10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________________________________

FORM 10-Q

_________________________________________________________________

(Mark One)

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

For the quarterly period ended September 30, 2012

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 1-3876

 _________________________________________________________________

HOLLYFRONTIER CORPORATION

(Exact name of registrant as specified in its charter)

_________________________________________________________________

Delaware	75-1056913
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2828 N. Harwood, Suite 1300 Dallas, Texas	75201
(Address of principal executive offices)	(Zip Code)

(214) 871-3555

Registrant’s telephone number, including area code

_________________________________________________________________

Former name, former address and former fiscal year, if changed since last report

_________________________________________________________________

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  ý    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  ý    No  ¨

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

Large accelerated filer ý Accelerated filer ¨ Non-accelerated filer ¨ 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  ý

203,145,233 shares of Common Stock, par value $.01 per share, were outstanding on October 31, 2012.

HOLLYFRONTIER CORPORATION

INDEX

	Page
Forward-Looking Statements	3
PART I. FINANCIAL INFORMATION
Definitions	4
Item 1. Financial Statements
Consolidated Balance Sheets
September 30, 2012 (Unaudited) and December 31, 2011	6
Consolidated Statements of Income (Unaudited)
Three and Nine Months Ended September 30, 2012 and 2011	7
Consolidated Statements of Comprehensive Income (Unaudited)
Three and Nine Months Ended September 30, 2012 and 2011	8
Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended September 30, 2012 and 2011	9
Notes to Consolidated Financial Statements (Unaudited)	10
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	36
Item 3. Quantitative and Qualitative Disclosures About Market Risk	52
Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles	52
Item 4. Controls and Procedures	55
PART II. OTHER INFORMATION
Item 1. Legal Proceedings	56
Item 1A. Risk Factors	57
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	57
Item 6. Exhibits	57
Signatures	58
Index to Exhibits	59

FORWARD-LOOKING STATEMENTS

References herein to HollyFrontier Corporation (“HollyFrontier”) include HollyFrontier and its consolidated subsidiaries. In accordance with the Securities and Exchange Commission’s (“SEC”) “Plain English” guidelines, this Quarterly Report on Form 10-Q has been written in the first person. In this document, the words “we,” “our,” “ours” and “us” refer only to HollyFrontier and its consolidated subsidiaries or to HollyFrontier or an individual subsidiary and not to any other person with certain exceptions. Generally, the words “we,” “our,” “ours” and “us” include Holly Energy Partners, L.P. (“HEP”) and its subsidiaries as consolidated subsidiaries of HollyFrontier, unless when used in disclosures of transactions or obligations between HEP and HollyFrontier or its other subsidiaries. This document contains certain disclosures of agreements that are specific to HEP and its consolidated subsidiaries and do not necessarily represent obligations of HollyFrontier. When used in descriptions of agreements and transactions, “HEP” refers to HEP and its consolidated subsidiaries.

This Quarterly Report on Form 10-Q contains certain “forward-looking statements” within the meaning of the federal securities laws. All statements, other than statements of historical fact included in this Form 10-Q, including, but not limited to, those under “Results of Operations,” “Liquidity and Capital Resources” and “Risk Management” in Part I, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and those in Part II, Item 1 “Legal Proceedings” are forward-looking statements. These statements are based on management’s beliefs and assumptions using currently available information and expectations as of the date hereof, are not guarantees of future performance and involve certain risks and uncertainties. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that our expectations will prove to be correct. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in these statements. Any differences could be caused by a number of factors including, but not limited to:

• risks and uncertainties with respect to the actions of actual or potential competitive suppliers of refined petroleum products in our markets;

• the demand for and supply of crude oil and refined products;

• the spread between market prices for refined products and market prices for crude oil;

• the possibility of constraints on the transportation of refined products;

• the possibility of inefficiencies, curtailments or shutdowns in refinery operations or pipelines;

• effects of governmental and environmental regulations and policies;

• the availability and cost of our financing;

• the effectiveness of our capital investments and marketing strategies;

• our efficiency in carrying out construction projects;

• our ability to acquire refined product operations or pipeline and terminal operations on acceptable terms and to integrate any existing or future acquired operations;

• the possibility of terrorist attacks and the consequences of any such attacks;

• general economic conditions; and

• other financial, operational and legal risks and uncertainties detailed from time to time in our SEC filings.

Cautionary statements identifying important factors that could cause actual results to differ materially from our expectations are set forth in this Form 10-Q, including without limitation, the forward-looking statements that are referred to above. This summary discussion should be read in conjunction with the discussion of the known material risk factors and other cautionary statements under the heading “Risk Factors” included in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2011 and in conjunction with the discussion in this Form 10-Q in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under the heading “Liquidity and Capital Resources.” All forward-looking statements included in this Form 10-Q and all subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. The forward-looking statements speak only as of the date made and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

3

PART I. FINANCIAL INFORMATION

DEFINITIONS

Within this report, the following terms have these specific meanings:

“Alkylation” means the reaction of propylene or butylene (olefins) with isobutane to form an iso-paraffinic gasoline (inverse of cracking).

“Aromatic oil” is long chain oil that is highly aromatic in nature that is used to manufacture tires and in the production of asphalt.

“BPD” means the number of barrels per calendar day of crude oil or petroleum products.

“BPSD” means the number of barrels per stream day (barrels of capacity in a 24 hour period) of crude oil or petroleum products.

“Biodiesel” means a clean alternative fuel produced from renewable biological resources.

“Black wax crude oil” is a low sulfur, low gravity crude oil produced in the Uintah Basin in Eastern Utah that has certain characteristics that require specific facilities to transport, store and refine into transportation fuels.

“Catalytic reforming” means a refinery process which uses a precious metal (such as platinum) based catalyst to convert low octane naphtha to high octane gasoline blendstock and hydrogen. The hydrogen produced from the reforming process is used to desulfurize other refinery oils and is a primary source of hydrogen for the refinery.

“Cracking” means the process of breaking down larger, heavier and more complex hydrocarbon molecules into simpler and lighter molecules.

“Crude distillation” means the process of distilling vapor from liquid crudes, usually by heating, and condensing the vapor slightly above atmospheric pressure turning it back to liquid in order to purify, fractionate or form the desired products.

“Delayed coker unit” is a refinery unit that removes carbon from the bottom cuts of crude oil to produce unfinished light transportation fuels and petroleum coke.

“Ethanol” means a high octane gasoline blend stock that is used to make various grades of gasoline.

“FCC,” or fluid catalytic cracking, means a refinery process that breaks down large complex hydrocarbon molecules into smaller more useful ones using a circulating bed of catalyst at relatively high temperatures.

“Hydrocracker” means a refinery unit that breaks down large complex hydrocarbon molecules into smaller more useful ones using a fixed bed of catalyst at high pressure and temperature with hydrogen.

“Hydrodesulfurization” means to remove sulfur and nitrogen compounds from oil or gas in the presence of hydrogen and a catalyst at relatively high temperatures.

“Hydrogen plant” means a refinery unit that converts natural gas and steam to high purity hydrogen, which is then used in the hydrodesulfurization, hydrocracking and isomerization processes.

“HF alkylation,” or hydrofluoric alkylation, means a refinery process which combines isobutane and C3/C4 olefins using HF acid as a catalyst to make high octane gasoline blend stock.

“Isomerization” means a refinery process for rearranging the structure of C5/C6 molecules without changing their size or chemical composition and is used to improve the octane of C5/C6 gasoline blendstocks.

“LPG” means liquid petroleum gases.

4

“Lubricant” or “lube” means a solvent neutral paraffinic product used in passenger and commercial vehicle engine oils, specialty products for metal working or heat transfer and other industrial applications.

“MSAT2” means Control of Hazardous Air Pollutants from Mobile Sources, a rule issued by the U.S. Environmental Protection Agency to reduce hazardous emissions from motor vehicles and motor vehicle fuels.

“MEK” means a lube process that separates waxy oil from non-waxy oils using methyl ethyl ketone as a solvent.

“MMBTU” means one million British thermal units.

“Natural gasoline” means a low octane gasoline blend stock that is purchased and used to blend with other high octane stocks produced to make various grades of gasoline.

“PPM” means parts-per-million.

“Paraffinic oil” is a high paraffinic, high gravity oil produced by extracting aromatic oils and waxes from gas oil and is used in producing high-grade lubricating oils.

“Refinery gross margin” means the difference between average net sales price and average product costs per produced barrel of refined products sold. This does not include the associated depreciation and amortization costs.

“Reforming” means the process of converting gasoline type molecules into aromatic, higher octane gasoline blend stocks while producing hydrogen in the process.

“Roofing flux” is produced from the bottom cut of crude oil and is the base oil used to make roofing shingles for the housing industry.

“RFS2” or advanced renewable fuel standard is a regulatory mandate required by the Energy Independence and Security Act of 2007 that requires 36 billion gallons of renewable fuel to be blended into transportation fuels by 2022. New mandated blending requirements for this standard became effective July 1, 2010.

“ROSE,” or “Solvent deasphalter / residuum oil supercritical extraction,” means a refinery unit that uses a light hydrocarbon like propane or butane to extract non-asphaltene heavy oils from asphalt or atmospheric reduced crude. These deasphalted oils are then further converted to gasoline and diesel in the FCC process. The remaining asphaltenes are either sold, blended to fuel oil or blended with other asphalt as a hardener.

“Scanfiner” is a refinery unit that removes sulfur from gasoline to produce low sulfur gasoline blendstock.

“Sour crude oil” means crude oil containing quantities of sulfur greater than 0.4 percent by weight, while “sweet crude oil” means crude oil containing quantities of sulfur equal to or less than 0.4 percent by weight.

“Vacuum distillation” means the process of distilling vapor from liquid crudes, usually by heating, and condensing the vapor below atmospheric pressure turning it back to a liquid in order to purify, fractionate or form the desired products.

“WCS” means Western Canada Select crude oil and is made up of Canadian heavy conventional and bitumen crude oils blended with sweet synthetic and condensate diluents.

“WTI” means West Texas Intermediate and is a grade of crude oil used as a common benchmark in oil pricing. WTI is a sweet crude oil and has a relatively low density.

5

Item 1. Financial Statements

HOLLYFRONTIER CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

	September 30, 2012			December 31, 2011
	(Unaudited)			As Adjusted (see Note 2)
ASSETS
Current assets:
Cash and cash equivalents (HEP: $1,993 and $6,369, respectively)	$	2,057,408		$	1,578,904
Marketable securities	280,409			211,639
Accounts receivable: Product and transportation (HEP: $42,832 and $37,290, respectively)	734,662			703,691
Crude oil resales	2,212			5,166
	736,874			708,857
Inventories: Crude oil and refined products	1,406,147			1,052,084
Materials and supplies (HEP: $1,233 and $1,483, respectively)	79,303			62,535
	1,485,450			1,114,619
Income taxes receivable	40,548			87,277
Prepayments and other (HEP: $3,080 and $2,246, respectively)	31,232			219,450
Total current assets	4,631,921			3,920,746
Properties, plants and equipment, at cost (HEP: $1,122,334 and $1,099,579, respectively)	3,823,731			3,631,787
Less accumulated depreciation (HEP: $(127,408) and $(93,200), respectively)	(703,799		)	(578,882		)
	3,119,932			3,052,905
Marketable securities (long-term)	5,519			50,067
Other assets: Turnaround costs	83,585			57,060
Goodwill (HEP: $288,991 and $288,991, respectively)	2,338,302			2,336,510
Intangibles and other (HEP: $76,096 and $75,902, respectively)	166,677			158,955
	2,588,564			2,552,525
Total assets	$	10,345,936		$	9,576,243
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable (HEP: $11,303 and $21,709, respectively)	$	1,530,714		$	1,504,694
Income taxes payable	150,899			40,366
Accrued liabilities (HEP: $19,315 and $16,006, respectively)	219,980			169,940
Deferred income tax liabilities	175,567			175,683
Total current liabilities	2,077,160			1,890,683
Long-term debt (HEP: $874,434 and $598,761, respectively)	1,346,227			1,214,742
Deferred income taxes	399,205			463,721
Other long-term liabilities (HEP: $7,574 and $4,000, respectively)	163,848			171,197
Equity:
HollyFrontier stockholders’ equity:
Preferred stock, $1.00 par value – 5,000,000 shares authorized; none issued	—			—
Common stock $.01 par value – 320,000,000 shares authorized; 255,962,866 shares issued as of September 30, 2012 and December 31, 2011	2,560			2,563
Additional capital	3,904,379			3,859,367
Retained earnings	2,806,117			1,964,656
Accumulated other comprehensive income (loss)	(62,521		)	77,873
Common stock held in treasury, at cost – 52,417,146 and 46,630,220 shares as of September 30, 2012 and December 31, 2011, respectively	(886,259		)	(700,449		)
Total HollyFrontier stockholders’ equity	5,764,276			5,204,010
Noncontrolling interest	595,220			631,890
Total equity	6,359,496			5,835,900
Total liabilities and equity	$	10,345,936		$	9,576,243

Parenthetical amounts represent asset and liability balances attributable to Holly Energy Partners, L.P. (“HEP”) as of September 30, 2012 and December 31, 2011. HEP is a consolidated variable interest entity.

In July 2012, HEP acquired our 75% interest in UNEV Pipeline, LLC (“UNEV”). We have recast HEP's asset and liability balances at December 31, 2011 presented parenthetically above to include balances attributable to UNEV. See Note 4.

See accompanying notes.

6

HOLLYFRONTIER CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In thousands, except per share data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Sales and other revenues	$	5,204,798		$	5,173,398		$	14,943,217		$	10,467,116
Operating costs and expenses:
Cost of products sold (exclusive of depreciation and amortization)	3,898,736			3,989,927			11,767,417			8,421,639
Operating expenses (exclusive of depreciation and amortization)	233,859			227,883			698,212			501,971
General and administrative expenses (exclusive of depreciation and amortization)	28,787			43,141			88,421			78,641
Depreciation and amortization	65,112			43,240			178,162			106,380
Total operating costs and expenses	4,226,494			4,304,191			12,732,212			9,108,631
Income from operations	978,304			869,207			2,211,005			1,358,485
Other income (expense):
Earnings of equity method investments	852			532			2,455			1,739
Interest income	2,219			204			3,360			946
Interest expense	(21,103		)	(25,074		)	(81,360		)	(56,471		)
Gain on sale of marketable equity securities	—			—			326			—
Merger transaction costs	—			(9,100		)	—			(15,114		)
	(18,032		)	(33,438		)	(75,219		)	(68,900		)
Income before income taxes	960,272			835,769			2,135,786			1,289,585
Income tax provision:
Current	324,211			296,670			753,018			461,210
Deferred	25,411			8,088			22,728			4,520
	349,622			304,758			775,746			465,730
Net income	610,650			531,011			1,360,040			823,855
Less net income attributable to noncontrolling interest	10,277			7,923			24,472			23,838
Net income attributable to HollyFrontier stockholders	$	600,373		$	523,088		$	1,335,568		$	800,017
Earnings per share attributable to HollyFrontier stockholders:
Basic	$	2.95		$	2.50		$	6.46		$	5.66
Diluted	$	2.94		$	2.48		$	6.44		$	5.63
Cash dividends declared per common share	$	1.15		$	0.59		$	2.40		$	0.74
Average number of common shares outstanding:
Basic	203,557			209,583			206,657			141,353
Diluted	204,434			210,579			207,546			142,092

See accompanying notes.

7

HOLLYFRONTIER CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(In thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Net income	$	610,650		$	531,011		$	1,360,040		$	823,855
Other comprehensive income (loss):
Net unrealized gain (loss) on available-for-sale securities	13			(655		)	(203		)	(972		)
Unrealized gain (loss), net of reclassifications from contract settlements of hedging instruments	(111,333		)	23,272			(236,147		)	24,864
Pension curtailment adjustment	—			—			7,102			—
Retirement medical obligation adjustment	—			9			—			9
Other comprehensive income (loss) before income taxes	(111,320		)	22,626			(229,248		)	23,901
Income tax expense (benefit)	(43,353		)	8,520			(89,383		)	8,618
Other comprehensive income (loss)	(67,967		)	14,106			(139,865		)	15,283
Total comprehensive income	542,683			545,117			1,220,175			839,138
Less noncontrolling interest in comprehensive income	10,406			8,640			25,001			25,575
Comprehensive income attributable to HollyFrontier stockholders	$	532,277		$	536,477		$	1,195,174		$	813,563

See accompanying notes.

8

HOLLYFRONTIER CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	Nine Months Ended
	September 30,
	2012			2011
				As Adjusted (See Note 2)
Cash flows from operating activities:
Net income	$	1,360,040		$	823,855
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	178,162			106,380
Earnings of equity method investments, net of distributions	169			198
Gain on sale of marketable equity securities	(326		)	—
Deferred income taxes	22,728			4,520
Equity-based compensation expense	25,399			15,535
Change in fair value – derivative instruments	(10,977		)	(5,920		)
(Increase) decrease in current assets:
Accounts receivable	(29,474		)	495,971
Inventories	(370,831		)	(195,575		)
Income taxes receivable	53,465			51,034
Prepayments and other	16,690			7,778
Increase (decrease) in current liabilities:
Accounts payable	(96,263		)	(403,762		)
Income taxes payable	110,533			182,468
Accrued liabilities	(6,166		)	28,999
Turnaround expenditures	(74,612		)	(27,985		)
Other, net	(6,749		)	5,707
Net cash provided by operating activities	1,171,788			1,089,203
Cash flows from investing activities:
Additions to properties, plants and equipment	(178,235		)	(98,428		)
Additions to properties, plants and equipment – HEP	(29,302		)	(175,795		)
Increase in cash due to merger with Frontier	—			872,158
Investment in Sabine Biofuels	(2,000		)	(9,125		)
Purchases of marketable securities	(236,315		)	(370,042		)
Sales and maturities of marketable securities	212,216			194,386
Net cash provided by (used for) investing activities	(233,636		)	413,154
Cash flows from financing activities:
Borrowings under credit agreement – HEP	523,000			93,000
Repayments under credit agreement – HEP	(292,000		)	(50,000		)
Net proceeds from issuance of senior notes – HEP	294,750			—
Principal tender on senior notes – HFC	(205,000		)	(15		)
Principal tender on senior notes – HEP	(185,000		)	—
Purchase of treasury stock	(190,307		)	(38,955		)
Structured stock repurchase arrangement	8,620			—
Contribution from joint venture partner	6,000			27,500
Dividends	(382,610		)	(129,377		)
Distributions to noncontrolling interest	(43,749		)	(37,929		)
Excess tax benefit from equity-based compensation	16,021			1,399
Purchase of units for incentive grants – HEP	(4,919		)	(1,641		)
Deferred financing costs	(3,289		)	(11,724		)
Other	(1,165		)	(857		)
Net cash used for financing activities	(459,648		)	(148,599		)
Cash and cash equivalents:
Increase for the period	478,504			1,353,758
Beginning of period	1,578,904			229,101
End of period	$	2,057,408		$	1,582,859
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest	$	77,184		$	50,570
Income taxes	$	622,314		$	225,499

See accompanying notes.

9

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1: Description of Business and Presentation of Financial Statements

References herein to HollyFrontier Corporation (“HollyFrontier”) include HollyFrontier and its consolidated subsidiaries. In accordance with the Securities and Exchange Commission’s (“SEC”) “Plain English” guidelines, this Quarterly Report on Form 10-Q has been written in the first person. In these financial statements, the words “we,” “our,” “ours” and “us” refer only to HollyFrontier and its consolidated subsidiaries or to HollyFrontier or an individual subsidiary and not to any other person, with certain exceptions. Generally, the words “we,” “our,” “ours” and “us” include Holly Energy Partners, L.P. (“HEP”) and its subsidiaries as consolidated subsidiaries of HollyFrontier, unless when used in disclosures of transactions or obligations between HEP and HollyFrontier or its other subsidiaries. These financial statements contain certain disclosures of agreements that are specific to HEP and its consolidated subsidiaries and do not necessarily represent obligations of HollyFrontier. When used in descriptions of agreements and transactions, “HEP” refers to HEP and its consolidated subsidiaries.

We merged with Frontier Oil Corporation (“Frontier”) effective July 1, 2011. Concurrent with the merger, we changed our name from Holly Corporation (“Holly”) to HollyFrontier and changed the ticker symbol for our common stock traded on the New York Stock Exchange to “HFC” (see Note 3). Accordingly, these financial statements include Frontier, its consolidated subsidiaries and the operations of the merged Frontier businesses effective July 1, 2011, but not prior to this date.

