A summary of accrued liabilities is as follows:

thousands	June 30, 2015 (Restated)		December 31, 2014
Accrued capital expenditures	$	78,086	$	128,856
Accrued plant purchases	37,928		14,023
Accrued interest expense	26,071		24,741
Short-term asset retirement obligations	4,450		1,224
Short-term remediation and reclamation obligations	475		475
Income taxes payable	15		207
Other	2,243		1,338
Total accrued liabilities	$	149,268	$	170,864

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Debt and Interest Expense

6 Months Ended

Jun. 30, 2015

Debt Instruments [Abstract]

Debt and Interest Expense

9.  DEBT AND INTEREST EXPENSE

At June 30, 2015, WES’s debt consisted of 5.375% Senior Notes due 2021 (the “2021 Notes”), 4.000% Senior Notes due 2022 (the “2022 Notes”), 2.600% Senior Notes due 2018 (the “2018 Notes”), 5.450% Senior Notes due 2044 (the “2044 Notes”), 3.950% Senior Notes due 2025 (the “2025 Notes”), and borrowings on WES’s senior unsecured revolving credit facility (“WES RCF”).

The following table presents WES and WGP’s outstanding debt as of June 30, 2015, and December 31, 2014:

	June 30, 2015						December 31, 2014
thousands	Principal		Carrying Value		Fair Value(1)		Principal		Carrying Value		Fair Value (1)
WGP working capital facility - Anadarko	$	—	$	—	$	—	$	1,150	$	1,150	$	1,150
Long-term debt
2021 Notes	$	500,000	$	495,995	$	544,930	$	500,000	$	495,714	$	549,530
2022 Notes	670,000		672,752		673,994		670,000		672,930		681,942
2018 Notes	350,000		350,412		352,497		350,000		350,474		352,162
2044 Notes	400,000		393,879		400,692		400,000		393,836		417,619
2025 Notes	500,000		493,985		482,161		—		—		—
WES RCF	270,000		270,000		270,000		510,000		510,000		510,000
Total long-term debt	$	2,690,000	$	2,677,023	$	2,724,274	$	2,430,000	$	2,422,954	$	2,511,253

⁽¹⁾  Fair value is measured using Level 2 inputs.

9.  DEBT AND INTEREST EXPENSE (CONTINUED)

Debt activity. The following table presents WES and WGP’s debt activity for the six months ended June 30, 2015:

thousands	Carrying Value
Balance at December 31, 2014	$	2,424,104
WES RCF borrowings	280,000
Issuance of 2025 Notes	500,000
Repayments of WES RCF	(520,000		)
Repayment of WGP working capital facility	(1,150		)
Other	(5,931		)
Balance at June 30, 2015	$	2,677,023

WES Senior Notes. The 2025 Notes issued in June 2015 were offered at a price to the public of 98.789% of the face amount. Including the effects of the issuance and underwriting discounts, the effective interest rate of the 2025 Notes is 4.205%. Interest is paid semi-annually on June 1 and December 1 of each year. Proceeds (net of underwriting discount of $3.3 million, original issue discount and debt issuance costs) were used to repay a portion of the amount outstanding under the WES RCF.

At June 30, 2015, WES was in compliance with all covenants under the indentures governing its outstanding notes.

WES RCF. The interest rate on the WES RCF, which matures in February 2019, was 1.49% and 1.46% at June 30, 2015, and June 30, 2014, respectively. The facility fee rate was 0.20% at June 30, 2015, and June 30, 2014.

As of June 30, 2015, WES had $270.0 million of outstanding borrowings, $12.8 million in outstanding letters of credit and $917.2 million available for borrowing under the WES RCF. At June 30, 2015, WES was in compliance with all covenants under the WES RCF.

WGP working capital facility.On November 1, 2012, WGP entered into a $30.0 million working capital facility (the “WGP WCF”) with Anadarko as the lender. Borrowings under the facility will mature on November 1, 2017. The interest rate was 1.69% and 1.66% at June 30, 2015, and June 30, 2014, respectively.

As of June 30, 2015, WGP had no outstanding borrowings and $30.0 million available for borrowing under the WGP WCF. At June 30, 2015, WGP was in compliance with all covenants under the WGP WCF.

Interest expense. The following table summarizes the amounts included in interest expense:

	Three Months Ended   June 30,						Six Months Ended June 30,
thousands	2015			2014			2015			2014
Third parties
Long-term debt	$	24,733		$	21,445		$	48,075		$	37,580
Amortization of debt issuance costs and commitment fees	1,374			1,426			2,666			2,692
Capitalized interest	(2,693		)	(2,007		)	(5,787		)	(5,447		)
Total interest expense – third parties	23,414			20,864			44,954			34,825
Affiliates
WGP WCF	—			—			2			—
Deferred purchase price obligation – Anadarko (1)	4,190			—			5,610			—
Total interest expense – affiliates	4,190			—			5,612			—
Interest expense	$	27,604		$	20,864		$	50,566		$	34,825

⁽¹⁾  See Note 2 for a discussion of the accretion and present value of the Deferred purchase price obligation - Anadarko.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

10.  COMMITMENTS AND CONTINGENCIES

Litigation and legal proceedings. In March 2011, DCP Midstream, LP (“DCP”) filed a lawsuit against Anadarko and others, including a subsidiary of WES, Kerr-McGee Gathering, LLC, in Weld County District Court (the “Court”) in Colorado, alleging that Anadarko diverted gas from DCP’s gathering and processing facilities in breach of certain dedication agreements. In addition to various claims against Anadarko, DCP is claiming unjust enrichment and other damages against Kerr-McGee Gathering, LLC, the entity that holds the Wattenberg assets (located in the DJ Basin complex). Anadarko countersued DCP asserting that DCP has not properly allocated values and charges to Anadarko for the gas that DCP gathers and/or processes, and seeks a judgment that DCP has no valid gathering or processing rights to much of the gas production it is claiming, in addition to other claims.

The Court has scheduled this matter for trial in June 2016, and the parties are currently engaged in discovery and motion practice. Management does not believe the outcome of this proceeding will have a material effect on the financial condition, results of operations or cash flows of WGP. WES intends to vigorously defend this litigation. Furthermore, without regard to the merit of DCP’s claims, management believes that WES has adequate contractual indemnities covering the claims against it in this lawsuit.

In addition, from time to time, WGP, through its partnership interests in WES, is involved in legal, tax, regulatory and other proceedings in various forums regarding performance, contracts and other matters that arise in the ordinary course of business. Management is not aware of any such proceeding for which a final disposition could have a material adverse effect on the financial condition, results of operations or cash flows of WGP.

Other commitments. WES has short-term payment obligations, or commitments, related to its capital spending programs, as well as those of its unconsolidated affiliates. As of June 30, 2015, WES had unconditional payment obligations for services to be rendered or products to be delivered in connection with its capital projects of $52.3 million, the majority of which is expected to be paid in the next twelve months. These commitments relate primarily to construction of Trains IV and V at the DBM complex and continued expansion at the DJ Basin complex, as well as projects at the Haley system.

Lease commitments. Anadarko, on WES’s behalf, has entered into lease agreements for corporate offices, shared field offices and a warehouse supporting WES’s operations, for which Anadarko charges WES rent. The leases for the corporate offices and shared field offices extend through 2017 and 2018, respectively, and the lease for the warehouse extends through February 2017.

Rent expense associated with the office, warehouse and equipment leases was $4.5 million and $8.7 million for the three and six months ended June 30, 2015, respectively, and $2.0 million and $4.3 million for the three and six months ended June 30, 2014, respectively.

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Description of Business and Basis of Presentation (Policies)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Business combinations policy

Basis of presentation. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The consolidated financial statements include the accounts of WGP and entities in which it holds a controlling financial interest, including WES and WES GP. All significant intercompany transactions have been eliminated. Investments in non-controlled entities over which WES, or WGP through its investment in WES, exercises significant influence are accounted for under the equity method. WGP proportionately consolidates WES’s 33.75% share of the assets, liabilities, revenues and expenses attributable to the Non-Operated Marcellus Interest systems and Anadarko-Operated Marcellus Interest systems and WES’s 50% share of the assets, liabilities, revenues and expenses attributable to the Newcastle system and the DBJV system (see Note 2) in the accompanying consolidated financial statements.

The consolidated financial results of WES are included in WGP’s consolidated financial statements due to WGP’s 100% ownership interest in WES GP and WES GP’s control of WES. Throughout these notes to consolidated financial statements, and to the extent material, any differences between the consolidated financial results of WGP and WES are discussed separately. WGP has no independent operations or material assets other than its partnership interests in WES. WGP’s consolidated financial statements differ from those of WES primarily as a result of (i) the presentation of noncontrolling interest ownership (attributable to the limited partner interests in WES held by the public and other subsidiaries of Anadarko), (ii) the elimination of WES GP’s investment in WES with WES GP’s underlying capital account, and (iii) the general and administrative expenses incurred by WGP, which are separate from, and in addition to, those incurred by WES.

Presentation of WES assets. The term “WES assets” refers to the assets indirectly owned and interests accounted for under the equity method (see Note 7) by WGP through its partnership interests in WES as of June 30, 2015. Because WGP owns the entire interest in and controls WES GP, and WGP GP is owned and controlled by Anadarko, each of WES’s acquisitions of WES assets from Anadarko has been considered a transfer of net assets between entities under common control. As such, WES assets acquired from Anadarko were initially recorded at Anadarko’s historic carrying value, which did not correlate to the total acquisition price paid by WES. Further, after an acquisition of WES assets from Anadarko, WES and WGP (by virtue of its consolidation of WES) may be required to recast their financial statements to include the activities of such WES assets from the date of common control. See Note 2.

For those periods requiring recast, the consolidated financial statements for periods prior to the acquisition of WES assets from Anadarko have been prepared from Anadarko’s historical cost-basis accounts and may not necessarily be indicative of the actual results of operations that would have occurred if WES had owned the WES assets during the periods reported. Net income (loss) attributable to the WES assets acquired from Anadarko for periods prior to WES’s acquisition of the WES assets is not allocated to the limited partners.

DBM acquisition. The DBM acquisition has been accounted for under the acquisition method of accounting. The assets acquired and liabilities assumed in the DBM acquisition were recorded in the consolidated balance sheet at their estimated fair values as of the acquisition date. Results of operations attributable to the DBM acquisition were included in the consolidated statement of income beginning on the acquisition date in the fourth quarter of 2014.

Noncontrolling interests policy

Noncontrolling interests. WGP’s noncontrolling interests in the consolidated financial statements consist of the following for all periods presented: (i) the interest in Chipeta Processing LLC (“Chipeta”) held by a third-party member, (ii) the publicly held limited partner interests in WES, (iii) the 757,619 WES common units issued by WES to other subsidiaries of Anadarko as part of the consideration paid for the acquisitions of the Non-Operated Marcellus Interest and the TEFR Interests, and (iv) the WES Class C units issued by WES to a subsidiary of Anadarko as part of the funding for the acquisition of DBM. See Note 3 and Note 4.

The difference between the carrying value of WGP’s investment in WES and the underlying book value of common units issued by WES is accounted for as an equity transaction. Thus, if WES issues common units at a price different than WGP’s per-unit carrying value, any resulting change in the carrying value of WGP’s investment in WES is reflected as an adjustment to partners’ capital.

Net income per common unit policy

Net income (loss) per common unit. For WGP, earnings per unit is calculated by dividing the limited partners’ interest in net income (loss) by the weighted-average number of common units outstanding. Net income (loss) per common unit is calculated assuming that cash distributions are equal to the net income attributable to WGP. Net income (loss) attributable to the WES assets (as defined in Note 1) acquired from Anadarko for periods prior to WES’s acquisition of the WES assets is not allocated to the limited partners when calculating net income (loss) per common unit. Net income equal to the amount of available cash (as defined by WGP’s partnership agreement) is allocated to WGP common unitholders consistent with actual cash distributions.

