10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the Quarterly Period Ended March 31, 2016

OR

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

For the transition period from to

Commission file number 001-35054

Marathon Petroleum Corporation

(Exact name of registrant as specified in its charter)

Delaware	27-1284632
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
539 South Main Street, Findlay, Ohio	45840-3229
(Address of principal executive offices)	(Zip code)

(419) 422-2121

(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  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes  x    No  ¨

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

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

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

There were 529,834,884 shares of Marathon Petroleum Corporation common stock outstanding as of April 29, 2016.

MARATHON PETROLEUM CORPORATION

Form 10-Q

Quarter Ended March 31, 2016

INDEX

	Page
PART I – FINANCIAL INFORMATION
Item 1.   Financial Statements:
Consolidated Statements of Income (Unaudited)	3
Consolidated Statements of Comprehensive Income (Unaudited)	4
Consolidated Balance Sheets (Unaudited)	5
Consolidated Statements of Cash Flows (Unaudited)	6
Consolidated Statements of Equity (Unaudited)	7
Notes to Consolidated Financial Statements (Unaudited)	8
Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 3.   Quantitative and Qualitative Disclosures about Market Risk	52
Item 4.   Controls and Procedures	53
Supplementary Statistics (Unaudited)	54
PART II – OTHER INFORMATION
Item 1.    Legal Proceedings	57
Item 1A. Risk Factors	57
Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds	58
Item 6.    Exhibits	59
Signatures	60

Unless otherwise stated or the context otherwise indicates, all references in this Form 10-Q to “MPC,” “us,” “our,” “we” or “the Company” mean Marathon Petroleum Corporation and its consolidated subsidiaries.

1

GLOSSARY OF TERMS

Throughout this report, the following company or industry specific terms and abbreviations are used:

barrel	One stock tank barrel, or 42 United States gallons liquid volume, used in reference to crude oil or other liquid hydrocarbons.
EBITDA	Earnings Before Interest, Tax, Depreciation and Amortization, a non-GAAP financial measure
EPA	United States Environmental Protection Agency
FASB	Financial Accounting Standards Board
IDR	Incentive Distribution Rights
LIBO Rate	London Interbank Offered Rate
LIFO	Last in, first out, an inventory costing method
LLS	Louisiana Light Sweet crude oil, an oil index benchmark price
mbpd	Thousand barrels per day
MMbtu	One million British thermal units, an energy measurement
MMcf/d	One million cubic feet of natural gas per day
NGL	Natural gas liquids, such as ethane, propane, butanes and natural gasoline
OTC	Over-the-Counter
ppm	Parts per million
RINs	Renewable Identification Numbers
SEC	Securities and Exchange Commission
SMR	Steam methane reformer, operated by a third party and located at the Javelina gas processing and fractionation complex in Corpus Christi, Texas
ULSD	Ultra-low sulfur diesel
U.S. GAAP	Accounting principles generally accepted in the United States
USGC	U.S. Gulf Coast
VIE	Variable interest entity
WTI	West Texas Intermediate crude oil, an oil index benchmark price

2

Part I – Financial Information

Item 1. Financial Statements

Marathon Petroleum Corporation

Consolidated Statements of Income (Unaudited)

	Three Months Ended   March 31,
(In millions, except per share data)	2016			2015
Revenues and other income:
Sales and other operating revenues (including consumer excise taxes)	$	12,755		$	17,191
Income from equity method investments	22			15
Net gain on disposal of assets	25			5
Other income	28			29
Total revenues and other income	12,830			17,240
Costs and expenses:
Cost of revenues (excludes items below)	9,701			13,044
Purchases from related parties	107			76
Inventory market valuation charge	15			—
Consumer excise taxes	1,826			1,832
Impairment expense	129			—
Depreciation and amortization	490			363
Selling, general and administrative expenses	378			358
Other taxes	109			97
Total costs and expenses	12,755			15,770
Income from operations	75			1,470
Net interest and other financial income (costs)	(142		)	(81		)
Income (loss) before income taxes	(67		)	1,389
Provision for income taxes	11			486
Net income (loss)	(78		)	903
Less net income (loss) attributable to noncontrolling interests	(79		)	12
Net income attributable to MPC	$	1		$	891
Per Share Data (See Note 7)
Basic:
Net income attributable to MPC per share	$	0.003		$	1.63
Weighted average shares outstanding	529			545
Diluted:
Net income attributable to MPC per share	$	0.003		$	1.62
Weighted average shares outstanding	531			549
Dividends paid	$	0.32		$	0.25

The accompanying notes are an integral part of these consolidated financial statements.

3

Marathon Petroleum Corporation

Consolidated Statements of Comprehensive Income (Unaudited)

	Three Months Ended   March 31,
(In millions)	2016			2015
Net income (loss)	$	(78	)	$	903
Other comprehensive income (loss):
Defined benefit postretirement and post-employment plans:
Actuarial changes, net of tax of $5 and $5	8			8
Prior service costs, net of tax of $-5 and $-5	(8		)	(8		)
Other comprehensive income (loss)	—			—
Comprehensive income (loss)	(78		)	903
Less comprehensive income (loss) attributable to noncontrolling interests	(79		)	12
Comprehensive income attributable to MPC	$	1		$	891

The accompanying notes are an integral part of these consolidated financial statements.

4

Marathon Petroleum Corporation

Consolidated Balance Sheets (Unaudited)

(In millions, except share data)	March 31, 2016			December 31, 2015
Assets
Current assets:
Cash and cash equivalents (MPLX: $4 and $43, respectively)	$	308		$	1,127
Receivables, less allowance for doubtful accounts of $11 and $12 (MPLX: $256 and $257, respectively)	2,602			2,927
Inventories (MPLX: $45 and $51, respectively)	4,983			5,225
Other current assets (MPLX: $28 and $50, respectively)	204			192
Total current assets	8,097			9,471
Equity method investments (MPLX: $2,598 and $2,458, respectively)	3,807			3,622
Property, plant and equipment, net (MPLX: $10,195 and $9,997, respectively)	25,319			25,164
Goodwill (MPLX: $2,200 and $2,570, respectively)	3,649			4,019
Other noncurrent assets (MPLX: $531 and $478, respectively)	886			839
Total assets	$	41,758		$	43,115
Liabilities
Current liabilities:
Accounts payable (MPLX: $424 and $449, respectively)	$	4,083		$	4,743
Payroll and benefits payable (MPLX: $1 and $18, respectively)	302			503
Consumer excise taxes payable (MPLX: $1 and $1, respectively)	459			460
Accrued taxes (MPLX: $23 and $26, respectively)	145			184
Debt due within one year (MPLX: $1 and $1, respectively)	215			29
Other current liabilities (MPLX: $69 and $65, respectively)	391			426
Total current liabilities	5,595			6,345
Long-term debt (MPLX: $4,715 and $5,255, respectively)	11,351			11,896
Deferred income taxes (MPLX: $382 and $378, respectively)	3,356			3,285
Defined benefit postretirement plan obligations	1,216			1,179
Deferred credits and other liabilities (MPLX: $172 and $170, respectively)	746			735
Total liabilities	22,264			23,440
Commitments and contingencies (see Note 22)
Equity
MPC stockholders’ equity:
Preferred stock, no shares issued and outstanding (par value 0.01 per share, 30 million shares authorized)	—			—
Common stock:
Issued – 730 million and 729 million shares (par value 0.01 per share, 1 billion shares authorized)	7			7
Held in treasury, at cost – 200 million and 198 million shares	(7,353		)	(7,275		)
Additional paid-in capital	10,982			11,071
Retained earnings	9,584			9,752
Accumulated other comprehensive loss	(318		)	(318		)
Total MPC stockholders’ equity	12,902			13,237
Noncontrolling interests	6,592			6,438
Total equity	19,494			19,675
Total liabilities and equity	$	41,758		$	43,115

The accompanying notes are an integral part of these consolidated financial statements.

5

Marathon Petroleum Corporation

Consolidated Statements of Cash Flows (Unaudited)

	Three Months Ended   March 31,
(In millions)	2016			2015
Increase (decrease) in cash and cash equivalents
Operating activities:
Net income (loss)	$	(78	)	$	903
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Impairment expense	129			—
Depreciation and amortization	490			363
Inventory market valuation charge	15			—
Pension and other postretirement benefits, net	30			26
Deferred income taxes	(2		)	(2		)
Net gain on disposal of assets	(25		)	(5		)
Equity method investments, net	28			2
Changes in the fair value of derivative instruments	(18		)	(12		)
Changes in:
Current receivables	325			691
Inventories	226			205
Current accounts payable and accrued liabilities	(810		)	(939		)
All other, net	17			(42		)
Net cash provided by operating activities	327			1,190
Investing activities:
Additions to property, plant and equipment	(745		)	(389		)
Disposal of assets	77			11
Investments – acquisitions, loans and contributions	(66		)	(42		)
– redemptions, repayments and return of capital	—			1
All other, net	7			31
Net cash used in investing activities	(727		)	(388		)
Financing activities:
Commercial paper – issued	264			—
– repayments	(76		)	—
Long-term debt – borrowings	586			528
– repayments	(1,145		)	(421		)
Debt issuance costs	(1		)	(4		)
Issuance of common stock	1			21
Common stock repurchased	(75		)	(209		)
Dividends paid	(169		)	(136		)
Issuance of MPLX LP common units	315			—
Distributions to noncontrolling interests	(121		)	(9		)
All other, net	2			12
Net cash used in financing activities	(419		)	(218		)
Net increase (decrease) in cash and cash equivalents	(819		)	584
Cash and cash equivalents at beginning of period	1,127			1,494
Cash and cash equivalents at end of period	$	308		$	2,078

The accompanying notes are an integral part of these consolidated financial statements.

6

Marathon Petroleum Corporation

Consolidated Statements of Equity (Unaudited)

	MPC Stockholders’ Equity
(In millions)	Common Stock		Treasury Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total Equity
Balance as of December 31, 2014	$	7	$	(6,299	)	$	9,841		$	7,515		$	(313	)	$	639		$	11,390
Net income	—		—			—			891			—			12			903
Dividends declared	—		—			—			(137		)	—			—			(137		)
Distributions to noncontrolling interests	—		—			—			—			—			(9		)	(9		)
Shares repurchased	—		(209		)	—			—			—			—			(209		)
Shares issued (returned) – stock-based compensation	—		(4		)	21			—			—			—			17
Stock-based compensation	—		—			25			—			—			—			25
Balance as of March 31, 2015	$	7	$	(6,512	)	$	9,887		$	8,269		$	(313	)	$	642		$	11,980
Balance as of December 31, 2015	$	7	$	(7,275	)	$	11,071		$	9,752		$	(318	)	$	6,438		$	19,675
Net income (loss)	—		—			—			1			—			(79		)	(78		)
Dividends declared	—		—			—			(169		)	—			—			(169		)
Distributions to noncontrolling interests	—		—			—			—			—			(121		)	(121		)
Shares repurchased	—		(75		)	—			—			—			—			(75		)
Shares issued (returned) – stock-based compensation	—		(3		)	1			—			—			—			(2		)
Stock-based compensation	—		—			15			—			—			2			17
Issuance of MPLX LP common units, inclusive of deferred income tax of $8	—		—			(32		)	—			—			355			323
Deferred income tax effect from changes in noncontrolling interest - contribution of inland marine	—		—			42			—			—			—			42
Deferred income tax effect from changes in noncontrolling interest - MarkWest Merger	—		—			(115		)	—			—			—			(115		)
Other	—		—			—			—			—			(3		)	(3		)
Balance as of March 31, 2016	$	7	$	(7,353	)	$	10,982		$	9,584		$	(318	)	$	6,592		$	19,494
(Shares in millions)	Common Stock		Treasury Stock
Balance as of December 31, 2014	726		(179		)
Shares repurchased	—		(5		)
Shares issued – stock-based compensation	2		—
Balance as of March 31, 2015	728		(184		)
Balance as of December 31, 2015	729		(198		)
Shares repurchased	—		(2		)
Shares issued (returned) – stock-based compensation	1		—
Balance as of March 31, 2016	730		(200		)

The accompanying notes are an integral part of these consolidated financial statements.

7

Notes to Consolidated Financial Statements (Unaudited)

1. Description of the Business and Basis of Presentation

Description of the Business—Our business consists of refining and marketing, retail and midstream services conducted primarily in the Midwest, Gulf Coast, East Coast, Northeast and Southeast regions of the United States, through subsidiaries, including Marathon Petroleum Company LP, Speedway LLC and its subsidiaries (“Speedway”) and MPLX LP and its subsidiaries (“MPLX”).

See Note 9 for additional information about our operations.

Basis of Presentation—All significant intercompany transactions and accounts have been eliminated.

These interim consolidated financial statements are unaudited; however, in the opinion of our management, these statements reflect all adjustments necessary for a fair statement of the results for the periods reported. All such adjustments are of a normal, recurring nature unless otherwise disclosed. These interim consolidated financial statements, including the notes, have been prepared in accordance with the rules of the SEC applicable to interim period financial statements and do not include all of the information and disclosures required by U.S. GAAP for complete financial statements.

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the full year.

We completed a two-for-one stock split in June 2015. All historical share and per share data included in these consolidated financial statements has been retroactively restated on a post-split basis.

In the first quarter of 2016, we revised our segment reporting of the operating results for our inland marine business and our investment in an ocean vessel joint venture, Crowley Ocean Partners LLC (“Crowley Ocean Partners”) in connection with the contribution of our inland marine business to MPLX. See Note 3 for additional information. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Comparable prior period information has been recast to reflect our revised segment presentation. See Note 9 for additional information.

2. Accounting Standards

Recently Adopted

In September 2015, the FASB issued an accounting standard update that eliminates the requirement to restate prior period financial statements for measurement period adjustments for business combinations. This update requires that the cumulative impact of a measurement period adjustment be recognized in the reporting period in which the adjustment is identified. The standard was effective for interim and annual periods beginning after December 15, 2015 with early application permitted. We recognized measurement period adjustments during the three months ended March 31, 2016 as additional analysis was completed on the preliminary purchase price allocation for the acquisition of MarkWest Energy Partners, L.P. (“MarkWest”). See Note 4 for further discussion and detail related to the adjustment.

In May 2015, the FASB issued an accounting standard update that eliminates the requirement to categorize in the fair value hierarchy investments that are measured at net asset value using the practical expedient. The standard was effective for fiscal years beginning after December 15, 2015 and interim periods within the fiscal year. Retrospective application is required and early adoption is permitted. Adoption of this standard update in the first quarter of 2016 did not have a material impact on our disclosures.

In April 2015, the FASB issued an accounting standard update clarifying whether a customer should account for a cloud computing arrangement as an acquisition of a software license or as a service arrangement by providing characteristics that a cloud computing arrangement must have in order to be accounted for as a software license acquisition. The change was effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2015. Retrospective or prospective application is allowed and early adoption is permitted. We adopted this standard prospectively in the first quarter of 2016 and it did not have a material impact on our consolidated results of operations, financial position or cash flows.

8

In February 2015, the FASB issued an accounting standard update making targeted changes to the current consolidation guidance. The new standard changes the considerations related to substantive rights, related parties, and decision making fees when applying the VIE consolidation model and eliminates certain guidance for limited partnerships and similar entities under the voting interest consolidation model. The update was effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2015. Under the new standard, we continue to consolidate our master limited partnership, MPLX, but it is now considered to be a VIE. The standard update did impact our disclosures for this consolidated VIE, but did not have a material impact on our results of operations, financial position or cash flows. 

In June 2014, the FASB issued an accounting standard update for the elimination of the concept of development stage entity (“DSE”) from U.S. GAAP and removes the related incremental reporting. The standards update eliminates the additional financial statement requirements specific to a DSE and was adopted in the first quarter of 2015. In addition, the portion of the standard to amend the consolidation model that eliminates the special provisions in the VIE rules for assessing the sufficiency of the equity of a DSE was adopted in the first quarter of 2016. Adoption of this standards update in the first quarter of 2015 and 2016 did not have an impact on our consolidated results of operations, financial position or cash flows.

Not Yet Adopted

In March 2016, the FASB issued an accounting standard update to simplify some provisions in stock compensation accounting. The areas for simplification of this update involve the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification of the statement of cash flows. This update will be effective for annual reporting periods beginning after December 15, 2016, and interim periods within those years and early adoption is permitted. We do not expect application of this standard to have a material impact on our consolidated financial statements.

In March 2016, the FASB issued an accounting standard update eliminating the requirement that an investor retrospectively apply equity method accounting when an investment that it had accounted for by another method initially qualifies for the equity method. This update will be effective for annual reporting periods beginning after December 15, 2016, and interim periods within those years. The guidance will be applied prospectively and early adoption is permitted. We do not expect application of this standard to have a material impact on our consolidated financial statements.

In February 2016, the FASB issued an accounting standard update on lease accounting. This update requires lessees to record most leases on their balance sheets. The new standard also requires new disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. The accounting standard update will be effective on a retrospective or modified retrospective basis for annual reporting periods beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. We are in the process of determining the impact of the new standard on the consolidated financial statements.

In January 2016, the FASB issued an accounting standard update requiring unconsolidated equity investments, not accounted for under the equity method, to be measured at fair value with changes in fair value recognized in net income. The update also requires the use of the exit price notion when measuring the fair value of financial instruments for disclosure purposes and the separate presentation of financial assets and liabilities by measurement category and form on the balance sheet and accompanying notes. The update eliminates the requirement to disclose the methods and assumptions used in estimating the fair value of financial instruments measured at amortized cost. Lastly, the update requires separate presentation in other comprehensive income of the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when electing to measure the liability at fair value in accordance with the fair value option for financial instruments. The changes are effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017. Upon adoption, entities will be required to make a cumulative-effect adjustment to the consolidated results of operations as of the beginning of the first reporting period the guidance is effective. Early adoption is permitted only for the amendment regarding presentation of a liability’s credit risk. We do not expect application of this standard to have a material impact on our consolidated financial statements.

In August 2014, the FASB issued an accounting standard update requiring management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Management will be required to assess if there is substantial doubt about an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Disclosures will be required if conditions give rise to substantial doubt and the type of disclosure will be determined based on whether management’s plans will be able to alleviate the substantial doubt. The accounting standard update will be effective for the first annual period ending after December 15, 2016, and for annual periods and interim periods thereafter with early application permitted. We do not expect application of this standard to have an impact on our financial reporting.

9

In May 2014, the FASB issued an accounting standard update for revenue recognition. The guidance in the update states that revenue is recognized when a customer obtains control of a good or service. Recognition of the revenue will involve a multiple step approach including identifying the contract, identifying the separate performance obligations, determining the transaction price, allocating the price to the performance obligations and then recognizing the revenue as the obligations are satisfied. Additional disclosures will be required to provide adequate information to understand the nature, amount, timing and uncertainty of reported revenues and revenues expected to be recognized. The accounting standard update will be effective on a retrospective or modified retrospective basis for annual reporting periods beginning after December 15, 2017, and interim periods within those years, with early adoption permitted, no earlier than January 1, 2017. We are in the process of determining the impact of the new standard on our consolidated financial statements.

3. MPLX LP

MPLX is a publicly traded master limited partnership formed by us to own, operate, develop and acquire pipelines and other midstream assets related to the transportation and storage of hydrocarbon-based products, including crude oil, refined products, natural gas and NGLs. On December 4, 2015, MPLX and MarkWest completed a merger, whereby MarkWest became a wholly-owned subsidiary of MPLX (the “MarkWest Merger”). MarkWest’s operations include: natural gas gathering, processing and transportation; and NGL gathering, transportation, fractionation, storage and marketing. MPLX’s other assets include a 100 percent interest in MPLX Pipe Line Holdings LLC (“Pipe Line Holdings”), which owns a network of common carrier crude oil and product pipeline systems and associated storage assets in the Midwest and Gulf Coast regions of the United States and a 100 percent interest in a butane cavern in Neal, West Virginia. And effective March 31, 2016 (as described below), MPLX also owns an inland marine business, which is comprised of 18 tow boats and 205 barges and transports primarily crude oil and refined products in the Midwest and Gulf Coast regions of the United States principally for MPC.

As of March 31, 2016, we owned a 25 percent interest in MPLX, including a two percent general partner interest. MPLX is a VIE because the limited partners of MPLX do not have substantive kick-out or substantive participating rights over the general partner. We are the primary beneficiary of MPLX because in addition to significant economic interest, we also have the power, through our 100 percent ownership of the general partner interest, to control the decisions that most significantly impact MPLX. We therefore consolidate MPLX and record a noncontrolling interest for the 75 percent interest owned by the public.

The creditors of MPLX do not have recourse to MPC’s general credit through guarantees or other financial arrangements.

Contribution of Inland Marine Business to MPLX

On March 31, 2016, we contributed our inland marine business to MPLX in exchange for 23 million MPLX common units and 460 thousand general partner units. The number of units we received from MPLX was determined by dividing $600 million by the volume weighted average NYSE price of MPLX common units for the 10 trading days preceding March 14, 2016, pursuant to the Membership Interests Contribution Agreement. We also agreed to waive first-quarter 2016 common unit distributions, IDRs and general partner distributions, with respect to the common units issued in this transaction. The contribution of our inland marine business was accounted for as a transaction between entities under common control and we did not record a gain or loss.

ATM Program

On March 4, 2016, MPLX filed a prospectus supplement to its shelf registration statement filed with the SEC on March 27, 2015, authorizing the continuous issuance of up to an aggregate of $500 million of common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of any offerings (such continuous offering program, or at-the-market program, referred to as the “ATM Program”). MPLX expects to use the net proceeds from sales under the ATM Program for general partnership purposes.

During the three months ended March 31, 2016, MPLX issued an aggregate of 12 million common units under the ATM Program, generating net proceeds of approximately $315 million. As a result of common units issued under the ATM Program during the period, we contributed approximately $6 million to MPLX in exchange for general partner units to maintain our two percent general partner interest.

Agreements

We have various long-term, fee-based transportation and storage services agreements with MPLX. Under these agreements, MPLX provides transportation and storage services to us, and we commit to provide MPLX with minimum quarterly throughput volumes on crude oil and refined products systems and minimum storage volumes of crude oil, refined products and butane. We also have agreements with MPLX that establish fees for operational and management services provided between us and MPLX and for executive management services and certain general and administrative services provided by us to MPLX. These transactions are eliminated in consolidation.

10

4. Acquisition and Investments

Merger with MarkWest Energy Partners, L.P.

On December 4, 2015, MPLX completed the MarkWest Merger. The total value of consideration transferred was $8.61 billion, consisting of $7.33 billion in equity and $1.28 billion in cash. At closing, we made a payment of $1.23 billion to MarkWest common unitholders and the remaining $50 million will be paid in equal amounts in July 2016 and July 2017, respectively, in connection with the conversion of the MPLX Class B units to MPLX common units. Our financial results and operating statistics reflect the results of MarkWest from the date of the MarkWest Merger.

The following table summarizes the preliminary purchase price allocation. Subsequent to December 31, 2015, additional analysis was completed and adjustments were made to the preliminary purchase price allocation as noted in the table below. The estimated fair value of assets acquired and liabilities and noncontrolling interests assumed at the acquisition date as of March 31, 2016, are as follows:

(In millions)	As originally reported		Adjustments			As adjusted
Cash and cash equivalents	$	12	$	—		$	12
Receivables	164		—			164
Inventories	33		(1		)	32
Other current assets	44		—			44
Equity method investments	2,457		143			2,600
Property, plant and equipment, net	8,474		43			8,517
Other noncurrent assets(a)	473		65			538
Total assets acquired	11,657		250			11,907
Accounts payable	322		6			328
Payroll and benefits payable	13		—			13
Accrued taxes	21		—			21
Other current liabilities	44		—			44
Long-term debt	4,567		—			4,567
Deferred income taxes	374		3			377
Deferred credit and other liabilities	151		—			151
Noncontrolling interests	13		—			13
Total liabilities and noncontrolling interest assumed	5,505		9			5,514
Net assets acquired excluding goodwill	6,152		241			6,393
Goodwill	2,454		(241		)	2,213
Net assets acquired	$	8,606	$	—		$	8,606

^(a)   The adjustment relates to the intangible asset acquired.

Adjustments to the preliminary purchase price stem mainly from additional information obtained by management in the first quarter about facts and circumstances that existed at the acquisition date including updates to forecasted employee benefit costs and capital expenditures, and completion of certain valuations to determine the underlying fair value of certain acquired assets. The adjustment to intangibles mainly relates to a misstatement in the original preliminary purchase price allocation. The correction of the error resulted in a $68 million reduction to the carrying value of goodwill and an offsetting increase of $64 million in intangibles and $2 million in each of equity method investments and property, plant and equipment. Management concluded that the correction of the error is immaterial to the consolidated financial statements of all periods presented. We are still completing our analysis of the final purchase price allocation.

The increase to fair value of equity method investments, property plant and equipment, and other noncurrent assets noted above would not have resulted in a material effect to depreciation and amortization or income from equity method investments in the Consolidated Statements of Income for the year ended December 31, 2015, had the fair value adjustments been recorded as of December 4, 2015.

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The net fair value of the assets acquired and liabilities assumed in connection with the MarkWest Merger was less than the fair value of the total consideration resulting in the recognition of $2.21 billion of goodwill in three reporting units within our Midstream segment, substantially all of which is not deductible for tax purposes. Goodwill represents the complementary aspects of the highly diverse asset base of MarkWest and MPLX that will provide significant additional opportunities across the hydrocarbon value chain.

As further discussed in Note 14, we recorded a goodwill impairment charge based on the implied fair value of goodwill as of the interim impairment analysis date. Therefore, any future adjustments to the purchase price allocation will be offset by adjustments to the impairment expense line item in the Consolidated Statements of Income.

Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information presents consolidated results assuming the MarkWest Merger occurred on January 1, 2014. The unaudited pro forma financial information does not give effect to potential synergies that could result from the transaction and is not necessarily indicative of the results of future operations.

	Three Months Ended   March 31,
(In millions, except per share data)	2015
Sales and other operating revenues (including consumer excise taxes)	$	17,652
Net income attributable to MPC	871
Net income attributable to MPC per share – basic	$	1.60
Net income attributable to MPC per share – diluted	1.59

The unaudited pro forma information includes adjustments to align accounting policies, an adjustment to depreciation expense to reflect the fair value of property, plant and equipment, increased amortization expense related to identifiable intangible assets, adjustments to amortize the fair value adjustment for the debt assumed by MPLX, adjustments to reflect the change in our limited partner interest in MPLX resulting from the MarkWest Merger, as well as the related income tax effects.

Investment in Ocean Vessel Joint Venture

In September 2015, we acquired a 50 percent ownership interest in a new joint venture with Crowley Maritime Corporation through our investment in Crowley Ocean Partners. The joint venture will operate and charter four new Jones Act product tankers, most of which will be leased to MPC. The new vessels are in various stages of construction with two of them completed and operational prior to the end of the first quarter. Contributions to the joint venture with respect to each vessel will occur at the vessel’s delivery. During 2015, we contributed $72 million in connection with delivery of the first two vessels. The third vessel was delivered April 15, 2016 and the remaining vessel is expected to be delivered by the third quarter of 2016. We account for our ownership interest in Crowley Ocean Partners as an equity method investment. In the first quarter of 2016, we revised our internal reporting of operating results for our investment in Crowley Ocean Partners. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Prior periods have been recast to reflect our revised segment presentation. See Note 22 for information on our conditional guarantee of the indebtedness of the joint venture and future contributions to Crowley Ocean Partners.

Investment in Pipeline Company

In November 2013, we agreed to serve as an anchor shipper for the Sandpiper pipeline project and fund 37.5 percent of the construction costs of the project, which will become part of Enbridge Energy Partners L.P.’s (“Enbridge Energy Partners”) North Dakota System. In exchange for these commitments, we will earn an approximate 27 percent equity interest in Enbridge Energy Partners’ North Dakota System when the Sandpiper pipeline is placed into service. We also have the option to increase our ownership interest to approximately 30 percent through additional investments in future system improvements. The anticipated in-service date for the pipeline is likely to be delayed from 2017 to early 2019, which is also likely to increase cost estimates for the project. The project schedule and cost estimates remain under review. We made contributions of $5 million to North Dakota Pipeline Company LLC (“North Dakota Pipeline”) during the three months ended March 31, 2016 and have contributed $292 million since project inception. We account for our interest in North Dakota Pipeline as part of our Midstream segment using the equity method of accounting. See Note 22 for information on future contributions to North Dakota Pipeline.

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5. Variable Interest Entities

In addition to MPLX, as described in Note 3, the following entities are also VIEs.

MarkWest Utica EMG

On January 1, 2012, MarkWest Utica Operating Company, LLC (“Utica Operating”), a wholly-owned and consolidated subsidiary of MarkWest, and EMG Utica, LLC ("EMG Utica") (together the "Members"), executed agreements to form a joint venture, MarkWest Utica EMG LLC (“MarkWest Utica EMG”), to develop significant natural gas gathering, processing and NGL fractionation, transportation and marketing infrastructure in eastern Ohio.

MarkWest has a 60 percent legal ownership interest in MarkWest Utica EMG. MarkWest Utica EMG's inability to fund its planned activities without subordinated financial support qualify it as a VIE. Utica Operating is not deemed to be the primary beneficiary due to EMG Utica’s voting rights on significant matters. We account for our ownership interest in MarkWest Utica EMG as an equity method investment. MPLX receives engineering and construction and administrative management fee revenue and reimbursement for other direct personnel costs for operating MarkWest Utica EMG. Our maximum exposure to loss as a result of our involvement with MarkWest Utica EMG includes our equity investment, any additional capital contribution commitments and any operating expenses incurred by the subsidiary operator in excess of compensation received for the performance of the operating services. Our equity investment in MarkWest Utica EMG at March 31, 2016 was $2.29 billion.

Ohio Gathering

Ohio Gathering Company, L.L.C. (“Ohio Gathering”) is a subsidiary of MarkWest Utica EMG and is engaged in providing natural gas gathering services in the Utica Shale in eastern Ohio. Ohio Gathering is a joint venture between MarkWest Utica EMG and Summit Midstream Partners, LLC. As of March 31, 2016, we had a 36 percent indirect ownership interest in Ohio Gathering. As this entity is a subsidiary of MarkWest Utica EMG, which is accounted for as an equity method investment, MPLX reports its portion of Ohio Gathering’s net assets as a component of its investment in MarkWest Utica EMG. MPLX receives engineering and construction and administrative management fee revenue and reimbursement for other direct personnel costs for operating Ohio Gathering.

6. Related Party Transactions

Our related parties include:

• Centennial Pipeline LLC (“Centennial”), in which we have a 50 percent noncontrolling interest. Centennial owns a refined products pipeline and storage facility.

• Crowley Ocean Partners, in which we have a 50 percent noncontrolling interest. Crowley Ocean Partners operates and charters Jones Act product tankers.

• Explorer Pipeline Company (“Explorer”), in which we have a 25 percent interest. Explorer owns and operates a refined products pipeline.

• Illinois Extension Pipeline Company, LLC (“Illinois Extension Pipeline”), in which we have a 35 percent noncontrolling interest. Illinois Extension Pipeline owns and operates a crude oil pipeline.

• LOCAP LLC (“LOCAP”), in which we have a 59 percent noncontrolling interest. LOCAP owns and operates a crude oil pipeline.

• LOOP LLC (“LOOP”), in which we have a 51 percent noncontrolling interest. LOOP owns and operates the only U.S. deepwater oil port.

• MarkWest EMG Jefferson Dry Gas Gathering Company, L.L.C. (“Jefferson Dry Gas”), in which we have a 67 percent noncontrolling interest. Jefferson Dry Gas is engaged in dry natural gas gathering in the county of Jefferson, Ohio.

• MarkWest Utica EMG, in which we have a 60 percent noncontrolling interest. MarkWest Utica EMG owns and operates a NGL pipeline and natural gas gathering system.

• Ohio Condensate Company, L.L.C. (“Ohio Condensate”), in which we have a 60 percent noncontrolling interest. Ohio Condensate owns and operates wellhead condensate stabilization and gathering services for certain locations within Ohio.

• Ohio Gathering, in which we have a 36 percent indirect noncontrolling interest. Ohio Gathering owns, operates and develops midstream gathering infrastructure in southeastern Ohio.

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• The Andersons Albion Ethanol LLC (“TAAE”), in which we have a 45 percent noncontrolling interest, The Andersons Clymers Ethanol LLC (“TACE”), in which we have a 60 percent noncontrolling interest and The Andersons Marathon Ethanol LLC (“TAME”), in which we have a 67 percent direct and indirect noncontrolling interest. These companies each own and operate an ethanol production facility.

• Other equity method investees.

We believe that transactions with related parties were conducted on terms comparable to those with unaffiliated parties.

Sales to related parties, which are included in sales and other operating revenues (including consumer excise taxes) on the consolidated statements of income, were $1 million for both the three months ended March 31, 2016 and 2015.

Other income from related parties, which is included in other income on the consolidated statements of income, were $8 million and less than $1 million for the three months ended March 31, 2016 and 2015, respectively. Other income from related parties consists primarily of fees received for operating transportation assets for our related parties.

Purchases from related parties were as follows:

	Three Months Ended   March 31,
(In millions)	2016		2015
Centennial	$	2	$	—
Crowley Ocean Partners	6		—
Explorer	2		7
Illinois Extension Pipeline	27		—
LOCAP	6		5
LOOP	13		13
Ohio Condensate	3		—
TAAE	9		13
TACE	17		16
TAME	20		20
Other equity method investees	2		2
Total	$	107	$	76

Related party purchases from Centennial consist primarily of refinery feedstocks and refined product transportation costs. Related party purchases from Crowley Ocean Partners consist of leasing equipment primarily used to transport refined products. Related party purchases from Explorer consist primarily of refined product transportation costs. Related party purchases from Illinois Extension Pipeline, LOCAP, LOOP and other equity method investees consist primarily of crude oil transportation costs. Related party purchases from Ohio Condensate consist of processing fees for crude oil and refinery feedstocks. Related party purchases from TAAE, TACE and TAME consist of ethanol purchases.

Receivables from related parties, which are included in receivables, less allowance for doubtful accounts on the consolidated balance sheets, were as follows:

(In millions)	March 31, 2016		December 31, 2015
Centennial	$	1	$	1
Jefferson Dry Gas	—		2
MarkWest Utica EMG	1		1
Ohio Condensate	—		3
Ohio Gathering	3		5
Other equity method investees	2		1
Total	$	7	$	13

Long-term receivable from Ohio Condensate, which is included in other noncurrent assets on the consolidated balance sheet, was zero at March 31, 2016 and $1 million at December 31, 2015.

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Payables to related parties, which are included in accounts payable on the consolidated balance sheets, were as follows:

(In millions)	March 31, 2016		December 31, 2015
Centennial	$	1	$	—
Explorer	1		1
Illinois Extension Pipeline	10		4
LOCAP	2		2
LOOP	4		5
MarkWest Utica EMG	21		19
Ohio Condensate	3		4
TAAE	1		1
TACE	1		2
TAME	2		3
Other equity method investees	1		1
Total	$	47	$	42

7. Income per Common Share

We compute basic earnings per share by dividing net income attributable to MPC by the weighted average number of shares of common stock outstanding. The average number of shares of common stock and per share amounts have been retroactively restated to reflect the two-for-one stock split completed in June 2015. Diluted income per share assumes exercise of certain stock-based compensation awards, provided the effect is not anti-dilutive.

MPC grants certain incentive compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, we have calculated our earnings per share using the two-class method.

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Basic earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	1	$	891
Income allocated to participating securities	—		1
Income available to common stockholders – basic	$	1	$	890
Weighted average common shares outstanding	529		545
Basic earnings per share	$	0.003	$	1.63
Diluted earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	1	$	891
Income allocated to participating securities	—		1
Income available to common stockholders – diluted	$	1	$	890
Weighted average common shares outstanding	529		545
Effect of dilutive securities	2		4
Weighted average common shares, including dilutive effect	531		549
Diluted earnings per share	$	0.003	$	1.62

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The following table summarizes the shares that were anti-dilutive and, therefore, were excluded from the diluted share calculation.

	Three Months Ended   March 31,
(In millions)	2016	2015
Shares issued under stock-based compensation plans	3	1

8. Equity

Since January 1, 2012, our board of directors has approved $10.0 billion in total share repurchase authorizations and we have repurchased a total of $7.31 billion of our common stock under these authorizations, leaving $2.69 billion available for repurchases as of March 31, 2016. Under these authorizations, we have acquired 200 million shares at an average cost per share of $36.71.

We may utilize various methods to effect the repurchases, which could include open market repurchases, negotiated block transactions, accelerated share repurchases or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. The timing and amount of future repurchases, if any, will depend upon several factors, including market and business conditions, and such repurchases may be discontinued at any time.

Total share repurchases were as follows for the three months ended March 31, 2016 and 2015:

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Number of shares repurchased	2		4
Cash paid for shares repurchased	$	75	$	209
Effective average cost per delivered share	$	43.96	$	47.51

9. Segment Information

In the first quarter of 2016, we revised our segment reporting of the operating results for our inland marine business and our investment in Crowley Ocean Partners in connection with the contribution of our inland marine business to MPLX. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Comparable prior period information has been recast to reflect our revised segment presentation.

We have three reportable segments: Refining & Marketing; Speedway; and Midstream. Each of these segments is organized and managed based upon the nature of the products and services it offers.

• Refining & Marketing – refines crude oil and other feedstocks at our refineries in the Gulf Coast and Midwest regions of the United States, purchases ethanol and refined products for resale and distributes refined products through various means, including terminals and trucks that we own or operate. We sell refined products to wholesale marketing customers domestically and internationally, to buyers on the spot market, to our Speedway segment and to independent entrepreneurs who operate Marathon^® retail outlets.

• Speedway – sells transportation fuels and convenience merchandise in retail markets in the Midwest, East Coast and Southeast regions of the United States.

• Midstream – includes the operations of MPLX and certain other related operations. The Midstream segment gathers, processes and transports natural gas; gathers, transports, fractionates, stores and markets NGLs and transports and stores crude oil and refined products.

On December 4, 2015, MPLX completed a merger with MarkWest and its results are included in the Midstream segment. Segment information for periods prior to the MarkWest Merger does not include amounts for these operations. See Note 4.

Segment income represents income from operations attributable to the reportable segments. Corporate administrative expenses and costs related to certain non-operating assets are not allocated to the reportable segments. In addition, certain items that affect comparability (as determined by the chief operating decision maker) are not allocated to the reportable segments.

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(In millions)	Refining & Marketing			Speedway		Midstream		Total
Three Months Ended March 31, 2016
Revenues:
Customer	$	8,406		$	3,950	$	399	$	12,755
Intersegment(a)	2,165			1		193		2,359
Segment revenues	$	10,571		$	3,951	$	592	$	15,114
Segment income (loss) from operations(b)	$	(62	)	$	167	$	167	$	272
Income (loss) from equity method investments	(1		)	—		23		22
Depreciation and amortization(c)	273			63		140		476
Capital expenditures and investments(d)	243			50		350		643

(In millions)	Refining & Marketing		Speedway		Midstream		Total
Three Months Ended March 31, 2015
Revenues:
Customer	$	12,644	$	4,531	$	16	$	17,191
Intersegment(a)	2,734		—		187		2,921
Segment revenues	$	15,378	$	4,531	$	203	$	20,112
Segment income from operations(b)	$	1,292	$	168	$	90	$	1,550
Income from equity method investments	6		—		9		15
Depreciation and amortization(c)	261		63		26		350
Capital expenditures and investments(d)	223		45		87		355

^(a)  Management believes intersegment transactions were conducted under terms comparable to those with unaffiliated parties.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  Differences between segment totals and MPC totals represent amounts related to unallocated items and are included in “Items not allocated to segments” in the reconciliation below.

^(d)  Capital expenditures include changes in capital accruals, acquisitions (including any goodwill) and investments in affiliates.

The following reconciles segment income from operations to income before income taxes as reported in the consolidated statements of income:

	Three Months Ended   March 31,
(In millions)	2016			2015
Segment income from operations	$	272		$	1,550
Items not allocated to segments:
Corporate and other unallocated items(a)(b)	(67		)	(79		)
Pension settlement expenses(c)	(1		)	(1		)
Impairments(d)	(129		)	—
Net interest and other financial income (costs)	(142		)	(81		)
Income before income taxes	$	(67	)	$	1,389

^(a)  Corporate and other unallocated items consists primarily of MPC’s corporate administrative expenses and costs related to certain non-operating assets.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  See Note 20.

^(d)  See Note 14.

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The following reconciles segment capital expenditures and investments to total capital expenditures:

	Three Months Ended   March 31,
(In millions)	2016		2015
Segment capital expenditures and investments	$	643	$	355
Less: Investments in equity method investees(a)	209		42
Plus: Items not allocated to segments:
Capital expenditures not allocated to segments	24		21
Capitalized interest	17		8
Total capital expenditures(b)	$	475	$	342

^(a)  The three months ended March 31, 2016 includes an adjustment of $143 million to the fair value of equity investments acquired in connection with the MarkWest Merger. See Note 4.

^(b)  Capital expenditures include changes in capital accruals. See Note 18 for a reconciliation of total capital expenditures to additions to property, plant and equipment as reported in the consolidated statements of cash flows.

10. Other Items

Net interest and other financial income (costs) was:

	Three Months Ended   March 31,
(In millions)	2016			2015
Interest income	$	1		$	1
Interest expense(a)	(153		)	(80		)
Interest capitalized	16			8
Other financial costs	(6		)	(10		)
Net interest and other financial income (costs)	$	(142	)	$	(81	)

^(a)  The three months ended March 31, 2016 includes $11 million for the amortization of the discount related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

11. Income Taxes

The combined federal, state and foreign income tax rate was (17) percent and 35 percent for the three months ended March 31, 2016 and 2015, respectively. The effective tax rate for the three months ended March 31, 2016 was significantly affected by permanent tax differences related to the net loss attributable to noncontrolling interest, including their proportional share of the goodwill impairment charge recorded by MPLX. The net loss attributable to noncontrolling interest reduced the effective rate by 51 percent from the U.S. statutory rate of 35 percent. For the three months ended March 31, 2015, the effective tax rate is equivalent to the U.S. statutory rate of 35 percent primarily due to certain permanent benefit differences, including the domestic manufacturing deduction, partially offset by state and local tax expense.

On March 31, 2016, we contributed our inland marine business to MPLX in exchange for MPLX common units representing limited partner interests and general partner units resulting in an increase in MPC’s controlling interest in MPLX. A decrease in MPC’s deferred tax liabilities of $42 million directly related to this change in ownership of the underlying assets of MPLX was recorded with an offsetting increase to additional paid-in capital.

During the first quarter of 2016, MPC’s deferred tax liabilities increased $115 million for an out of period adjustment to update the preliminary tax effects recorded in 2015 related to the MarkWest Merger, which was recorded with an offsetting decrease to additional paid-in capital. The impact of the adjustment was not material to the Consolidated Balance Sheet as of December 31, 2015.

We are continuously undergoing examination of our income tax returns, which have been completed for our U.S. federal and state income tax returns through the 2009 and 2003 tax years, respectively. We had $11 million of unrecognized tax benefits as of March 31, 2016. Pursuant to our tax sharing agreement with Marathon Oil Corporation (“Marathon Oil”), the unrecognized tax benefits related to pre-spinoff operations for which Marathon Oil was the taxpayer remain the responsibility of Marathon Oil and we have indemnified Marathon Oil accordingly. See Note 22 for indemnification information.

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12. Inventories

(In millions)	March 31, 2016			December 31, 2015
Crude oil and refinery feedstocks	$	2,044		$	2,180
Refined products	2,761			2,804
Materials and supplies	399			438
Merchandise	164			173
Lower of cost or market reserve	(385		)	(370		)
Total	$	4,983		$	5,225

Inventories are carried at the lower of cost or market value. Costs of crude oil, refinery feedstocks and refined products are aggregated on a consolidated basis for purposes of assessing if the LIFO cost basis of these inventories may have to be written down to market values. The December 31, 2015 lower of cost or market reserve was reversed due to the sale of inventory quantities that gave rise to the 2015 reserve. A new lower of cost or market reserve of $385 million was established as of March 31, 2016 based on prices at that time. The effect of the change in lower of cost or market reserve was a $15 million charge to cost of revenues for the three months endedMarch 31, 2016. Based on movements of refined product prices, future inventory valuation adjustments could have a negative or positive effect to earnings. Such losses are subject to reversal in subsequent periods if prices recover.

The cost of inventories of crude oil and refinery feedstocks, refined products and merchandise is determined primarily under the LIFO method. There were no material liquidations of LIFO inventories for the three months ended March 31, 2016 and 2015.

13. Property, Plant and Equipment

(In millions)	March 31, 2016		December 31, 2015
Refining & Marketing	$	18,631	$	18,396
Speedway	5,108		5,067
Midstream	11,707		11,379
Corporate and Other	769		762
Total	36,215		35,604
Less accumulated depreciation	10,896		10,440
Property, plant and equipment, net	$	25,319	$	25,164

14. Goodwill

Goodwill is tested for impairment on an annual basis and when events or changes in circumstances indicate the fair value of a reporting unit with goodwill has been reduced below the carrying value of the net assets of the reporting unit.

During the first quarter of 2016, MPLX, our consolidated subsidiary, determined that an interim impairment analysis of the goodwill recorded in connection with the MarkWest Merger was necessary based on consideration of a number of first quarter events and circumstances, including i) continued deterioration of near term commodity prices as well as longer term pricing trends, ii) recent guidance on reductions to forecasted capital spending, the slowing of drilling activity and the resulting reduced production growth forecasts released or communicated by MPLX’s producer customers and iii) increases in the cost of capital. The combination of these factors was considered to be a triggering event requiring an interim impairment test. Based on the first step of the interim goodwill impairment analysis, the fair value for the three reporting units to which goodwill was assigned in connection with the MarkWest Merger was less than their respective carrying value. In step two of the impairment analysis, the implied fair values of the goodwill were compared to the carrying values within those reporting units. Based on this assessment, it was determined that goodwill was impaired in two of the reporting units. Accordingly, MPLX recorded an impairment charge of approximately $129 million in the first quarter of 2016.

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The fair value of the reporting units for the interim goodwill impairment analysis was determined based on applying the discounted cash flow method, which is an income approach, and the guideline public company method, which is a market approach. The discounted cash flow fair value estimate is based on known or knowable information at the interim measurement date. The significant assumptions that were used to develop the estimates of the fair values under the discounted cash flow method include management’s best estimates of the expected future results and discount rates, which ranged from 10.5 percent to 11.5 percent. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. As a result, there can be no assurance that the estimates and assumptions made for purposes of the interim goodwill impairment test will prove to be an accurate prediction of the future.

The changes in the carrying amount of goodwill for the three months ended March 31, 2016 were as follows:

(In millions)	Refining & Marketing		Speedway		Midstream			Total
Balance at December 31, 2015	$	539	$	853	$	2,627		$	4,019
Purchase price allocation adjustments(a)	—		—		(241		)	(241		)
Impairment	—		—		(129		)	(129		)
Balance at March 31, 2016	$	539	$	853	$	2,257		$	3,649

^(a)  See Note 4 for further discussion on purchase price allocation adjustments.

15. Fair Value Measurements

Fair Values—Recurring

The following tables present assets and liabilities accounted for at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 by fair value hierarchy level. We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty, including any related cash collateral as shown below; however, fair value amounts by hierarchy level are presented on a gross basis in the following tables.

	March 31, 2016
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral(a)			Net Carrying Value on Balance Sheet(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	67	$	1	$	1	$	(67	)	$	2	$	72
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	69	$	1	$	1	$	(67	)	$	4	$	72
Commodity derivative instruments, liabilities	$	107	$	—	$	1	$	(107	)	$	1	$	—
Embedded derivatives in commodity contracts(c)	—		—		34		—			34		—
Contingent consideration, liability(d)	—		—		324		N/A			324		—
Total liabilities at fair value	$	107	$	—	$	359	$	(107	)	$	359	$	—

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	December 31, 2015
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral(a)			Net Carrying Value on Balance Sheet(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	104	$	2	$	7	$	(62	)	$	51	$	—
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	106	$	2	$	7	$	(62	)	$	53	$	—
Commodity derivative instruments, liabilities	$	39	$	—	$	—	$	(39	)	$	—	$	—
Embedded derivatives in commodity contracts(c)	—		—		32		—			32		—
Contingent consideration, liability(d)	—		—		317		N/A			317		—
Total liabilities at fair value	$	39	$	—	$	349	$	(39	)	$	349	$	—

^(a)  Represents the impact of netting assets, liabilities and cash collateral when a legal right of offset exists. As of March 31, 2016, cash collateral of $40 million was netted with the mark-to-market derivative liabilities. As of December 31, 2015, $23 million was netted with mark-to-market derivative assets.

^(b)  We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet.