We are principally an independent petroleum refiner that produces high-value light products such as gasoline, diesel fuel, jet fuel, specialty lubricant products, and specialty and modified asphalt. We own and operate petroleum refineries that serve markets throughout the Mid-Continent, Southwest and Rocky Mountain regions of the United States. As of September 30, 2012, we:

• owned and operated a petroleum refinery in El Dorado, Kansas (the “El Dorado Refinery”), two refinery facilities located in Tulsa, Oklahoma (collectively, the “Tulsa Refineries”), a refinery in Artesia, New Mexico that is operated in conjunction with crude oil distillation and vacuum distillation and other facilities situated 65 miles away in Lovington, New Mexico (collectively, the “Navajo Refinery”), a refinery located in Cheyenne, Wyoming (the “Cheyenne Refinery”) and a refinery in Woods Cross, Utah (the “Woods Cross Refinery”);

• owned and operated NK Asphalt Partners (“NK Asphalt”) which operates various asphalt terminals in Arizona and New Mexico;

• owned Ethanol Management Company (“EMC”), a products terminal and blending facility near Denver, Colorado and a 50% interest in Sabine Biofuels II, LLC (“Sabine Biofuels”), a biodiesel production facility located in Port Arthur, Texas; and

• owned a 44% interest in HEP, a consolidated variable interest entity (“VIE”), which includes our 2% general partner interest. HEP owns and operates logistic assets consisting of petroleum product and crude oil pipelines and terminal, tankage and loading rack facilities that principally support our refining and marketing operations in the Mid-Continent, Southwest and Rocky Mountain regions of the United States and Alon USA, Inc.'s (“Alon”) refinery in Big Spring, Texas. Additionally, HEP owns a 75% interest in UNEV, which owns a 12-inch refined products pipeline from Salt Lake City, Utah to Las Vegas, Nevada, together with terminal facilities in the Cedar City, Utah and North Las Vegas areas (the “UNEV Pipeline”) and a 25% interest in SLC Pipeline LLC (the “SLC Pipeline”), a 95-mile intrastate pipeline system that serves refineries in the Salt Lake City area.

We have prepared these consolidated financial statements without audit. In management’s opinion, these consolidated financial statements include all normal recurring adjustments necessary for a fair presentation of our consolidated financial position as of September 30, 2012, the consolidated results of operations and comprehensive income for the three and nine months ended September 30, 2012 and 2011 and consolidated cash flows for the nine months ended September 30, 2012 and 2011 in accordance with the rules and regulations of the SEC. Although certain notes and other information required by generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted, we believe that the disclosures in these consolidated financial statements are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2011 that has been filed with the SEC.

Our results of operations for the nine months ended September 30, 2012 are not necessarily indicative of the results of operations to be realized for the year ending December 31, 2012.

10

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Accounts Receivable: Our accounts receivable consist of amounts due from customers that are primarily companies in the petroleum industry. Credit is extended based on our evaluation of the customer’s financial condition, and in certain circumstances collateral, such as letters of credit or guarantees, is required. We reserve for doubtful accounts based on our historical loss experience as well as specific accounts identified as high risk, which historically have been minimal. Credit losses are charged to the allowance for doubtful accounts when an account is deemed uncollectible. Our allowance for doubtful accounts was $2.5 million and $3.5 million at September 30, 2012 and December 31, 2011, respectively.

Inventories: We use the last-in, first-out (“LIFO”) method of valuing inventory. Under the LIFO method, an actual valuation of inventory can only be made at the end of each year based on the inventory levels at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and are subject to the final year-end LIFO inventory valuation.

Goodwill: Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired and liabilities assumed. Goodwill is not subject to amortization and is tested annually, or more frequently if events or circumstances indicate the possibility of impairment. As of September 30, 2012, there have been no impairments to goodwill.

NOTE 2: Change in Accounting Principle

In the first quarter of 2012, we changed our policy of reporting certain same-party accounts receivable and payable balances in the consolidated balance sheets to reflect a net amount due under contractual netting agreements. Prior to this change, we reported such balances on a gross basis with a same-party receivable and payable balance presented separately in our balance sheet. GAAP permits a reporting entity to elect a policy of offsetting same-party receivables and payables when such amounts are net settled under legally enforceable contractual setoff provisions. We believe that a net presentation is preferable because it more appropriately presents our economic resources (accounts receivable) and claims against us (accounts payable) and the future cash flows associated with such assets and liabilities. Additionally, we believe a net presentation of such amounts conforms to the predominant practices used by other companies in our industry. We have applied this change in accounting principle on a retrospective basis and have recast our prior period financial statements.

The following table summarizes the line items affected in our consolidated balance sheet at December 31, 2011:

	As Originally Reported		As Adjusted		Effect of Change
	(In thousands)
Accounts receivable: Crude oil resales	$	743,544	$	5,166	$	(738,378	)
Total current assets	4,659,124		3,920,746		(738,378		)
Total assets	$	10,314,621	$	9,576,243	$	(738,378	)
Accounts payable	$	2,243,072	$	1,504,694	$	(738,378	)
Total current liabilities	2,629,061		1,890,683		(738,378		)
Total liabilities and equity	$	10,314,621	$	9,576,243	$	(738,378	)

The following table summarizes the line items affected in our consolidated statement of cash flow for the nine months ended September 30, 2011:

	As Originally Reported			As Adjusted			Effect of Change
	(In thousands)
(Increase) decrease in current assets:
Accounts receivable	$	389,289		$	495,971		$	106,682
Increase (decrease) in current liabilities:
Accounts payable	$	(297,080	)	$	(403,762	)	$	(106,682	)

At September 30, 2012, our accounts payable balance is presented net of $639.4 million in crude oil receivables subject to contractual setoff provisions. There was no cumulative impact to retained earnings since this change in accounting principle did not affect earnings.

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HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 3: Holly-Frontier Merger

On February 21, 2011, we entered into a merger agreement providing for a “merger of equals” business combination between us and Frontier. The legacy Frontier business operations consist of crude oil refining and the wholesale marketing of refined petroleum products produced at the El Dorado and Cheyenne Refineries and serve markets in the Rocky Mountain and Plains States regions of the United States. On July 1, 2011, North Acquisition, Inc., a direct wholly-owned subsidiary of Holly, merged with and into Frontier, with Frontier surviving as a wholly-owned subsidiary of Holly. Subsequent to the merger and following approval by the post-closing board of directors of HollyFrontier, Frontier merged with and into HollyFrontier, with HollyFrontier continuing as the surviving corporation.

In accordance with the merger agreement, we issued approximately 102.8 million shares of HollyFrontier common stock in exchange for outstanding shares of Frontier common stock to former Frontier stockholders. Each outstanding share of Frontier common stock was converted into 0.4811 shares of HollyFrontier common stock with any fractional shares paid in cash. The aggregate consideration paid in connection with the merger was approximately $3.7 billion. This is based on our July 1, 2011 market closing price of $35.93 and includes a portion of the fair value of the outstanding equity-based awards assumed from Frontier that relates to pre-merger services.

Our consolidated financial and operating results reflect the operations of the merged Frontier businesses beginning July 1, 2011. Assuming the merger had been consummated on January 1, 2011, pro forma revenues, net income and basic and diluted earnings per share are as follows:

		Nine Months Ended September 30, 2011
	(In thousands, except per share amounts)
Sales and other revenues		$	14,446,297
Net income attributable to HollyFrontier stockholders		$	1,118,018
Basic earnings per share		$	5.34
Diluted earnings per share		$	5.31

Adjustments made to derive pro forma net income primarily relate to depreciation and amortization expense to reflect our new basis in the legacy Frontier refining facilities.

NOTE 4: Holly Energy Partners

HEP, a consolidated VIE, is a publicly held master limited partnership that was formed to acquire, own and operate the petroleum product and crude oil pipeline and terminal, tankage and loading rack facilities that support our refining and marketing operations in the Mid-Continent, Southwest and Rocky Mountain regions of the United States. HEP also owns and operates refined product pipelines and terminals, located primarily in Texas, that serve Alon's refinery in Big Spring, Texas.

As of September 30, 2012, we owned a 44% interest in HEP, including the 2% general partner interest. We are the primary beneficiary of HEP's earnings and cash flows and therefore we consolidate HEP. See Note 19 for supplemental guarantor/non-guarantor financial information, including HEP balances included in these consolidated financial statements. All intercompany transactions with HEP are eliminated in our consolidated financial statements.

HEP has two primary customers (including us) and generates revenues by charging tariffs for transporting petroleum products and crude oil though its pipelines, by charging fees for terminalling refined products and other hydrocarbons, and storing and providing other services at its storage tanks and terminals. Under our long-term transportation agreements with HEP (discussed further below), we accounted for 83% of HEP’s total revenues for the nine months ended September 30, 2012. We do not provide financial or equity support through any liquidity arrangements and /or debt guarantees to HEP.

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HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

HEP has outstanding debt under a senior secured revolving credit agreement and its senior notes. With the exception of the assets of HEP Logistics Holdings, L.P., one of our wholly-owned subsidiaries and HEP’s general partner, HEP’s creditors have no recourse to our assets. Any recourse to HEP’s general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries. See Note 12 for a description of HEP’s debt obligations.

At September 30, 2012, we have an agreement to pledge up to 6,000,000 of our HEP common units to collateralize certain crude oil purchases. These units represent a 21% ownership interest in HEP.

HEP has risk associated with its operations. If a major customer of HEP were to terminate its contracts or fail to meet desired shipping or throughput levels for an extended period of time, revenue would be reduced and HEP could suffer substantial losses to the extent that a new customer is not found. In the event that HEP incurs a loss, our operating results will reflect HEP’s loss, net of intercompany eliminations, to the extent of our ownership interest in HEP at that point in time.

UNEV Interest Transaction

On July 12, 2012, we sold our 75% interest in UNEV to HEP. We received consideration totaling approximately $315.0 million, which consisted of approximately $260.0 million in cash and 1 million HEP common units. As a result of this transaction, our ownership interest in HEP increased to 44%, which includes the 2% general partner interest. We have a 10-year transportation agreement with the UNEV Pipeline expiring in 2022 that results in minimum annualized payments to UNEV of $16.9 million.

We accounted for this transaction as a business transfer between entities under common control, whereby we have retrospectively adjusted HEP financial information for all prior periods presented as if UNEV was a consolidated subsidiary of HEP since inception. This had no impact on our consolidated balances and amounts; however, it did affect certain amounts presented under the HEP segment in Note 18, “Segment Information” and Note 19, “Supplemental Guarantor/Non-Guarantor Financial Information.”

Transportation Agreements

HEP serves our refineries under long-term pipeline and terminal, tankage and throughput agreements expiring from 2019 through 2026. Under these agreements, we pay HEP fees to transport, store and throughput volumes of refined product and crude oil on HEP's pipeline and terminal, tankage and loading rack facilities that result in minimum annual payments to HEP. Under these agreements, the agreed upon tariff rates are subject to annual tariff rate adjustments on July 1 at a rate based upon the percentage change in Producer Price Index (“PPI”) or Federal Energy Regulatory Commission (“FERC”) index. As of July 1, 2012, these agreements result in minimum annualized payments to HEP of $200.3 million.

Since HEP is a consolidated VIE, our transactions with HEP including the UNEV transaction and fees paid under our transportation agreements with HEP and UNEV, a consolidated subsidiary of HEP, are eliminated and have no impact on our consolidated financial statements.

HEP Common Unit Issuances

As a result of the common units received in connection with HEP's acquisition of our 75% interest in UNEV, we adjusted additional capital and equity attributable to HEP's noncontrolling interest holders to effectively reallocate a portion of HEP's equity among its unitholders.

NOTE 5: Financial Instruments

The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximate fair value. HEP's outstanding credit agreement borrowings approximate fair value as interest rates are reset frequently at current interest rates.

Fair value measurements are derived using inputs (assumptions that market participants would use in pricing an asset or liability, including assumptions about risk). GAAP categorizes inputs used in fair value measurements into three broad levels as follows:

• (Level 1) Quoted prices in active markets for identical assets or liabilities.

• (Level 2) Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, similar assets and liabilities in markets that are not active or can be corroborated by observable market data.

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HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

• (Level 3) Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes valuation techniques that involve significant unobservable inputs.

The carrying amounts and related estimated fair values of our investments in marketable securities, derivative instruments and the senior notes at September 30, 2012 and December 31, 2011 were as follows:

					Fair Value by Input Level
Financial Instrument	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
			(In thousands)
September 30, 2012
Assets:
Marketable debt securities	$	285,928	$	285,928	$	—	$	285,928	$	—
NYMEX futures contracts	4,126		4,126		4,126		—		—
Total assets	$	290,054	$	290,054	$	4,126	$	285,928	$	—
Liabilities:
Commodity price swaps	$	57,457	$	57,457	$	—	$	29,409	$	28,048
HollyFrontier senior notes	435,139		475,977		—		475,977		—
HEP senior notes	443,434		473,625		—		473,625		—
HEP interest rate swaps	3,764		3,764		—		3,764		—
Total liabilities	$	939,794	$	1,010,823	$	—	$	982,775	$	28,048

December 31, 2011
Assets:
Equity securities	$	753	$	753	$	753	$	—	$	—
Marketable debt securities	260,953		260,953		—		260,953		—
Commodity price swaps	175,654		175,654		—		144,038		31,616
Total assets	$	437,360	$	437,360	$	753	$	404,991	$	31,616
Liabilities:
NYMEX futures contracts	$	1,252	$	1,252	$	1,252	$	—	$	—
HollyFrontier senior notes	651,262		693,979		—		693,979		—
HEP senior notes	325,860		344,350		—		344,350		—
HEP interest rate swaps	520		520		—		520		—
Total liabilities	$	978,894	$	1,040,101	$	1,252	$	1,038,849	$	—

Level 1 Financial Instruments

Our investments in equity securities and our NYMEX futures contracts are exchange traded and are measured and recorded at fair value using quoted market prices, a Level 1 input.

Level 2 Financial Instruments

Investments in marketable debt securities and derivative instruments consisting of commodity price swaps and HEP's interest rate swaps are measured and recorded at fair value using Level 2 inputs. With respect to the commodity price and interest rate swap contracts, fair value is based on the net present value of expected future cash flows related to both variable and fixed rate legs of the respective swap agreements. The measurements are computed using market-based observable inputs, quoted forward commodity prices with respect to our commodity price swaps and the forward London Interbank Offered Rate (“LIBOR”) yield curve with respect to HEP's interest rate swaps. The fair value of the marketable debt securities and senior notes is based on values provided by a third-party bank, which were derived using market quotes for similar type instruments, a Level 2 input.

14

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Level 3 Financial Instruments

We have entered into certain commodity price swap contracts related to forecasted sales of diesel and unleaded gasoline for which quoted forward market prices are not readily available. The forward rate used to value these price swaps was derived using a projected forward rate using quoted market rates for similar products, adjusted for regional pricing differentials, a Level 3 input.

The following table presents the changes in fair value of the Level 3 assets and liabilities (all related to commodity price swap contracts) for the three and nine months ended September 30, 2012:

Level 3 Financial Instruments	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
	(In thousands)
Asset balance at beginning of period	$	119,461		$	31,616
Change in fair value	(192,446		)	(158,893		)
Settlement date fair value of contracts open at beginning of period	44,937			99,229
Liability balance at end of period	$	(28,048	)	$	(28,048	)

A hypothetical change of 10% to the estimated future cash flows attributable to our Level 3 commodity price swaps would result in an estimated fair value change of approximately $4.0 million.

NOTE 6: Earnings Per Share

Basic earnings per share is calculated as net income attributable to HollyFrontier stockholders divided by the average number of shares of common stock outstanding. Diluted earnings per share assumes, when dilutive, the issuance of the net incremental shares from variable restricted and variable performance shares. The following is a reconciliation of the denominators of the basic and diluted per share computations for net income attributable to HollyFrontier stockholders:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
	(In thousands, except per share data)
Earnings attributable to HollyFrontier stockholders	$	600,373	$	523,088	$	1,335,568	$	800,017
Average number of shares of common stock outstanding	203,557		209,583		206,657		141,353
Effect of dilutive variable restricted shares andperformance share units (1)	877		996		889		739
Average number of shares of common stock outstanding assuming dilution	204,434		210,579		207,546		142,092
Basic earnings per share	$	2.95	$	2.50	$	6.46	$	5.66
Diluted earnings per share	$	2.94	$	2.48	$	6.44	$	5.63
(1) Excludes anti-dilutive restricted and performance share units of:	—		39		3		179

NOTE 7: Stock-Based Compensation

As of September 30, 2012, we have two principal share-based compensation plans including the Frontier plan that was retained upon the July 1, 2011 merger (collectively, the “Long-Term Incentive Compensation Plan”).

The compensation cost charged against income for these plans was $7.3 million and $9.4 million for the three months ended September 30, 2012 and 2011, respectively, and $23.2 million and $13.9 million for the nine months ended September 30, 2012 and 2011, respectively. Our accounting policy for the recognition of compensation expense for awards with pro-rata vesting (substantially all of our awards) is to expense the costs ratably over the vesting periods.

15

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Additionally, HEP maintains a share-based compensation plan for HEP directors and select Holly Logistic Services, L.L.C. executives and employees. Compensation cost attributable to HEP’s share-based compensation plan was $0.5 million and $0.6 million for the three months ended September 30, 2012 and 2011, respectively, and $2.1 million and $1.6 million for the nine months ended September 30, 2012 and 2011, respectively.

Restricted Stock

Under our Long-Term Incentive Compensation Plan, we grant certain officers, other key employees and non-employee directors restricted stock awards with most awards vesting over a period of one to three years. Although ownership of the shares does not transfer to the recipients until after the shares vest, recipients generally have dividend rights on these shares from the date of grant. The vesting for certain key executives is contingent upon certain performance targets being realized. The fair value of each share of restricted stock awarded, including the shares issued to the key executives, is measured based on the market price as of the date of grant and is amortized over the respective vesting period.

A summary of restricted stock activity and changes during the nine months ended September 30, 2012 is presented below:

Restricted Stock	Grants		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value ($000)
Outstanding at January 1, 2012 (non-vested)	1,122,350		$	25.48
Granted	420,922		33.97
Vesting and transfer of ownership to recipients	(574,408	)	23.48
Forfeited	(3,975	)	33.06
Outstanding at September 30, 2012 (non-vested)	964,889		$	30.35	$	39,821

For the nine months ended September 30, 2012, we issued 574,408 shares of our common stock upon the vesting of restricted stock grants having a grant date fair value of $13.5 million. As of September 30, 2012, there was $12.3 million of total unrecognized compensation cost related to non-vested restricted stock grants. That cost is expected to be recognized over a weighted-average period of 1.1 years.

Performance Share Units

Under our Long-Term Incentive Compensation Plan, we grant certain officers and other key employees performance share units, which are payable in stock upon meeting certain criteria over the service period, and generally vest over a period of three years. Under the terms of our performance share unit grants, awards are subject to either a “financial performance” or “market performance” criteria, or both.

The fair value of performance share unit awards subject to financial performance criteria is computed using the grant date closing stock price of each respective award grant and will apply to the number of units ultimately awarded. The number of shares ultimately issued for each award will be based on our financial performance as compared to peer group companies over the performance period and can range from zero to 200%. As of September 30, 2012, estimated share payouts for outstanding non-vested performance share unit awards ranged from 107% to 175%.

For the performance share units subject to market performance criteria, performance is calculated as the total shareholder return achieved by HollyFrontier stockholders compared with the average shareholder return achieved by an equally-weighted peer group of independent refining companies over a three-year period. These share unit awards are valued using a Monte Carlo valuation model, which simulates future stock price movements using key inputs including grant date stock prices, expected stock price performance, expected rate of return and volatility. These units are payable in stock based on share price performance relative to the defined peer group and can range from zero to 200% of the initial target award.

16

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

A summary of performance share unit activity and changes during the nine months ended September 30, 2012 is presented below:

Performance Share Units	Grants
Outstanding at January 1, 2012 (non-vested)	774,788
Granted	298,559
Vesting and transfer of ownership to recipients	(240,019	)
Forfeited	(5,057	)
Outstanding at September 30, 2012 (non-vested)	828,271

For the nine months ended September 30, 2012, we issued 459,426 shares of our common stock, representing a 191% payout on vested performance share units having a grant date fair value of $2.8 million. Based on the weighted-average grant date fair value of $28.20 per share, there was $15.1 million of total unrecognized compensation cost related to non-vested performance share units. That cost is expected to be recognized over a weighted-average period of 1.4 years.

NOTE 8: Cash and Cash Equivalents and Investments in Marketable Securities

Our investment portfolio at September 30, 2012 consisted of cash, cash equivalents and investments in debt securities primarily issued by government and municipal entities.