Fair value policy

Deferred purchase price obligation - Anadarko. The consideration to be paid by WES for the acquisition of DBJV consists of a cash payment to Anadarko due on March 31, 2020. The cash payment will be equal to eight multiplied by (a) the average of WES’s share in the Net Earnings (see definition below) of the DBJV system for the calendar years 2018 and 2019, less (b) WES’s share of all capital expenditures incurred for the DBJV system between March 1, 2015, and February 29, 2020. Net Earnings is defined as all revenues less cost of product, operating expenses and property taxes, in each case attributable to the DBJV system on an accrual basis. As of the acquisition date, the estimated future payment obligation was $282.8 million, which had a net present value of $174.3 million, using a discount rate of 10%. As of June 30, 2015, the net present value of this obligation was $179.9 million and has been recorded on the consolidated balance sheet under Deferred purchase price obligation - Anadarko. Accretion expense for the three and six months ended June 30, 2015, was $4.2 million and $5.6 million, respectively, and has been recorded as a charge to interest expense. The fair value measurement was calculated using Level 3 inputs, which consisted of management’s estimate of WES’s share of forecasted Net Earnings and capital expenditures for the DBJV system.

DBM acquisition. The DBM acquisition has been accounted for under the acquisition method of accounting. The assets acquired and liabilities assumed in the DBM acquisition were recorded in the consolidated balance sheet at their estimated fair values as of the acquisition date. Results of operations attributable to the DBM acquisition were included in the consolidated statement of income beginning on the acquisition date in the fourth quarter of 2014.

The purchase price allocation is based on an assessment of the fair value of the assets acquired and liabilities assumed in the DBM acquisition using inputs that are not observable in the market and thus represent Level 3 inputs. The fair values of the processing plants, gathering system, and related facilities and equipment are based on market and cost approaches. The fair value of the intangible assets was determined using an income approach. Deferred taxes represent the tax effects of differences in the tax basis and acquisition-date fair value of the assets acquired and liabilities assumed.

WES Class C unit distributions. WES’s Class C units receive quarterly distributions at a rate equivalent to WES’s common units. The distributions are paid in the form of additional Class C units (“PIK Class C units”) until the scheduled conversion date on December 31, 2017 (unless earlier converted), and the Class C units are disregarded with respect to WES’s distribution of WES’s available cash until they are converted to common units. The number of additional PIK Class C units to be issued in connection with a distribution payable on the Class C units is determined by dividing the corresponding distribution attributable to the Class C units by the volume-weighted-average price of WES’s common units for the ten days immediately preceding the payment date for the WES common unit distribution, less a 6% discount. WES records the PIK Class C unit distributions at fair value at the time of issuance. This Level 2 fair value measurement uses WES’s unit price as a significant input in the determination of the fair value.

Note receivable from and Deferred purchase price obligation - Anadarko. Concurrently with the closing of WES’s May 2008 initial public offering, WES loaned $260.0 million to Anadarko in exchange for a 30-year note bearing interest at a fixed annual rate of 6.50%, payable quarterly. The fair value of the note receivable from Anadarko was $304.5 million and $317.8 million at June 30, 2015, and December 31, 2014, respectively. The fair value of the note reflects consideration of credit risk and any premium or discount for the differential between the stated interest rate and quarter-end market interest rate, based on quoted market prices of similar debt instruments. Accordingly, the fair value of the note receivable from Anadarko is measured using Level 2 inputs.

Use of estimates policy

In preparing financial statements in accordance with GAAP, management makes informed judgments and estimates that affect the reported amounts of assets, liabilities, revenues and expenses. Management evaluates its estimates and related assumptions regularly, using historical experience and other methods considered reasonable. Changes in facts and circumstances or additional information may result in revised estimates and actual results may differ from these estimates. Effects on the business, financial condition and results of operations resulting from revisions to estimates are recognized when the facts that give rise to the revisions become known. The information furnished herein reflects all normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the consolidated financial statements, and certain prior-period amounts have been reclassified to conform to the current-year presentation

Recently issued accounting standards policy

Recently issued accounting standards. The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-06, Earnings Per Share (Topic - 260)—Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions. This ASU contains guidance that addresses the historical earnings per unit presentation for master limited partnerships that apply the two-class method of calculating earnings per unit. When a general partner transfers or “drops down” net assets to a master limited partnership the transaction is accounted for as a transaction between entities under common control and the statements of operations are adjusted retrospectively to reflect the transaction. This ASU specifies that the historical earnings (losses) of a transferred business before the date of a dropdown transaction should be allocated entirely to the general partner, and the previously reported earnings per unit of the limited partners should not change as a result of the dropdown transaction. The ASU also requires additional disclosures about how the rights to the earnings (losses) differ before and after the dropdown transaction occurs for purposes of computing earnings per unit under the two-class method. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective approach, with early adoption permitted. While WGP believes it is currently in compliance with this ASU, it continues to evaluate the impact of the adoption of this ASU on its consolidated financial statements.

The FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30)—Simplifying the Presentation of Debt Issuance Costs. This ASU will simplify the presentation of debt issuance costs by requiring such costs to be presented in the balance sheet as a reduction from the corresponding debt liability rather than as an asset. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective approach, with early adoption permitted. WGP does not expect the adoption to have a material impact on its consolidated financial statements.

The FASB issued ASU 2015-02, Consolidation—Amendments to the Consolidation Analysis. This ASU will simplify existing requirements by reducing the number of consolidation models and placing more emphasis on risk of loss when determining a controlling financial interest. The provisions will affect how limited partnerships and similar entities are assessed for consolidation, including the elimination of the presumption that a general partner should consolidate a limited partnership. This ASU is effective for annual and interim periods beginning in 2016 and is required to be adopted using a retrospective or modified retrospective approach, with early adoption permitted. WGP is evaluating the impact of the adoption of this ASU on its consolidated financial statements.

The FASB issued ASU 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and industry-specific guidance in Subtopic 932-605, Extractive Activities—Oil and Gas—Revenue Recognition, and requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. This ASU is effective for annual and interim periods beginning in 2018 and is required to be adopted using one of two retrospective application methods, with early adoption permitted in 2017. WGP is evaluating the impact of the adoption of this ASU on its consolidated financial statements.

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Description of Business and Basis of Presentation (Tables)

6 Months Ended

Jun. 30, 2015

Accounting Policies [Abstract]

Assets and Investments Table

As of June 30, 2015, WES’s assets and investments accounted for under the equity method consisted of the following:

	Owned and Operated	Operated Interests	Non-Operated Interests	Equity Interests
Natural gas gathering systems	14	2	5	2
Natural gas treating facilities	10	5	—	1
Natural gas processing facilities	14	5	—	2
NGL pipelines	3	—	—	3
Natural gas pipelines	4	—	—	—
Oil pipelines	1	—	—	1

Restatement Tables

The tables below outline the financial statement line items, including the net income (loss) per common unit (basic and diluted), as of and for the three and six months ended June 30, 2015, that were restated as a result of the correction of this error:

	Consolidated Statement of Income for the Three Months Ended June 30, 2015									Consolidated Statement of Income for the Six Months Ended June 30, 2015
thousands except per-unit amounts	As Reported			Adjustments			As Restated			As Reported		Adjustments			As Restated
Depreciation and amortization (1)	$	64,693		$	(3,208	)	$	61,485		$	126,763	$	(3,208	)	$	123,555
Impairments (1)	1,268			—			1,268			9,490		264,402			273,892
Operating income (loss)	134,029			3,208			137,237			243,112		(261,194		)	(18,082		)
Income (loss) before income taxes	110,730			3,208			113,938			201,156		(261,194		)	(60,038		)
Income tax (benefit) expense	(1,816		)	106			(1,710		)	2,644		(938		)	1,706
Net income (loss)	112,546			3,102			115,648			198,512		(260,256		)	(61,744		)
Net income (loss) attributable to Western Gas Equity Partners, LP	67,795			1,137			68,932			124,824		(95,561		)	29,263
Limited partners’ interest in net income (loss)	67,795			1,137			68,932			123,082		(95,561		)	27,521
Net income (loss) per common unit – basic and diluted	$	0.31		$	—		$	0.31		$	0.56	$	(0.43	)	$	0.13

⁽¹⁾  “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

	Consolidated Balance Sheet as of June 30, 2015
thousands	As Reported		Adjustments			As Restated
Accumulated depreciation	$	1,165,607	$	261,194		$	1,426,801
Net property, plant and equipment	4,782,541		(261,194		)	4,521,347
Total assets	7,217,653		(261,194		)	6,956,459
Accrued liabilities	149,669		(401		)	149,268
Total current liabilities	213,143		(401		)	212,742
Deferred income taxes	5,869		(537		)	5,332
Total long-term liabilities	2,982,819		(537		)	2,982,282
Total liabilities	3,195,962		(938		)	3,195,024
Common units	1,244,765		(94,925		)	1,149,840
Total partners’ capital	1,244,765		(94,925		)	1,149,840
Noncontrolling interests	2,776,926		(165,331		)	2,611,595
Total equity and partners’ capital	4,021,691		(260,256		)	3,761,435
Total liabilities, equity and partners’ capital	7,217,653		(261,194		)	6,956,459

1.  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (RESTATED) (CONTINUED)

	Consolidated Statement of Cash Flows for the Six Months Ended June 30, 2015
thousands	As Reported		Adjustments			As Restated
Net income (loss)	$	198,512	$	(260,256	)	$	(61,744	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization (1)	126,763		(3,208		)	123,555
Impairments (1)	9,490		264,402			273,892
Deferred income taxes	1,825		(537		)	1,288
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net	287		(401		)	(114		)

⁽¹⁾  “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

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Acquisitions and Divestitures (Tables)

6 Months Ended

Jun. 30, 2015

Property, Plant and Equipment [Abstract]

Acquisitions Table

The following table presents the acquisitions completed by WES during 2015 and 2014, and identifies the funding sources for such acquisitions:

thousands except unit and percent amounts	Acquisition Date	Percentage Acquired		Deferred Purchase Price Obligation - Anadarko		Borrowings		Cash On Hand		WES Common Units Issued to Anadarko	WES Class C Units Issued to Anadarko
TEFR Interests (1)	03/03/2014	Various (1)		$	—	$	350,000	$	6,250	308,490	—
DBM (2)	11/25/2014	100	%	—		475,000		298,327		—	10,913,853
DBJV system (3)	03/02/2015	50	%	174,276		—		—		—	—

⁽¹⁾  WES acquired a 20% interest in each of TEG and TEP and a 33.33% interest in FRP from Anadarko. These assets gather and transport NGLs primarily from the Anadarko and Denver-Julesburg (“DJ”) Basins. The interests in these entities are accounted for under the equity method of accounting. In connection with the issuance of WES common units, WES GP purchased 6,296 general partner units in exchange for WES GP’s proportionate capital contribution of $0.4 million.

⁽²⁾  WES acquired Nuevo Midstream, LLC (“Nuevo”) from a third party. Following the acquisition, WES changed the name of Nuevo to Delaware Basin Midstream, LLC (“DBM”). The assets acquired include cryogenic processing plants, a gas gathering system, and related facilities and equipment, which are collectively referred to as the “DBM complex” and serve production from Reeves, Loving and Culberson Counties, Texas and Eddy and Lea Counties, New Mexico. See DBM acquisition below for further information, including the preliminary allocation of the purchase price.

⁽³⁾  WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See DBJV acquisition—Deferred purchase price obligation - Anadarko below.

