8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):October 30, 2013

Phillips 66 Partners LP

(Exact name of registrant as specified in its charter)

Delaware	001-36011	38-3899432
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3010 Briarpark Drive, Houston, Texas 77042

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (855) 283-9237

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[    ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[    ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[    ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[    ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On October 30, 2013, Phillips 66 Partners LP issued a press release announcing the partnership's financial and operating results for the quarter ended September 30, 2013. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference. Additional financial and operating information about the quarter is furnished as Exhibit 99.2 hereto and incorporated herein by reference.

The information in this report and the exhibits hereto shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 — Press release issued by Phillips 66 Partners LP on October 30, 2013.

99.2 — Supplemental financial and operating information.

1

SIGNATURE

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.

	PHILLIPS 66 PARTNERS LP
	By: Phillips 66 Partners GP LLC, its general partner
	/s/ C. Doug Johnson
	C. Doug Johnson Vice President and Controller
October 30, 2013

2

EXHIBIT INDEX

Exhibit
No.	Description
99.1	Press release issued by Phillips 66 Partners LP on October 30, 2013.
99.2	Supplemental financial and operating information.

3

EX-99.1

Exhibit 99.1

Phillips 66 Partners Reports

Third-Quarter Earnings of $17.3 Million

Highlights

• Successful initial public offering (IPO)

• EBITDA of $13.2 million for the post-IPO period

• $12.6 million of distributable cash flow for post-IPO period

• Prorated quarterly cash distribution of $0.1548 per unit announced

HOUSTON, Oct. 30, 2013 – Phillips 66 Partners LP (NYSE: PSXP), a growth-oriented master limited partnership formed by Phillips 66, announces third-quarter earnings of $17.3 million. From the IPO closing on July 26, 2013, through Sept. 30, 2013, earnings were $11.9 million, or $0.17per common limited partner unit. During the post-IPO period, the partnership generated earnings before interest, income taxes, depreciation and amortization (EBITDA) of $13.2 million and distributable cash flow of $12.6 million.

"We are pleased with the successful launch of Phillips 66 Partners,” said Chairman and CEO Greg Garland. “We are actively evaluating opportunities to grow the partnership through strategic acquisitions from Phillips 66 and third parties, as well as through organic development. With considerable financial flexibility and strong sponsorship from Phillips 66, the partnership is well positioned for significant growth.”

Financial Results

On July23, 2013, Phillips 66 Partners' common units began trading on the New York Stock Exchange under the ticker symbol "PSXP." The partnership completed its IPO of 18,888,750 common units on July 26, 2013, at a price of $23.00 per unit. The public owns a 26.3 percent limited partner interest in Phillips 66 Partners, with Phillips 66 owning the remaining limited partner interest and the 2 percent general partner interest.

For the post-IPO period, transportation and terminaling services revenues were $21.1 million, consistent with the forecast provided in Phillips 66 Partners' final prospectus, dated July 22, 2013, as filed with the U.S. Securities and Exchange Commission. Total costs of $9.2 million and maintenance capital expenditures of $0.9 million for the post-IPO period were also in line with the forecast.

At the end of the quarter, Phillips 66 Partners had $421.6 million in cash and cash equivalents, including net IPO proceeds of $404.4 million, which the partnership retained primarily to fund future expansion capital expenditures and acquisitions. In addition, the partnership has a $250 million unused revolving credit facility, with the flexibility to expand it by up to an additional $250 million.

Page 1

Phillips 66 Partners Reports Earnings of $11.9 Million for Post-IPO Period

On Oct. 23, 2013, the board of directors declared a quarterly cash distribution of $0.1548 per unit, or $11.1 million. This distribution corresponds to the minimum quarterly distribution of $0.2125 per unit, or $0.85 per unit on an annualized basis, and is prorated for the partial quarter following the closing of the IPO.

Basis of Third-Quarter Results

Results of operations for the third quarter of 2013 include the results of Phillips 66 Partners' predecessor through July 25, 2013. Because results presented for periods prior to the IPO do not factor into distributable cash flow, this earnings release focuses on results of operations for the post-IPO period. A reconciliation of the post-IPO period to the full third-quarter 2013 results is provided in the tables attached to this release.

Investor Webcast

Later today, Phillips 66 Partners Chairman and Chief Executive Officer Greg Garland, President Tim Taylor, and Vice President and Chief Financial Officer Greg Maxwell will host a webcast at 3 p.m. EDT to discuss the partnership’s third-quarter performance. To listen to the conference call and view related presentation materials, go to www.phillips66partners.com/events. For detailed supplemental information, go to www.phillips66partners.com/reports.