We invest in highly-rated marketable debt securities, primarily issued by government and municipal entities that have maturities at the date of purchase of greater than three months. We also invest in other marketable debt securities with the maximum maturity or put date of any individual issue generally not greater than two years from the date of purchase, which are usually held until maturity. All of these instruments are classified as available-for-sale. As a result, they are reported at fair value using quoted market prices. Interest income is recorded as earned. Unrealized gains and losses, net of related income taxes, are reported as a component of accumulated other comprehensive income. Upon sale, realized gains and losses on the sale of marketable securities are computed based on the specific identification of the underlying cost of the securities sold and the unrealized gains and losses previously reported in other comprehensive income are reclassified to current earnings.

The following is a summary of our available-for-sale securities:

	Amortized Cost		Gross Unrealized Gain		Gross Unrealized Loss			Fair Value (Net Carrying Amount)
	(In thousands)
September 30, 2012
Marketable debt securities (state and political subdivisions)	$	285,915	$	26	$	(13	)	$	285,928
December 31, 2011
Marketable debt securities (state and political subdivisions)	$	260,879	$	74	$	—		$	260,953
Equity securities	610		143		—			753
Total marketable securities	$	261,489	$	217	$	—		$	261,706

For the nine months ended September 30, 2012, we invested $236.3 million in marketable debt securities and received a total of $212.2 million from sales and maturities of equity and marketable debt securities.

17

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 9: Inventories

Inventory consists of the following components:

	September 30, 2012		December 31, 2011
	(In thousands)
Crude oil	$	526,783	$	400,952
Other raw materials and unfinished products(1)	126,406		137,356
Finished products(2)	752,958		513,776
Process chemicals(3)	2,663		1,180
Repairs and maintenance supplies and other	76,640		61,355
Total inventory	$	1,485,450	$	1,114,619

(1) Other raw materials and unfinished products include feedstocks and blendstocks, other than crude.

(2) Finished products include gasolines, jet fuels, diesels, lubricants, asphalts, LPG’s and residual fuels.

(3) Process chemicals include additives and other chemicals.

NOTE 10: Goodwill

The following table provides a summary of changes to our goodwill balance by segment for the nine months ended September 30, 2012.

	Refining Segment		HEP		Total
	(In thousands)
Balance at January 1, 2012	$	2,047,519	$	288,991	$	2,336,510
Adjustment to goodwill related to Frontier merger	1,792		—		1,792
Balance at September 30, 2012	$	2,049,311	$	288,991	$	2,338,302

During the first quarter of 2012, we adjusted goodwill upon finalizing certain fair value estimates that primarily relate to income tax receivables, properties, plants and equipment and environmental liabilities that were recognized upon our July 1, 2011 merger with Frontier.

NOTE 11: Environmental

We expensed $1.7 million and $0.7 million for the three months ended September 30, 2012 and 2011, respectively, and $16.9 million and $0.6 million for the nine months ended September 30, 2012 and 2011, respectively, for environmental remediation obligations. The accrued environmental liability reflected in our consolidated balance sheets was $61.8 million and $42.2 million at September 30, 2012 and December 31, 2011, respectively, of which $48.6 million and $31.7 million, respectively, were classified as other long-term liabilities. These accruals include remediation costs expected to be incurred over an extended period of time. They also include $15.6 million in environmental liabilities that were assumed upon our merger with Frontier.

18

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 12: Debt

HollyFrontier Credit Agreement

We have a $1 billion senior secured credit agreement (the “HollyFrontier Credit Agreement”) with Union Bank, N.A. as administrative agent and certain lenders from time to time party thereto. The HollyFrontier Credit Agreement matures in July 2016 and may be used to fund working capital requirements, capital expenditures, acquisitions and general corporate purposes. Obligations under the HollyFrontier Credit Agreement are collateralized by our inventory, accounts receivables and certain deposit accounts and guaranteed by our material, wholly-owned subsidiaries.

At September 30, 2012, we were in compliance with all covenants, had no outstanding borrowings and had outstanding letters of credit totaling $29.2 million under the HollyFrontier Credit Agreement.

HEP Credit Agreement

In June 2012, HEP amended its previous credit agreement, increasing the size of the credit facility from $375 million to $550 million. HEP's $550 million senior secured revolving credit facility matures in June 2017 (the “HEP Credit Agreement”) and is available to fund capital expenditures, investments, acquisitions, distribution payments and working capital and for general partnership purposes. It is also available to fund letters of credit up to a $50 million sub-limit and to fund distributions to unitholders up to a $60 million sub-limit. At September 30, 2012, the HEP Credit Agreement had outstanding borrowings of $431.0 million.

HEP’s obligations under the HEP Credit Agreement are collateralized by substantially all of HEP’s assets (presented parenthetically in our consolidated balance sheets). Indebtedness under the HEP Credit Agreement involves recourse to HEP Logistics Holdings, L.P., its general partner, and is guaranteed by HEP’s wholly-owned subsidiaries. Any recourse to the general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. HEP’s creditors have no other recourse to our assets. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries.

HollyFrontier Senior Notes

Our senior notes consist of the following:

• 9.875% senior notes ($286.8 million principal amount maturing June 2017)

• 6.875% senior notes ($150 million principal amount maturing November 2018)

These senior notes (collectively, the “HollyFrontier Senior Notes”) are unsecured and impose certain restrictive covenants, including limitations on our ability to incur additional debt, incur liens, enter into sale-and-leaseback transactions, pay dividends, enter into mergers, sell assets and enter into certain transactions with affiliates. At any time when the HollyFrontier Senior Notes are rated investment grade by both Moody’s and Standard & Poor’s and no default or event of default exists, we will not be subject to many of the foregoing covenants. Additionally, we have certain redemption rights under the HollyFrontier Senior Notes.

In September 2012, we redeemed our $200 million aggregate principal amount of 8.5% senior notes maturing September 2016 at a $208.5 million redemption price. At that time, we recognized an unamortized debt premium which was netted against the $8.5 million redemption premium, resulting in a net reduction of $2.4 million to interest expense upon redemption.

HollyFrontier Financing Obligation

We have a financing obligation that relates to a sale and lease-back of certain crude oil tankage that we sold to an affiliate of Plains All American Pipeline, L.P. (“Plains”) in October 2009. Under this transaction, the $40.0 million in cash proceeds received was recorded as a liability. Monthly lease payments are recorded as a reduction in principal over the 15-year lease term ending in 2024.

HEP Senior Notes

HEP’s senior notes consist of the following:

• 8.25% HEP senior notes ($150 million principal amount maturing March 2018)

• 6.5% HEP senior notes ($300 million principal amount maturing March 2020)

19

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

In March 2012, HEP issued $300 million in an aggregate principal amount of 6.5% HEP senior notes maturing March 2020. The $294.8 million in net proceeds were used to repay $157.8 million aggregate principal amount of 6.25% HEP senior notes, $72.9 million in promissory notes due to HollyFrontier, related fees, expenses and accrued interest in connection with these transactions and to repay borrowings under the HEP Credit Agreement. In April 2012, HEP called for redemption the $27.3 million aggregate principal amount outstanding of 6.25% HEP senior notes.

The 8.25% and 6.5% HEP senior notes (collectively, the “HEP Senior Notes”) are unsecured and impose certain restrictive covenants, including limitations on HEP’s ability to incur additional indebtedness, make investments, sell assets, incur certain liens, pay distributions, enter into transactions with affiliates, and enter into mergers. At any time when the HEP Senior Notes are rated investment grade by both Moody’s and Standard & Poor’s and no default or event of default exists, HEP will not be subject to many of the foregoing covenants. Additionally, HEP has certain redemption rights under the HEP Senior Notes.

Indebtedness under the HEP Senior Notes involves recourse to HEP Logistics Holdings, L.P., its general partner, and is guaranteed by HEP’s wholly-owned subsidiaries. However, any recourse to the general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. HEP’s creditors have no other recourse to our assets. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries.

The carrying amounts of long-term debt are as follows:

	September 30, 2012			December 31, 2011
	(In thousands)
9.875% Senior Notes
Principal	$	286,812		$	291,812
Unamortized discount	(7,788		)	(8,930		)
	279,024			282,882
6.875% Senior Notes
Principal	150,000			150,000
Unamortized premium	6,115			6,490
	156,115			156,490
8.5% Senior Notes
Principal	—			199,985
Unamortized premium	—			11,905
	—			211,890
Financing Obligation	36,654			37,620
Total HollyFrontier long-term debt	471,793			688,882
HEP Credit Agreement	431,000			200,000
HEP 8.25% Senior Notes
Principal	150,000			150,000
Unamortized discount	(1,678		)	(1,907		)
	148,322			148,093
HEP 6.5% Senior Notes
Principal	300,000			—
Unamortized discount	(4,888		)	—
	295,112			—
HEP 6.25% Senior Notes
Principal	—			185,000
Unamortized discount	—			(8,331		)
Unamortized premium – designated fair value hedge	—			1,098
	—			177,767
Total HEP long-term debt	874,434			525,860
Total long-term debt	$	1,346,227		$	1,214,742

We capitalized interest attributable to construction projects of $2.5 million and $5.8 million for the three months ended September 30, 2012 and 2011, respectively, and $6.3 million and $13.6 million for the nine months ended September 30, 2012 and 2011, respectively.

20

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 13: Derivative Instruments and Hedging Activities

Commodity Price Risk Management

Our primary market risk is commodity price risk. We are exposed to market risks related to the volatility in crude oil and refined products, as well as volatility in the price of natural gas used in our refining operations. We periodically enter into derivative contracts in the form of commodity price swaps and futures contracts to mitigate price exposure with respect to:

• our inventory positions;

• natural gas purchases;

• costs of crude oil and related grade differentials;

• prices of refined products; and

• our refining margins.

Accounting Hedges

We have swap contracts serving as cash flow hedges against price risk on forecasted purchases of WTI crude oil and forecasted sales of ultra-low sulfur diesel and conventional unleaded gasoline. These contracts have been designated as accounting hedges and are measured quarterly at fair value with offsetting adjustments (gains/losses) recorded directly to other comprehensive income. These fair value adjustments are later reclassified to earnings as the hedging instruments mature. Also on a quarterly basis, hedge ineffectiveness is measured by comparing the change in fair value of the swap contracts against the expected future cash inflows/outflows on the respective transaction being hedged. Any hedge ineffectiveness is also recognized in earnings.

The following table presents the pre-tax effect on other comprehensive income (“OCI”) and earnings due to fair value adjustments and maturities of commodity price swaps under hedge accounting:

	Unrealized Gain (Loss) Recognized in OCI			Gain (Loss) Recognized in Earnings Due to Settlements				Gain (Loss) Attributable to Hedge Ineffectiveness Recognized in Earnings
				Location	Amount			Location	Amount
				(In thousands)
Three Months Ended September 30, 2012
Commodity price swaps
Change in fair value	$	(144,635	)	Sales and other revenues	$	(44,936	)	Sales and other revenues	$	(3,531	)
Loss reclassified to earnings due to settlements	33,409			Cost of products sold	11,527			Cost of products sold	6,208
Total	$	(111,226	)		$	(33,409	)		$	2,677
Three Months Ended September 30, 2011
Commodity price swaps
Change in fair value	$	22,181		Cost of products sold	$	—		Cost of products sold	$	362
Nine Months Ended September 30, 2012
Commodity price swaps
Change in fair value	$	(257,711	)	Sales and other revenues	$	(99,228	)	Sales and other revenues	$	(1,876	)
Loss reclassified to earnings due to settlements	20,986			Cost of products sold	78,242			Cost of products sold	(109		)
Total	$	(236,725	)		$	(20,986	)		$	(1,985	)
Nine Months Ended September 30, 2011
Commodity price swaps
Change in fair value	$	22,053
Loss reclassified to earnings due to settlements	166			Operating expenses	$	(166	)	Cost of products sold	$	362
Total	$	22,219			$	(166	)		$	362

21

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

As of September 30, 2012, we have the following notional contract volumes (stated in barrels) related to outstanding swap contracts serving as cash flow hedges against price risk on forecasted purchases of crude oil and sales of refined products:

		Notional Contract Volumes by Year of Maturity
Commodity Price Swaps	Total Outstanding Notional	2012	2013
WTI crude oil - long	13,351,000	5,336,000	8,015,000
Ultra-low sulfur diesel - short	10,143,000	2,668,000	7,475,000
Conventional unleaded gasoline - short	3,208,000	2,668,000	540,000

Economic Hedges

We also have swap contracts that serve as economic hedges to fix our purchase price on forecasted crude oil, natural gas and butane purchases, and to lock in the spread between WCS and WTI crude oil on forecasted purchases. Also, we have NYMEX futures contracts to lock in prices on forecasted sales and purchases of inventory. These contracts are measured quarterly at fair value with offsetting adjustments (gains/losses) recorded directly to income.

The following table presents the pre-tax effect on income due to maturities and fair value adjustments of our economic hedges:

	Three Months Ended September 30,				Nine Months Ended September 30,
Location of Gain Recognized in Income	2012		2011		2012		2011
	(In thousands)
Cost of products sold	$	19,869	$	10,034	$	55,738	$	9,382
Operating expenses	604		—		446		—
Total	$	20,473	$	10,034	$	56,184	$	9,382

As of September 30, 2012, we have the following notional contract volumes related to our outstanding swap contracts serving as economic hedges:

		Notional Contract Volumes by Year of Maturity
Derivative Instrument	Total Outstanding Notional	2012	2013	Unit of Measure
Commodity price swap (natural gas) - long	3,312,000	3,312,000	—	MMBTU
Commodity price swap (WCS spread) - long	6,117,500	460,000	5,657,500	Barrels
Commodity price swap (WTI) - short	150,000	—	150,000	Barrels
Commodity price swap (gasoline) - short	630,000	150,000	480,000	Barrels
NYMEX futures (WTI) - long	234,000	—	234,000	Barrels
NYMEX futures (WTI)- short	2,206,000	1,856,000	350,000	Barrels

22

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Interest Rate Risk Management

HEP uses interest rate swaps to manage its exposure to interest rate risk.

As of September 30, 2012, HEP had three interest rate swap contracts that hedge its exposure to the cash flow risk caused by the effects of LIBOR changes on $305.0 million in credit agreement advances. The first interest rate swap effectively converts $155.0 million of LIBOR based debt to fixed rate debt having an interest rate of 0.99% plus an applicable margin of 2.00% as of September 30, 2012, which equaled an effective interest rate of 2.99%. This swap matures in February 2016. In August 2012, HEP entered into two similar interest rate swaps with identical terms which convert $150.0 million of LIBOR based debt to fixed rate debt having an interest rate of 0.74% plus an applicable margin of 2.00% as of September 30, 2012, which equaled an effective interest rate of 2.74%. Both of these swap contracts mature in July 2017. All of these swap contracts have been designated as cash flow hedges. To date, there has been no ineffectiveness on these cash flow hedges.

At September 30, 2012, HEP had a pre-tax unrealized loss recorded in accumulated other comprehensive income of $5.9 million that relates to its current and previous cash flow hedging instruments. Of this amount, $2.1 million relates to a cash flow hedge terminated in December 2011 and represents the application of hedge accounting prior to termination. This amount will be amortized as a charge to interest expense through February 2013, the remaining term of the terminated swap contract.

The following table presents the pre-tax effect on other comprehensive income and earnings due to fair value adjustments and maturities of HEP's interest rate swaps under cash flow hedge accounting:

	Unrealized Gain (Loss) Recognized in OCI			Loss Recognized in Earnings Due to Settlements
				Location	Amount
				(In thousands)
Three Months Ended September 30, 2012
Interest rate swaps
Change in fair value	$	(1,802	)
Loss reclassified to earnings due to settlements	1,695			Interest expense	$	(1,695	)
Total	$	(107	)		$	(1,695	)
Three Months Ended September 30, 2011
Interest rate swaps
Change in fair value	$	(310	)
Loss reclassified to earnings due to settlements	1,403			Interest expense	$	(1,403	)
Total	$	1,093			$	(1,403	)
Nine Months Ended September 30, 2012
Interest rate swaps
Change in fair value	$	(4,240	)
Loss reclassified to earnings due to settlements	4,818			Interest expense	$	(4,818	)
Total	$	578			$	(4,818	)
Nine Months Ended September 30, 2011
Interest rate swaps
Change in fair value	$	(1,485	)
Loss reclassified to earnings due to settlements	4,132			Interest expense	$	(4,132	)
Total	$	2,647			$	(4,132	)

23

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

The following table presents balance sheet locations and related fair values of outstanding derivative instruments. These amounts are presented on a gross basis in accordance with GAAP disclosure requirements and do not reflect the netting of asset or liability positions permitted under the terms of master netting arrangements. Therefore, they are not equal to amounts presented in our consolidated balance sheets.

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
	(In thousands)
September 30, 2012
Derivatives designated as cash flow hedging instruments:
Commodity price swap contracts	Accrued liabilities	$	22,018	Accrued liabilities	$	86,945
Variable-to-fixed interest rate swap contracts				Other long-term liabilities	3,764
Total		$	22,018		$	90,709
Derivatives not designated as hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	4,126
	Accrued liabilities	20,986		Accrued liabilities	$	13,516
Total		$	25,112		$	13,516
December 31, 2011
Derivatives designated as cash flow hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	173,784
Variable-to-fixed interest rate swap contracts				Other long-term liabilities	$	520
Total		$	173,784		$	520
Derivatives not designated as hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	1,870	Accrued liabilities	$	1,252

At September 30, 2012, we had a pre-tax net unrealized loss of $68.7 million classified in accumulated other comprehensive income that relates to all accounting hedges. Assuming commodity prices and interest rates remain unchanged, an unrealized loss of approximately $66.0 million will be effectively transferred from accumulated other comprehensive income into the statement of income as the hedging instruments mature over the next twelve-month period.

24

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 14: Equity

Changes to equity during the nine months ended September 30, 2012 are presented below:

	HollyFrontier Stockholders’ Equity			Noncontrolling Interest			Total Equity
	(In thousands)
Balance at December 31, 2011	$	5,204,010		$	631,890		$	5,835,900
Net income	1,335,568			24,472			1,360,040
Other comprehensive income (loss)	(140,394		)	529			(139,865		)
Dividends	(494,107		)	—			(494,107		)
Distributions to noncontrolling interest holders	—			(43,749		)	(43,749		)
Allocated equity on HEP unit issuances	11,469			(18,763		)	(7,294		)
Contribution from joint venture partner	—			3,000			3,000
Equity-based compensation	23,166			2,233			25,399
Excess tax benefit attributable to equity-based compensation	16,020			—			16,020
Purchase of treasury stock (1)	(200,076		)	—			(200,076		)
Net proceeds received under structured share repurchase arrangement	8,620			—			8,620
Purchase of HEP units for restricted grants	—			(4,392		)	(4,392		)
Balance at September 30, 2012	$	5,764,276		$	595,220		$	6,359,496

(1) Includes 329,631 shares withheld under the terms of stock-based compensation agreements to provide funds for the payment of payroll and income taxes due at the vesting of share-based awards.

In January 2012, our Board of Directors approved a $350 million stock repurchase program, and in June 2012, approved an additional $350 million repurchase program that authorizes us to repurchase common stock in the open market or through privately negotiated transactions. The timing and amount of stock repurchases will depend on market conditions, corporate, regulatory and other relevant considerations. These programs may be discontinued at any time by the Board of Directors. As of September 30, 2012, we have repurchased 6,351,498 shares at a cost of $189.8 million under these stock repurchase programs.

In May 2012, we entered into a structured share repurchase arrangement with a financial institution under which we provided an up-front cash payment of $100.0 million and, depending on market conditions, would either receive shares of our common stock or cash at the expiration of the agreement. The agreement expired in September 2012 at which time we received our up-front payment plus an additional $8.6 million in cash that was recorded as additional capital.