Impact to Historical Consolidated Statement of Income Table

The following table presents the impact of the DBJV system on revenues, equity income, net and net income (loss) as presented in WGP’s historical consolidated statements of income:

	Three Months Ended June 30, 2014
thousands	WGP Historical (1)		DBJV System		Combined
Revenues	$	341,756	$	15,625	$	357,381
Equity income, net	13,008		—		13,008
Net income (loss)	97,746		4,135		101,881
	Six Months Ended June 30, 2014
thousands	WGP Historical(1)		DBJV System		Combined
Revenues	$	628,745	$	29,885	$	658,630
Equity income, net	22,259		—		22,259
Net income (loss)	187,921		7,756		195,677

⁽¹⁾  See Adjustments to Previously Issued Financial Statements in Note 1.

Purchase Price Allocation Table

The following is the preliminary allocation of the purchase price as of June 30, 2015, including $3.5 million of post-closing purchase price adjustments, to the assets acquired and liabilities assumed in the DBM acquisition as of the acquisition date, pending final review of certain support related to the acquired entity’s assets and liabilities:

thousands
Current assets	$	63,020
Property, plant and equipment	467,171
Goodwill	282,999
Other intangible assets	811,048
Accounts payables	(17,679		)
Accrued liabilities	(38,684		)
Deferred income taxes	(1,342		)
Asset retirement obligations and other	(9,060		)
Total purchase price	$	1,557,473

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Partnership Distributions (Tables)

6 Months Ended

Jun. 30, 2015

Distribution Made to Limited Partner [Line Items]

Cash Distributions Tables

The Board of Directors of WGP GP declared the following cash distributions to WGP unitholders for the periods presented:

thousands except per-unit amounts Quarters Ended	Total Quarterly Distribution per Unit		Total Quarterly Cash Distribution		Date of Distribution
2014
March 31	$	0.25000	$	54,726	May 2014
June 30	0.27125		59,378		August 2014
September 30	0.29125		63,756		November 2014
December 31	0.31250		68,409		February 2015
2015
March 31	$	0.34250	$	74,977	May 2015
June 30 (1)	0.36375		79,630		August 2015

⁽¹⁾  On July 16, 2015, the Board of Directors of WGP GP declared a cash distribution to WGP unitholders of $0.36375 per unit, or $79.6 million in aggregate. The cash distribution is payable on August 21, 2015, to WGP unitholders of record at the close of business on July 31, 2015.

Western Gas Partners, LP [Member]

Distribution Made to Limited Partner [Line Items]

Cash Distributions Tables

The Board of Directors of WES GP declared the following cash distributions to WES’s common and general partner unitholders for the periods presented:

thousands except per-unit amounts Quarters Ended	Total Quarterly Distribution per Unit		Total Quarterly Cash Distribution		Date of Distribution
2014
March 31	$	0.625	$	98,749	May 2014
June 30	0.650		105,655		August 2014
September 30	0.675		111,608		November 2014
December 31	0.700		126,044		February 2015
2015
March 31	$	0.725	$	133,203	May 2015
June 30 (1)	0.750		139,736		August 2015

⁽¹⁾  On July 16, 2015, the Board of Directors of WES GP declared a cash distribution to WES unitholders of $0.750 per unit, or $139.7 million in aggregate, including incentive distributions, but excluding distributions on WES Class C units (see WESClass C unit distributions below). The cash distribution is payable on August 12, 2015, to WES unitholders of record at the close of business on July 31, 2015.

PIK Class C Units Distributions Table

WES issued the following PIK Class C units to APC Midstream Holdings, LLC (“AMH”), the holder of the Class C units, for the periods presented:

thousands except unit amounts For the Quarters Ended	PIK Class C Units	Implied Fair Value		Date of Distribution
2014
December 31 (1)	45,711	$	3,072	February 2015
2015
March 31	118,230	$	8,101	May 2015

⁽¹⁾  Prorated for the 37-day period the Class C units were outstanding during the fourth quarter of 2014.

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Equity and Partners' Capital (Tables)

6 Months Ended

Jun. 30, 2015

Partners' Capital Notes [Abstract]

Equity Offerings Table

WES completed the following public offerings of its common units during 2015 and 2014, including through its Continuous Offering Programs (“COP”):

thousands except unit and per-unit amounts	WES Common Units Issued	WES GP Units Issued (1)	Price Per Unit		Underwriting Discount and Other Offering Expenses		Net Proceeds to WES
2014
$125.0 million COP (2)	1,133,384	23,132	$	73.48	$	1,738	$	83,245
November 2014 equity offering (3)	8,620,153	153,061	70.85		18,615		602,967
2015
$500.0 million COP (4)	873,525	—	$	66.61	$	782	$	57,408

⁽¹⁾  Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

⁽²⁾  Represents common and general partner units of WES issued during the year ended December 31, 2014, pursuant to WES’s registration statement filed with the SEC in August 2012 authorizing the issuance of up to an aggregate of $125.0 million of WES common units (the “$125.0 million COP”). Gross proceeds generated (including WES GP’s proportionate capital contributions) during the year ended December 31, 2014, were $85.0 million. The price per unit in the table above represents an average price for all issuances under the $125.0 million COP during the year ended December 31, 2014. As of December 31, 2014, WES had used all the capacity to issue common units under this registration statement.

⁽³⁾  Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

⁽⁴⁾  Represents common units of WES issued during the six months ended June 30, 2015, pursuant to WES’s registration statement filed with the SEC in August 2014 authorizing the issuance of up to an aggregate of $500.0 million of WES common units (the “$500.0 million COP”). Gross proceeds generated during the three and six months ended June 30, 2015, were $26.7 million and $58.2 million, respectively. Commissions paid during the three and six months ended June 30, 2015, were $0.3 million and $0.6 million, respectively. The price per unit in the table above represents an average price for all issuances under the $500.0 million COP during the six months ended June 30, 2015.

Limited Partner and General Partner Units Table

The following table summarizes WES’s common, Class C and general partner units issued during the six months ended June 30, 2015:

	WES Common Units	WES Class C Units	WES General Partner Units	Total
Balance at December 31, 2014	127,695,130	10,913,853	2,583,068	141,192,051
PIK Class C units	—	163,941	—	163,941
Long-Term Incentive Plan award vestings	5,991	—	—	5,991
$500.0 million COP	873,525	—	—	873,525
Balance at June 30, 2015	128,574,646	11,077,794	2,583,068	142,235,508

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Transactions with Affiliates (Tables)

6 Months Ended

Jun. 30, 2015

Related Party Fees and Other Arrangements, Limited Liability Company (LLC) or Limited Partnership (LP) [Abstract]

Commodity Price Swap Agreements Table

Below is a summary of the fixed price ranges on all of WES’s outstanding commodity price swap agreements as of June 30, 2015:

per barrel except natural gas	2015				2016
Ethane	$	18.41	−	23.41	$	23.11
Propane	47.08		−	52.99	52.90
Isobutane	62.09		−	74.02	73.89
Normal butane	54.62		−	65.04	64.93
Natural gasoline	72.88		−	81.82	81.68
Condensate	76.47		−	81.82	81.68
Natural gas (per MMBtu)	4.66		−	5.96	4.87

Gains (Losses) on Commodity Price Swap Agreements Table

The following table summarizes gains and losses upon settlement of commodity price swap agreements:

	Three Months Ended   June 30,						Six Months Ended   June 30,
thousands	2015			2014			2015			2014
Gains (losses) on commodity price swap agreements related to sales: (1)
Natural gas sales	$	22,344		$	2,013		$	33,326		$	(1,654	)
Natural gas liquids sales	38,297			34,554			82,729			44,009
Total	60,641			36,567			116,055			42,355
Losses on commodity price swap agreements related to purchases (2)	(41,720		)	(18,529		)	(75,899		)	(18,548		)
Net gains (losses) on commodity price swap agreements	$	18,921		$	18,038		$	40,156		$	23,807

⁽¹⁾  Reported in affiliate natural gas, natural gas liquids and drip condensate sales in the consolidated statements of income in the period in which the related sale is recorded.

⁽²⁾  Reported in cost of product in the consolidated statements of income in the period in which the related purchase is recorded.

Commodity Price Swap Agreements Extensions Table

The table below summarizes the swap prices compared to the forward market prices on the date the commodity price swap extensions were executed.

	DJ Basin Complex				Hugoton System
per barrel except natural gas	2015 Swap Prices		Market Prices(1)		2015 Swap Prices		Market Prices(1)
Ethane	$	18.41	$	1.96	—		—
Propane	47.08		13.10		—		—
Isobutane	62.09		19.75		—		—
Normal butane	54.62		18.99		—		—
Natural gasoline	72.88		52.59		—		—
Condensate	76.47		52.59		$	78.61	$	32.56
Natural gas (per MMBtu)	5.96		2.75		5.50		2.74

⁽¹⁾  Represents the New York Mercantile Exchange forward strip price as of June 25, 2015, adjusted for location, basis and, in the case of NGLs, transportation and fractionation costs.

Related Party Transactions Tables

The following table summarizes WES’s purchases from and sales to Anadarko for pipe and equipment:

	Six Months Ended June 30,
	2015		2014			2015		2014
thousands	Purchases					Sales
Cash consideration	$	9,968	$	4,702		$	700	$	—
Net carrying value	4,908		4,745			366		—
Partners’ capital adjustment	$	5,060	$	(43	)	$	334	$	—

The following table summarizes affiliate transactions, which include revenue from affiliates, reimbursement of operating expenses and purchases of natural gas:

	Three Months Ended   June 30,				Six Months Ended   June 30,
thousands	2015		2014		2015		2014
Revenues (1)	$	271,966	$	277,583	$	530,281	$	499,699
Equity income, net (1)	18,941		13,008		37,161		22,259
Cost of product (1)	53,078		38,666		96,990		58,037
Operation and maintenance (2)	17,496		16,827		32,872		29,378
General and administrative (3)	7,513		7,090		15,279		14,572
Operating expenses	78,087		62,583		145,141		101,987
Interest income (4)	4,225		4,225		8,450		8,450
Interest expense (5)	4,190		—		5,612		—
Distributions to WGP unitholders (6)	66,235		49,784		126,669		95,835
Distributions to WES unitholders (7)	550		474		1,080		743

⁽¹⁾  Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

⁽²⁾  Represents expenses incurred on and subsequent to the date of the acquisition of WES assets, as well as expenses incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES.

⁽³⁾  Represents general and administrative expense incurred on and subsequent to the date of WES’s acquisition of WES assets, as well as a management services fee for reimbursement of expenses incurred by Anadarko for periods prior to the acquisition of WES assets by WES. These amounts include equity-based compensation expense allocated to WES and WGP by Anadarko (see WES LTIP and WGP LTIP and Anadarko Incentive Plans within this Note 5) and amounts charged by Anadarko under the WGP omnibus agreement.

⁽⁴⁾  Represents interest income recognized on the note receivable from Anadarko.

⁽⁵⁾  For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2andNote 9).

⁽⁶⁾  Represents distributions paid under WGP’s partnership agreement (see Note 3 and Note 4).

⁽⁷⁾  Represents distributions paid to other subsidiaries of Anadarko under WES’s partnership agreement (see Note 3 and Note 4).