^(c)  Includes $6 million and $5 million classified as current at March 31, 2016 and December 31, 2015, respectively.

^(d)  Includes $200 million and $196 million classified as current at March 31, 2016 and December 31, 2015, respectively.

Commodity derivatives in Level 1 are exchange-traded contracts for crude oil and refined products measured at fair value with a market approach using the close-of-day settlement prices for the market. Commodity derivatives are covered under master netting agreements with an unconditional right to offset. Collateral deposits in futures commission merchant accounts covered by master netting agreements related to Level 1 commodity derivatives are classified as Level 1 in the fair value hierarchy.

Commodity derivatives in Level 2 include crude oil and natural gas swap contracts and are measured at fair value with a market approach. The valuations are based on the appropriate commodity prices and contain no significant unobservable inputs. LIBO Rates are an observable input for the measurement of these derivative contracts. The measurements for commodity contracts contain observable inputs in the form of forward prices based on WTI crude oil prices; and Columbia Appalachia, Henry Hub, PEPL and Houston Ship Channel natural gas prices.

Level 3 instruments include OTC NGL contracts and embedded derivatives in commodity contracts. The fair value calculation for these Level 3 instruments used significant unobservable inputs including: (1) NGL prices interpolated and extrapolated due to inactive markets ranging from $0.17 to $3.37 per gallon, (2) electricity prices ranging from $21.34 to $44.27 per megawatt hour and (3) the probability of renewal of 50 percent for the first five-year term and 75 percent for the second five-year term of the gas purchase agreement and the related keep-whole processing agreement. For these contracts, increases in forward NGL prices result in a decrease in the fair value of the derivative assets and an increase in the fair value of the derivative liabilities. The forward prices for the individual NGL products generally increase or decrease in a positive correlation with one another. The embedded derivative liability relates to a natural gas purchase agreement embedded in a keep‑whole processing agreement. Increases or decreases in forward NGL prices result in an increase or decrease in the fair value of the embedded derivative. An increase in the probability of renewal would result in an increase in the fair value of the related embedded derivative liability.

The contingent consideration represents the fair value as of March 31, 2016 and December 31, 2015 of the remaining amount we expect to pay to BP related to the earnout provision associated with our 2013 acquisition of BP’s refinery in Texas City, Texas and related logistics and marketing assets. We refer to these assets as the “Galveston Bay Refinery and Related Assets.” The fair value of the remaining contingent consideration was estimated using an income approach and is therefore a Level 3 liability. The amount of cash to be paid under the arrangement is based on both a market-based crack spread and refinery throughput volumes for the months during which the earnout applies, as well as established thresholds that cap the annual and total payment. The earnout payment cannot exceed $200 million per year for the first three years of the arrangement or $250 million per year for the last three years of the arrangement, with the total cumulative payment capped at $700 million over the six-year period commencing in 2014. Any excess or shortfall from the annual cap for a current year’s earnout calculation will not affect subsequent years’ calculations. The fair value calculation used significant unobservable inputs, including: (1) an estimate of monthly refinery throughput volumes; (2) a range of internal and external monthly crack spread forecasts from approximately $9 to $16 per barrel; and (3) a range of risk-adjusted discount rates from four percent to 9 percent. An increase or decrease in crack spread forecasts or refinery throughput volume expectations may result in a corresponding increase or decrease in the fair value. Increases to the fair value as a result of increasing forecasts for both of these unobservable inputs, however, are limited as the earnout payment is subject to annual caps. An increase or decrease in the discount rate may result in a decrease or increase to the fair value, respectively. The fair value of the contingent consideration is reassessed each quarter, with changes in fair value recorded in cost of revenues.

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During the second quarter of 2016, we paid BP $200 million for the third year’s contingent earnout. Including this second quarter payment, we have paid BP approximately $569 million in total leaving $131 million remaining under the total cap of $700 million.

The following is a reconciliation of the beginning and ending balances recorded for liabilities classified as Level 3 in the fair value hierarchy.

	Three Months Ended   March 31,
(In millions)	2016		2015
Beginning balance	$	342	$	478
Unrealized and realized losses included in net income	12		12
Settlements of derivative instruments	4		—
Ending balance	$	358	$	490

We held Level 3 derivative instruments during the three months ended March 31, 2016 which were acquired with the MarkWest Merger, but we did not hold any Level 3 derivative instruments during the three months ended March 31, 2015. See Note 16 for the income statement impacts of our derivative instruments. There was an unrealized loss of $5 million in the three months ended March 31, 2016 related to derivatives. There was an unrealized loss of $7 million and $12 million in the three months ended March 31, 2016 and 2015, respectively, related to the contingent consideration.

Fair Values - Nonrecurring

The following table shows the values of assets, by major category, measured at fair value on a nonrecurring basis in periods subsequent to their initial recognition.

	Three Months Ended March 31,
	2016				2015
(In millions)	Fair Value		Impairment		Fair Value		Impairment
Goodwill	$	—	$	129	$	—	$	—

See Note 14 for additional information on the goodwill impairment.

Fair Values – Reported

The following table summarizes financial instruments on the basis of their nature, characteristics and risk at March 31, 2016 and December 31, 2015, excluding the derivative financial instruments and contingent consideration reported above.

	March 31, 2016				December 31, 2015
(In millions)	Fair Value		Carrying Value		Fair Value		Carrying Value
Financial assets:
Investments	$	30	$	2	$	33	$	2
Other	35		35		35		33
Total financial assets	$	65	$	37	$	68	$	35
Financial liabilities:
Long-term debt(a)	$	11,086	$	11,276	$	11,366	$	11,628
Deferred credits and other liabilities	140		138		136		135
Total financial liabilities	$	11,226	$	11,414	$	11,502	$	11,763

^(a)  Excludes capital leases and debt issuance costs, however, includes amount classified as debt due within one year.

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Our current assets and liabilities include financial instruments, the most significant of which are trade accounts receivable and payables. We believe the carrying values of our current assets and liabilities approximate fair value. Our fair value assessment incorporates a variety of considerations, including (1) the short-term duration of the instruments, (2) our investment-grade credit rating and (3) our historical incurrence of and expected future insignificance of bad debt expense, which includes an evaluation of counterparty credit risk.

Fair values of our financial assets included in investments and other financial assets and of our financial liabilities included in deferred credits and other liabilities are measured primarily using an income approach and most inputs are internally generated, which results in a Level 3 classification. Estimated future cash flows are discounted using a rate deemed appropriate to obtain the fair value. Other financial assets primarily consist of environmental remediation receivables. Deferred credits and other liabilities primarily consist of a liability related to SMR, a payable for merger cash consideration due to MPLX’s Class B unitholders to be paid upon conversion, insurance liabilities and environmental remediation liabilities.

Fair value of fixed-rate long-term debt is measured using a market approach, based upon the average of quotes from major financial institutions and a third-party service for our debt. Because these quotes cannot be independently verified to the market, they are considered Level 3 inputs. Fair value of variable-rate long-term debt approximates the carrying value.

16. Derivatives

For further information regarding the fair value measurement of derivative instruments, including any effect of master netting agreements or collateral, see Note 15. We do not designate any of our commodity derivative instruments as hedges for accounting purposes.

Derivatives that are not designated as accounting hedges may include commodity derivatives used to hedge price risk on (1) inventories, (2) fixed price sales of refined products, (3) the acquisition of foreign-sourced crude oil, (4) the acquisition of ethanol for blending with refined products, (5) the sale of NGLs, (6) the purchase of natural gas and (7) the purchase of electricity.

The following table presents the gross fair values of derivative instruments, excluding cash collateral, and where they appear on the consolidated balance sheets as of March 31, 2016 and December 31, 2015:

(In millions)	March 31, 2016
Balance Sheet Location	Asset		Liability
Commodity derivatives
Other current assets	$	69	$	107
Other current liabilities	—		7
Deferred credits and other liabilities(a)	—		28

(In millions)	December 31, 2015
Balance Sheet Location	Asset		Liability
Commodity derivatives
Other current assets	$	113	$	39
Other current liabilities	—		5
Deferred credits and other liabilities(a)	—		27

^(a)   Includes embedded derivatives.

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The tables below summarize open commodity derivative contracts for crude oil, natural gas and refined products as of March 31, 2016.

	Position	Total Barrels(In thousands)
Crude oil(a)
Exchange-traded	Long	25,142
Exchange-traded	Short	(30,048	)
OTC	Short	(83	)

^{(a )}  83 percent of the exchange-traded contracts expire in the second quarter of 2016.

	Position	MMbtu
Natural Gas
OTC	Long	745,826

	Position	Total Gallons (In thousands)
Refined Products(a)
Exchange-traded	Long	241,500
Exchange-traded	Short	(137,424	)
OTC	Short	(55,759	)

^{(a )}  100 percent of the exchange-traded contracts expire in the second quarter of 2016.

The following table summarizes the effect of all commodity derivative instruments in our consolidated statements of income:

	Gain (Loss)
(In millions)	Three Months Ended March 31,
Income Statement Location	2016			2015
Sales and other operating revenues	$	6		$	14
Cost of revenues	(61		)	45
Total	$	(55	)	$	59

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17. Debt

Our outstanding borrowings at March 31, 2016 and December 31, 2015 consisted of the following:

(In millions)	March 31, 2016			December 31, 2015
Marathon Petroleum Corporation:
Commercial paper	$	188		$	—
Bank revolving credit facility due 2017	—			—
Term loan agreement due 2019	700			700
Senior notes, 2.700% due December 2018	600			600
Senior notes, 3.400% due December 2020	650			650
Senior notes, 5.125% due March 2021	1,000			1,000
Senior notes, 3.625%, due September 2024	750			750
Senior notes, 6.500%, due March 2041	1,250			1,250
Senior notes, 4.750%, due September 2044	800			800
Senior notes, 5.850% due December 2045	250			250
Senior notes, 5.000%, due September 2054	400			400
MPLX LP:
MPLX term loan facility due 2019	250			250
MPLX bank revolving credit facility due 2020	326			877
MPLX senior notes, 5.500%, due February 2023	710			710
MPLX senior notes, 4.500%, due July 2023	989			989
MPLX senior notes, 4.875%, due December 2024	1,149			1,149
MPLX senior notes, 4.000%, due February 2025	500			500
MPLX senior notes, 4.875%, due June 2025	1,189			1,189
MarkWest senior notes, 4.500% - 5.500%, due 2023 - 2025	63			63
Capital lease obligations due 2016-2028	340			348
Trade receivables securitization facility due December 2016	—			—
Total	12,104			12,475
Unamortized debt issuance costs	(50		)	(51		)
Unamortized discount(a)	(488		)	(499		)
Amounts due within one year	(215		)	(29		)
Total long-term debt due after one year	$	11,351		$	11,896

^(a)  Includes $453 million and $464 million discount as of March 31, 2016 and December 31, 2015, respectively, related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

Commercial Paper -On February 26, 2016, we established a commercial paper program that allows us to have a maximum of $2.0 billion in commercial paper outstanding, with maturities up to 397 days from the date of issuance. We do not intend to have outstanding commercial paper borrowings in excess of available capacity under our bank revolving credit facility. During the three months ended March 31, 2016, we borrowed $264 million and repaid $76 million under the commercial paper program. At March 31, 2016, we had $188 million of commercial paper outstanding with a weighted average interest rate of 0.89 percent. These outstanding borrowings are included in debt due within one year.

There were no borrowings or letters of credit outstanding under the MPC bank revolving credit facility at March 31, 2016.

During the three months ended March 31, 2016, we borrowed $280 million under the trade receivables securitization facility at an average interest rate of 1.3 percent and repaid $280 million of these borrowings. At March 31, 2016, we had no amounts outstanding under our trade receivables securitization facility.

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During the three months ended March 31, 2016, MPLX borrowed $306 million under the MPLX bank revolving credit facility at an average interest rate of 1.9 percent, per annum, and repaid $857 million of the outstanding borrowings. At March 31, 2016, MPLX had $326 million borrowings and $8 million letters of credit outstanding under the MPLX bank revolving credit facility, resulting in total availability of $1.7 billion.

18. Supplemental Cash Flow Information

	Three Months Ended   March 31,
(In millions)	2016			2015
Net cash provided by operating activities included:
Interest paid (net of amounts capitalized)	$	160		$	128
Net income taxes paid to (refunded from) taxing authorities	(128		)	160

The consolidated statements of cash flows exclude changes to the consolidated balance sheets that did not affect cash. The following is a reconciliation of additions to property, plant and equipment to total capital expenditures:

	Three Months Ended   March 31,
(In millions)	2016			2015
Additions to property, plant and equipment per consolidated statements of cash flows	$	745		$	389
Decrease in capital accruals	(137		)	(47		)
Total capital expenditures before acquisitions	608			342
Acquisitions(a)	(133		)	—
Total capital expenditures	$	475		$	342

^(a) The three months ended March 31, 2016 includes adjustments to the fair values of the property, plant and equipment, intangibles and goodwill acquired in connection with the MarkWest Merger. See Note 4.

19. Accumulated Other Comprehensive Loss

The following table shows the changes in accumulated other comprehensive loss by component. Amounts in parentheses indicate debits.

(In millions)	Pension Benefits			Other Benefits			Gain on Cash Flow Hedge		Workers Compensation		Total
Balance as of December 31, 2014	$	(217	)	$	(104	)	$	4	$	4	$	(313	)
Other comprehensive income (loss) before reclassifications	(1		)	(1		)	—		—		(2		)
Amounts reclassified from accumulated other comprehensive loss:
Amortization – prior service credit(a)	(12		)	(1		)	—		—		(13		)
– actuarial loss(a)	13			3			—		—		16
– settlement loss(a)	1			—			—		—		1
Tax effect	(1		)	(1		)	—		—		(2		)
Other comprehensive income (loss)	—			—			—		—		—
Balance as of March 31, 2015	$	(217	)	$	(104	)	$	4	$	4	$	(313	)

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(In millions)	Pension Benefits			Other Benefits			Gain on Cash Flow Hedge		Workers Compensation		Total
Balance as of December 31, 2015	$	(255	)	$	(70	)	$	4	$	3	$	(318	)
Other comprehensive income (loss) before reclassifications	—			—			—		—		—
Amounts reclassified from accumulated other comprehensive loss:
Amortization – prior service credit(a)	(11		)	(1		)	—		—		(12		)
– actuarial loss(a)	10			1			—		—		11
– settlement loss(a)	1			—			—		—		1
Tax effect	—			—			—		—		—
Other comprehensive income (loss)	—			—			—		—		—
Balance as of March 31, 2016	$	(255	)	$	(70	)	$	4	$	3	$	(318	)

^(a)  These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 20.

20. Defined Benefit Pension and Other Postretirement Plans

The following summarizes the components of net periodic benefit costs:

	Three Months Ended March 31,
	Pension Benefits						Other Benefits
(In millions)	2016			2015			2016			2015
Components of net periodic benefit cost:
Service cost	$	28		$	23		$	8		$	8
Interest cost	19			18			9			8
Expected return on plan assets	(25		)	(26		)	—			—
Amortization – prior service credit	(11		)	(12		)	(1		)	(1		)
– actuarial loss	10			13			1			3
– settlement loss	1			1			—			—
Net periodic benefit cost	$	22		$	17		$	17		$	18

During the three months ended March 31, 2016, we made no contributions to our funded pension plans. We have no required funding for 2016, but may make voluntary contributions at our discretion. Benefit payments related to unfunded pension and other postretirement benefit plans were $2 million and $7 million, respectively, during the three months ended March 31, 2016.

During the three months ended March 31, 2016 and 2015, we determined that certain of our pension plans’ lump sum payments to employees retiring in the respective years will exceed the plans’ total service and interest costs for the year. Settlement losses are required to be recorded when lump sum payments exceed total service and interest costs. As a result, during the three months ended March 31, 2016 and 2015, we recorded pension settlement expenses of $1 million related to our lump sum payments made during both the first three months of 2016 and 2015.

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21. Stock-Based Compensation Plans

Stock Option Awards

The following table presents a summary of our stock option award activity for the three months ended March 31, 2016:

	Number of Shares		Weighted Average Exercise Price
Outstanding at December 31, 2015	8,724,631		$	27.16
Granted	934,611		34.63
Exercised	(44,137	)	16.30
Forfeited, canceled or expired	(6,134	)	48.52
Outstanding at March 31, 2016	9,608,971		27.92

The grant date fair value of stock option awards granted during the three months ended March 31, 2016 was $9.97 per share. The fair value of stock options granted to our employees is estimated on the date of the grant using the Black Scholes option-pricing model, which employs various assumptions.

Restricted Stock Awards

The following table presents a summary of restricted stock award activity for the three months ended March 31, 2016:

	Shares of Restricted Stock (“RS”)				Restricted Stock Units (“RSU”)
	Number of Shares		Weighted Average Grant Date Fair Value		Number of Units	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2015	1,074,543		$	47.70	513,220	$	24.59
Granted	142,698		34.93		10,804	45.42
RS’s Vested/RSU’s Issued	(106,788	)	44.63		—	—
Forfeited	(16,362	)	47.92		—	—
Outstanding at March 31, 2016	1,094,091		46.33		524,024	25.02

Performance Unit Awards

The following table presents a summary of the activity for performance unit awards to be settled in shares for the three months ended March 31, 2016:

	Number of Units		Weighted Average Grant Date Fair Value
Outstanding at December 31, 2015	6,145,442		$	0.92
Granted	2,329,500		0.57
Exercised	(1,764,792	)	0.95
Canceled	(314,972	)	0.93
Outstanding at March 31, 2016	6,395,178		0.78

The performance unit awards granted during the three months ended March 31, 2016 have a grant date fair value of $0.57 per unit, as calculated using a Monte Carlo valuation model.

MPLX Awards

During the three months ended March 31, 2016, MPLX granted equity-based compensation awards under the MPLX LP 2012 Incentive Compensation Plan. The compensation expense for these awards is not material to our consolidated financial statements.

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22. Commitments and Contingencies

We are the subject of, or a party to, a number of pending or threatened legal actions, contingencies and commitments involving a variety of matters, including laws and regulations relating to the environment. Some of these matters are discussed below. For matters for which we have not recorded an accrued liability, we are unable to estimate a range of possible loss because the issues involved have not been fully developed through pleadings and discovery. However, the ultimate resolution of some of these contingencies could, individually or in the aggregate, be material.

Environmental matters—We are subject to federal, state, local and foreign laws and regulations relating to the environment. These laws generally provide for control of pollutants released into the environment and require responsible parties to undertake remediation of hazardous waste disposal sites and certain other locations including presently or formerly owned or operated retail marketing sites. Penalties may be imposed for noncompliance.

At March 31, 2016 and December 31, 2015, accrued liabilities for remediation totaled $166 million and $163 million, respectively. It is not presently possible to estimate the ultimate amount of all remediation costs that might be incurred or the penalties if any that may be imposed. Receivables for recoverable costs from certain states, under programs to assist companies in clean-up efforts related to underground storage tanks at presently or formerly owned or operated retail marketing sites, were $68 million and $70 million at March 31, 2016 and December 31, 2015, respectively.

We are involved in a number of environmental enforcement matters arising in the ordinary course of business. While the outcome and impact on us cannot be predicted with certainty, management believes the resolution of these environmental matters will not, individually or collectively, have a material adverse effect on our consolidated results of operations, financial position or cash flows.

Litigation Relating to the MarkWest Merger—In July 2015, a purported class action lawsuit asserting claims challenging the MarkWest Merger was filed in the Court of Chancery of the State of Delaware by a purported unitholder of MarkWest. In August 2015, two similar putative class action lawsuits were filed in the Court of Chancery of the State of Delaware by plaintiffs who purport to be unitholders of MarkWest. On September 9, 2015, these lawsuits were consolidated into one action pending in the Court of Chancery of the State of Delaware, now captioned In re MarkWest Energy Partners, L.P. Unitholder Litigation. On October 1, 2015, the plaintiffs filed a consolidated complaint against the individual members of the board of directors of MarkWest Energy GP, L.L.C. (the “MarkWest GP Board”), MPLX, MPLX GP, MPC and Sapphire Holdco LLC, a wholly-owned subsidiary of MPLX, asserting in connection with the MarkWest Merger and related disclosures that, among other things, (i) the MarkWest GP Board breached its duties in approving the MarkWest Merger with MPLX and (ii) MPC, MPLX, MPLX GP, and Sapphire Holdco LLC aided and abetted such breaches. On February 4, 2016, the Court approved a stipulation and proposed order to dismiss all claims with prejudice as to the named plaintiffs, but the Court retained jurisdiction to adjudicate an application for a mootness fee by the plaintiffs’ counsel for an award of attorneys’ fees and reimbursement of expenses. On March 28, 2016, the plaintiffs filed an application for reimbursement of approximately $2 million of legal fees and expenses. We intend to vigorously defend against any application for a mootness fee and do not expect the resolution of such matter to have a material adverse effect.

MarkWest Environmental Proceeding – On July 6, 2015, representatives from the EPA and the United States Department of Justice entered a MarkWest Liberty Midstream & Resources, L.L.C., a wholly-owned subsidiary of MPLX (“MarkWest Liberty Midstream”) pipeline launcher/receiver site utilized for pipeline maintenance operations in Washington County, Pennsylvania pursuant to a search warrant issued by a magistrate of the United States District Court for the Western District of Pennsylvania. The government has presented MarkWest Liberty Midstream with subpoenas to provide documents related to its pipeline and compressor facilities located in Pennsylvania. MarkWest Liberty Midstream is providing information in response to the subpoenas and related requests for information from EPA, state and other agencies, and is in discussions with the agencies regarding issues associated with its operations of, and any permit related obligations for, its gathering facilities in the region. Immediately following the July 6, 2015 search, MarkWest Liberty Midstream commenced its own assessment of its operations of launcher/receiver facilities. MarkWest Liberty Midstream’s review to date has determined that MarkWest Liberty Midstream’s operations have been conducted in a manner fully protective of its employees and the public, and that other than potentially having to obtain certain permits at a relatively small number of individual sites, MarkWest Liberty has operated in substantial compliance with applicable laws and regulations. It is possible that, in connection with any potential or asserted civil or criminal enforcement action associated with this matter, MarkWest Liberty Midstream will incur material assessments, penalties or fines, incur material defense costs and expenses, be required to modify operations or construction activities which could increase operating costs and capital expenditures, or be subject to other obligations or restrictions that could restrict or prohibit our activities, any or all of which could adversely affect our results of operations, financial position or cash flows. The amount of any potential assessments, penalties, fines, restrictions, requirements, modifications, costs or expenses that may be incurred in connection with any potential enforcement action cannot be reasonably estimated or determined at this time.

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Other Lawsuits—In May 2015, the Kentucky attorney general filed a lawsuit against our wholly-owned subsidiary, Marathon Petroleum Company LP (“MPC LP”) in the United States District Court for the Western District of Kentucky asserting claims under federal and state antitrust statutes, the Kentucky Consumer Protection Act, and state common law. The complaint, as amended in July 2015, alleges that MPC LP used deed restrictions, supply agreements with customers and exchange agreements with competitors to unreasonably restrain trade in areas within Kentucky and seeks declaratory relief, unspecified damages, civil penalties, restitution and disgorgement of profits. At this early stage, the ultimate outcome of this litigation remains uncertain, and neither the likelihood of an unfavorable outcome nor the ultimate liability, if any, can be determined, and we are unable to estimate a reasonably possible loss (or range of loss) for this matter. We intend to vigorously defend ourselves in this matter.

In May 2007, the Kentucky attorney general filed a lawsuit against us and Marathon Oil in state court in Franklin County, Kentucky for alleged violations of Kentucky’s emergency pricing and consumer protection laws following Hurricanes Katrina and Rita in 2005. The lawsuit alleges that we overcharged customers by $89 millionduring September and October 2005. The complaint seeks disgorgement of these sums, as well as penalties, under Kentucky’s emergency pricing and consumer protection laws. We are vigorously defending this litigation. We believe that this is the first lawsuit for damages and injunctive relief under the Kentucky emergency pricing laws to progress this far and it contains many novel issues. In May 2011, the Kentucky attorney general amended his complaint to include a request for immediate injunctive relief as well as unspecified damages and penalties related to our wholesale gasoline pricing in April and May 2011 under statewide price controls that were activated by the Kentucky governor on April 26, 2011 and which have since expired. The court denied the attorney general’s request for immediate injunctive relief, and the remainder of the 2011 claims likely will be resolved along with those dating from 2005. If the lawsuit is resolved unfavorably in its entirety, it could materially impact our consolidated results of operations, financial position or cash flows. However, management does not believe the ultimate resolution of this litigation will have a material adverse effect.

We are also a party to a number of other lawsuits and other proceedings arising in the ordinary course of business. While the ultimate outcome and impact to us cannot be predicted with certainty, we believe that the resolution of these other lawsuits and proceedings will not have a material adverse effect on our consolidated financial position, results of operations or cash flows.

Guarantees—We have provided certain guarantees, direct and indirect, of the indebtedness of other companies. Under the terms of most of these guarantee arrangements, we would be required to perform should the guaranteed party fail to fulfill its obligations under the specified arrangements. In addition to these financial guarantees, we also have various performance guarantees related to specific agreements.

Guarantees related to indebtedness of equity method investees—We hold interests in an offshore oil port, LOOP, and a crude oil pipeline system, LOCAP. Both LOOP and LOCAP have secured various project financings with throughput and deficiency agreements. Under the agreements, we are required to advance funds if the investees are unable to service their debt. Any such advances are considered prepayments of future transportation charges. The duration of the agreements vary but tend to follow the terms of the underlying debt, which extend through 2037. Our maximum potential undiscounted payments under these agreements for the debt principal totaled $172 million as of March 31, 2016.

We hold an interest in a refined products pipeline through our investment in Centennial, and have guaranteed our portion of the payment of Centennial’s principal, interest and prepayment costs, if applicable, under a Master Shelf Agreement, which is scheduled to expire in 2024. The guarantee arose in order for Centennial to obtain adequate financing. Our maximum potential undiscounted payments under this agreement for debt principal totaled $33 million as of March 31, 2016.

In connection with our 50 percent ownership in Crowley Ocean Partners, we have agreed to conditionally guarantee our portion of the obligations of the joint venture and its subsidiaries under a senior secured term loan agreement. The term loan agreement provides for loans of up to $325 million to finance the acquisition of four product tankers. MPC’s liability under the guarantee for each vessel is conditioned upon the occurrence of certain events, including if we cease to maintain an investment grade credit rating or the charter for the relevant product tanker ceases to be in effect and is not replaced by a charter with an investment grade company on certain defined commercial terms. As of March 31, 2016, our maximum potential undiscounted payments under this agreement for debt principal associated with the delivery of the first two vessels totaled $81 million.

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Marathon Oil indemnifications—In conjunction with our spinoff from Marathon Oil, we have entered into arrangements with Marathon Oil providing indemnities and guarantees with recorded values of $3 million as of March 31, 2016, which consist of unrecognized tax benefits related to MPC, its consolidated subsidiaries and the refining, marketing and transportation business operations prior to our spinoff which are not already reflected in the unrecognized tax benefits described in Note 11, and other contingent liabilities Marathon Oil may incur related to taxes. Furthermore, the separation and distribution agreement and other agreements with Marathon Oil to effect our spinoff provide for cross-indemnities between Marathon Oil and us. In general, Marathon Oil is required to indemnify us for any liabilities relating to Marathon Oil’s historical oil and gas exploration and production operations, oil sands mining operations and integrated gas operations, and we are required to indemnify Marathon Oil for any liabilities relating to Marathon Oil’s historical refining, marketing and transportation operations. The terms of these indemnifications are indefinite and the amounts are not capped.

Other guarantees—We have entered into other guarantees with maximum potential undiscounted payments totaling $89 million as of March 31, 2016, which primarily consist of a commitment to contribute cash to an equity method investee for certain catastrophic events, up to $50 million per event, in lieu of procuring insurance coverage and leases of assets containing general lease indemnities and guaranteed residual values.

General guarantees associated with dispositions – Over the years, we have sold various assets in the normal course of our business. Certain of the related agreements contain performance and general guarantees, including guarantees regarding inaccuracies in representations, warranties, covenants and agreements, and environmental and general indemnifications that require us to perform upon the occurrence of a triggering event or condition. These guarantees and indemnifications are part of the normal course of selling assets. We are typically not able to calculate the maximum potential amount of future payments that could be made under such contractual provisions because of the variability inherent in the guarantees and indemnities. Most often, the nature of the guarantees and indemnities is such that there is no appropriate method for quantifying the exposure because the underlying triggering event has little or no past experience upon which a reasonable prediction of the outcome can be based.

Contractual commitments and contingencies—At March 31, 2016, our contractual commitments to acquire property, plant and equipment and advance funds to equity method investees totaled $1.7 billion, which includes $331 million of contingent consideration associated with the acquisition of the Galveston Bay Refinery and Related Assets, $625 million for contributions to North Dakota Pipeline and $69 million for contributions to Crowley Ocean Partners. See Note 4 for additional information on our investments in North Dakota Pipeline and Crowley Ocean Partners. See Note 15 for additional information on the contingent consideration.

Certain natural gas processing and gathering arrangements require us to construct new natural gas processing plants, natural gas gathering pipelines and NGL pipelines and contain certain fees and charges if specified construction milestones are not achieved for reasons other than force majeure. In certain cases, certain producers may have the right to cancel the processing arrangements if there are significant delays that are not due to force majeure. As of March 31, 2016, management does not believe there are any indications that we will not be able to meet the construction milestones, that force majeure does not apply, or that such fees and charges will otherwise be triggered.

23. Subsequent Event

On April 27, 2016, MPLX entered into an agreement for the private placement of $1 billion of newly authorized 6.5 percent Series A Convertible Preferred Units (the “Preferred Units”) at a price of $32.50 per unit or approximately 30.8 million units. The Preferred Units will be entitled to receive an annual distribution from MPLX, which will initially equal $2.1125 per unit. The Preferred Units are convertible into MPLX common units on a one for one basis after three years, at the purchasers’ option, and after four years at MPLX’s option, subject to certain conditions. Closing of the transaction is scheduled to occur in May 2016. The net proceeds after deducting offering and transaction expenses are expected to be approximately $984 million.

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

Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the unaudited financial statements and accompanying footnotes included under Item 1. Financial Statements and in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2015.

Management’s Discussion and Analysis of Financial Condition and Results of Operations includes various forward-looking statements concerning trends or events potentially affecting our business. You can identify our forward-looking statements by words such as “anticipate,” “believe,” “estimate,” “objective,” “expect,” “forecast,” “goal,” “intend,” “plan,” “predict,” “project,” “potential,” “seek,” “target,” “could,” “may,” “should,” “would,” “will” or other similar expressions that convey the uncertainty of future events or outcomes. In accordance with “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, these statements are accompanied by cautionary language identifying important factors, though not necessarily all such factors, which could cause future outcomes to differ materially from those set forth in forward-looking statements. For additional risk factors affecting our business, see Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2015.

Corporate Overview

We are an independent petroleum refining and marketing, retail and midstream services company. We currently own and operate seven refineries, all located in the United States, with an aggregate crude oil refining capacity of approximately 1.8 million barrels per calendar day. Our refineries supply refined products to resellers and consumers within our market areas, including the Midwest, Gulf Coast, Northeast, East Coast and Southeast regions of the United States. We distribute refined products to our customers through one of the largest terminal operations in the United States and a combination of MPC-owned and third-party-owned trucking and rail assets. We are one of the largest wholesale suppliers of gasoline and distillates to resellers within our market area.

We have two strong retail brands: Speedway^® and Marathon^®. We believe that Speedway LLC, a wholly-owned subsidiary, operates the second largest chain of company-owned and operated retail gasoline and convenience stores in the United States, with approximately 2,770 convenience stores in 22 states throughout the Midwest, East Coast and Southeast. The Marathon brand is an established motor fuel brand in the Midwest and Southeast regions of the United States, and is available through approximately 5,500 retail outlets operated by independent entrepreneurs in 19 states.

Through our ownership interests in MPLX and its wholly-owned subsidiary, MarkWest, we believe we are one of the largest processors of natural gas in the United States, the largest processor and fractionator in the Marcellus and Utica shale regions and we distribute refined products to our customers through one of the largest private domestic fleets of inland petroleum product barges. Our integrated midstream energy asset network links producers of natural gas and NGLs from some of the largest supply basins in the United States to domestic and international markets. Our midstream gathering and processing operations include: natural gas gathering, processing and transportation; and NGL gathering, transportation, fractionation, storage and marketing. Our assets include approximately 5,400 MMcf/d of gathering capacity, 7,300 MMcf/d of natural gas processing capacity and 500 mbpd of fractionation capacity. We also own more than 5,000 miles of gas gathering and NGL pipelines and have ownership interests in more than 50 gas processing plants, more than 10 NGL fractionation facilities and one condensate stabilization facility. We own, lease or have ownership interests in approximately 8,400 miles of crude oil and refined product pipelines to deliver crude oil to our refineries and other locations and refined products to wholesale and retail market areas.

We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX. In previous periods, our inland marine business and our investment in an ocean vessel joint venture, (Crowley Ocean Partners), were presented within our Refining & Marketing segment. They are now presented in our Midstream segment. Comparable prior period information has been recast to reflect our revised segment presentation.

Our operations consist of three reportable operating segments: Refining & Marketing; Speedway; and Midstream. Each of these segments is organized and managed based upon the nature of the products and services it offers.

• Refining & Marketing—refines crude oil and other feedstocks at our seven refineries in the Gulf Coast and Midwest regions of the United States, purchases refined products and ethanol for resale and distributes refined products through various means, including terminals and trucks that we own or operate. We sell refined products to wholesale marketing customers domestically and internationally, buyers on the spot market, our Speedway business segment and to independent entrepreneurs who operate Marathon^® retail outlets.

• Speedway—sells transportation fuels and convenience merchandise in the retail market in the Midwest, East Coast and Southeast regions of the United States.

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• Midstream – includes the operations of MPLX and certain other related operations. The Midstream segment gathers, processes and transports natural gas; gathers, transports, fractionates, stores and markets NGLs and transports and stores crude oil and refined products.

Executive Summary

Results

Select results for the three months ended March 31, 2016 and 2015 are reflected in the following table.

	Three Months Ended   March 31,
(In millions, except per share data)	2016			2015
Income from Operations by segment
Refining & Marketing	$	(62	)	$	1,292
Speedway	167			168
Midstream(a)	167			90
Net income attributable to MPC	$	1		$	891
Net income attributable to MPC per diluted share	$	0.003		$	1.62

^(a)  Excludes impairment charge of $129 million as discussed in Acquisitions and Investments.

Net income attributable to MPC was $1 million in the first quarter of 2016 compared to $891 million, or $1.62 per diluted share, for the first quarter of 2015. Refining & Marketing segment income from operations decreased$1.35 billion in the first quarter of 2016 compared to the first quarter of 2015. The decrease was primarily due to a $6.16 per barrel decrease in gross margin, resulting from lower crack spreads, unfavorable crude oil and feedstock acquisition costs relative to benchmark LLS crude oil and higher direct operating costs related to increased turnaround activity. These decreases were partially offset by more favorable product price realizations and the favorable effects of changes in market structure compared to the spot market reference prices. The Chicago and USGC LLS 6-3-2-1 blended crack spread decreased from $9.69 per barrel in the first quarter of 2015 to $4.62 per barrel in the first quarter of 2016.

Speedway segment income from operations decreased$1 million in the first quarter of 2016 compared to the first quarter of 2015. The results are consistent with first quarter of 2015 as lower light product margins and higher operating expenses were offset by higher merchandise margins, an increase in gasoline and distillate sales volumes and a $24 million gain from the sale of a retail location.

Midstream segment income from operations increased$77 million in the first quarter of 2016 compared to the first quarter of 2015. In the first quarter of 2016, the increase was primarily due to operating results from MarkWest following the MarkWest Merger, which was effective December 4, 2015.

MPLX LP

As of March 31, 2016, we owned a 25 percent interest in MPLX, including a two percent general partner interest. On December 4, 2015, MPLX completed the MarkWest Merger. The total value of consideration transferred was $8.61 billion, consisting of $7.33 billion in equity and $1.28 billion in cash. At closing, we made a payment of $1.23 billion to MarkWest common unitholders and the remaining $50 million will be paid in equal amounts in July 2016 and July 2017, respectively, in connection with the conversion of the MPLX Class B units to MPLX common units. Our financial results and operating statistics reflect the results of MarkWest from the date of the MarkWest Merger.

Contribution of Inland Marine Business to MPLX

On March 31, 2016, we contributed our inland marine business to MPLX in exchange for 23 million MPLX common units and 460 thousand general partner units. The number of units we received from MPLX was determined by dividing $600 million by the volume weighted average NYSE price of MPLX common units for the 10 trading days preceding March 14, 2016, pursuant to the Membership Interests Contribution Agreement. We also agreed to waive first-quarter 2016 common unit distributions, IDRs and general partner distributions, with respect to the common units issued in this transaction. The contribution of our inland marine business was accounted for as a transaction between entities under common control and we did not record a gain or loss.

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ATM Program

On March 4, 2016, MPLX filed a prospectus supplement to its shelf registration statement filed with the SEC on March 27, 2015, authorizing the continuous issuance of up to an aggregate of $500 million of common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of any offerings (such continuous offering program, or at-the-market program, referred to as the “ATM Program”).

During the three months ended March 31, 2016, MPLX issued an aggregate of 12 million common units under the ATM Program, generating net proceeds of approximately $315 million. As a result of common units issued under the ATM Program during the period, we contributed approximately $6 million in exchange for general partner units to maintain our two percent general partner interest.

Distributions from MPLX

The following table summarizes the cash distributions we received from MPLX during the first three months of 2016 and 2015.

	Three Months Ended   March 31,
(In millions)	2016		2015
Cash distributions received from MPLX:
General partner distributions, including IDRs	$	40	$	2
Limited partner distributions	29		22
Total	$	69	$	24

The market value of the 79.5 million MPLX common units we owned at March 31, 2016 was $2.4 billion based on the March 31, 2016 closing unit price of $29.69. Over time, we also believe there will be substantial value attributable to our two percent general partnership interest.

On April 19, 2016, MPLX declared a quarterly cash distribution of $0.5050 per common unit payable on May 13, 2016. As a result, MPLX will make distributions totaling $200 million to its limited and general partners. MPC’s portion of these distributions is approximately $73 million.

See Note 3 to the unaudited consolidated financial statements for additional information on MPLX.

Acquisitions and Investments

On December 4, 2015, MPLX merged with MarkWest, whereby MarkWest became a wholly-owned subsidiary of MPLX. Each common unit of MarkWest issued and outstanding immediately prior to the effective time of the MarkWest Merger was converted into a right to receive 1.09 common units of MPLX representing limited partner interests in MPLX, plus a one-time cash payment of $6.20 per unit. Each Class B unit of MarkWest outstanding immediately prior to the merger was converted into the right to receive one Class B unit of MPLX having substantially similar rights, including conversion and registration rights, and obligations that the Class B units of MarkWest had immediately prior to the merger. At closing, we contributed $1.23 billion in cash to MPLX to pay the cash consideration to MarkWest common unitholders. We will contribute an additional total of $50 million in cash to MPLX for the cash consideration to be paid upon the conversion of the MPLX Class B units to MPLX common units in equal installments in July 2016 and July 2017, respectively. These contributions are with respect to MPC’s existing interests in MPLX (including IDRs) and not in consideration of new units or other equity interest in MPLX. We assigned the total consideration transferred of $8.61 billion, including the $7.33 billion fair value of the equity consideration and the $1.28 billion of cash contributions, to the fair value of the assets acquired and liabilities and noncontrolling interest assumed in the MarkWest Merger, with the excess recorded as goodwill. During the first quarter of 2016, the preliminary fair value measurements of assets acquired and liabilities assumed recorded in the 2015 year-end financial statements were revised based on additional analysis. These adjustments to the fair values of property, plant and equipment, intangibles and equity investments, among other items, resulted in an offsetting reduction to goodwill of approximately $241 million. As a result, we recognized total assets acquired of $11.91 billion, including $8.52 billion of property plant and equipment and $2.60 billion of equity investments, and total liabilities and noncontrolling interests assumed of $5.51 billion, including $4.57 billion of assumed debt. Goodwill is not amortized, but rather is tested for impairment annually or more frequently if warranted due to events or changes in circumstances. During the first quarter of 2016, MPLX recorded an impairment charge of $129 million to impair a portion of the $2.21 billion of goodwill, as adjusted, recorded in connection with the MarkWest Merger. See the Critical Accounting Estimates section for a discussion of this interim assessment of goodwill. See Note 14 for information on goodwill recorded from the MarkWest Merger. Our financial results and operating statistics reflect the results of MarkWest from the date of the acquisition.

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Consistent with our strategy to grow our midstream business, the MarkWest Merger combines one of the nation’s largest processors of natural gas and the largest processor and fractionator in the Marcellus and Utica shale regions with a rapidly growing crude oil and refined products logistics partnership sponsored by MPC. The complementary aspects of the highly diverse asset base of MarkWest, MPLX and MPC provide significant additional opportunities across multiple segments of the hydrocarbon value chain. The combined entity will further MarkWest's leading midstream presence in the Marcellus and Utica shales by allowing it to pursue additional midstream projects, which should allow producer customers to achieve superior value for their growing production in these important shale regions. In addition, the combination provides significant vertical integration opportunities, as MPC is a large consumer of NGLs.

In September 2015, we acquired a 50 percent ownership interest in a new joint venture with Crowley Maritime Corporation through our investment in Crowley Ocean Partners. The joint venture will operate and charter four new Jones Act product tankers, most of which will be leased to MPC. The new vessels are in various stages of construction with two of them completed and operational prior to the end of the first quarter. Contributions to the joint venture with respect to each vessel will occur at the vessel’s delivery. During 2015, we contributed $72 million in connection with delivery of the first two vessels. The third vessel was delivered April 15, 2016 and the remaining vessel is expected to be delivered by the third quarter of 2016. We account for our ownership interest in Crowley Ocean Partners as an equity method investment. In the first quarter of 2016, we revised our internal reporting of operating results for our investment in Crowley Ocean Partners. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Prior periods have been recast to reflect our revised segment presentation. See Note 22 for information on our conditional guarantee of the indebtedness of the joint venture and future contributions to Crowley Ocean Partners.

In November 2013, we agreed to serve as an anchor shipper for the Sandpiper pipeline project and fund 37.5 percent of the construction costs of the project, which will become part of Enbridge Energy Partners North Dakota System. In exchange for these commitments, we will earn an approximate 27 percent equity interest in Enbridge Energy Partners’ North Dakota System when the Sandpiper pipeline is placed into service. We also have the option to increase our ownership interest to approximately 30 percent through additional investments in future system improvements. The anticipated in-service date for the pipeline is likely to be delayed from 2017 to early 2019, which is also likely to increase cost estimates for the project. The project schedule and cost estimates remain under review. We made contributions of $5 million to North Dakota Pipeline Company during the first quarter of 2016 and have contributed $292 million since project inception. We account for our interest in North Dakota Pipeline as part of our Midstream segment using the equity method of accounting. See Note 22 for information on future contributions to North Dakota Pipeline.

Share Repurchases

Since January 1, 2012, our board of directors has approved $10.0 billion in total share repurchase authorizations and we have repurchased a total of $7.31 billion of our common stock, leaving $2.69 billion available for repurchases. During the firstthree months of 2016, we have acquired 2 million common shares at an average cost per share of $43.96 under these authorizations. See Note 8 to the unaudited consolidated financial statements.

We may utilize various methods to effect the repurchases, which could include open market repurchases, negotiated block transactions, accelerated share repurchases or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. The timing and amount of future repurchases, if any, will depend upon several factors, including market and business conditions, and such repurchases may be discontinued at any time.

Liquidity

As of March 31, 2016, we had cash and cash equivalents of $308 million, an unused $2.5 billion bank revolving credit facility and approximately $426 million of availability under our $1.0 billion trade receivables securitization facility based on eligible trade receivables. Availability under MPC’s trade receivables facility is a function of eligible accounts receivable, which will be lower in a sustained lower refined product price environment. As of March 31, 2016, we have $188 million of commercial paper outstanding. We do not intend to have outstanding commercial paper borrowings in excess of available capacity under our bank revolving credit facility. The above amounts exclude MPLX’s $2.0 billion bank revolving credit facility, which as of March 31, 2016, had $326 million borrowings and $8 million letters of credit outstanding.

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The above discussion contains forward-looking statements with respect to our business strategies and growth and vertical integration opportunities with respect to our midstream assets, the timing of delivery of the vessel to Crowley Ocean Partners, the estimated construction costs and completion of the Sandpiper pipeline projects and our share repurchase authorizations. Factors that could affect our business strategies and growth and vertical integration opportunities with respect to our midstream assets include, but are not limited to, volatility in and/or degradation of market and industry conditions, our ability to implement and realize the benefits and synergies of our strategic initiatives, availability of liquidity, actions taken by competitors, regulatory approvals and operating performance. Factors that could affect delivery of the vessel to Crowley Ocean Partners include, but are not limited to, availability of materials and labor, unforeseen hazards such as weather conditions and the ability to complete the vessel on the anticipated terms and timetable. Factors that could affect the estimated construction costs, timing and completion of the Sandpiper pipeline project, include, but are not limited to, availability of materials and labor, unforeseen hazards such as weather conditions, delays in obtaining or conditions imposed by necessary government and third party approvals and other risks customarily associated with construction projects. Factors that could affect the share repurchase authorizations and the timing of any repurchases include, but are not limited to, business conditions, availability of liquidity and the market price of our common stock. These factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements.

Overview of Segments

Refining & Marketing

Refining & Marketing segment income from operations depends largely on our Refining & Marketing gross margin and refinery throughputs.

Our Refining & Marketing gross margin is the difference between the prices of refined products sold and the costs of crude oil and other charge and blendstocks refined, including the costs to transport these inputs to our refineries and the costs of products purchased for resale. The crack spread is a measure of the difference between market prices for refined products and crude oil, commonly used by the industry as a proxy for the refining margin. Crack spreads can fluctuate significantly, particularly when prices of refined products do not move in the same relationship as the cost of crude oil. As a performance benchmark and a comparison with other industry participants, we calculate Midwest (Chicago) and USGC crack spreads that we believe most closely track our operations and slate of products. LLS prices and a 6-3-2-1 ratio of products (6 barrels of LLS crude oil producing 3 barrels of unleaded regular gasoline, 2 barrels of ULSD and 1 barrel of three percent residual fuel oil) are used for these crack-spread calculations.

Refined product prices have historically moved relative to international crude oil prices like Brent crude. In recent years, domestic U.S. crude oils, such as WTI and LLS, have traded at prices less than Brent due to the growth in U.S. crude oil production, logistical constraints and other market factors. These price discounts had favorably impacted the LLS 6-3-2-1 crack spread. The decline in crude oil prices in 2015 and continuing into the first quarter of 2016 has led to declines in sequential (month on month) onshore U.S. crude oil production and narrowed the LLS discount to Brent. With the end of the ban on U.S. crude oil exports, LLS and Brent are expected to trade near parity.

Our refineries can process significant amounts of sour crude oil, which typically can be purchased at a discount to sweet crude oil. The amount of this discount, the sweet/sour differential, can vary significantly, causing our Refining & Marketing gross margin to differ from crack spreads based on sweet crude oil. In general, a larger sweet/sour differential will enhance our Refining & Marketing gross margin.

Future crude oil differentials will be dependent on a variety of market and economic factors, as well as U.S. energy policy.

The following table provides sensitivities showing an estimated change in annual net income due to potential changes in market conditions.

(In millions, after-tax)
LLS 6-3-2-1 crack spread sensitivity(a) (per $1.00/barrel change)	$	450
Sweet/sour differential sensitivity(b)(per $1.00/barrel change)	220
LLS-WTI differential sensitivity(c)(per $1.00/barrel change)	90
Natural gas price sensitivity (per $1.00/million British thermal unit change)	140

^(a)  Weighted 40 percent Chicago and 60 percent USGC LLS 6-3-2-1 crack spreads and assumes all other differentials and pricing relationships remain unchanged.

^(b)  LLS (prompt) - [delivered cost of sour crude oil: Arab Light, Kuwait, Maya, Western Canadian Select and Mars].

^(c)  Assumes 20 percent of crude oil throughput volumes are WTI-based domestic crude oil.

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In addition to the market changes indicated by the crack spreads, the sweet/sour differential and the discount of WTI to LLS, our Refining & Marketing gross margin is impacted by factors such as:

• the types of crude oil and other charge and blendstocks processed;

• our refinery yields;

• the selling prices realized for refined products;

• the impact of commodity derivative instruments used to hedge price risk;

• the cost of products purchased for resale;

• the potential impact of lower of cost or market adjustments to inventories in periods of declining prices; and

• the impact of liquidations of LIFO inventory layers with costs significantly above current market prices.