25

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 15: Other Comprehensive Income (Loss)

The components and allocated tax effects of other comprehensive income (loss) are as follows:

	Before-Tax			Tax Expense (Benefit)			After-Tax
	(In thousands)
Three Months Ended September 30, 2012
Unrealized gain, net of reclassifications from sale or maturity, on available-for-sale securities	$	13		$	6		$	7
Unrealized loss on hedging activities	(111,333		)	(43,359		)	(67,974		)
Other comprehensive loss	(111,320		)	(43,353		)	(67,967		)
Less other comprehensive income attributable to noncontrolling interest	129			—			129
Other comprehensive loss attributable to HollyFrontier stockholders	$	(111,449	)	$	(43,353	)	$	(68,096	)
Three Months Ended September 30, 2011
Unrealized loss on available-for-sale securities	$	(655	)	$	(252	)	$	(403	)
Unrealized gain on hedging activities	23,272			8,772			14,500
Retirement medical obligation adjustment	9			—			9
Other comprehensive income	22,626			8,520			14,106
Less other comprehensive income attributable to noncontrolling interest	717			—			717
Other comprehensive income attributable to HollyFrontier stockholders	$	21,909		$	8,520		$	13,389
Nine Months Ended September 30, 2012
Unrealized loss, net of reclassifications from sale or maturity, on available-for-sale securities	$	(203	)	$	(78	)	$	(125	)
Unrealized loss on hedging activities	(236,147		)	(92,068		)	(144,079		)
Pension plan curtailment	7,102			2,763			4,339
Other comprehensive loss	(229,248		)	(89,383		)	(139,865		)
Less other comprehensive income attributable to noncontrolling interest	529			—			529
Other comprehensive loss attributable to HollyFrontier stockholders	$	(229,777	)	$	(89,383	)	$	(140,394	)
Nine Months Ended September 30, 2011
Unrealized loss on available-for-sale securities	$	(972	)	$	(376	)	$	(596	)
Unrealized gain on hedging activities	24,864			8,994			15,870
Retirement medical obligation adjustment	9			—			9
Other comprehensive income	23,901			8,618			15,283
Less other comprehensive income attributable to noncontrolling interest	1,737			—			1,737
Other comprehensive income attributable to HollyFrontier stockholders	$	22,164		$	8,618		$	13,546

The temporary unrealized gain (loss) on available-for-sale securities is due to changes in market prices of securities.

Accumulated other comprehensive income (loss) in the equity section of our consolidated balance sheets includes:

	September 30, 2012			December 31, 2011
	(In thousands)
Pension obligation adjustment	$	(18,376	)	$	(22,715	)
Retiree medical obligation adjustment	(4,042		)	(4,042		)
Unrealized gain on available-for-sale securities	9			134
Unrealized gain (loss) on hedging activities, net of noncontrolling interest	(40,112		)	104,496
Accumulated other comprehensive income (loss)	$	(62,521	)	$	77,873

26

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 16: Retirement Plan

We sponsor a non-contributory defined benefit retirement plan that covers most legacy Holly non-union employees hired prior to January 1, 2007 and union employees hired prior to July 1, 2010, and was closed to new entrants effective January 1, 2007 for non-union employees and July 1, 2010 for union employees. Effective January 1, 2012, no additional benefits will be accrued under this plan for non-union employee participants and effective May 1, 2012, no additional benefits will be accrued for union employee participants, at which time the plan was fully frozen. The changes for union employee participants have been accounted for as a curtailment. Accordingly, we adjusted the projected benefit obligation and accumulated other comprehensive income by $7.1 million and recorded additional pension expense of $0.7 million in the second quarter of 2012. The changes related to the non-union employees were also accounted for as a curtailment, which was recorded in the fourth quarter of 2011. Our funding policy for this defined benefit retirement plan is to make annual contributions of not less than the minimum funding requirements of the Employee Retirement Income Security Act of 1974. Benefits are based on the employee’s years of service and compensation.

The net periodic pension expense consisted of the following components:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
	(In thousands)
Service cost – benefit earned during the period	$	—		$	1,268		$	679		$	3,803
Interest cost on projected benefit obligations	955			1,281			3,007			3,844
Expected return on plan assets	(950		)	(1,244		)	(2,849		)	(3,923		)
Amortization of prior service cost	—			97			67			293
Amortization of net loss	415			529			1,518			1,594
Estimated effect of curtailment	—			798			899			798
Net periodic pension expense	$	420		$	2,729		$	3,321		$	6,409

The expected long-term annual rate of return on plan assets is 6.5%, which is the rate is used in measuring 2012 net periodic benefit costs. We contributed $22.4 million to the retirement plan in June 2012.

In 2012, we established a program for plan participants whose benefits pursuant to the defined benefit plan were frozen. The program provides for payments after year-end for each of the next three years provided the employee remains with the us. The payments are based on each employee's years of service and eligible salary. For the three and nine months ended September 30, 2012, we recognized transition benefit costs of $3.2 million and $10.1 million, respectively, associated with transition to the new defined contribution plan.

We have a post-retirement healthcare and other benefits plan that is available to certain of our employees who satisfy certain age and service requirements.The net periodic benefit expense of this plan consisted of the following components:

	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
	(In thousands)
Service cost – benefit earned during the period	$	475		$	1,425
Interest cost on projected benefit obligations	875			2,625
Amortization of prior service credit	(550		)	(1,650		)
Amortization of net loss	75			225
Net periodic pension expense	$	875		$	2,625

27

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 17: Contingencies

We are a party to various litigation and legal proceedings which we believe, based on advice of counsel, will not either individually or in the aggregate have a materially adverse effect on our financial condition, results of operations or cash flows.

NOTE 18: Segment Information

Our operations are organized into two reportable segments, Refining and HEP. Our operations that are not included in the Refining and HEP segments are included in Corporate and Other. Intersegment transactions are eliminated in our consolidated financial statements and are included in Consolidations and Eliminations.

The Refining segment represents the operations of the El Dorado, Tulsa, Navajo, Cheyenne and Woods Cross Refineries and NK Asphalt. Refining activities involve the purchase and refining of crude oil and wholesale and branded marketing of refined products, such as gasoline, diesel fuel and jet fuel. These petroleum products are primarily marketed in the Mid-Continent, Southwest and Rocky Mountain regions of the United States. Additionally, the Refining segment includes specialty lubricant products produced at our Tulsa Refineries that are marketed throughout North America and are distributed in Central and South America. NK Asphalt operates various asphalt terminals in Arizona and New Mexico.

The HEP segment includes all of the operations of HEP, a consolidated VIE, which owns and operates logistics assets consisting of petroleum product and crude oil pipelines and terminal, tankage and loading rack facilities in the Mid-Continent, Southwest and Rocky Mountain regions of the United States. Revenues are generated by charging tariffs for transporting petroleum products and crude oil through its pipelines, by leasing certain pipeline capacity, by charging fees for terminalling refined products and other hydrocarbons and storing and providing other services at its storage tanks and terminals. The HEP segment also includes a 75% interest in UNEV (a consolidated subsidiary of HEP) and a 25% interest in the SLC Pipeline. Revenues from the HEP segment are earned through transactions with unaffiliated parties for pipeline transportation, rental and terminalling operations as well as revenues relating to pipeline transportation services provided for our refining operations. Our revaluation of HEP’s assets and liabilities at March 1, 2008 (date of reconsolidation) resulted in basis adjustments to our consolidated HEP balances. Therefore, our reported amounts for the HEP segment may not agree to amounts reported in HEP’s periodic public filings.

The accounting policies for our segments are the same as those described in the summary of significant accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2011.

28

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

	Refining (1)		HEP (2)		Corporate and Other			Consolidations and Eliminations			Consolidated Total
	(In thousands)
Three Months Ended September 30, 2012
Sales and other revenues	$	5,192,649	$	72,496	$	352		$	(60,699	)	$	5,204,798
Depreciation and amortization	$	47,890	$	12,636	$	4,793		$	(207	)	$	65,112
Income (loss) from operations	$	973,586	$	37,137	$	(31,871	)	$	(548	)	$	978,304
Capital expenditures	$	70,069	$	5,683	$	3,765		$	—		$	79,517
Three Months Ended September 30, 2011
Sales and other revenues	$	5,164,853	$	49,131	$	299		$	(40,885	)	$	5,173,398
Depreciation and amortization	$	35,070	$	7,505	$	872		$	(207	)	$	43,240
Income (loss) from operations	$	884,997	$	24,587	$	(40,135	)	$	(242	)	$	869,207
Capital expenditures	$	46,294	$	68,101	$	3,523		$	—		$	117,918
Nine Months Ended September 30, 2012
Sales and other revenues	$	14,907,849	$	207,250	$	912		$	(172,794	)	$	14,943,217
Depreciation and amortization	$	133,087	$	38,683	$	7,013		$	(621	)	$	178,162
Income (loss) from operations	$	2,201,648	$	100,843	$	(89,899	)	$	(1,587	)	$	2,211,005
Capital expenditures	$	171,865	$	29,302	$	6,370		$	—		$	207,537
Nine Months Ended September 30, 2011
Sales and other revenues	$	10,432,720	$	144,916	$	1,100		$	(111,620	)	$	10,467,116
Depreciation and amortization	$	81,875	$	22,407	$	2,719		$	(621	)	$	106,380
Income (loss) from operations	$	1,357,739	$	75,700	$	(73,689	)	$	(1,265	)	$	1,358,485
Capital expenditures	$	92,078	$	175,795	$	6,350		$	—		$	274,223

September 30, 2012
Cash, cash equivalents and investments in marketable securities	$	557	$	1,993	$	2,340,786	$	—		$	2,343,336
Total assets	$	6,567,224	$	1,409,151	$	2,426,067	$	(56,506	)	$	10,345,936
Long-term debt	$	—	$	874,434	$	487,843	$	(16,050	)	$	1,346,227
December 31, 2011
Cash, cash equivalents and investments in marketable securities	$	—	$	6,369	$	1,834,241	$	—		$	1,840,610
Total assets	$	6,280,426	$	1,418,660	$	1,997,601	$	(120,444	)	$	9,576,243
Long-term debt	$	—	$	598,761	$	705,331	$	(89,350	)	$	1,214,742

(1) The Refining segment reflects the operations of the El Dorado and Cheyenne Refineries beginning July 1, 2011 (date of Holly-Frontier merger).

(2) HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. For the three and nine months ended September 30, 2012, UNEV Pipeline revenues were $3.0 million and $10.8 million, respectively. The UNEV Pipeline was previously presented under Corporate and Other.

HEP segment revenues from external customers were $11.9 million and $8.3 million for the three months ended September 30, 2012 and 2011, respectively, and $34.6 million and $33.0 million for the nine months ended September 30, 2012 and 2011, respectively.

29

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

NOTE 19: Supplemental Guarantor/Non-Guarantor Financial Information

Our obligations under the HollyFrontier Senior Notes have been jointly and severally guaranteed by the substantial majority of our existing and future restricted subsidiaries (“Guarantor Restricted Subsidiaries”). These guarantees are full and unconditional. HEP, in which we have a 44% ownership interest at September 30, 2012, and its subsidiaries (collectively, “Non-Guarantor Non-Restricted Subsidiaries”), and certain of our other subsidiaries (“Non-Guarantor Restricted Subsidiaries”) have not guaranteed these obligations.

The following condensed consolidating financial information is provided for HollyFrontier Corporation (the “Parent”), the Guarantor Restricted Subsidiaries, the Non-Guarantor Restricted Subsidiaries and the Non-Guarantor Non-Restricted Subsidiaries. The information has been presented as if the Parent accounted for its ownership in the Guarantor Restricted Subsidiaries, and the Guarantor Restricted Subsidiaries accounted for the ownership of the Non-Guarantor Restricted Subsidiaries and Non-Guarantor Non-Restricted Subsidiaries, using the equity method of accounting. The Guarantor Restricted Subsidiaries and the Non-Guarantor Restricted Subsidiaries are collectively the “Restricted Subsidiaries.”

HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. The UNEV Pipeline was previously presented as a Non-Guarantor Restricted Subsidiary.

Condensed Consolidating Balance Sheet
September 30, 2012	Parent		Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP		Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	2,053,324	$	2,089		$	2		$	—		$	2,055,415	$	1,993	$	—		$	2,057,408
Marketable securities	280,401		8			—			—			280,409		—		—			280,409
Accounts receivable, net	2,265		732,777			—			—			735,042		42,832		(41,000		)	736,874
Intercompany accounts receivable (payable)	1,175,041		(1,431,906		)	256,865			—			—		—		—			—
Inventories	—		1,484,217			—			—			1,484,217		1,233		—			1,485,450
Income taxes receivable	40,544		—			4			—			40,548		—		—			40,548
Prepayments and other	6,557		29,973			—			—			36,530		3,080		(8,378		)	31,232
Total current assets	3,558,132		817,158			256,871			—			4,632,161		49,138		(49,378		)	4,631,921
Properties, plants and equip, net	22,483		2,108,183			—			—			2,130,666		994,926		(5,660		)	3,119,932
Marketable securities (long-term)	5,519		—			—			—			5,519		—		—			5,519
Investment in subsidiaries	3,251,918		280,048			(181,421		)	(3,350,545		)	—		—		—			—
Intangibles and other assets	9,608		2,215,337			25,000			(25,000		)	2,224,945		365,087		(1,468		)	2,588,564
Total assets	$	6,847,660	$	5,420,726		$	100,450		$	(3,375,545	)	$	8,993,291	$	1,409,151	$	(56,506	)	$	10,345,936
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	135,714	$	1,424,692		$	4		$	—		$	1,560,410	$	11,303	$	(40,999	)	$	1,530,714
Income taxes payable	2,319		148,580			—			—			150,899		—		—			150,899
Accrued liabilities	87,232		120,858			954			—			209,044		19,315		(8,379		)	219,980
Deferred income tax liabilities	191,958		(16,381		)	(10		)	—			175,567		—		—			175,567
Total current liabilities	417,223		1,677,749			948			—			2,095,920		30,618		(49,378		)	2,077,160
Long-term debt	460,139		27,704			—			—			487,843		874,434		(16,050		)	1,346,227
Deferred income tax liabilities	189,613		203,766			875			—			394,254		—		4,951			399,205
Other long-term liabilities	91,153		92,733			—			(25,000		)	158,886		7,574		(2,612		)	163,848
Investment in HEP	—		166,856			—			—			166,856		—		(166,856		)	—
Equity – HollyFrontier	5,689,532		3,251,918			98,627			(3,350,545		)	5,689,532		396,644		(321,900		)	5,764,276
Equity – noncontrolling interest	—		—			—			—			—		99,881		495,339			595,220
Total liabilities and equity	$	6,847,660	$	5,420,726		$	100,450		$	(3,375,545	)	$	8,993,291	$	1,409,151	$	(56,506	)	$	10,345,936

30

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Condensed Consolidating Balance Sheet
December 31, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP		Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	1,575,891		$	(3,358	)	$	2		$	—		$	1,572,535	$	6,369	$	—		$	1,578,904
Marketable securities	210,886			753			—			—			211,639		—		—			211,639
Accounts receivable, net	8,317			698,911			—			—			707,228		37,290		(35,661		)	708,857
Intercompany accounts receivable (payable)	3,075,563			(3,373,844		)	298,281			—			—		—		—			—
Inventories	—			1,113,136			—			—			1,113,136		1,483		—			1,114,619
Income taxes receivable	87,273			4			—			—			87,277		—		—			87,277
Prepayments and other	19,379			202,428			4			—			221,811		2,246		(4,607		)	219,450
Total current assets	4,977,309			(1,361,970		)	298,287			—			3,913,626		47,388		(40,268		)	3,920,746
Properties, plants and equip, net	26,702			2,026,105			—			—			2,052,807		1,006,379		(6,281		)	3,052,905
Marketable securities (long-term)	50,067			—			—			—			50,067		—		—			50,067
Investment in subsidiaries	846,359			295,902			(240,060		)	(902,201		)	—		—		—			—
Intangibles and other assets	19,329			2,242,197			—			—			2,261,526		364,893		(73,894		)	2,552,525
Total assets	$	5,919,766		$	3,202,234		$	58,227		$	(902,201	)	$	8,278,026	$	1,418,660	$	(120,443	)	$	9,576,243
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	23,497		$	1,494,790		$	359		$	—		$	1,518,646	$	21,709	$	(35,661	)	$	1,504,694
Income taxes payable	(109,320		)	149,686			—			—			40,366		—		—			40,366
Accrued liabilities	53,390			103,981			1,170			—			158,541		16,006		(4,607		)	169,940
Deferred income tax liabilities	192,073			(16,390		)	—			—			175,683		—		—			175,683
Total current liabilities	159,640			1,732,067			1,529			—			1,893,236		37,715		(40,268		)	1,890,683
Long-term debt	651,261			54,070			—			—			705,331		598,761		(89,350		)	1,214,742
Deferred income tax liabilities	162,021			295,893			856			—			458,770		—		4,951			463,721
Other long-term liabilities	116,443			52,892			—			—			169,335		4,000		(2,138		)	171,197
Investment in HEP	—			220,953			—			—			220,953		—		(220,953		)	—
Equity – HollyFrontier	4,830,401			846,359			55,842			(902,201		)	4,830,401		679,182		(305,573		)	5,204,010
Equity – noncontrolling interest	—			—			—			—			—		99,002		532,888			631,890
Total liabilities and equity	$	5,919,766		$	3,202,234		$	58,227		$	(902,201	)	$	8,278,026	$	1,418,660	$	(120,443	)	$	9,576,243

31

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Condensed Consolidating Statement of Income and Comprehensive Income
Three Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	195		$	5,192,846		$	35		$	—		$	5,193,076		$	72,496		$	(60,774	)	$	5,204,798
Operating costs and expenses:
Cost of products sold	—			3,958,261			—			—			3,958,261			—			(59,525		)	3,898,736
Operating expenses	—			213,021			9			—			213,030			21,324			(495		)	233,859
General and administrative	26,723			637			28			—			27,388			1,399			—			28,787
Depreciation and amortization	4,665			48,018			—			—			52,683			12,636			(207		)	65,112
Total operating costs and expenses	31,388			4,219,937			37			—			4,251,362			35,359			(60,227		)	4,226,494
Income (loss) from operations	(31,193		)	972,909			(2		)	—			941,714			37,137			(547		)	978,304
Other income (expense):
Earnings of equity method investments	988,255			15,720			15,586			(1,004,000		)	15,561			877			(15,586		)	852
Interest income (expense)	(6,747		)	(374		)	161			—			(6,960		)	(12,432		)	508			(18,884		)
	981,508			15,346			15,747			(1,004,000		)	8,601			(11,555		)	(15,078		)	(18,032		)
Income before income taxes	950,315			988,255			15,745			(1,004,000		)	950,315			25,582			(15,625		)	960,272
Income tax provision	349,485			—			—			—			349,485			137			—			349,622
Net income	600,830			988,255			15,745			(1,004,000		)	600,830			25,445			(15,625		)	610,650
Less net income attributable to noncontrolling interest	—			—			—			—			—			10,277			—			10,277
Net income attributable to HollyFrontier stockholders	$	600,830		$	988,255		$	15,745		$	(1,004,000	)	$	600,830		$	15,168		$	(15,625	)	$	600,373
Comprehensive income attributable to HollyFrontier stockholders	$	502,238		$	1,018,987		$	15,745		$	(1,004,000	)	$	532,970		$	14,932		$	(15,625	)	$	532,277

Condensed Consolidating Statement of Income and Comprehensive Income
Three Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	266		$	5,164,628		$	33	$	—		$	5,164,927		$	49,131		$	(40,660	)	$	5,173,398
Operating costs and expenses:
Cost of products sold	—			4,029,997			—		—			4,029,997			—			(40,070		)	3,989,927
Operating expenses	—			213,002			7		—			213,009			15,015			(141		)	227,883
General and administrative	39,555			1,562			—		—			41,117			2,024			—			43,141
Depreciation and amortization	872			35,070			—		—			35,942			7,505			(207		)	43,240
Total operating costs and expenses	40,427			4,279,631			7		—			4,320,065			24,544			(40,418		)	4,304,191
Income (loss) from operations	(40,161		)	884,997			26		—			844,862			24,587			(242		)	869,207
Other income (expense):
Earnings of equity method investments	892,420			8,400			8,469		(900,929		)	8,360			641			(8,469		)	532
Interest income (expense)	(15,162		)	(977		)	14		—			(16,125		)	(9,391		)	646			(24,870		)
Merger transaction costs	(9,100		)	—			—		—			(9,100		)	—			—			(9,100		)
	868,158			7,423			8,483		(900,929		)	(16,865		)	(8,750		)	(7,823		)	(33,438		)
Income before income taxes	827,997			892,420			8,509		(900,929		)	827,997			15,837			(8,065		)	835,769
Income tax provision	304,835			—			—		—			304,835			(77		)	—			304,758
Net income	523,162			892,420			8,509		(900,929		)	523,162			15,914			(8,065		)	531,011
Less net income attributable to noncontrolling interest	—			—			—		—			—			7,923			—			7,923
Net income attributable to HollyFrontier stockholders	$	523,162		$	892,420		$	8,509	$	(900,929	)	$	523,162		$	7,991		$	(8,065	)	$	523,088
Comprehensive income attributable to HollyFrontier stockholders	$	514,759		$	913,835		$	8,509	$	(900,929	)	$	536,174		$	8,368		$	(8,065	)	$	536,477