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Property, Plant and Equipment (Tables)

6 Months Ended

Jun. 30, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment Table

A summary of the historical cost of property, plant and equipment is as follows:

thousands	Estimated Useful Life	June 30, 2015 (Restated)		December 31, 2014
Land	n/a	$	3,336	$	2,884
Gathering systems	3 to 47 years	5,527,042		4,972,892
Pipelines and equipment	15 to 45 years	136,303		151,107
Assets under construction	n/a	262,334		483,347
Other	3 to 40 years	19,133		16,420
Total property, plant and equipment		5,948,148		5,626,650
Accumulated depreciation		1,426,801		1,055,207
Net property, plant and equipment		$	4,521,347	$	4,571,443

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Equity Investments (Tables)

6 Months Ended

Jun. 30, 2015

Equity Method Investments and Joint Ventures [Abstract]

Equity Investments Table

The following table presents the activity of WES’s equity investments for the six months ended June 30, 2015:

	Equity Investments
thousands	Fort  Union			White Cliffs			Rendezvous			Mont Belvieu JV			TEG			TEP			FRP			Total
Balance at December 31, 2014	$	25,933		$	44,315		$	56,336		$	121,337		$	16,790		$	198,793		$	170,988		$	634,492
Investment earnings (loss), net of amortization	3,191			7,214			1,001			11,377			231			6,818			7,329			37,161
Contributions	—			4,370			—			(433		)	—			1,430			1,403			6,770
Distributions	(3,656		)	(6,923		)	(1,972		)	(12,035		)	(436		)	(6,944		)	(7,068		)	(39,034		)
Distributions in excess of cumulative earnings (1)	—			(2,026		)	(1,863		)	(1,025		)	(80		)	(2,798		)	(746		)	(8,538		)
Balance at June 30, 2015	$	25,468		$	46,950		$	53,502		$	119,221		$	16,505		$	197,299		$	171,906		$	630,851

⁽¹⁾  Distributions in excess of cumulative earnings, classified as investing cash flows in the consolidated statements of cash flows, is calculated on an individual investment basis.

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Components of Working Capital (Tables)

6 Months Ended

Jun. 30, 2015

Components Of Working Capital [Abstract]

Other Current Assets Table

A summary of other current assets is as follows:

thousands	June 30, 2015		December 31, 2014
Natural gas liquids inventory	$	6,447	$	5,316
Natural gas imbalance receivables	1,016		415
Prepaid insurance	699		3,217
Other	3,861		1,893
Total other current assets	$	12,023	$	10,841

Accrued Liabilities Table

A summary of accrued liabilities is as follows:

thousands	June 30, 2015 (Restated)		December 31, 2014
Accrued capital expenditures	$	78,086	$	128,856
Accrued plant purchases	37,928		14,023
Accrued interest expense	26,071		24,741
Short-term asset retirement obligations	4,450		1,224
Short-term remediation and reclamation obligations	475		475
Income taxes payable	15		207
Other	2,243		1,338
Total accrued liabilities	$	149,268	$	170,864

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Debt and Interest Expense (Tables)

6 Months Ended

Jun. 30, 2015

Debt Instruments [Abstract]

Debt Outstanding and Debt Activity Tables

The following table presents WES and WGP’s outstanding debt as of June 30, 2015, and December 31, 2014:

	June 30, 2015						December 31, 2014
thousands	Principal		Carrying Value		Fair Value(1)		Principal		Carrying Value		Fair Value (1)
WGP working capital facility - Anadarko	$	—	$	—	$	—	$	1,150	$	1,150	$	1,150
Long-term debt
2021 Notes	$	500,000	$	495,995	$	544,930	$	500,000	$	495,714	$	549,530
2022 Notes	670,000		672,752		673,994		670,000		672,930		681,942
2018 Notes	350,000		350,412		352,497		350,000		350,474		352,162
2044 Notes	400,000		393,879		400,692		400,000		393,836		417,619
2025 Notes	500,000		493,985		482,161		—		—		—
WES RCF	270,000		270,000		270,000		510,000		510,000		510,000
Total long-term debt	$	2,690,000	$	2,677,023	$	2,724,274	$	2,430,000	$	2,422,954	$	2,511,253

⁽¹⁾  Fair value is measured using Level 2 inputs.

9.  DEBT AND INTEREST EXPENSE (CONTINUED)

Debt activity. The following table presents WES and WGP’s debt activity for the six months ended June 30, 2015:

thousands	Carrying Value
Balance at December 31, 2014	$	2,424,104
WES RCF borrowings	280,000
Issuance of 2025 Notes	500,000
Repayments of WES RCF	(520,000		)
Repayment of WGP working capital facility	(1,150		)
Other	(5,931		)
Balance at June 30, 2015	$	2,677,023

Interest Expense Table

The following table summarizes the amounts included in interest expense:

	Three Months Ended   June 30,						Six Months Ended June 30,
thousands	2015			2014			2015			2014
Third parties
Long-term debt	$	24,733		$	21,445		$	48,075		$	37,580
Amortization of debt issuance costs and commitment fees	1,374			1,426			2,666			2,692
Capitalized interest	(2,693		)	(2,007		)	(5,787		)	(5,447		)
Total interest expense – third parties	23,414			20,864			44,954			34,825
Affiliates
WGP WCF	—			—			2			—
Deferred purchase price obligation – Anadarko (1)	4,190			—			5,610			—
Total interest expense – affiliates	4,190			—			5,612			—
Interest expense	$	27,604		$	20,864		$	50,566		$	34,825

⁽¹⁾  See Note 2 for a discussion of the accretion and present value of the Deferred purchase price obligation - Anadarko.

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Description of Business and Basis of Presentation - Asset Table (Details) - Western Gas Partners, LP [Member]	Jun. 30, 2015 unit
Operated [Member] | Natural Gas Gathering Systems [Member]
Assets [Line Items]
Assets, number of units	14
Operated [Member] | Natural Gas Treating Facilities [Member]
Assets [Line Items]
Assets, number of units	10
Operated [Member] | Natural Gas Processing Facilities [Member]
Assets [Line Items]
Assets, number of units	14
Operated [Member] | Natural Gas Liquids Pipelines [Member]
Assets [Line Items]
Assets, number of units	3
Operated [Member] | Natural Gas Pipelines [Member]
Assets [Line Items]
Assets, number of units	4
Operated [Member] | Oil Pipelines [Member]
Assets [Line Items]
Assets, number of units	1
Operated Interests [Member] | Natural Gas Gathering Systems [Member]
Assets [Line Items]
Assets, number of units	2
Operated Interests [Member] | Natural Gas Treating Facilities [Member]
Assets [Line Items]
Assets, number of units	5
Operated Interests [Member] | Natural Gas Processing Facilities [Member]
Assets [Line Items]
Assets, number of units	5
Non-Operated Interests [Member] | Natural Gas Gathering Systems [Member]
Assets [Line Items]
Assets, number of units	5
Equity Interests [Member] | Natural Gas Gathering Systems [Member]
Assets [Line Items]
Assets, number of units	2
Equity Interests [Member] | Natural Gas Treating Facilities [Member]
Assets [Line Items]
Assets, number of units	1
Equity Interests [Member] | Natural Gas Processing Facilities [Member]
Assets [Line Items]
Assets, number of units	2
Equity Interests [Member] | Natural Gas Liquids Pipelines [Member]
Assets [Line Items]
Assets, number of units	3
Equity Interests [Member] | Oil Pipelines [Member]
Assets [Line Items]
Assets, number of units	1

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Description of Business and Basis of Presentation - Restatement Table - Consolidated Statement of Income (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended				6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Depreciation and amortization		$ 61,485	[1]	$ 44,962	[2]	$ 123,555	[1],[3]	$ 85,857	[2]
Impairments		1,268	[1]	343	[2]	273,892	[1],[3]	1,533	[2],[4]
Operating income (loss)		137,237		120,808	[2]	(18,082)		225,629	[2]
Income (loss) before income taxes		113,938		104,404	[2]	(60,038)		199,985	[2]
Income tax (benefit) expense		(1,710)		2,523	[2]	1,706		4,308	[2]
Net income (loss)		115,648		101,881	[2]	(61,744)		195,677	[2]
Net income (loss) attributable to Western Gas Equity Partners, LP		68,932		59,389	[2]	29,263		112,551	[2]
Limited partners' interest in net income (loss)	[5]	68,932		55,254	[2]	27,521		105,751	[2]
As Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Depreciation and amortization	[1]	64,693				126,763	[3]
Impairments	[1]	1,268				9,490	[3]
Operating income (loss)		134,029				243,112
Income (loss) before income taxes		110,730				201,156
Income tax (benefit) expense		(1,816)				2,644
Net income (loss)		112,546		$ 97,746	[6]	198,512		$ 187,921	[6]
Net income (loss) attributable to Western Gas Equity Partners, LP		67,795				124,824
Limited partners' interest in net income (loss)	[5]	67,795				123,082
Adjustments [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Depreciation and amortization	[1]	(3,208)				(3,208)	[3]
Impairments	[1]	0				264,402	[3]
Operating income (loss)		3,208				(261,194)
Income (loss) before income taxes		3,208				(261,194)
Income tax (benefit) expense		106				(938)
Net income (loss)		3,102				(260,256)
Net income (loss) attributable to Western Gas Equity Partners, LP		1,137				(95,561)
Limited partners' interest in net income (loss)	[5]	$ 1,137				$ (95,561)
Limited Partner [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss) per common unit - basic and diluted		$ 0.31		$ 0.25	[2]	$ 0.13		$ 0.48	[2]
Limited Partner [Member] | As Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss) per common unit - basic and diluted		0.31				0.56
Limited Partner [Member] | Adjustments [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss) per common unit - basic and diluted		$ 0.00				$ (0.43)

[1] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[4] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[5] Represents net income (loss) earned on and subsequent to the date of acquisition of WES assets (as defined in Note 1). See Note 4.

[6] See Adjustments to Previously Issued Financial Statements in Note 1.

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Description of Business and Basis of Presentation - Restatement Table - Consolidated Balance Sheet (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014	[1]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Accumulated depreciation	$ 1,426,801	$ 1,055,207
Net property, plant and equipment	4,521,347	4,571,443
Total assets	6,956,459	6,955,241
Accrued liabilities	149,268	170,864
Total current liabilities	212,742	241,058
Deferred income taxes	5,332	45,656
Total long-term liabilities	2,982,282	2,580,324
Total liabilities	3,195,024	2,821,382
Common units	1,149,840	1,260,195
Total partners' capital	1,149,840	1,382,704
Noncontrolling interests	2,611,595	2,751,155
Total equity and partners' capital	3,761,435	4,133,859
Total liabilities, equity and partners' capital	6,956,459	$ 6,955,241
As Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Accumulated depreciation	1,165,607
Net property, plant and equipment	4,782,541
Total assets	7,217,653
Accrued liabilities	149,669
Total current liabilities	213,143
Deferred income taxes	5,869
Total long-term liabilities	2,982,819
Total liabilities	3,195,962
Common units	1,244,765
Total partners' capital	1,244,765
Noncontrolling interests	2,776,926
Total equity and partners' capital	4,021,691
Total liabilities, equity and partners' capital	7,217,653
Adjustments [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Accumulated depreciation	261,194
Net property, plant and equipment	(261,194)
Total assets	(261,194)
Accrued liabilities	(401)
Total current liabilities	(401)
Deferred income taxes	(537)
Total long-term liabilities	(537)
Total liabilities	(938)
Common units	(94,925)
Total partners' capital	(94,925)
Noncontrolling interests	(165,331)
Total equity and partners' capital	(260,256)
Total liabilities, equity and partners' capital	$ (261,194)

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

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Description of Business and Basis of Presentation - Restatement Table - Consolidated Statement of Cash Flows (Details) - USD ($) $ in Thousands		3 Months Ended				6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)		$ 115,648		$ 101,881	[1]	$ (61,744)		$ 195,677	[1]
Depreciation and amortization		61,485	[2]	44,962	[1]	123,555	[2],[3]	85,857	[1]
Impairments		1,268	[2]	343	[1]	273,892	[2],[3]	1,533	[1],[4]
Deferred income taxes						1,288		2,218	[1]
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net						(114)		3,320	[1]
As Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)		112,546		$ 97,746	[5]	198,512		$ 187,921	[5]
Depreciation and amortization	[2]	64,693				126,763	[3]
Impairments	[2]	1,268				9,490	[3]
Deferred income taxes						1,825
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net						287
Adjustments [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)		3,102				(260,256)
Depreciation and amortization	[2]	(3,208)				(3,208)	[3]
Impairments	[2]	$ 0				264,402	[3]
Deferred income taxes						(537)
Increase (decrease) in accounts and natural gas imbalance payables and accrued liabilities, net						$ (401)

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[3] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[4] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[5] See Adjustments to Previously Issued Financial Statements in Note 1.