About Phillips 66 Partners

Phillips 66 Partners is a growth-oriented master limited partnership formed by Phillips 66 to own, operate, develop and acquire primarily fee-based crude oil, refined petroleum product and natural gas liquids pipelines and terminals and other transportation and midstream assets. Headquartered in Houston, the partnership’s assets include the Clifton Ridge crude oil pipeline, terminal and storage system in Louisiana; the Sweeny to Pasadena refined petroleum product pipeline, terminal and storage system in Texas; and the Hartford Connector refined petroleum product pipeline, terminal and storage system in Illinois. For more information, visit www.phillips66partners.com.

- # # # -

CONTACTS

Alissa Hicks (media)
832-765-1014

alissa.k.hicks@p66.com

Andrea Baca (investors)
832-765-3174

andrea.m.baca@p66.com

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This news release includes forward-looking statements. Words and phrases such as “is anticipated,” “is estimated,” “is expected,” “is planned,” “is scheduled,” “is targeted,” “believes,” “intends,” “objectives,” “projects,” “strategies” and similar expressions are used to identify such forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements relating to Phillips 66 Partners’ operations are based on management’s expectations, estimates and projections about the partnership, its interests and the energy industry in general on the date this news release was prepared. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in such forward-looking statements. Factors that could cause actual

Page 2

Phillips 66 Partners Reports Earnings of $11.9 Million for Post-IPO Period

results or events to differ materially from those described in the forward-looking statements include the continued ability of Phillips 66 to satisfy its obligations under our commercial and other agreements; the volume of crude oil and refined petroleum products we transport; the tariff rates with respect to volumes that we transport through our regulated assets, which rates are subject to review and possible adjustment by federal and state regulators; fluctuations in the prices for crude oil and refined petroleum products; liabilities associated with the risks and operational hazards inherent in transporting, terminaling and storing crude oil and refined petroleum products; potential liability from litigation or for remedial actions, including removal and reclamation obligations under environmental regulations; and other economic, business, competitive and/or regulatory factors affecting Phillips 66 Partners’ businesses generally as set forth in our filings with the Securities and Exchange Commission. Phillips 66 Partners is under no obligation (and expressly disclaims any such obligation) to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.

Use of Non-GAAP Financial Information—This news release includes the terms EBITDA and distributable cash flow. These are non-GAAP financial measures. EBITDA and distributable cash flow are included to help facilitate comparisons of operating performance of the Partnership with other companies in our industry, as well as help facilitate an assessment of our assets’ ability to generate sufficient cash flow to make distributions to our partners. We believe that the presentation of EBITDA and distributable cash flow provide useful information to investors in assessing our financial condition and results of operations. The GAAP measures most directly comparable to EBITDA and distributable cash flow are net income and net cash provided by operating activities. EBITDA and distributable cash flow should not be considered as alternatives to GAAP net income or net cash provided by operating activities. EBITDA and distributable cash flow have important limitations as analytical tools because they exclude some but not all items that affect net income and net cash provided by operating activities. EBITDA and distributable cash flow should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP. Additionally, because EBITDA and distributable cash flow may be defined differently by other companies in our industry, our definition of EBITDA and distributable cash flow may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

References in the release to earnings refer to net income.

Page 3

Phillips 66 Partners Reports Earnings of $11.9 Million for Post-IPO Period

Results of Operations

Summarized Income Statement Information*
	Millions of Dollars  Except as Indicated
	Three Months Ended September 30						Nine Months Ended September 30
	2013			2012			2013			2012
Revenues		$	29.6		$	21.3		$	76.8		$	58.0
Net income		17.3			11.9			43.7			29.5
EBITDA		19.2			13.8			48.9			34.8
EBITDA subsequent to IPO		13.2			**			13.2			**
Distributable cash flow subsequent to IPO		12.6			**			12.6			**
Net Income Subsequent to Initial Public Offering Per Limited Partner Unit—Basic and Diluted (dollars)
Common units		$	0.17		**			$	0.17		**
Subordinated units—Phillips 66		0.17			**			0.17			**

* The above table presents revenues, net income, EBITDA and distributable cash flow for the three- and nine-month periods ended September 30, 2013, and September 30, 2012. The unaudited combined financial results of Phillips 66 Partners LP predecessor, the predecessor for accounting purposes, are presented for periods through July 25, 2013. Differences in revenues and expenses for periods prior to and after the IPO are detailed in the "Factors Affecting the Comparability of Our Financial Results" in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of the final prospectus, dated July 22, 2013, as filed with the U.S. Securities and Exchange Commission. The above table does not include distributable cash flow for the periods prior to the IPO.