32

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Condensed Consolidating Statement of Income and Comprehensive Income
Nine Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	394		$	14,908,154		$	138	$	—		$	14,908,686		$	207,250		$	(172,719	)	$	14,943,217
Operating costs and expenses:
Cost of products sold	—			11,932,230			—		—			11,932,230			—			(164,813		)	11,767,417
Operating expenses	—			642,153			33		—			642,186			61,724			(5,698		)	698,212
General and administrative	81,147			1,299			50		—			82,496			5,925			—			88,421
Depreciation and amortization	6,644			133,456			—		—			140,100			38,683			(621		)	178,162
Total operating costs and expenses	87,791			12,709,138			83		—			12,797,012			106,332			(171,132		)	12,732,212
Income (loss) from operations	(87,397		)	2,199,016			55		—			2,111,674			100,918			(1,587		)	2,211,005
Other income (expense):
Earnings of equity method investments	2,240,275			42,707			42,163		(2,283,029		)	42,116			2,502			(42,163		)	2,455
Interest income (expense)	(34,194		)	(1,774		)	536		—			(35,432		)	(44,306		)	1,738			(78,000		)
Gain on sale of marketable securities	—			326			—		—			326			—			—			326
	2,206,081			41,259			42,699		(2,283,029		)	7,010			(41,804		)	(40,425		)	(75,219		)
Income before income taxes	2,118,684			2,240,275			42,754		(2,283,029		)	2,118,684			59,114			(42,012		)	2,135,786
Income tax provision	775,459			—			—		—			775,459			287			—			775,746
Net income	1,343,225			2,240,275			42,754		(2,283,029		)	1,343,225			58,827			(42,012		)	1,360,040
Less net income attributable to noncontrolling interest	—			—			—		—			—			24,472			—			24,472
Net income attributable to HollyFrontier stockholders	$	1,343,225		$	2,240,275		$	42,754	$	(2,283,029	)	$	1,343,225		$	34,355		$	(42,012	)	$	1,335,568
Comprehensive income attributable to HollyFrontier stockholders	$	1,179,627		$	2,263,429		$	42,754	$	(2,283,029	)	$	1,202,781		$	34,405		$	(42,012	)	$	1,195,174

Condensed Consolidating Statement of Income and Comprehensive Income
Nine Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	1,067		$	10,432,420		$	33		$	—		$	10,433,520		$	144,916		$	(111,320	)	$	10,467,116
Operating costs and expenses:
Cost of products sold	—			8,531,358			—			—			8,531,358			—			(109,719		)	8,421,639
Operating expenses	—			459,679			186			—			459,865			41,821			285			501,971
General and administrative	71,884			1,769			—			—			73,653			4,988			—			78,641
Depreciation and amortization	2,719			81,875			—			—			84,594			22,407			(621		)	106,380
Total operating costs and expenses	74,603			9,074,681			186			—			9,149,470			69,216			(110,055		)	9,108,631
Income (loss) from operations	(73,536		)	1,357,739			(153		)	—			1,284,050			75,700			(1,265		)	1,358,485
Other income (expense):
Earnings of equity method investments	1,380,375			25,231			25,454			(1,405,715		)	25,345			1,848			(25,454		)	1,739
Interest income (expense)	(27,033		)	(2,595		)	39			—			(29,589		)	(27,789		)	1,853			(55,525		)
Merger transaction costs	(15,114		)	—			—			—			(15,114		)	—			—			(15,114		)
	1,338,228			22,636			25,493			(1,405,715		)	(19,358		)	(25,941		)	(23,601		)	(68,900		)
Income before income taxes	1,264,692			1,380,375			25,340			(1,405,715		)	1,264,692			49,759			(24,866		)	1,289,585
Income tax provision	465,561			—			—			—			465,561			169			—			465,730
Net income	799,131			1,380,375			25,340			(1,405,715		)	799,131			49,590			(24,866		)	823,855
Less net income attributable to noncontrolling interest	—			—			—			—			—			23,838			—			23,838
Net income attributable to HollyFrontier stockholders	$	799,131		$	1,380,375		$	25,340		$	(1,405,715	)	$	799,131		$	25,752		$	(24,866	)	$	800,017
Comprehensive income attributable to HollyFrontier stockholders	$	790,561		$	1,401,542		$	25,340		$	(1,405,715	)	$	811,728		$	26,701		$	(24,866	)	$	813,563

33

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Cash flows from operating activities	$	1,260,731		$	(142,743	)	$	—	$	1,117,988		$	100,652		$	(46,852	)	$	1,171,788
Cash flows from investing activities
Additions to properties, plants and equip	(4,993		)	(173,242		)	—		(178,235		)	—			—			(178,235		)
Additions to properties, plants and equip – HEP	—			—			—		—			(29,302		)	—			(29,302		)
Investment in Sabine Biofuels	—			(2,000		)	—		(2,000		)	—			—			(2,000		)
Purchases of marketable securities	(236,315		)	—			—		(236,315		)	—			—			(236,315		)
Sales and maturities of marketable securities	211,286			930			—		212,216			—			—			212,216
	(30,022		)	(174,312		)	—		(204,334		)	(29,302		)	—			(233,636		)
Cash flows from financing activities
Net borrowings under credit agreement – HEP	—			—			—		—			231,000			—			231,000
Repayment of promissory notes	—			72,900			—		72,900			(72,900		)	—			—
Net proceeds from issuance of senior notes - HEP	—			—			—		—			294,750			—			294,750
Principal tender on senior notes - HFC	(205,000		)	—			—		(205,000		)	—			—			(205,000		)
Principal tender on senior notes - HEP	—			—			—		—			(185,000		)	—			(185,000		)
Purchase of treasury stock	(190,307		)	—			—		(190,307		)	—			—			(190,307		)
Structured stock repurchase agreement	8,620			—			—		8,620			—			—			8,620
Contribution from joint venture partner	—			—			—		—			6,000			—			6,000
Contribution from general partner	—			(10,286		)	—		(10,286		)	10,286			—			—
Distribution from HEP upon UNEV transfer	—			260,922			—		260,922			(260,922		)	—			—
Dividends	(382,610		)	—			—		(382,610		)	—			—			(382,610		)
Distributions to noncontrolling interest	—			—			—		—			(91,063		)	47,314			(43,749		)
Excess tax benefit from equity-based compensation	16,021			—			—		16,021			—			—			16,021
Purchase of units for incentive grants - HEP	—			—			—		—			(4,919		)	—			(4,919		)
Deferred financing costs	—			(67		)	—		(67		)	(3,222		)	—			(3,289		)
Other	—			(967		)	—		(967		)	264			(462		)	(1,165		)
	(753,276		)	322,502			—		(430,774		)	(75,726		)	46,852			(459,648		)
Cash and cash equivalents
Increase (decrease) for the period	477,433			5,447			—		482,880			(4,376		)	—			478,504
Beginning of period	1,575,891			(3,358		)	2		1,572,535			6,369			—			1,578,904
End of period	$	2,053,324		$	2,089		$	2	$	2,055,415		$	1,993		$	—		$	2,057,408

34

HOLLYFRONTIER CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Continued

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Cash flows from operating activities	$	1,690,926		$	(664,988	)	$	—	$	1,025,938		$	93,299		$	(30,034	)	$	1,089,203
Cash flows from investing activities:
Additions to properties, plants and equip	(6,056		)	(92,372		)	—		(98,428		)	—			—			(98,428		)
Additions to properties, plants and equip – HEP	—			—			—		—			(175,795		)	—			(175,795		)
Investment in Sabine Biofuels	(9,125		)	—			—		(9,125		)	—			—			(9,125		)
Cash received in merger with Frontier	182			871,976			—		872,158			—			—			872,158
Purchases of marketable securities	(370,042		)	—			—		(370,042		)	—			—			(370,042		)
Sales and maturities of marketable securities	194,386			—			—		194,386			—			—			194,386
	(190,655		)	779,604			—		588,949			(175,795		)	—			413,154
Cash flows from financing activities:
Net borrowings under credit agreement – HEP	—			—			—		—			43,000			—			43,000
Purchase of treasury stock	(38,955		)	—			—		(38,955		)	—			—			(38,955		)
Principal tender on senior notes – HFC	(15		)	—			—		(15		)	—			—			(15		)
Contribution to HEP	—			(96,000		)	—		(96,000		)	96,000			—			—
Contribution from UNEV joint venture partner	—			—			—		—			27,500			—			27,500
Dividends	(129,377		)	—			—		(129,377		)	—			—			(129,377		)
Distributions to noncontrolling interest	—			—			—		—			(67,963		)	30,034			(37,929		)
Excess tax benefit from equity-based compensation	1,399			—			—		1,399			—			—			1,399
Purchase of units for restricted grants - HEP	—			—			—		—			(1,641		)	—			(1,641		)
Deferred financing costs	(8,574		)	—			—		(8,574		)	(3,150		)	—			(11,724		)
Other	—			(857		)	—		(857		)	—			—			(857		)
	(175,522		)	(96,857		)	—		(272,379		)	93,746			30,034			(148,599		)
Cash and cash equivalents
Increase (decrease) for the period:	1,324,749			17,759			—		1,342,508			11,250			—			1,353,758
Beginning of period	230,082			(9,035		)	2		221,049			8,052			—			229,101
End of period	$	1,554,831		$	8,724		$	2	$	1,563,557		$	19,302		$	—		$	1,582,859

35

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

This Item 2 contains “forward-looking” statements. See “Forward-Looking Statements” at the beginning of Part I of this Quarterly Report on Form 10-Q. References herein to HollyFrontier Corporation (“HollyFrontier”) include HollyFrontier and its consolidated subsidiaries. In accordance with the Securities and Exchange Commission’s (“SEC”) “Plain English” guidelines, this Quarterly Report on Form 10-Q has been written in the first person. In this document, the words “we,” “our,” “ours” and “us” refer only to HollyFrontier and its consolidated subsidiaries or to HollyFrontier or an individual subsidiary and not to any other person, with certain exceptions. Generally, the words “we,” “our,” “ours” and “us” include Holly Energy Partners, L.P. (“HEP”) and its subsidiaries as consolidated subsidiaries of HollyFrontier, unless when used in disclosures of transactions or obligations between HEP and HollyFrontier or its other subsidiaries. This document contains certain disclosures of agreements that are specific to HEP and its consolidated subsidiaries and do not necessarily represent obligations of HollyFrontier. When used in descriptions of agreements and transactions, “HEP” refers to HEP and its consolidated subsidiaries.

We merged with Frontier Oil Corporation (“Frontier”) effective July 1, 2011. Accordingly, this document includes Frontier, its consolidated subsidiaries and the operations of the merged Frontier businesses effective July 1, 2011, but not prior to this date.

OVERVIEW

We are principally an independent petroleum refiner that produces high-value refined products such as gasoline, diesel fuel, jet fuel, specialty lubricant products, and specialty and modified asphalt. We own and operate refineries having a combined crude oil processing capacity of 443,000 barrels per day that serve markets throughout the Mid-Continent, Southwest and Rocky Mountain regions of the United States. Our refineries are located in El Dorado, Kansas (the “El Dorado Refinery”), Tulsa, Oklahoma (the, “Tulsa Refineries”), which comprise two production facilities, the Tulsa West and East facilities, a petroleum refinery in Artesia, New Mexico, which operates in conjunction with crude, vacuum distillation and other facilities situated 65 miles away in Lovington, New Mexico (collectively, the “Navajo Refinery”), Cheyenne, Wyoming (the, “Cheyenne Refinery”) and Woods Cross, Utah (the “Woods Cross Refinery”).

On February 21, 2011, we entered into a merger agreement providing for a “merger of equals” business combination between us and Frontier. On July 1, 2011, North Acquisition, Inc. a direct wholly-owned subsidiary of Holly Corporation (“Holly”) merged with and into Frontier, with Frontier surviving as a wholly-owned subsidiary of Holly. Concurrent with the merger, we changed our name to HollyFrontier Corporation and changed the ticker symbol for our common stock traded on the New York Stock Exchange to “HFC.” Subsequent to the merger and following approval by the post-closing board of directors of HollyFrontier, Frontier merged with and into HollyFrontier, with HollyFrontier continuing as the surviving corporation. This merger combined the legacy Frontier refinery operations consisting of the El Dorado and Cheyenne Refineries, with Holly’s legacy refinery operations to form HollyFrontier.

Our discussion of financial and operating results for the three and nine months ended September 30, 2012 and 2011 is presented in the following section.

36

RESULTS OF OPERATIONS

Financial Data (Unaudited)

	Three Months Ended September 30,						Change from 2011
	2012			2011			Change			Percent
	(In thousands, except per share data)
Sales and other revenues	$	5,204,798		$	5,173,398		$	31,400		0.6	%
Operating costs and expenses:
Cost of products sold (exclusive of depreciation and amortization)	3,898,736			3,989,927			(91,191		)	(2.3	)
Operating expenses (exclusive of depreciation and amortization)	233,859			227,883			5,976			2.6
General and administrative expenses (exclusive of depreciation and amortization)	28,787			43,141			(14,354		)	(33.3	)
Depreciation and amortization	65,112			43,240			21,872			50.6
Total operating costs and expenses	4,226,494			4,304,191			(77,697		)	(1.8	)
Income from operations	978,304			869,207			109,097			12.6
Other income (expense):
Earnings of equity method investments	852			532			320			60.2
Interest income	2,219			204			2,015			987.7
Interest expense	(21,103		)	(25,074		)	3,971			(15.8	)
Merger transaction costs	—			(9,100		)	9,100			(100.0	)
	(18,032		)	(33,438		)	15,406			(46.1	)
Income before income taxes	960,272			835,769			124,503			14.9
Income tax provision	349,622			304,758			44,864			14.7
Net income	610,650			531,011			79,639			15.0
Less net income attributable to noncontrolling interest	10,277			7,923			2,354			29.7
Net income attributable to HollyFrontier stockholders	$	600,373		$	523,088		$	77,285		14.8	%
Earnings per share attributable to HollyFrontier stockholders:
Basic	$	2.95		$	2.50		$	0.45		18.0	%
Diluted	$	2.94		$	2.48		$	0.46		18.5	%
Cash dividends declared per common share	$	1.15		$	0.59		$	0.56		94.9	%
Average number of common shares outstanding:
Basic	203,557			209,583			(6,026		)	(2.9	)%
Diluted	204,434			210,579			(6,145		)	(2.9	)%

37

	Nine Months Ended
	September 30,						Change from 2011
	2012			2011 (1)			Change			Percent
	(In thousands, except per share data)
Sales and other revenues	$	14,943,217		$	10,467,116		$	4,476,101		42.8	%
Operating costs and expenses:
Cost of products sold (exclusive of depreciation and amortization)	11,767,417			8,421,639			3,345,778			39.7
Operating expenses (exclusive of depreciation and amortization)	698,212			501,971			196,241			39.1
General and administrative expenses (exclusive of depreciation and amortization)	88,421			78,641			9,780			12.4
Depreciation and amortization	178,162			106,380			71,782			67.5
Total operating costs and expenses	12,732,212			9,108,631			3,623,581			39.8
Income from operations	2,211,005			1,358,485			852,520			62.8
Other income (expense):
Earnings of equity method investments	2,455			1,739			716			41.2
Interest income	3,360			946			2,414			255.2
Interest expense	(81,360		)	(56,471		)	(24,889		)	44.1
Gain on sale of marketable securities	326			—			326			—
Merger transaction costs	—			(15,114		)	15,114			(100.0	)
	(75,219		)	(68,900		)	(6,319		)	9.2
Income before income taxes	2,135,786			1,289,585			846,201			65.6
Income tax provision	775,746			465,730			310,016			66.6
Net income	1,360,040			823,855			536,185			65.1
Less net income attributable to noncontrolling interest	24,472			23,838			634			2.7
Net income attributable to HollyFrontier stockholders	$	1,335,568		$	800,017		$	535,551		66.9	%
Earnings per share attributable to HollyFrontier stockholders:
Basic	$	6.46		$	5.66		$	0.80		14.1	%
Diluted	$	6.44		$	5.63		$	0.81		14.4	%
Cash dividends declared per common share	$	2.40		$	0.74		$	1.66		224.3	%
Average number of common shares outstanding:
Basic	206,657			141,353			65,304			46.2	%
Diluted	207,546			142,092			65,454			46.1	%

(1) Our consolidated financial and operating results reflect the operations of the merged Frontier businesses beginning July 1, 2011. Assuming the merger had been consummated on January 1, 2011, pro forma revenues and net income for the nine months ended September 30, 2011 are as follows:

		Nine Months Ended September 30, 2011
	(In thousands)
Sales and other revenues		$	14,446,297
Net income attributable to HollyFrontier stockholders		$	1,118,018

Balance Sheet Data

	September 30, 2012		December 31, 2011
	(Unaudited)
	(In thousands)
Cash, cash equivalents and investments in marketable securities	$	2,343,336	$	1,840,610
Working capital	$	2,554,761	$	2,030,063
Total assets	$	10,345,936	$	9,576,243
Long-term debt	$	1,346,227	$	1,214,742
Total equity	$	6,359,496	$	5,835,900

38

Other Financial Data (Unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011
	(In thousands)
Net cash provided by operating activities	$	742,285		$	631,207		$	1,171,788		$	1,089,203
Net cash provided by (used for) investing activities	$	(89,183	)	$	668,216		$	(233,636	)	$	413,154
Net cash provided by (used for) financing activities	$	32,108		$	(143,253	)	$	(459,648	)	$	(148,599	)
Capital expenditures	$	79,517		$	117,918		$	207,537		$	274,223
EBITDA (1)	$	1,033,991		$	895,956		$	2,367,476		$	1,427,652

(1) Earnings before interest, taxes, depreciation and amortization, which we refer to as “EBITDA”, is calculated as net income plus (i) interest expense, net of interest income, (ii) income tax provision, and (iii) depreciation and amortization. EBITDA is not a calculation provided for under GAAP; however, the amounts included in the EBITDA calculation are derived from amounts included in our consolidated financial statements. EBITDA should not be considered as an alternative to net income or operating income as an indication of our operating performance or as an alternative to operating cash flow as a measure of liquidity. EBITDA is not necessarily comparable to similarly titled measures of other companies. EBITDA is presented here because it is a widely used financial indicator used by investors and analysts to measure performance. EBITDA is also used by our management for internal analysis and as a basis for financial covenants. EBITDA presented above is reconciled to net income under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 3 of Part I of this Form 10-Q.

Our operations are organized into two reportable segments, Refining and HEP. See Note 18 “Segment Information” in the Notes to Consolidated Financial Statements for additional information on our reportable segments.