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Description of Business and Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands				1 Months Ended	3 Months Ended				6 Months Ended
		Mar. 02, 2015	[5]	Nov. 30, 2014	Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Impairments					$ 1,268	[1]	$ 343	[2]	$ 273,892	[1],[3]	$ 1,533	[2],[4]
Western Gas Partners, LP [Member]
General partner's interest				2.00%					1.80%
Marginal percentage interest in distributions					48.00%				48.00%
Impairments									$ 273,900
Western Gas Partners, LP [Member] | Red Desert Complex [Member]
Impairments									$ 264,400
Western Gas Partners, LP [Member] | Other Subsidiaries Of Anadarko [Member]
Common units issued									757,619
Western Gas Partners, LP [Member] | Non-Operated Marcellus Interest [Member]
Ownership interest									33.75%
Western Gas Partners, LP [Member] | Anadarko-Operated Marcellus Interest [Member]
Ownership interest									33.75%
Western Gas Partners, LP [Member] | Delaware Basin JV Gathering LLC [Member]
Ownership interest		50.00%							50.00%
Western Gas Partners, LP [Member] | Newcastle [Member]
Ownership interest									50.00%
Western Gas Partners, LP [Member] | Fort Union [Member]
Equity investment ownership					14.81%				14.81%
Western Gas Partners, LP [Member] | Rendezvous [Member]
Equity investment ownership					22.00%				22.00%
Western Gas Partners, LP [Member] | White Cliffs [Member]
Equity investment ownership					10.00%				10.00%
Western Gas Partners, LP [Member] | Mont Belvieu JV [Member]
Equity investment ownership					25.00%				25.00%
Western Gas Partners, LP [Member] | Texas Express Pipeline LLC [Member]
Equity investment ownership					20.00%				20.00%
Western Gas Partners, LP [Member] | Texas Express Gathering LLC [Member]
Equity investment ownership					20.00%				20.00%
Western Gas Partners, LP [Member] | Front Range Pipeline LLC [Member]
Equity investment ownership					33.33%				33.33%
Incentive Distribution Rights [Member] | Western Gas Partners, LP [Member]
General partner's interest									100.00%
General Partner [Member] | Western Gas Partners, LP [Member]
Ownership interest									100.00%
Adjustments [Member]
Impairments	[1]				$ 0				$ 264,402	[3]
Operating Income (Loss) [Member] | Adjustments [Member]
Correction of an immaterial error					$ 13,200		$ 10,000		$ 25,000		$ 16,600

[1] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[4] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[5] WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See DBJV acquisition—Deferred purchase price obligation - Anadarko below.

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Acquisitions and Divestitures - Acquisitions Table (Details) - USD ($) $ in Thousands						1 Months Ended	6 Months Ended
		Mar. 02, 2015		Nov. 25, 2014	Mar. 03, 2014	Nov. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	[1]
Business Acquisition [Line Items]
Borrowings							$ 769,694	$ 1,076,895
Western Gas Partners, LP [Member]
Business Acquisition [Line Items]
Units issued							163,941
Western Gas Partners, LP [Member] | Class C Units [Member]
Business Acquisition [Line Items]
Units issued							163,941
Table Text Block Supplement [Abstract]
Proceeds from the issuance of units						$ 750,000
Western Gas Partners, LP [Member] | General Partner [Member]
Business Acquisition [Line Items]
Percentage acquired							100.00%
Units issued	[2],[3]					153,061
Western Gas Partners, LP [Member] | Texas Express and Front Range [Member]
Business Acquisition [Line Items]
Borrowings	[4]				$ 350,000
Cash on hand	[4]				$ 6,250
Table Text Block Supplement [Abstract]
General partner units issued					6,296
Western Gas Partners, LP [Member] | Texas Express and Front Range [Member] | Common Units [Member]
Business Acquisition [Line Items]
Common units issued	[4]				308,490
Western Gas Partners, LP [Member] | Texas Express and Front Range [Member] | General Partner [Member]
Table Text Block Supplement [Abstract]
Proceeds from the issuance of units					$ 400
Western Gas Partners, LP [Member] | Texas Express Pipeline LLC [Member]
Table Text Block Supplement [Abstract]
Equity investment ownership					20.00%
Western Gas Partners, LP [Member] | Texas Express Gathering LLC [Member]
Table Text Block Supplement [Abstract]
Equity investment ownership					20.00%
Western Gas Partners, LP [Member] | Front Range Pipeline LLC [Member]
Table Text Block Supplement [Abstract]
Equity investment ownership					33.33%
Western Gas Partners, LP [Member] | Delaware Basin Midstream LLC [Member]
Business Acquisition [Line Items]
Percentage acquired	[5]			100.00%
Borrowings	[5]			$ 475,000
Cash on hand	[5]			$ 298,327
Western Gas Partners, LP [Member] | Delaware Basin Midstream LLC [Member] | Class C Units [Member]
Business Acquisition [Line Items]
Units issued	[5]			10,913,853
Western Gas Partners, LP [Member] | Delaware Basin JV Gathering LLC [Member]
Business Acquisition [Line Items]
Percentage acquired		50.00%	[6]				50.00%
Western Gas Partners, LP [Member] | Delaware Basin JV Gathering LLC [Member] | Deferred Purchase Price Obligation - Anadarko [Member]
Business Acquisition [Line Items]
Deferred purchase price obligation to Anadarko - acquisition date value	[6]	$ 174,276
Table Text Block Supplement [Abstract]
Deferred purchase price obligation to Anadarko - future value		$ 282,800

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

[3] Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

[4] WES acquired a 20% interest in each of TEG and TEP and a 33.33% interest in FRP from Anadarko. These assets gather and transport NGLs primarily from the Anadarko and Denver-Julesburg (“DJ”) Basins. The interests in these entities are accounted for under the equity method of accounting. In connection with the issuance of WES common units, WES GP purchased 6,296 general partner units in exchange for WES GP’s proportionate capital contribution of $0.4 million.

[5] WES acquired Nuevo Midstream, LLC (“Nuevo”) from a third party. Following the acquisition, WES changed the name of Nuevo to Delaware Basin Midstream, LLC (“DBM”). The assets acquired include cryogenic processing plants, a gas gathering system, and related facilities and equipment, which are collectively referred to as the “DBM complex” and serve production from Reeves, Loving and Culberson Counties, Texas and Eddy and Lea Counties, New Mexico. See DBM acquisition below for further information, including the preliminary allocation of the purchase price.

[6] WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See DBJV acquisition—Deferred purchase price obligation - Anadarko below.

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Acquisitions and Divestitures - Impact to Historical Consolidated Statement of Income Table (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		$ 416,572	$ 357,381	[1]	$ 804,981		$ 658,630	[1]
Equity income, net	[2],[3]	18,941	13,008	[1]	37,161	[4]	22,259	[1],[4]
Net income (loss)		115,648	101,881	[1]	(61,744)		195,677	[1]
Delaware Basin JV Gathering LLC [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues			15,625				29,885
Equity income, net			0				0
Net income (loss)			4,135				7,756
WGP Historical [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues	[5]		341,756				628,745
Equity income, net	[5]		13,008				22,259
Net income (loss)		$ 112,546	$ 97,746	[5]	$ 198,512		$ 187,921	[5]

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Income earned from equity investments is classified as affiliate. See Note 1.

[3] Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

[4] Income earned on, distributions from and contributions to equity investments are classified as affiliate. See Note 1.

[5] See Adjustments to Previously Issued Financial Statements in Note 1.

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Acquisitions and Divestitures - Purchase Price Allocation Table (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014	[1]
Business Acquisition [Line Items]
Goodwill	$ 393,035	$ 389,087
Western Gas Partners, LP [Member] | Delaware Basin Midstream LLC [Member]
Business Acquisition [Line Items]
Current assets	63,020
Property, plant and equipment	467,171
Goodwill	282,999
Other intangible assets	811,048
Accounts payables	(17,679)
Accrued liabilities	(38,684)
Deferred income taxes	(1,342)
Asset retirement obligations and other	(9,060)
Total purchase price	$ 1,557,473

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

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Acquisitions and Divestitures - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended	6 Months Ended
		Jun. 30, 2015	Jun. 30, 2015	Mar. 02, 2015	Dec. 31, 2014	[2]
Property, Plant and Equipment [Line Items]
Deferred purchase price obligation - Anadarko	[1]	$ 179,886	$ 179,886		$ 0
Western Gas Partners, LP [Member] | Delaware Basin Midstream LLC [Member]
Property, Plant and Equipment [Line Items]
Post-closing purchase price adjustments			3,500
Western Gas Partners, LP [Member] | Dew and Pinnacle Systems [Member] | Assets Held for Sale [Member]
Property, Plant and Equipment [Line Items]
Current assets - held for sale		2,200	2,200
Long-term assets - held for sale		71,900	71,900
Current liabilities - held for sale		4,200	4,200
Long-term liabilities - held for sale		3,000	$ 3,000
Western Gas Partners, LP [Member] | Deferred Purchase Price Obligation - Anadarko [Member] | Delaware Basin JV Gathering LLC [Member]
Property, Plant and Equipment [Line Items]
Deferred purchase price obligation to Anadarko - future value				$ 282,800
Deferred purchase price obligation to Anadarko - acquisition date value	[3]			$ 174,276
Discount rate percentage			10.00%
Deferred purchase price obligation - Anadarko		179,900	$ 179,900
Interest expense, related party		$ 4,200	$ 5,600

[1] See Note 2.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] WES acquired Anadarko’s interest in Delaware Basin JV Gathering LLC (“DBJV”), which owns a 50% interest in a gathering system and related facilities (the “DBJV system”). The DBJV system is located in the Delaware Basin in Loving, Ward, Winkler and Reeves Counties, Texas. WES will make a cash payment on March 31, 2020, to Anadarko as consideration for the acquisition of DBJV. WES currently estimates the future payment will be $282.8 million, the net present value of which was $174.3 million as of the acquisition date. See DBJV acquisition—Deferred purchase price obligation - Anadarko below.

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Partnership Distributions - Cash Distributions Tables (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2015		Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014
Distribution Made to Limited Partner [Line Items]
Total quarterly distribution per unit	$ 0.36375	[1]	$ 0.342500	$ 0.31250	$ 0.29125	$ 0.27125	$ 0.25000
Total quarterly cash distribution	$ 79,630	[1]	$ 74,977	$ 68,409	$ 63,756	$ 59,378	$ 54,726
Western Gas Partners, LP [Member]
Distribution Made to Limited Partner [Line Items]
Total quarterly distribution per unit	$ 0.750	[2]	$ 0.725	$ 0.700	$ 0.675	$ 0.650	$ 0.625
Total quarterly cash distribution	$ 139,736	[2]	$ 133,203	$ 126,044	$ 111,608	$ 105,655	$ 98,749

[1] On July 16, 2015, the Board of Directors of WGP GP declared a cash distribution to WGP unitholders of $0.36375 per unit, or $79.6 million in aggregate. The cash distribution is payable on August 21, 2015, to WGP unitholders of record at the close of business on July 31, 2015.