** Information is not applicable for the pre-IPO periods.

Page 4

Phillips 66 Partners Reports Earnings of $11.9 Million for Post-IPO Period

Statement of Income—Reconciliation of Predecessor and Partnership
	Millions of Dollars
	2013
	Phillips 66 Partners LP Predecessor Jul 1 Through Jul 25			Phillips 66 Partners LP Jul 26 Through Sep 30			Three Months  Ended Sep 30
Revenues
Transportation and terminaling services—related parties		$	8.4		$	21.1		$	29.5
Transportation and terminaling services—third parties		—			—			—
Other income		—			0.1			0.1
Total revenues		$	8.4		$	21.2		$	29.6
Costs and Expenses
Operating and maintenance expenses		$	1.6		$	5.9		$	7.5
Depreciation		0.5			1.1			1.6
General and administrative expenses		0.7			1.8			2.5
Taxes other than income taxes		0.1			0.3			0.4
Interest and debt expense		—			0.1			0.1
Total costs and expenses		$	2.9		$	9.2		$	12.1
Income before income taxes		5.5			12.0			17.5
Provision for income taxes		0.1			0.1			0.2
Net Income		$	5.4		$	11.9		$	17.3

Selected Operating Data—Reconciliation of Predecessor and Partnership
	Thousands of Barrels Daily
	2013
	Phillips 66 Partners LP Predecessor Jul 1 Through Jul 25		Phillips 66 Partners LP Jul 26 Through Sep 30		Three Months Ended Sep 30
Pipeline, Terminal and Storage Volumes
Pipelines*
Crude oil throughput		294		231		249
Refined product throughput		291		304		300
Total		585		535		549
Terminals
Crude Oil
Storage volumes		216		188		195
Terminaling throughput		150		182		173
Refined Products
Terminaling throughput		265		263		264
Total		631		633		632

* Represents the sum of volumes transported through each separately tariffed pipeline segment.

Page 5

Phillips 66 Partners Reports Earnings of $11.9 Million for Post-IPO Period

Reconciliation of EBITDA and Distributable Cash Flow to Net Income and Net Cash Provided by Operating Activities
	Millions of Dollars
	2013												2012
	Phillips 66 Partners LP Predecessor Jul 1 Through Jul 25			Phillips 66 Partners LP Jul 26 Through Sep 30			Three Months Ended Sep 30			Nine Months Ended Sep 30			Three Months Ended Sep 30			Nine Months Ended Sep 30
Reconciliation to Net Income
Net Income		$	5.4		$	11.9		$	17.3		$	43.7		$	11.9		$	29.5
Plus:
Depreciation		0.5			1.1			1.6			4.7			1.8			5.0
Net interest expense		—			—			—			—			—			—
Amortization of deferred rentals		—			0.1			0.1			0.1			—			—
Provision for income taxes		0.1			0.1			0.2			0.4			0.1			0.3
EBITDA		$	6.0		$	13.2		$	19.2		$	48.9		$	13.8		$	34.8
Less:
Predecessor EBITDA prior to IPO on July 26, 2013		6.0			—			6.0			35.7			13.8			34.8
EBITDA subsequent to IPO		$	—		$	13.2		$	13.2		$	13.2		$	—		$	—
Plus:
Adjustments related to minimum volume commitments		**			0.1			0.1			0.1			**			**
Phillips 66 prefunded projects		**			0.3			0.3			0.3			**			**
Less:
Net interest paid		**			0.1			0.1			0.1			**			**
Income taxes paid		**			—			—			—			**			**
Maintenance capital expenditures		**			0.9			0.9			0.9			**			**
Distributable Cash Flow Subsequent to IPO		**			$	12.6		$	12.6		$	12.6		**			**