Refining Operating Data (Unaudited)

The following tables set forth information, including non-GAAP performance measures, about our refinery operations. The cost of products and refinery gross margin do not include the effect of depreciation and amortization. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 3 of Part I of this Form 10-Q.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011 (10)
Mid-Continent Region (El Dorado and Tulsa Refineries)
Crude charge (BPD) (1)	256,850			263,260			252,110			160,230
Refinery throughput (BPD) (2)	278,990			283,970			270,380			168,150
Refinery production (BPD) (3)	268,310			272,790			262,830			162,900
Sales of produced refined products (BPD)	246,360			263,180			249,320			159,230
Sales of refined products (BPD) (4)	248,690			268,680			253,050			161,750
Refinery utilization (5)	98.8		%	101.3		%	97.0		%	94.0		%
Average per produced barrel (6)
Net sales	$	121.83		$	122.82		$	120.19		$	122.74
Cost of products (7)	92.84			96.18			96.49			100.32
Refinery gross margin	28.99			26.64			23.70			22.42
Refinery operating expenses (8)	4.71			4.57			4.72			5.09
Net operating margin	$	24.28		$	22.07		$	18.98		$	17.33
Refinery operating expenses per throughput barrel (9)	$	4.16		$	4.23		$	4.35		$	4.82
Feedstocks:
Sweet crude oil	69		%	75		%	70		%	84		%
Sour crude oil	9		%	7		%	8		%	4		%
Heavy sour crude oil	14		%	11		%	15		%	7		%
Other feedstocks and blends	8		%	7		%	7		%	5		%
Total	100		%	100		%	100		%	100		%

39

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2012		2011		2012		2011 (10)
Mid-Continent Region (El Dorado and Tulsa Refineries)
Sales of produced refined products:
Gasolines	50	%	44	%	47	%	41	%
Diesel fuels	26	%	35	%	29	%	33	%
Jet fuels	10	%	7	%	10	%	7	%
Fuel oil	1	%	—	%	1	%	—	%
Asphalt	2	%	2	%	2	%	4	%
Lubricants	5	%	4	%	5	%	7	%
Gas oil / intermediates	—	%	2	%	—	%	4	%
LPG and other	6	%	6	%	6	%	4	%
Total	100	%	100	%	100	%	100	%

Southwest Region (Navajo Refinery)
Crude charge (BPD) (1)	101,480			92,270			91,890			82,860
Refinery throughput (BPD) (2)	110,080			100,290			100,558			91,220
Refinery production (BPD) (3)	108,810			100,100			98,980			90,230
Sales of produced refined products (BPD)	106,370			99,530			97,470			91,310
Sales of refined products (BPD) (4)	110,760			102,940			102,450			95,980
Refinery utilization (5)	101.5		%	92.3		%	91.9		%	82.9		%
Average per produced barrel (6)
Net sales	$	122.16		$	120.67		$	123.64		$	119.84
Cost of products (7)	92.26			92.33			97.37			97.37
Refinery gross margin	29.90			28.34			26.27			22.47
Refinery operating expenses (8)	5.14			5.30			5.57			5.56
Net operating margin	$	24.76		$	23.04		$	20.70		$	16.91
Refinery operating expenses per throughput barrel (9)	$	4.97		$	5.26		$	5.40		$	5.57
Feedstocks:
Sweet crude oil	2		%	4		%	2		%	4		%
Sour crude oil	75		%	70		%	78		%	72		%
Heavy sour crude oil	16		%	18		%	11		%	15		%
Other feedstocks and blends	7		%	8		%	9		%	9		%
Total	100		%	100		%	100		%	100		%
Sales of produced refined products:
Gasolines	52		%	50		%	52		%	51		%
Diesel fuels	36		%	34		%	37		%	34		%
Jet fuels	—		%	1		%	—		%	1		%
Fuel oil	7		%	7		%	6		%	6		%
Asphalt	2		%	5		%	2		%	5		%
LPG and other	3		%	3		%	3		%	3		%
Total	100		%	100		%	100		%	100		%

Rocky Mountain Region (Cheyenne and Woods Cross Refineries)
Crude charge (BPD) (1)	75,040		70,060		73,660		41,050
Refinery throughput (BPD) (2)	82,030		75,860		81,550		44,340
Refinery production (BPD) (3)	79,500		73,620		79,650		43,030
Sales of produced refined products (BPD)	81,200		72,400		79,360		42,390
Sales of refined products (BPD) (4)	83,080		74,410		81,590		43,090
Refinery utilization (5)	90.4	%	84.4	%	88.7	%	84.6	%

40

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011 (10)
Rocky Mountain Region (Cheyenne and Woods Cross Refineries)
Average per produced barrel (6)
Net sales	$	120.44		$	119.40		$	117.51		$	119.07
Cost of products (7)	84.35			86.35			88.87			90.00
Refinery gross margin	36.09			33.05			28.64			29.07
Refinery operating expenses (8)	6.30			6.55			6.30			6.44
Net operating margin	$	29.79		$	26.50		$	22.34		$	22.63
Refinery operating expenses per throughput barrel (9)	$	6.24		$	6.25		$	6.13		$	6.16
Feedstocks:
Sweet crude oil	51		%	49		%	44		%	53		%
Sour crude oil	2		%	3		%	2		%	2		%
Heavy sour crude oil	28		%	31		%	33		%	20		%
Black wax crude oil	11		%	10		%	11		%	18		%
Other feedstocks and blends	8		%	7		%	10		%	7		%
Total	100		%	100		%	100		%	100		%
Sales of produced refined products:
Gasolines	56		%	50		%	55		%	55		%
Diesel fuels	31		%	34		%	31		%	32		%
Jet fuels	—		%	—		%	—		%	1		%
Fuel oil	2		%	1		%	2		%	2		%
Asphalt	7		%	7		%	6		%	5		%
LPG and other	4		%	8		%	6		%	5		%
Total	100		%	100		%	100		%	100		%

Consolidated
Crude charge (BPD) (1)	433,370			425,590			417,660			284,140
Refinery throughput (BPD) (2)	471,100			460,120			452,488			303,710
Refinery production (BPD) (3)	456,620			446,510			441,460			296,160
Sales of produced refined products (BPD)	433,930			435,110			426,150			292,930
Sales of refined products (BPD) (4)	442,530			446,030			437,090			300,820
Refinery utilization (5)	97.8		%	96.1		%	94.3		%	89.1		%
Average per produced barrel (6)
Net sales	$	121.66		$	121.76		$	120.48		$	121.31
Cost of products (7)	91.11			93.66			95.28			97.91
Refinery gross margin	30.55			28.10			25.20			23.40
Refinery operating expenses (8)	5.11			5.07			5.21			5.43
Net operating margin	$	25.44		$	23.03		$	19.99		$	17.97
Refinery operating expenses per throughput barrel (9)	$	4.71		$	4.79		$	4.91		$	5.24
Feedstocks:
Sweet crude oil	50		%	55		%	49		%	55		%
Sour crude oil	23		%	20		%	22		%	24		%
Heavy sour crude oil	17		%	15		%	16		%	12		%
Black wax crude oil	2		%	2		%	2		%	3		%
Other feedstocks and blends	8		%	8		%	11		%	6		%
Total	100		%	100		%	100		%	100		%

41

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2012		2011		2012		2011 (10)
Consolidated
Sales of produced refined products:
Gasolines	51	%	47	%	50	%	47	%
Diesel fuels	29	%	35	%	31	%	33	%
Jet fuels	6	%	4	%	6	%	4	%
Fuel oil	3	%	2	%	2	%	2	%
Asphalt	3	%	4	%	3	%	4	%
Lubricants	3	%	2	%	3	%	4	%
Gas oil / intermediates	—	%	1	%	—	%	2	%
LPG and other	5	%	5	%	5	%	4	%
Total	100	%	100	%	100	%	100	%

(1) Crude charge represents the barrels per day of crude oil processed at our refineries.

(2) Refinery throughput represents the barrels per day of crude and other refinery feedstocks input to the crude units and other conversion units at our refineries.

(3) Refinery production represents the barrels per day of refined products yielded from processing crude and other refinery feedstocks through the crude units and other conversion units at our refineries.

(4) Includes refined products purchased for resale.

(5) Represents crude charge divided by total crude capacity (BPSD). As a result of our merger effective July 1, 2011, our consolidated crude capacity increased from 256,000 BPSD to 443,000 BPSD.

(6) Represents average per barrel amount for produced refined products sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 3 of Part I of this Form 10-Q.

(7) Transportation, terminal and refinery storage costs billed from HEP are included in cost of products.

(8) Represents operating expenses of our refineries, exclusive of depreciation and amortization.

(9) Represents refinery operating expenses, exclusive of depreciation and amortization, divided by refinery throughput.

(10) Refining operating data for the nine months ended September 30, 2011 include crude oil processed and products yielded from the El Dorado and Cheyenne Refineries for the period from July 1, 2011 through September 30, 2011 only, and averaged over the 273 days in the nine months ended September 30, 2011.

42

Results of Operations – Three Months Ended September 30, 2012 Compared to Three Months Ended September 30, 2011

Summary

Net income attributable to HollyFrontier stockholders for the three months ended September 30, 2012 was $600.4 million ($2.95 per basic and $2.94 per diluted share), a $77.3 million increase compared to $523.1 million ($2.50 per basic and $2.48 per diluted share) for the three months ended September 30, 2011. Net income increased due principally to higher year-over-year third quarter refining margins. Refinery gross margins for the three months ended September 30, 2012 increased to $30.55 per produced barrel compared to $28.10 for the three months ended September 30, 2011.

Sales and Other Revenues

Sales and other revenues increased 1% from $5,173.4 million for the three months ended September 30, 2011 to $5,204.8 million for the three months ended September 30, 2012 on relatively flat year-over-year third quarter sales volumes of refined products sold. The average sales price we received per produced barrel sold was $121.76 for the three months ended September 30, 2011 compared to $121.66 for the three months ended September 30, 2012. Sales and other revenues for the three months ended September 30, 2012 and 2011 include $11.9 million and $8.3 million, respectively, in HEP revenues attributable to pipeline and transportation services provided to unaffiliated parties.

Cost of Products Sold

Cost of products sold decreased 2% from $3,989.9 million for the three months ended September 30, 2011 to $3,898.7 million for the three months ended September 30, 2012, due principally to lower crude oil costs. The average price we paid per barrel for crude oil and feedstocks and the transportation costs of moving the finished products to the market place decreased 3% from $93.66 for the three months ended September 30, 2011 to $91.11 for the three months ended September 30, 2012.

Gross Refinery Margins

Gross refinery margin per produced barrel increased 9% from $28.10 for the three months ended September 30, 2011 to $30.55 for the three months ended September 30, 2012. This was due to the effects of a decrease in crude oil and feedstock prices relative to the average sales price we received per barrel of produced refined products sold. Gross refinery margin does not include the effects of depreciation and amortization. See “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 3 of Part 1 of this Form 10-Q for a reconciliation to the income statement of prices of refined products sold and cost of products purchased.

Operating Expenses

Operating expenses, exclusive of depreciation and amortization, increased 3% from $227.9 million for the three months ended September 30, 2011 to $233.9 million for the three months ended September 30, 2012, due principally to increased HEP operating expenses and higher repair and maintenance costs as a result of a fire at the Diesel Hydrotreater Unit at our Tulsa East Refinery facility in August 2012.

General and Administrative Expenses

General and administrative expenses decreased 33% from $43.1 million for the three months ended September 30, 2011 to $28.8 million for the three months ended September 30, 2012. General and administrative expenses for the three months ended September 30, 2011 were higher due to severance and integration costs incurred as a result of our July 2011 merger.

Depreciation and Amortization Expenses

Depreciation and amortization increased 51% from $43.2 million for the three months ended September 30, 2011 to $65.1 million for the three months ended September 30, 2012. The increase was due principally to depreciation and amortization attributable to capitalized improvement projects and HEP's UNEV Pipeline which became operational in the first quarter of 2012.

Interest Expense

Interest expense was $21.1 million for the three months ended September 30, 2012 compared to $25.1 million for the three months ended September 30, 2011. This decrease was due principally to the recognition of an unamortized debt premium, which resulted in a net reduction of $2.4 million to interest expense upon redemption of our 8.5% senior notes. For the three months ended September 30, 2012 and 2011, interest expense included $12.5 million and $9.4 million, respectively, in interest costs attributable to HEP operations.

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Merger Transaction Costs

For the three months ended September 30, 2011, we recognized merger transaction costs of $9.1 million related to our merger with Frontier effective July 1, 2011. These costs included legal, advisory and other professional fees that were directly attributable to the merger. There were no such costs incurred for the three months ended September 30, 2012.

Income Taxes

For the three months ended September 30, 2012, we recorded income tax expense of $349.6 million compared to $304.8 million for the three months ended September 30, 2011. This increase is due principally to significantly higher pre-tax earnings during the three months ended September 30, 2012 compared to the same period of 2011. Our effective tax rates, before consideration of earnings attributable to the noncontrolling interest, were 36.4% and 36.5% for the three months ended September 30, 2012 and 2011, respectively.

Results of Operations – Nine Months Ended September 30, 2012 Compared to Nine Months Ended September 30, 2011

Summary

Net income attributable to HollyFrontier stockholders for the nine months ended September 30, 2012 was $1,335.6 million ($6.46 per basic and $6.44 per diluted share), a $535.6 million increase compared to $800.0 million ($5.66 per basic and $5.63 per diluted share) for the nine months ended September 30, 2011. Net income increased due principally to increased operating scale following our July 1, 2011 merger and higher refining margins in the current year. Refinery gross margins for the nine months ended September 30, 2012 increased to $25.20 per produced barrel compared to $23.40 for the nine months ended September 30, 2011.

Sales and Other Revenues

Sales and other revenues increased 43% from $10,467.1 million for the nine months ended September 30, 2011 to $14,943.2 million for the nine months ended September 30, 2012, due principally to the inclusion of revenues attributable to the El Dorado and Cheyenne Refineries for a full nine-month period and higher sales volumes of refined products produced from the legacy Holly refineries, slightly offset by lower year-to-date refined product sales prices. The average sales price we received per produced barrel sold decreased 1% from $121.31 for the nine months ended September 30, 2011 to $120.48 for the nine months ended September 30, 2012. Sales and other revenues for the nine months ended September 30, 2012 and 2011 include $34.6 million and $33.0 million, respectively, in HEP revenues attributable to pipeline and transportation services provided to unaffiliated parties.

Cost of Products Sold

Cost of products sold increased 40% from $8,421.6 million for the nine months ended September 30, 2011 to $11,767.4 million for the nine months ended September 30, 2012, due principally to sales volumes attributable to the El Dorado and Cheyenne Refineries, partially offset by lower crude oil costs. The average price we paid per barrel for crude oil and feedstocks and the transportation costs of moving the finished products to the market place decreased 3% from $97.91 for the nine months ended September 30, 2011 to $95.28 for the nine months ended September 30, 2012.

Gross Refinery Margins

Gross refinery margin per produced barrel increased 8% from $23.40 for the nine months ended September 30, 2011 to $25.20 for the nine months ended September 30, 2012. This is due to the effects of a greater decrease in crude oil and feedstock prices relative to the decrease in average sales price we received per barrel of produced refined products sold. Gross refinery margin does not include the effects of depreciation and amortization. See “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” following Item 3 of Part 1 of this Form 10-Q for a reconciliation to the income statement of prices of refined products sold and cost of products purchased.

Operating Expenses

Operating expenses, exclusive of depreciation and amortization, increased 39% from $502.0 million for the nine months ended September 30, 2011 to $698.2 million for the nine months ended September 30, 2012, due principally to the inclusion of the legacy Frontier refinery operations and repair and maintenance costs, primarily as a result of a fire at the Diesel Hydrotreater Unit at our Tulsa East Refinery facility in August 2012. Also contributing to a much lesser extent were increases to our long-term environmental remediation cost estimates and increased payroll costs attributable to the legacy Holly refining operations.

General and Administrative Expenses

General and administrative expenses increased 12% from $78.6 million for the nine months ended September 30, 2011 to $88.4 million for the nine months ended September 30, 2012, due principally to higher employee benefit and equity-based compensation costs and increased corporate staffing levels as a result of our July 1, 2011 merger, net of the effects of merger related severance and integration costs incurred during the third quarter of 2011.

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Depreciation and Amortization Expenses

Depreciation and amortization increased 67% from $106.4 million for the nine months ended September 30, 2011 to $178.2 million for the nine months ended September 30, 2012. The increase was due principally to depreciation and amortization attributable to the legacy Frontier refinery assets, capitalized improvement projects and HEP's UNEV Pipeline.

Interest Expense

Interest expense was $81.4 million for the nine months ended September 30, 2012 compared to $56.5 million for the nine months ended September 30, 2011. This increase principally reflects interest on the senior notes assumed upon our merger with Frontier. For the nine months ended September 30, 2012 and 2011, interest expense included $44.4 million and $27.8 million, respectively, in interest costs attributable to HEP operations.

Merger Transaction Costs

For the nine months ended September 30, 2011, we recognized merger transaction costs of $15.1 million related to our merger with Frontier effective July 1, 2011. These costs included legal, advisory and other professional fees that were directly attributable to the merger. There were no such costs incurred for the nine months ended September 30, 2012.

Income Taxes

For the nine months ended September 30, 2012, we recorded income tax expense of $775.7 million compared to $465.7 million for the nine months ended September 30, 2011. This increase is due principally to significantly higher pre-tax earnings during the nine months ended September 30, 2012 compared to the same period of 2011. Our effective tax rates, before consideration of earnings attributable to the noncontrolling interest, were 36.3% and 36.1% for the nine months ended September 30, 2012 and 2011, respectively.

LIQUIDITY AND CAPITAL RESOURCES

HollyFrontier Credit Agreement

We have a $1 billion senior secured credit agreement (the “HollyFrontier Credit Agreement”) with Union Bank, N.A. as administrative agent and certain lenders from time to time party thereto. The HollyFrontier Credit Agreement matures in July 2016 and may be used to fund working capital requirements, capital expenditures, acquisitions and general corporate purposes. Obligations under the HollyFrontier Credit Agreement are collateralized by our inventory, accounts receivables and certain deposit accounts and guaranteed by our material, wholly-owned subsidiaries.

At September 30, 2012, we were in compliance with all covenants, had no outstanding borrowings and had outstanding letters of credit totaling $29.2 million under the HollyFrontier Credit Agreement.

HEP Credit Agreement

In June 2012, HEP amended its previous credit agreement increasing the size of the credit facility from $375 million to $550 million. HEP's $550 million senior secured revolving credit facility matures in June 2017 (the “HEP Credit Agreement”) and is available to fund capital expenditures, investments, acquisitions, distribution payments and working capital and for general partnership purposes. It is also available to fund letters of credit up to a $50 million sub-limit and to fund distributions to unitholders up to a $60 million sub-limit. At September 30, 2012, the HEP Credit Agreement had outstanding borrowings of $431.0 million

HEP’s obligations under the HEP Credit Agreement are collateralized by substantially all of HEP’s assets (presented parenthetically in our consolidated balance sheets). Indebtedness under the HEP Credit Agreement involves recourse to HEP Logistics Holdings, L.P., its general partner, and is guaranteed by HEP’s wholly-owned subsidiaries. Any recourse to the general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. HEP’s creditors have no other recourse to our assets. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries.

HollyFrontier Senior Notes

Our senior notes consist of the following:

• 9.875% senior notes ($286.8 million principal amount maturing June 2017)

• 6.875% senior notes ($150 million principal amount maturing November 2018)

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These senior notes (collectively the “HollyFrontier Senior Notes”) are unsecured and impose certain restrictive covenants, including limitations on our ability to incur additional debt, incur liens, enter into sale-and-leaseback transactions, pay dividends, enter into mergers, sell assets and enter into certain transactions with affiliates. At any time when the HollyFrontier Senior Notes are rated investment grade by both Moody’s and Standard & Poor’s and no default or event of default exists, we will not be subject to many of the foregoing covenants. Additionally, we have certain redemption rights under the HollyFrontier Senior Notes.

In September 2012, we redeemed our $200 million aggregate principal amount of 8.5% senior notes maturing September 2016 at a $208.5 million redemption price. At that time, we recognized an unamortized debt premium which was netted against the $8.5 million redemption premium, resulting in a net reduction of $2.4 million to interest expense upon redemption.

HollyFrontier Financing Obligation

We have a financing obligation that relates to a sale and lease-back of certain crude oil tankage that we sold to an affiliate of Plains All American Pipeline, L.P. (“Plains”) in October 2009. Under this transaction, the $40.0 million in cash proceeds received was recorded as a liability. Monthly lease payments are recorded as a reduction in principal over the 15-year lease term ending in 2024.

HEP Senior Notes

HEP’s senior notes consist of the following:

• 8.25% HEP senior notes ($150 million principal amount maturing March 2018)

• 6.5% HEP senior notes ($300 million principal amount maturing March 2020)

In March 2012, HEP issued $300 million in an aggregate principal amount of 6.5% HEP senior notes maturing March 2020. The $294.8 million in net proceeds were used to repay $157.8 million aggregate principal amount of 6.25% HEP senior notes, $72.9 million in promissory notes due to HollyFrontier, related fees, expenses and accrued interest in connection with these transactions and to repay borrowings under the HEP Credit Agreement. In April 2012, HEP called for redemption the $27.3 million aggregate principal amount outstanding of 6.25% HEP senior notes.

The 8.25% and 6.5% HEP senior notes (collectively, the “HEP Senior Notes”) are unsecured and impose certain restrictive covenants, including limitations on HEP’s ability to incur additional indebtedness, make investments, sell assets, incur certain liens, pay distributions, enter into transactions with affiliates, and enter into mergers. At any time when the HEP Senior Notes are rated investment grade by both Moody’s and Standard & Poor’s and no default or event of default exists, HEP will not be subject to many of the foregoing covenants. Additionally, HEP has certain redemption rights under the HEP Senior Notes.

Indebtedness under the HEP Senior Notes involves recourse to HEP Logistics Holdings, L.P., its general partner, and is guaranteed by HEP’s wholly-owned subsidiaries. However, any recourse to the general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. HEP’s creditors have no other recourse to our assets. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries.

See “Risk Management” for a discussion of HEP’s interest rate swap contracts.

Liquidity

We believe our current cash and cash equivalents, along with future internally generated cash flow and funds available under our credit facilities will provide sufficient resources to fund currently planned capital projects and our liquidity needs for the foreseeable future. In addition, components of our growth strategy include construction of new refinery processing units and the expansion of existing units at our facilities and selective acquisition of complementary assets for our refining operations intended to increase earnings and cash flow.