Inventories are carried at the lower of cost or market value. Costs of crude oil, refinery feedstocks and refined products are aggregated on a consolidated basis for purposes of assessing if the LIFO cost basis of these inventories may have to be written down to market values. The December 31, 2015 lower of cost or market reserve of $345 million was reversed due to the sale of inventory quantities that gave rise to the 2015 reserve. A new lower of cost or market reserve of $360 million was established as of March 31, 2016 based on market conditions and prices at that time. The effect of the change in lower of cost or market reserve was a $15 million charge to cost of revenues for the three months endedMarch 31, 2016. Based on movements of refined product prices, future inventory valuation adjustments could have a negative or positive effect to earnings. Such losses are subject to reversal in subsequent periods if prices recover.

The cost of inventories of crude oil and refinery feedstocks, refined products and merchandise is determined primarily under the LIFO method. There were no liquidations of LIFO inventories for the three months ended March 31, 2016 and 2015.

Refining & Marketing segment income from operations is also affected by changes in refinery direct operating costs, which include turnaround and major maintenance, depreciation and amortization and other manufacturing expenses. Changes in manufacturing costs are primarily driven by the cost of energy used by our refineries, including purchased natural gas, and the level of maintenance costs. Planned major maintenance activities, or turnarounds, requiring temporary shutdown of certain refinery operating units, are periodically performed at each refinery. Costs for planned turnaround, major maintenance and engineering projects are expensed in the period incurred. We had significantly more planned turnaround and major maintenance activities at our Galveston Bay and Robinson refineries during the first three months of 2016 compared to the same period in 2015.

Speedway

Our retail marketing gross margin for gasoline and distillate, which is the price paid by consumers less the cost of refined products, including transportation, consumer excise taxes and bankcard processing fees, impacts the Speedway segment profitability. Numerous factors impact gasoline and distillate demand, including local competition, transportation fuel prices, seasonal demand fluctuations, the available wholesale supply, the level of economic activity in our marketing areas and weather conditions. Market demand increases for gasoline and distillate generally increase the product margin we can realize.

The gross margin on merchandise sold at convenience stores historically has been less volatile and has contributed substantially to Speedway’s gross margin. Speedway’s convenience stores offer a wide variety of merchandise, including prepared foods, beverages and non-food items.

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Inventories are carried at the lower of cost or market value. Costs of crude oil, refinery feedstocks and refined products are aggregated on a consolidated basis for purposes of assessing if the LIFO cost basis of these inventories may have to be written down to market values. The December 31, 2015 lower of cost or market reserve was reversed due to the sale of inventory quantities that gave rise to the 2015 reserve. A new lower of cost or market reserve of $25 million was established as of March 31, 2016 based on market conditions and prices at that time. There was no charge to cost of revenues for the effect of the lower of cost or market reserve for the three months endedMarch 31, 2016. Based on movements of refined product prices, future inventory valuation adjustments could have a negative or positive effect to earnings. Such losses are subject to reversal in subsequent periods if prices recover.

Midstream

NGL and natural gas prices are volatile and are impacted by changes in fundamental supply and demand, as well as market uncertainty, availability of NGL transportation and fractionation capacity and a variety of additional factors that are beyond our control. Our profitability is directly affected by prevailing commodity prices primarily as a result of processing or conditioning at our own or third‑party processing plants, purchasing and selling or gathering and transporting volumes of natural gas at index‑related prices and the cost of third‑party transportation and fractionation services. To the extent that commodity prices influence the level of natural gas drilling by our producer customers, such prices also affect profitability.

The profitability of our pipeline transportation operations primarily depends on tariff rates and the volumes shipped through the pipelines. The profitability of our marine operations primarily depends on the quantity and availability of our vessels and barges. A majority of the crude oil and refined product shipments on our common carrier pipelines and marine vessels serve our Refining & Marketing segment. The volume of crude oil that we transport is directly affected by the supply of, and refiner demand for, crude oil in the markets served directly by our crude oil pipelines and marine operations. Key factors in this supply and demand balance are the production levels of crude oil by producers in various regions or fields, the availability and cost of alternative modes of transportation, the volumes of crude oil processed at refineries and refinery and transportation system maintenance levels. The volume of refined products that we transport is directly affected by the production levels of, and user demand for, refined products in the markets served by our refined product pipelines. In most of our markets, demand for gasoline and distillate peaks during the summer driving season, which extends from May through September of each year, and declines during the fall and winter months. As with crude oil, other transportation alternatives and system maintenance levels influence refined product movements.

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Results of Operations

Consolidated Results of Operations

	Three Months Ended   March 31,
(In millions)	2016			2015			Variance
Revenues and other income:
Sales and other operating revenues (including consumer excise taxes)	$	12,755		$	17,191		$	(4,436	)
Income from equity method investments	22			15			7
Net gain on disposal of assets	25			5			20
Other income	28			29			(1		)
Total revenues and other income	12,830			17,240			(4,410		)
Costs and expenses:
Cost of revenues (excludes items below)	9,701			13,044			(3,343		)
Purchases from related parties	107			76			31
Inventory market valuation charge	15			—			15
Consumer excise taxes	1,826			1,832			(6		)
Impairment expense	129			—			129
Depreciation and amortization	490			363			127
Selling, general and administrative expenses	378			358			20
Other taxes	109			97			12
Total costs and expenses	12,755			15,770			(3,015		)
Income from operations	75			1,470			(1,395		)
Net interest and other financial income (costs)	(142		)	(81		)	(61		)
Income (loss) before income taxes	(67		)	1,389			(1,456		)
Provision for income taxes	11			486			(475		)
Net income (loss)	(78		)	903			(981		)
Less net income (loss) attributable to noncontrolling interests	(79		)	12			(91		)
Net income attributable to MPC	$	1		$	891		$	(890	)

Net income attributable to MPC decreased$890 million in the first quarter of 2016compared to the first quarter of2015, primarily due to our Refining & Marketing segment income from operations, which decreased$1.35 billion in the first quarter compared to the first quarter of2015. This decrease was partially offset by a $475 million decrease in our provision for income taxes and an increase in Midstream segment income of $77 million.

The decrease for the Refining & Marketing segment in the first quarter was primarily due to a $6.16 per barrel decrease in gross margin, resulting from lower crack spreads, unfavorable crude oil and feedstock acquisition costs relative to benchmark LLS crude oil and higher direct operating costs related to increased turnaround activity. These decreases were partially offset by more favorable product price realizations and the favorable effects of changes in market structure compared to the spot market reference prices. The Chicago and USGC LLS 6-3-2-1 blended crack spread decreased from $9.69 per barrel in the first quarter of 2015 to $4.62 per barrel in the first quarter of 2016.

Speedway segment income was consistent with the first quarter of the prior year.

The increase in Midstream segment income was primarily due to operating results from MarkWest following the MarkWest Merger, which was effective December 4, 2015.

Sales and other operating revenues (including consumer excise taxes) decreased$4.44 billion in the first quarter of 2016compared to the first quarter of2015. The decrease was primarily due to lower refined product sales prices and volumes. For the first quarter of 2016, average refined product sales prices decreased$0.50 per gallon and refined product sales volumes decreased85 mbpd.

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Income from equity method investments increased$7 million in the first quarter of 2016compared to the first quarter of2015, primarily due to increases in income from our pipeline and NGL affiliates, partially offset by a decrease in income from our ethanol affiliates.

Net gain on disposal of assets increased$20 million in the first quarter of 2016compared to the first quarter of2015, primarily due to the sale of a Speedway retail location in the first quarter of 2016.

Cost of revenues decreased$3.34 billion in the first quarter of 2016compared to the first quarter of2015. The decrease was primarily due to:

• a decrease in refined product cost of sales of $3.4 billion, primarily due to decreases in raw material costs; and

• an increase in refinery direct operating costs of $230 million, or $1.64 per barrel of total refinery throughput, primarily due to increased significant planned turnaround activity in 2016.

Purchases from related parties increased$31 million in the first quarter of 2016compared to the first quarter of2015, primarily due to:

• an increase in volume purchased from Illinois Extension Pipeline of $27 million;

• an increase in purchases from Crowley Ocean Partners of $6 million;

• an increase in volume purchased from Ohio Condensate of $3 million;

• a decrease in volume purchased from Explorer of $5 million; and

• a decrease in prices for ethanol purchases from TAME, TACE, and TAAE of $3 million.

Inventory market valuation charge increased$15 million in the first quarter of 2016compared to the first quarter of2015. The December 31, 2015 lower of cost or market reserve of $370 million was reversed due to the sale of inventory quantities that gave rise to the 2015 reserve. A new lower of cost or market reserve of $385 million was established as of March 31, 2016 based on market conditions and prices at that time. The effect of the change in lower of cost or market reserve was a $15 million charge to cost of revenues for the three months endedMarch 31, 2016.

Consumer excise taxes decreased$6 million in the first quarter of 2016compared to the first quarter of2015, primarily due to a decrease in taxable refined product sales volumes.

Impairment expense reflects a $129 million impairment charge recorded by MPLX in the first quarter of 2016 to impair a portion of the $2.21 billion of goodwill, as adjusted, recorded in connection with the MarkWest Merger. See the Critical Accounting Estimates section for a discussion of the interim impairment assessment of goodwill.

Depreciation and amortization increased$127 million in the first quarter of 2016compared to the first quarter of2015, primarily due to depreciation of the fair value of the assets acquired from MarkWest in our Midstream segment.

Selling, general and administrative expenses increased$20 million in the first quarter of 2016compared to the first quarter of2015, primarily due to costs associated with MarkWest, partially offset by a decrease in employee benefit expenses.

Other taxes increased$12 million in the first quarter of 2016compared to the first quarter of2015, primarily due to property taxes on MarkWest properties.

Net interest and other financial costs increased$61 million in the first quarter of 2016compared to the first quarter of2015, primarily due to interest on the debt assumed in the MarkWest Merger.

Provision for income taxes decreased$475 million in the first quarter of 2016compared to the first quarter of2015, primarily due to a decrease of $1.46 billion in income before income taxes. The effective tax rate for the first quarter of 2016 was significantly affected by permanent differences related to the net loss attributable to noncontrolling interest, including their proportionate share of the goodwill impairment charge recorded by MPLX. The net loss attributable to noncontrolling interest reduced the effective rate by 51 percent from the U.S. statutory rate of 35 percent. For the three months ended March 31, 2015, the effective tax rate is equivalent to the U.S. statutory rate of 35 percent primarily due to certain permanent benefit differences, including the domestic manufacturing deduction, partially offset by state and local tax expense.

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Segment Results

Revenues

Revenues, including intersegment sales, are summarized by segment in the following table.

	Three Months Ended   March 31,
(In millions)	2016		2015
Refining & Marketing	$	10,571	$	15,378
Speedway	3,951		4,531
Midstream	592		203
Segment revenues	$	15,114	$	20,112
Items included in both revenues and costs:
Consumer excise taxes	$	1,826	$	1,832

Refining & Marketing segment revenues decreased$4.81 billion in the first quarter of 2016compared to the first quarter of2015. The decrease was primarily due to decreases in refined product sales prices and volumes. The table below shows our Refining & Marketing segment refined product sales volumes, sales destined for export and average sales prices.

	Three Months Ended   March 31,
	2016		2015
Refining & Marketing segment:
Refined product sales volumes (thousands of barrels per day)(a)	2,148		2,233
Refined product sales destined for export (thousands of barrels per day)	261		284
Average refined product sales prices (dollars per gallon)	$	1.23	$	1.73

^(a)  Includes intersegment sales and sales destined for export.

The table below shows the average refined product benchmark prices for our marketing areas.

	Three Months Ended   March 31,
(Dollars per gallon)	2016		2015
Chicago spot unleaded regular gasoline	$	1.00	$	1.48
Chicago spot ultra-low sulfur diesel	1.07		1.67
USGC spot unleaded regular gasoline	1.06		1.52
USGC spot ultra-low sulfur diesel	1.03		1.69

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Refining & Marketing intersegment sales to our Speedway segment decreased$569 million in the first quarter of 2016 compared to the first quarter of2015. The decrease in intersegment refined product sales was primarily due to lower refined product sales prices partially offset by higher volumes. The table below shows our Refining & Marketing intersegment sales to our Speedway segment.

	Three Months Ended   March 31,
	2016		2015
Refining & Marketing intersegment sales to Speedway:
Intersegment sales (in millions)	$	2,165	$	2,734
Refined product sales volumes (millions of gallons)	1,448		1,388
Average refined product sales prices (dollars per gallon)	$	1.49	$	1.96

Speedway segment revenues decreased$580 million in the first quarter of 2016compared to the first quarter of2015, primarily due to decreases in gasoline and distillate sales of $617 million, partially offset by increases in merchandise sales of $41 million. The decreases in gasoline and distillate sales were primarily due to decreases in average gasoline and distillate selling prices of $0.49 per gallon, partially offset by volume increases of 51 million gallons.

The following table includes certain revenue statistics for the Speedway segment.

	Three Months Ended   March 31,
	2016			2015
Convenience stores at period-end	2,771			2,753
Gasoline & distillate sales (millions of gallons)	1,483			1,432
Average gasoline & distillate sales prices (dollars per gallon)	$	1.81		$	2.30
Merchandise sales (in millions)	$	1,152		$	1,111
Same store gasoline sales volume (period over period)	1.0		%	(1.2		%)
Same store merchandise sales (period over period)(a)	3.1		%	6.2		%

^(a)  Excludes cigarettes.

Midstream segment revenue increased$389 million in the first quarter of 2016compared to the first quarter of2015, primarily due to the financial results of MarkWest, which are reflected in the Midstream segment following the merger, which was effective December 4, 2015.

The following table includes operating statistics for the Midstream segment.

	Three Months Ended   March 31,
	2016	2015
Crude oil and refined product pipeline throughputs (mbpd)(a)	2,181	2,107
Gathering system throughput (MMcf/d)(b)	3,345	—
Natural gas processed (MMcf/d)(b)	5,636	—
C2 (ethane) + NGLs (natural gas liquids) fractionated (mbpd)(b)	312	—

^(a)  On owned common-carrier pipelines, excluding equity method investments.

^(b)  Beginning December 4, 2015, which was the effective date of the MarkWest Merger.

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Income from Operations

Income before income taxes and income from operations by segment are presented in the following table.

	Three Months Ended   March 31,
(In millions)	2016			2015
Income from Operations by segment
Refining & Marketing	$	(62	)	$	1,292
Speedway	167			168
Midstream(a)	167			90
Items not allocated to segments:
Corporate and other unallocated items(a)	(67		)	(79		)
Pension settlement expenses	(1		)	(1		)
Impairment expense	(129		)	—
Income from operations	75			1,470
Net interest and other financial income (costs)	(142		)	(81		)
Income before income taxes	$	(67	)	$	1,389

^(a)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

Refining & Marketing segment income from operations decreased$1.35 billion in the first quarter of 2016compared to the first quarter of2015. The decrease was primarily due to a $6.16 per barrel decrease in gross margin, resulting from lower crack spreads, unfavorable crude oil and feedstock acquisition costs relative to benchmark LLS crude oil and higher direct operating costs related to increased turnaround activity. These decreases were partially offset by more favorable product price realizations and the favorable effects of changes in market structure compared to the spot market reference prices. The Chicago and USGC LLS 6-3-2-1 blended crack spread decreased from $9.69 per barrel in the first quarter of 2015 to $4.62 per barrel in the first quarter of 2016.

The following table presents certain market indicators that we believe are helpful in understanding the results of our Refining & Marketing segment’s business.

	Three Months Ended   March 31,
(Dollars per barrel)	2016		2015
Chicago LLS 6-3-2-1 crack spread(a)(b)	$	4.11	$	8.97
USGC LLS 6-3-2-1 crack spread(a)	4.97		10.13
Blended 6-3-2-1 crack spread(a)(c)	4.62		9.69
LLS	35.29		52.80
WTI	33.63		48.57
LLS—WTI crude oil differential(a)	1.66		4.23
Sweet/Sour crude oil differential(a)(d)	6.77		7.08

^(a)  All spreads and differentials are measured against prompt LLS.

^(b)  Calculation utilizes USGC three percent residual fuel oil price as a proxy for Chicago three percent residual fuel oil price.

^(c)  Blended Chicago/USGC crack spread is 40 percent/60 percent in 2016 and 38 percent/62 percent in 2015 based on our refining capacity by region.

^(d)  LLS (prompt) - [delivered cost of sour crude oil: Arab Light, Kuwait, Maya, Western Canadian Select and Mars].

Based on the market indicators above and our refinery throughputs, we estimate the following impacts on Refining & Marketing segment income from operations for the first quarter of 2016compared to the first quarter of2015:

• The USGC LLS 6-3-2-1 crack spread decreased$5.16 per barrel, which had a negative impact on segment income of $566 million.

• The Chicago LLS 6-3-2-1 crack spread decreased$4.86 per barrel, which had a negative impact on segment income of $303 million.

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• The LLS-WTI crude oil differential decreased$2.57 per barrel which had a negative impact on segment income of $81 million.

• We ran more sour crude oil at our refineries in the first quarter of 2016 compared to the first quarter of 2015. The positive effect from the increased volume of sour crude was partially offset by the narrowing of the sweet/sour crude oil differential by $0.31 per barrel resulting in a positive impact on segment income of $8 million.

The above market indicators use spot market values and an estimated mix of crude purchases and product sales. Differences in our results compared to these market indicators, including product price realizations, mix and crude costs, as well as the effects of market structure on our crude oil acquisition prices, and other items like refinery yields and other feedstock variances, had estimated negative impacts on Refining & Marketing segment income of $97 million for the first quarter of 2016 compared to $8 million for the first quarter of 2015.

The following table summarizes our refinery throughputs.

	Three Months Ended   March 31,
	2016	2015
Refinery Throughputs (thousands of barrels per day):
Crude oil refined	1,603	1,672
Other charge and blendstocks	171	180
Total	1,774	1,852
Sour crude oil throughput percent	61	56
WTI-priced crude oil throughput percent	18	20

Crude oil throughputs decreased69 mbpd in the first quarter of 2016compared to the first quarter of2015, primarily due to higher planned turnaround and major maintenance activity at the Galveston Bay and Robinson refineries in the first quarter of 2016.

The following table includes certain key operating statistics for the Refining & Marketing segment.

	Three Months Ended   March 31,
	2016		2015
Refining & Marketing gross margin (dollars per barrel)(a)	$	9.98	$	16.14
Refinery direct operating costs (dollars per barrel):(b)
Planned turnaround and major maintenance	$	2.43	$	0.79
Depreciation and amortization	1.54		1.42
Other manufacturing(c)	4.14		4.26
Total	$	8.11	$	6.47

^(a)  Sales revenue less cost of refinery inputs and purchased products, divided by total refinery throughputs.

^(b)  Per barrel of total refinery throughputs.

^(c)  Includes utilities, labor, routine maintenance and other operating costs.

Refinery direct operating costs increased$1.64 per barrel in the first quarter of 2016compared to the first quarter of2015, reflecting an increase in planned turnaround and major maintenance costs of $1.64 per barrel, an increase in depreciation and amortization of $0.12 per barrel and a decrease in other manufacturing costs of $0.12 per barrel. The increase in planned turnaround and major maintenance costs were primarily attributable to significant turnaround costs incurred by the Galveston Bay and Robinson refineries in the first quarter of 2016. The decrease in other manufacturing costs was primarily attributable to lower energy and employee benefit expenses, partially offset by higher catalyst costs.

We purchase RINs to satisfy a portion of our Renewable Fuel Standard compliance. Our expense associated with purchased RINs increased to $63 million in the first quarter of 2016 from $41 million in the first quarter of 2015. In the first quarter of 2016, the increase was primarily due to increased costs and quantities purchased of bio-mass based diesel RINs.

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Speedway segment income from operations decreased$1 million in the first quarter of 2016compared to the first quarter of2015. The decrease in segment income was primarily due to a decrease in our gasoline and distillate gross margin of $33 million, or $0.0288 per gallon, and higher operating expenses, partially offset by a $19 million increase in merchandise margins, an increase in gasoline and distillate sales volumes and a $24 million gain from the sale of a retail location.

The following table includes margin statistics for the Speedway segment.

	Three Months Ended   March 31,
	2016			2015
Gasoline & distillate gross margin (dollars per gallon)(a)	$	0.1682		$	0.1970
Merchandise gross margin (in millions)	$	330		$	311
Merchandise gross margin percent	29.0		%	28.0		%

^(a)  The price paid by consumers less the cost of refined products, including transportation, consumer excise taxes and bankcard processing fees, divided by gasoline and distillate sales volume.

Midstream segment income from operations increased$77 million in the first quarter of 2016compared to the first quarter of2015. In the first quarter of 2016, the increase was primarily due to operating results from MarkWest following the MarkWest Merger, which was effective December 4, 2015.

Corporate and other unallocated items decreased$12 million in the first quarter of 2016, largely due to a reduction in employee benefit expenses.

The first quarter of 2016 includes an impairment charge of $129 million recorded by MPLX to impair a portion of the $2.21 billion of goodwill, as adjusted, recorded in connection with the MarkWest Merger. See the Critical Accounting Estimates section for a discussion of the interim impairment assessment of goodwill.

Liquidity and Capital Resources

Cash Flows

Our cash and cash equivalents balance was $308 million at March 31, 2016 compared to $1.13 billion at December 31, 2015. Net cash provided by (used in) operating activities, investing activities and financing activities for the first three months of 2016 and 2015 are presented in the following table.

	Three Months Ended   March 31,
(In millions)	2016			2015
Net cash provided by (used in):
Operating activities	$	327		$	1,190
Investing activities	(727		)	(388		)
Financing activities	(419		)	(218		)
Total	$	(819	)	$	584

Net cash provided by operating activities decreased$863 million in the first quarter of 2016 compared to the first quarter of 2015, primarily due to a decrease in net income of $981 million and an unfavorable change in working capital of $222 million partially offset by an increase in non-cash adjustments of $340 million. The increase in non-cash adjustments is primarily due to an impairment charge of $129 million recorded by MPLX and increased depreciation and amortization expense of $127 million due to the depreciation of the fair value of the assets acquired in the MarkWest Merger. Changes in working capital were a net $277 million use of cash in the first quarter of 2016 compared to a net $55 million use of cash in the first quarter of 2015. The net $277 million use of cash in the first quarter of 2016 was primarily due to a decrease in accounts payable and accrued liabilities, partially offset by decreases in current receivables and inventory. The above changes in working capital exclude changes in short-term debt. Changes from December 31, 2015 to March 31, 2016 per the consolidated balance sheets were as follows:

• Accounts payable decreased$660 million from year-end 2015, primarily due to lower crude oil volumes and prices.

• Current receivables decreased$325 million from year-end 2015, primarily due to lower crude oil volumes and prices.

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• Inventories decreased$242 million from year-end 2015, primarily due to decreases in crude oil and refined product inventory volumes.

The net $55 million use of cash from working capital changes in the first quarter of 2015 was primarily due to a decrease in accounts payable and accrued liabilities, partially offset by decreases in current receivables and inventory. The above changes in working capital exclude changes in short-term debt. Changes from December 31, 2014 to March 31, 2015 per the consolidated balance sheets were as follows:

• Accounts payable decreased $1.27 billion from year-end 2014, primarily due to lower crude oil prices.

• Current receivables decreased $694 million from year-end 2014, primarily due to lower refined product and crude oil prices.

• Inventories decreased $205 million from year-end 2014, primarily due to decreases in crude oil and refined product inventory volumes.

Net cash used in investing activities was $339 millionhigher in the first quarter of 2016 compared to the first quarter of 2015, primarily due to increases in additions to property, plant and equipment and acquisitions and investments in affiliates, partially offset by an increase in disposal of assets.

The consolidated statements of cash flows exclude changes to the consolidated balance sheets that did not affect cash. A reconciliation of additions to property, plant and equipment to reported total capital expenditures and investments follows.

	Three Months Ended   March 31,
(In millions)	2016			2015
Additions to property, plant and equipment per consolidated statements of cash flows	$	745		$	389
Decrease in capital accruals	(137		)	(47		)
Total capital expenditures	608			342
Acquisitions(a)	10			—
Investments in equity method investees	66			42
Total capital expenditures and investments	$	684		$	384

^(a)  Acquisitions include adjustments to the fair values of the property, plant and equipment, equity investments, intangibles and goodwill acquired in connection with the MarkWest Merger. See Note 4 to the unaudited consolidated financial statements.

Capital expenditures and investments are summarized by segment below.

	Three Months Ended   March 31,
(In millions)	2016		2015
Refining & Marketing	$	243	$	223
Speedway	50		45
Midstream	350		87
Corporate and Other(a)	41		29
Total	$	684	$	384

^(a)  Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

Net cash used for additions to property, plant and equipment increased$356 million for the first quarter of 2016 compared to the first quarter of 2015, primarily due to an increase in capital expenditures for all segments due to various capital projects.Net cash used in equity method investments increased$25 million for the first quarter of 2016 compared to the first quarter of 2015, primarily due to contributions to equity affiliates of MPLX of $29 million and Illinois Extension Pipeline of $24 million to fund the SAX pipeline project as compared to our contribution to Illinois Extension Pipeline of $37 million to fund the SAX pipeline project in the first quarter of 2015. Cash from disposal of assets increased primarily due to the sale of a Speedway retail location in the first quarter of 2016.

Financing activities were a net $419 million use of cash in the first quarter of 2016 compared to a net $218 million use of cash in the first quarter of 2015. The uses of cash in 2016 included long-term debt repayments, dividend payments, distributions to noncontrolling interests and common stock repurchases under our share repurchase authorizations offset by sources of cash from the issuance of MPLX common units and long-term debt and commercial paper borrowings.

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Long-term debt borrowings and repayments were a net $559 million use of cash in the first quarter of 2016 compared to a net $107 million source of cash in the first quarter of 2015. During the first quarter of 2016, MPLX repaid amounts outstanding under the MPLX bank revolving credit facility. During the first quarter of 2015, MPLX used proceeds from its $500 million of MPLX Senior Notes to repay amounts outstanding under the MPLX Credit Agreement, as well as for general partnership purposes.

Cash used in common stock repurchases decreased$134 million in the first quarter of 2016 compared to the first quarter of 2015. The table below summarizes our total share repurchases for these periods. See Note 8 to the unaudited consolidated financial statements for further discussion of the share repurchase authorizations.

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Number of shares repurchased	2		4
Cash paid for shares repurchased	$	75	$	209
Effective average cost per delivered share	$	43.96	$	47.51

Cash used in distributions to noncontrolling interests increased $112 million in the first quarter of 2016 compared to the first quarter of 2015 due to an increase in the noncontrolling interest of MPLX as a result of the MarkWest Merger. As of March 31, 2016, we owned a 25 percent interest in MPLX, including a two percent general partner interest, compared to a 71.5 percent interest as of March 31, 2015.

Cash used in dividend payments increased$33 million in the first quarter of 2016 compared to the first quarter of 2015, primarily due to a $0.07 per share increase in our quarterly dividend payment, partially offset by a decrease in the number of outstanding shares of our common stock attributable to share repurchases. Our dividend payments were $0.32 per common share in the first quarter of 2016 compared to $0.25 per common share in the first quarter of 2015.

Derivative Instruments

See Item 3. Quantitative and Qualitative Disclosures about Market Risk for a discussion of derivative instruments and associated market risk.

Capital Resources

Our liquidity totaled $3.23 billion at March 31, 2016 consisting of:

	March 31, 2016
(In millions)	Total Capacity		Outstanding Borrowings		Available Capacity
Bank revolving credit facility(a)	$	2,500	$	—	$	2,500
Trade receivables facility(b)	426		—		426
Total	$	2,926	$	—	$	2,926
Cash and cash equivalents					308
Total liquidity					$	3,234

^(a)  Excludes MPLX’s $2.0 billion bank revolving credit facility, which had $1.7 billion available as of March 31, 2016.

^(b)  Availability under our $1.0 billion trade receivables facility is a function of eligible trade receivables, which will be lower in a sustained lower price environment for refined products. As of April 30, 2016, eligible trade receivables supported borrowings of $574 million.

Because of the alternatives available to us, including internally generated cash flow and access to capital markets, including a commercial paper program, we believe that our short-term and long-term liquidity is adequate to fund not only our current operations, but also our near-term and long-term funding requirements, including capital spending programs, the repurchase of shares of our common stock, dividend payments, defined benefit plan contributions, repayment of debt maturities and other amounts that may ultimately be paid in connection with contingencies.

On February 26, 2016, we established a commercial paper program that allows us to have a maximum of $2.0 billion in commercial paper outstanding. We do not intend to have outstanding commercial paper borrowings in excess of available capacity under our bank revolving credit facility. As of March 31, 2016, we had $188 million of commercial paper outstanding with a weighted average interest rate of 0.89 percent.

On April 27, 2016, MPLX entered into an agreement for the private placement of $1 billion of newly authorized 6.5 percent Series A Convertible Preferred Units (the “Preferred Units”) at a price of $32.50 per unit or approximately 30.8 million units.

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The Preferred Units will be entitled to receive an annual distribution from MPLX, which will initially equal $2.1125 per unit. The Preferred Units are convertible into MPLX common units on a one for one basis after three years, at the purchasers’ option, and after four years at MPLX’s option, subject to certain conditions. Closing of the transaction is scheduled to occur in May 2016. The net proceeds after deducting offering and transaction expenses are expected to be approximately $984 million.

The MPC term loan agreement (the “Term Loan Agreement”), MPC bank revolving credit facility and MPLX credit agreement, which provides for the MPLX bank revolving credit facility and the MPLX term loan facility (“MPLX Credit Agreement”), contain representations and warranties, affirmative and negative covenants and events of default that we consider usual and customary for agreements of these types. The financial covenant included in the Term Loan Agreement and the MPC bank revolving credit facility requires us to maintain, as of the last day of each fiscal quarter, a ratio of Consolidated Net Debt to Total Capitalization (as defined in the Term Loan Agreement and the MPC bank revolving credit facility) of no greater than 0.65 to 1.00. As of March 31, 2016, we were in compliance with this debt covenant with a ratio of Consolidated Net Debt to Total Capitalization of 0.37 to 1.00, as well as the other covenants contained in the Term Loan Agreement and the MPC bank revolving credit facility.

The financial covenant included in the MPLX Credit Agreement requires MPLX to maintain a ratio of Consolidated Total Debt (as defined in the MPLX Credit Agreement) as of the end of each fiscal quarter to Consolidated EBITDA (as defined in the MPLX Credit Agreement) for the prior four fiscal quarters of not greater than 5.0 to 1.0 (or 5.5 to 1.0 during the six-month period following certain acquisitions). Consolidated EBITDA is subject to adjustments for certain acquisitions completed and capital projects undertaken during the relevant period. As of March 31, 2016, MPLX was in compliance with this debt covenant with a ratio of Consolidated Total Debt to Consolidated EBITDA of 4.1 to 1.0, as well as the other covenants contained in the MPLX Credit Agreement.

Our intention is to maintain an investment grade credit profile. As of March 31, 2016, the credit ratings on our senior unsecured debt were at or above investment grade level as follows.

Company	Rating Agency	Rating
MPC	Moody’s	Baa2 (stable outlook)
	Standard & Poor’s	BBB (stable outlook)
	Fitch	BBB (stable outlook)
MPLX	Moody’s	Baa3 (stable outlook)
	Standard & Poor’s	BBB- (stable outlook)
	Fitch	BBB- (stable outlook)

The ratings reflect the respective views of the rating agencies. Although it is our intention to maintain a credit profile that supports an investment grade rating, there is no assurance that these ratings will continue for any given period of time. The ratings may be revised or withdrawn entirely by the rating agencies if, in their respective judgments, circumstances so warrant.

Neither the Term Loan Agreement, MPC bank revolving credit facility, MPLX Credit Agreement nor our trade receivables securitization facility contain credit rating triggers that would result in the acceleration of interest, principal or other payments in the event that our credit ratings are downgraded. However, any downgrades of our senior unsecured debt ratings would increase the applicable interest rates, yields and other fees payable under the Term Loan Agreement, the MPC bank revolving credit facility and our trade receivables securitization facility. In addition, a downgrade of our senior unsecured debt rating to below investment grade levels could, under certain circumstances, decrease the amount of trade receivables that are eligible to be sold under our trade receivables securitization facility, impact our ability to purchase crude oil on an unsecured basis and could result in us having to post letters of credit under existing transportation services agreements.

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Debt-to-Total-Capital Ratio

Our debt-to-total capital ratio (total debt to total debt-plus-equity) was 37 percent at March 31, 2016 and 38 percent at December 31, 2015.

(In millions)	March 31, 2016			December 31, 2015
Debt due within one year	$	215		$	29
Long-term debt	11,351			11,896
Total debt	$	11,566		$	11,925
Calculation of debt-to-total-capital ratio:
Total debt	$	11,566		$	11,925
Total equity	19,494			19,675
Total capital	$	31,060		$	31,600
Debt-to-total-capital ratio	37		%	38		%

Capital Requirements

Our board approved a 2016 capital spending and investment plan of $4.2 billion towards the end of 2015. In light of current market conditions and revisions to expected completion dates for certain projects, we expect 2016 capital spending and investments to be $3.0 billion, excluding capitalized interest. This reduced forecast for capital spending and investments includes spending on refining, retail marketing and midstream projects as well as amounts designated for corporate projects. During the three months ended March 31, 2016, our capital expenditures and investments were $667 million, excluding capitalized interest. There have been no material changes to our 2016 capital and investment budget since our Annual Report on Form 10-K for the year ended December 31, 2015 was filed. We continuously evaluate our capital budget and make changes as conditions warrant.

During the second quarter of 2016, we paid BP $200 million for the third year’s contingent earnout. Including this second quarter payment, we have paid BP approximately $569 million in total leaving $131 million remaining under the total cap of $700 million. See Note 15 to the unaudited consolidated financial statements.

Centennial experienced a significant reduction in shipment volumes in the second half of 2011 that has continued through the first quarter of 2016. At March 31, 2016, Centennial was not shipping product. As a result, we continued to evaluate the carrying value of our equity investment in Centennial. We concluded that no impairment was required given our assessment of its fair value based on market participant assumptions for various potential uses and future cash flows of Centennial’s assets. If market conditions were to change and the owners of Centennial are unable to find an alternative use for the assets, there could be a future impairment of our Centennial interest. As of March 31, 2016, our equity investment in Centennial was $37 million and we had a $33 million guarantee associated with 50 percent of Centennial’s outstanding debt. See Note 22 to the unaudited consolidated financial statements for additional information on the debt guarantee.

During the three months ended March 31, 2016, we made no voluntary contributions to our funded pension plans. We have no required funding for 2016, but may make additional voluntary contributions at our discretion depending on the anticipated funding status and plan asset performance.

On April 27, 2016, our board of directors approved a dividend of $0.32 per share on common stock. The dividend is payable June 10, 2016, to shareholders of record as of the close of business on May 18, 2016.

During the first three months of 2016, we paid $75 million to acquire 2 million common shares through open market share repurchases. The effective average cost was $43.96 per delivered share. Since January 1, 2012, our board of directors has approved $10.0 billion in total share repurchase authorizations. As of March 31, 2016, we had $2.69 billion of remaining share repurchase authorizations. See Note 8 to the unaudited consolidated financial statements.

We may utilize various methods to effect additional share repurchases, which could include open market purchases, negotiated block transactions, accelerated share repurchases or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. The timing and amount of future share repurchases, if any, will depend upon several factors, including market and business conditions, and such repurchases may be discontinued at any time.

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The above discussion contains forward-looking statements with respect to our capital requirements, including our capital spending and budget plan, the contingent earnout payment to the seller of the Galveston Bay Refinery and Related Assets, the carrying value of our Centennial equity investment, future contributions to our funded pension plans and share repurchases. Forward-looking statements about our capital requirements are based on current expectations, estimates and projections and are not guarantees of future performance. Factors that could cause actual results to differ materially from those included in our forward-looking statements regarding capital requirements include the availability of liquidity business conditions, a further decline or improvement in the long-term outlook of the potential uses of Centennial’s assets and the pursuit of different strategic alternatives for such assets, market price of our common stock, prices of and demand for crude oil and refinery feedstocks and refined products, continued/further volatility in and/or degradation of market and industry conditions, the effects of the lifting of the U.S. crude oil export ban, completion of pipeline capacity to areas outside the U.S. Midwest, our ability to successfully achieve the strategic and other expected objectives relating to the MarkWest Merger, modifications to MPLX earnings and distribution growth objectives, actions of competitors, delays in obtaining necessary third-party approvals, changes in labor, materials, and equipment costs and availability, planned and unplanned outages, the delay of, cancellation of or failure to implement planned capital projects, project cost overruns, disruptions or interruptions of our refining operations due to the shortage of skilled labor and unforeseen hazards such as weather conditions, acts of war or terrorist acts and the governmental or military response, and other operating and economic considerations. These factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements.

Contractual Cash Obligations

As of March 31, 2016, our contractual cash obligations included long-term debt, capital and operating lease obligations, purchase obligations and other long-term liabilities. During the first three months of 2016, our long-term debt commitments decreased $577 million due to repayment of borrowings under the MPLX bank revolving credit facility, partially offset by commercial paper borrowings. Also, during the first three months of 2016, our long-term transportation commitments, beginning in 2018, decreased $432 million due to the suspension of a pipeline project for which the Company had made a commitment under a Transportation Services Agreement.

There were no other material changes to our contractual cash obligations outside the ordinary course of business.

Off-Balance Sheet Arrangements

Off-balance sheet arrangements comprise those arrangements that may potentially impact our liquidity, capital resources and results of operations, even though such arrangements are not recorded as liabilities under U.S. GAAP. Our off-balance sheet arrangements are limited to indemnities and guarantees that are described below. Although these arrangements serve a variety of our business purposes, we are not dependent on them to maintain our liquidity and capital resources, and we are not aware of any circumstances that are reasonably likely to cause the off-balance sheet arrangements to have a material adverse effect on liquidity and capital resources.

We have provided various guarantees related to equity method investees. In conjunction with our spinoff from Marathon Oil, we entered into various indemnities and guarantees to Marathon Oil. These arrangements are described in Note 22 to the unaudited consolidated financial statements.

Our opinions concerning liquidity and capital resources and our ability to avail ourselves in the future of the financing options mentioned in the above forward-looking statements are based on currently available information. If this information proves to be inaccurate, future availability of financing may be adversely affected. Factors that affect the availability of financing include our performance (as measured by various factors, including cash provided by operating activities), the state of worldwide debt and equity markets, investor perceptions and expectations of past and future performance, the global financial climate, and, in particular, with respect to borrowings, the levels of our outstanding debt and credit ratings by rating agencies.

Transactions with Related Parties

We believe that transactions with related parties were conducted under terms comparable to those with unrelated parties.

Environmental Matters and Compliance Costs

We have incurred and may continue to incur substantial capital, operating and maintenance, and remediation expenditures as a result of environmental laws and regulations. If these expenditures, as with all costs, are not ultimately reflected in the prices of our products and services, our operating results will be adversely affected. We believe that substantially all of our competitors must comply with similar environmental laws and regulations. However, the specific impact on each competitor may vary depending on a number of factors, including the age and location of its operating facilities, marketing areas, production processes and whether it is also engaged in the petrochemical business or the marine transportation of crude oil and refined products.

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On March 3, 2014, the EPA signed the final Tier 3 fuel standards. The final Tier 3 fuel standards require, among other things, a lower annual average sulfur level in gasoline to no more than 10 ppm beginning in calendar year 2017. In addition, gasoline refiners and importers may not exceed a maximum per-gallon sulfur standard of 80 ppm while retailers may not exceed a maximum per-gallon sulfur standard of 95 ppm. We anticipate that we will spend an estimated $750 million to $1 billion between 2014 and 2020 for capital expenditures necessary to comply with these standards, a majority of which is expected to be spent in the years of 2017 through 2020.

There have been no other significant changes to our environmental matters and compliance costs during the three months ended March 31, 2016.

Critical Accounting Estimates

Impairment Assessments of Long-Lived Assets, Intangible Assets, Goodwill and Equity Method Investments

As of March 31, 2016, there have been no significant changes to our critical accounting estimates since our Annual Report on Form 10-K for the year ended December 31, 2015, except as noted below.

Goodwill is tested for impairment on an annual basis and when events or changes in circumstances indicate the fair value of a reporting unit with goodwill has been reduced below the carrying value of the net assets of the reporting unit.

During the first quarter of 2016, MPLX, our consolidated subsidiary, determined that an interim impairment analysis of the goodwill recorded in connection with the MarkWest Merger was necessary based on consideration of a number of first quarter events and circumstances, including i) continued deterioration of near term commodity prices as well as longer term pricing trends, ii) recent guidance on reductions to forecasted capital spending, the slowing of drilling activity and the resulting reduced production growth forecasts released or communicated by MPLX’s producer customers and iii) increases in the cost of capital. The combination of these factors was considered to be a triggering event requiring an interim impairment test. Based on the first step of the interim goodwill impairment analysis, the fair value for the three reporting units to which goodwill was assigned in connection with the MarkWest Merger was less than their respective carrying value. In step two of the impairment analysis, the implied fair values of the goodwill were compared to the carrying values within those reporting units. Based on this assessment, it was determined that goodwill was impaired in two of the reporting units. Accordingly, MPLX recorded an impairment charge of approximately $129 million in the first quarter of 2016.

The fair value of the reporting units for the interim goodwill impairment analysis was determined based on applying the discounted cash flow method, which is an income approach, and the guideline public company method, which is a market approach. The discounted cash flow fair value estimate is based on known or knowable information at the interim measurement date. The significant assumptions that were used to develop the estimates of the fair values under the discounted cash flow method include management’s best estimates of the expected future results and discount rates, which ranged from 10.5 percent to 11.5 percent. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. As a result, there can be no assurance that the estimates and assumptions made for purposes of the interim goodwill impairment test will prove to be an accurate prediction of the future.

MPLX did not record an impairment charge for one reporting unit assigned goodwill. An increase of 0.50% to the discount rate used to estimate this reporting unit’s fair value would have resulted in an additional goodwill impairment charge of more than $400 million. Other significant assumptions used to estimate this reporting unit’s fair value included estimates of future cash flows. If estimates of future cash flows of this reporting unit were to decline, the overall reporting unit's fair value would decrease, resulting in a potential goodwill impairment charge.

Long-lived assets used in operations are assessed for impairment whenever changes in facts and circumstances indicate that the carrying value of the assets may not be recoverable based on the expected undiscounted future cash flows of an asset group. Equity method investments are assessed for impairment whenever factors indicate an other than temporary loss in value. In the first quarter of 2016, MPLX also considered whether there was any indication of impairment of long-lived assets and equity method investments recorded in connection with the MarkWest Merger and determined that there were none.

Accounting Standards Not Yet Adopted

As discussed in Note 2 to our unaudited consolidated financial statements, certain new financial accounting pronouncements will be effective for our financial statements in the future.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

For a detailed discussion of our risk management strategies and our derivative instruments, see Item 7A. Quantitative and Qualitative Disclosures about Market Risk in our Annual Report on Form 10-K for the year ended December 31, 2015.

See Notes 15 and 16 to the unaudited consolidated financial statements for more information about the fair value measurement of our derivatives, as well as the amounts recorded in our consolidated balance sheets and statements of income. We do not designate any of our commodity derivative instruments as hedges for accounting purposes.

Sensitivity analysis of the effects on income from operations (“IFO”) of hypothetical 10 percent and 25 percent increases and decreases in commodity prices for open commodity derivative instruments as of March 31, 2016 is provided in the following table.

	Change in IFO from a Hypothetical Price Increase of						Change in IFO from a Hypothetical Price Decrease of
(In millions)	10%			25%			10%			25%
As of March 31, 2016
Crude	$	(11,492	)	$	(24,979	)	$	22,183		$	127,246
Refined products	15,792			44,360			(14,489		)	(36,221		)
Embedded derivatives	(3,170		)	(7,924		)	3,170			7,924

We remain at risk for possible changes in the market value of commodity derivative instruments; however, such risk should be mitigated by price changes in the underlying physical commodity. Effects of these offsets are not reflected in the above sensitivity analysis.

We evaluate our portfolio of commodity derivative instruments on an ongoing basis and add or revise strategies in anticipation of changes in market conditions and in risk profiles. Changes to the portfolio after March 31, 2016 would cause future IFO effects to differ from those presented above.

Sensitivity analysis of the effect of a hypothetical 100-basis-point change in interest rates on long-term debt, including the portion classified as current and excluding capital leases, as of March 31, 2016 is provided in the following table. Fair value of cash and cash equivalents, receivables, accounts payable and accrued interest approximate carrying value and are relatively insensitive to changes in interest rates due to the short-term maturity of the instruments. Accordingly, these instruments are excluded from the table.

(In millions)	Fair Value as of March 31, 2016(a)		Change in Fair Value(b)		Change in Net Income for the Three Months Ended March 31, 2016(c)
Long-term debt
Fixed-rate	$	9,622	$	785	n/a
Variable-rate	1,464		n/a		4

^(a)  Fair value was based on market prices, where available, or current borrowing rates for financings with similar terms and maturities.

^(b)  Assumes a 100-basis-point decrease in the weighted average yield-to-maturity at March 31, 2016.

^(c)  Assumes a 100-basis-point change in interest rates. The change to net income was based on the weighted average balance of debt outstanding for the three months ended March 31, 2016.

At March 31, 2016, our portfolio of long-term debt was comprised of fixed-rate instruments and variable-rate borrowings under the Term Loan Agreement, the MPLX term loan facility, the MPLX bank revolving credit facility and the commercial paper program. The fair value of our fixed-rate debt is relatively sensitive to interest rate fluctuations. Our sensitivity to interest rate declines and corresponding increases in the fair value of our debt portfolio unfavorably affects our results of operations and cash flows only when we elect to repurchase or otherwise retire fixed-rate debt at prices above carrying value. Interest rate fluctuations generally do not impact the fair value of borrowings under the Term Loan Agreement and the MPLX term loan facility, but may affect our results of operations and cash flows.

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Item 4. Controls and Procedures

Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13(a)-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934, as amended) was carried out under the supervision and with the participation of our management, including our chief executive officer and chief financial officer. Based upon that evaluation, the chief executive officer and chief financial officer concluded that the design and operation of these disclosure controls and procedures were effective as of March 31, 2016, the end of the period covered by this report.

Internal Control over Financial Reporting and Changes in Internal Control over Financial Reporting

During the quarter ended March 31, 2016, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Supplementary Statistics (Unaudited)

	Three Months Ended   March 31,
(In millions)	2016			2015
Income from Operations by segment
Refining & Marketing(a)	$	(62	)	$	1,292
Speedway	167			168
Midstream(a)(b)	167			90
Items not allocated to segments:
Corporate and other unallocated items(a)(b)	(67		)	(79		)
Pension settlement expenses	(1		)	(1		)
Impairments	(129		)	—
Income from operations	$	75		$	1,470
Capital Expenditures and Investments(c)
Refining & Marketing(a)	$	243		$	223
Speedway	50			45
Midstream(a)	350			87
Corporate and Other(d)	41			29
Total	$	684		$	384

^(a)  We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX; our inland marine business, which was previously included in Refining & Marketing, is now included in Midstream. Comparable prior period information has been recast to reflect our revised segment presentation.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.