** Information is not applicable for the pre-IPO periods.

Page 6

Phillips 66 Partners Reports Earnings of $11.9 Million for Post-IPO Period

	Millions of Dollars
	Three Months Ended September 30						Nine Months Ended September 30
		2013			2012			2013		2012
Reconciliation to Net Cash from Operating Activities
Net cash from operating activities		$	13.6		$	12.2		$	43.5	$	31.6
Plus:
Net interest expense		—			—			—		—
Provision for income taxes		0.2			0.1			0.4		0.3
Changes in working capital		5.7			0.9			4.9		1.2
Deferred rentals and other		(0.3		)	0.6			0.1		1.7
EBITDA		$	19.2		$	13.8		$	48.9	$	34.8
Less:
Predecessor EBITDA prior to IPO on July 26, 2013		6.0			13.8			35.7		34.8
EBITDA subsequent to IPO		$	13.2		$	—		$	13.2	$	—
Plus:
Adjustments related to minimum volume commitments		0.1			**			0.1		**
Phillips 66 prefunded projects		0.3			**			0.3		**
Less:
Net interest paid		0.1			**			0.1		**
Income taxes paid		—			**			—		**
Maintenance capital expenditures		0.9			**			0.9		**
Distributable Cash Flow Subsequent to IPO		$	12.6		**			$	12.6	**

** Information is not applicable for the pre-IPO periods.

Page 7

EX-99.2

Exhibit 99.2

Phillips 66 Partners LP Earnings Release Supplemental Data

Factors Affecting Comparability

The following tables present net income, EBITDA, distributable cash flow and related operational information for each quarterly period through September 30, 2013. The unaudited combined financial results of Phillips 66 Partners LP predecessor, the predecessor for accounting purposes, are presented for periods through July 25, 2013. Differences in revenues and expenses for periods prior to and after the IPO are detailed in the "Factors Affecting the Comparability of Our Financial Results" in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of the final prospectus dated July 22, 2013, filed with the U.S. Securities and Exchange Commission. The following tables do not include distributable cash flow for the periods prior to the IPO.

CONSOLIDATED STATEMENT OF INCOME
	Millions of Dollars, Except as Indicated
	2012					2013
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Revenues
Transportation and terminaling services—related parties	18.1	18.4	21.2	22.0	79.7	20.9	26.2	29.5		76.6
Transportation and terminaling services—third parties	0.1	0.1	0.1	0.1	0.4	0.1	—	—		0.1
Other income	—	—	—	—	—	—	—	0.1		0.1
Total revenues	18.2	18.5	21.3	22.1	80.1	21.0	26.2	29.6		76.8
Costs and Expenses
Operating and maintenance expenses	6.7	5.1	4.9	6.2	22.9	6.2	6.0	7.5		19.7
Depreciation	1.5	1.7	1.8	1.6	6.6	1.6	1.5	1.6		4.7
General and administrative expenses	1.4	1.7	2.3	2.4	7.8	1.9	2.5	2.5		6.9
Taxes other than income taxes	0.4	0.4	0.3	0.3	1.4	0.5	0.4	0.4		1.3
Interest and debt expense	—	—	—	—	—	—	—	0.1		0.1
Total costs and expenses	10.0	8.9	9.3	10.5	38.7	10.2	10.4	12.1		32.7
Income before income taxes	8.2	9.6	12.0	11.6	41.4	10.8	15.8	17.5		44.1
Provision for income taxes	0.1	0.1	0.1	—	0.3	0.1	0.1	0.2		0.4
Net Income	8.1	9.5	11.9	11.6	41.1	10.7	15.7	17.3		43.7
Less: predecessor income prior to IPO on July 26, 2013	8.1	9.5	11.9	11.6	41.1	10.7	15.7	5.4		31.8
Net income subsequent to IPO	—	—	—	—	—	—	—	11.9		11.9
Less: General partner's interest in net income subsequent to IPO	**	**	**	**	**	**	**	0.2		0.2
Limited partners' interest in net income subsequent to IPO	**	**	**	**	**	**	**	11.7		11.7
Net Income Subsequent to IPO Per Limited Partner Unit—Basic and Diluted (Dollars)
Common units	**	**	**	**	**	**	**	0.17		0.17
Subordinated units—Phillips 66	**	**	**	**	**	**	**	0.17		0.17
Limited Parter Units Outstanding(Thousands)
Common units—public	**	**	**	**	**	**	**	18,889		18,889
Common units—Phillips 66	**	**	**	**	**	**	**	16,328		16,328
Subordinated units—Phillips 66	**	**	**	**	**	**	**	35,217		35,217
EBITDA	9.7	11.3	13.8	13.2	48.0	12.4	17.3	19.2		48.9
Distributable Cash Flow Subsequent to IPO	**	**	**	**	**	**	**	12.6		12.6