As of September 30, 2012, our cash, cash equivalents and investments in marketable securities totaled $2.3 billion. We consider all highly-liquid instruments with a maturity of three months or less at the time of purchase to be cash equivalents. Cash equivalents are stated at cost, which approximates market value, and are invested primarily in conservative, highly-rated instruments issued by financial institutions or government entities with strong credit standings.

In January 2012, our Board of Directors approved a $350 million stock repurchase program, and in June 2012, approved an additional $350 million repurchase program that authorizes us to repurchase common stock in the open market or through privately negotiated transactions. The timing and amount of stock repurchases will depend on market conditions, corporate, regulatory and other relevant considerations. These programs may be discontinued at any time by the Board of Directors. As of September 30, 2012, we have repurchased 6,351,498 shares at a cost of $189.8 million under these stock repurchase programs.

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In May 2012, we entered into a structured share repurchase arrangement with a financial institution under which we provided an up-front cash payment of $100.0 million and, depending on market conditions, would either receive shares of our common stock or cash at the expiration of the agreement. The agreement expired in September 2012 at which time we received our up-front payment plus an additional $8.6 million in cash that was recorded as additional capital.

Cash and cash equivalents increased $478.5 million for the nine months ended September 30, 2012. Cash provided by operating activities of $1,171.8 million exceeded net cash used for investing and financing activities of $233.6 million and $459.6 million, respectively. Working capital increased by $524.7 million during the nine months ended September 30, 2012.

Cash Flows – Operating Activities

Nine Months Ended September 30, 2012 Compared to Nine Months Ended September 30, 2011

Net cash flows provided by operating activities were $1,171.8 million for the nine months ended September 30, 2012 compared to $1,089.2 million for the nine months ended September 30, 2011, an increase of $82.6 million. Net income for the nine months ended September 30, 2012 was $1,360.0 million, an increase of $536.2 million compared to $823.9 million for the nine months ended September 30, 2011. Non-cash adjustments consisting of depreciation and amortization, gain on sale of equity securities, deferred income taxes, equity-based compensation expense and fair value changes to derivative instruments resulted in an increase to operating cash flows of $215.0 million for the nine months ended September 30, 2012 compared to $120.5 million for the same period in 2011. Changes in working capital items decreased cash flows by $322.0 million for the nine months ended September 30, 2012 compared to an increase of $166.9 million for the nine months ended September 30, 2011. The decrease in working capital items for the nine months ended September 30, 2012 was due principally to higher inventory levels, including increased crude inventory purchases in the third quarter of 2012 relative to year-end 2011. Additionally, for the nine months ended September 30, 2012, turnaround expenditures increased to $74.6 million from $28.0 million for the same period of 2011.

Cash Flows – Investing Activities and Planned Capital Expenditures

Nine Months Ended September 30, 2012 Compared to Nine Months Ended September 30, 2011

Net cash flows used for investing activities were $233.6 million for the nine months ended September 30, 2012 compared to net cash flows provided by investing activities of $413.2 million for the nine months ended September 30, 2011, a decrease of $646.8 million, primarily driven by cash received in the merger with Frontier in July 2011. Cash expenditures for properties, plants and equipment for the first nine months of 2012 decreased to $207.5 million from $274.2 million for the same period in 2011. These include HEP capital expenditures of $29.3 million and $175.8 million for the nine months ended September 30, 2012 and 2011, respectively. Also for the nine months ended September 30, 2012 and 2011, we invested $236.3 million and $370.0 million, respectively, in marketable securities and received proceeds of $212.2 million and $194.4 million, respectively, from the sale or maturity of marketable securities.

Planned Capital Expenditures

HollyFrontier Corporation

Each year our Board of Directors approves our annual capital budget which includes specific projects that our management is authorized to undertake. Additionally, when conditions warrant or as new opportunities arise, additional projects may be approved. The funds appropriated for a particular capital project may be expended over a period of several years, depending on the time required to complete the project. Therefore, our planned capital expenditures for a given year consist of expenditures appropriated in that year’s capital budget plus expenditures for projects appropriated in prior years which have not yet been completed. Our appropriated capital budget for 2012 is $241.0 million including both sustaining capital and major capital projects. We expect to spend approximately $295.0 million in cash for capital projects in 2012, including projects approved in prior years, and this spending is comprised of $115.0 million at the Tulsa Refineries, $61.0 million at the Woods Cross Refinery, $43.0 million at the El Dorado Refinery, $33.0 million at the Cheyenne Refinery, $34.0 million at the Navajo Refinery and $9.0 million for miscellaneous projects. In addition, we expect to spend $120.0 million on refinery turnarounds and tank maintenance.

A significant portion of our current capital spending is associated with compliance-oriented capital improvements. This spending is required due to existing consent decrees (for projects including FCC unit flue gas scrubbers and tail gas treatment units), federal fuels regulations (particularly, MSAT2 which mandates a reduction in the benzene content of blended gasoline), refinery waste water treatment improvements and other similar initiatives. Our refinery operations and related emissions are highly regulated at both federal and state levels, and we invest in our facilities as needed to remain in compliance with these standards. Additionally, when faced with new emissions or fuels standards, we seek to execute projects that facilitate compliance and also improve the operating costs and/or yields of associated refining processes.

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El Dorado Refinery

Newly appropriated capital projects at the El Dorado Refinery include naphtha splitting and aromatics recovery unit revamps to reduce benzene in gasoline (MSAT2 compliance) and installation of a new tail gas treatment unit with our sulfur recovery facilities as required under an existing Environmental Protection Agency (“EPA”) consent decree. Also included in the 2012 capital budget are yield improvement projects that address both the FCC unit and the Coker. A previously appropriated project which we expect to complete in late 2012 is the replacement of an existing Coker furnace with more current furnace technology. This project is expected to improve Coker on-stream factor and reduce fuel consumption.

Tulsa Refineries

The most significant newly appropriated capital project for our Tulsa Refineries is conversion of a propane de-asphalt unit to ROSE technology. This project is expected to cost $25.0 million and will increase processing of vacuum tower bottoms, increase the production of bright stock lube, reduce energy consumption, and allow the shutdown of a low-pressure steam boiler. Projects still underway from prior appropriations include a $58.0 million project to recover sulfur from the refinery fuel gas system and to shut down another low-pressure steam boiler by electrification of turbine drivers. The sulfur recovery project is required to comply with our EPA consent decree but is being enhanced so as to increase our capacity to run lower priced sour / heavy crude in Tulsa. Other projects underway in Tulsa involve replacement of an existing vacuum tower and improvements to our wastewater treatment plants and storm water retention systems.

Navajo Refinery

We have approved a new project for the Navajo Refinery to remove sulfur and other contaminants from the crude unit off-gas stream that will improve liquid yields and reduce refinery fuel costs. Current spending on previously appropriated projects includes an MSAT2 project (naphtha splitting and benzene saturation) to reduce reliance on benzene credits purchases, as well as expenditures to improve the Artesia waste water handling and processing facilities.

Cheyenne Refinery

We have approved four new compliance projects for the Cheyenne Refinery including wastewater treatment plant improvements, a wet gas scrubber for the FCC unit to reduce particulate and other emissions, MSAT2 related investments to reduce benzene in gasoline, and spending for additional tail gas unit associated with our sulfur recovery facilities. We also plan to improve metallurgy on portions of the Cheyenne Refinery’s delayed coking unit. These new major capital appropriations total approximately $60.0 million, and we expect to spend approximately 30% of this amount on these projects during 2012. Expenditures for MSAT2 compliance projects were accelerated by approximately one year at each of the Cheyenne and El Dorado Refineries due to the Holly-Frontier merger, which resulted in our loss of a small refiner exemption that previously provided for delayed compliance with this standard.

Woods Cross Refinery

We plan to significantly expand our Woods Cross Refinery in response to increased availability of locally-produced waxy crude oil. We have announced a 10-year crude supply agreement with Newfield Exploration Company under which we will purchase 20,000 BPD of waxy crudes (black and yellow wax). Our expansion project will increase crude processing capacity of Woods Cross from 31,000 BPD to 45,000 BPD. Most of the incremental crude supply is expected to be waxy crude, and the expansion is being configured to create high liquid yields and relatively large proportions of additional gasoline and diesel fuel in comparison to the increased crude charge. We expect this $225.0 million project to have a pre-tax payback period of approximately two years, and we expect to complete the expansion in approximately the fourth quarter of 2014. Our execution of this project is subject to certain contingencies, including our receipt of required emissions and other permits. Also at Woods Cross, we have two significant compliance projects authorized in prior year appropriations. The first of these involves installation of a wet gas scrubber on the FCC unit to reduce particulate and other emissions and the second relates to MSAT2 compliance which will require naphtha fractionation and benzene saturation.

Regulatory compliance items or other presently existing or future environmental regulations / consent decrees could cause us to make additional capital investments beyond those described above and incur additional operating costs to meet applicable requirements.

HEP

Each year the Holly Logistic Services, L.L.C. board of directors approves HEP’s annual capital budget, which specifies capital projects that HEP management is authorized to undertake. Additionally, at times when conditions warrant or as new opportunities arise, special projects may be approved. The funds allocated for a particular capital project may be expended over a period of several years, depending on the time required to complete the project. Therefore, HEP’s planned capital expenditures for a given year consist of expenditures approved for capital projects included in its current year capital budget as well as, in certain cases, expenditures approved for capital projects in capital budgets for prior years. The 2012 HEP capital budget is comprised of $8.9 million for maintenance capital expenditures and $25.8 million for expansion capital expenditures.

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The UNEV Pipeline and associated product terminals in Cedar City, Utah and Las Vegas, Nevada were operational during the first quarter of 2012. On July 12, 2012, HEP acquired our 75% interest in UNEV Pipeline LLC, owner of the UNEV Pipeline. We received consideration totaling approximately $315.0 million, which consisted of approximately $260.0 million in cash and 1 million HEP common units.

HEP has recently made certain modifications to its crude oil gathering and trunk line system that have effectively increased HEP’s ability to gather and transport an additional 10,000 BPD of Delaware Basin crude oil in response to increased drilling activity in southeast New Mexico. Furthermore, HEP has developed a project to replace a 5-mile section of this pipeline system that will allow for an additional 15,000 BPD of capacity that will be executed as needed if Delaware Basin crude volumes continue to increase. This project is estimated to cost approximately $2.0 million. HEP has a second project which consists of the reactivation and conversion to crude oil service of a 70-mile, 8-inch petroleum products pipeline owned by HEP. Once in service, this pipeline will initially be capable of transporting up to 35,000 BPD of crude oil from southeast New Mexico to third-party common carrier pipelines in west Texas for further transport to major crude oil markets. The scope of this project is being finalized. Subject to receipt of acceptable shipper support and board approval, this project could be operational in early 2013.

Cash Flows – Financing Activities

Nine Months Ended September 30, 2012 Compared to Nine Months Ended September 30, 2011

Net cash flows used for financing activities were $459.6 million for the nine months ended September 30, 2012 compared to $148.6 million for the nine months ended September 30, 2011, an increase of $311.0 million. During the nine months ended September 30, 2012, we purchased $190.3 million in common stock, paid $382.6 million in dividends, paid $205.0 million in principal on HFC's senior notes, received a $6.0 million contribution from our UNEV Pipeline joint venture partner and recognized $16.0 million excess tax benefits on our equity-based compensation. Also during this period, HEP received $294.8 million in net proceeds upon the issuance of the HEP 6.5% senior notes, paid $185.0 million in principal on the HEP 6.25% senior notes, received $523.0 million and repaid $292.0 million under the HEP Credit Agreement, paid distributions of $43.7 million to noncontrolling interests, incurred $3.3 million in deferred financing costs and purchased $4.9 million in HEP common units in the open market for recipients of its incentive grants. During the nine months ended September 30, 2011, we purchased $39.0 million in common stock, paid $129.4 million in dividends, received a $27.5 million contribution from our UNEV Pipeline joint venture partner and recognized $1.4 million excess tax benefits on our equity-based compensation. Additionally, we incurred $8.6 million in deferred financing costs. Also during this period, HEP received $93.0 million and repaid $50.0 million under the HEP Credit Agreement, paid distributions of $37.9 million to noncontrolling interests, incurred $3.2 million in deferred financing costs and purchased $1.6 million in HEP common units in the open market for recipients of its incentive grants.

Contractual Obligations and Commitments

HollyFrontier Corporation

In September 2012, we redeemed $200 million in aggregate principal amount of our 8.5% senior notes maturing September 2016. There were no other significant changes to our contractual obligations during the nine months ended September 30, 2012.

HEP

In June 2012, HEP amended its credit agreement increasing the size of the credit facility from $375 million to $550 million. The HEP Credit Agreement expires in June 2017. During the nine months ended September 30, 2012, HEP had net borrowings of $231.0 million resulting in $431.0 million of outstanding borrowings under the HEP Credit Agreement at September 30, 2012.

In March 2012, HEP issued $300 million in aggregate principal amount of 6.5% senior notes maturing March 2020.

There were no other significant changes to HEP’s long-term contractual obligations during this period.

CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results may differ from these estimates under different assumptions or conditions.

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Our significant accounting policies are described in “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies” in our Annual Report on Form 10-K for the year ended December 31, 2011. Certain critical accounting policies that materially affect the amounts recorded in our consolidated financial statements include the assessment and consolidation of variable interest entities, the use of the LIFO method of valuing certain inventories, the amortization of deferred costs for regular major maintenance and repairs at our refineries, assessing the possible impairment of certain long-lived assets and goodwill, accounting for derivative instruments and assessing contingent liabilities for probable losses.

In the first quarter of 2012, we changed our policy of reporting certain same-party accounts receivable and payable amounts in the consolidated balance sheets to reflect a net amount due under contractual netting agreements. Prior to this change, we reported such amounts on a gross basis with a same-party receivable and payable balance presented separately in our balance sheet. GAAP permits a reporting entity to elect a policy of offsetting same party receivables and payables when such amounts are net settled under legally enforceable contractual setoff provisions. We believe that a net presentation is preferable because it more appropriately presents our economic resources (accounts receivable) and claims against us (accounts payable) and the future cash flows associated with such assets and liabilities. Additionally, we believe a net presentation of such amounts conforms to the predominant practices used by others in our industry. We have applied this change in accounting principle on a retrospective basis and have recast our prior period financial statements. See Note 2 to our Consolidated Financial Statements under Item 1 for a summary of line items affected in our prior period financial statements.

We use the LIFO method of valuing inventory. Under the LIFO method, an actual valuation of inventory can only be made at the end of each year based on the inventory levels at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and are subject to the final year-end LIFO inventory valuation.

Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired and liabilities assumed. Goodwill is not subject to amortization and is tested annually or more frequently if events or circumstances indicate the possibility of impairment. As of September 30, 2012, there have been no impairments to goodwill.

RISK MANAGEMENT

We use certain strategies to reduce some commodity price and operational risks. We do not attempt to eliminate all market risk exposures when we believe that the exposure relating to such risk would not be significant to our future earnings, financial position, capital resources or liquidity or that the cost of eliminating the exposure would outweigh the benefit.

Commodity Price Risk Management

Our primary market risk is commodity price risk. We are exposed to market risks related to the volatility in crude oil and refined products, as well as volatility in the price of natural gas used in our refining operations. We periodically enter into derivative contracts in the form of commodity price swaps and futures contracts to mitigate price exposure with respect to:

• our inventory positions;

• natural gas purchases;

• costs of crude oil and related grade differentials;

• prices of refined products; and

• our refining margins.

We have swap contracts serving as cash flow hedges against price risk on forecasted purchases of WTI crude oil and forecasted sales of ultra-low sulfur diesel and conventional unleaded gasoline. These contracts have been designated as accounting hedges and are measured quarterly at fair value with offsetting adjustments (gains/losses) recorded directly to other comprehensive income. These fair value adjustments are later reclassified to earnings as the hedging instruments mature. Also on a quarterly basis, hedge ineffectiveness is measured by comparing the change in fair value of the swap contracts against the expected future cash inflows/outflows on the respective transaction being hedged. Any hedge ineffectiveness is also recognized in earnings.

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As of September 30, 2012, we have the following notional contract volumes (stated in barrels) related to outstanding swap contracts serving as cash flow hedges against price risk on forecasted purchases of crude oil and sales of refined products:

		Notional Contract Volumes by Year of Maturity
Commodity Price Swaps	Total Outstanding Notional	2012	2013
WTI crude oil - long	13,351,000	5,336,000	8,015,000
Ultra-low sulfur diesel - short	10,143,000	2,668,000	7,475,000
Conventional unleaded gasoline - short	3,208,000	2,668,000	540,000

We also have swap contracts that serve as economic hedges to fix our purchase price on forecasted crude oil, natural gas and butane purchases, and to lock in the spread between WCS and WTI crude oil on forecasted purchases. Also, we have NYMEX futures contracts to lock in prices on forecasted sales and purchases of inventory. These contracts are measured quarterly at fair value with offsetting adjustments (gains/losses) recorded directly to income.

As of September 30, 2012, we have the following notional contract volumes related to our outstanding swap contracts serving as economic hedges:

		Notional Contract Volumes by Year of Maturity
Derivative Instrument	Total Outstanding Notional	2012	2013	Unit of Measure
Commodity price swap (natural gas) - long	3,312,000	3,312,000	—	MMBTU
Commodity price swap (WCS spread) - long	6,117,500	460,000	5,657,500	Barrels
Commodity price swap (WTI) - short	150,000	—	150,000	Barrels
Commodity price swap (gasoline) - short	630,000	150,000	480,000	Barrels
NYMEX futures (WTI) - long	234,000	—	234,000	Barrels
NYMEX futures (WTI)- short	2,206,000	1,856,000	350,000	Barrels

Interest Rate Risk Management

HEP uses interest rate swaps to manage its exposure to interest rate risk.

As of September 30, 2012, HEP had three interest rate swap contracts that hedge its exposure to the cash flow risk caused by the effects of LIBOR changes on $305.0 million in credit agreement advances. The first interest rate swap effectively converts $155.0 million of LIBOR based debt to fixed rate debt having an interest rate of 0.99% plus an applicable margin of 2.00% as of September 30, 2012, which equaled an effective interest rate of 2.99%. This swap matures in February 2016. In August 2012, HEP entered into two similar interest rate swaps with identical terms which convert $150.0 million of LIBOR based debt to fixed rate debt having an interest rate of 0.74% plus an applicable margin of 2.00% as of September 30, 2012, which equaled an effective interest rate of 2.74%. Both of these swap contracts mature in July 2017.

Publicly available information is reviewed on the counterparties in order to review and monitor their financial stability and assess their ongoing ability to honor their commitments under the swap contracts. These counterparties are large financial institutions. We have not experienced, nor do we expect to experience, any difficulty in the counterparties honoring their commitments.

The market risk inherent in our fixed-rate debt and positions is the potential change arising from increases or decreases in interest rates as discussed below.

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For the fixed rate HollyFrontier Senior Notes and HEP Senior Notes, changes in interest rates will generally affect fair value of the debt, but not our earnings or cash flows. The outstanding principal, estimated fair value and estimated change in fair value (assuming a hypothetical 10% change in the yield-to-maturity rates) for these debt instruments as of September 30, 2012 is presented below:

	Outstanding Principal		Estimated Fair Value		Estimated Change in Fair Value
	(In thousands)
HollyFrontier Senior Notes	$	436,812	$	475,977	$	13,215
HEP Senior Notes	$	450,000	$	473,625	$	16,309

For the variable rate HEP Credit Agreement, changes in interest rates would affect cash flows, but not the fair value. At September 30, 2012, outstanding borrowings under the HEP Credit Agreement were $431.0 million. By means of its cash flow hedges, HEP has effectively converted the variable rate on $305.0 million of outstanding principal to a weighted average fixed rate of 2.87%.

At September 30, 2012, cash and cash equivalents included investments in investment grade, highly liquid investments with maturities of three months or less at the time of purchase and hence the interest rate market risk implicit in these cash investments is low. Due to the short-term nature of our cash and cash equivalents, a hypothetical 10% increase in interest rates would not have a material effect on the fair market value of our portfolio. Since we have the ability to liquidate this portfolio, we do not expect our operating results or cash flows to be materially affected by the effect of a sudden change in market interest rates on our investment portfolio.

Our operations are subject to normal hazards of petroleum processing operations, including fire, explosion and weather-related perils. We maintain various insurance coverages, including business interruption insurance, subject to certain deductibles. We are not fully insured against certain risks because such risks are not fully insurable, coverage is unavailable, or premium costs, in our judgment, do not justify such expenditures.