^(d)  Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

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Supplementary Statistics (Unaudited)

	Three Months Ended   March 31,
	2016		2015
MPC Consolidated Refined Product Sales Volumes (mbpd)(a)	2,158		2,246
Refining & Marketing Operating Statistics
Refining & Marketing refined product sales volume (mbpd)(b)	2,148		2,233
Refining & Marketing gross margin (dollars per barrel)(c)(d)	$	9.98	$	16.14
Crude oil capacity utilization percent(e)	89		97
Refinery throughputs (mbpd):(f)
Crude oil refined	1,603		1,672
Other charge and blendstocks	171		180
Total	1,774		1,852
Sour crude oil throughput percent	61		56
WTI-priced crude oil throughput percent	18		20
Refined product yields (mbpd):(f)
Gasoline	899		911
Distillates	571		553
Propane	32		36
Feedstocks and special products	234		298
Heavy fuel oil	30		30
Asphalt	44		50
Total	1,810		1,878
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	2.43	$	0.79
Depreciation and amortization	1.54		1.42
Other manufacturing(h)	4.14		4.26
Total	$	8.11	$	6.47
Refining & Marketing Operating Statistics By Region - Gulf Coast
Refinery throughputs (mbpd):(i)
Crude oil refined	991		1,031
Other charge and blendstocks	217		179
Total	1,208		1,210
Sour crude oil throughput percent	75		70
WTI-priced crude oil throughput percent	3		5
Refined product yields (mbpd):(i)
Gasoline	533		523
Distillates	375		342
Propane	25		25
Feedstocks and special products	280		307
Heavy fuel oil	18		15
Asphalt	8		14
Total	1,239		1,226
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	2.62	$	0.80
Depreciation and amortization	1.17		1.14
Other manufacturing(h)	3.74		3.99
Total	$	7.53	$	5.93

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Supplementary Statistics (Unaudited)
	Three Months Ended   March 31,
	2016			2015
Refining & Marketing Operating Statistics By Region – Midwest
Refinery throughputs (mbpd):(i)
Crude oil refined	612			641
Other charge and blendstocks	36			36
Total	648			677
Sour crude oil throughput percent	39			34
WTI-priced crude oil throughput percent	42			43
Refined product yields (mbpd):(i)
Gasoline	366			388
Distillates	196			211
Propane	9			13
Feedstocks and special products	34			23
Heavy fuel oil	12			16
Asphalt	36			36
Total	653			687
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	1.76		$	0.73
Depreciation and amortization	2.03			1.85
Other manufacturing(h)	4.36			4.51
Total	$	8.15		$	7.09
Speedway Operating Statistics
Convenience stores at period-end	2,771			2,753
Gasoline and distillate sales (millions of gallons)	1,483			1,432
Gasoline and distillate gross margin (dollars per gallon)(j)	$	0.1682		$	0.1970
Merchandise sales (in millions)	$	1,152		$	1,111
Merchandise gross margin (in millions)	$	330		$	311
Merchandise gross margin percent	29.0		%	28.0		%
Same store gasoline sales volume (period over period)	1.0		%	(1.2		%)
Same store merchandise sales (period over period)(k)	3.1		%	6.2		%
Midstream Operating Statistics
Crude oil and refined product pipeline throughputs (mbpd)(l)	2,181			2,107
Gathering system throughput (MMcf/d)(m)	3,345
Natural gas processed (MMcf/d)(m)	5,636
C2 (ethane) + NGLs (natural gas liquids) fractionated (mbpd)(m)	312

^(a)  Total average daily volumes of refined product sales to wholesale, branded and retail (Speedway segment) customers.

^(b)  Includes intersegment sales.

^(c)  Sales revenue less cost of refinery inputs and purchased products, divided by total refinery throughputs.

^(d)  Excludes the lower of cost or market inventory valuation charge of $15 million for the first quarter of 2016.

^(e)  Based on calendar day capacity, which is an annual average that includes downtime for planned maintenance and other normal operating activities.

^(f)  Excludes inter-refinery volumes of 82 mbpd and 35 mbpd for the three months ended March 31, 2016 and 2015, respectively.

^(g)  Per barrel of total refinery throughputs.

^(h)  Includes utilities, labor, routine maintenance and other operating costs.

⁽ⁱ⁾  Includes inter-refinery transfer volumes.

^(j)  The price paid by consumers less the cost of refined products, including transportation, consumer excise taxes and bankcard processing fees, divided by gasoline and distillate sales volume.

^(k)  Excludes cigarettes. Same store sales comparison includes only locations owned at least 13 months.

^(l)  On owned common-carrier pipelines, excluding equity method investments.

^(m)  Includes amounts related to unconsolidated equity method investments. Includes the results of the MarkWest assets beginning on the Dec. 4, 2015 acquisition date.

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Part II – Other Information

Item 1. Legal Proceedings

We are the subject of, or a party to, a number of pending or threatened legal actions, contingencies and commitments involving a variety of matters, including laws and regulations relating to the environment. Specific matters discussed below are either new proceedings or material developments in proceedings previously reported.

Litigation

We are a party to a number of lawsuits and proceedings and cannot predict the outcome of every such matter with certainty. While it is possible that an adverse result in one or more of the lawsuits or proceedings in which we are a defendant could be material to us, based upon current information and our experience as a defendant in other matters, we believe that these lawsuits and proceedings, individually or in the aggregate, will not have a material adverse effect on our consolidated results of operations, financial position or cash flows.

Environmental Proceedings

As previously disclosed, in August 2012 the Federal District Court in Michigan entered our Flare Consent Decree with the EPA that included a civil penalty of $460,000 and injunctive relief designed to ensure good combustion and flare minimization practices were employed at 22 flares located at six of our refineries. We have since requested an amendment to the Flare Consent Decree to provide an extension of time to install flare gas recovery systems as required under the existing Flare Consent Decree. In the first quarter of 2016, we agreed to a civil penalty of $326,500 in connection with the amendment to the Flare Consent Decree.

As reported in our Annual Report on Form 10-K for the year ended December 31, 2015, in January 2016, the Michigan Department of Environmental Quality ("MDEQ") issued an Enforcement Notice to Marathon Petroleum Company LP (“MPC LP”) indicating MDEQ intends to pursue enforcement for two Violation Notices issued to MPC LP in 2015. The Violation Notices both allege exceedances of air emissions limitations at our Detroit refinery. In the first quarter of 2016, we tentatively agreed to a civil penalty of $62,000 in connection with the Enforcement Notice.

As reported in our Annual Report on Form 10-K for the year ended December 31, 2015, on July 6, 2015, representatives from the EPA and the United States Department of Justice entered a MarkWest Liberty Midstream pipeline launcher/receiver site utilized for pipeline maintenance operations in Washington County, Pennsylvania pursuant to a search warrant issued by a magistrate of the United States District Court for the Western District of Pennsylvania. The government has presented MarkWest Liberty Midstream with subpoenas to provide documents related to its pipeline and compressor facilities located in Pennsylvania. MarkWest Liberty Midstream is providing information in response to the subpoenas and related requests for information from the EPA, state and other agencies, and is in discussions with the agencies regarding issues associated with its operations of, and any permit related obligations for, its gathering facilities in the region. Immediately following the July 6, 2015 search, MarkWest Liberty Midstream commenced its own assessment of its operations of launcher/receiver facilities. MarkWest Liberty Midstream’s review to date has determined that MarkWest Liberty Midstream’s operations have been conducted in a manner fully protective of its employees and the public, and that other than potentially having to obtain certain permits at a relatively small number of individual sites, MarkWest Liberty Midstream has operated in substantial compliance with applicable laws and regulations. It is possible that, in connection with any potential or asserted civil or criminal enforcement action associated with this matter, MarkWest Liberty Midstream will incur material assessments, penalties or fines, incur material defense costs and expenses, be required to modify operations or construction activities which could increase operating costs and capital expenditures, or be subject to other obligations or restrictions that could restrict or prohibit our activities, any or all of which could adversely affect our results of operations, financial position or cash flows. The amount of any potential assessments, penalties, fines, restrictions, requirements, modifications, costs or expenses that may be incurred in connection with any potential enforcement action cannot be reasonably estimated or determined at this time.

We are involved in a number of environmental proceedings arising in the ordinary course of business. While the outcome and impact on us cannot be predicted with certainty, we believe the resolution of these environmental proceedings will not have a material adverse effect on our consolidated results of operations, financial position or cash flows.

Item 1A. Risk Factors

We are subject to various risks and uncertainties in the course of our business. The discussion of such risks and uncertainties may be found under Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2015.

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

The following table sets forth a summary of our purchases during the quarter ended March 31, 2016, of equity securities that are registered by MPC pursuant to Section 12 of the Securities Exchange Act of 1934, as amended.

Period	Total Number of Shares Purchased(a)	Average Price Paid per Share(b)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs(c)
01/01/16-01/31/16	1,256,102	$	45.40	1,255,400	$	2,704,248,788
02/01/16-02/29/16	462,948	39.82		450,600	2,686,248,850
03/01/16-03/31/16	27,857	34.44		—	2,686,248,850
Total	1,746,907	43.75		1,706,000

^(a)  The amounts in this column include 702, 12,348 and 27,857 shares of our common stock delivered by employees to MPC, upon vesting of restricted stock, to satisfy tax withholding requirements in January, February and March, respectively.

^(b)  Amounts in this column reflect the weighted average price paid for shares purchased under our share repurchase authorizations and for shares tendered to us in satisfaction of employee tax withholding obligations upon the vesting of restricted stock granted under our stock plans. The weighted average price includes commissions paid to brokers on shares purchased under our share repurchase authorizations.

^(c)  On July 30, 2015, we announced that our board of directors had approved an additional $2.0 billion share repurchase authorization through July 31, 2017, resulting in $10.0 billion of total share repurchase authorizations since January 1, 2012. This authorization is in addition to the previous authorization, announced July 30, 2014, which had approximately $686 million remaining as of March 31, 2016.

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Item 6. Exhibits

			Incorporated by Reference			Filed Herewith	Furnished Herewith
Exhibit Number	Exhibit Description	Form	Exhibit	Filing Date	SEC File No.
3.1	Restated Certificate of Incorporation of Marathon Petroleum Corporation	8-K	3.1	6/22/2011	001-35054
3.2	Amended and Restated Bylaws of Marathon Petroleum Corporation	8-K	3.1	2/29/2016	001-35054
10.1	Form of Marathon Petroleum Corporation Performance Unit Award Agreement					X
10.2	Form of Marathon Petroleum Corporation Restricted Stock Award Agreement - Officer					X
10.3	Form of Marathon Petroleum Corporation Nonqualified Stock Option Award Agreement - Officer					X
10.4	Form of MPLX LP Performance Unit Award Agreement - Marathon Petroleum Corporation Officer					X
10.5	Form of MPLX LP Phantom Unit Award Agreement - Marathon Petroleum Corporation Officer					X
31.1	Certification of Chief Executive Officer pursuant to Rule 13(a)-14 and 15(d)-14 under the Securities Exchange Act of 1934					X
31.2	Certification of Chief Financial Officer pursuant to Rule 13(a)-14 and 15(d)-14 under the Securities Exchange Act of 1934					X
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350						X
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350						X
101.INS	XBRL Instance Document					X
101.SCH	XBRL Taxonomy Extension Schema					X
101.PRE	XBRL Taxonomy Extension Presentation Linkbase					X
101.CAL	XBRL Taxonomy Extension Calculation Linkbase					X
101.DEF	XBRL Taxonomy Extension Definition Linkbase					X
101.LAB	XBRL Taxonomy Extension Label Linkbase					X

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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.

May 2, 2016	MARATHON PETROLEUM CORPORATION
	By:	/s/ John J. Quaid
		John J. Quaid Vice President and Controller

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EX-10.1

Exhibit 10.1

MARATHON PETROLEUM CORPORATION

PERFORMANCE UNIT AWARD AGREEMENT

2016- 2018 PERFORMANCE CYCLE

As evidenced by this Award Agreement and under the Marathon Petroleum Corporation 2012 Incentive Compensation Plan (the “Plan”), MARATHON PETROLEUM CORPORATION (the “Corporation”) has granted to [NAME] (the “Participant”), an employee of the Corporation or a Subsidiary, on [DATE] (the “Grant Date”), [NUMBER] performance units (“Performance Units”), conditioned upon the Corporation’s TSR ranking relative to the Peer Group for the Performance Cycle as established by the Compensation Committee of the Board of Directors of the Corporation (the “Committee”), and as set forth herein. The Performance Units are subject to the following terms and conditions:

1.    Relationship to the Plan. This grant of Performance Units is subject to all of the terms, conditions and provisions of the Plan and administrative interpretations thereunder, if any, that have been adopted by the Committee. Except as otherwise defined in this Award Agreement, capitalized terms shall have the same meanings given to them under the Plan. To the extent that any provision of this Award Agreement conflicts with the express terms of the Plan, the terms of the Plan shall control and, if necessary, the applicable provisions of this Award Agreement shall be hereby deemed amended so as to carry out the purpose and intent of the Plan. References to the Participant also include the heirs or other legal representatives of the Participant.

2.    Determination of Payout Percentage. As soon as administratively feasible following the close of the Performance Cycle, the Committee shall determine and certify the TSR Performance Percentile. The final Payout Percentage will be the simple average of the Payout Percentage of the four performance periods, which are as follows:

(i) January 1, 2016 through December 31, 2016

(ii) January 1, 2017 through December 31, 2017

(iii) January 1, 2018 through December 31, 2018

(iv) January 1, 2016 through December 31, 2018

The Committee shall determine the TSR Performance Percentile and the Payout Percentage for each performance period as follows:

(a)     First, the Committee shall determine the TSR Performance Percentile, and then the Payout Percentage as follows (using straight-line interpolation between levels above threshold):

TSR Performance Percentile	Payout Percentage
Ranked below 25th percentile	0%
Ranked at 25th percentile	50%
Ranked at 50th percentile	100%
Ranked at the 100th percentile	200%

(b)     Notwithstanding anything herein to the contrary, if the Corporation’s TSR calculated for the performance period is negative, then the Payout Percentage for that performance period shall not exceed 100% regardless of the TSR Performance Percentile for the performance period.

1

(c)    Notwithstanding anything herein to the contrary, the Committee has sole and absolute authority and discretion to reduce the Payout Percentage as it may deem appropriate.

3.    Vesting of Performance Units. Unless the Participant’s right to the Performance Units is previously forfeited or vested in accordance with Paragraphs 4, 5, 6,7 or 8, following the Committee’s determinations pursuant to Paragraph 2, the Participant shall vest in and be entitled to receive a payment equal to the Payout Value. The Payout Value shall be distributed 75% in cash and 25% in Common Stock. The number of shares of Common Stock distributed shall be calculated by dividing 25% of the Payout Value by the Fair Market Value of the Common Stock on the date on which the Payout Percentage is certified by the Committee, rounding down to the nearest whole share. The remainder shall be paid in cash. Such payments shall be made as soon as administratively feasible following the Committee’s determination under Paragraph 2 and, in any event, between January 1 and March 15 immediately following the end of the Performance Cycle. If, in accordance with the Committee’s determination under Paragraph 2, the Payout Value is zero, the Participant shall immediately forfeit any and all rights to the Performance Units. Upon the vesting and/or forfeiture of the Performance Units pursuant to this Paragraph 3 and the making of the related cash payment, if any, the rights of the Participant and the obligations of the Corporation under this Award Agreement shall be satisfied in full.

4.    Termination of Employment. Except as provided in paragraphs 5, 6, 7, or 8,if Participant’s Employment is terminated prior to the close of the Performance Cycle, the Participant’s right to the Performance Units shall be forfeited in its entirety as of the date of such termination, and the rights of the Participant and the obligations of the Corporation under this Award Agreement shall be terminated.

5.    Termination of Employment due to Death. If Participant’s Employment is terminated by reason of death prior to the close of the Performance Cycle, the Participant’s right to receive the Performance Units shall vest in full as of the date of death and the Payout Percentage shall be 100%. The payment equal to the vested value of the Performance Units shall be made in accordance with Paragraph 3 within 75 days of the Participant’s death; provided, however, that the timing of the payment within such 75-day period shall be determined in the sole discretion of the Committee and the Participant shall not directly or indirectly designate the taxable year of payment. Such vesting shall satisfy the rights of the Participant and the obligations of the Corporation under this Award Agreement in full.

6.    Termination of Employment due to Retirement. In the event of the Retirement of the Participant after nine months of the Performance Cycle have elapsed, the Participant’s Performance Units shall be settled based on the performance for the Performance Cycle and payable on a pro-rata basis as determined and certified by the Committee after the close of the Performance Cycle, as described below. Subject to the negative discretion of the Committee, the Participant will be entitled to receive a payment equal to the product of (i) the pro-rata vesting percentage equal to the days of Participant’s Employment during the Performance Cycle divided by the total days in the Performance Cycle and (ii) the Payout Value. Such payment shall be made as soon as administratively feasible following the Committee’s determination under Paragraph 2 and, in any event, between January 1 and March 15 immediately following the end of the Performance Cycle. If, in accordance with the Committee’s determination under Paragraph 2, the Payout Value is zero, the Participant shall immediately forfeit any and all rights to the Performance Units. Upon the vesting and/or forfeiture of the Performance Units pursuant to this Paragraph 6 and the making of the related cash payment, if any, the rights of the Participant and the obligations of the Corporation under this Award Agreement shall be satisfied in full. The death of the Participant following Retirement but prior to the close of the Performance Cycle shall have no effect on this Paragraph 6.

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7.    Vesting Upon a Qualified Termination. Notwithstanding anything herein to the contrary, upon a Participant’s Qualified Termination prior to the end of the Performance Cycle, the Participant’s right to receive the Performance Units, unless previously forfeited pursuant to Paragraph 4, shall vest in full and the Payout Percentage shall be determined as follows: (i) for the time period from the beginning of the Performance Cycle to the date of the Change in Control, the Payout Percentage shall be based upon actual TSR Performance Percentile; and (ii) for the time period from the date of the Change in Control to the Qualified Termination, the Payout Percentage shall be 100%. A payment equal to the vested value of the Performance Units shall be made in accordance with Paragraph 3, except that it shall be made 100% in cash and within 75 days of the Qualified Termination; provided, however, that the timing of the payment with the 75-day period shall be determined in the sole discretion of the Committee and the Participant shall not directly or indirectly designate the taxable year of payment. Such vesting shall satisfy the rights of the Participant and the obligations of the Corporation under this Award Agreement in full.

8.    Termination of Employment due to Mandatory Retirement. In the event the Participant’s Employment is terminated as a result of Mandatory Retirement prior to the end of the Performance Cycle, the Participant’s Performance Units shall be settled based on the TSR Performance Percentile for the Performance Cycle. Following the Committee’s determinations pursuant to Paragraph 2, the Participant shall vest in and be entitled to receive a payment equal to the Payout Value. The payment shall be made as soon as administratively feasible following the Committee’s determination and, in any event, between January 1 and March 15 immediately following the end of the Performance Cycle. If, in accordance with the Committee’s determination under Paragraph 2, the Payout Value is zero, the Participant shall immediately forfeit any and all rights to the Performance Units. Upon the vesting and/or forfeiture of the Performance Units pursuant to this Paragraph 8 and the making of the related cash payment, if any, the rights of the Participant and the obligations of the Corporation under this Award Agreement shall be satisfied in full. The death of the Participant following Mandatory Retirement but prior to the close of the Performance Cycle shall have no effect on this Paragraph 8.

9.Specified Employees. Notwithstanding any other provision of this Award Agreement to the contrary, if the Participant is a “specified employee” as determined by the Corporation in accordance with its established policy, any settlement of Awards under this Award Agreement that would be a payment of deferred compensation within the meaning of Section 409A of the Code with respect to the Participant as a result of the Participant’s “separation from service” as defined under Section 409A of the Code (other than as a result of death) and that would otherwise be paid within six months of the Participant’s separation from service shall be payable on the date that is one day after the earlier of (i) the date that is six months after the Participant’s separation from service, or (ii) the date that otherwise complies with the requirements of Section 409A of the Code. The payment of Award amounts under this Award Agreement described herein is hereby designated as a “separate payment” for purposes of Section 409A of the Code.

10.    Repayment or Forfeiture Resulting from Forfeiture Event.

(a)    If there is a Forfeiture Event either during the Participant’s Employment or within three years after termination of the Participant’s Employment, then the Committee may, but is not obligated to, cause some or all of the Participant’s outstanding Performance Units to be forfeited by the Participant.

(b)    If there is a Forfeiture Event either during the Participant’s Employment or within three years after termination of the Participant’s Employment and a payment has previously been made in settlement of Performance Units granted under this Award Agreement, the Committee may, but is not obligated to, require that the Participant pay to the Corporation an amount in cash (the “Forfeiture Amount”) up to (but not in excess of) the amount paid in settlement of the

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Performance Units.

(c)     This Paragraph 10 shall apply notwithstanding any provision of this Award Agreement to the contrary and is meant to provide the Corporation with rights in addition to any other remedy which may exist in law or in equity. This Paragraph 10 shall not apply to the Participant following the effective time of a Change in Control.

(d)    Notwithstanding the foregoing or any other provision of this Award Agreement to the contrary, the Participant agrees that the Corporation may also require that the Participant repay to the Corporation any compensation paid to the Participant under this Award Agreement, as is required by the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations thereunder or any other “clawback” provisions as required by law or by the applicable listing standards of the exchange on which the Common Stock is listed for trading.

11.    Taxes. Pursuant to the applicable provisions of the Plan, the Corporation or its designated representative shall have the right to withhold applicable taxes from the shares of Common Stock and cash otherwise payable to the Participant, or from other compensation payable to the Participant (to the extent consistent with Section 409A of the Code), at the time of the vesting and delivery of such cash payment and shares.

12.    No Shareholder Rights. The Participant shall in no way be entitled to any of the rights of a shareholder as a result of this Award Agreement unless and until such time as shares of Common Stock have been issued to the Participant in settlement of the Performance Units.

13.    Nonassignability. Upon the Participant’s death, the Performance Units may be transferred by will or by the laws governing the descent and distribution of the Participant’s estate. Otherwise, the Participant may not sell, transfer, assign, pledge or otherwise encumber any portion of the Performance Units, and any attempt to sell, transfer, assign, pledge, or encumber any portion of the Performance Units shall have no effect.

14.    No Employment Guaranteed. Nothing in this Award Agreement shall give the Participant any rights to (or impose any obligations for) continued Employment by the Corporation or any affiliate thereof or successor thereto, nor shall it give such entities any rights (or impose any obligations) with respect to continued performance of duties by the Participant.

15.    Modification of Agreement. Any modification of this Award Agreement shall be binding only if evidenced in writing and signed by an authorized representative of the Corporation, provided that no modification may, without the consent of the Participant, adversely affect the rights of the Participant hereunder.

16.    Officer Holding Requirement. Participant agrees that any shares received by the Participant in settlement of this Award shall be subject an additional holding period of one year from the date on which the Award is settled, during which holding period such shares (net of shares used to satisfy the applicable tax withholding requirements) may not be sold or transferred by the Participant. This holding requirement shall cease to apply upon the death, retirement or other separation from service of the Participant during the holding period.

17.    Definitions. For purposes of this Award Agreement:

“Beginning Stock Price” means the average of the daily closing price of common stock for the

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twenty (20) trading days immediately prior to the commencement of the Performance Cycle, historically adjusted, if necessary, for any stock split, stock dividend, recapitalizations, or similar corporate events that occur during the measurement period.

“Change in Control” for purposes of this Award Agreement shall have the same definition as under the Marathon Petroleum Corporation Amended and Restated Executive Change in Control Severance Benefits Plan, as in effect on the Grant Date, and such definition and associated terms are hereby incorporated into this Award Agreement by reference.

“Employment” means employment with the Corporation or any of its Subsidiaries. For purposes of this Award Agreement, Employment shall also include any period of time during which the Participant is on Disability status. The length of any period of Employment shall be determined by the Corporation or the Subsidiary that either (i) employs the Participant or (ii) employed the Participant immediately prior to the Participant’s termination of Employment.

“Ending Stock Price” means the average of the daily closing price of common stock for the twenty (20) trading days prior to the end of the Performance Cycle.

“Forfeiture Event” means the occurrence of at least one of the following (a) the Corporation is required, pursuant to a determination made by the Securities and Exchange Commission or by the Audit Committee of the Board, to prepare a material accounting restatement due to the noncompliance of the Corporation with any financial reporting requirement under applicable securities laws as a result of misconduct, and the Committee determines that (1) the Participant knowingly engaged in the misconduct, (2) the Participant was grossly negligent with respect to such misconduct or (3) the Participant knowingly or grossly negligently failed to prevent the misconduct or (b) the Committee concludes that the Participant engaged in fraud, embezzlement or other similar misconduct materially detrimental to the Corporation.

“Mandatory Retirement” means, as determined by the Board of Directors of the Corporation (or its delegate), a Participant’s mandatory retirement under the Marathon Petroleum Corporation Mandatory Retirement Policy, or equivalent thereto, provided such Mandatory Retirement constitutes a separation from service within the meaning of Section 409A of the Code..

“Payout Percentage” means the percentage (from 0% to 200%) determined by the Committee in accordance with the procedures set forth in Paragraph 2, which shall be used to determine the Payout Value.

“Payout Value” means the product of the Payout Percentage, the number of Performance Units, and $1.00.

“Peer Group” means the group of companies that are pre-established by the Committee which principally represent a group of selected peers, or such other group of companies as selected and pre-established by the Committee. Such pre-established Peer Group is subject to the following adjustments:

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(a) If a member of the Peer Group is substantially acquired by another company, the acquired Peer Group company will be removed from the Peer Group for the performance periods not yet completed and for the entire 36-month Performance Cycle.

(b) If a member of the Peer Group sells, spins-off, or disposes of a portion of its business, then such Peer Group company will remain in the Peer Group for the Performance Cycle unless such disposition(s) results in the disposition of more than 50% of such company’s total assets during the Performance Cycle.

(c) If a member of the Peer Group acquires another company, the acquiring Peer Group company will remain in the Peer Group for the Performance Cycle, unless the newly formed company’s primary business no longer satisfies the criteria for which such member was originally selected as a member of the Peer Group, then in such case the company shall be removed from the Peer Group.

(d) If a member of the Peer Group is delisted on all major U.S. stock exchanges, or is no longer publically traded, such company will be removed from the Peer Group for the Performance Cycle.

(e) If any member of the Peer Group splits its stock, such company’s TSR performance will be adjusted for the stock split so as not to give an advantage or disadvantage to such company by comparison to the other companies.

(f) Members of the Peer Group that file for bankruptcy, liquidation or reorganization during the Performance Cycle will remain in the Peer Group positioned below the lowest performing non-bankrupt member of the Peer Group for performance periods note yet completed and for the entire 36-month Performance Cycle.

In addition, the Compensation Committee shall have the discretionary authority to make other appropriate adjustments, consistent with Section 162(m) of the Code, in response to a change in circumstances after the commencement of the Performance Cycle that results in a member of the Peer Group no longer satisfying the criteria for which such member was originally selected. In applying the described adjustments, the event that any adjustment is made to the Peer Group during any Performance Cycle, MPC’s relative TSR ranking within the peer group will be calculated for any incomplete or future performance periods (including the entire 36-month Performance Cycle) as if that company was not a peer at the start of each incomplete performance period. Relative TSR ranking for performance periods completed prior to the removal of the peer will not be recalculated.

“Performance Cycle” means the period from January 1, 20__ to December 31, 20__.

“Qualified Termination” for purposes of this Award Agreement shall have the same definition as under the Marathon Petroleum Corporation Amended and Restated Executive Change in Control Severance Benefits Plan, as in effect on the Grant Date, and such definition and associated terms are hereby incorporated into this Award Agreement by reference.

"Retirement" means (a) for a Participant with ten or more years of Employment, termination on or after the Participant's 50th birthday, or (b) termination on or after the Participant's 65th birthday, provided that such termination constitutes a separation from service within the meaning of Section 409A

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of the Code.

“Total Shareholder Return” or “TSR” means for the Corporation and each entity in the Peer Group, the number derived using the following formula:

(End Stock Price – Beginning Stock Price) + Cumulative Dividends

Beginning Stock Price

“TSR Performance Percentile” means the percentile ranking of the Corporation’s Total Shareholder Return for a performance period among the Total Shareholder Returns of the Peer Group companies, ranked in descending order, for the performance period as determined at the end of the Performance Cycle.

Marathon Petroleum Corporation
By
	Authorized Officer

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EX-10.2

Exhibit 10.2

MARATHON PETROLEUM CORPORATION

RESTRICTED STOCK AWARD AGREEMENT

OFFICER

As evidenced by this Award Agreement and under the Marathon Petroleum Corporation 2012 Incentive Compensation Plan (the “Plan”), Marathon Petroleum Corporation (the “Corporation”) has granted to [NAME] (the “Participant”), an employee of the Corporation or a Subsidiary, on [DATE] (the “Grant Date”), [NUMBER] shares of Restricted Stock (“Restricted Shares”). The number of Restricted Shares awarded is subject to adjustment as provided in the Plan, and the Restricted Shares are subject to the following terms and conditions:

1.    Relationship to the Plan. This grant of Restricted Shares is subject to all of the terms, conditions and provisions of the Plan and administrative interpretations thereunder, if any, that have been adopted by the Committee. Except as otherwise defined in this Award Agreement, capitalized terms shall have the same meanings given to them under the Plan. To the extent that any provision of this Award Agreement conflicts with the express terms of the Plan, the terms of the Plan shall control and, if necessary, the applicable provisions of this Award Agreement shall be hereby deemed amended so as to carry out the purpose and intent of the Plan.

2. Vesting and Forfeiture of Restricted Shares.

(a)    The Restricted Shares shall vest incrementally in three cumulative annual installments, as follows:

(i) one-third of the Restricted Shares shall vest upon the completion of the service period which commences on the Grant Date and ends on the first anniversary of the Grant Date;

(ii)     an additional one-third of the Restricted Shares shall vest upon the completion of the service period which commences on the first anniversary of the Grant Date and ends on the second anniversary of the Grant Date; and

(iii)     all remaining Restricted Shares shall vest upon the completion of the service period which commences on the second anniversary of the Grant Date and ends on the third anniversary of the Grant Date;

provided, however, that the Participant must be in continuous Employment from the Grant Date through the completion of the service period as listed above for each annual installment in order for the Restricted Shares for each annual installment to vest, and any performance conditions as described in this paragraph below must be met. If the Employment of the Participant is terminated for any reason (including non-Mandatory Retirement) other than death or Mandatory Retirement, any Restricted Shares that have not vested as of the date of such termination of Employment shall be forfeited to the Corporation. The incremental vesting for any service period described above may also become subject, at the discretion of the Committee, to one or more performance-based vesting condition(s) in addition to the service requirement as follows: (1) For any remaining incremental portion of the award which has not yet vested, the shareholder-approved performance condition is established by the Committee in writing no later than 90 days after the commencement of the remaining incremental vesting service period(s) to which such performance condition relates, (2) such performance criteria shall be objective and shall otherwise be consistent with the requirements for establishment of performance criteria under Section 162(m) of the Code and contained in the Plan, and (3) the establishment of any such performance condition shall not in any

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way increase the value of this award or in any other way alter or amend the other terms or conditions of this award.

(b)    The Restricted Shares shall immediately vest in full, irrespective of the limitations set forth in subparagraph (a) of this Paragraph 2, upon the events set out below:

(i) termination of the Participant’s Employment due to death;

(ii) termination of the Participant’s Employment due to Mandatory Retirement; or

(iii) Participant’s Qualified Termination provided that as of such Qualified Termination the Participant has been in continuous Employment since the Grant Date.

Notwithstanding the provision in subparagraph (b)(ii), in the event that any portion of the award becomes subject to performance conditions as set forth in subparagraph (a) above, any Participant who terminates Employment due to Mandatory Retirement before an established performance condition is satisfied, will be deemed to have met the service requirement for such award and will vest at the expiration of the performance period only to the extent that it is determined and certified by the Committee that the performance conditions have been met.

3.    Issuance of Shares. Effective as of the Grant Date, the Committee or its designated representative shall cause a number of shares of Common Stock equal to the number of Restricted Shares to be issued and registered in the Participant’s name, subject to the conditions and restrictions set forth in this Award Agreement and the Plan. Such issuance and registration shall be evidenced by an entry on the registry books of the Corporation. Any book entries evidencing the Restricted Shares shall carry or be endorsed with a legend referring to the conditions and restrictions set forth in this Award Agreement and the Plan. The Participant shall not be entitled to release of the restrictions on the book entry evidencing such Restricted Shares for any portion of the Restricted Shares unless and until the related Restricted Shares have vested pursuant to Paragraph 2. In the event the Restricted Shares are forfeited in full or in part, the Participant hereby consents to the relinquishment of the forfeited Restricted Shares theretofore issued and registered in the Participant’s name to the Corporation at that time.

4.     Forfeiture or Repayment Resulting from Forfeiture Event.

(a)    If there is a Forfeiture Event either during the Participant’s Employment or within two years after termination of the Participant’s Employment, then the Committee may, but is not obligated to, cause all of the Participant’s unvested Restricted Shares to be forfeited by the Participant and returned to the Corporation.

(b)    If there is a Forfeiture Event either during the Participant’s Employment or within two years after termination of the Participant’s Employment, then with respect to Restricted Shares granted under this Award Agreement that have vested, the Committee may, but is not obligated to, require that the Participant pay to the Corporation an amount (the “Forfeiture Amount”) up to (but not in excess of) the lesser of (i) the value of such previously vested Restricted Shares as of the date such shares vested or (ii) the value of such previously vested Restricted Shares as of the date on which the Committee makes a demand for payment of the Forfeiture Amount. Any Forfeiture Amount shall be paid by the Participant within sixty (60) days of receipt from the Corporation of written notice requiring payment of such Forfeiture Amount.

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(c)    This Paragraph 4 shall apply notwithstanding any provision of this Award Agreement to the contrary and is meant to provide the Corporation with rights in addition to any other remedy which may exist in law or in equity. This Paragraph 4 shall not apply to the Participant following the effective time of a Change in Control.

(d)    Notwithstanding the foregoing or any other provision of this Award Agreement to the contrary, the Participant agrees that the Corporation may also require that the Participant repay to the Corporation any compensation paid to the Participant under this Award Agreement, as is required by the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations thereunder or any other “clawback” provisions as required by law or by the applicable listing standards of the exchange on which the Common Stock is listed for trading.

5.    Taxes. Pursuant to the applicable provisions of the Plan, the Corporation or its designated representative shall have the right to withhold applicable taxes from the shares of Common Stock otherwise deliverable to the Participant due to the vesting of Restricted Shares pursuant to this Award Agreement, or from other compensation payable to the Participant, at the time of the vesting and delivery of such shares.

6.    Shareholder Rights. Unless and until the Restricted Shares are forfeited, the Participant shall have the rights of a shareholder with respect to the Restricted Shares as of the Grant Date, including the right to vote the Restricted Shares and the right to receive dividends. The Participant hereby consents to receiving any dividends on the unvested Restricted Shares through the Corporation’s payroll and, accordingly, directs the Corporation’s transfer agent to pay such dividends to the Corporation on his or her behalf.

7.    Nonassignability. Upon the Participant’s death, the Restricted Shares shall be transferred to the Participant’s estate. Otherwise, the Participant may not sell, transfer, assign, pledge or otherwise encumber any portion of the Restricted Shares, and any attempt to sell, transfer, assign, pledge or encumber any portion of the Restricted Shares shall have no effect.

8.    No Employment Guaranteed. Nothing in this Award Agreement shall give the Participant any rights to (or impose any obligations for) continued Employment by the Corporation or any Subsidiary or successor, nor shall it give such entities any rights (or impose any obligations) with respect to continued performance of duties by the Participant.

9.    Modification of Agreement. Any modification of this Award Agreement shall be binding only if evidenced in writing and signed by an authorized representative of the Corporation, provided that no modification may, without the consent of the Participant, adversely affect the rights of the Participant hereunder.

10.Officer Holding Requirement. Participant agrees that any shares vested under this Award shall be subject an additional holding period of one year from the date on which the Award is settled, during which holding period such shares (net of shares used to satisfy the applicable tax withholding requirements) may not be sold or transferred by the Participant. This holding requirement shall cease to apply upon the death, retirement or other separation from service of the Participant during the holding period.

11.    Definitions. For purposes of this Award Agreement:

“Employment” means employment with the Corporation or any of its Subsidiaries. For purposes of this Award Agreement, Employment shall also include any period of time during which the Participant is on Disability status. The length of any period of Employment shall be determined by the

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Corporation or the Subsidiary that either (i) employs the Participant or (ii) employed the Participant immediately prior to the Participant’s termination of Employment.

“Forfeiture Event” means the occurrence of at least one of the following (a) the Corporation is required, pursuant to a determination made by the Securities and Exchange Commission or by the Audit Committee of the Board, to prepare a material accounting restatement due to the noncompliance of the Corporation with any financial reporting requirement under applicable securities laws as a result of misconduct, and the Committee determines that (1) the Participant knowingly engaged in the misconduct, (2) the Participant was grossly negligent with respect to such misconduct or (3) the Participant knowingly or grossly negligently failed to prevent the misconduct or (b) the Committee concludes that the Participant engaged in fraud, embezzlement or other similar misconduct materially detrimental to the Corporation.

“Mandatory Retirement” means termination of Employment as a result of the Corporation’s policy, if any, in effect at the time of the Grant Date, requiring the mandatory retirement of officers and/or other employees upon reaching a certain age or milestone.

“Qualified Termination” for purposes of this Award Agreement shall have the same definition as under the Marathon Petroleum Corporation Amended and Restated Executive Change in Control Severance Benefits Plan, as in effect on the Grant Date, and such definition and associated terms are hereby incorporated into this Award Agreement by reference.

Marathon Petroleum Corporation
By
	Authorized Officer

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EX-10.3

Exhibit 10.3

MARATHON PETROLEUM CORPORATION

NONQUALIFIED STOCK OPTION AWARD AGREEMENT

OFFICER

As evidenced by this Award Agreement, Marathon Petroleum Corporation (the “Corporation”) has granted to [NAME] (the “Optionee”), an employee of the Corporation or a Subsidiary, on [DATE] (the “Grant Date”), a right (the “Option”) to purchase from the Corporation [NUMBER] shares of Common Stock of the Corporation at a grant price of $[PRICE] per share (the “Grant Price”), pursuant to the Marathon Petroleum Corporation 2012 Incentive Compensation Plan (the “Plan”), with such number of shares and such price per share being subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:

1.    Relationship to the Plan. This Option is subject to all of the terms, conditions and provisions of the Plan and administrative interpretations thereunder, if any, that have been adopted by the Committee. Except as otherwise defined in this Award Agreement, capitalized terms shall have the same meanings given to them under the Plan. To the extent that any provision of this Award Agreement conflicts with the express terms of the Plan, the terms of the Plan shall control and, if necessary, the applicable provisions of this Award Agreement shall be hereby deemed amended so as to carry out the purpose and intent of the Plan. References to the Optionee also include the heirs or other legal representatives of the Optionee.

2.    Schedule for Exercisability of Options.

(a)    This Option shall become exercisable in three cumulative annual installments, as follows:

(i)     one-third of the Option Shares shall become exercisable on the first anniversary of the Grant Date;

(ii)     an additional one-third of the Option Shares shall become exercisable on the second anniversary of the Grant Date; and

(iii)     the remaining one-third of the Option Shares shall become exercisable on the third anniversary of the Grant Date;

provided, however, that the Optionee must be in continuous Employment from the Grant Date through the applicable date of exercisability of each installment in order for the applicable portion of the Option to become exercisable with respect to additional shares of Common Stock on such date. If the Employment of the Optionee is terminated for any reason other than death or Retirement, any Option Shares that are not exercisable as of the date of such termination of Employment shall be forfeited to the Corporation.

(b)    This Option shall become fully exercisable, irrespective of the limitations set forth in subparagraph (a) above, upon:

(i)     termination of the Optionee’s Employment due to death;

(ii)      termination of the Optionee’s Employment due to Retirement; or

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(iii)     a Participant’s Qualified Termination, provided that as of such Qualified Termination the Optionee had been in continuous Employment since the Grant Date.

3.    Expiration of Option.

(a)    Expiration of Option Period. The Option Period shall expire on the tenth anniversary of the Grant Date.

(b)    Termination of Employment Due to Death or Retirement. If Employment of the Optionee is terminated due to death or Retirement, the Option shall expire upon the earlier of (i) five years following the date of termination of Employment or (ii) expiration of the Option Period. The death of the Optionee following Retirement but prior to the expiration of the Option shall have no effect on the expiration of the Option.

(c)    Termination of Employment by the Corporation for Cause or Due to Resignation. If Employment of the Optionee is terminated by the Corporation or any of its Subsidiaries for Cause or due to voluntary resignation by the Optionee, the Option shall expire upon the termination of Employment.

(d)    Termination of Employment by the Corporation Other Than For Cause. If Employment of the Optionee is terminated by the Corporation or any of its affiliates for any reason other than Cause, the Option shall expire upon the earlier of (i) ninety (90) days following the date of termination of Employment or (ii) expiration of the Option Period.

(e)    Termination of Employment Following a Qualified Termination. If Employment of the Optionee is terminated in a Qualified Termination, the Option shall remain exercisable throughout the Option Period.

4.    Employment with a Competitor. Notwithstanding anything herein to the contrary, in the event the Committee, the Chief Executive Officer, or an authorized officer determines that the Optionee has accepted or intends to accept employment with a competitor of any business unit of the Corporation, the Committee, the Chief Executive Officer, or the authorized officer may cancel the Option by written notice to the Optionee.

5.    Forfeiture or Repayment Resulting from Forfeiture Event.

(a)    Forfeiture of Unexercised Option. If a Forfeiture Event (as defined herein) occurs during the Optionee’s Employment or within two years following Optionee’s termination of Employment, the Committee may, but is not obligated to, cause the Option granted under this Award Agreement to be forfeited with respect to some or all shares of Common Stock subject to the Option.

(b)    Repayment of Spread on Exercised Option. If a Forfeiture Event occurs during the Optionee’s Employment or within two years following Optionee’s termination of Employment, the Committee may, but is not obligated to, require the Optionee to pay to the Corporation an amount up to (but not in excess of) the difference between the Grant Price and market price of the Option on the date of exercise with respect to any shares for which the Option has been exercised (the “Forfeited Spread Amount”). Any Forfeited Spread Amount shall be paid by the Participant within sixty (60) days of receipt from the Corporation of written notice requiring payment of such Forfeited Spread Amount.

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(c)     Application of Forfeiture Provisions. This Paragraph 5 shall apply notwithstanding any provision of this Award Agreement to the contrary and is meant to provide the Corporation with rights in addition to any other remedy which may exist in law or in equity. This Paragraph 5 shall not apply to the Optionee following the effective time of a Change in Control.

(d)    Notwithstanding the foregoing or any other provision of this Award Agreement to the contrary, the Participant agrees that the Corporation may also require that the Participant repay to the Corporation any compensation paid to the Participant under this Award Agreement, as is required by the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations thereunder or any other “clawback” provisions as required by law or by the applicable listing standards of the exchange on which the Common Stock is listed for trading.

6.    Exercise of Option. Subject to the limitations set forth herein and in the Plan, this Option may be exercised in whole or in part by providing notice to the Committee or its designated representative of the number of Option Shares to be exercised. Such notice shall be accompanied by payment of the Grant Price of such Option Shares in cash or, at the election of the Optionee, in shares of Common Stock or any combination thereof. For purposes of determining the amount, if any, of the purchase price satisfied by payment in Common Stock, such Common Stock shall be valued at its Fair Market Value on the date of exercise. Upon receipt of the purchase price, the Corporation or its designated representative shall issue or cause to be issued to the Optionee a number of shares of Common Stock equal to the number of Option Shares then exercised.

7.    Taxes. The Corporation or its designated representative shall have the right to withhold applicable taxes from the shares of Common Stock otherwise payable to the Optionee upon exercise of the Option or from compensation otherwise payable to the Optionee at the time of exercise pursuant to the applicable provisions of the Plan.

8.    Shareholder Rights. The Optionee shall have no rights of a shareholder with respect to the Option Shares unless and until such time as the Option has been exercised and shares of Common Stock have been issued to the Optionee in conjunction with the exercise of the Option.

9.    Nonassignability. During the Optionee’s lifetime, the Option may be exercised only by the Optionee or by the Optionee’s guardian or legal representative. Upon the Optionee’s death, the Option shall be transferred to the Optionee’s estate. Otherwise, the Optionee may not sell, transfer, assign, pledge or otherwise encumber any portion of the Option, and any attempt to sell, transfer, assign, pledge or encumber any portion of the Option shall have no effect.

10.    No Employment Guaranteed. Nothing in this Award Agreement shall give the Optionee any rights to (or impose any obligations for) continued Employment by the Corporation or any affiliate thereof or successor thereto, nor shall it give such entities any rights (or impose any obligations) with respect to continued performance of duties by the Optionee.

11.    Modification of Agreement. Any modification of this Award Agreement shall be binding only if evidenced in writing and signed by an authorized representative of the Corporation, provided that no modification may, without the consent of the Optionee, adversely affect the rights of the Optionee hereunder.

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12.    Definitions. For purposes of this Award Agreement:

“Cause” means termination from Employment by the Corporation or its Subsidiaries due to unacceptable performance, gross misconduct, gross negligence, material dishonesty, material acts detrimental or destructive to the Corporation or its Subsidiaries, employees or property, or any material violation of the policies of the Corporation or its Subsidiaries.

“Employment” means employment with the Corporation or any of its affiliates. For purposes of this Option, Employment shall also include any period of time during which the Optionee is on Disability status. The length of any period of Employment shall be determined by the Corporation or the Subsidiary that either (i) employs the Optionee or (ii) employed the Optionee immediately prior to the Optionee’s termination of Employment.

“Forfeiture Event” means the occurrence of at least one of the following (a) the Corporation is required, pursuant to a determination made by the Securities and Exchange Commission or by the Audit Committee of the Board, to prepare a material accounting restatement due to the noncompliance of the Corporation with any financial reporting requirement under applicable securities laws as a result of misconduct, and the Committee determines that (1) the Optionee knowingly engaged in the misconduct, (2) the Optionee was grossly negligent with respect to such misconduct or (3) the Optionee knowingly or grossly negligently failed to prevent the misconduct or (b) the Committee concludes that the Optionee engaged in fraud, embezzlement or other similar misconduct materially detrimental to the Corporation.

“Option Period” means the period commencing upon the Optionee’s receipt of this Award Agreement and ending on the date on which the Option expires pursuant to Paragraph 3(a).

“Option Shares” means the shares of Common Stock covered by this Option.

“Qualified Termination” for purposes of this Award Agreement shall have the same definition as under the Marathon Petroleum Corporation Amended and Restated Executive Change in Control Severance Benefits Plan, as in effect on the Grant Date (disregarding subsection II of such definition), and such definition and associated terms are hereby incorporated into this Award Agreement by reference.

"Retirement" means (a) for an Employee with ten or more years of Employment, termination on or after the Employee's 50th birthday, or (b) termination on or after the Employee's 65th birthday.

Marathon Petroleum Corporation

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By
	Authorized Officer

5

EX-10.4

Exhibit 10.4

MPLX LP
2012 INCENTIVE COMPENSATION PLAN

PERFORMANCE UNIT AWARD AGREEMENT

2016-2018 PERFORMANCE CYCLE

MARATHON PETROLEUM CORPORATION - OFFICER

As evidenced by this Award Agreement and under the MPLX LP 2012 Incentive Compensation Plan (the “Plan”), MPLX GP LLC, a Delaware limited liability company (the “Company”), the general partner of MPLX LP, a Delaware limited partnership (the “Partnership”), has granted to [NAME] (the “Participant”), an officer of Marathon Petroleum Corporation, the parent corporation of the Company (“MPC”) in connection with benefits conferred on the Company and the Partnership for their service as an officer of MPC, on [DATE] (the “Grant Date”), [NUMBER] performance units (“Performance Units”), conditioned upon the Partnership’s TUR ranking relative to the Peer Group for the Performance Cycle as established by the Board, and as set forth herein. The Performance Units are subject to the following terms and conditions:

1.    Relationship to the Plan. This grant of Performance Units is subject to all of the terms, conditions and provisions of the Plan and administrative interpretations thereunder, if any, that have been adopted by the Board. Except as otherwise defined in this Award Agreement, capitalized terms shall have the same meanings given to them under the Plan. To the extent that any provision of this Award Agreement conflicts with the express terms of the Plan, the terms of the Plan shall control and, if necessary, the applicable provisions of this Award Agreement shall be hereby deemed amended so as to carry out the purpose and intent of the Plan. References to the Participant also include the heirs or other legal representatives of the Participant.

2.    Determination of Payout Percentage. As soon as administratively feasible following the close of the Performance Cycle, the Board shall determine and certify the TUR Performance Percentile. The final Payout Percentage will be the simple average of the Payout Percentage of the four performance periods, which are defined as:

(i) January 1, 2016 through December 31, 2016

(ii) January 1, 2017 through December 31, 2017

(iii) January 1, 2018 through December 31, 2018

(iv) January 1, 2016 through December 31, 2018

The Board shall determine the TUR Performance Percentile and the Payout Percentage for each performance period as follows:

(a)     First, the Board shall determine the TUR Performance Percentile, and then the Payout Percentage as follows (using straight-line interpolation between levels above threshold):

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TUR Performance Percentile	Payout Percentage
Ranked below 25th percentile	0%
Ranked at 25th percentile	50%
Ranked at 50th percentile	100%
Ranked at the 100th percentile	200%

(b)    Notwithstanding anything herein to the contrary, if the TUR calculated for the performance period is negative, then the Payout Percentage for that performance period shall not exceed 100% regardless of the TUR Performance Percentile for the performance period.

(c)    Notwithstanding anything herein to the contrary, the Board has sole and absolute authority and discretion to reduce the Payout Percentage as it may deem appropriate.