** Information is not applicable for the pre-IPO periods.

Page 1

CASH FLOW INFORMATION
	Millions of Dollars
	2012										2013
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr	YTD
Cash Flows From Operating Activities
Net income	8.1		9.5		11.9		11.6		41.1		10.7		15.7		17.3			43.7
Depreciation	1.5		1.7		1.8		1.6		6.6		1.6		1.5		1.6			4.7
Deferred rentals and other	(0.4	)	(0.7	)	(0.6	)	(0.5	)	(2.2	)	(0.4	)	—		0.4			—
Net working capital changes	(0.6	)	0.3		(0.9	)	0.2		(1.0	)	—		0.8		(5.7	)		(4.9	)
Net Cash Provided by Operating Activities	8.6		10.8		12.2		12.9		44.5		11.9		18.0		13.6			43.5
Cash Flows From Investing Activities
Capital expenditures	(2.4	)	(4.6	)	(5.4	)	(2.6	)	(15.0	)	(0.7	)	(1.7	)	(1.8	)		(4.2	)
Net Cash Used in Investing Activities	(2.4	)	(4.6	)	(5.4	)	(2.6	)	(15.0	)	(0.7	)	(1.7	)	(1.8	)		(4.2	)
Cash Flows From Financing Activities
Contributions from (distributions to) Phillips 66	(6.2	)	(6.2	)	(6.8	)	(10.3	)	(29.5	)	(11.2	)	(16.3	)	2.5			(25.0	)
Project prefunding from Phillips 66	—		—		—		—		—		—		—		3.0			3.0
Gross proceeds from issuance of common units	—		—		—		—		—		—		—		434.4			434.4
Offering costs	—		—		—		—		—		—		—		(30.0	)		(30.0	)
Debt issuance costs	—		—		—		—		—		—		—		(0.1	)		(0.1	)
Net Cash Provided by (Used in) Financing Activities	(6.2	)	(6.2	)	(6.8	)	(10.3	)	(29.5	)	(11.2	)	(16.3	)	409.8			382.3
Net Change in Cash and Cash Equivalents	—		—		—		—		—		—		—		421.6			421.6
Cash and cash equivalents at beginning of period	—		—		—		—		—		—		—		—			—
Cash and Cash Equivalents at End of Period	—		—		—		—		—		—		—		421.6			421.6

CAPITAL EXPENDITURES
	Millions of Dollars
	2012					2013
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Capital Expenditures
Expansion capital expenditures	1.8	2.8	4.2	2.1	10.9	0.7	1.0	1.0		2.7
Maintenance capital expenditures	0.6	1.8	1.2	0.5	4.1	—	0.7	0.8		1.5
Total	2.4	4.6	5.4	2.6	15.0	0.7	1.7	1.8		4.2

Page 2

SELECTED OPERATING DATA
	2012					2013
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Pipeline, Terminal and Storage Volumes (MB/D)
Pipelines*
Crude oil throughput	191	208	270	297	242	301	296	249		282
Refined product throughput	279	296	285	253	278	177	252	300		243
Total	470	504	555	550	520	478	548	549		525
Terminals
Crude Oil
Storage volumes	147	172	219	233	193	218	211	195		208
Terminaling throughput	132	166	198	198	174	163	155	173		164
Refined Products
Terminaling throughput	245	270	245	248	252	168	235	264		223
Total	524	608	662	679	619	549	601	632		595
* Represents the sum of volumes transported through each separately tariffed pipeline segment.
Revenue Per Barrel ($/BBL)
Average pipeline revenue	0.26	0.26	0.28	0.28	0.27	0.26	0.30	0.34		0.31
Average terminaling and storage revenue	0.15	0.12	0.11	0.12	0.13	0.19	0.20	0.21		0.20
SELECTED BALANCE SHEET DATA
	Millions of Dollars
	2012					2013
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Cash and Cash Equivalents	—	—	—	—	—	—	—	421.6		421.6
Total Assets	135.9	140.4	144.3	144.9	144.9	144.6	145.0	578.6		578.6
Net Investment/Equity
Net investment	132.3	135.6	140.7	142.0	142.0	141.5	140.9	—		—
Equity held by public
Common units	**	**	**	**	**	**	**	407.5		407.5
Equity held by Phillips 66
Common units	**	**	**	**	**	**	**	47.3		47.3
Subordinated units	**	**	**	**	**	**	**	102.0		102.0
General partner units	**	**	**	**	**	**	**	11.3		11.3
Total Equity	**	**	**	**	**	**	**	568.1		568.1
** Information is not applicable for the pre-IPO periods.