[2] On July 16, 2015, the Board of Directors of WES GP declared a cash distribution to WES unitholders of $0.750 per unit, or $139.7 million in aggregate, including incentive distributions, but excluding distributions on WES Class C units (see WES Class C unit distributions below). The cash distribution is payable on August 12, 2015, to WES unitholders of record at the close of business on July 31, 2015.

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Partnership Distributions - PIK Class C Units Distributions Table (Details) - Western Gas Partners, LP [Member] - Class C Units [Member] - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Distribution Made to Limited Partner [Line Items]
PIK Class C units	118,230	45,711	[1]
Implied fair value	$ 8,101	$ 3,072	[1]
Table Text Block Supplement [Abstract]
Number of days in prorated period		37 days

[1] Prorated for the 37-day period the Class C units were outstanding during the fourth quarter of 2014.

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Partnership Distributions - Additional Information (Details)	6 Months Ended
	Jun. 30, 2015
Distribution Made to Limited Partner [Line Items]
Partnership agreement day requirement of distribution of available cash	55 days
Western Gas Partners, LP [Member]
Distribution Made to Limited Partner [Line Items]
Partnership agreement day requirement of distribution of available cash	45 days
Western Gas Partners, LP [Member] | Class C Units [Member]
Distribution Made to Limited Partner [Line Items]
Discount rate percentage	6.00%

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Equity and Partners' Capital - Equity Offerings Table (Details) - Western Gas Partners, LP [Member] - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended
		Nov. 30, 2014	Jun. 30, 2015	Jun. 30, 2015	Dec. 31, 2014	Aug. 31, 2014	Aug. 31, 2012
Capital Unit [Line Items]
Units issued				163,941
Price per unit	[1]	$ 70.85
Underwriting discount and other offering expenses	[1]	$ 18,615
Net proceeds to WES	[1]	$ 602,967
Table Text Block Supplement [Abstract]
General partner's interest		2.00%		1.80%
Option on Securities [Member]
Capital Unit [Line Items]
Net proceeds to WES		$ 77,000
125 Million COP [Member]
Capital Unit [Line Items]
Average price per unit	[2]				$ 73.48
Underwriting discount and other offering expenses	[2]				$ 1,738
Net proceeds to WES	[2]				83,245
Table Text Block Supplement [Abstract]
Maximum aggregate principal of common stock							$ 125,000
Gross proceeds					$ 85,000
500 Million COP [Member]
Capital Unit [Line Items]
Common units issued				873,525
Average price per unit	[3]			$ 66.61
Underwriting discount and other offering expenses	[3]		$ 782	$ 782
Net proceeds to WES	[3]			57,408
Table Text Block Supplement [Abstract]
Maximum aggregate principal of common stock						$ 500,000
Gross proceeds			26,700	58,200
Commissions paid			$ 300	$ 600
Common Units [Member]
Capital Unit [Line Items]
Common units issued	[1]	8,620,153
Common Units [Member] | Option on Securities [Member]
Capital Unit [Line Items]
Common units issued		1,120,153
Common Units [Member] | 125 Million COP [Member]
Capital Unit [Line Items]
Common units issued	[2]				1,133,384
Common Units [Member] | 500 Million COP [Member]
Capital Unit [Line Items]
Common units issued	[3]			873,525
General Partner [Member]
Capital Unit [Line Items]
Units issued	[1],[4]	153,061
General Partner [Member] | 125 Million COP [Member]
Capital Unit [Line Items]
Units issued	[2],[4]				23,132

[1] Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

[2] Represents common and general partner units of WES issued during the year ended December 31, 2014, pursuant to WES’s registration statement filed with the SEC in August 2012 authorizing the issuance of up to an aggregate of $125.0 million of WES common units (the “$125.0 million COP”). Gross proceeds generated (including WES GP’s proportionate capital contributions) during the year ended December 31, 2014, were $85.0 million. The price per unit in the table above represents an average price for all issuances under the $125.0 million COP during the year ended December 31, 2014. As of December 31, 2014, WES had used all the capacity to issue common units under this registration statement.

[3] Represents common units of WES issued during the six months ended June 30, 2015, pursuant to WES’s registration statement filed with the SEC in August 2014 authorizing the issuance of up to an aggregate of $500.0 million of WES common units (the “$500.0 million COP”). Gross proceeds generated during the three and six months ended June 30, 2015, were $26.7 million and $58.2 million, respectively. Commissions paid during the three and six months ended June 30, 2015, were $0.3 million and $0.6 million, respectively. The price per unit in the table above represents an average price for all issuances under the $500.0 million COP during the six months ended June 30, 2015.

[4] Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

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Equity and Partners' Capital - Limited Partner and General Partner Units Table (Details) - Western Gas Partners, LP [Member] - shares		1 Months Ended	6 Months Ended
		Nov. 30, 2014	Jun. 30, 2015
Capital Unit [Line Items]
Balance			141,192,051
PIK Class C units			163,941
Long-Term Incentive Plan award vestings			5,991
Balance			142,235,508
500 Million COP [Member]
Capital Unit [Line Items]
Offering			873,525
Common Units [Member]
Capital Unit [Line Items]
Balance			127,695,130
Long-Term Incentive Plan award vestings			5,991
Offering	[1]	8,620,153
Balance			128,574,646
Common Units [Member] | 500 Million COP [Member]
Capital Unit [Line Items]
Offering	[2]		873,525
Class C Units [Member]
Capital Unit [Line Items]
Balance			10,913,853
PIK Class C units			163,941
Balance			11,077,794
General Partner [Member]
Capital Unit [Line Items]
Balance			2,583,068
PIK Class C units	[1],[3]	153,061
Balance			2,583,068

[1] Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

[2] Represents common units of WES issued during the six months ended June 30, 2015, pursuant to WES’s registration statement filed with the SEC in August 2014 authorizing the issuance of up to an aggregate of $500.0 million of WES common units (the “$500.0 million COP”). Gross proceeds generated during the three and six months ended June 30, 2015, were $26.7 million and $58.2 million, respectively. Commissions paid during the three and six months ended June 30, 2015, were $0.3 million and $0.6 million, respectively. The price per unit in the table above represents an average price for all issuances under the $500.0 million COP during the six months ended June 30, 2015.

[3] Represents general partner units of WES issued to WES GP in exchange for WES GP’s proportionate capital contribution.

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Equity and Partners' Capital - Additional Information (Details) $ / shares in Units, $ in Millions		1 Months Ended			6 Months Ended
		Jun. 30, 2015 $ / unit shares	Nov. 30, 2014 USD ($) $ / shares shares	Jul. 31, 2014 shares	Jun. 30, 2015 $ / unit shares	Dec. 31, 2014 shares
Schedule of Investments [Line Items]
Limited partner units owned		218,913,688			218,913,688	218,909,977
Anadarko [Member]
Schedule of Investments [Line Items]
Limited partner units owned		191,087,365			191,087,365
Ownership interest					87.30%
Anadarko [Member] | Common Units [Member]
Schedule of Investments [Line Items]
Common units issued		2,300,000		5,750,000
Anadarko [Member] | Option on Securities [Member] | Common Units [Member]
Schedule of Investments [Line Items]
Common units issued		300,000		750,000
Anadarko [Member] | Tangible Equity Units [Member]
Schedule of Investments [Line Items]
Tangible equity units issued		9,200,000
Tangible equity unit rate		7.50%			7.50%
Stated amount per tangible equity unit | $ / unit		50.00			50.00
Debt instrument, maturity date					Jun. 07, 2018
Anadarko [Member] | Tangible Equity Units [Member] | Option on Securities [Member]
Schedule of Investments [Line Items]
Tangible equity units issued		1,200,000
Public [Member]
Schedule of Investments [Line Items]
Limited partner units owned		27,826,323			27,826,323
Ownership interest					12.70%
Western Gas Partners, LP [Member]
Schedule of Investments [Line Items]
General partner units owned		2,583,068			2,583,068
General partner's interest			2.00%		1.80%
Units issued					163,941
Price per unit | $ / shares	[1]		$ 70.85
Western Gas Partners, LP [Member] | Common Units [Member]
Schedule of Investments [Line Items]
Limited partner units owned		49,296,205			49,296,205
Ownership interest					34.70%
Common units issued	[1]		8,620,153
Western Gas Partners, LP [Member] | Incentive Distribution Rights [Member]
Schedule of Investments [Line Items]
General partner's interest					100.00%
Western Gas Partners, LP [Member] | Class C Units [Member]
Schedule of Investments [Line Items]
Units issued					163,941
Price per unit | $ / shares			$ 68.72
Proceeds from the issuance of Class C units | $			$ 750.0
Western Gas Partners, LP [Member] | Class C Units [Member] | Maximum [Member]
Schedule of Investments [Line Items]
Redeemable option on units | $			$ 150.0
Western Gas Partners, LP [Member] | Option on Securities [Member] | Common Units [Member]
Schedule of Investments [Line Items]
Common units issued			1,120,153
Western Gas Partners, LP [Member] | Public [Member] | Common Units [Member]
Schedule of Investments [Line Items]
Limited partner units owned		78,520,822			78,520,822
Ownership interest					55.20%
Western Gas Partners, LP [Member] | Other Subsidiaries Of Anadarko [Member]
Schedule of Investments [Line Items]
Ownership interest					8.30%
Western Gas Partners, LP [Member] | Other Subsidiaries Of Anadarko [Member] | Common Units [Member]
Schedule of Investments [Line Items]
Limited partner units owned		757,619			757,619
Western Gas Partners, LP [Member] | Other Subsidiaries Of Anadarko [Member] | Class C Units [Member]
Schedule of Investments [Line Items]
Limited partner units owned		11,077,794			11,077,794
Units issued			10,913,853

[1] Includes the issuance of 1,120,153 WES common units pursuant to the partial exercise of the underwriters’ over-allotment option, the net proceeds from which were $77.0 million. Beginning with this partial exercise, WES GP elected not to make a corresponding capital contribution to maintain its 2.0% interest in WES.

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Transactions with Affiliates - Commodity Price Swap Agreements Table (Details) - Western Gas Partners, LP [Member]	Jun. 30, 2015 $ / bbl $ / MMBTU
Ethane [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	23.11
Ethane [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	18.41
Ethane [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	23.41
Propane [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	52.90
Propane [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	47.08
Propane [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	52.99
Isobutane [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	73.89
Isobutane [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	62.09
Isobutane [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	74.02
Normal butane [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	64.93
Normal butane [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	54.62
Normal butane [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	65.04
Natural gasoline [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	81.68
Natural gasoline [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	72.88
Natural gasoline [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	81.82
Condensate [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	81.68
Condensate [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	76.47
Condensate [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	81.82
Natural gas (per MMbtu) [Member] | Year 2016 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price | $ / MMBTU	4.87
Natural gas (per MMbtu) [Member] | Minimum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price | $ / MMBTU	4.66
Natural gas (per MMbtu) [Member] | Maximum [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price | $ / MMBTU	5.96

XML

Transactions with Affiliates - Gains Losses Commodity Price Swap Agreements Table (Details) - Western Gas Partners, LP [Member] - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Gains (losses) on commodity price swap agreements related to sales and purchases
Net gains (losses) on commodity price swap agreements		$ 18,921	$ 18,038	$ 40,156	$ 23,807
Sales [Member]
Gains (losses) on commodity price swap agreements related to sales and purchases
Net gains (losses) on commodity price swap agreements	[1]	60,641	36,567	116,055	42,355
Sales [Member] | Natural Gas [Member]
Gains (losses) on commodity price swap agreements related to sales and purchases
Net gains (losses) on commodity price swap agreements	[1]	22,344	2,013	33,326	(1,654)
Sales [Member] | Natural Gas Liquids [Member]
Gains (losses) on commodity price swap agreements related to sales and purchases
Net gains (losses) on commodity price swap agreements	[1]	38,297	34,554	82,729	44,009
Cost of Sales [Member]
Gains (losses) on commodity price swap agreements related to sales and purchases
Net gains (losses) on commodity price swap agreements	[2]	$ (41,720)	$ (18,529)	$ (75,899)	$ (18,548)

[1] Reported in affiliate natural gas, natural gas liquids and drip condensate sales in the consolidated statements of income in the period in which the related sale is recorded.