3.    Vesting of Performance Units. Unless the Participant’s right to the Performance Units is previously forfeited or vested in accordance with Paragraphs 4, 5, 6, 7 or 8, following the Board’s determinations pursuant to Paragraph 2, the Participant shall vest in and be entitled to receive a payment equal to the Payout Value.  The Payout Value shall be distributed 75% in cash and 25% in common units.  The number of common units distributed shall be calculated by dividing 25% of the Payout Value by the Fair Market Value of the common units on the date on which the Payout Percentage is certified by the Board, rounding down to the nearest whole unit.  The remainder shall be paid in cash.  Such payments shall be made as soon as administratively feasible following the Board’s determination under Paragraph 2 and, in any event, between January 1 and March 15 immediately following the end of the Performance Cycle. If, in accordance with the Board’s determination under Paragraph 2, the Payout Value is zero, the Participant shall immediately forfeit any and all rights to the Performance Units. Upon the vesting and/or forfeiture of the Performance Units pursuant to this Paragraph 3 and the making of the related payment, if any, the rights of the Participant and the obligations of the Company under this Award Agreement shall be satisfied in full.

4.    Termination of Employment. Except as provided in paragraphs 5, 6, 7, or 8,if Participant’s Employment is terminated prior to the close of the Performance Cycle for any reason, the Participant’s right to the Performance Units shall be forfeited in its entirety as of the date of such termination, and the rights of the Participant and the obligations of the Company under this Award Agreement shall be terminated.

5.    Termination of Employment due to Death. If Participant’s Employment is terminated by reason of death prior to the close of the Performance Cycle, the Participant’s right to receive the Performance Units shall vest in full as of the date of death and the Payout Percentage shall be 100%. The payment equal to the vested value of the Performance Units shall be made in accordance with Paragraph 3 within 75 days of the Participant’s death; provided, however, that the timing of the payment within the 75-day period shall be determined in the sole discretion of the Board and the Participant shall not directly or indirectly designate the taxable year of payment.. Such vesting shall satisfy the rights of the Participant and the obligations of the Company under this Award Agreement in full.

6.    Termination of Employment due to Retirement. In the event of the Retirement of the Participant after nine months of the Performance Cycle have elapsed, the Participant’s Performance Units shall be settled based on the performance for the Performance Cycle and payable on a pro-rata basis as determined and certified by the Board after the close of the Performance Cycle as described below. The Participant will be entitled to receive a payment equal to the product of (i) the pro-rata vesting percentage equal to the days of Participant’s Employment during the Performance Cycle

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divided by the total days in the Performance Cycle, and (ii) the Payout Value. Such payment shall be made as soon as administratively feasible following the Board’s determination under Paragraph 2 and, in any event, between January 1 and March 15 immediately following the end of the Performance Cycle. If, in accordance with the Board’s determination under Paragraph 2, the Payout Value is zero, the Participant shall immediately forfeit any and all rights to the Performance Units. Upon the vesting and/or forfeiture of the Performance Units pursuant to this Paragraph 6 and the making of the related cash payment, if any, the rights of the Participant and the obligations of the Company under this Award Agreement shall be satisfied in full. The death of the Participant following Retirement but prior to the close of the Performance Cycle shall have no effect on this Paragraph 6.

7.Vesting Upon a Change in Control. Notwithstanding anything herein to the contrary, upon a Change in Control prior to the end of the Performance Cycle, the Participant’s right to receive the Performance Units, unless previously forfeited pursuant to Paragraph 4, shall vest in full and the Payout Percentage shall be determined as follows: (i) for the time period from the beginning of the Performance Cycle to the date of the Change in Control, the Payout Percentage shall be based upon actual TUR Performance Percentile; and (ii) for the time period from the date of the Change in Control to the end of the Performance Cycle, the Payout Percentage shall be 100%. A payment equal to the vested value of the Performance Units shall be made in accordance with Paragraph 3, except that it shall be made 100% in cash and within 75 days of the Change in Control; provided, however, that the timing of the payment within the 75-day period shall be determined in the sole discretion of the Board and the Participant shall not directly or indirectly designate the taxable year of payment.. Such vesting shall satisfy the rights of the Participant and the obligations of the Company under this Award Agreement in full.

8.    Termination of Employment due to Mandatory Retirement. In the event the Participant’s Employment is terminated as a result of Mandatory Retirement prior to the end of the Performance Cycle, the Participant’s Performance Units shall be settled based on the TUR Performance Percentile for the Performance Cycle. Following the Board’s determinations pursuant to Paragraph 2, the Participant shall vest in and be entitled to receive a payment equal to the Payout Value. The payment shall be made as soon as administratively feasible following the Board’s determination and, in any event, between January 1 and March 15 immediately following the end of the Performance Cycle. If, in accordance with the Board’s determination under Paragraph 2, the Payout Value is zero, the Participant shall immediately forfeit any and all rights to the Performance Units. Upon the vesting and/or forfeiture of the Performance Units pursuant to this Paragraph 8 and the making of the related cash payment, if any, the rights of the Participant and the obligations of the Company under this Award Agreement shall be satisfied in full. The death of the Participant following Mandatory Retirement but prior to the close of the Performance Cycle shall have no effect on this Paragraph 8.

9.    Specified Employees. Notwithstanding any other provision of this Award Agreement to the contrary, if the Participant is a “specified employee” as determined by the Company in accordance with its established policy, any settlement of Awards described in this Award Agreement which would be a payment of deferred compensation within the meaning of Section 409A of the Code with respect to the Participant as a result of the Participant’s “separation from service” as defined under Section 409A of the Code (other than as a result of death) and which would otherwise be paid within six months of the Participant’s separation from service shall be payable on the date that is one day after the earlier of (i) the date that is six months after the Participant’s separation from service or (ii) the date that otherwise complies with the requirements of Section 409A of the Code. In addition, notwithstanding any provision of the Plan or this Award Agreement to the contrary, any settlement of this Award which would be a payment of deferred compensation within the meaning of Section 409A of the Code with respect to the Participant and is a settlement as a result of the Participant’s separation from service in connection with a Change in Control, the term “Change in Control” under the Plan shall mean a change in

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ownership or change in effective control for purposes of Section 409A of the Code. The payment of Award amounts under this Award Agreement described herein is hereby designated as a “separate payment” for purposes of Section 409A of the Code.

10.    Repayment or Forfeiture Resulting from Forfeiture Event.

(a)    If there is a Forfeiture Event either during the Participant’s Employment or within three years after termination of the Participant’s Employment, then the Board may, but is not obligated to, cause some or all of the Participant’s outstanding Performance Units to be forfeited by the Participant.

(b)    If there is a Forfeiture Event either during the Participant’s Employment or within three years after termination of the Participant’s Employment and a payment has previously been made in settlement of Performance Units granted under this Award Agreement, the Board may, but is not obligated to, require that the Participant pay to the Company an amount in cash (the “Forfeiture Amount”) up to (but not in excess of) the amount paid in settlement of the Performance Units.

(c)     This Paragraph 10 shall apply notwithstanding any provision of this Award Agreement to the contrary and is meant to provide the Company with rights in addition to any other remedy which may exist in law or in equity. This Paragraph 10 shall not apply to the Participant following the effective time of a Change in Control.

(d)    Notwithstanding the foregoing or any other provision of this Award Agreement to the contrary, the Participant agrees that the Company may also require that the Participant repay to the Company any compensation paid to the Participant under this Award Agreement, as is required by the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations thereunder or any other “clawback” provisions as required by law or by the applicable listing standards of the exchange on which the common units of the Partnership are listed for trading.

11.    Taxes. Pursuant to the applicable provisions of the Plan, the Company or its designated representative shall have the right to withhold applicable taxes from the common units and cash amount otherwise payable to the Participant due to the vesting of Performance Units pursuant to Paragraph 2, or from other compensation payable to the Participant (to the extent consistent with Section 409A of the Code), at the time of the vesting of the Performance Units and delivery of the cash settlement amount. Because the Participant is an employee of MPC, and provides beneficial services to the Company through Participant’s employment with MPC, MPC as the employer of Participant, shall be the designated representative for purposes of payroll administration of the Award and withholding of applicable taxes at the time of vesting.

12.    No Unitholder Rights. The Participant shall in no way be entitled to any of the rights of a unitholder as a result of this Award Agreement.

13.    Nonassignability. Upon the Participant’s death, the Performance Units may be transferred by will or by the laws governing the descent and distribution of the Participant’s estate. Otherwise, the Participant may not sell, transfer, assign, pledge or otherwise encumber any portion of the Performance Units, and any attempt to sell, transfer, assign, pledge or encumber any portion of the Performance Units shall have no effect.

14.    No Employment Guaranteed. Nothing in this Award Agreement shall give the Participant any rights to

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(or impose any obligations for) continued Employment by the Company or any affiliate thereof or successor thereto, nor shall it give such entities any rights (or impose any obligations) with respect to continued performance of duties by the Participant.

15.    Modification of Agreement. Any modification of this Award Agreement shall be binding only if evidenced in writing and signed by an authorized representative of the Company, provided that no modification may, without the consent of the Participant, adversely affect the rights of the Participant hereunder.

16.    Officer Holding Requirement. Participant agrees that any common units received by the Participant in settlement of this Award shall be subject an additional holding period of one year from the date on which the Award is settled, during which holding period such common units (net of any common units used to satisfy the applicable tax withholding requirements) may not be sold or transferred by the Participant. This holding requirement shall cease to apply upon the death, retirement or other separation from service of the Participant during the holding period.

17.    Definitions. For purposes of this Award Agreement:

“Beginning Unit Price” means the average of the daily closing price of a common unit of the Partnership for the twenty (20) trading days immediately prior to the commencement of the Performance Cycle, historically adjusted, if necessary, for any split, dividend, recapitalizations, or similar corporate events that occur during the measurement period.

“Change in Control” means a change in ownership or a change in effective control (within the meaning of Section 409A of the Code) of MPC or the Partnership.

“Employment” means employment with the Company or any of its subsidiaries or affiliates including but not limited to MPC and its subsidiaries and affiliates. For purposes of this Award Agreement, Employment shall also include any period of time during which the Participant is on Disability status. The length of any period of Employment shall be determined by the Company or the Subsidiary or affiliate that either (i) employs the Participant or (ii) employed the Participant immediately prior to the Participant’s termination of Employment.

“End Unit Price” means the average of the daily closing price of a common unit of the Partnership for the twenty (20) trading days prior to the end of the Performance Cycle.

“Forfeiture Event” means the occurrence of at least one of the following (a) the Company is required, pursuant to a determination made by the Securities and Exchange Commission or by the Board, or any authorized subcommittee of the Board, to prepare a material accounting restatement due to the noncompliance of the Company with any financial reporting requirement under applicable securities laws as a result of misconduct, and the Board determines that (1) the Participant knowingly engaged in the misconduct, (2) the Participant was grossly negligent with respect to such misconduct or (3) the Participant knowingly or grossly negligently failed to prevent the misconduct or (b) the Board concludes that the Participant engaged in fraud, embezzlement or other similar misconduct materially detrimental to the Company.

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“Mandatory Retirement” means, as determined by the Board of Directors of the Corporation (or its delegate), a Participant’s mandatory retirement under the Marathon Petroleum Corporation Mandatory Retirement Policy, or equivalent thereto.

“Payout Percentage” means the percentage (between 0% and 200%) determined by the Board in accordance with the procedures set forth in Paragraph 2, which shall be used to determine the Payout Value.

“Payout Value” means, for each Performance Unit, the product of the Payout Percentage and $1.00.

“Peer Group” means the group of companies that are pre-established by the Board which principally represent a group of selected peers, or such other group of companies as selected and pre-established by the Board, as provided to the Participant.

“Performance Cycle” means the period from January 1, 20__ to December 31, 20__.

"Retirement" means (a) for a Participant with ten or more years of Employment, termination on or after the Participant's 50th birthday, or (b) termination on or after the Participant's 65th birthday.

“Total Unitholder Return” or “TUR” means for the Partnership and each entity in the Peer Group the number derived using the following formula:

(End Unit Price – Beginning Unit Price) + Cumulative Cash Distributions

Beginning Unit Price.

“TUR Performance Percentile” means the percentile ranking of the Partnership’s Total Unitholder Return for a performance period among the Total Unitholder Returns of the Peer Group companies, ranked in descending order, for the performance period as determined at the end of the Performance Cycle.

MPLX GP LLC
By
	Authorized Officer

6

EX-10.5

Exhibit 10.5

MPLX LP
2012 INCENTIVE COMPENSATION PLAN

PHANTOM UNIT AWARD AGREEMENT

MARATHON PETROLEUM CORPORATION - OFFICER

As evidenced by this Award Agreement and under the MPLX LP 2012 Incentive Compensation Plan (the “Plan”), MPLX GP LLC, a Delaware limited liability company (the “Company”), the general partner of MPLX LP, a Delaware limited partnership (the “Partnership”) has granted to [NAME] (the “Participant”), an officer of Marathon Petroleum Corporation, the parent corporation of the Company (“MPC”) in connection with benefits conferred on the Company and the Partnership for their service as an officer of MPC, on [DATE] (the “Grant Date”), [NUMBER] Phantom Units, with each Phantom Unit representing the right to receive a Unit of the Partnership, subject to the terms and conditions in the Plan and this Award Agreement. The number of Phantom Units awarded is subject to adjustment as provided in the Plan, and the Phantom Units hereby granted are also subject to the following terms and conditions:

1.    Relationship to the Plan. This grant of Phantom Units is subject to all of the terms, conditions and provisions of the Plan and administrative interpretations thereunder, if any, that have been adopted by the Board. Except as defined in this Award Agreement, capitalized terms shall have the same meanings given to them under the Plan. To the extent that any provision of this Award Agreement conflicts with the express terms of the Plan, the terms of the Plan shall control and, if necessary, the applicable provisions of this Award Agreement shall be hereby deemed amended so as to carry out the purpose and intent of the Plan.

2.Vesting and Forfeiture of Phantom Units.

(a)    The Phantom Units shall vest in three cumulative annual installments, as follows:

(i) one-third of the Phantom Units shall vest on the first anniversary of the Grant Date;

(ii)     an additional one-third of the Phantom Units shall vest on the second anniversary of the     Grant Date; and

(iii)     all remaining Phantom Units shall vest on the third anniversary of the Grant Date;

provided, however, that the Participant must be in continuous Employment from the Grant Date through the applicable vesting date in order for the applicable Phantom Units to vest. If the Employment of the Participant is terminated for any reason (including non-Mandatory Retirement) other than one listed in subparagraph (b)(i) – (iv) of this Paragraph 2, any Phantom Units that have not vested as of the date of such termination of Employment shall be immediately and 100% forfeited to the Company.

(b)    The Phantom Units shall immediately vest in full, irrespective of the limitations set forth in subparagraph (a) above, upon the events set out below, provided such termination of Participant’s Employment constitutes a separation from service (within the meaning of Section 409A of the Code):

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(i) termination of the Participant’s Employment due to death;

(ii) termination of the Participant’s Employment due to Mandatory Retirement;

(iii) Participant’s Qualified Termination provided that as of such Qualified Termination the Participant has been in continuous Employment since the Grant Date.

3.    Dividends and Cash Distributions. During the period of time between the Grant Date and the date the Phantom Units are settled, for any dividends and/or cash distributions from the Partnership on outstanding Units of the Partnership, the Participant shall be credited with the equivalent of all of the dividends and/or cash distributions that would be payable with respect to the Unit of the Partnership represented by each Phantom Unit, including any fractional Phantom Units, then credited to the Participant and the amount related to such credited dividends and/or cash distributions shall be accrued as a credit to the Participant’s account on the date such dividend and/or cash distribution is made. Any additional cash or Phantom Units granted pursuant to this Paragraph 3 shall be subject to the same terms and conditions applicable to the Phantom Units to which these dividend and/or cash distributions relate, including, without limitation, the restrictions on transfer, forfeiture, settlement and distribution provisions contained in this Award Agreement or the Plan.

4.Settlement and Issuance of Units. Subject to the terms of the Plan, all vested amounts payable to the Participant in respect of the Phantom Units, including the issuance of Units of the Partnership pursuant to this Paragraph 4, shall be settled in Units and for cash accruals credited under Paragraph 3 above, in cash, within sixty (60) days following the vesting date or as soon as reasonably practicable following the date on which such Phantom Units vest, but in no event later than March 15 of the year after the year in which the Phantom Units vest. During the period of time between the Grant Date and the date the Phantom Units settle, the Phantom Units will be evidenced by a credit to a bookkeeping account evidencing the unfunded and unsecured right of the Participant to receive Units, subject to the terms and conditions applicable to the Phantom Units. Following vesting and upon the settlement date as described above, the Participant shall be entitled to receive a number of Units of the Partnership equal to the total of the number of Phantom Units granted, with any fractional Phantom Units remaining settled in cash. Such Units shall be issued and registered in the name of the Participant. The Participant shall not have the right or be entitled to exercise any voting rights, receive cash distributions or dividends or have or be entitled to any rights as a Partnership unitholder in respect of the Phantom Units until such time as the Phantom Units have vested and been settled and corresponding Units of the Partnership have been issued.

5.Taxes. Pursuant to the applicable provisions of the Plan, the Company or its designated representative shall have the right to withhold applicable taxes from the Units otherwise deliverable to the Participant due to the vesting of Phantom Units pursuant to Paragraph 2, or from other compensation payable to the Participant, at the time of the vesting and delivery of such Units. Because the Participant is an employee of Marathon Petroleum Corporation, the parent corporation of the Company (“MPC”), and provides beneficial services to the Company through Participant’s Employment with MPC, MPC as the employer of Participant shall be the designated representative for purposes of payroll administration of the Award and withholding of applicable taxes at the time of vesting.

6.    Forfeiture or Repayment Resulting from Forfeiture Event.

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(a)    If there is a Forfeiture Event either during the Participant’s Employment or within two years after termination of the Participant’s Employment, then the Board may, but is not obligated to, cause all of the Participant’s unvested Phantom Units to be forfeited by the Participant and returned to the Company.

(b)    If there is a Forfeiture Event either during the Participant’s Employment or within two years after termination of the Participant’s Employment, then with respect to Phantom Units granted under this Award Agreement that have vested, the Board may, but is not obligated to, require that the Participant pay to the Company an amount (the “Forfeiture Amount”) up to (but not in excess of) the lesser of (i) the value of such previously vested Phantom Units as of the date such Phantom Units vested or (ii) the value of such previously vested Phantom Units as of the date on which the Board makes a demand for payment of the Forfeiture Amount. Any Forfeiture Amount shall be paid by the Participant within sixty (60) days of receipt from the Company of written notice requiring payment of such Forfeiture Amount.

(c)    This Paragraph 6 shall apply notwithstanding any provision of this Award Agreement to the contrary and is meant to provide the Company with rights in addition to any other remedy which may exist in law or in equity. This Paragraph 6 shall not apply to the Participant following the effective time of a Change in Control.

(d)    Notwithstanding the any other provision of this Award Agreement to the contrary, the Participant agrees that the Company may also require that the Participant repay to the Company any compensation paid to the Participant under this Award Agreement, as is required by the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations thereunder or any other “clawback” provisions as required by law or by the applicable listing standards of the exchange on which the Units of the Partnership are listed for trading.

7.    Nonassignability. Upon the Participant’s death, the Phantom Units credited to the Participant under this Award Agreement shall be transferred to the Participant’s estate and upon such transfer settled in Units of the Partnership. Otherwise, the Participant may not sell, transfer, assign, pledge or otherwise encumber any portion of the Phantom Units, and any attempt to sell, transfer, assign, pledge or encumber any portion of the Phantom Units shall have no effect.

8.    Nature of the Grant. Under this Award Agreement, the Participant is subject to the following conditions on the Award:

(a)    this grant of Phantom Units is voluntary and occasional and this Award Agreement does not create any contractual or other right to receive future Awards of Phantom Units, or benefits in lieu of Phantom Units even if Phantom Units have been awarded repeatedly in the past.

9.    No Employment Guaranteed. Nothing in this Award Agreement shall give the Participant any rights to (or impose any obligations for) continued Employment by the Company or any subsidiary or successor, nor shall it give such entities any rights (or impose any obligations) with respect to continued performance of duties by the Participant.

10.    Modification of Instrument. Any modification of this Award Agreement shall be binding only

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if evidenced by resolution of the Board of the Company, provided that no modification may, without the consent of the Participant, adversely affect the rights of the Participant hereunder.

11.Officer Holding Requirement. Participant agrees that any Units of the Partnership received by the Participant in settlement of this Award shall be subject an additional holding period of one year from the date on which the Award is settled, during which holding period such Units (net of any Units of the Partnership used to satisfy the applicable tax withholding requirements) may not be sold or transferred by the Participant. This holding requirement shall cease to apply upon the death, retirement or other separation from service of the Participant during the holding period.

12.Section 409A. This Award is intended to comply with or be exempt from the requirements of Section 409A of the Code. Notwithstanding the foregoing, if the Participant is a “specified employee” as determined by the Company in accordance with its established policy, any settlement of Awards in this Award Agreement which would be a payment of deferred compensation within the meaning of Section 409A of the Code with respect to the Participant as a result of the Participant’s separation from service as defined under Section 409A of the Code (other than as a result of death) and which would otherwise be paid within six months of the Participant’s separation from service shall be payable on the date that is one day after the earlier of (i) the date that is six months after the Participant’s separation from service or (ii) the date that otherwise complies with the requirements of Section 409A of the Code. In addition, notwithstanding any provision of the Plan or this Award Agreement to the contrary, any settlement of the Phantom Units granted in this Award Agreement that would be a payment of deferred compensation within the meaning of Section 409A of the Code with respect to the Participant and is a settlement as a result of the Participant’s separation from service in connection with a Change in Control, the term “Change in Control” under the Plan shall mean a change in ownership or change in effective control for purposes of Section 409A of the Code. The payment of Award amounts under this Award Agreement described herein is hereby designated as a “separate payment” for purposes of Section 409A of the Code.

13.    Definitions. For purposes of this Award Agreement:

“Employment” means employment with the Company or any of its subsidiaries or Affiliates including but not limited to MPC and its subsidiaries and Affiliates. For purposes of this Award Agreement, Employment shall also include any period of time during which the Participant is on Disability status. The length of any period of Employment shall be determined by the Company or the subsidiary or Affiliate that either (i) employs the Participant or (ii) employed the Participant immediately prior to the Participant’s termination of Employment.

“Forfeiture Event” means the occurrence of at least one of the following (a) the Company is required, pursuant to a determination made by the Securities and Exchange Commission or by the Board, or an authorized subcommittee of the Board, to prepare a material accounting restatement due to the noncompliance of the Company with any financial reporting requirement under applicable securities laws as a result of misconduct, and the Board determines that (1) the Participant knowingly engaged in the misconduct, (2) the Participant was grossly negligent with respect to such misconduct or (3) the Participant knowingly or grossly negligently failed to prevent the misconduct or (b) the Board concludes that the Participant engaged in fraud,

4

embezzlement or other similar misconduct materially detrimental to the Company.

“Mandatory Retirement” means termination of Employment as a result of the Company’s policy, if any, in effect at the time of the Grant Date, requiring the mandatory retirement of officers and/or other employees upon reaching a certain age or milestone.

“Qualified Termination” for purposes of this Award Agreement shall have the same definition as under the Marathon Petroleum Corporation Amended and Restated Executive Change in Control Severance Benefits Plan (the “CIC Plan”), as in effect on the Grant Date, and such definition and associated terms are hereby incorporated into this Award Agreement by reference. Notwithstanding the definition of a “Change in Control” under the terms of the CIC Plan, for purposes of this Award Agreement such Change in Control for purposes of determining whether a separation from service is a Qualified Termination shall include a Change in Control of either MPC, as the direct employer of the Participant, or a Change in Control of the Partnership, as the issuer of the Award.

MPLX GP LLC
By
	Authorized Officer

5

EX-31.1

Exhibit 31.1

MARATHON PETROLEUM CORPORATION

CERTIFICATION PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Gary R. Heminger, certify that:

1. I have reviewed this report on Form 10-Q of Marathon Petroleum Corporation;

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:	May 2, 2016	/s/ Gary R. Heminger
		Gary R. Heminger
		Chairman of the Board, President and Chief Executive Officer

EX-31.2

Exhibit 31.2

MARATHON PETROLEUM CORPORATION

CERTIFICATION PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Timothy T. Griffith, certify that:

1. I have reviewed this report on Form 10-Q of Marathon Petroleum Corporation;

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:	May 2, 2016	/s/ Timothy T. Griffith
		Timothy T. Griffith
		Senior Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Marathon Petroleum Corporation (the “Company”) on Form 10-Q for the period ended March 31, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Gary R. Heminger, Chairman of the Board, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1) 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 Company.

May 2, 2016

/s/ Gary R. Heminger

Gary R. Heminger

Chairman of the Board, President and Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Marathon Petroleum Corporation (the “Company”) on Form 10-Q for the period ended March 31, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Timothy T. Griffith, Senior Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1) 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 Company.

May 2, 2016

/s/ Timothy T. Griffith

Timothy T. Griffith

Senior Vice President and Chief Financial Officer

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Apr. 29, 2016
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2016
Document Fiscal Period Focus (Q1,Q2,Q3,FY)	Q1
Trading Symbol	MPC
Entity Registrant Name	Marathon Petroleum Corp
Entity Central Index Key	0001510295
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		529,834,884

XML

Consolidated Statements of Income - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Revenues and other income:
Sales and other operating revenues (including consumer excise taxes)	$ 12,755	$ 17,191
Income from equity method investments	22	15
Net gain on disposal of assets	25	5
Other income	28	29
Total revenues and other income	12,830	17,240
Costs and expenses:
Cost of revenues (excludes items below)	9,701	13,044
Purchases from related parties	107	76
Inventory market valuation charge	15	0
Consumer excise taxes	1,826	1,832
Impairment expense	129	0
Depreciation and amortization	490	363
Selling, general and administrative expenses	378	358
Other taxes	109	97
Total costs and expenses	12,755	15,770
Income from operations	75	1,470
Net interest and other financial income (costs)	(142)	(81)
Income (loss) before income taxes	(67)	1,389
Provision for income taxes	11	486
Net income (loss)	(78)	903
Less net income (loss) attributable to noncontrolling interests	(79)	12
Net income attributable to MPC	$ 1	$ 891
Basic:
Net income attributable to MPC per share	$ 0.003	$ 1.63
Weighted average shares outstanding (in shares)	529	545
Diluted:
Net income attributable to MPC per share	$ 0.003	$ 1.62
Weighted average shares outstanding (in shares)	531	549
Dividends paid (in USD per share)	$ 0.32	$ 0.25

XML

Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (78)	$ 903
Defined benefit postretirement and post-employment plans:
Actuarial changes, net of tax of $5 and $5	8	8
Prior service costs, net of tax of $-5 and $-5	(8)	(8)
Other comprehensive income (loss)	0	0
Comprehensive income (loss)	(78)	903
Less comprehensive income (loss) attributable to noncontrolling interests	(79)	12
Comprehensive income attributable to MPC	$ 1	$ 891

XML

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Statement of Comprehensive Income [Abstract]
Actuarial changes, tax	$ 5	$ 5
Prior service costs, tax	$ (5)	$ (5)

XML

Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents (MPLX: $4 and $43, respectively)	$ 308	$ 1,127
Receivables, less allowance for doubtful accounts of $11 and $12 (MPLX: $256 and $257, respectively)	2,602	2,927
Inventories (MPLX: $45 and $51, respectively)	4,983	5,225
Other current assets (MPLX: $28 and $50, respectively)	204	192
Total current assets	8,097	9,471
Equity method investments (MPLX: $2,598 and $2,458, respectively)	3,807	3,622
Property, plant and equipment, net (MPLX: $10,195 and $9,997, respectively)	25,319	25,164
Goodwill (MPLX: $2,200 and $2,570, respectively)	3,649	4,019
Other noncurrent assets (MPLX: $531 and $478, respectively)	886	839
Total assets	41,758	43,115
Current liabilities:
Accounts payable (MPLX: $424 and $449, respectively)	4,083	4,743
Payroll and benefits payable (MPLX: $1 and $18, respectively)	302	503
Consumer excise taxes payable (MPLX: $1 and $1, respectively)	459	460
Accrued taxes (MPLX: $23 and $26, respectively)	145	184
Long-term debt due within one year (MPLX: $1 and $1, respectively)	215	29
Other current liabilities (MPLX: $69 and $65, respectively)	391	426
Total current liabilities	5,595	6,345
Long-term debt (MPLX: $4,715 and $5,255, respectively)	11,351	11,896
Deferred income taxes (MPLX: $382 and $378, respectively)	3,356	3,285
Defined benefit postretirement plan obligations	1,216	1,179
Deferred credits and other liabilities (MPLX: $172 and $170, respectively)	746	735
Total liabilities	$ 22,264	$ 23,440
Commitments and contingencies (see Note 22)
MPC stockholders’ equity:
Preferred stock, no shares issued and outstanding (par value 0.01 per share, 30 million shares authorized)	$ 0	$ 0
Common stock:
Issued – 730 million and 729 million shares (par value 0.01 per share, 1 billion shares authorized)	7	7
Held in treasury, at cost – 200 million and 198 million shares	(7,353)	(7,275)
Additional paid-in capital	10,982	11,071
Retained earnings	9,584	9,752
Accumulated other comprehensive loss	(318)	(318)
Total MPC stockholders’ equity	12,902	13,237
Noncontrolling interests	6,592	6,438
Total equity	19,494	19,675
Total liabilities and equity	$ 41,758	$ 43,115

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 11	$ 12
Preferred stock:
Shares issued	0	0
Shares outstanding	0	0
Par value	$ 0.01
Shares authorized	30,000,000
Common stock:
Shares issued	730,000,000	729,000,000
Par value	$ 0.01
Shares authorized	1,000,000,000
Treasury stock	(200,000,000)	(198,000,000)

XML

Consolidated Balance Sheets (MPLX Parenthetical) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Cash and cash equivalents	$ 308	$ 1,127
Receivables, less allowance for doubtful accounts	2,602	2,927
Inventories	4,983	5,225
Other current assets	204	192
Other current assets	8,097	9,471
Equity method investments	3,807	3,622
Property, plant and equipment, net	25,319	25,164
Goodwill	3,649	4,019
Other noncurrent assets	886	839
Accounts payable	4,083	4,743
Payroll and benefits payable	302	503
Consumer excise taxes payable	459	460
Accrued taxes	145	184
Long-term debt due within one year	215	29
Other current liabilities	391	426
Total long-term debt due after one year	11,351	11,896
Deferred income taxes	3,356	3,285
Defined benefit postretirement plan obligations	1,216	1,179
Deferred credits and other liabilities	746	735
MPLX LP
Cash and cash equivalents	4	43
Receivables, less allowance for doubtful accounts	256	257
Inventories	45	51
Other current assets	28	50
Equity method investments	2,598	2,458
Property, plant and equipment, net	10,195	9,997
Goodwill	2,200	2,570
Other noncurrent assets	531	478
Accounts payable	424	449
Payroll and benefits payable	1	18
Consumer excise taxes payable	1	1
Accrued taxes	23	26
Long-term debt due within one year	1	1
Other current liabilities	69	65
Total long-term debt due after one year	4,715	5,255
Deferred income taxes	382	378
Defined benefit postretirement plan obligations	0	0
Deferred credits and other liabilities	$ 172	$ 170

XML

Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating activities:
Net income (loss)	$ (78)	$ 903
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Impairment expense	129	0
Depreciation and amortization	490	363
Inventory market valuation charge	15	0
Pension and other postretirement benefits, net	30	26
Deferred income taxes	(2)	(2)
Net gain on disposal of assets	(25)	(5)
Equity method investments, net	28	2
Changes in the fair value of derivative instruments	(18)	(12)
Changes in:
Current receivables	325	691
Inventories	226	205
Current accounts payable and accrued liabilities	(810)	(939)
All other, net	17	(42)
Net cash provided by operating activities	327	1,190
Investing activities:
Additions to property, plant and equipment	(745)	(389)
Disposal of assets	77	11
Investments – acquisitions, loans and contributions	(66)	(42)
Investments - redemptions, repayments and return of capital	0	1
All other, net	7	31
Net cash used in investing activities	(727)	(388)
Financing activities:
Commercial paper – issued	264	0
Commercial paper - repayments	(76)	0
Long-term debt – borrowings	586	528
Long-term debt – repayments	(1,145)	(421)
Debt issuance costs	(1)	(4)
Issuance of common stock	1	21
Common stock repurchased	(75)	(209)
Dividends paid	(169)	(136)
Issuance of MPLX LP common units	315	0
Distributions to noncontrolling interests	(121)	(9)
All other, net	2	12
Net cash used in financing activities	(419)	(218)
Net increase (decrease) in cash and cash equivalents	(819)	584
Cash and cash equivalents at beginning of period	1,127	1,494
Cash and cash equivalents at end of period	$ 308	$ 2,078

XML

Consolidated Statements of Equity - USD ($) $ in Millions	Total	Common Stock	Treasury Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests
Beginning balance at Dec. 31, 2014	$ 11,390	$ 7	$ (6,299)	$ 9,841	$ 7,515	$ (313)	$ 639
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	903				891		12
Dividends declared	(137)				(137)
Distributions to noncontrolling interests	(9)						(9)
Shares repurchased	(209)		(209)
Shares returned - stock based compensation			(4)
Shares issued - stock based compensation				21
Net shares issued - stock based compensation	17
Stock-based compensation	25			25			0
Ending balance at Mar. 31, 2015	11,980	7	(6,512)	9,887	8,269	(313)	642
Beginning balance at Dec. 31, 2015	19,675	7	(7,275)	11,071	9,752	(318)	6,438
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(78)				1		(79)
Dividends declared	(169)				(169)
Distributions to noncontrolling interests	(121)						(121)
Shares repurchased	(75)		(75)
Shares returned - stock based compensation			(3)
Shares issued - stock based compensation				1
Net shares issued - stock based compensation	(2)
Stock-based compensation	17			15			2
Issuance of MPLX LP common units, inclusive of deferred income tax of $8	323			(32)			355
Issuance of MPLX LP common units, tax	8			8
Deferred income tax effect from changes in noncontrolling interest - contribution of inland marine	42			42
Deferred income tax effect from changes in noncontrolling interest - MarkWest Merger	115			115
Other							(3)
Ending balance at Mar. 31, 2016	$ 19,494	$ 7	$ (7,353)	$ 10,982	$ 9,584	$ (318)	$ 6,592

XML

Consolidated Statement of Equity - Shares - shares shares in Millions	Total	Common Stock	Treasury Stock
Number of common shares issued (beginning balance) at Dec. 31, 2014		726
Number of shares issued - stock-based compensation		2
Number of common shares issued (ending balance) at Mar. 31, 2015		728
Number of shares held in treasury (beginning balance) at Dec. 31, 2014			(179)
Number of shares repurchased	(4)		(5)
Number of shares held in treasury (ending balance) at Mar. 31, 2015			(184)
Number of common shares issued (beginning balance) at Dec. 31, 2015	729	729
Number of shares issued - stock-based compensation		1
Number of common shares issued (ending balance) at Mar. 31, 2016	730	730
Number of shares held in treasury (beginning balance) at Dec. 31, 2015	(198)		(198)
Number of shares repurchased	(2)		(2)
Number of shares held in treasury (ending balance) at Mar. 31, 2016	(200)		(200)

XML

Description of the Business and Basis of Presentation

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Description of the Business and Basis of Presentation

Description of the Business and Basis of Presentation

Description of the Business—Our business consists of refining and marketing, retail and midstream services conducted primarily in the Midwest, Gulf Coast, East Coast, Northeast and Southeast regions of the United States, through subsidiaries, including Marathon Petroleum Company LP, Speedway LLC and its subsidiaries (“Speedway”) and MPLX LP and its subsidiaries (“MPLX”).

See Note 9 for additional information about our operations.

Basis of Presentation—All significant intercompany transactions and accounts have been eliminated.

These interim consolidated financial statements are unaudited; however, in the opinion of our management, these statements reflect all adjustments necessary for a fair statement of the results for the periods reported. All such adjustments are of a normal, recurring nature unless otherwise disclosed. These interim consolidated financial statements, including the notes, have been prepared in accordance with the rules of the SEC applicable to interim period financial statements and do not include all of the information and disclosures required by U.S. GAAP for complete financial statements.

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the full year.

We completed a two-for-one stock split in June 2015. All historical share and per share data included in these consolidated financial statements has been retroactively restated on a post-split basis.

In the first quarter of 2016, we revised our segment reporting of the operating results for our inland marine business and our investment in an ocean vessel joint venture, Crowley Ocean Partners LLC (“Crowley Ocean Partners”) in connection with the contribution of our inland marine business to MPLX. See Note 3 for additional information. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Comparable prior period information has been recast to reflect our revised segment presentation. See Note 9 for additional information.

XML

Accounting Standards

3 Months Ended

Mar. 31, 2016

Accounting Changes and Error Corrections [Abstract]

Accounting Standards

Accounting Standards

Recently Adopted

In September 2015, the FASB issued an accounting standard update that eliminates the requirement to restate prior period financial statements for measurement period adjustments for business combinations. This update requires that the cumulative impact of a measurement period adjustment be recognized in the reporting period in which the adjustment is identified. The standard was effective for interim and annual periods beginning after December 15, 2015 with early application permitted. We recognized measurement period adjustments during the three months ended March 31, 2016 as additional analysis was completed on the preliminary purchase price allocation for the acquisition of MarkWest Energy Partners, L.P. (“MarkWest”). See Note 4 for further discussion and detail related to the adjustment.

In May 2015, the FASB issued an accounting standard update that eliminates the requirement to categorize in the fair value hierarchy investments that are measured at net asset value using the practical expedient. The standard was effective for fiscal years beginning after December 15, 2015 and interim periods within the fiscal year. Retrospective application is required and early adoption is permitted. Adoption of this standard update in the first quarter of 2016 did not have a material impact on our disclosures.

In April 2015, the FASB issued an accounting standard update clarifying whether a customer should account for a cloud computing arrangement as an acquisition of a software license or as a service arrangement by providing characteristics that a cloud computing arrangement must have in order to be accounted for as a software license acquisition. The change was effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2015. Retrospective or prospective application is allowed and early adoption is permitted. We adopted this standard prospectively in the first quarter of 2016 and it did not have a material impact on our consolidated results of operations, financial position or cash flows.

In February 2015, the FASB issued an accounting standard update making targeted changes to the current consolidation guidance. The new standard changes the considerations related to substantive rights, related parties, and decision making fees when applying the VIE consolidation model and eliminates certain guidance for limited partnerships and similar entities under the voting interest consolidation model. The update was effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2015. Under the new standard, we continue to consolidate our master limited partnership, MPLX, but it is now considered to be a VIE. The standard update did impact our disclosures for this consolidated VIE, but did not have a material impact on our results of operations, financial position or cash flows. 

In June 2014, the FASB issued an accounting standard update for the elimination of the concept of development stage entity (“DSE”) from U.S. GAAP and removes the related incremental reporting. The standards update eliminates the additional financial statement requirements specific to a DSE and was adopted in the first quarter of 2015. In addition, the portion of the standard to amend the consolidation model that eliminates the special provisions in the VIE rules for assessing the sufficiency of the equity of a DSE was adopted in the first quarter of 2016. Adoption of this standards update in the first quarter of 2015 and 2016 did not have an impact on our consolidated results of operations, financial position or cash flows.

Not Yet Adopted

In March 2016, the FASB issued an accounting standard update to simplify some provisions in stock compensation accounting. The areas for simplification of this update involve the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification of the statement of cash flows. This update will be effective for annual reporting periods beginning after December 15, 2016, and interim periods within those years and early adoption is permitted. We do not expect application of this standard to have a material impact on our consolidated financial statements.

In March 2016, the FASB issued an accounting standard update eliminating the requirement that an investor retrospectively apply equity method accounting when an investment that it had accounted for by another method initially qualifies for the equity method. This update will be effective for annual reporting periods beginning after December 15, 2016, and interim periods within those years. The guidance will be applied prospectively and early adoption is permitted. We do not expect application of this standard to have a material impact on our consolidated financial statements.

In February 2016, the FASB issued an accounting standard update on lease accounting. This update requires lessees to record most leases on their balance sheets. The new standard also requires new disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. The accounting standard update will be effective on a retrospective or modified retrospective basis for annual reporting periods beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. We are in the process of determining the impact of the new standard on the consolidated financial statements.

In January 2016, the FASB issued an accounting standard update requiring unconsolidated equity investments, not accounted for under the equity method, to be measured at fair value with changes in fair value recognized in net income. The update also requires the use of the exit price notion when measuring the fair value of financial instruments for disclosure purposes and the separate presentation of financial assets and liabilities by measurement category and form on the balance sheet and accompanying notes. The update eliminates the requirement to disclose the methods and assumptions used in estimating the fair value of financial instruments measured at amortized cost. Lastly, the update requires separate presentation in other comprehensive income of the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when electing to measure the liability at fair value in accordance with the fair value option for financial instruments. The changes are effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017. Upon adoption, entities will be required to make a cumulative-effect adjustment to the consolidated results of operations as of the beginning of the first reporting period the guidance is effective. Early adoption is permitted only for the amendment regarding presentation of a liability’s credit risk. We do not expect application of this standard to have a material impact on our consolidated financial statements.

In August 2014, the FASB issued an accounting standard update requiring management to assess an entity’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Management will be required to assess if there is substantial doubt about an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Disclosures will be required if conditions give rise to substantial doubt and the type of disclosure will be determined based on whether management’s plans will be able to alleviate the substantial doubt. The accounting standard update will be effective for the first annual period ending after December 15, 2016, and for annual periods and interim periods thereafter with early application permitted. We do not expect application of this standard to have an impact on our financial reporting.

In May 2014, the FASB issued an accounting standard update for revenue recognition. The guidance in the update states that revenue is recognized when a customer obtains control of a good or service. Recognition of the revenue will involve a multiple step approach including identifying the contract, identifying the separate performance obligations, determining the transaction price, allocating the price to the performance obligations and then recognizing the revenue as the obligations are satisfied. Additional disclosures will be required to provide adequate information to understand the nature, amount, timing and uncertainty of reported revenues and revenues expected to be recognized. The accounting standard update will be effective on a retrospective or modified retrospective basis for annual reporting periods beginning after December 15, 2017, and interim periods within those years, with early adoption permitted, no earlier than January 1, 2017. We are in the process of determining the impact of the new standard on our consolidated financial statements.

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MPLX LP

3 Months Ended

Mar. 31, 2016

Noncontrolling Interest [Abstract]

MPLX LP

MPLX LP

MPLX is a publicly traded master limited partnership formed by us to own, operate, develop and acquire pipelines and other midstream assets related to the transportation and storage of hydrocarbon-based products, including crude oil, refined products, natural gas and NGLs. On December 4, 2015, MPLX and MarkWest completed a merger, whereby MarkWest became a wholly-owned subsidiary of MPLX (the “MarkWest Merger”). MarkWest’s operations include: natural gas gathering, processing and transportation; and NGL gathering, transportation, fractionation, storage and marketing. MPLX’s other assets include a 100 percent interest in MPLX Pipe Line Holdings LLC (“Pipe Line Holdings”), which owns a network of common carrier crude oil and product pipeline systems and associated storage assets in the Midwest and Gulf Coast regions of the United States and a 100 percent interest in a butane cavern in Neal, West Virginia. And effective March 31, 2016 (as described below), MPLX also owns an inland marine business, which is comprised of 18 tow boats and 205 barges and transports primarily crude oil and refined products in the Midwest and Gulf Coast regions of the United States principally for MPC.

As of March 31, 2016, we owned a 25 percent interest in MPLX, including a two percent general partner interest. MPLX is a VIE because the limited partners of MPLX do not have substantive kick-out or substantive participating rights over the general partner. We are the primary beneficiary of MPLX because in addition to significant economic interest, we also have the power, through our 100 percent ownership of the general partner interest, to control the decisions that most significantly impact MPLX. We therefore consolidate MPLX and record a noncontrolling interest for the 75 percent interest owned by the public.

The creditors of MPLX do not have recourse to MPC’s general credit through guarantees or other financial arrangements.

Contribution of Inland Marine Business to MPLX

On March 31, 2016, we contributed our inland marine business to MPLX in exchange for 23 million MPLX common units and 460 thousand general partner units. The number of units we received from MPLX was determined by dividing $600 million by the volume weighted average NYSE price of MPLX common units for the 10 trading days preceding March 14, 2016, pursuant to the Membership Interests Contribution Agreement. We also agreed to waive first-quarter 2016 common unit distributions, IDRs and general partner distributions, with respect to the common units issued in this transaction. The contribution of our inland marine business was accounted for as a transaction between entities under common control and we did not record a gain or loss.

ATM Program

On March 4, 2016, MPLX filed a prospectus supplement to its shelf registration statement filed with the SEC on March 27, 2015, authorizing the continuous issuance of up to an aggregate of $500 million of common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of any offerings (such continuous offering program, or at-the-market program, referred to as the “ATM Program”). MPLX expects to use the net proceeds from sales under the ATM Program for general partnership purposes.

During the three months ended March 31, 2016, MPLX issued an aggregate of 12 million common units under the ATM Program, generating net proceeds of approximately $315 million. As a result of common units issued under the ATM Program during the period, we contributed approximately $6 million to MPLX in exchange for general partner units to maintain our two percent general partner interest.

Agreements

We have various long-term, fee-based transportation and storage services agreements with MPLX. Under these agreements, MPLX provides transportation and storage services to us, and we commit to provide MPLX with minimum quarterly throughput volumes on crude oil and refined products systems and minimum storage volumes of crude oil, refined products and butane. We also have agreements with MPLX that establish fees for operational and management services provided between us and MPLX and for executive management services and certain general and administrative services provided by us to MPLX. These transactions are eliminated in consolidation.

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Acquisitions and Investments

3 Months Ended

Mar. 31, 2016

Business Combinations [Abstract]

Acquisitions and Investments

Acquisition and Investments

Merger with MarkWest Energy Partners, L.P.

On December 4, 2015, MPLX completed the MarkWest Merger. The total value of consideration transferred was $8.61 billion, consisting of $7.33 billion in equity and $1.28 billion in cash. At closing, we made a payment of $1.23 billion to MarkWest common unitholders and the remaining $50 million will be paid in equal amounts in July 2016 and July 2017, respectively, in connection with the conversion of the MPLX Class B units to MPLX common units. Our financial results and operating statistics reflect the results of MarkWest from the date of the MarkWest Merger.

The following table summarizes the preliminary purchase price allocation. Subsequent to December 31, 2015, additional analysis was completed and adjustments were made to the preliminary purchase price allocation as noted in the table below. The estimated fair value of assets acquired and liabilities and noncontrolling interests assumed at the acquisition date as of March 31, 2016, are as follows:

(In millions)	As originally reported		Adjustments			As adjusted
Cash and cash equivalents	$	12	$	—		$	12
Receivables	164		—			164
Inventories	33		(1		)	32
Other current assets	44		—			44
Equity method investments	2,457		143			2,600
Property, plant and equipment, net	8,474		43			8,517
Other noncurrent assets(a)	473		65			538
Total assets acquired	11,657		250			11,907
Accounts payable	322		6			328
Payroll and benefits payable	13		—			13
Accrued taxes	21		—			21
Other current liabilities	44		—			44
Long-term debt	4,567		—			4,567
Deferred income taxes	374		3			377
Deferred credit and other liabilities	151		—			151
Noncontrolling interests	13		—			13
Total liabilities and noncontrolling interest assumed	5,505		9			5,514
Net assets acquired excluding goodwill	6,152		241			6,393
Goodwill	2,454		(241		)	2,213
Net assets acquired	$	8,606	$	—		$	8,606

^(a)   The adjustment relates to the intangible asset acquired.

Adjustments to the preliminary purchase price stem mainly from additional information obtained by management in the first quarter about facts and circumstances that existed at the acquisition date including updates to forecasted employee benefit costs and capital expenditures, and completion of certain valuations to determine the underlying fair value of certain acquired assets. The adjustment to intangibles mainly relates to a misstatement in the original preliminary purchase price allocation. The correction of the error resulted in a $68 million reduction to the carrying value of goodwill and an offsetting increase of $64 million in intangibles and $2 million in each of equity method investments and property, plant and equipment. Management concluded that the correction of the error is immaterial to the consolidated financial statements of all periods presented. We are still completing our analysis of the final purchase price allocation.

The increase to fair value of equity method investments, property plant and equipment, and other noncurrent assets noted above would not have resulted in a material effect to depreciation and amortization or income from equity method investments in the Consolidated Statements of Income for the year ended December 31, 2015, had the fair value adjustments been recorded as of December 4, 2015.

The net fair value of the assets acquired and liabilities assumed in connection with the MarkWest Merger was less than the fair value of the total consideration resulting in the recognition of $2.21 billion of goodwill in three reporting units within our Midstream segment, substantially all of which is not deductible for tax purposes. Goodwill represents the complementary aspects of the highly diverse asset base of MarkWest and MPLX that will provide significant additional opportunities across the hydrocarbon value chain.

As further discussed in Note 14, we recorded a goodwill impairment charge based on the implied fair value of goodwill as of the interim impairment analysis date. Therefore, any future adjustments to the purchase price allocation will be offset by adjustments to the impairment expense line item in the Consolidated Statements of Income.

Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information presents consolidated results assuming the MarkWest Merger occurred on January 1, 2014. The unaudited pro forma financial information does not give effect to potential synergies that could result from the transaction and is not necessarily indicative of the results of future operations.

	Three Months Ended   March 31,
(In millions, except per share data)	2015
Sales and other operating revenues (including consumer excise taxes)	$	17,652
Net income attributable to MPC	871
Net income attributable to MPC per share – basic	$	1.60
Net income attributable to MPC per share – diluted	1.59

The unaudited pro forma information includes adjustments to align accounting policies, an adjustment to depreciation expense to reflect the fair value of property, plant and equipment, increased amortization expense related to identifiable intangible assets, adjustments to amortize the fair value adjustment for the debt assumed by MPLX, adjustments to reflect the change in our limited partner interest in MPLX resulting from the MarkWest Merger, as well as the related income tax effects.

Investment in Ocean Vessel Joint Venture

In September 2015, we acquired a 50 percent ownership interest in a new joint venture with Crowley Maritime Corporation through our investment in Crowley Ocean Partners. The joint venture will operate and charter four new Jones Act product tankers, most of which will be leased to MPC. The new vessels are in various stages of construction with two of them completed and operational prior to the end of the first quarter. Contributions to the joint venture with respect to each vessel will occur at the vessel’s delivery. During 2015, we contributed $72 million in connection with delivery of the first two vessels. The third vessel was delivered April 15, 2016 and the remaining vessel is expected to be delivered by the third quarter of 2016. We account for our ownership interest in Crowley Ocean Partners as an equity method investment. In the first quarter of 2016, we revised our internal reporting of operating results for our investment in Crowley Ocean Partners. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Prior periods have been recast to reflect our revised segment presentation. See Note 22 for information on our conditional guarantee of the indebtedness of the joint venture and future contributions to Crowley Ocean Partners.

Investment in Pipeline Company

In November 2013, we agreed to serve as an anchor shipper for the Sandpiper pipeline project and fund 37.5 percent of the construction costs of the project, which will become part of Enbridge Energy Partners L.P.’s (“Enbridge Energy Partners”) North Dakota System. In exchange for these commitments, we will earn an approximate 27 percent equity interest in Enbridge Energy Partners’ North Dakota System when the Sandpiper pipeline is placed into service. We also have the option to increase our ownership interest to approximately 30 percent through additional investments in future system improvements. The anticipated in-service date for the pipeline is likely to be delayed from 2017 to early 2019, which is also likely to increase cost estimates for the project. The project schedule and cost estimates remain under review. We made contributions of $5 million to North Dakota Pipeline Company LLC (“North Dakota Pipeline”) during the three months ended March 31, 2016 and have contributed $292 million since project inception. We account for our interest in North Dakota Pipeline as part of our Midstream segment using the equity method of accounting. See Note 22 for information on future contributions to North Dakota Pipeline.

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Variable Interest Entity

3 Months Ended

Mar. 31, 2016

Variable Interest Entity, Not Primary Beneficiary, Disclosures [Abstract]

Variable Interest Entity

Variable Interest Entities

In addition to MPLX, as described in Note 3, the following entities are also VIEs.

MarkWest Utica EMG

On January 1, 2012, MarkWest Utica Operating Company, LLC (“Utica Operating”), a wholly-owned and consolidated subsidiary of MarkWest, and EMG Utica, LLC ("EMG Utica") (together the "Members"), executed agreements to form a joint venture, MarkWest Utica EMG LLC (“MarkWest Utica EMG”), to develop significant natural gas gathering, processing and NGL fractionation, transportation and marketing infrastructure in eastern Ohio.

MarkWest has a 60 percent legal ownership interest in MarkWest Utica EMG. MarkWest Utica EMG's inability to fund its planned activities without subordinated financial support qualify it as a VIE. Utica Operating is not deemed to be the primary beneficiary due to EMG Utica’s voting rights on significant matters. We account for our ownership interest in MarkWest Utica EMG as an equity method investment. MPLX receives engineering and construction and administrative management fee revenue and reimbursement for other direct personnel costs for operating MarkWest Utica EMG. Our maximum exposure to loss as a result of our involvement with MarkWest Utica EMG includes our equity investment, any additional capital contribution commitments and any operating expenses incurred by the subsidiary operator in excess of compensation received for the performance of the operating services. Our equity investment in MarkWest Utica EMG at March 31, 2016 was $2.29 billion.

Ohio Gathering

Ohio Gathering Company, L.L.C. (“Ohio Gathering”) is a subsidiary of MarkWest Utica EMG and is engaged in providing natural gas gathering services in the Utica Shale in eastern Ohio. Ohio Gathering is a joint venture between MarkWest Utica EMG and Summit Midstream Partners, LLC. As of March 31, 2016, we had a 36 percent indirect ownership interest in Ohio Gathering. As this entity is a subsidiary of MarkWest Utica EMG, which is accounted for as an equity method investment, MPLX reports its portion of Ohio Gathering’s net assets as a component of its investment in MarkWest Utica EMG. MPLX receives engineering and construction and administrative management fee revenue and reimbursement for other direct personnel costs for operating Ohio Gathering.

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Related Party Transactions

3 Months Ended

Mar. 31, 2016

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

Our related parties include:

• Centennial Pipeline LLC (“Centennial”), in which we have a 50 percent noncontrolling interest. Centennial owns a refined products pipeline and storage facility.

• Crowley Ocean Partners, in which we have a 50 percent noncontrolling interest. Crowley Ocean Partners operates and charters Jones Act product tankers.

• Explorer Pipeline Company (“Explorer”), in which we have a 25 percent interest. Explorer owns and operates a refined products pipeline.

• Illinois Extension Pipeline Company, LLC (“Illinois Extension Pipeline”), in which we have a 35 percent noncontrolling interest. Illinois Extension Pipeline owns and operates a crude oil pipeline.

• LOCAP LLC (“LOCAP”), in which we have a 59 percent noncontrolling interest. LOCAP owns and operates a crude oil pipeline.

• LOOP LLC (“LOOP”), in which we have a 51 percent noncontrolling interest. LOOP owns and operates the only U.S. deepwater oil port.

• MarkWest EMG Jefferson Dry Gas Gathering Company, L.L.C. (“Jefferson Dry Gas”), in which we have a 67 percent noncontrolling interest. Jefferson Dry Gas is engaged in dry natural gas gathering in the county of Jefferson, Ohio.

• MarkWest Utica EMG, in which we have a 60 percent noncontrolling interest. MarkWest Utica EMG owns and operates a NGL pipeline and natural gas gathering system.

• Ohio Condensate Company, L.L.C. (“Ohio Condensate”), in which we have a 60 percent noncontrolling interest. Ohio Condensate owns and operates wellhead condensate stabilization and gathering services for certain locations within Ohio.

• Ohio Gathering, in which we have a 36 percent indirect noncontrolling interest. Ohio Gathering owns, operates and develops midstream gathering infrastructure in southeastern Ohio.

• The Andersons Albion Ethanol LLC (“TAAE”), in which we have a 45 percent noncontrolling interest, The Andersons Clymers Ethanol LLC (“TACE”), in which we have a 60 percent noncontrolling interest and The Andersons Marathon Ethanol LLC (“TAME”), in which we have a 67 percent direct and indirect noncontrolling interest. These companies each own and operate an ethanol production facility.

• Other equity method investees.

We believe that transactions with related parties were conducted on terms comparable to those with unaffiliated parties.

Sales to related parties, which are included in sales and other operating revenues (including consumer excise taxes) on the consolidated statements of income, were $1 million for both the three months ended March 31, 2016 and 2015.

Other income from related parties, which is included in other income on the consolidated statements of income, were $8 million and less than $1 million for the three months ended March 31, 2016 and 2015, respectively. Other income from related parties consists primarily of fees received for operating transportation assets for our related parties.

Purchases from related parties were as follows:

	Three Months Ended   March 31,
(In millions)	2016		2015
Centennial	$	2	$	—
Crowley Ocean Partners	6		—
Explorer	2		7
Illinois Extension Pipeline	27		—
LOCAP	6		5
LOOP	13		13
Ohio Condensate	3		—
TAAE	9		13
TACE	17		16
TAME	20		20
Other equity method investees	2		2
Total	$	107	$	76

Related party purchases from Centennial consist primarily of refinery feedstocks and refined product transportation costs. Related party purchases from Crowley Ocean Partners consist of leasing equipment primarily used to transport refined products. Related party purchases from Explorer consist primarily of refined product transportation costs. Related party purchases from Illinois Extension Pipeline, LOCAP, LOOP and other equity method investees consist primarily of crude oil transportation costs. Related party purchases from Ohio Condensate consist of processing fees for crude oil and refinery feedstocks. Related party purchases from TAAE, TACE and TAME consist of ethanol purchases.

Receivables from related parties, which are included in receivables, less allowance for doubtful accounts on the consolidated balance sheets, were as follows:

(In millions)	March 31, 2016		December 31, 2015
Centennial	$	1	$	1
Jefferson Dry Gas	—		2
MarkWest Utica EMG	1		1
Ohio Condensate	—		3
Ohio Gathering	3		5
Other equity method investees	2		1
Total	$	7	$	13

Long-term receivable from Ohio Condensate, which is included in other noncurrent assets on the consolidated balance sheet, was zero at March 31, 2016 and $1 million at December 31, 2015.

Payables to related parties, which are included in accounts payable on the consolidated balance sheets, were as follows:

(In millions)	March 31, 2016		December 31, 2015
Centennial	$	1	$	—
Explorer	1		1
Illinois Extension Pipeline	10		4
LOCAP	2		2
LOOP	4		5
MarkWest Utica EMG	21		19
Ohio Condensate	3		4
TAAE	1		1
TACE	1		2
TAME	2		3
Other equity method investees	1		1
Total	$	47	$	42

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Income per Common Share

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Income per Common Share

Income per Common Share

We compute basic earnings per share by dividing net income attributable to MPC by the weighted average number of shares of common stock outstanding. The average number of shares of common stock and per share amounts have been retroactively restated to reflect the two-for-one stock split completed in June 2015. Diluted income per share assumes exercise of certain stock-based compensation awards, provided the effect is not anti-dilutive.

MPC grants certain incentive compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, we have calculated our earnings per share using the two-class method.

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Basic earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	1	$	891
Income allocated to participating securities	—		1
Income available to common stockholders – basic	$	1	$	890
Weighted average common shares outstanding	529		545
Basic earnings per share	$	0.003	$	1.63
Diluted earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	1	$	891
Income allocated to participating securities	—		1
Income available to common stockholders – diluted	$	1	$	890
Weighted average common shares outstanding	529		545
Effect of dilutive securities	2		4
Weighted average common shares, including dilutive effect	531		549
Diluted earnings per share	$	0.003	$	1.62

The following table summarizes the shares that were anti-dilutive and, therefore, were excluded from the diluted share calculation.

	Three Months Ended   March 31,
(In millions)	2016	2015
Shares issued under stock-based compensation plans	3	1

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Equity

3 Months Ended

Mar. 31, 2016

Equity [Abstract]

Equity

Equity

Since January 1, 2012, our board of directors has approved $10.0 billion in total share repurchase authorizations and we have repurchased a total of $7.31 billion of our common stock under these authorizations, leaving $2.69 billion available for repurchases as of March 31, 2016. Under these authorizations, we have acquired 200 million shares at an average cost per share of $36.71.

We may utilize various methods to effect the repurchases, which could include open market repurchases, negotiated block transactions, accelerated share repurchases or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. The timing and amount of future repurchases, if any, will depend upon several factors, including market and business conditions, and such repurchases may be discontinued at any time.

Total share repurchases were as follows for the three months ended March 31, 2016 and 2015:

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Number of shares repurchased	2		4
Cash paid for shares repurchased	$	75	$	209
Effective average cost per delivered share	$	43.96	$	47.51

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Segment Information

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Segment Information

Segment Information

In the first quarter of 2016, we revised our segment reporting of the operating results for our inland marine business and our investment in Crowley Ocean Partners in connection with the contribution of our inland marine business to MPLX. These operating results are now reported in our Midstream segment. Previously they were reported as part of our Refining & Marketing segment. Comparable prior period information has been recast to reflect our revised segment presentation.

We have three reportable segments: Refining & Marketing; Speedway; and Midstream. Each of these segments is organized and managed based upon the nature of the products and services it offers.

• Refining & Marketing – refines crude oil and other feedstocks at our refineries in the Gulf Coast and Midwest regions of the United States, purchases ethanol and refined products for resale and distributes refined products through various means, including terminals and trucks that we own or operate. We sell refined products to wholesale marketing customers domestically and internationally, to buyers on the spot market, to our Speedway segment and to independent entrepreneurs who operate Marathon^® retail outlets.

• Speedway – sells transportation fuels and convenience merchandise in retail markets in the Midwest, East Coast and Southeast regions of the United States.

• Midstream – includes the operations of MPLX and certain other related operations. The Midstream segment gathers, processes and transports natural gas; gathers, transports, fractionates, stores and markets NGLs and transports and stores crude oil and refined products.

On December 4, 2015, MPLX completed a merger with MarkWest and its results are included in the Midstream segment. Segment information for periods prior to the MarkWest Merger does not include amounts for these operations. See Note 4.

Segment income represents income from operations attributable to the reportable segments. Corporate administrative expenses and costs related to certain non-operating assets are not allocated to the reportable segments. In addition, certain items that affect comparability (as determined by the chief operating decision maker) are not allocated to the reportable segments.

(In millions)	Refining & Marketing			Speedway		Midstream		Total
Three Months Ended March 31, 2016
Revenues:
Customer	$	8,406		$	3,950	$	399	$	12,755
Intersegment(a)	2,165			1		193		2,359
Segment revenues	$	10,571		$	3,951	$	592	$	15,114
Segment income (loss) from operations(b)	$	(62	)	$	167	$	167	$	272
Income (loss) from equity method investments	(1		)	—		23		22
Depreciation and amortization(c)	273			63		140		476
Capital expenditures and investments(d)	243			50		350		643

(In millions)	Refining & Marketing		Speedway		Midstream		Total
Three Months Ended March 31, 2015
Revenues:
Customer	$	12,644	$	4,531	$	16	$	17,191
Intersegment(a)	2,734		—		187		2,921
Segment revenues	$	15,378	$	4,531	$	203	$	20,112
Segment income from operations(b)	$	1,292	$	168	$	90	$	1,550
Income from equity method investments	6		—		9		15
Depreciation and amortization(c)	261		63		26		350
Capital expenditures and investments(d)	223		45		87		355

^(a)  Management believes intersegment transactions were conducted under terms comparable to those with unaffiliated parties.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  Differences between segment totals and MPC totals represent amounts related to unallocated items and are included in “Items not allocated to segments” in the reconciliation below.

^(d)  Capital expenditures include changes in capital accruals, acquisitions (including any goodwill) and investments in affiliates.

The following reconciles segment income from operations to income before income taxes as reported in the consolidated statements of income:

	Three Months Ended   March 31,
(In millions)	2016			2015
Segment income from operations	$	272		$	1,550
Items not allocated to segments:
Corporate and other unallocated items(a)(b)	(67		)	(79		)
Pension settlement expenses(c)	(1		)	(1		)
Impairments(d)	(129		)	—
Net interest and other financial income (costs)	(142		)	(81		)
Income before income taxes	$	(67	)	$	1,389

^(a)  Corporate and other unallocated items consists primarily of MPC’s corporate administrative expenses and costs related to certain non-operating assets.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  See Note 20.

^(d)  See Note 14.

The following reconciles segment capital expenditures and investments to total capital expenditures:

	Three Months Ended   March 31,
(In millions)	2016		2015
Segment capital expenditures and investments	$	643	$	355
Less: Investments in equity method investees(a)	209		42
Plus: Items not allocated to segments:
Capital expenditures not allocated to segments	24		21
Capitalized interest	17		8
Total capital expenditures(b)	$	475	$	342

^(a)  The three months ended March 31, 2016 includes an adjustment of $143 million to the fair value of equity investments acquired in connection with the MarkWest Merger. See Note 4.

^(b)  Capital expenditures include changes in capital accruals. See Note 18 for a reconciliation of total capital expenditures to additions to property, plant and equipment as reported in the consolidated statements of cash flows.

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Other Items

3 Months Ended

Mar. 31, 2016

Other Income and Expenses [Abstract]

Other Items

Other Items

Net interest and other financial income (costs) was:

	Three Months Ended   March 31,
(In millions)	2016			2015
Interest income	$	1		$	1
Interest expense(a)	(153		)	(80		)
Interest capitalized	16			8
Other financial costs	(6		)	(10		)
Net interest and other financial income (costs)	$	(142	)	$	(81	)

^(a)  The three months ended March 31, 2016 includes $11 million for the amortization of the discount related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

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Income Taxes

3 Months Ended

Mar. 31, 2016

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The combined federal, state and foreign income tax rate was (17) percent and 35 percent for the three months ended March 31, 2016 and 2015, respectively. The effective tax rate for the three months ended March 31, 2016 was significantly affected by permanent tax differences related to the net loss attributable to noncontrolling interest, including their proportional share of the goodwill impairment charge recorded by MPLX. The net loss attributable to noncontrolling interest reduced the effective rate by 51 percent from the U.S. statutory rate of 35 percent. For the three months ended March 31, 2015, the effective tax rate is equivalent to the U.S. statutory rate of 35 percent primarily due to certain permanent benefit differences, including the domestic manufacturing deduction, partially offset by state and local tax expense.

On March 31, 2016, we contributed our inland marine business to MPLX in exchange for MPLX common units representing limited partner interests and general partner units resulting in an increase in MPC’s controlling interest in MPLX. A decrease in MPC’s deferred tax liabilities of $42 million directly related to this change in ownership of the underlying assets of MPLX was recorded with an offsetting increase to additional paid-in capital.

During the first quarter of 2016, MPC’s deferred tax liabilities increased $115 million for an out of period adjustment to update the preliminary tax effects recorded in 2015 related to the MarkWest Merger, which was recorded with an offsetting decrease to additional paid-in capital. The impact of the adjustment was not material to the Consolidated Balance Sheet as of December 31, 2015.

We are continuously undergoing examination of our income tax returns, which have been completed for our U.S. federal and state income tax returns through the 2009 and 2003 tax years, respectively. We had $11 million of unrecognized tax benefits as of March 31, 2016. Pursuant to our tax sharing agreement with Marathon Oil Corporation (“Marathon Oil”), the unrecognized tax benefits related to pre-spinoff operations for which Marathon Oil was the taxpayer remain the responsibility of Marathon Oil and we have indemnified Marathon Oil accordingly. See Note 22 for indemnification information.

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Inventories

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Inventories

Inventories

(In millions)	March 31, 2016			December 31, 2015
Crude oil and refinery feedstocks	$	2,044		$	2,180
Refined products	2,761			2,804
Materials and supplies	399			438
Merchandise	164			173
Lower of cost or market reserve	(385		)	(370		)
Total	$	4,983		$	5,225

Inventories are carried at the lower of cost or market value. Costs of crude oil, refinery feedstocks and refined products are aggregated on a consolidated basis for purposes of assessing if the LIFO cost basis of these inventories may have to be written down to market values. The December 31, 2015 lower of cost or market reserve was reversed due to the sale of inventory quantities that gave rise to the 2015 reserve. A new lower of cost or market reserve of $385 million was established as of March 31, 2016 based on prices at that time. The effect of the change in lower of cost or market reserve was a $15 million charge to cost of revenues for the three months endedMarch 31, 2016. Based on movements of refined product prices, future inventory valuation adjustments could have a negative or positive effect to earnings. Such losses are subject to reversal in subsequent periods if prices recover.

The cost of inventories of crude oil and refinery feedstocks, refined products and merchandise is determined primarily under the LIFO method. There were no material liquidations of LIFO inventories for the three months ended March 31, 2016 and 2015.

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Property, Plant and Equipment

3 Months Ended

Mar. 31, 2016

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, Plant and Equipment

(In millions)	March 31, 2016		December 31, 2015
Refining & Marketing	$	18,631	$	18,396
Speedway	5,108		5,067
Midstream	11,707		11,379
Corporate and Other	769		762
Total	36,215		35,604
Less accumulated depreciation	10,896		10,440
Property, plant and equipment, net	$	25,319	$	25,164

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Goodwill

3 Months Ended

Mar. 31, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill is tested for impairment on an annual basis and when events or changes in circumstances indicate the fair value of a reporting unit with goodwill has been reduced below the carrying value of the net assets of the reporting unit.

During the first quarter of 2016, MPLX, our consolidated subsidiary, determined that an interim impairment analysis of the goodwill recorded in connection with the MarkWest Merger was necessary based on consideration of a number of first quarter events and circumstances, including i) continued deterioration of near term commodity prices as well as longer term pricing trends, ii) recent guidance on reductions to forecasted capital spending, the slowing of drilling activity and the resulting reduced production growth forecasts released or communicated by MPLX’s producer customers and iii) increases in the cost of capital. The combination of these factors was considered to be a triggering event requiring an interim impairment test. Based on the first step of the interim goodwill impairment analysis, the fair value for the three reporting units to which goodwill was assigned in connection with the MarkWest Merger was less than their respective carrying value. In step two of the impairment analysis, the implied fair values of the goodwill were compared to the carrying values within those reporting units. Based on this assessment, it was determined that goodwill was impaired in two of the reporting units. Accordingly, MPLX recorded an impairment charge of approximately $129 million in the first quarter of 2016.

The fair value of the reporting units for the interim goodwill impairment analysis was determined based on applying the discounted cash flow method, which is an income approach, and the guideline public company method, which is a market approach. The discounted cash flow fair value estimate is based on known or knowable information at the interim measurement date. The significant assumptions that were used to develop the estimates of the fair values under the discounted cash flow method include management’s best estimates of the expected future results and discount rates, which ranged from 10.5 percent to 11.5 percent. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. As a result, there can be no assurance that the estimates and assumptions made for purposes of the interim goodwill impairment test will prove to be an accurate prediction of the future.

The changes in the carrying amount of goodwill for the three months ended March 31, 2016 were as follows:

(In millions)	Refining & Marketing		Speedway		Midstream			Total
Balance at December 31, 2015	$	539	$	853	$	2,627		$	4,019
Purchase price allocation adjustments(a)	—		—		(241		)	(241		)
Impairment	—		—		(129		)	(129		)
Balance at March 31, 2016	$	539	$	853	$	2,257		$	3,649

^(a)  See Note 4 for further discussion on purchase price allocation adjustments.

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Fair Value Measurements

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

Fair Values—Recurring

The following tables present assets and liabilities accounted for at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 by fair value hierarchy level. We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty, including any related cash collateral as shown below; however, fair value amounts by hierarchy level are presented on a gross basis in the following tables.

	March 31, 2016
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral(a)			Net Carrying Value on Balance Sheet(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	67	$	1	$	1	$	(67	)	$	2	$	72
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	69	$	1	$	1	$	(67	)	$	4	$	72
Commodity derivative instruments, liabilities	$	107	$	—	$	1	$	(107	)	$	1	$	—
Embedded derivatives in commodity contracts(c)	—		—		34		—			34		—
Contingent consideration, liability(d)	—		—		324		N/A			324		—
Total liabilities at fair value	$	107	$	—	$	359	$	(107	)	$	359	$	—

	December 31, 2015
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral(a)			Net Carrying Value on Balance Sheet(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	104	$	2	$	7	$	(62	)	$	51	$	—
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	106	$	2	$	7	$	(62	)	$	53	$	—
Commodity derivative instruments, liabilities	$	39	$	—	$	—	$	(39	)	$	—	$	—
Embedded derivatives in commodity contracts(c)	—		—		32		—			32		—
Contingent consideration, liability(d)	—		—		317		N/A			317		—
Total liabilities at fair value	$	39	$	—	$	349	$	(39	)	$	349	$	—

^(a)  Represents the impact of netting assets, liabilities and cash collateral when a legal right of offset exists. As of March 31, 2016, cash collateral of $40 million was netted with the mark-to-market derivative liabilities. As of December 31, 2015, $23 million was netted with mark-to-market derivative assets.

^(b)  We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet.

^(c)  Includes $6 million and $5 million classified as current at March 31, 2016 and December 31, 2015, respectively.

^(d)  Includes $200 million and $196 million classified as current at March 31, 2016 and December 31, 2015, respectively.

Commodity derivatives in Level 1 are exchange-traded contracts for crude oil and refined products measured at fair value with a market approach using the close-of-day settlement prices for the market. Commodity derivatives are covered under master netting agreements with an unconditional right to offset. Collateral deposits in futures commission merchant accounts covered by master netting agreements related to Level 1 commodity derivatives are classified as Level 1 in the fair value hierarchy.

Commodity derivatives in Level 2 include crude oil and natural gas swap contracts and are measured at fair value with a market approach. The valuations are based on the appropriate commodity prices and contain no significant unobservable inputs. LIBO Rates are an observable input for the measurement of these derivative contracts. The measurements for commodity contracts contain observable inputs in the form of forward prices based on WTI crude oil prices; and Columbia Appalachia, Henry Hub, PEPL and Houston Ship Channel natural gas prices.

Level 3 instruments include OTC NGL contracts and embedded derivatives in commodity contracts. The fair value calculation for these Level 3 instruments used significant unobservable inputs including: (1) NGL prices interpolated and extrapolated due to inactive markets ranging from $0.17 to $3.37 per gallon, (2) electricity prices ranging from $21.34 to $44.27 per megawatt hour and (3) the probability of renewal of 50 percent for the first five-year term and 75 percent for the second five-year term of the gas purchase agreement and the related keep-whole processing agreement. For these contracts, increases in forward NGL prices result in a decrease in the fair value of the derivative assets and an increase in the fair value of the derivative liabilities. The forward prices for the individual NGL products generally increase or decrease in a positive correlation with one another. The embedded derivative liability relates to a natural gas purchase agreement embedded in a keep‑whole processing agreement. Increases or decreases in forward NGL prices result in an increase or decrease in the fair value of the embedded derivative. An increase in the probability of renewal would result in an increase in the fair value of the related embedded derivative liability.

The contingent consideration represents the fair value as of March 31, 2016 and December 31, 2015 of the remaining amount we expect to pay to BP related to the earnout provision associated with our 2013 acquisition of BP’s refinery in Texas City, Texas and related logistics and marketing assets. We refer to these assets as the “Galveston Bay Refinery and Related Assets.” The fair value of the remaining contingent consideration was estimated using an income approach and is therefore a Level 3 liability. The amount of cash to be paid under the arrangement is based on both a market-based crack spread and refinery throughput volumes for the months during which the earnout applies, as well as established thresholds that cap the annual and total payment. The earnout payment cannot exceed $200 million per year for the first three years of the arrangement or $250 million per year for the last three years of the arrangement, with the total cumulative payment capped at $700 million over the six-year period commencing in 2014. Any excess or shortfall from the annual cap for a current year’s earnout calculation will not affect subsequent years’ calculations. The fair value calculation used significant unobservable inputs, including: (1) an estimate of monthly refinery throughput volumes; (2) a range of internal and external monthly crack spread forecasts from approximately $9 to $16 per barrel; and (3) a range of risk-adjusted discount rates from four percent to 9 percent. An increase or decrease in crack spread forecasts or refinery throughput volume expectations may result in a corresponding increase or decrease in the fair value. Increases to the fair value as a result of increasing forecasts for both of these unobservable inputs, however, are limited as the earnout payment is subject to annual caps. An increase or decrease in the discount rate may result in a decrease or increase to the fair value, respectively. The fair value of the contingent consideration is reassessed each quarter, with changes in fair value recorded in cost of revenues.

During the second quarter of 2016, we paid BP $200 million for the third year’s contingent earnout. Including this second quarter payment, we have paid BP approximately $569 million in total leaving $131 million remaining under the total cap of $700 million.

The following is a reconciliation of the beginning and ending balances recorded for liabilities classified as Level 3 in the fair value hierarchy.

	Three Months Ended   March 31,
(In millions)	2016		2015
Beginning balance	$	342	$	478
Unrealized and realized losses included in net income	12		12
Settlements of derivative instruments	4		—
Ending balance	$	358	$	490

We held Level 3 derivative instruments during the three months ended March 31, 2016 which were acquired with the MarkWest Merger, but we did not hold any Level 3 derivative instruments during the three months ended March 31, 2015. See Note 16 for the income statement impacts of our derivative instruments. There was an unrealized loss of $5 million in the three months ended March 31, 2016 related to derivatives. There was an unrealized loss of $7 million and $12 million in the three months ended March 31, 2016 and 2015, respectively, related to the contingent consideration.

Fair Values - Nonrecurring

The following table shows the values of assets, by major category, measured at fair value on a nonrecurring basis in periods subsequent to their initial recognition.

	Three Months Ended March 31,
	2016				2015
(In millions)	Fair Value		Impairment		Fair Value		Impairment
Goodwill	$	—	$	129	$	—	$	—

See Note 14 for additional information on the goodwill impairment.

Fair Values – Reported

The following table summarizes financial instruments on the basis of their nature, characteristics and risk at March 31, 2016 and December 31, 2015, excluding the derivative financial instruments and contingent consideration reported above.

	March 31, 2016				December 31, 2015
(In millions)	Fair Value		Carrying Value		Fair Value		Carrying Value
Financial assets:
Investments	$	30	$	2	$	33	$	2
Other	35		35		35		33
Total financial assets	$	65	$	37	$	68	$	35
Financial liabilities:
Long-term debt(a)	$	11,086	$	11,276	$	11,366	$	11,628
Deferred credits and other liabilities	140		138		136		135
Total financial liabilities	$	11,226	$	11,414	$	11,502	$	11,763

^(a)  Excludes capital leases and debt issuance costs, however, includes amount classified as debt due within one year.

Our current assets and liabilities include financial instruments, the most significant of which are trade accounts receivable and payables. We believe the carrying values of our current assets and liabilities approximate fair value. Our fair value assessment incorporates a variety of considerations, including (1) the short-term duration of the instruments, (2) our investment-grade credit rating and (3) our historical incurrence of and expected future insignificance of bad debt expense, which includes an evaluation of counterparty credit risk.

Fair values of our financial assets included in investments and other financial assets and of our financial liabilities included in deferred credits and other liabilities are measured primarily using an income approach and most inputs are internally generated, which results in a Level 3 classification. Estimated future cash flows are discounted using a rate deemed appropriate to obtain the fair value. Other financial assets primarily consist of environmental remediation receivables. Deferred credits and other liabilities primarily consist of a liability related to SMR, a payable for merger cash consideration due to MPLX’s Class B unitholders to be paid upon conversion, insurance liabilities and environmental remediation liabilities.

Fair value of fixed-rate long-term debt is measured using a market approach, based upon the average of quotes from major financial institutions and a third-party service for our debt. Because these quotes cannot be independently verified to the market, they are considered Level 3 inputs. Fair value of variable-rate long-term debt approximates the carrying value.

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Derivatives

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

Derivatives

For further information regarding the fair value measurement of derivative instruments, including any effect of master netting agreements or collateral, see Note 15. We do not designate any of our commodity derivative instruments as hedges for accounting purposes.

Derivatives that are not designated as accounting hedges may include commodity derivatives used to hedge price risk on (1) inventories, (2) fixed price sales of refined products, (3) the acquisition of foreign-sourced crude oil, (4) the acquisition of ethanol for blending with refined products, (5) the sale of NGLs, (6) the purchase of natural gas and (7) the purchase of electricity.

The following table presents the gross fair values of derivative instruments, excluding cash collateral, and where they appear on the consolidated balance sheets as of March 31, 2016 and December 31, 2015:

(In millions)	March 31, 2016
Balance Sheet Location	Asset		Liability
Commodity derivatives
Other current assets	$	69	$	107
Other current liabilities	—		7
Deferred credits and other liabilities(a)	—		28

(In millions)	December 31, 2015
Balance Sheet Location	Asset		Liability
Commodity derivatives
Other current assets	$	113	$	39
Other current liabilities	—		5
Deferred credits and other liabilities(a)	—		27

^(a)   Includes embedded derivatives.

The tables below summarize open commodity derivative contracts for crude oil, natural gas and refined products as of March 31, 2016.

	Position	Total Barrels(In thousands)
Crude oil(a)
Exchange-traded	Long	25,142
Exchange-traded	Short	(30,048	)
OTC	Short	(83	)

^{(a )}  83 percent of the exchange-traded contracts expire in the second quarter of 2016.

	Position	MMbtu
Natural Gas
OTC	Long	745,826

	Position	Total Gallons (In thousands)
Refined Products(a)
Exchange-traded	Long	241,500
Exchange-traded	Short	(137,424	)
OTC	Short	(55,759	)

^{(a )}  100 percent of the exchange-traded contracts expire in the second quarter of 2016.

The following table summarizes the effect of all commodity derivative instruments in our consolidated statements of income:

	Gain (Loss)
(In millions)	Three Months Ended March 31,
Income Statement Location	2016			2015
Sales and other operating revenues	$	6		$	14
Cost of revenues	(61		)	45
Total	$	(55	)	$	59

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Debt

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Debt

Debt

Our outstanding borrowings at March 31, 2016 and December 31, 2015 consisted of the following:

(In millions)	March 31, 2016			December 31, 2015
Marathon Petroleum Corporation:
Commercial paper	$	188		$	—
Bank revolving credit facility due 2017	—			—
Term loan agreement due 2019	700			700
Senior notes, 2.700% due December 2018	600			600
Senior notes, 3.400% due December 2020	650			650
Senior notes, 5.125% due March 2021	1,000			1,000
Senior notes, 3.625%, due September 2024	750			750
Senior notes, 6.500%, due March 2041	1,250			1,250
Senior notes, 4.750%, due September 2044	800			800
Senior notes, 5.850% due December 2045	250			250
Senior notes, 5.000%, due September 2054	400			400
MPLX LP:
MPLX term loan facility due 2019	250			250
MPLX bank revolving credit facility due 2020	326			877
MPLX senior notes, 5.500%, due February 2023	710			710
MPLX senior notes, 4.500%, due July 2023	989			989
MPLX senior notes, 4.875%, due December 2024	1,149			1,149
MPLX senior notes, 4.000%, due February 2025	500			500
MPLX senior notes, 4.875%, due June 2025	1,189			1,189
MarkWest senior notes, 4.500% - 5.500%, due 2023 - 2025	63			63
Capital lease obligations due 2016-2028	340			348
Trade receivables securitization facility due December 2016	—			—
Total	12,104			12,475
Unamortized debt issuance costs	(50		)	(51		)
Unamortized discount(a)	(488		)	(499		)
Amounts due within one year	(215		)	(29		)
Total long-term debt due after one year	$	11,351		$	11,896

^(a)  Includes $453 million and $464 million discount as of March 31, 2016 and December 31, 2015, respectively, related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

Commercial Paper -On February 26, 2016, we established a commercial paper program that allows us to have a maximum of $2.0 billion in commercial paper outstanding, with maturities up to 397 days from the date of issuance. We do not intend to have outstanding commercial paper borrowings in excess of available capacity under our bank revolving credit facility. During the three months ended March 31, 2016, we borrowed $264 million and repaid $76 million under the commercial paper program. At March 31, 2016, we had $188 million of commercial paper outstanding with a weighted average interest rate of 0.89 percent. These outstanding borrowings are included in debt due within one year.

There were no borrowings or letters of credit outstanding under the MPC bank revolving credit facility at March 31, 2016.

During the three months ended March 31, 2016, we borrowed $280 million under the trade receivables securitization facility at an average interest rate of 1.3 percent and repaid $280 million of these borrowings. At March 31, 2016, we had no amounts outstanding under our trade receivables securitization facility.

During the three months ended March 31, 2016, MPLX borrowed $306 million under the MPLX bank revolving credit facility at an average interest rate of 1.9 percent, per annum, and repaid $857 million of the outstanding borrowings. At March 31, 2016, MPLX had $326 million borrowings and $8 million letters of credit outstanding under the MPLX bank revolving credit facility, resulting in total availability of $1.7 billion.

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Supplemental Cash Flow Information

3 Months Ended

Mar. 31, 2016

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

	Three Months Ended   March 31,
(In millions)	2016			2015
Net cash provided by operating activities included:
Interest paid (net of amounts capitalized)	$	160		$	128
Net income taxes paid to (refunded from) taxing authorities	(128		)	160

The consolidated statements of cash flows exclude changes to the consolidated balance sheets that did not affect cash. The following is a reconciliation of additions to property, plant and equipment to total capital expenditures:

	Three Months Ended   March 31,
(In millions)	2016			2015
Additions to property, plant and equipment per consolidated statements of cash flows	$	745		$	389
Decrease in capital accruals	(137		)	(47		)
Total capital expenditures before acquisitions	608			342
Acquisitions(a)	(133		)	—
Total capital expenditures	$	475		$	342

^(a) The three months ended March 31, 2016 includes adjustments to the fair values of the property, plant and equipment, intangibles and goodwill acquired in connection with the MarkWest Merger. See Note 4.

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Accumulated Other Comprehensive Loss

3 Months Ended

Mar. 31, 2016

Equity [Abstract]

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Loss

The following table shows the changes in accumulated other comprehensive loss by component. Amounts in parentheses indicate debits.

(In millions)	Pension Benefits			Other Benefits			Gain on Cash Flow Hedge		Workers Compensation		Total
Balance as of December 31, 2014	$	(217	)	$	(104	)	$	4	$	4	$	(313	)
Other comprehensive income (loss) before reclassifications	(1		)	(1		)	—		—		(2		)
Amounts reclassified from accumulated other comprehensive loss:
Amortization – prior service credit(a)	(12		)	(1		)	—		—		(13		)
– actuarial loss(a)	13			3			—		—		16
– settlement loss(a)	1			—			—		—		1
Tax effect	(1		)	(1		)	—		—		(2		)
Other comprehensive income (loss)	—			—			—		—		—
Balance as of March 31, 2015	$	(217	)	$	(104	)	$	4	$	4	$	(313	)

(In millions)	Pension Benefits			Other Benefits			Gain on Cash Flow Hedge		Workers Compensation		Total
Balance as of December 31, 2015	$	(255	)	$	(70	)	$	4	$	3	$	(318	)
Other comprehensive income (loss) before reclassifications	—			—			—		—		—
Amounts reclassified from accumulated other comprehensive loss:
Amortization – prior service credit(a)	(11		)	(1		)	—		—		(12		)
– actuarial loss(a)	10			1			—		—		11
– settlement loss(a)	1			—			—		—		1
Tax effect	—			—			—		—		—
Other comprehensive income (loss)	—			—			—		—		—
Balance as of March 31, 2016	$	(255	)	$	(70	)	$	4	$	3	$	(318	)

^(a)  These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 20.

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Defined Benefit Pension and Other Postretirement Plans

3 Months Ended

Mar. 31, 2016

Compensation and Retirement Disclosure [Abstract]

Defined Benefit Pension and Other Postretirement Plans

Defined Benefit Pension and Other Postretirement Plans

The following summarizes the components of net periodic benefit costs:

	Three Months Ended March 31,
	Pension Benefits						Other Benefits
(In millions)	2016			2015			2016			2015
Components of net periodic benefit cost:
Service cost	$	28		$	23		$	8		$	8
Interest cost	19			18			9			8
Expected return on plan assets	(25		)	(26		)	—			—
Amortization – prior service credit	(11		)	(12		)	(1		)	(1		)
– actuarial loss	10			13			1			3
– settlement loss	1			1			—			—
Net periodic benefit cost	$	22		$	17		$	17		$	18

During the three months ended March 31, 2016, we made no contributions to our funded pension plans. We have no required funding for 2016, but may make voluntary contributions at our discretion. Benefit payments related to unfunded pension and other postretirement benefit plans were $2 million and $7 million, respectively, during the three months ended March 31, 2016.

During the three months ended March 31, 2016 and 2015, we determined that certain of our pension plans’ lump sum payments to employees retiring in the respective years will exceed the plans’ total service and interest costs for the year. Settlement losses are required to be recorded when lump sum payments exceed total service and interest costs. As a result, during the three months ended March 31, 2016 and 2015, we recorded pension settlement expenses of $1 million related to our lump sum payments made during both the first three months of 2016 and 2015.

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Stock-Based Compensation Plans

3 Months Ended

Mar. 31, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation Plans

Stock-Based Compensation Plans

Stock Option Awards

The following table presents a summary of our stock option award activity for the three months ended March 31, 2016:

	Number of Shares		Weighted Average Exercise Price
Outstanding at December 31, 2015	8,724,631		$	27.16
Granted	934,611		34.63
Exercised	(44,137	)	16.30
Forfeited, canceled or expired	(6,134	)	48.52
Outstanding at March 31, 2016	9,608,971		27.92

The grant date fair value of stock option awards granted during the three months ended March 31, 2016 was $9.97 per share. The fair value of stock options granted to our employees is estimated on the date of the grant using the Black Scholes option-pricing model, which employs various assumptions.

Restricted Stock Awards

The following table presents a summary of restricted stock award activity for the three months ended March 31, 2016:

	Shares of Restricted Stock (“RS”)				Restricted Stock Units (“RSU”)
	Number of Shares		Weighted Average Grant Date Fair Value		Number of Units	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2015	1,074,543		$	47.70	513,220	$	24.59
Granted	142,698		34.93		10,804	45.42
RS’s Vested/RSU’s Issued	(106,788	)	44.63		—	—
Forfeited	(16,362	)	47.92		—	—
Outstanding at March 31, 2016	1,094,091		46.33		524,024	25.02

Performance Unit Awards

The following table presents a summary of the activity for performance unit awards to be settled in shares for the three months ended March 31, 2016:

	Number of Units		Weighted Average Grant Date Fair Value
Outstanding at December 31, 2015	6,145,442		$	0.92
Granted	2,329,500		0.57
Exercised	(1,764,792	)	0.95
Canceled	(314,972	)	0.93
Outstanding at March 31, 2016	6,395,178		0.78

The performance unit awards granted during the three months ended March 31, 2016 have a grant date fair value of $0.57 per unit, as calculated using a Monte Carlo valuation model.

MPLX Awards

During the three months ended March 31, 2016, MPLX granted equity-based compensation awards under the MPLX LP 2012 Incentive Compensation Plan. The compensation expense for these awards is not material to our consolidated financial statements.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

We are the subject of, or a party to, a number of pending or threatened legal actions, contingencies and commitments involving a variety of matters, including laws and regulations relating to the environment. Some of these matters are discussed below. For matters for which we have not recorded an accrued liability, we are unable to estimate a range of possible loss because the issues involved have not been fully developed through pleadings and discovery. However, the ultimate resolution of some of these contingencies could, individually or in the aggregate, be material.

Environmental matters—We are subject to federal, state, local and foreign laws and regulations relating to the environment. These laws generally provide for control of pollutants released into the environment and require responsible parties to undertake remediation of hazardous waste disposal sites and certain other locations including presently or formerly owned or operated retail marketing sites. Penalties may be imposed for noncompliance.

At March 31, 2016 and December 31, 2015, accrued liabilities for remediation totaled $166 million and $163 million, respectively. It is not presently possible to estimate the ultimate amount of all remediation costs that might be incurred or the penalties if any that may be imposed. Receivables for recoverable costs from certain states, under programs to assist companies in clean-up efforts related to underground storage tanks at presently or formerly owned or operated retail marketing sites, were $68 million and $70 million at March 31, 2016 and December 31, 2015, respectively.

We are involved in a number of environmental enforcement matters arising in the ordinary course of business. While the outcome and impact on us cannot be predicted with certainty, management believes the resolution of these environmental matters will not, individually or collectively, have a material adverse effect on our consolidated results of operations, financial position or cash flows.

Litigation Relating to the MarkWest Merger—In July 2015, a purported class action lawsuit asserting claims challenging the MarkWest Merger was filed in the Court of Chancery of the State of Delaware by a purported unitholder of MarkWest. In August 2015, two similar putative class action lawsuits were filed in the Court of Chancery of the State of Delaware by plaintiffs who purport to be unitholders of MarkWest. On September 9, 2015, these lawsuits were consolidated into one action pending in the Court of Chancery of the State of Delaware, now captioned In re MarkWest Energy Partners, L.P. Unitholder Litigation. On October 1, 2015, the plaintiffs filed a consolidated complaint against the individual members of the board of directors of MarkWest Energy GP, L.L.C. (the “MarkWest GP Board”), MPLX, MPLX GP, MPC and Sapphire Holdco LLC, a wholly-owned subsidiary of MPLX, asserting in connection with the MarkWest Merger and related disclosures that, among other things, (i) the MarkWest GP Board breached its duties in approving the MarkWest Merger with MPLX and (ii) MPC, MPLX, MPLX GP, and Sapphire Holdco LLC aided and abetted such breaches. On February 4, 2016, the Court approved a stipulation and proposed order to dismiss all claims with prejudice as to the named plaintiffs, but the Court retained jurisdiction to adjudicate an application for a mootness fee by the plaintiffs’ counsel for an award of attorneys’ fees and reimbursement of expenses. On March 28, 2016, the plaintiffs filed an application for reimbursement of approximately $2 million of legal fees and expenses. We intend to vigorously defend against any application for a mootness fee and do not expect the resolution of such matter to have a material adverse effect.

MarkWest Environmental Proceeding – On July 6, 2015, representatives from the EPA and the United States Department of Justice entered a MarkWest Liberty Midstream & Resources, L.L.C., a wholly-owned subsidiary of MPLX (“MarkWest Liberty Midstream”) pipeline launcher/receiver site utilized for pipeline maintenance operations in Washington County, Pennsylvania pursuant to a search warrant issued by a magistrate of the United States District Court for the Western District of Pennsylvania. The government has presented MarkWest Liberty Midstream with subpoenas to provide documents related to its pipeline and compressor facilities located in Pennsylvania. MarkWest Liberty Midstream is providing information in response to the subpoenas and related requests for information from EPA, state and other agencies, and is in discussions with the agencies regarding issues associated with its operations of, and any permit related obligations for, its gathering facilities in the region. Immediately following the July 6, 2015 search, MarkWest Liberty Midstream commenced its own assessment of its operations of launcher/receiver facilities. MarkWest Liberty Midstream’s review to date has determined that MarkWest Liberty Midstream’s operations have been conducted in a manner fully protective of its employees and the public, and that other than potentially having to obtain certain permits at a relatively small number of individual sites, MarkWest Liberty has operated in substantial compliance with applicable laws and regulations. It is possible that, in connection with any potential or asserted civil or criminal enforcement action associated with this matter, MarkWest Liberty Midstream will incur material assessments, penalties or fines, incur material defense costs and expenses, be required to modify operations or construction activities which could increase operating costs and capital expenditures, or be subject to other obligations or restrictions that could restrict or prohibit our activities, any or all of which could adversely affect our results of operations, financial position or cash flows. The amount of any potential assessments, penalties, fines, restrictions, requirements, modifications, costs or expenses that may be incurred in connection with any potential enforcement action cannot be reasonably estimated or determined at this time.

Other Lawsuits—In May 2015, the Kentucky attorney general filed a lawsuit against our wholly-owned subsidiary, Marathon Petroleum Company LP (“MPC LP”) in the United States District Court for the Western District of Kentucky asserting claims under federal and state antitrust statutes, the Kentucky Consumer Protection Act, and state common law. The complaint, as amended in July 2015, alleges that MPC LP used deed restrictions, supply agreements with customers and exchange agreements with competitors to unreasonably restrain trade in areas within Kentucky and seeks declaratory relief, unspecified damages, civil penalties, restitution and disgorgement of profits. At this early stage, the ultimate outcome of this litigation remains uncertain, and neither the likelihood of an unfavorable outcome nor the ultimate liability, if any, can be determined, and we are unable to estimate a reasonably possible loss (or range of loss) for this matter. We intend to vigorously defend ourselves in this matter.

In May 2007, the Kentucky attorney general filed a lawsuit against us and Marathon Oil in state court in Franklin County, Kentucky for alleged violations of Kentucky’s emergency pricing and consumer protection laws following Hurricanes Katrina and Rita in 2005. The lawsuit alleges that we overcharged customers by $89 millionduring September and October 2005. The complaint seeks disgorgement of these sums, as well as penalties, under Kentucky’s emergency pricing and consumer protection laws. We are vigorously defending this litigation. We believe that this is the first lawsuit for damages and injunctive relief under the Kentucky emergency pricing laws to progress this far and it contains many novel issues. In May 2011, the Kentucky attorney general amended his complaint to include a request for immediate injunctive relief as well as unspecified damages and penalties related to our wholesale gasoline pricing in April and May 2011 under statewide price controls that were activated by the Kentucky governor on April 26, 2011 and which have since expired. The court denied the attorney general’s request for immediate injunctive relief, and the remainder of the 2011 claims likely will be resolved along with those dating from 2005. If the lawsuit is resolved unfavorably in its entirety, it could materially impact our consolidated results of operations, financial position or cash flows. However, management does not believe the ultimate resolution of this litigation will have a material adverse effect.