Page 3

CASH DISTRIBUTION
	2012					2013
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Prorated Minimum Quarterly Distribution Per Unit (Dollars)	**	**	**	**	**	**	**	0.1548		0.1548
Distribution Declared ($ Millions)
Common units—public	**	**	**	**	**	**	**	2.9		2.9
Common units—Phillips 66	**	**	**	**	**	**	**	2.5		2.5
Subordinated units—Phillips 66	**	**	**	**	**	**	**	5.5		5.5
General partner units—Phillips 66	**	**	**	**	**	**	**	0.2		0.2
Total Distribution Declared	**	**	**	**	**	**	**	11.1		11.1
Coverage Ratio	**	**	**	**	**	**	**	1.13		1.13

** Information is not applicable for the pre-IPO periods.

Page 4

NON-GAAP FINANCIAL MEASURES RECONCILIATION
	Millions of Dollars
	2012							2013
	1st Qtr	2nd Qtr		3rd Qtr	4th Qtr		YTD	1st Qtr	2nd Qtr		3rd Qtr		4th Qtr	YTD
Reconciliation to Net Income
Net Income	8.1	9.5		11.9	11.6		41.1	10.7	15.7		17.3			43.7
Plus:
Depreciation	1.5	1.7		1.8	1.6		6.6	1.6	1.5		1.6			4.7
Net interest expense	—	—		—	—		—	—	—		—			—
Amortization of deferred rentals	—	—		—	—		—	—	—		0.1			0.1
Provision for income taxes	0.1	0.1		0.1	—		0.3	0.1	0.1		0.2			0.4
EBITDA	9.7	11.3		13.8	13.2		48.0	12.4	17.3		19.2			48.9
Less:
Predecessor EBITDA prior to IPO on July 26, 2013	9.7	11.3		13.8	13.2		48.0	12.4	17.3		6.0			35.7
EBITDA Subsequent to IPO	—	—		—	—		—	—	—		13.2			13.2
Plus:
Adjustments related to minimum volume commitments	**	**		**	**		**	**	**		0.1			0.1
Phillips 66 prefunded projects	**	**		**	**		**	**	**		0.3			0.3
Less:
Net interest paid	**	**		**	**		**	**	**		0.1			0.1
Income taxes paid	**	**		**	**		**	**	**		—			—
Maintenance capital expenditures	**	**		**	**		**	**	**		0.9			0.9
Distributable Cash Flow Subsequent to IPO	**	**		**	**		**	**	**		12.6			12.6
Reconciliation to Net Cash Provided by Operating Activities
Net cash provided by operating activities	8.6	10.8		12.2	12.9		44.5	11.9	18.0		13.6			43.5
Plus:
Net interest expense	—	—		—	—		—	—	—		—			—
Provision for income taxes	0.1	0.1		0.1	—		0.3	0.1	0.1		0.2			0.4
Changes in working capital	0.6	(0.3	)	0.9	(0.2	)	1.0	—	(0.8	)	5.7			4.9
Deferred rentals and other	0.4	0.7		0.6	0.5		2.2	0.4	—		(0.3	)		0.1
EBITDA	9.7	11.3		13.8	13.2		48.0	12.4	17.3		19.2			48.9
Less:
Predecessor EBITDA prior to IPO on July 26, 2013	9.7	11.3		13.8	13.2		48.0	12.4	17.3		6.0			35.7
EBITDA Subsequent to IPO	—	—		—	—		—	—	—		13.2			13.2
Plus:
Adjustments related to minimum volume commitments	**	**		**	**		**	**	**		0.1			0.1
Phillips 66 prefunded projects	**	**		**	**		**	**	**		0.3			0.3
Less:
Net interest paid	**	**		**	**		**	**	**		0.1			0.1
Income taxes paid	**	**		**	**		**	**	**		—			—
Maintenance capital expenditures	**	**		**	**		**	**	**		0.9			0.9
Distributable Cash Flow Subsequent to IPO	**	**		**	**		**	**	**		12.6			12.6

** Information is not applicable for the pre-IPO periods.

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