[2] Reported in cost of product in the consolidated statements of income in the period in which the related purchase is recorded.

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Transactions with Affiliates - Commodity Price Swap Agreements Extensions Table (Details)	Jun. 25, 2015 $ / bbl $ / MMBTU
DJ Basin Complex [Member] | Ethane [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	1.96	[1]
DJ Basin Complex [Member] | Propane [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	13.10	[1]
DJ Basin Complex [Member] | Isobutane [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	19.75	[1]
DJ Basin Complex [Member] | Normal butane [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	18.99	[1]
DJ Basin Complex [Member] | Natural gasoline [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	52.59	[1]
DJ Basin Complex [Member] | Condensate [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	52.59	[1]
DJ Basin Complex [Member] | Natural gas (per MMbtu) [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price | $ / MMBTU	2.75	[1]
Hugoton System [Member] | Condensate [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price	32.56	[1]
Hugoton System [Member] | Natural gas (per MMbtu) [Member]
Commodity Price Risk Swap [Line Items]
Commodity Market Price | $ / MMBTU	2.74	[1]
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Ethane [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	18.41
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Propane [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	47.08
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Isobutane [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	62.09
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Normal butane [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	54.62
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Natural gasoline [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	72.88
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Condensate [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	76.47
Western Gas Partners, LP [Member] | DJ Basin Complex [Member] | Natural gas (per MMbtu) [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price | $ / MMBTU	5.96
Western Gas Partners, LP [Member] | Hugoton System [Member] | Condensate [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price	78.61
Western Gas Partners, LP [Member] | Hugoton System [Member] | Natural gas (per MMbtu) [Member] | Year 2015 [Member]
Commodity Price Risk Swap [Line Items]
Commodity swap fixed price | $ / MMBTU	5.50

[1] Represents the New York Mercantile Exchange forward strip price as of June 25, 2015, adjusted for location, basis and, in the case of NGLs, transportation and fractionation costs.

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Transactions with Affiliates - Equipment Purchases and Sales Table (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Related Party Transaction [Line Items]
Partners’ capital adjustment	$ 4,726	$ (43)	[1]
Western Gas Partners, LP [Member] | Affiliates [Member] | Purchases [Member]
Related Party Transaction [Line Items]
Cash consideration - purchases	9,968	4,702
Net carrying value	4,908	4,745
Partners’ capital adjustment	5,060	(43)
Western Gas Partners, LP [Member] | Affiliates [Member] | Sales [Member]
Related Party Transaction [Line Items]
Cash consideration - sales	700	0
Net carrying value	366	0
Partners’ capital adjustment	$ (334)	$ 0

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

XML

Transactions with Affiliates - Summary Table (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Related Party Transaction [Line Items]
Revenues		$ 416,572	$ 357,381	[1]	$ 804,981		$ 658,630	[1]
Equity income, net	[2],[3]	18,941	13,008	[1]	37,161	[4]	22,259	[1],[4]
Cost of product	[5]	147,232	122,318	[1]	286,657		217,709	[1]
Operation and maintenance	[5]	70,048	65,440	[1]	138,007		116,534	[1]
General and administrative	[5]	9,442	9,202	[1]	20,789		19,077	[1]
Operating expenses		298,276	249,581	[1]	860,224		455,260	[1]
Interest income	[6]	4,225	4,225	[1]	8,450		8,450	[1]
Interest expense	[7]	27,604	20,864	[1]	50,566		34,825	[1]
Distributions to unitholders					143,386		105,347	[1]
Affiliates [Member]
Related Party Transaction [Line Items]
Revenues	[3]	271,966	277,583	[1]	530,281		499,699	[1]
Cost of product	[3]	53,078	38,666		96,990		58,037
Operation and maintenance	[8]	17,496	16,827		32,872		29,378
General and administrative	[9]	7,513	7,090		15,279		14,572
Operating expenses		78,087	62,583		145,141		101,987
Interest expense	[10]	4,190	0		5,612		0
Affiliates [Member] | Western Gas Equity Partners, LP [Member]
Related Party Transaction [Line Items]
Distributions to unitholders	[11]	66,235	49,784		126,669		95,835
Affiliates [Member] | Western Gas Partners, LP [Member]
Related Party Transaction [Line Items]
Distributions to unitholders	[12]	$ 550	$ 474		$ 1,080		$ 743

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Income earned from equity investments is classified as affiliate. See Note 1.

[3] Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

[4] Income earned on, distributions from and contributions to equity investments are classified as affiliate. See Note 1.

[5] Cost of product includes product purchases from Anadarko (as defined in Note 1) of $53.1 million and $97.0 million for the three and six months ended June 30, 2015, respectively, and $38.7 million and $58.0 million for the three and six months ended June 30, 2014, respectively. Operation and maintenance includes charges from Anadarko of $17.5 million and $32.9 million for the three and six months ended June 30, 2015, respectively, and $16.8 million and $29.4 million for the three and six months ended June 30, 2014, respectively. General and administrative includes charges from Anadarko of $7.5 million and $15.3 million for the three and six months ended June 30, 2015, respectively, and $7.1 million and $14.6 million for the three and six months ended June 30, 2014, respectively. See Note 5.

[6] Represents interest income recognized on the note receivable from Anadarko.

[7] Includes affiliate (as defined in Note 1) interest expense of $4.2 million and $5.6 million for the three and six months ended June 30, 2015, respectively, and zero for each of the three and six months ended June 30, 2014. See Note 2 and Note 9.

[8] Represents expenses incurred on and subsequent to the date of the acquisition of WES assets, as well as expenses incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES.

[9] Represents general and administrative expense incurred on and subsequent to the date of WES’s acquisition of WES assets, as well as a management services fee for reimbursement of expenses incurred by Anadarko for periods prior to the acquisition of WES assets by WES. These amounts include equity-based compensation expense allocated to WES and WGP by Anadarko (see WES LTIP and WGP LTIP and Anadarko Incentive Plans within this Note 5) and amounts charged by Anadarko under the WGP omnibus agreement.

[10] For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2 and Note 9).

[11] Represents distributions paid under WGP’s partnership agreement (see Note 3 and Note 4).

[12] Represents distributions paid to other subsidiaries of Anadarko under WES’s partnership agreement (see Note 3 and Note 4).

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Transactions with Affiliates - Additional Information (Details) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	May. 31, 2008	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Related Party Transaction [Line Items]
Note receivable - Anadarko		$ 260,000,000		$ 260,000,000		$ 260,000,000	[1]
Contributions of equity-based compensation to WES by Anadarko				$ 1,707,000
Western Gas Equity Partners Long Term Incentive Plan [Member]
Related Party Transaction [Line Items]
Units vesting period				3 years
Equity-based compensation expense		62,000	$ 25,000	$ 117,000	$ 52,000
Independent Director [Member] | Western Gas Equity Partners Long Term Incentive Plan [Member]
Related Party Transaction [Line Items]
Units vesting period				1 year
Western Gas Partners, LP [Member] | Western Gas Equity Partners Long Term Incentive Plan [Member] | Anadarko Incentive Plans [Member]
Related Party Transaction [Line Items]
Equity-based compensation expense		1,000,000	900,000	$ 2,000,000	1,800,000
Contributions of equity-based compensation to WES by Anadarko				$ 1,700,000
Western Gas Partners, LP [Member] | Western Gas Partners Long Term Incentive Plan [Member]
Related Party Transaction [Line Items]
Units vesting period				3 years
Equity-based compensation expense		100,000	$ 200,000	$ 200,000	$ 300,000
Western Gas Partners, LP [Member] | Independent Director [Member] | Western Gas Partners Long Term Incentive Plan [Member]
Related Party Transaction [Line Items]
Units vesting period				1 year
Western Gas Partners, LP [Member] | Note Receivable from Anadarko [Member]
Related Party Transaction [Line Items]
Note receivable - Anadarko	$ 260,000,000.0
Note receivable, due date				May 14, 2038
Fixed annual rate for note receivable bearing interest	6.50%
Fair value of the note receivable		$ 304,500,000		$ 304,500,000		$ 317,800,000
Western Gas Partners, LP [Member] | Gathering Transportation and Treating [Member]
Related Party Transaction [Line Items]
Affiliate throughput percent		47.00%	50.00%	47.00%	49.00%
Western Gas Partners, LP [Member] | Processing [Member]
Related Party Transaction [Line Items]
Affiliate throughput percent		52.00%	58.00%	52.00%	58.00%

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

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Property, Plant and Equipment - Historical Cost Table (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 5,948,148	$ 5,626,650	[1]
Accumulated depreciation	1,426,801	1,055,207	[1]
Net property, plant and equipment	4,521,347	4,571,443	[1]
Western Gas Partners, LP [Member] | Land [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	3,336	2,884
Western Gas Partners, LP [Member] | Gathering Systems [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 5,527,042	4,972,892
Western Gas Partners, LP [Member] | Gathering Systems [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Western Gas Partners, LP [Member] | Gathering Systems [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	47 years
Western Gas Partners, LP [Member] | Pipelines And Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 136,303	151,107
Western Gas Partners, LP [Member] | Pipelines And Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	15 years
Western Gas Partners, LP [Member] | Pipelines And Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	45 years
Western Gas Partners, LP [Member] | Assets Under Construction [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 262,334	483,347
Western Gas Partners, LP [Member] | Other [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment	$ 19,133	$ 16,420
Western Gas Partners, LP [Member] | Other [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Western Gas Partners, LP [Member] | Other [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	40 years

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

XML

Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2015		Jun. 30, 2014	[2]	Jun. 30, 2015		Jun. 30, 2014	[2],[4]
Property, Plant and Equipment [Line Items]
Impairments	$ 1,268	[1]	$ 343		$ 273,892	[1],[3]	$ 1,533
Western Gas Partners, LP [Member]
Property, Plant and Equipment [Line Items]
Impairments					273,900
Western Gas Partners, LP [Member] | Red Desert Complex [Member]
Property, Plant and Equipment [Line Items]
Impairments					264,400
Western Gas Partners, LP [Member] | Red Desert Complex [Member] | Fair Value Measurements Nonrecurring [Member] | Level 3 Inputs [Member] | Income Approach Valuation Technique [Member]
Property, Plant and Equipment [Line Items]
Estimated fair value	$ 23,200				23,200
Western Gas Partners, LP [Member] | Other [Member]
Property, Plant and Equipment [Line Items]
Impairments					$ 9,500

[1] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] “As Reported” amounts previously included as a component of Depreciation, amortization and impairments in WGP’s Original Filing.