We are also a party to a number of other lawsuits and other proceedings arising in the ordinary course of business. While the ultimate outcome and impact to us cannot be predicted with certainty, we believe that the resolution of these other lawsuits and proceedings will not have a material adverse effect on our consolidated financial position, results of operations or cash flows.

Guarantees—We have provided certain guarantees, direct and indirect, of the indebtedness of other companies. Under the terms of most of these guarantee arrangements, we would be required to perform should the guaranteed party fail to fulfill its obligations under the specified arrangements. In addition to these financial guarantees, we also have various performance guarantees related to specific agreements.

Guarantees related to indebtedness of equity method investees—We hold interests in an offshore oil port, LOOP, and a crude oil pipeline system, LOCAP. Both LOOP and LOCAP have secured various project financings with throughput and deficiency agreements. Under the agreements, we are required to advance funds if the investees are unable to service their debt. Any such advances are considered prepayments of future transportation charges. The duration of the agreements vary but tend to follow the terms of the underlying debt, which extend through 2037. Our maximum potential undiscounted payments under these agreements for the debt principal totaled $172 million as of March 31, 2016.

We hold an interest in a refined products pipeline through our investment in Centennial, and have guaranteed our portion of the payment of Centennial’s principal, interest and prepayment costs, if applicable, under a Master Shelf Agreement, which is scheduled to expire in 2024. The guarantee arose in order for Centennial to obtain adequate financing. Our maximum potential undiscounted payments under this agreement for debt principal totaled $33 million as of March 31, 2016.

In connection with our 50 percent ownership in Crowley Ocean Partners, we have agreed to conditionally guarantee our portion of the obligations of the joint venture and its subsidiaries under a senior secured term loan agreement. The term loan agreement provides for loans of up to $325 million to finance the acquisition of four product tankers. MPC’s liability under the guarantee for each vessel is conditioned upon the occurrence of certain events, including if we cease to maintain an investment grade credit rating or the charter for the relevant product tanker ceases to be in effect and is not replaced by a charter with an investment grade company on certain defined commercial terms. As of March 31, 2016, our maximum potential undiscounted payments under this agreement for debt principal associated with the delivery of the first two vessels totaled $81 million.

Marathon Oil indemnifications—In conjunction with our spinoff from Marathon Oil, we have entered into arrangements with Marathon Oil providing indemnities and guarantees with recorded values of $3 million as of March 31, 2016, which consist of unrecognized tax benefits related to MPC, its consolidated subsidiaries and the refining, marketing and transportation business operations prior to our spinoff which are not already reflected in the unrecognized tax benefits described in Note 11, and other contingent liabilities Marathon Oil may incur related to taxes. Furthermore, the separation and distribution agreement and other agreements with Marathon Oil to effect our spinoff provide for cross-indemnities between Marathon Oil and us. In general, Marathon Oil is required to indemnify us for any liabilities relating to Marathon Oil’s historical oil and gas exploration and production operations, oil sands mining operations and integrated gas operations, and we are required to indemnify Marathon Oil for any liabilities relating to Marathon Oil’s historical refining, marketing and transportation operations. The terms of these indemnifications are indefinite and the amounts are not capped.

Other guarantees—We have entered into other guarantees with maximum potential undiscounted payments totaling $89 million as of March 31, 2016, which primarily consist of a commitment to contribute cash to an equity method investee for certain catastrophic events, up to $50 million per event, in lieu of procuring insurance coverage and leases of assets containing general lease indemnities and guaranteed residual values.

General guarantees associated with dispositions – Over the years, we have sold various assets in the normal course of our business. Certain of the related agreements contain performance and general guarantees, including guarantees regarding inaccuracies in representations, warranties, covenants and agreements, and environmental and general indemnifications that require us to perform upon the occurrence of a triggering event or condition. These guarantees and indemnifications are part of the normal course of selling assets. We are typically not able to calculate the maximum potential amount of future payments that could be made under such contractual provisions because of the variability inherent in the guarantees and indemnities. Most often, the nature of the guarantees and indemnities is such that there is no appropriate method for quantifying the exposure because the underlying triggering event has little or no past experience upon which a reasonable prediction of the outcome can be based.

Contractual commitments and contingencies—At March 31, 2016, our contractual commitments to acquire property, plant and equipment and advance funds to equity method investees totaled $1.7 billion, which includes $331 million of contingent consideration associated with the acquisition of the Galveston Bay Refinery and Related Assets, $625 million for contributions to North Dakota Pipeline and $69 million for contributions to Crowley Ocean Partners. See Note 4 for additional information on our investments in North Dakota Pipeline and Crowley Ocean Partners. See Note 15 for additional information on the contingent consideration.

Certain natural gas processing and gathering arrangements require us to construct new natural gas processing plants, natural gas gathering pipelines and NGL pipelines and contain certain fees and charges if specified construction milestones are not achieved for reasons other than force majeure. In certain cases, certain producers may have the right to cancel the processing arrangements if there are significant delays that are not due to force majeure. As of March 31, 2016, management does not believe there are any indications that we will not be able to meet the construction milestones, that force majeure does not apply, or that such fees and charges will otherwise be triggered.

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Subsequent Event

3 Months Ended

Mar. 31, 2016

Subsequent Events [Abstract]

Subsequent Event

Subsequent Event

On April 27, 2016, MPLX entered into an agreement for the private placement of $1 billion of newly authorized 6.5 percent Series A Convertible Preferred Units (the “Preferred Units”) at a price of $32.50 per unit or approximately 30.8 million units. The Preferred Units will be entitled to receive an annual distribution from MPLX, which will initially equal $2.1125 per unit. The Preferred Units are convertible into MPLX common units on a one for one basis after three years, at the purchasers’ option, and after four years at MPLX’s option, subject to certain conditions. Closing of the transaction is scheduled to occur in May 2016. The net proceeds after deducting offering and transaction expenses are expected to be approximately $984 million.

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Supplementary Statistics

3 Months Ended

Mar. 31, 2016

Text Block [Abstract]

Supplementary Statistics

Supplementary Statistics (Unaudited)

	Three Months Ended   March 31,
(In millions)	2016			2015
Income from Operations by segment
Refining & Marketing(a)	$	(62	)	$	1,292
Speedway	167			168
Midstream(a)(b)	167			90
Items not allocated to segments:
Corporate and other unallocated items(a)(b)	(67		)	(79		)
Pension settlement expenses	(1		)	(1		)
Impairments	(129		)	—
Income from operations	$	75		$	1,470
Capital Expenditures and Investments(c)
Refining & Marketing(a)	$	243		$	223
Speedway	50			45
Midstream(a)	350			87
Corporate and Other(d)	41			29
Total	$	684		$	384

^(a)  We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX; our inland marine business, which was previously included in Refining & Marketing, is now included in Midstream. Comparable prior period information has been recast to reflect our revised segment presentation.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.

^(d)  Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

Supplementary Statistics (Unaudited)

	Three Months Ended   March 31,
	2016		2015
MPC Consolidated Refined Product Sales Volumes (mbpd)(a)	2,158		2,246
Refining & Marketing Operating Statistics
Refining & Marketing refined product sales volume (mbpd)(b)	2,148		2,233
Refining & Marketing gross margin (dollars per barrel)(c)(d)	$	9.98	$	16.14
Crude oil capacity utilization percent(e)	89		97
Refinery throughputs (mbpd):(f)
Crude oil refined	1,603		1,672
Other charge and blendstocks	171		180
Total	1,774		1,852
Sour crude oil throughput percent	61		56
WTI-priced crude oil throughput percent	18		20
Refined product yields (mbpd):(f)
Gasoline	899		911
Distillates	571		553
Propane	32		36
Feedstocks and special products	234		298
Heavy fuel oil	30		30
Asphalt	44		50
Total	1,810		1,878
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	2.43	$	0.79
Depreciation and amortization	1.54		1.42
Other manufacturing(h)	4.14		4.26
Total	$	8.11	$	6.47
Refining & Marketing Operating Statistics By Region - Gulf Coast
Refinery throughputs (mbpd):(i)
Crude oil refined	991		1,031
Other charge and blendstocks	217		179
Total	1,208		1,210
Sour crude oil throughput percent	75		70
WTI-priced crude oil throughput percent	3		5
Refined product yields (mbpd):(i)
Gasoline	533		523
Distillates	375		342
Propane	25		25
Feedstocks and special products	280		307
Heavy fuel oil	18		15
Asphalt	8		14
Total	1,239		1,226
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	2.62	$	0.80
Depreciation and amortization	1.17		1.14
Other manufacturing(h)	3.74		3.99
Total	$	7.53	$	5.93

Supplementary Statistics (Unaudited)
	Three Months Ended   March 31,
	2016			2015
Refining & Marketing Operating Statistics By Region – Midwest
Refinery throughputs (mbpd):(i)
Crude oil refined	612			641
Other charge and blendstocks	36			36
Total	648			677
Sour crude oil throughput percent	39			34
WTI-priced crude oil throughput percent	42			43
Refined product yields (mbpd):(i)
Gasoline	366			388
Distillates	196			211
Propane	9			13
Feedstocks and special products	34			23
Heavy fuel oil	12			16
Asphalt	36			36
Total	653			687
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	1.76		$	0.73
Depreciation and amortization	2.03			1.85
Other manufacturing(h)	4.36			4.51
Total	$	8.15		$	7.09
Speedway Operating Statistics
Convenience stores at period-end	2,771			2,753
Gasoline and distillate sales (millions of gallons)	1,483			1,432
Gasoline and distillate gross margin (dollars per gallon)(j)	$	0.1682		$	0.1970
Merchandise sales (in millions)	$	1,152		$	1,111
Merchandise gross margin (in millions)	$	330		$	311
Merchandise gross margin percent	29.0		%	28.0		%
Same store gasoline sales volume (period over period)	1.0		%	(1.2		%)
Same store merchandise sales (period over period)(k)	3.1		%	6.2		%
Midstream Operating Statistics
Crude oil and refined product pipeline throughputs (mbpd)(l)	2,181			2,107
Gathering system throughput (MMcf/d)(m)	3,345
Natural gas processed (MMcf/d)(m)	5,636
C2 (ethane) + NGLs (natural gas liquids) fractionated (mbpd)(m)	312

^(a)  Total average daily volumes of refined product sales to wholesale, branded and retail (Speedway segment) customers.

^(b)  Includes intersegment sales.

^(c)  Sales revenue less cost of refinery inputs and purchased products, divided by total refinery throughputs.

^(d)  Excludes the lower of cost or market inventory valuation charge of $15 million for the first quarter of 2016.

^(e)  Based on calendar day capacity, which is an annual average that includes downtime for planned maintenance and other normal operating activities.

^(f)  Excludes inter-refinery volumes of 82 mbpd and 35 mbpd for the three months ended March 31, 2016 and 2015, respectively.

^(g)  Per barrel of total refinery throughputs.

^(h)  Includes utilities, labor, routine maintenance and other operating costs.

⁽ⁱ⁾  Includes inter-refinery transfer volumes.

^(j)  The price paid by consumers less the cost of refined products, including transportation, consumer excise taxes and bankcard processing fees, divided by gasoline and distillate sales volume.

^(k)  Excludes cigarettes. Same store sales comparison includes only locations owned at least 13 months.

^(l)  On owned common-carrier pipelines, excluding equity method investments.

^(m)  Includes amounts related to unconsolidated equity method investments. Includes the results of the MarkWest assets beginning on the Dec. 4, 2015 acquisition date.

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Description of the Business and Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Use of estimates

These interim consolidated financial statements are unaudited; however, in the opinion of our management, these statements reflect all adjustments necessary for a fair statement of the results for the periods reported. All such adjustments are of a normal, recurring nature unless otherwise disclosed. These interim consolidated financial statements, including the notes, have been prepared in accordance with the rules of the SEC applicable to interim period financial statements and do not include all of the information and disclosures required by U.S. GAAP for complete financial statements.

Inventories

Inventories are carried at the lower of cost or market value. Costs of crude oil, refinery feedstocks and refined products are aggregated on a consolidated basis for purposes of assessing if the LIFO cost basis of these inventories may have to be written down to market values. The December 31, 2015 lower of cost or market reserve was reversed due to the sale of inventory quantities that gave rise to the 2015 reserve. A new lower of cost or market reserve of $385 million was established as of March 31, 2016 based on prices at that time. The effect of the change in lower of cost or market reserve was a $15 million charge to cost of revenues for the three months endedMarch 31, 2016. Based on movements of refined product prices, future inventory valuation adjustments could have a negative or positive effect to earnings. Such losses are subject to reversal in subsequent periods if prices recover.

The cost of inventories of crude oil and refinery feedstocks, refined products and merchandise is determined primarily under the LIFO method.

Derivative instruments

Derivatives that are not designated as accounting hedges may include commodity derivatives used to hedge price risk on (1) inventories, (2) fixed price sales of refined products, (3) the acquisition of foreign-sourced crude oil, (4) the acquisition of ethanol for blending with refined products, (5) the sale of NGLs, (6) the purchase of natural gas and (7) the purchase of electricity.

Stock-based compensation arrangements

The fair value of stock options granted to our employees is estimated on the date of the grant using the Black Scholes option-pricing model, which employs various assumptions.

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Acquisitions and Investments (Tables)

3 Months Ended

Mar. 31, 2016

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

(In millions)	As originally reported		Adjustments			As adjusted
Cash and cash equivalents	$	12	$	—		$	12
Receivables	164		—			164
Inventories	33		(1		)	32
Other current assets	44		—			44
Equity method investments	2,457		143			2,600
Property, plant and equipment, net	8,474		43			8,517
Other noncurrent assets(a)	473		65			538
Total assets acquired	11,657		250			11,907
Accounts payable	322		6			328
Payroll and benefits payable	13		—			13
Accrued taxes	21		—			21
Other current liabilities	44		—			44
Long-term debt	4,567		—			4,567
Deferred income taxes	374		3			377
Deferred credit and other liabilities	151		—			151
Noncontrolling interests	13		—			13
Total liabilities and noncontrolling interest assumed	5,505		9			5,514
Net assets acquired excluding goodwill	6,152		241			6,393
Goodwill	2,454		(241		)	2,213
Net assets acquired	$	8,606	$	—		$	8,606

^(a)   The adjustment relates to the intangible asset acquired.

Business Acquisition, Pro Forma Information [Table Text Block]

Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information presents consolidated results assuming the MarkWest Merger occurred on January 1, 2014. The unaudited pro forma financial information does not give effect to potential synergies that could result from the transaction and is not necessarily indicative of the results of future operations.

	Three Months Ended   March 31,
(In millions, except per share data)	2015
Sales and other operating revenues (including consumer excise taxes)	$	17,652
Net income attributable to MPC	871
Net income attributable to MPC per share – basic	$	1.60
Net income attributable to MPC per share – diluted	1.59

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Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2016

Related Party Transactions [Abstract]

Purchases From Related Parties

Purchases from related parties were as follows:

	Three Months Ended   March 31,
(In millions)	2016		2015
Centennial	$	2	$	—
Crowley Ocean Partners	6		—
Explorer	2		7
Illinois Extension Pipeline	27		—
LOCAP	6		5
LOOP	13		13
Ohio Condensate	3		—
TAAE	9		13
TACE	17		16
TAME	20		20
Other equity method investees	2		2
Total	$	107	$	76

Receivables From Related Parties

Receivables from related parties, which are included in receivables, less allowance for doubtful accounts on the consolidated balance sheets, were as follows:

(In millions)	March 31, 2016		December 31, 2015
Centennial	$	1	$	1
Jefferson Dry Gas	—		2
MarkWest Utica EMG	1		1
Ohio Condensate	—		3
Ohio Gathering	3		5
Other equity method investees	2		1
Total	$	7	$	13

Payables To Related Parties

Payables to related parties, which are included in accounts payable on the consolidated balance sheets, were as follows:

(In millions)	March 31, 2016		December 31, 2015
Centennial	$	1	$	—
Explorer	1		1
Illinois Extension Pipeline	10		4
LOCAP	2		2
LOOP	4		5
MarkWest Utica EMG	21		19
Ohio Condensate	3		4
TAAE	1		1
TACE	1		2
TAME	2		3
Other equity method investees	1		1
Total	$	47	$	42

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Income per Common Share (Tables)

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Summary of Earnings Per Common Share

MPC grants certain incentive compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, we have calculated our earnings per share using the two-class method.

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Basic earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	1	$	891
Income allocated to participating securities	—		1
Income available to common stockholders – basic	$	1	$	890
Weighted average common shares outstanding	529		545
Basic earnings per share	$	0.003	$	1.63
Diluted earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	1	$	891
Income allocated to participating securities	—		1
Income available to common stockholders – diluted	$	1	$	890
Weighted average common shares outstanding	529		545
Effect of dilutive securities	2		4
Weighted average common shares, including dilutive effect	531		549
Diluted earnings per share	$	0.003	$	1.62

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

The following table summarizes the shares that were anti-dilutive and, therefore, were excluded from the diluted share calculation.

	Three Months Ended   March 31,
(In millions)	2016	2015
Shares issued under stock-based compensation plans	3	1

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Equity (Tables)

3 Months Ended

Mar. 31, 2016

Equity [Abstract]

Share Repurchases

Total share repurchases were as follows for the three months ended March 31, 2016 and 2015:

	Three Months Ended   March 31,
(In millions, except per share data)	2016		2015
Number of shares repurchased	2		4
Cash paid for shares repurchased	$	75	$	209
Effective average cost per delivered share	$	43.96	$	47.51

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Income From Operations Attributable To Operating Segments

(In millions)	Refining & Marketing			Speedway		Midstream		Total
Three Months Ended March 31, 2016
Revenues:
Customer	$	8,406		$	3,950	$	399	$	12,755
Intersegment(a)	2,165			1		193		2,359
Segment revenues	$	10,571		$	3,951	$	592	$	15,114
Segment income (loss) from operations(b)	$	(62	)	$	167	$	167	$	272
Income (loss) from equity method investments	(1		)	—		23		22
Depreciation and amortization(c)	273			63		140		476
Capital expenditures and investments(d)	243			50		350		643

(In millions)	Refining & Marketing		Speedway		Midstream		Total
Three Months Ended March 31, 2015
Revenues:
Customer	$	12,644	$	4,531	$	16	$	17,191
Intersegment(a)	2,734		—		187		2,921
Segment revenues	$	15,378	$	4,531	$	203	$	20,112
Segment income from operations(b)	$	1,292	$	168	$	90	$	1,550
Income from equity method investments	6		—		9		15
Depreciation and amortization(c)	261		63		26		350
Capital expenditures and investments(d)	223		45		87		355

^(a)  Management believes intersegment transactions were conducted under terms comparable to those with unaffiliated parties.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  Differences between segment totals and MPC totals represent amounts related to unallocated items and are included in “Items not allocated to segments” in the reconciliation below.

^(d)  Capital expenditures include changes in capital accruals, acquisitions (including any goodwill) and investments in affiliates.

Reconciliation Of Segment Income From Operations To Income Before Income Taxes

The following reconciles segment income from operations to income before income taxes as reported in the consolidated statements of income:

	Three Months Ended   March 31,
(In millions)	2016			2015
Segment income from operations	$	272		$	1,550
Items not allocated to segments:
Corporate and other unallocated items(a)(b)	(67		)	(79		)
Pension settlement expenses(c)	(1		)	(1		)
Impairments(d)	(129		)	—
Net interest and other financial income (costs)	(142		)	(81		)
Income before income taxes	$	(67	)	$	1,389

^(a)  Corporate and other unallocated items consists primarily of MPC’s corporate administrative expenses and costs related to certain non-operating assets.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  See Note 20.

^(d)  See Note 14.

Reconciliation Of Segment Capital Expenditures And Investments To Total Capital Expenditures

The following reconciles segment capital expenditures and investments to total capital expenditures:

	Three Months Ended   March 31,
(In millions)	2016		2015
Segment capital expenditures and investments	$	643	$	355
Less: Investments in equity method investees(a)	209		42
Plus: Items not allocated to segments:
Capital expenditures not allocated to segments	24		21
Capitalized interest	17		8
Total capital expenditures(b)	$	475	$	342

^(a)  The three months ended March 31, 2016 includes an adjustment of $143 million to the fair value of equity investments acquired in connection with the MarkWest Merger. See Note 4.

^(b)  Capital expenditures include changes in capital accruals. See Note 18 for a reconciliation of total capital expenditures to additions to property, plant and equipment as reported in the consolidated statements of cash flows.

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Other Items (Tables)

3 Months Ended

Mar. 31, 2016

Other Income and Expenses [Abstract]

Net Interest And Other Financial Income (Costs)

Net interest and other financial income (costs) was:

	Three Months Ended   March 31,
(In millions)	2016			2015
Interest income	$	1		$	1
Interest expense(a)	(153		)	(80		)
Interest capitalized	16			8
Other financial costs	(6		)	(10		)
Net interest and other financial income (costs)	$	(142	)	$	(81	)

^(a)  The three months ended March 31, 2016 includes $11 million for the amortization of the discount related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

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Inventories (Tables)

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Summary Of Inventories

(In millions)	March 31, 2016			December 31, 2015
Crude oil and refinery feedstocks	$	2,044		$	2,180
Refined products	2,761			2,804
Materials and supplies	399			438
Merchandise	164			173
Lower of cost or market reserve	(385		)	(370		)
Total	$	4,983		$	5,225

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Property, Plant and Equipment (Tables)

3 Months Ended

Mar. 31, 2016

Property, Plant and Equipment [Abstract]

Summary Of Property, Plant And Equipment

(In millions)	March 31, 2016		December 31, 2015
Refining & Marketing	$	18,631	$	18,396
Speedway	5,108		5,067
Midstream	11,707		11,379
Corporate and Other	769		762
Total	36,215		35,604
Less accumulated depreciation	10,896		10,440
Property, plant and equipment, net	$	25,319	$	25,164

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Goodwill (Tables)

3 Months Ended

Mar. 31, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in the carrying amount of goodwill for the three months ended March 31, 2016 were as follows:

(In millions)	Refining & Marketing		Speedway		Midstream			Total
Balance at December 31, 2015	$	539	$	853	$	2,627		$	4,019
Purchase price allocation adjustments(a)	—		—		(241		)	(241		)
Impairment	—		—		(129		)	(129		)
Balance at March 31, 2016	$	539	$	853	$	2,257		$	3,649

^(a)  See Note 4 for further discussion on purchase price allocation adjustments.

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Assets and Liabilities Accounted for at Fair Value on Recurring Basis

The following tables present assets and liabilities accounted for at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 by fair value hierarchy level. We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty, including any related cash collateral as shown below; however, fair value amounts by hierarchy level are presented on a gross basis in the following tables.

	March 31, 2016
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral(a)			Net Carrying Value on Balance Sheet(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	67	$	1	$	1	$	(67	)	$	2	$	72
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	69	$	1	$	1	$	(67	)	$	4	$	72
Commodity derivative instruments, liabilities	$	107	$	—	$	1	$	(107	)	$	1	$	—
Embedded derivatives in commodity contracts(c)	—		—		34		—			34		—
Contingent consideration, liability(d)	—		—		324		N/A			324		—
Total liabilities at fair value	$	107	$	—	$	359	$	(107	)	$	359	$	—

	December 31, 2015
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral(a)			Net Carrying Value on Balance Sheet(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	104	$	2	$	7	$	(62	)	$	51	$	—
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	106	$	2	$	7	$	(62	)	$	53	$	—
Commodity derivative instruments, liabilities	$	39	$	—	$	—	$	(39	)	$	—	$	—
Embedded derivatives in commodity contracts(c)	—		—		32		—			32		—
Contingent consideration, liability(d)	—		—		317		N/A			317		—
Total liabilities at fair value	$	39	$	—	$	349	$	(39	)	$	349	$	—

^(a)  Represents the impact of netting assets, liabilities and cash collateral when a legal right of offset exists. As of March 31, 2016, cash collateral of $40 million was netted with the mark-to-market derivative liabilities. As of December 31, 2015, $23 million was netted with mark-to-market derivative assets.

^(b)  We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet.

^(c)  Includes $6 million and $5 million classified as current at March 31, 2016 and December 31, 2015, respectively.

^(d)  Includes $200 million and $196 million classified as current at March 31, 2016 and December 31, 2015, respectively.

Reconciliation of Net Beginning and Ending Balances Recorded for Net Assets and Liabilities Classified as Level 3

The following is a reconciliation of the beginning and ending balances recorded for liabilities classified as Level 3 in the fair value hierarchy.

	Three Months Ended   March 31,
(In millions)	2016		2015
Beginning balance	$	342	$	478
Unrealized and realized losses included in net income	12		12
Settlements of derivative instruments	4		—
Ending balance	$	358	$	490

Fair Value Measurements, Nonrecurring

The following table shows the values of assets, by major category, measured at fair value on a nonrecurring basis in periods subsequent to their initial recognition.

	Three Months Ended March 31,
	2016				2015
(In millions)	Fair Value		Impairment		Fair Value		Impairment
Goodwill	$	—	$	129	$	—	$	—

Financial Instruments at Fair Value, Excluding Derivative Financial Instruments and Contingent Consideration

The following table summarizes financial instruments on the basis of their nature, characteristics and risk at March 31, 2016 and December 31, 2015, excluding the derivative financial instruments and contingent consideration reported above.

	March 31, 2016				December 31, 2015
(In millions)	Fair Value		Carrying Value		Fair Value		Carrying Value
Financial assets:
Investments	$	30	$	2	$	33	$	2
Other	35		35		35		33
Total financial assets	$	65	$	37	$	68	$	35
Financial liabilities:
Long-term debt(a)	$	11,086	$	11,276	$	11,366	$	11,628
Deferred credits and other liabilities	140		138		136		135
Total financial liabilities	$	11,226	$	11,414	$	11,502	$	11,763

^(a)  Excludes capital leases and debt issuance costs, however, includes amount classified as debt due within one year.

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Derivatives (Tables)

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Classification of Fair Values of Derivative Instruments, Excluding Cash Collateral

The following table presents the gross fair values of derivative instruments, excluding cash collateral, and where they appear on the consolidated balance sheets as of March 31, 2016 and December 31, 2015:

(In millions)	March 31, 2016
Balance Sheet Location	Asset		Liability
Commodity derivatives
Other current assets	$	69	$	107
Other current liabilities	—		7
Deferred credits and other liabilities(a)	—		28

(In millions)	December 31, 2015
Balance Sheet Location	Asset		Liability
Commodity derivatives
Other current assets	$	113	$	39
Other current liabilities	—		5
Deferred credits and other liabilities(a)	—		27

^(a)   Includes embedded derivatives.

Open Commodity Derivative Contracts

The tables below summarize open commodity derivative contracts for crude oil, natural gas and refined products as of March 31, 2016.

	Position	Total Barrels(In thousands)
Crude oil(a)
Exchange-traded	Long	25,142
Exchange-traded	Short	(30,048	)
OTC	Short	(83	)

^{(a )}  83 percent of the exchange-traded contracts expire in the second quarter of 2016.

	Position	MMbtu
Natural Gas
OTC	Long	745,826

	Position	Total Gallons (In thousands)
Refined Products(a)
Exchange-traded	Long	241,500
Exchange-traded	Short	(137,424	)
OTC	Short	(55,759	)

^{(a )}  100 percent of the exchange-traded contracts expire in the second quarter of 2016.

Effect of Commodity Derivative Instruments in Statements of Income

The following table summarizes the effect of all commodity derivative instruments in our consolidated statements of income:

	Gain (Loss)
(In millions)	Three Months Ended March 31,
Income Statement Location	2016			2015
Sales and other operating revenues	$	6		$	14
Cost of revenues	(61		)	45
Total	$	(55	)	$	59

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Debt (Tables)

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Outstanding Borrowings

Our outstanding borrowings at March 31, 2016 and December 31, 2015 consisted of the following:

(In millions)	March 31, 2016			December 31, 2015
Marathon Petroleum Corporation:
Commercial paper	$	188		$	—
Bank revolving credit facility due 2017	—			—
Term loan agreement due 2019	700			700
Senior notes, 2.700% due December 2018	600			600
Senior notes, 3.400% due December 2020	650			650
Senior notes, 5.125% due March 2021	1,000			1,000
Senior notes, 3.625%, due September 2024	750			750
Senior notes, 6.500%, due March 2041	1,250			1,250
Senior notes, 4.750%, due September 2044	800			800
Senior notes, 5.850% due December 2045	250			250
Senior notes, 5.000%, due September 2054	400			400
MPLX LP:
MPLX term loan facility due 2019	250			250
MPLX bank revolving credit facility due 2020	326			877
MPLX senior notes, 5.500%, due February 2023	710			710
MPLX senior notes, 4.500%, due July 2023	989			989
MPLX senior notes, 4.875%, due December 2024	1,149			1,149
MPLX senior notes, 4.000%, due February 2025	500			500
MPLX senior notes, 4.875%, due June 2025	1,189			1,189
MarkWest senior notes, 4.500% - 5.500%, due 2023 - 2025	63			63
Capital lease obligations due 2016-2028	340			348
Trade receivables securitization facility due December 2016	—			—
Total	12,104			12,475
Unamortized debt issuance costs	(50		)	(51		)
Unamortized discount(a)	(488		)	(499		)
Amounts due within one year	(215		)	(29		)
Total long-term debt due after one year	$	11,351		$	11,896

^(a)  Includes $453 million and $464 million discount as of March 31, 2016 and December 31, 2015, respectively, related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

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Supplemental Cash Flow Information (Tables)

3 Months Ended

Mar. 31, 2016

Supplemental Cash Flow Elements [Abstract]

Summary of Supplemental Cash Flow Information

	Three Months Ended   March 31,
(In millions)	2016			2015
Net cash provided by operating activities included:
Interest paid (net of amounts capitalized)	$	160		$	128
Net income taxes paid to (refunded from) taxing authorities	(128		)	160

Reconciliation of Additions to Property, Plant and Equipment to Total Capital Expenditures

The consolidated statements of cash flows exclude changes to the consolidated balance sheets that did not affect cash. The following is a reconciliation of additions to property, plant and equipment to total capital expenditures:

	Three Months Ended   March 31,
(In millions)	2016			2015
Additions to property, plant and equipment per consolidated statements of cash flows	$	745		$	389
Decrease in capital accruals	(137		)	(47		)
Total capital expenditures before acquisitions	608			342
Acquisitions(a)	(133		)	—
Total capital expenditures	$	475		$	342

^(a) The three months ended March 31, 2016 includes adjustments to the fair values of the property, plant and equipment, intangibles and goodwill acquired in connection with the MarkWest Merger. See Note 4.

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Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Mar. 31, 2016

Equity [Abstract]

Changes in Accumulated Other Comprehensive Loss by Component

The following table shows the changes in accumulated other comprehensive loss by component. Amounts in parentheses indicate debits.

(In millions)	Pension Benefits			Other Benefits			Gain on Cash Flow Hedge		Workers Compensation		Total
Balance as of December 31, 2014	$	(217	)	$	(104	)	$	4	$	4	$	(313	)
Other comprehensive income (loss) before reclassifications	(1		)	(1		)	—		—		(2		)
Amounts reclassified from accumulated other comprehensive loss:
Amortization – prior service credit(a)	(12		)	(1		)	—		—		(13		)
– actuarial loss(a)	13			3			—		—		16
– settlement loss(a)	1			—			—		—		1
Tax effect	(1		)	(1		)	—		—		(2		)
Other comprehensive income (loss)	—			—			—		—		—
Balance as of March 31, 2015	$	(217	)	$	(104	)	$	4	$	4	$	(313	)

(In millions)	Pension Benefits			Other Benefits			Gain on Cash Flow Hedge		Workers Compensation		Total
Balance as of December 31, 2015	$	(255	)	$	(70	)	$	4	$	3	$	(318	)
Other comprehensive income (loss) before reclassifications	—			—			—		—		—
Amounts reclassified from accumulated other comprehensive loss:
Amortization – prior service credit(a)	(11		)	(1		)	—		—		(12		)
– actuarial loss(a)	10			1			—		—		11
– settlement loss(a)	1			—			—		—		1
Tax effect	—			—			—		—		—
Other comprehensive income (loss)	—			—			—		—		—
Balance as of March 31, 2016	$	(255	)	$	(70	)	$	4	$	3	$	(318	)

^(a)  These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 20.

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Defined Benefit Pension and Other Postretirement Plans (Tables)

3 Months Ended

Mar. 31, 2016

Compensation and Retirement Disclosure [Abstract]

Components of Net Periodic Benefit Costs

The following summarizes the components of net periodic benefit costs:

	Three Months Ended March 31,
	Pension Benefits						Other Benefits
(In millions)	2016			2015			2016			2015
Components of net periodic benefit cost:
Service cost	$	28		$	23		$	8		$	8
Interest cost	19			18			9			8
Expected return on plan assets	(25		)	(26		)	—			—
Amortization – prior service credit	(11		)	(12		)	(1		)	(1		)
– actuarial loss	10			13			1			3
– settlement loss	1			1			—			—
Net periodic benefit cost	$	22		$	17		$	17		$	18

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Stock-Based Compensation Plans (Tables)

3 Months Ended

Mar. 31, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary of Stock Option Award Activity

The following table presents a summary of our stock option award activity for the three months ended March 31, 2016:

	Number of Shares		Weighted Average Exercise Price
Outstanding at December 31, 2015	8,724,631		$	27.16
Granted	934,611		34.63
Exercised	(44,137	)	16.30
Forfeited, canceled or expired	(6,134	)	48.52
Outstanding at March 31, 2016	9,608,971		27.92

Summary of Restricted Stock Award Activity

The following table presents a summary of restricted stock award activity for the three months ended March 31, 2016:

	Shares of Restricted Stock (“RS”)				Restricted Stock Units (“RSU”)
	Number of Shares		Weighted Average Grant Date Fair Value		Number of Units	Weighted Average Grant Date Fair Value
Outstanding at December 31, 2015	1,074,543		$	47.70	513,220	$	24.59
Granted	142,698		34.93		10,804	45.42
RS’s Vested/RSU’s Issued	(106,788	)	44.63		—	—
Forfeited	(16,362	)	47.92		—	—
Outstanding at March 31, 2016	1,094,091		46.33		524,024	25.02

Schedule of Performance Unit Awards

The following table presents a summary of the activity for performance unit awards to be settled in shares for the three months ended March 31, 2016:

	Number of Units		Weighted Average Grant Date Fair Value
Outstanding at December 31, 2015	6,145,442		$	0.92
Granted	2,329,500		0.57
Exercised	(1,764,792	)	0.95
Canceled	(314,972	)	0.93
Outstanding at March 31, 2016	6,395,178		0.78

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Supplementary Statistics (Tables)

3 Months Ended

Mar. 31, 2016

Text Block [Abstract]

Supplementary Statistics

Supplementary Statistics (Unaudited)

	Three Months Ended   March 31,
(In millions)	2016			2015
Income from Operations by segment
Refining & Marketing(a)	$	(62	)	$	1,292
Speedway	167			168
Midstream(a)(b)	167			90
Items not allocated to segments:
Corporate and other unallocated items(a)(b)	(67		)	(79		)
Pension settlement expenses	(1		)	(1		)
Impairments	(129		)	—
Income from operations	$	75		$	1,470
Capital Expenditures and Investments(c)
Refining & Marketing(a)	$	243		$	223
Speedway	50			45
Midstream(a)	350			87
Corporate and Other(d)	41			29
Total	$	684		$	384

^(a)  We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX; our inland marine business, which was previously included in Refining & Marketing, is now included in Midstream. Comparable prior period information has been recast to reflect our revised segment presentation.

^(b)  Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

^(c)  Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.

^(d)  Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

Operating Statistics

Supplementary Statistics (Unaudited)

	Three Months Ended   March 31,
	2016		2015
MPC Consolidated Refined Product Sales Volumes (mbpd)(a)	2,158		2,246
Refining & Marketing Operating Statistics
Refining & Marketing refined product sales volume (mbpd)(b)	2,148		2,233
Refining & Marketing gross margin (dollars per barrel)(c)(d)	$	9.98	$	16.14
Crude oil capacity utilization percent(e)	89		97
Refinery throughputs (mbpd):(f)
Crude oil refined	1,603		1,672
Other charge and blendstocks	171		180
Total	1,774		1,852
Sour crude oil throughput percent	61		56
WTI-priced crude oil throughput percent	18		20
Refined product yields (mbpd):(f)
Gasoline	899		911
Distillates	571		553
Propane	32		36
Feedstocks and special products	234		298
Heavy fuel oil	30		30
Asphalt	44		50
Total	1,810		1,878
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	2.43	$	0.79
Depreciation and amortization	1.54		1.42
Other manufacturing(h)	4.14		4.26
Total	$	8.11	$	6.47
Refining & Marketing Operating Statistics By Region - Gulf Coast
Refinery throughputs (mbpd):(i)
Crude oil refined	991		1,031
Other charge and blendstocks	217		179
Total	1,208		1,210
Sour crude oil throughput percent	75		70
WTI-priced crude oil throughput percent	3		5
Refined product yields (mbpd):(i)
Gasoline	533		523
Distillates	375		342
Propane	25		25
Feedstocks and special products	280		307
Heavy fuel oil	18		15
Asphalt	8		14
Total	1,239		1,226
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	2.62	$	0.80
Depreciation and amortization	1.17		1.14
Other manufacturing(h)	3.74		3.99
Total	$	7.53	$	5.93

Supplementary Statistics (Unaudited)
	Three Months Ended   March 31,
	2016			2015
Refining & Marketing Operating Statistics By Region – Midwest
Refinery throughputs (mbpd):(i)
Crude oil refined	612			641
Other charge and blendstocks	36			36
Total	648			677
Sour crude oil throughput percent	39			34
WTI-priced crude oil throughput percent	42			43
Refined product yields (mbpd):(i)
Gasoline	366			388
Distillates	196			211
Propane	9			13
Feedstocks and special products	34			23
Heavy fuel oil	12			16
Asphalt	36			36
Total	653			687
Refinery direct operating costs (dollars per barrel):(g)
Planned turnaround and major maintenance	$	1.76		$	0.73
Depreciation and amortization	2.03			1.85
Other manufacturing(h)	4.36			4.51
Total	$	8.15		$	7.09
Speedway Operating Statistics
Convenience stores at period-end	2,771			2,753
Gasoline and distillate sales (millions of gallons)	1,483			1,432
Gasoline and distillate gross margin (dollars per gallon)(j)	$	0.1682		$	0.1970
Merchandise sales (in millions)	$	1,152		$	1,111
Merchandise gross margin (in millions)	$	330		$	311
Merchandise gross margin percent	29.0		%	28.0		%
Same store gasoline sales volume (period over period)	1.0		%	(1.2		%)
Same store merchandise sales (period over period)(k)	3.1		%	6.2		%
Midstream Operating Statistics
Crude oil and refined product pipeline throughputs (mbpd)(l)	2,181			2,107
Gathering system throughput (MMcf/d)(m)	3,345
Natural gas processed (MMcf/d)(m)	5,636
C2 (ethane) + NGLs (natural gas liquids) fractionated (mbpd)(m)	312

^(a)  Total average daily volumes of refined product sales to wholesale, branded and retail (Speedway segment) customers.

^(b)  Includes intersegment sales.

^(c)  Sales revenue less cost of refinery inputs and purchased products, divided by total refinery throughputs.

^(d)  Excludes the lower of cost or market inventory valuation charge of $15 million for the first quarter of 2016.

^(e)  Based on calendar day capacity, which is an annual average that includes downtime for planned maintenance and other normal operating activities.

^(f)  Excludes inter-refinery volumes of 82 mbpd and 35 mbpd for the three months ended March 31, 2016 and 2015, respectively.

^(g)  Per barrel of total refinery throughputs.

^(h)  Includes utilities, labor, routine maintenance and other operating costs.

⁽ⁱ⁾  Includes inter-refinery transfer volumes.

^(j)  The price paid by consumers less the cost of refined products, including transportation, consumer excise taxes and bankcard processing fees, divided by gasoline and distillate sales volume.

^(k)  Excludes cigarettes. Same store sales comparison includes only locations owned at least 13 months.

^(l)  On owned common-carrier pipelines, excluding equity method investments.

^(m)  Includes amounts related to unconsolidated equity method investments. Includes the results of the MarkWest assets beginning on the Dec. 4, 2015 acquisition date.

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MPLX LP (Detail) - MPLX LP		3 Months Ended
	Mar. 31, 2016 Barge Tow_Boat	Mar. 31, 2016
Noncontrolling Interest [Line Items]
Number of tow boats | Tow_Boat	18
Number of barges | Barge	205
Ownership percentage of general partner interest	100.00%	100.00%
Public's ownership interest in MPLX	75.00%	75.00%
General Partner and Limited Partner
Noncontrolling Interest [Line Items]
MPC's partnership interest in MPLX (in percentage)	25.00%	25.00%
General Partner
Noncontrolling Interest [Line Items]
MPC's partnership interest in MPLX (in percentage)	2.00%	2.00%
Storage Services Butane Cavern
Noncontrolling Interest [Line Items]
Ownership interest		100.00%
MPLX Pipe Line Holdings LP | General Partner
Noncontrolling Interest [Line Items]
Ownership interest		100.00%

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MPLX LP (Contribution of Inland Marine Business to MPLX) (Details) - MPLX LP shares in Thousands, $ in Millions	Mar. 31, 2016 USD ($) shares
Limited Partner
Noncontrolling Interest [Line Items]
Units issued, number of shares	23,000
Equity interest issued, value assigned | $	$ 600
General Partner
Noncontrolling Interest [Line Items]
Units issued, number of shares	460

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MPLX LP (ATM Program) (Details) - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Mar. 04, 2016
Noncontrolling Interest [Line Items]
Net proceeds from issuance of MPLX LP common limited partners units	$ 315	$ 0
MPLX LP | General Partner
Noncontrolling Interest [Line Items]
MPC's partnership interest in MPLX (in percentage)	2.00%
ATM Program | MPLX LP
Noncontrolling Interest [Line Items]
Common units aggregate value			$ 500
Net proceeds from issuance of MPLX LP common limited partners units	$ 315
General partners' contributed capital	$ 6
ATM Program | MPLX LP | Limited Partners Common Units [Member]
Noncontrolling Interest [Line Items]
Sale of units (in number of common units)	12

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Acquisitions and Investments (Merger with MarkWest Energy Partners, L.P.) (Details) $ in Millions			1 Months Ended	3 Months Ended
		Dec. 04, 2015 USD ($) Segment	Dec. 31, 2015 USD ($)	Mar. 31, 2016 USD ($)
Business Acquisition [Line Items]
Purchase price adjustments	[1]			$ (241)
Number of reporting units				3
Midstream
Business Acquisition [Line Items]
Purchase price adjustments	[1]			$ (241)
Number of reporting units | Segment		3
MarkWest
Business Acquisition [Line Items]
Total fair value of consideration transferred		$ 8,610
Fair value of MPLX units issued		7,330
Cash payment to MarkWest unitholders		1,230	$ 1,280
Payable to MarkWest Class B unitholders		50
Equity method investments		2,600
Property, plant and equipment, net		8,517
MarkWest | Misstatement of Original Purchase Price Allocation
Business Acquisition [Line Items]
Purchase price adjustments		(68)
Equity method investments		2
Property, plant and equipment, net		2
MarkWest | Misstatement of Original Purchase Price Allocation | Customer Relationships
Business Acquisition [Line Items]
Other noncurrent assets		64
MarkWest | Adjustments
Business Acquisition [Line Items]
Equity method investments		143
Property, plant and equipment, net		$ 43

[1] See Note 4 for further discussion on purchase price allocation adjustments.

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Acquisitions and Investments (MarkWest - Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Millions		Mar. 31, 2016	Dec. 31, 2015	Dec. 04, 2015
Business Acquisition [Line Items]
Goodwill		$ 3,649	$ 4,019
MarkWest
Business Acquisition [Line Items]
Cash and cash equivalents				$ 12
Receivables				164
Inventories				32
Other current assets				44
Equity method investments				2,600
Property, plant and equipment, net				8,517
Other noncurrent assets(a)				538
Total assets acquired				11,907
Accounts payable				328
Payroll and benefits payable				13
Accrued taxes				21
Other current liabilities				44
Long-term debt				4,567
Deferred income taxes				377
Deferred credit and other liabilities				151
Noncontrolling interests				13
Total liabilities and noncontrolling interest assumed				5,514
Net assets acquired excluding goodwill				6,393
Goodwill				2,213
Net assets acquired				8,606
MarkWest | As originally reported
Business Acquisition [Line Items]
Cash and cash equivalents				12
Receivables				164
Inventories				33
Other current assets				44
Equity method investments				2,457
Property, plant and equipment, net				8,474
Other noncurrent assets(a)				473
Total assets acquired				11,657
Accounts payable				322
Payroll and benefits payable				13
Accrued taxes				21
Other current liabilities				44
Long-term debt				4,567
Deferred income taxes				374
Deferred credit and other liabilities				151
Noncontrolling interests				13
Total liabilities and noncontrolling interest assumed				5,505
Net assets acquired excluding goodwill				6,152
Goodwill				2,454
Net assets acquired				8,606
MarkWest | Adjustments
Business Acquisition [Line Items]
Cash and cash equivalents				0
Receivables				0
Inventories				(1)
Other current assets				0
Equity method investments				143
Property, plant and equipment, net				43
Other noncurrent assets(a)	[1]			65
Total assets acquired				250
Accounts payable				6
Payroll and benefits payable				0
Accrued taxes				0
Other current liabilities				0
Long-term debt				0
Deferred income taxes				3
Deferred credit and other liabilities				0
Noncontrolling interests				0
Total liabilities and noncontrolling interest assumed				9
Net assets acquired excluding goodwill				241
Goodwill				(241)
Net assets acquired				$ 0

[1] The adjustment relates to the intangible asset acquired.