[4] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

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Equity Investments - Equity Investments Table (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	[4]	Jun. 30, 2015		Jun. 30, 2014	[4]
Schedule of Equity Method Investments [Line Items]
Balance	[1]				$ 634,492
Investment earnings (loss), net of amortization	[2],[3]	$ 18,941	$ 13,008		37,161	[5]	$ 22,259	[5]
Contributions					6,770		60,102
Distributions	[5]				(39,034)		(26,793)
Distributions in excess of cumulative earnings	[5]				(8,538)	[6]	$ (9,848)
Balance		630,851			630,851
Western Gas Partners, LP [Member] | Fort Union [Member]
Schedule of Equity Method Investments [Line Items]
Balance					25,933
Investment earnings (loss), net of amortization					3,191
Contributions					0
Distributions					(3,656)
Distributions in excess of cumulative earnings	[6]				0
Balance		25,468			25,468
Western Gas Partners, LP [Member] | White Cliffs [Member]
Schedule of Equity Method Investments [Line Items]
Balance					44,315
Investment earnings (loss), net of amortization					7,214
Contributions					4,370
Distributions					(6,923)
Distributions in excess of cumulative earnings	[6]				(2,026)
Balance		46,950			46,950
Western Gas Partners, LP [Member] | Rendezvous [Member]
Schedule of Equity Method Investments [Line Items]
Balance					56,336
Investment earnings (loss), net of amortization					1,001
Contributions					0
Distributions					(1,972)
Distributions in excess of cumulative earnings	[6]				(1,863)
Balance		53,502			53,502
Western Gas Partners, LP [Member] | Mont Belvieu JV [Member]
Schedule of Equity Method Investments [Line Items]
Balance					121,337
Investment earnings (loss), net of amortization					11,377
Contributions					(433)
Distributions					(12,035)
Distributions in excess of cumulative earnings	[6]				(1,025)
Balance		119,221			119,221
Western Gas Partners, LP [Member] | Texas Express Gathering LLC [Member]
Schedule of Equity Method Investments [Line Items]
Balance					16,790
Investment earnings (loss), net of amortization					231
Contributions					0
Distributions					(436)
Distributions in excess of cumulative earnings	[6]				(80)
Balance		16,505			16,505
Western Gas Partners, LP [Member] | Texas Express Pipeline LLC [Member]
Schedule of Equity Method Investments [Line Items]
Balance					198,793
Investment earnings (loss), net of amortization					6,818
Contributions					1,430
Distributions					(6,944)
Distributions in excess of cumulative earnings	[6]				(2,798)
Balance		197,299			197,299
Western Gas Partners, LP [Member] | Front Range Pipeline LLC [Member]
Schedule of Equity Method Investments [Line Items]
Balance					170,988
Investment earnings (loss), net of amortization					7,329
Contributions					1,403
Distributions					(7,068)
Distributions in excess of cumulative earnings	[6]				(746)
Balance		$ 171,906			$ 171,906

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Income earned from equity investments is classified as affiliate. See Note 1.

[3] Represents amounts earned or incurred on and subsequent to the date of acquisition of WES assets, as well as amounts earned or incurred by Anadarko on a historical basis related to WES assets prior to the acquisition of such assets by WES, recognized under gathering, treating or processing agreements, and purchase and sale agreements. See Adjustments to Previously Issued Financial Statements in Note 1.

[4] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[5] Income earned on, distributions from and contributions to equity investments are classified as affiliate. See Note 1.

[6] Distributions in excess of cumulative earnings, classified as investing cash flows in the consolidated statements of cash flows, is calculated on an individual investment basis.

XML

Components of Working Capital - Other Current Assets Table (Details) - USD ($) $ in Thousands		Jun. 30, 2015	Dec. 31, 2014
Other Current Assets [Line Items]
Natural gas liquids inventory		$ 6,447	$ 5,316
Natural gas imbalance receivables		1,016	415
Prepaid insurance		699	3,217
Other		3,861	1,893
Total other current assets	[1]	$ 12,023	$ 10,841	[2]

[1] Other current assets includes natural gas imbalance receivables from affiliates of zero and $0.2 million as of June 30, 2015, and December 31, 2014, respectively.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

XML

Components of Working Capital - Accrued Liabilities Table (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Accrued Liabilities [Line Items]
Accrued interest expense	$ 26,071	$ 24,741
Short-term asset retirement obligations	4,450	1,224
Short-term remediation and reclamation obligations	475	475
Income taxes payable	15	207
Total accrued liabilities	149,268	170,864	[1]
Accrued Capital Expenditures [Member]
Accrued Liabilities [Line Items]
Other accrued liabilities	78,086	128,856
Accrued Plant Purchases [Member]
Accrued Liabilities [Line Items]
Other accrued liabilities	37,928	14,023
Other Accrued Liabilities [Member]
Accrued Liabilities [Line Items]
Other accrued liabilities	$ 2,243	$ 1,338

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

XML

Debt and Interest Expense - Debt Outstanding Table (Details) - USD ($)		Jun. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total long-term debt principal		$ 2,690,000,000	$ 2,430,000,000
Carrying value		2,677,023,000	2,422,954,000	[1]
Fair value	[2]	2,724,274,000	2,511,253,000
Anadarko [Member]
Debt Instrument [Line Items]
WGP working capital facility - Anadarko		0	1,150,000	[1]
Anadarko [Member] | Working Capital Facility [Member]
Debt Instrument [Line Items]
Principal		0	1,150,000
WGP working capital facility - Anadarko		0	1,150,000
Fair value	[2]	0	1,150,000
Western Gas Partners, LP [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Principal		270,000,000	510,000,000
Carrying value		270,000,000	510,000,000
Fair value	[2]	270,000,000	510,000,000
Western Gas Partners, LP [Member] | Senior Notes [Member] | 5.375% Senior Notes due 2021 [Member]
Debt Instrument [Line Items]
Principal		500,000,000	500,000,000
Carrying value		495,995,000	495,714,000
Fair value	[2]	544,930,000	549,530,000
Western Gas Partners, LP [Member] | Senior Notes [Member] | 4.000% Senior Notes due 2022 [Member]
Debt Instrument [Line Items]
Principal		670,000,000	670,000,000
Carrying value		672,752,000	672,930,000
Fair value	[2]	673,994,000	681,942,000
Western Gas Partners, LP [Member] | Senior Notes [Member] | 2.600% Senior Notes due 2018 [Member]
Debt Instrument [Line Items]
Principal		350,000,000	350,000,000
Carrying value		350,412,000	350,474,000
Fair value	[2]	352,497,000	352,162,000
Western Gas Partners, LP [Member] | Senior Notes [Member] | 5.450% Senior Notes due 2044 [Member]
Debt Instrument [Line Items]
Principal		400,000,000	400,000,000
Carrying value		393,879,000	393,836,000
Fair value	[2]	400,692,000	417,619,000
Western Gas Partners, LP [Member] | Senior Notes [Member] | 3.950% Senior Notes due 2025 [Member]
Debt Instrument [Line Items]
Principal		500,000,000	0
Carrying value		493,985,000	0
Fair value	[2]	$ 482,161,000	$ 0

[1] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[2] Fair value is measured using Level 2 inputs.

XML

Debt and Interest Expense - Debt Activity Table (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2015 USD ($)
Debt Instrument [Line Items]
Beginning balance	$ 2,424,104
Ending balance	2,677,023
Working Capital Facility [Member] | Anadarko [Member]
Debt Instrument [Line Items]
Repayments	(1,150)
Western Gas Partners, LP [Member]
Debt Instrument [Line Items]
Other	(5,931)
Western Gas Partners, LP [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Borrowings	280,000
Repayments	(520,000)
Western Gas Partners, LP [Member] | Senior Notes [Member] | 3.950% Senior Notes due 2025 [Member]
Debt Instrument [Line Items]
Issuance of Senior Notes	$ 500,000

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Debt and Interest Expense - Interest Expense Table (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014		Jun. 30, 2015	Jun. 30, 2014
Debt Instrument [Line Items]
Interest expense	[1]	$ 27,604	$ 20,864	[2]	$ 50,566	$ 34,825	[2]
Third Parties [Member]
Debt Instrument [Line Items]
Interest expense		23,414	20,864		44,954	34,825
Affiliates [Member]
Debt Instrument [Line Items]
Interest expense	[3]	4,190	0		5,612	0
Anadarko [Member] | Working Capital Facility [Member]
Debt Instrument [Line Items]
Interest expense, related party		0	0		2	0
Western Gas Partners, LP [Member] | Third Parties [Member]
Debt Instrument [Line Items]
Long-term debt		24,733	21,445		48,075	37,580
Amortization of debt issuance costs and commitment fees		1,374	1,426		2,666	2,692
Capitalized interest		(2,693)	(2,007)		(5,787)	(5,447)
Western Gas Partners, LP [Member] | Affiliates [Member] | Deferred Purchase Price Obligation - Anadarko [Member]
Debt Instrument [Line Items]
Interest expense, related party	[4]	$ 4,190	$ 0		$ 5,610	$ 0

[1] Includes affiliate (as defined in Note 1) interest expense of $4.2 million and $5.6 million for the three and six months ended June 30, 2015, respectively, and zero for each of the three and six months ended June 30, 2014. See Note 2 and Note 9.

[2] Financial information has been recast to include the financial position and results attributable to the DBJV system. See Note 1 and Note 2.

[3] For the three and six months ended June 30, 2015, includes interest expense recognized on the WGP working capital facility (see Note 9) and WES’s accretion expense recognized on the Deferred purchase price obligation - Anadarko for the acquisition of DBJV (see Note 2 and Note 9).

[4] See Note 2 for a discussion of the accretion and present value of the Deferred purchase price obligation - Anadarko.

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Debt and Interest Expense - Additional Information (Details) - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Nov. 01, 2012
Working Capital Facility [Member] | Anadarko [Member]
Debt Instrument [Line Items]
Facility, interest rate at period end	1.69%	1.66%
Facility, outstanding borrowings	$ 0
Facility, available borrowing capacity	$ 30,000,000
Facility, maximum borrowing capacity			$ 30,000,000.0
Facility, expiration date	Nov. 01, 2017
Western Gas Partners, LP [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Facility, interest rate at period end	1.49%	1.46%
Facility, fee rate	0.20%	0.20%
Facility, outstanding borrowings	$ 270,000,000
Outstanding letters of credit	12,800,000
Facility, available borrowing capacity	$ 917,200,000
Facility, expiration date	Feb. 26, 2019
Western Gas Partners, LP [Member] | Senior Notes [Member] | 5.375% Senior Notes due 2021 [Member]
Debt Instrument [Line Items]
Fixed interest rate	5.375%
Debt instrument, maturity date	Jun. 01, 2021
Western Gas Partners, LP [Member] | Senior Notes [Member] | 4.000% Senior Notes due 2022 [Member]
Debt Instrument [Line Items]
Fixed interest rate	4.00%
Debt instrument, maturity date	Jul. 01, 2022
Western Gas Partners, LP [Member] | Senior Notes [Member] | 2.600% Senior Notes due 2018 [Member]
Debt Instrument [Line Items]
Fixed interest rate	2.60%
Debt instrument, maturity date	Aug. 15, 2018
Western Gas Partners, LP [Member] | Senior Notes [Member] | 5.450% Senior Notes due 2044 [Member]
Debt Instrument [Line Items]
Fixed interest rate	5.45%
Debt instrument, maturity date	Apr. 01, 2044
Western Gas Partners, LP [Member] | Senior Notes [Member] | 3.950% Senior Notes due 2025 [Member]
Debt Instrument [Line Items]
Fixed interest rate	3.95%
Offering Percent	98.789%
Effective interest rate	4.205%
Underwriting discount	$ 3,300,000
Debt instrument, maturity date	Jun. 01, 2025

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Commitments and Contingencies - Additional Information (Details) - Western Gas Partners, LP [Member] - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Loss Contingencies [Line Items]
Committed capital	$ 52.3		$ 52.3
Rent expense associated with office, warehouse and equipment leases	$ 4.5	$ 2.0	$ 8.7	$ 4.3