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Acquisitions and Investments (Unaudited Pro Forma Financial Information) (Details) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2015 USD ($) $ / shares
Business Combinations [Abstract]
Sales and other operating revenues (including consumer excise taxes) | $	$ 17,652
Net income attributable to MPC | $	$ 871
Net income attributable to MPC per share – basic | $ / shares	$ 1.60
Net income attributable to MPC per share – diluted | $ / shares	$ 1.59

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Acquisitions and Investments (Investment in Ocean Vessel Joint Venture) (Details) - Crowley Ocean Partners $ in Millions	12 Months Ended	13 Months Ended
	Dec. 31, 2015 USD ($) vessel	Sep. 30, 2016 vessel	Mar. 31, 2016	Sep. 30, 2015
Schedule of Equity Method Investments [Line Items]
Equity method investments, ownership percentage			50.00%	50.00%
Number of vessels	2
Cash paid to acquire equity method investments | $	$ 72
Scenario, Forecast
Schedule of Equity Method Investments [Line Items]
Number of vessels		4

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Acquisitions and Investments (Investments in Pipeline Company) (Details) - USD ($) $ in Millions	3 Months Ended	29 Months Ended
	Mar. 31, 2016	Mar. 31, 2016	Jan. 01, 2019
North Dakota Pipeline
Schedule of Equity Method Investments [Line Items]
Equity method investments, ownership percentage	37.50%	37.50%
Cash paid to acquire equity method investments	$ 5	$ 292
North Dakota Pipeline Class A Units | Scenario, Forecast
Schedule of Equity Method Investments [Line Items]
Equity method investments, ownership percentage			27.00%
North Dakota Pipeline Class A Units | Scenario, Forecast | Maximum
Schedule of Equity Method Investments [Line Items]
Equity method investments, ownership percentage			30.00%

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Variable Interest Entities (Details) $ in Millions	Mar. 31, 2016 USD ($)
MarkWest Utica EMG
Variable Interest Entity [Line Items]
Equity method investments, ownership percentage	60.00%
VIE, maximum loss exposure, amount	$ 2,290
Ohio Gathering
Variable Interest Entity [Line Items]
Equity method investments, ownership percentage	36.00%

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Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015	Sep. 30, 2015
Related Party Transaction [Line Items]
Other income from related parties	$ 8	$ 1
Centennial
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	50.00%
Crowley Ocean Partners
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	50.00%			50.00%
Explorer
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	25.00%
Illinois Extension Pipeline
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	35.00%
LOCAP
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	59.00%
LOOP
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	51.00%
Jefferson Dry Gas
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	67.00%
MarkWest Utica EMG
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	60.00%
Ohio Condensate
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	60.00%
Due from related parties, noncurrent	$ 0		$ 1
Ohio Gathering
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	36.00%
TAAE
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	45.00%
TACE
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	60.00%
TAME
Related Party Transaction [Line Items]
Equity method investments, ownership percentage	67.00%
Other equity method investees
Related Party Transaction [Line Items]
Sales to related parties	$ 1	$ 1

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Related Party Transactions - Purchases from Related Parties (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Related Party Transaction [Line Items]
Purchases from related parties	$ 107	$ 76
Centennial
Related Party Transaction [Line Items]
Purchases from related parties	2	0
Crowley Ocean Partners
Related Party Transaction [Line Items]
Purchases from related parties	6	0
Explorer
Related Party Transaction [Line Items]
Purchases from related parties	2	7
Illinois Extension Pipeline
Related Party Transaction [Line Items]
Purchases from related parties	27	0
LOCAP
Related Party Transaction [Line Items]
Purchases from related parties	6	5
LOOP
Related Party Transaction [Line Items]
Purchases from related parties	13	13
Ohio Condensate
Related Party Transaction [Line Items]
Purchases from related parties	3	0
TAAE
Related Party Transaction [Line Items]
Purchases from related parties	9	13
TACE
Related Party Transaction [Line Items]
Purchases from related parties	17	16
TAME
Related Party Transaction [Line Items]
Purchases from related parties	20	20
Other equity method investees
Related Party Transaction [Line Items]
Purchases from related parties	$ 2	$ 2

XML

Related Party Transactions - Receivables From Related Parties (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Related Party Transaction [Line Items]
Current receivables from related parties	$ 7	$ 13
Centennial
Related Party Transaction [Line Items]
Current receivables from related parties	1	1
Jefferson Dry Gas
Related Party Transaction [Line Items]
Current receivables from related parties	0	2
MarkWest Utica EMG
Related Party Transaction [Line Items]
Current receivables from related parties	1	1
Ohio Condensate
Related Party Transaction [Line Items]
Current receivables from related parties	0	3
Ohio Gathering
Related Party Transaction [Line Items]
Current receivables from related parties	3	5
Other equity method investees
Related Party Transaction [Line Items]
Current receivables from related parties	$ 2	$ 1

XML

Related Party Transactions - Payables To Related Parties (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Related Party Transaction [Line Items]
Payables to related parties	$ 47	$ 42
Centennial
Related Party Transaction [Line Items]
Payables to related parties	1	0
Explorer
Related Party Transaction [Line Items]
Payables to related parties	1	1
Illinois Extension Pipeline
Related Party Transaction [Line Items]
Payables to related parties	10	4
LOCAP
Related Party Transaction [Line Items]
Payables to related parties	2	2
LOOP
Related Party Transaction [Line Items]
Payables to related parties	4	5
MarkWest Utica EMG
Related Party Transaction [Line Items]
Payables to related parties	21	19
Ohio Condensate
Related Party Transaction [Line Items]
Payables to related parties	3	4
TAAE
Related Party Transaction [Line Items]
Payables to related parties	1	1
TACE
Related Party Transaction [Line Items]
Payables to related parties	1	2
TAME
Related Party Transaction [Line Items]
Payables to related parties	2	3
Other equity method investees
Related Party Transaction [Line Items]
Payables to related parties	$ 1	$ 1

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Income Per Common Share - Summary of Earnings Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Basic earnings per share:
Net income attributable to MPC	$ 1	$ 891
Income allocated to participating securities	0	1
Income available to common stockholders – basic	$ 1	$ 890
Weighted average common shares outstanding (in shares)	529	545
Basic (in USD per share)	$ 0.003	$ 1.63
Diluted earnings per share:
Net income attributable to MPC	$ 1	$ 891
Income allocated to participating securities	0	1
Income available to common stockholders – diluted	$ 1	$ 890
Weighted average common shares outstanding (in shares)	529	545
Effect of dilutive securities (in shares)	2	4
Weighted average common shares, including dilutive effect (in shares)	531	549
Diluted (in USD per share)	$ 0.003	$ 1.62

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Income Per Common Share - Anti-dilutive Shares (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Stock Based Compensation Expense [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares issued under stock-based compensation plans	3	1

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Equity - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		51 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Mar. 31, 2016
Equity [Abstract]
Stock repurchase plan authorized amount	$ 10,000		$ 10,000
Cash paid for shares repurchased	75	$ 209	7,310
Stock repurchase plan remaining authorized amount	$ 2,690		$ 2,690
Number of shares repurchased	2	4	200
Effective average cost per delivered share	$ 43.96	$ 47.51	$ 36.71

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Equity - Share Repurchases (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		51 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Mar. 31, 2016
Equity [Abstract]
Number of shares repurchased	2	4	200
Cash paid for shares repurchased	$ 75	$ 209	$ 7,310
Effective average cost per delivered share	$ 43.96	$ 47.51	$ 36.71

XML

Segment Information - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2016 Segment
Segment Reporting [Abstract]
Number of reportable segments	3

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Segment Information - Income From Operations Attributable To Operating Segments (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Segment Reporting Information [Line Items]
Revenues		$ 12,755	$ 17,191
Income from operations		75	1,470
Income from equity method investments		22	15
Depreciation and amortization		490	363
Capital expenditures and investments	[1],[2]	684	384
Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues	[3]	2,359	2,921
Operating Segments
Segment Reporting Information [Line Items]
Revenues		15,114	20,112
Income from operations	[4]	272	1,550
Income from equity method investments		22	15
Depreciation and amortization	[5]	476	350
Capital expenditures and investments	[6]	643	355
Refining & Marketing
Segment Reporting Information [Line Items]
Revenues		8,406	12,644
Refining & Marketing | Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues		2,165	2,734
Refining & Marketing | Operating Segments
Segment Reporting Information [Line Items]
Revenues		10,571	15,378
Income from operations	[7]	(62)	1,292
Income from equity method investments		(1)	6
Depreciation and amortization		273	261
Capital expenditures and investments	[7]	243	223
Speedway
Segment Reporting Information [Line Items]
Revenues		3,950	4,531
Speedway | Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues		1	0
Speedway | Operating Segments
Segment Reporting Information [Line Items]
Revenues		3,951	4,531
Income from operations		167	168
Income from equity method investments		0	0
Depreciation and amortization		63	63
Capital expenditures and investments		50	45
Midstream
Segment Reporting Information [Line Items]
Revenues		399	16
Midstream | Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues		193	187
Midstream | Operating Segments
Segment Reporting Information [Line Items]
Revenues		592	203
Income from operations	[4],[7]	167	90
Income from equity method investments		23	9
Depreciation and amortization		140	26
Capital expenditures and investments	[7]	350	87
Reportable Segment
Segment Reporting Information [Line Items]
Revenues		$ 12,755	$ 17,191

[1] Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.

[2] Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

[3] Management believes intersegment transactions were conducted under terms comparable to those with unaffiliated parties

[4] Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

[5] Differences between segment totals and MPC totals represent amounts related to unallocated items and are included in “Items not allocated to segments” in the reconciliation below.

[6] Capital expenditures include changes in capital accruals, acquisitions (including any goodwill) and investments in affiliates.

[7] We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX; our inland marine business, which was previously included in Refining & Marketing, is now included in Midstream. Comparable prior period information has been recast to reflect our revised segment presentation.

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Segment Information - Reconciliation Of Segment Income From Operations To Income Before Income Taxes (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016		Mar. 31, 2015
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Income from operations		$ 75		$ 1,470
Impairment expense		129		0
Net interest and other financial income (costs)		142		81
Income before income taxes		(67)		1,389
Operating Segments
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Income from operations	[1]	272		1,550
Corporate and Other
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Income from operations	[2],[3],[4]	(67)		(79)
Segment Reconciling Items
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Pension settlement expenses	[5]	(1)		(1)
Impairment expense		$ (129)	[6]	$ 0

[1] Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

[2] Corporate and other unallocated items consists primarily of MPC’s corporate administrative expenses and costs related to certain non-operating assets.

[3] Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

[4] We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX; our inland marine business, which was previously included in Refining & Marketing, is now included in Midstream. Comparable prior period information has been recast to reflect our revised segment presentation.

[5] See Note 20.

[6] See Note 14.

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Segment Information - Reconciliation Of Segment Capital Expenditures And Investments To Total Capital Expenditures (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016		Mar. 31, 2015
Reconciliation Of Segment Capital Expenditures And Investments To Total Capital Expenditures [Line Items]
Capital expenditures and investments	[1],[2]	$ 684		$ 384
Plus: Items not allocated to segments:
Capital expenditures	[3]	475		342
MarkWest | Adjustments
Reconciliation Of Segment Capital Expenditures And Investments To Total Capital Expenditures [Line Items]
Less: Investments in equity method investees		(143)
Operating Segments
Reconciliation Of Segment Capital Expenditures And Investments To Total Capital Expenditures [Line Items]
Capital expenditures and investments	[4]	643		355
Less: Investments in equity method investees		(209)	[5]	(42)
Corporate and Other
Reconciliation Of Segment Capital Expenditures And Investments To Total Capital Expenditures [Line Items]
Capital expenditures and investments	[2]	41		29
Plus: Items not allocated to segments:
Capital expenditures not allocated to segments		24		21
Capitalized interest		$ 17		$ 8

[1] Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.

[2] Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

[3] Capital expenditures include changes in capital accruals. See Note 18 for a reconciliation of total capital expenditures to additions to property, plant and equipment as reported in the consolidated statements of cash flows.

[4] Capital expenditures include changes in capital accruals, acquisitions (including any goodwill) and investments in affiliates.

[5] The three months ended March 31, 2016 includes an adjustment of $143 million to the fair value of equity investments acquired in connection with the MarkWest Merger. See Note 4.

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Other Items - Net Interest And Other Financial Income (Costs) (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016		Mar. 31, 2015
Interest income	$ 1		$ 1
Interest expense	(153)	[1]	(80)
Interest capitalized	16		8
Other financial costs	(6)		(10)
Net interest and other financial income (costs)	142		$ 81
MPLX LP | Senior Notes | MarkWest
Amortization of debt discount	$ 11

[1] The three months ended March 31, 2016 includes $11 million for the amortization of the discount related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

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Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating Loss Carryforwards [Line Items]
Combined federal, state and foreign income tax rate	(17.00%)	35.00%
Effective income tax rate reconciliation, noncontrolling interest income (loss), percent	(51.00%)
Statutory rate applied to income before income taxes	35.00%	35.00%
Deferred income tax effect from changes in noncontrolling interest - contribution of inland marine	$ 42
Deferred income tax effect from changes in noncontrolling interest - MarkWest Merger	115
Unrecognized benefits	11
Additional Paid-in Capital
Operating Loss Carryforwards [Line Items]
Deferred income tax effect from changes in noncontrolling interest - contribution of inland marine	42
Deferred income tax effect from changes in noncontrolling interest - MarkWest Merger	$ 115

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Inventories - Summary Of Inventories (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Crude oil and refinery feedstocks	$ 2,044	$ 2,180
Refined products	2,761	2,804
Materials and supplies	399	438
Merchandise	164	173
Lower of cost or market reserve	(385)	(370)
Total	$ 4,983	$ 5,225

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Inventories - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Inventory Disclosure [Abstract]
Lower of cost or market reserve	$ (385)		$ (370)
Inventory market valuation charge	15	$ 0
Impact on revenues and costs as a result of LIFO liquidations	$ 0	$ 0

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Property, Plant And Equipment - Summary Of Property, Plant And Equipment (Detail) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 36,215	$ 35,604
Less accumulated depreciation	10,896	10,440
Net property, plant and equipment	25,319	25,164
Operating Segments | Refining & Marketing
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	18,631	18,396
Operating Segments | Speedway
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	5,108	5,067
Operating Segments | Midstream
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	11,707	11,379
Corporate and Other
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 769	$ 762

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Goodwill (Details) $ in Millions		3 Months Ended
	Dec. 04, 2015 Segment	Mar. 31, 2016 USD ($)	Mar. 31, 2015 USD ($)
Goodwill [Line Items]
Number of reporting units		3
Number of reporting units impaired		2
Impairment loss		$ (129)	$ 0
Fair Value, Measurements, Nonrecurring
Goodwill [Line Items]
Impairment loss		(129)	$ 0
Midstream
Goodwill [Line Items]
Number of reporting units | Segment	3
Impairment loss		$ (129)
Midstream | Fair Value, Measurements, Nonrecurring | Goodwill | Minimum
Goodwill [Line Items]
Discount rate		10.50%
Midstream | Fair Value, Measurements, Nonrecurring | Goodwill | Maximum
Goodwill [Line Items]
Discount rate		11.50%

XML

Goodwill - Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Goodwill [Line Items]
Goodwill, beginning balance		$ 4,019
Purchase price adjustments	[1]	(241)
Impairment loss		(129)	$ 0
Goodwill, ending balance		3,649
Refining & Marketing
Goodwill [Line Items]
Goodwill, beginning balance		539
Purchase price adjustments		0
Impairment loss		0
Goodwill, ending balance		539
Speedway
Goodwill [Line Items]
Goodwill, beginning balance		853
Purchase price adjustments		0
Impairment loss		0
Goodwill, ending balance		853
Midstream
Goodwill [Line Items]
Goodwill, beginning balance		2,627
Purchase price adjustments	[1]	(241)
Impairment loss		(129)
Goodwill, ending balance		$ 2,257

[1] See Note 4 for further discussion on purchase price allocation adjustments.

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Fair Value Measurements - Assets and Liabilities Accounted for at Fair Value on Recurring Basis (Detail) - USD ($) $ in Millions		Mar. 31, 2016		Dec. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash collateral netted with derivative liabilities		$ 40
Cash collateral netted with derivative assets				$ (23)
Contingent consideration, current		200		196
Embedded derivatives in commodity contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Embedded derivatives, current		6		5
Fair Value, Measurements, Recurring
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, assets - netting and collateral	[1]	(67)		(62)
Commodity derivative instruments, assets - collateral pledged not offset		72		0
Other assets	[2]	2		2
Total assets at fair value	[2]	4		53
Commodity derivative instruments, liabilities - netting and collateral		(107)	[1]	(39)
Commodity derivative instruments, liabilities - collateral pledged not offset		0		0	[3]
Contingent consideration, liability	[2],[3]	324		317
Total liabilities at fair value	[2]	359		349
Fair Value, Measurements, Recurring | Commodity derivatives
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, assets - netting and collateral	[1]	(67)		(62)
Commodity derivative instruments, assets - net carrying value on balance sheet	[2]	2		51
Commodity derivative instruments, assets - collateral pledged not offset		72		0
Commodity derivative instruments, liabilities - netting and collateral	[1]	(107)		(39)
Commodity derivative instruments, liabilities - net carrying value on balance sheet	[2]	1		0
Commodity derivative instruments, liabilities - collateral pledged not offset		0		0
Fair Value, Measurements, Recurring | Embedded derivatives in commodity contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, liabilities - netting and collateral		0		0
Commodity derivative instruments, liabilities - net carrying value on balance sheet	[2],[4]	34		32
Commodity derivative instruments, liabilities - collateral pledged not offset		0		0
Fair Value, Measurements, Recurring | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets		2		2
Total assets at fair value		69		106
Contingent consideration, liability		0		0
Total liabilities at fair value		107		39
Fair Value, Measurements, Recurring | Level 1 | Commodity derivatives
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, assets - gross		67		104
Commodity derivative instruments, liabilities - gross		107		39
Fair Value, Measurements, Recurring | Level 1 | Embedded derivatives in commodity contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, liabilities - gross		0		0
Fair Value, Measurements, Recurring | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets		0		0
Total assets at fair value		1		2
Contingent consideration, liability		0		0
Total liabilities at fair value		0		0
Fair Value, Measurements, Recurring | Level 2 | Commodity derivatives
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, assets - gross		1		2
Commodity derivative instruments, liabilities - gross		0		0
Fair Value, Measurements, Recurring | Level 2 | Embedded derivatives in commodity contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, liabilities - gross		0		0
Fair Value, Measurements, Recurring | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets		0		0
Total assets at fair value		1		7
Contingent consideration, liability	[3]	324		317
Total liabilities at fair value		359		349
Fair Value, Measurements, Recurring | Level 3 | Commodity derivatives
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, assets - gross		1		7
Commodity derivative instruments, liabilities - gross		1		0
Fair Value, Measurements, Recurring | Level 3 | Embedded derivatives in commodity contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Commodity derivative instruments, liabilities - gross	[4]	$ 34		$ 32

[1] Represents the impact of netting assets, liabilities and cash collateral when a legal right of offset exists. As of March 31, 2016, cash collateral of $40 million was netted with the mark-to-market derivative liabilities. As of December 31, 2015, $23 million was netted with mark-to-market derivative assets.

[2] We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet.

[3] Includes $200 million and $196 million classified as current at March 31, 2016 and December 31, 2015, respectively.

[4] Includes $6 million and $5 million classified as current at March 31, 2016 and December 31, 2015, respectively.

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Fair Value Measurements - Narrative (Detail)	3 Months Ended			24 Months Ended
	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($) $ / bbl	Mar. 31, 2015 USD ($)	Jun. 30, 2016 USD ($)	Feb. 01, 2013 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Remaining commitment for contingent consideration		$ 1,700,000,000
Galveston Bay Refinery and Related Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Maximum earnout payment, year one					$ 200,000,000
Maximum earnout payment, year two					200,000,000
Maximum earnout payment, year three					200,000,000
Maximum earnout payment, year four					250,000,000
Maximum earnout payment, year five					250,000,000
Maximum earnout payment, year six					250,000,000
Total cumulative payment capped over six-year period					$ 700,000,000
Remaining commitment for contingent consideration		$ 331,000,000
Galveston Bay Refinery and Related Assets | Scenario, Forecast
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration payment	$ 200,000,000			$ 569,000,000
Remaining commitment for contingent consideration	$ 131,000,000
Embedded derivatives in commodity contracts | First Five Year Term
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Embedded Derivative Renewal Term		5 years
Embedded derivatives in commodity contracts | Second Five Year Term
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Embedded Derivative Renewal Term		5 years
Level 3 | Minimum | Galveston Bay Refinery and Related Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Range of internal and external crack spread forecast per barrel | $ / bbl		9
Discount rate		4.00%
Level 3 | Maximum | Galveston Bay Refinery and Related Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Range of internal and external crack spread forecast per barrel | $ / bbl		16
Discount rate		9.00%
Level 3 | Commodity derivatives | Minimum | Ethanol prices
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Forward commodity price		$ 0.17
Level 3 | Commodity derivatives | Maximum | Ethanol prices
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Forward commodity price		$ 3.37
Level 3 | Embedded derivatives in commodity contracts | First Five Year Term
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Probability of renewal		50.00%
Level 3 | Embedded derivatives in commodity contracts | Second Five Year Term
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Probability of renewal		75.00%
Level 3 | Embedded derivatives in commodity contracts | Minimum | ERCOT Pricing
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity price		$ 21.34
Level 3 | Embedded derivatives in commodity contracts | Maximum | ERCOT Pricing
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Commodity price		44.27
Fair Value, Measurements, Recurring | Derivative
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Unrealized gains losses included in net income		5,000,000	$ 0
Fair Value, Measurements, Recurring | Contingent Consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Unrealized gains losses included in net income		$ 7,000,000	$ 12,000,000

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Fair Value Measurements - Reconciliation of Net Beginning and Ending Balances Recorded for Net Assets and Liabilities Classified as Level 3 (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 342	$ 478
Unrealized and realized losses included in net income	12	12
Settlements of derivative instruments	4	0
Ending balance	$ 358	$ 490

XML

Fair Value Measurements - Nonrecurring (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impairment expense	$ 129	$ 0
Fair Value, Measurements, Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Goodwill, fair value disclosure	0	0
Impairment expense	$ 129	$ 0

XML

Fair Value Measurements - Financial Instruments at Fair Value, Excluding Derivative Financial Instruments and Contingent Consideration (Detail) - USD ($) $ in Millions		Mar. 31, 2016	Dec. 31, 2015
Fair Value
Financial assets:
Investments		$ 30	$ 33
Other		35	35
Total financial assets		65	68
Financial liabilities:
Long-term debt	[1]	11,086	11,366
Deferred credits and other liabilities		140	136
Total financial liabilities		11,226	11,502
Carrying Value
Financial assets:
Investments		2	2
Other		35	33
Total financial assets		37	35
Financial liabilities:
Long-term debt	[1]	11,276	11,628
Deferred credits and other liabilities		138	135
Total financial liabilities		$ 11,414	$ 11,763

[1] Excludes capital leases and debt issuance costs, however, includes amount classified as debt due within one year.

XML

Derivatives - Classification of Gross Fair Values of Derivative Instruments, Excluding Cash Collateral (Detail) - Commodity derivatives - USD ($) $ in Millions		Mar. 31, 2016	Dec. 31, 2015
Other current assets
Derivatives, Fair Value [Line Items]
Asset		$ 69	$ 113
Liability		107	39
Other current liabilities
Derivatives, Fair Value [Line Items]
Asset		0	0
Liability		7	5
Deferred credits and other liabilities
Derivatives, Fair Value [Line Items]
Asset		0	0
Liability	[1]	$ 28	$ 27

[1] Includes embedded derivatives.

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Derivatives - Open Commodity Derivative Contracts - Crude Oil (Details) bbl in Thousands	3 Months Ended
	Mar. 31, 2016 bbl
Crude Oil Exchange-Traded
Derivative [Line Items]
Percentage of derivative contracts expiring in the period	83.00%
Derivative contract expiration date	Jun. 30, 2016
Crude Oil Exchange-Traded | Long
Derivative [Line Items]
Notional contracts (in thousands of Total Barrels)	25,142	[1]
Crude Oil Exchange-Traded | Short
Derivative [Line Items]
Notional contracts (in thousands of Total Barrels)	30,048	[1]
Crude Oil OTC | Short
Derivative [Line Items]
Notional contracts (in thousands of Total Barrels)	83

[1] of the exchange-traded contracts expire in the second quarter of 2016.

XML

Derivatives - Open Commodity Derivative Contracts - Natural Gas (Details)	Mar. 31, 2016 MMBTU
Natural Gas OTC | Long
Derivative [Line Items]
Notional contracts (in MMbtu)	745,826

XML

Derivatives - Open Commodity Derivative Contracts - Refined Products (Detail) gal in Thousands	3 Months Ended
	Mar. 31, 2016 gal
Refined Products Exchange-Traded
Derivative [Line Items]
Percentage of derivative contracts expiring in the period	100.00%
Refined Products Exchange-Traded | Long
Derivative [Line Items]
Notional contracts (in thousands of Total Gallons)	241,500	[1]
Refined Products Exchange-Traded | Short
Derivative [Line Items]
Notional contracts (in thousands of Total Gallons)	137,424	[1]
Refined Products OTC | Short
Derivative [Line Items]
Notional contracts (in thousands of Total Gallons)	55,759

[1] of the exchange-traded contracts expire in the second quarter of 2016.

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Derivatives - Effect of Commodity Derivative Instruments in Statements of Income (Detail) - Commodity derivatives - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss)	$ (55)	$ 59
Sales and other operating revenues
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss)	6	14
Cost of revenues
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss)	$ (61)	$ 45

XML

Debt - Outstanding Borrowings (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Commercial paper		$ 188	$ 0
Total		12,104	12,475
Unamortized debt issuance costs		(50)	(51)
Unamortized discount	[1]	(488)	(499)
Amounts due within one year		(215)	(29)
Total long-term debt due after one year		11,351	11,896
MPLX LP
Debt Instrument [Line Items]
Amounts due within one year		(1)	(1)
Total long-term debt due after one year		4,715	5,255
Senior Notes | MPLX LP | MarkWest
Debt Instrument [Line Items]
Long-term debt, gross		63	63
Unamortized discount		(453)	(464)
Capital Lease Obligations | Subsidiaries
Debt Instrument [Line Items]
Capital lease obligations		$ 340	348
Debt instrument maturity year, start		Jan. 01, 2016
Debt instrument maturity year, end		Dec. 31, 2028
Bank revolving credit facility due 2017 | Line of Credit
Debt Instrument [Line Items]
Long-term debt, gross		$ 0	0
Line of credit facility, expiration date		Sep. 14, 2017
Term loan agreement due 2019 | Unsecured Debt
Debt Instrument [Line Items]
Long-term debt, gross		$ 700	700
Line of credit facility, expiration date		Sep. 30, 2019
Senior notes, 2.700% due December 2018 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 600	600
Debt instrument, maturity date		Dec. 14, 2018
Debt instrument, interest rate		2.70%
Senior notes, 3.400% due December 2020 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 650	650
Debt instrument, maturity date		Dec. 15, 2020
Debt instrument, interest rate		3.40%
Senior notes, 5.125% due March 2021 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 1,000	1,000
Debt instrument, maturity date		Mar. 01, 2021
Debt instrument, interest rate		5.125%
Senior notes, 3.625%, due September 2024 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 750	750
Debt instrument, maturity date		Sep. 15, 2024
Debt instrument, interest rate		3.625%
Senior notes, 6.500%, due March 2041 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 1,250	1,250
Debt instrument, maturity date		Mar. 01, 2041
Debt instrument, interest rate		6.50%
Senior notes, 4.750%, due September 2044 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 800	800
Debt instrument, maturity date		Sep. 15, 2044
Debt instrument, interest rate		4.75%
Senior notes, 5.850% due December 2045 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 250	250
Debt instrument, maturity date		Dec. 15, 2045
Debt instrument, interest rate		5.85%
Senior notes, 5.000%, due September 2054 | Senior Notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 400	400
Debt instrument, maturity date		Sep. 15, 2054
Debt instrument, interest rate		5.00%
MPLX bank revolving credit facility due 2020 | Unsecured Debt | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 250	250
Line of credit facility, expiration date		Nov. 20, 2019
MPLX bank revolving credit facility due 2020 | Line of Credit | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 326	877
Line of credit facility, expiration date		Dec. 04, 2020
MPLX senior notes, 5.500%, due February 2023 | Senior Notes | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 710	710
Debt instrument, maturity date		Feb. 15, 2023
Debt instrument, interest rate		5.50%
MPLX senior notes, 5.500%, due February 2023 | Senior Notes | MPLX LP | MarkWest
Debt Instrument [Line Items]
Debt instrument, maturity date		Feb. 15, 2023
Debt instrument, interest rate		5.50%
MPLX senior notes, 4.500%, due July 2023 | Senior Notes | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 989	989
Debt instrument, maturity date		Jul. 15, 2023
Debt instrument, interest rate		4.50%
MPLX senior notes, 4.500%, due July 2023 | Senior Notes | MPLX LP | MarkWest
Debt Instrument [Line Items]
Debt instrument, maturity date		Jul. 15, 2023
Debt instrument, interest rate		4.50%
MPLX senior notes, 4.875%, due December 2024 | Senior Notes | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 1,149	1,149
Debt instrument, maturity date		Dec. 01, 2024
Debt instrument, interest rate		4.875%
MPLX senior notes, 4.875%, due December 2024 | Senior Notes | MPLX LP | MarkWest
Debt Instrument [Line Items]
Debt instrument, maturity date		Dec. 01, 2024
Debt instrument, interest rate		4.875%
MPLX senior notes, 4.000%, due February 2025 | Senior Notes | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 500	500
Debt instrument, maturity date		Feb. 15, 2025
Debt instrument, interest rate		4.00%
MPLX senior notes, 4.875%, due June 2025 | Senior Notes | MPLX LP
Debt Instrument [Line Items]
Long-term debt, gross		$ 1,189	1,189
Debt instrument, maturity date		Jun. 01, 2025
Debt instrument, interest rate		4.875%
MPLX senior notes, 4.875%, due June 2025 | Senior Notes | MPLX LP | MarkWest
Debt Instrument [Line Items]
Debt instrument, maturity date		Jun. 01, 2025
Debt instrument, interest rate		4.875%
Trade receivables securitization facility due December 2016
Debt Instrument [Line Items]
Long-term debt, gross		$ 0
Trade receivables securitization facility due December 2016 | Secured Debt | Subsidiaries
Debt Instrument [Line Items]
Long-term debt, gross		$ 0	$ 0
Line of credit facility, expiration date		Dec. 31, 2016

[1] Includes $453 million and $464 million discount as of March 31, 2016 and December 31, 2015, respectively, related to the difference between the fair value and the principal amount of the assumed MarkWest debt.

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Debt - Commercial Paper (Details) - USD ($) $ in Millions		3 Months Ended
	Feb. 26, 2016	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Debt Instrument [Line Items]
Debt instrument, term	397 days
Commercial paper – issued		$ 264	$ 0
Commercial paper - repayments		76	$ 0
Commercial paper		$ 188		$ 0
Commercial Paper
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 2,000
Weighted average interest rate		0.89%

XML

Debt - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Bank revolving credit facility due 2017 | Line of Credit
Line of Credit Facility [Line Items]
Long-term debt, gross	$ 0	$ 0
Trade receivables securitization facility due December 2016
Line of Credit Facility [Line Items]
Long-term debt, gross	0
Borrowings during period	$ 280
Interest rate during period	1.30%
Repayments during period	$ 280
MPLX bank revolving credit facility due 2020 | MPLX LP
Line of Credit Facility [Line Items]
Borrowings during period	$ 306
Interest rate during period	1.90%
Repayments during period	$ 857
Remaining borrowing capacity	1,700
MPLX bank revolving credit facility due 2020 | MPLX LP | Letter of Credit
Line of Credit Facility [Line Items]
Borrowings outstanding	8
MPLX bank revolving credit facility due 2020 | Line of Credit | MPLX LP
Line of Credit Facility [Line Items]
Long-term debt, gross	$ 326	$ 877

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Supplemental Cash Flow Information - Summary of Supplemental Cash Flow Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Net cash provided by operating activities included:
Interest paid (net of amounts capitalized)	$ 160	$ 128
Net income taxes paid to (refunded from) taxing authorities	$ (128)	$ 160

XML

Supplemental Cash Flow Information - Reconciliation of Additions to Property, Plant and Equipment to Total Capital Expenditures (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016		Mar. 31, 2015
Supplemental Cash Flow Elements [Abstract]
Additions to property, plant and equipment per consolidated statements of cash flows		$ 745		$ 389
Decrease in capital accruals		(137)		(47)
Total capital expenditures before acquisitions		608		342
Acquisitions		(133)	[1]	0
Capital expenditures	[2]	$ 475		$ 342

[1] The three months ended March 31, 2016 includes adjustments to the fair values of the property, plant and equipment, intangibles and goodwill acquired in connection with the MarkWest Merger. See Note 4.

[2] Capital expenditures include changes in capital accruals. See Note 18 for a reconciliation of total capital expenditures to additions to property, plant and equipment as reported in the consolidated statements of cash flows.

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Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss by Component (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance		$ (318)	$ (313)
Other comprehensive loss before reclassifications		0	(2)
Amounts reclassified from accumulated other comprehensive loss:
Amortization - prior service credit	[1]	(12)	(13)
Amortization - actuarial loss	[1]	11	16
Amortization - settlement loss	[1]	1	1
Tax effect		0	(2)
Other comprehensive income (loss)		0	0
Ending balance		(318)	(313)
Accumulated Defined Benefit Plans Adjustment | Pension Benefits
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance		(255)	(217)
Other comprehensive loss before reclassifications		0	(1)
Amounts reclassified from accumulated other comprehensive loss:
Amortization - prior service credit	[1]	(11)	(12)
Amortization - actuarial loss	[1]	10	13
Amortization - settlement loss	[1]	1	1
Tax effect		0	(1)
Other comprehensive income (loss)		0	0
Ending balance		(255)	(217)
Accumulated Defined Benefit Plans Adjustment | Other Benefits
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance		(70)	(104)
Other comprehensive loss before reclassifications		0	(1)
Amounts reclassified from accumulated other comprehensive loss:
Amortization - prior service credit	[1]	(1)	(1)
Amortization - actuarial loss	[1]	1	3
Amortization - settlement loss		0	0
Tax effect		0	(1)
Other comprehensive income (loss)		0	0
Ending balance		(70)	(104)
Gain on Cash Flow Hedge
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance		4	4
Other comprehensive loss before reclassifications		0	0
Amounts reclassified from accumulated other comprehensive loss:
Tax effect		0	0
Other comprehensive income (loss)		0	0
Ending balance		4	4
Workers Compensation
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance		3	4
Other comprehensive loss before reclassifications		0	0
Amounts reclassified from accumulated other comprehensive loss:
Tax effect		0	0
Other comprehensive income (loss)		0	0
Ending balance		$ 3	$ 4

[1] These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 20.

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Defined Benefit Pension and Other Postretirement Plans - Components of Net Periodic Benefit Costs (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Pension Benefits
Components of net periodic benefit cost:
Service cost	$ 28	$ 23
Interest cost	19	18
Expected return on plan assets	(25)	(26)
Amortization – prior service credit	(11)	(12)
Amortization – actuarial loss	10	13
Amortization - settlement loss	1	1
Net periodic benefit cost	22	17
Other Benefits
Components of net periodic benefit cost:
Service cost	8	8
Interest cost	9	8
Expected return on plan assets	0	0
Amortization – prior service credit	(1)	(1)
Amortization – actuarial loss	1	3
Amortization - settlement loss	0	0
Net periodic benefit cost	$ 17	$ 18

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Defined Benefit Pension and Other Postretirement Plans - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Employer contributions	$ 0
Pension settlement expenses	1	$ 1
Other Pension Plan
Defined Benefit Plan Disclosure [Line Items]
Benefits paid	2
Other Benefits
Defined Benefit Plan Disclosure [Line Items]
Benefits paid	7
Pension settlement expenses	$ 0	$ 0

XML

Stock-Based Compensation Plans - Summary of Stock Option Award Activity (Detail) - Stock Options	3 Months Ended
	Mar. 31, 2016 $ / shares shares
Number of Shares
Outstanding, beginning balance | shares	8,724,631
Granted | shares	934,611
Exercised | shares	(44,137)
Forfeited, canceled or expired | shares	(6,134)
Outstanding, ending balance | shares	9,608,971
Weighted Average Exercise Price
Outstanding, beginning balance (in USD per share) | $ / shares	$ 27.16
Granted (in USD per share) | $ / shares	34.63
Exercised (in USD per share) | $ / shares	16.30
Forfeited, canceled or expired (in USD per share) | $ / shares	48.52
Outstanding, ending balance (in USD per share) | $ / shares	$ 27.92

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Stock-Based Compensation Plans - Narrative (Detail)	3 Months Ended
	Mar. 31, 2016 $ / shares
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant date fair value (in USD per share)	$ 9.97
Performance Unit Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in USD per share)	$ 0.57

XML

Stock-Based Compensation Plans - Summary of Restricted Stock Award Activity (Detail)	3 Months Ended
	Mar. 31, 2016 $ / shares shares
Restricted Stock
Number of Shares
Outstanding, beginning balance | shares	1,074,543
Granted | shares	142,698
RS’s Vested/RSU’s Issued | shares	(106,788)
Forfeited | shares	(16,362)
Outstanding, ending balance | shares	1,094,091
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in USD per share) | $ / shares	$ 47.70
Granted (in USD per share) | $ / shares	34.93
RS's Vested/RSU's Issued (in USD per share) | $ / shares	44.63
Forfeited (in USD per share) | $ / shares	47.92
Outstanding, ending balance (in USD per share) | $ / shares	$ 46.33
Restricted Stock Units
Number of Shares
Outstanding, beginning balance | shares	513,220
Granted | shares	10,804
RS’s Vested/RSU’s Issued | shares	0
Forfeited | shares	0
Outstanding, ending balance | shares	524,024
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in USD per share) | $ / shares	$ 24.59
Granted (in USD per share) | $ / shares	45.42
RS's Vested/RSU's Issued (in USD per share) | $ / shares	0.00
Forfeited (in USD per share) | $ / shares	0.00
Outstanding, ending balance (in USD per share) | $ / shares	$ 25.02

XML

Stock-Based Compensation Plans - Summary of Performance Unit Awards (Detail) - Performance Unit Awards	3 Months Ended
	Mar. 31, 2016 $ / shares shares
Number of Units
Outstanding, beginning balance | shares	6,145,442
Granted | shares	2,329,500
Exercised | shares	(1,764,792)
Canceled | shares	(314,972)
Outstanding, ending balance | shares	6,395,178
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in USD per share) | $ / shares	$ 0.92
Granted (in USD per share) | $ / shares	0.57
Exercised (in USD per share) | $ / shares	0.95
Canceled (in USD per share) | $ / shares	0.93
Outstanding, ending balance (in USD per share) | $ / shares	$ 0.78

XML

Commitments and Contingencies (Detail)

3 Months Ended

Mar. 31, 2016

Pending Litigation

Loss Contingencies [Line Items]

Loss contingency, inestimable loss

For matters for which we have not recorded an accrued liability, we are unable to estimate a range of possible loss because the issues involved have not been fully developed through pleadings and discovery.

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Commitments and Contingencies (Environmental Matters) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Commitments and Contingencies Disclosure [Abstract]
Accrued liabilities for remediation	$ 166	$ 163
Receivables for recoverable costs	$ 68	$ 70

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Commitments and Contingencies (Litigation Relating to the MarkWest Merger) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
MarkWest Merger
Loss Contingencies [Line Items]
Legal Fees	$ 2

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Commitments and Contingencies (Other Lawsuits) (Details) - Emergency Pricing And Consumer Protection Laws - Pending Litigation $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Loss Contingencies [Line Items]
Plaintiff	Commonwealth of Kentucky
Alleged amount overcharged from customers	$ 89
Loss contingency, period of occurrence	during September and October 2005

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Commitments and Contingencies (Guarantees) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Sep. 30, 2015
Centennial
Loss Contingencies [Line Items]
Equity method investments, ownership percentage	50.00%
Crowley Ocean Partners
Loss Contingencies [Line Items]
Equity method investments, ownership percentage	50.00%	50.00%
Financial Guarantee | LOOP and LOCAP LLC | Guarantee of Indebtedness of Others
Loss Contingencies [Line Items]
Line of credit facility, expiration date	Dec. 31, 2037
Maximum potential undiscounted payments	$ 172
Financial Guarantee | Centennial | Master Shelf Agreement
Loss Contingencies [Line Items]
Line of credit facility, expiration date	Dec. 31, 2024
Maximum potential undiscounted payments	$ 33
Financial Guarantee | Crowley Ocean Partners | Guarantee of Indebtedness of Others
Loss Contingencies [Line Items]
Maximum potential undiscounted payments	81
Financial Guarantee | Crowley Ocean Partners | Guarantee of Indebtedness of Others | Crowley Term Loan
Loss Contingencies [Line Items]
Maximum borrowing capacity	325
Indemnification Agreement | Marathon Oil Companies
Loss Contingencies [Line Items]
Guarantee obligation current carrying value	3
Other Guarantees | Equity method investees
Loss Contingencies [Line Items]
Maximum potential undiscounted payments	89
Guarantee obligations maximum exposure per event	$ 50

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Commitments and Contingencies (Contractual Commitments and Contingencies) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Loss Contingencies [Line Items]
Contractual commitments to acquire property, plant and equipment and advance funds to equity method investees	$ 1,700
Galveston Bay Refinery and Related Assets
Loss Contingencies [Line Items]
Contractual commitments to acquire property, plant and equipment and advance funds to equity method investees	331
North Dakota Pipeline
Loss Contingencies [Line Items]
Contractual commitments to acquire property, plant and equipment and advance funds to equity method investees	625
Crowley Ocean Partners
Loss Contingencies [Line Items]
Contractual commitments to acquire property, plant and equipment and advance funds to equity method investees	$ 69

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Subsequent Event (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions		3 Months Ended
	Apr. 27, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015
Subsequent Event [Line Items]
Preferred units, value, issued			$ 0	$ 0
Subsequent Event | Series A Convertible Preferred Units
Subsequent Event [Line Items]
Preferred units, description	The Preferred Units are convertible into MPLX common units on a one for one basis after three years, at the purchasers’ option, and after four years at MPLX’s option, subject to certain conditions.
Subsequent Event | MPLX LP | Series A Convertible Preferred Units
Subsequent Event [Line Items]
Preferred units, value, issued	$ 1,000
Preferred units, dividend rate, percentage	6.50%
Preferred units, distribution rate, per-dollar-amount	$ 2.1125
Subsequent Event | MPLX LP | Series A Convertible Preferred Units | Scenario, Forecast
Subsequent Event [Line Items]
Proceeds from issuance of preferred limited partners units		$ 984
Subsequent Event | MPLX LP | Series A Convertible Preferred Units | Preferred Units
Subsequent Event [Line Items]
Shares issued, price per unit	$ 32.50
Sale of units (in number of preferred units)	30.8

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Supplementary Statistics - Supplementary Statistics (Detail) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016		Mar. 31, 2015
Supplementary Statistics [Line Items]
Income from operations		$ 75		$ 1,470
Impairment expense		129		0
Capital expenditures and investments	[1],[2]	684		384
Refining & Marketing
Supplementary Statistics [Line Items]
Impairment expense		0
Speedway
Supplementary Statistics [Line Items]
Impairment expense		0
Midstream
Supplementary Statistics [Line Items]
Impairment expense		129
Operating Segments
Supplementary Statistics [Line Items]
Income from operations	[3]	272		1,550
Capital expenditures and investments	[4]	643		355
Operating Segments | Refining & Marketing
Supplementary Statistics [Line Items]
Income from operations	[5]	(62)		1,292
Capital expenditures and investments	[5]	243		223
Operating Segments | Speedway
Supplementary Statistics [Line Items]
Income from operations		167		168
Capital expenditures and investments		50		45
Operating Segments | Midstream
Supplementary Statistics [Line Items]
Income from operations	[3],[5]	167		90
Capital expenditures and investments	[5]	350		87
Corporate and Other
Supplementary Statistics [Line Items]
Income from operations	[5],[6],[7]	(67)		(79)
Capital expenditures and investments	[2]	41		29
Capitalized interest		17		8
Segment Reconciling Items
Supplementary Statistics [Line Items]
Pension settlement expenses	[8]	(1)		(1)
Impairment expense		$ (129)	[9]	$ 0

[1] Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.

[2] Includes capitalized interest of $17 million and $8 million for the three months ended March 31, 2016 and 2015, respectively.

[3] Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

[4] Capital expenditures include changes in capital accruals, acquisitions (including any goodwill) and investments in affiliates.

[5] We revised our operating segment presentation in the first quarter of 2016 in connection with the contribution of our inland marine business to MPLX; our inland marine business, which was previously included in Refining & Marketing, is now included in Midstream. Comparable prior period information has been recast to reflect our revised segment presentation.

[6] Corporate and other unallocated items consists primarily of MPC’s corporate administrative expenses and costs related to certain non-operating assets.

[7] Corporate overhead expenses attributable to MPLX are included in the Midstream segment. Corporate overhead expenses are not allocated to the Refining & Marketing and Speedway segments.

[8] See Note 20.

[9] See Note 14.

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Supplementary Statistics - Operating Statistics (Detail) bbl / d in Thousands, gal in Millions, CFPD in Millions, $ in Millions		3 Months Ended
		Mar. 31, 2016 USD ($) Store CFPD bbl / d $ / bbl $ / gal gal	Mar. 31, 2015 USD ($) Store bbl / d $ / bbl $ / gal gal
Operating Statistics [Line Items ]
MPC Consolidated Refined Product Sales Volumes (thousands of barrels per day)	[1]	2,158	2,246
Refining & Marketing Operating Statistics
Inventory market valuation charge | $		$ 15	$ 0
Refining & Marketing
Refining & Marketing Operating Statistics
Refining & Marketing refined product sales volume (thousands of barrels per day)		2,148	2,233
Refining & Marketing gross margin (dollars per barrel) | $ / bbl	[2],[3]	9.98	16.14
Inventory market valuation charge | $		$ 15
Crude oil capacity utilization percent	[4]	89.00%	97.00%
Refinery throughputs (thousands of barrels per day)	[5]	1,774	1,852
Sour crude oil throughput percent		61.00%	56.00%
WTI-priced crude oil throughput percent		18.00%	20.00%
Refined product yields (thousands of barrels per day)	[5]	1,810	1,878
Inter-refinery transfers		82	35
Refinery direct operating costs (dollars per barrel):
Planned turnaround and major maintenance | $ / bbl	[6]	2.43	0.79
Depreciation and amortization | $ / bbl	[6]	1.54	1.42
Other manufacturing | $ / bbl	[6],[7]	4.14	4.26
Total | $ / bbl	[6]	8.11	6.47
Refining & Marketing | Crude oil refined
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[5]	1,603	1,672
Refining & Marketing | Other charge and blendstocks
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[5]	171	180
Refining & Marketing | Gasoline
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[5]	899	911
Refining & Marketing | Distillates
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[5]	571	553
Refining & Marketing | Propane
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[5]	32	36
Refining & Marketing | Feedstocks and special products
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[5]	234	298
Refining & Marketing | Heavy fuel oil
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[5]	30	30
Refining & Marketing | Asphalt
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[5]	44	50
Refining & Marketing | Gulf Coast:
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[8]	1,208	1,210
Sour crude oil throughput percent		75.00%	70.00%
WTI-priced crude oil throughput percent		3.00%	5.00%
Refined product yields (thousands of barrels per day)	[8]	1,239	1,226
Refinery direct operating costs (dollars per barrel):
Planned turnaround and major maintenance | $ / bbl	[6]	2.62	0.80
Depreciation and amortization | $ / bbl	[6]	1.17	1.14
Other manufacturing | $ / bbl	[6],[7]	3.74	3.99
Total | $ / bbl	[6]	7.53	5.93
Refining & Marketing | Gulf Coast: | Crude oil refined
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[8]	991	1,031
Refining & Marketing | Gulf Coast: | Other charge and blendstocks
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[8]	217	179
Refining & Marketing | Gulf Coast: | Gasoline
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	533	523
Refining & Marketing | Gulf Coast: | Distillates
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	375	342
Refining & Marketing | Gulf Coast: | Propane
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	25	25
Refining & Marketing | Gulf Coast: | Feedstocks and special products
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	280	307
Refining & Marketing | Gulf Coast: | Heavy fuel oil
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	18	15
Refining & Marketing | Gulf Coast: | Asphalt
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	8	14
Refining & Marketing | Midwest:
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[8]	648	677
Sour crude oil throughput percent		39.00%	34.00%
WTI-priced crude oil throughput percent		42.00%	43.00%
Refined product yields (thousands of barrels per day)	[8]	653	687
Refinery direct operating costs (dollars per barrel):
Planned turnaround and major maintenance | $ / bbl	[6]	1.76	0.73
Depreciation and amortization | $ / bbl	[6]	2.03	1.85
Other manufacturing | $ / bbl	[6],[7]	4.36	4.51
Total | $ / bbl	[6]	8.15	7.09
Refining & Marketing | Midwest: | Crude oil refined
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[8]	612	641
Refining & Marketing | Midwest: | Other charge and blendstocks
Refining & Marketing Operating Statistics
Refinery throughputs (thousands of barrels per day)	[8]	36	36
Refining & Marketing | Midwest: | Gasoline
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	366	388
Refining & Marketing | Midwest: | Distillates
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	196	211
Refining & Marketing | Midwest: | Propane
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	9	13
Refining & Marketing | Midwest: | Feedstocks and special products
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	34	23
Refining & Marketing | Midwest: | Heavy fuel oil
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	12	16
Refining & Marketing | Midwest: | Asphalt
Refining & Marketing Operating Statistics
Refined product yields (thousands of barrels per day)	[8]	36	36
Speedway
Speedway Operating Statistics
Convenience stores at period-end | Store		2,771	2,753
Gasoline and distillate sales (millions of gallons) | gal		1,483	1,432
Gasoline and distillate gross margin (dollars per gallon) | $ / gal	[9]	0.1682	0.1970
Merchandise sales (in millions) | $		$ 1,152	$ 1,111
Merchandise gross margin (in millions) | $		$ 330	$ 311
Merchandise margin percent		29.00%	28.00%
Same store gasoline sales volume (period over period) percentage		1.00%	(1.20%)
Merchandise sales excluding cigarettes (period over period) percentage	[10]	3.10%	6.20%
Midstream
Midstream Operating Statistics
Crude oil and refined product pipeline throughputs (thousands of barrels per day)		2,181	2,107
Gathering system throughput (MMcf/d) | CFPD		3,345
Natural gas processed (MMcf/d) | CFPD		5,636
C2 and NGLs fractionated (thousands barrels per day)		312

[1] Total average daily volumes of refined product sales to wholesale, branded and retail (Speedway segment) customers.

[2] Excludes the lower of cost or market inventory valuation charge of $15 million for the first quarter of 2016.

[3] Sales revenue less cost of refinery inputs and purchased products, divided by total refinery throughputs.

[4] Based on calendar day capacity, which is an annual average that includes downtime for planned maintenance and other normal operating activities.

[5] Excludes inter-refinery volumes of 82 mbpd and 35 mbpd for the three months ended March 31, 2016 and 2015, respectively.

[6] Per barrel of total refinery throughputs.

[7] Includes utilities, labor, routine maintenance and other operating costs.

[8] Includes inter-refinery transfer volumes.

[9] The price paid by consumers less the cost of refined products, including transportation, consumer excise taxes and bankcard processing fees, divided by gasoline and distillate sales volume.

[10] Excludes cigarettes.