We have a risk management oversight committee that is made up of members from our senior management. This committee oversees our risk enterprise program, monitors our risk environment and provides direction for activities to mitigate identified risks that may adversely affect the achievement of our goals.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

See “Risk Management” under “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles

Reconciliations of earnings before interest, taxes, depreciation and amortization (“EBITDA”) to amounts reported under generally accepted accounting principles in financial statements.

Earnings before interest, taxes, depreciation and amortization, which we refer to as EBITDA, is calculated as net income attributable to HollyFrontier stockholders plus (i) interest expense, net of interest income, (ii) income tax provision, and (iii) depreciation and amortization. EBITDA is not a calculation provided for under GAAP; however, the amounts included in the EBITDA calculation are derived from amounts included in our consolidated financial statements. EBITDA should not be considered as an alternative to net income or operating income as an indication of our operating performance or as an alternative to operating cash flow as a measure of liquidity. EBITDA is not necessarily comparable to similarly titled measures of other companies. EBITDA is presented here because it is a widely used financial indicator used by investors and analysts to measure performance. EBITDA is also used by our management for internal analysis and as a basis for financial covenants.

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Set forth below is our calculation of EBITDA.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011
	(In thousands)
Net income attributable to HollyFrontier stockholders	$	600,373		$	523,088		$	1,335,568		$	800,017
Add income tax provision	349,622			304,758			775,746			465,730
Add interest expense	21,103			25,074			81,360			56,471
Subtract interest income	(2,219		)	(204		)	(3,360		)	(946		)
Add depreciation and amortization	65,112			43,240			178,162			106,380
EBITDA	$	1,033,991		$	895,956		$	2,367,476		$	1,427,652

Reconciliations of refinery operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Refinery gross margin and net operating margin are non-GAAP performance measures that are used by our management and others to compare our refining performance to that of other companies in our industry. We believe these margin measures are helpful to investors in evaluating our refining performance on a relative and absolute basis.

Refinery gross margin per barrel is the difference between average net sales price and average cost of products per barrel of produced refined products. Net operating margin per barrel is the difference between refinery gross margin and refinery operating expenses per barrel of produced refined products. These two margins do not include the effect of depreciation and amortization. Each of these component performance measures can be reconciled directly to our consolidated statements of income.

Other companies in our industry may not calculate these performance measures in the same manner.

Refinery Gross and Net Operating Margins

Below are reconciliations to our consolidated statements of income for (i) net sales, cost of products and operating expenses, in each case averaged per produced barrel sold, and (ii) net operating margin and refinery gross margin. Due to rounding of reported numbers, some amounts may not calculate exactly.

Reconciliations of refined product sales from produced products sold to total sales and other revenues

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011
	(Dollars in thousands, except per barrel amounts)
Consolidated
Average sales price per produced barrel sold	$	121.66		$	121.76		$	120.48		$	121.31
Times sales of produced refined products sold (BPD)	433,930			435,110			426,150			292,930
Times number of days in period	92			92			274			273
Refined product sales from produced products sold	$	4,856,857		$	4,874,067		$	14,067,859		$	9,701,147
Total refined product sales	$	4,856,857		$	4,874,067		$	14,067,859		$	9,701,147
Add refined product sales from purchased products and rounding (1)	100,674			127,520			376,813			266,355
Total refined product sales	4,957,531			5,001,587			14,444,672			9,967,502
Add direct sales of excess crude oil (2)	187,196			148,989			378,036			422,890
Add other refining segment revenue (3)	47,922			14,277			85,141			42,328
Total refining segment revenue	5,192,649			5,164,853			14,907,849			10,432,720
Add HEP segment sales and other revenues	72,496			49,131			207,250			144,916
Add corporate and other revenues	352			299			912			1,100
Subtract consolidations and eliminations	(60,699		)	(40,885		)	(172,794		)	(111,620		)
Sales and other revenues	$	5,204,798		$	5,173,398		$	14,943,217		$	10,467,116

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Reconciliation of average cost of products per produced barrel sold to total cost of products sold

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011
	(Dollars in thousands, except per barrel amounts)
Consolidated
Average cost of products per produced barrel sold	$	91.11		$	93.66		$	95.28		$	97.91
Times sales of produced refined products sold (BPD)	433,930			435,110			426,150			292,930
Times number of days in period	92			92			274			273
Cost of products for produced products sold	$	3,637,253		$	3,749,221		$	11,125,379		$	7,829,852
Total cost of products for produced products sold	$	3,637,253		$	3,749,221		$	11,125,379		$	7,829,852
Add refined product costs from purchased products and rounding (1)	100,078			128,857			377,476			268,390
Total cost of refined products sold	3,737,331			3,878,078			11,502,855			8,098,242
Add crude oil cost of direct sales of excess crude oil (2)	182,252			147,223			367,795			416,084
Add other refining segment cost of products sold (4)	38,743			4,696			67,185			17,032
Total refining segment cost of products sold	3,958,326			4,029,997			11,937,835			8,531,358
Subtract consolidations and eliminations	(59,590		)	(40,070		)	(170,418		)	(109,719		)
Costs of products sold (exclusive of depreciation and amortization)	$	3,898,736		$	3,989,927		$	11,767,417		$	8,421,639

Reconciliation of average refinery operating expenses per produced barrel sold to total operating expenses

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011
	(Dollars in thousands, except per barrel amounts)
Consolidated
Average refinery operating expenses per produced barrel sold	$	5.11		$	5.07		$	5.21		$	5.43
Times sales of produced refined products sold (BPD)	433,930			435,110			426,150			292,930
Times number of days in period	92			92			274			273
Refinery operating expenses for produced products sold	$	203,999		$	202,953		$	608,346		$	434,237
Total refinery operating expenses per produced products sold	$	203,999		$	202,953		$	608,346		$	434,237
Add other refining segment operating expenses and rounding (5)	8,848			10,080			26,933			26,156
Total refining segment operating expenses	212,847			213,033			635,279			460,393
Add HEP segment operating expenses	21,324			15,015			61,799			41,821
Add corporate and other costs	42			291			1,302			168
Subtract consolidations and eliminations	(354		)	(456		)	(168		)	(411		)
Operating expenses (exclusive of depreciation and amortization)	$	233,859		$	227,883		$	698,212		$	501,971

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Reconciliation of net operating margin per barrel to refinery gross margin per barrel to total sales and other revenues

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2012			2011			2012			2011
	(Dollars in thousands, except per barrel amounts)
Consolidated
Net operating margin per barrel	$	25.44		$	23.03		$	19.99		$	17.97
Add average refinery operating expenses per produced barrel	5.11			5.07			5.21			5.43
Refinery gross margin per barrel	30.55			28.10			25.20			23.40
Add average cost of products per produced barrel sold	91.11			93.66			95.28			97.91
Average sales price per produced barrel sold	$	121.66		$	121.76		$	120.48		$	121.31
Times sales of produced refined products sold (BPD)	433,930			435,110			426,150			292,930
Times number of days in period	92			92			274			273
Refined product sales from produced products sold	$	4,856,857		$	4,874,067		$	14,067,859		$	9,701,147
Total refined product sales from produced products sold	$	4,856,857		$	4,874,067		$	14,067,859		$	9,701,147
Add refined product sales from purchased products and rounding (1)	100,674			127,520			376,813			266,355
Total refined product sales	4,957,531			5,001,587			14,444,672			9,967,502
Add direct sales of excess crude oil (2)	187,196			148,989			378,036			422,890
Add other refining segment revenue (3)	47,922			14,277			85,141			42,328
Total refining segment revenue	5,192,649			5,164,853			14,907,849			10,432,720
Add HEP segment sales and other revenues	72,496			49,131			207,250			144,916
Add corporate and other revenues	352			299			912			1,100
Subtract consolidations and eliminations	(60,699		)	(40,885		)	(172,794		)	(111,620		)
Sales and other revenues	$	5,204,798		$	5,173,398		$	14,943,217		$	10,467,116

(1) We purchase finished products when opportunities arise that provide a profit on the sale of such products, or to meet delivery commitments.

(2) We purchase crude oil that at times exceeds the supply needs of our refineries. Quantities in excess of our needs are sold at market prices to purchasers of crude oil that are recorded on a gross basis with the sales price recorded as revenues and the corresponding acquisition cost as inventory and then upon sale as cost of products sold. Additionally, at times we enter into buy/sell exchanges of crude oil with certain parties to facilitate the delivery of quantities to certain locations that are netted at carryover cost.

(3) Other refining segment revenue includes the incremental revenues associated with NK Asphalt and miscellaneous revenue.

(4) Other refining segment cost of products sold includes the incremental cost of products for NK Asphalt and miscellaneous costs.

(5) Other refining segment operating expenses include the marketing costs associated with our refining segment and the operating expenses of NK Asphalt.

Item 4. Controls and Procedures

Evaluation of disclosure controls and procedures. Our principal executive officer and principal financial officer have evaluated, as required by Rule 13a-15(b) under the Securities Exchange Act of 1934 (the “Exchange Act”), our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)) under the Exchange Act as of the end of the period covered by this Quarterly Report on Form 10-Q. Our disclosure controls and procedures are designed to provide reasonable assurance that the information we are required to disclose in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Based upon the evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of September 30, 2012 at the reasonable assurance level.

Changes in internal control over financial reporting. There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during our last fiscal quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Commitment and Contingency Reserves

We periodically establish reserves for certain legal proceedings. The establishment of a reserve involves an estimation process that includes the advice of legal counsel and subjective judgment of management. While management believes these reserves to be adequate, future changes in the facts and circumstances could result in the actual liability exceeding the estimated ranges of loss and amounts accrued.

While the outcome and impact on us cannot be predicted with certainty, management believes that the resolution of these proceedings through settlement or adverse judgment will not have a material adverse effect on our consolidated financial position or cash flow. Operating results, however, could be significantly impacted in the reporting periods in which such matters are resolved.

New Mexico OHSB Complaint – Navajo Tank Fire

On March 3, 2010, the New Mexico Occupational Health and Safety Bureau (“OHSB”), the New Mexico regulatory agency responsible for enforcing certain state occupational health and safety regulations, which are identical to Federal Occupational Safety and Health Administration (“OSHA”) regulations, commenced an inspection in relation to the tank fire that took place on March 2, 2010 at the Navajo facility in Artesia, New Mexico. On August 31, 2010, OHSB issued two citations to Navajo, alleging 10 willful violations and one serious violation of various construction safety standards. OHSB proposed penalties in the amount of $0.7 million. Navajo filed a notice of contest, challenging the citations. The citations have been settled pursuant to a settlement agreement signed on September 4, 2012. The settlement provides for (a) withdrawal of six willful citations, (b) reclassification of four willful citations as serious, (c) acceptance of one citation that was originally classified as serious, and (d) Navajo's payment of a $400,000 penalty. The settlement became final on September 26, 2012.

Propane Pit - Woods Cross

In December 2011, the EPA conducted an inspection at Woods Cross and identified some alleged violations of the Chemical Accident Prevention and Risk Management Plan (“RMP”) requirements set forth in section 112(r)(7) of the Federal Clean Air Act and Part 68 of Title 40 of the Code of Federal Regulations. Following extended negotiations, Holly Refining & Marketing – Woods Cross LLC and the EPA on October 12, 2012 agreed to resolve this matter with a civil penalty of $115,000, subject to the parties' agreement on the final terms of two documents – an Administrative Compliance Order on Consent (“ACOC”) specifying the details of the closure of the Frozen Earth Propane Storage Pit and a Combined Complaint and Consent Agreement (“CCCA”) detailing the EPA allegations and resolution of those allegations. Neither of these agreements will require Holly Refining & Marketing – Woods Cross LLC to admit or deny the EPA's allegations. Negotiations with the EPA on the terms of the ACOC and CCCA are continuing.

Additional Environmental Matters

We are reporting the following proceedings to comply with SEC regulations which require us to disclose proceedings arising under federal, state or local provisions regulating the discharge of materials into the environment or protecting the environment if we reasonably believe that such proceedings may result in monetary sanctions of $100,000 or more. Our respective subsidiaries have or will develop corrective action plans regarding these disclosures that will be implemented in consultation with the respective federal and state agencies. It is not possible to predict the ultimate outcome of these proceedings, although none are currently expected to have a material effect on our consolidated financial position.

Frontier Refining LLC (“FR”), our wholly-owned subsidiary, has undertaken environmental audits at the Cheyenne Refinery regarding compliance with federal and state air quality requirements. By letters dated October 5, 2012, and November 7, 2012, FR submitted reports to the EPA voluntarily disclosing non-compliance with certain emission limitations, reporting, and other provisions of a 2009 federal consent decree. By letter dated October 31, 2012, FR submitted a report to the Wyoming Department of Environmental Quality voluntarily disclosing non-compliance with certain notification, reporting, and other provisions of the refinery's state air permit and regulatory requirements.

Ethanol Management Company LLC (“EMC”), our wholly-owned subsidiary, has undertaken an environmental audit at the terminal located in Henderson, Colorado regarding compliance with the hazardous waste requirements administered by the Colorado Department of Public Health and Environment (“CDPHE”). By letter dated November 7, 2012, EMC notified the CDPHE that wastewater held in spill tanks at the terminal was stored in the tank longer than permissible under the hazardous waste regulations.

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Between November 2010 and February 2012, certain of our subsidiaries have submitted ten reports to the EPA voluntarily disclosing non-compliance with fuels regulations at the Cheyenne, El Dorado, Navajo, Tulsa and Woods Cross refineries and at the Henderson, Colorado and Cedar City, Utah terminals. The EPA has requested additional information regarding certain of these reports, and our subsidiaries have complied with all requests received to date.

Other

We are a party to various other litigation and legal proceedings that we believe, based on advice of counsel, will not either individually or in the aggregate have a materially adverse impact on our financial condition, results of operations or cash flows.

Item 1A. Risk Factors

There have been no material changes in our risk factors as previously disclosed in Part 1, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2011. In addition to the other information set forth in this quarterly report, you should carefully consider the factors discussed in our 2011 Form 10-K, which could materially affect our business, financial condition or future results. The risks described in this quarterly report and in our 2011 Form 10-K are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or future results.

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

(c) Common Stock Repurchases Made in the Quarter

Under our common stock repurchase programs, repurchases are being made from time to time in the open market or privately negotiated transactions based on market conditions, securities law limitations and other factors. The following table includes repurchases made under these programs during the third quarter of 2012.

Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased under Approved Stock Repurchase Programs	Maximum Dollar Value of Shares Yet to be Purchased under Approved Stock Repurchase Programs
July 2012	—	$	—	—	$	510,228,860
August 2012	—	$	—	—	$	510,228,860
September 2012 (1)	13,600	$	39.39	—	$	510,228,860
Total for July to September 2012	13,600			—

(1) The September 2012 shares repurchased were not purchased under our approved stock repurchase program, but rather pursuant to separate authority from our Board of Directors.

Item 6. Exhibits

The Exhibit Index on page 59 of this Quarterly Report on Form 10-Q lists the exhibits that are filed or furnished, as applicable, as part of the Quarterly Report on Form 10-Q.

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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	HOLLYFRONTIER CORPORATION
	(Registrant)
Date: November 7, 2012		/s/ Douglas S. Aron
		Douglas S. Aron
		Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date: November 7, 2012		/s/ J. W. Gann, Jr.
		J. W. Gann, Jr.
		Vice President and Controller (Principal Accounting Officer)

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Exhibit Index

Exhibit Number	Description
3.1	Amended and Restated Certificate of Incorporation of HollyFrontier Corporation (incorporated by reference to Exhibit 3.1 of Registrant's Form 8-K Current Report filed July 8, 2011, File No. 1-03876).
3.2	Amended and Restated By-Laws of HollyFrontier Corporation (incorporated by reference to Exhibit 3.1 of Registrant's Form 8-K Current Report filed November 21, 2011, File No. 1-03876).
4.1+	Fourth Supplemental Indenture, dated August 6, 2012, among HEP UNEV Holdings LLC, HEP UNEV Pipeline LLC, Holly Energy Partners, L.P., Holly Energy Finance Corp., the other guarantors party thereto and U.S. Bank National Association to the Indenture, dated March 10, 2010, among Holly Energy Partners, L.P., Holly Energy Finance Corp., each of the guarantors party thereto and U.S. Bank National Association.
4.2+	First Supplemental Indenture, dated August 6, 2012, among HEP UNEV Holdings LLC, HEP UNEV Pipeline LLC, Holly Energy Partners, L.P., Holly Energy Finance Corp., the other guarantors party thereto and U.S. Bank National Association to the Indenture, dated March 12, 2012, among Holly Energy Partners, L.P., Holly Energy Finance Corp., each of the guarantors party thereto and U.S. Bank National Association.
10.1	LLC Interest Purchase Agreement, dated July 12, 2012, by and among HollyFrontier Corporation, Holly Energy Partners, L.P. and HEP UNEV Holdings LLC (incorporated by reference to Exhibit 10.2 of Registrant's Quarterly Report on Form 10-Q for its quarterly period ended June 30, 2012, File No. 1-03876).
10.2	Seventh Amended and Restated Omnibus Agreement, dated July 12, 2012, by and among HollyFrontier Corporation, Holly Energy Partners, L.P. and certain of their respective subsidiaries (incorporated by reference to Exhibit 10.3 of Registrant's Quarterly Report on Form 10-Q for its quarterly period ended June 30, 2012, File No. 1-03876).
10.3	Limited Partial Waiver of Incentive Distribution Rights under the First Amended and Restated Agreement of Limited Partnership of Holly Energy Partners, L.P., dated as of July 12, 2012 (incorporated by reference to Exhibit 10.4 of Registrant's Quarterly Report on Form 10-Q for its quarterly period ended June 30, 2012, File No. 1-03876).
10.4	Amended and Restated Limited Liability Company Agreement of HEP UNEV Holdings LLC, dated July 12, 2012, by and among HEP UNEV Holdings LLC, HollyFrontier Holdings LLC and Holly Energy Partners, L.P. (incorporated by reference to Exhibit 10.5 of Registrant's Quarterly Report on Form 10-Q for its quarterly period ended June 30, 2012, File No. 1-03876).
10.5	Termination of Option Agreement, dated July 12, 2012, by and among HollyFrontier Corporation, HEP UNEV Pipeline LLC (f/k/a Holly UNEV Pipeline Company), Navajo Pipeline Co., L.P., Holly Logistic Services, L.L.C., HEP Logistics Holdings, L.P., Holly Energy Partners, L.P., HEP Logistics GP, L.L.C. and Holly Energy Partners - Operating, L.P. (incorporated by reference to Exhibit 10.6 of Registrant's Quarterly Report on Form 10-Q for its quarterly period ended June 30, 2012, File No. 1-03876).
31.1+	Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
31.2+	Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
32.1++	Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
32.2++	Certification of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
101*	The following financial information from HollyFrontier Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Cash Flows, and (v) Notes to the Consolidated Financial Statements.

+ Filed herewith.

++ Furnished herewith.

* Furnished electronically herewith.

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EX-4.1

Exhibit 4.1

FOURTH SUPPLEMENTAL INDENTURE

THIS FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of August 6, 2012, among HEP UNEV Holdings LLC, a Delaware limited liability company (“HEP UNEV Holdings”) and HEP UNEV Pipeline LLC, a Delaware limited liability company (“HEP UNEV Pipeline, and together with HEP UNEV Holdings, the “Guaranteeing Subsidiaries”), Holly Energy Partners, L.P., a Delaware limited partnership (“Holly Energy Partners”), and Holly Energy Finance Corp. (“Finance Corp.” and, together with Holly Energy Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).

W I T N E S S E T H

WHEREAS, the Issuers have heretofore executed and delivered to the Trustee an Indenture (the “Indenture”), dated as of March 10, 2010, providing for the issuance of 8.25% Senior Notes due 2018 (the “Notes”), as supplemented and amended by the First Supplemental Indenture, dated as of April 14, 2010, the Second Supplemental Indenture, dated as of June 4, 2010, and the Third Supplemental Indenture, dated as of December 29, 2011;

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall unconditionally guarantee all of the Issuers’ Obligations under the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Fourth Supplemental Indenture.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiaries and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:

1.    CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

2.    AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiaries hereby agree to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof.

4.    NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, employee, incorporator, stockholder or agent of the Guaranteeing Subsidiaries, as such, shall have any liability for any obligations of the Issuers or any Guaranteeing Subsidiaries under the Notes, any Note Guarantee, the Indenture or this Fourth Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of the Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the

FOURTH SUPPLEMENTAL INDENTURE

US 1617545v.1

consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the view of the SEC that such a waiver is against public policy.

5.    NEW YORK LAW TO GOVERN. THE LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS FOURTH SUPPLEMENTAL INDENTURE.

6.    COUNTERPARTS. The parties may sign any number of copies of this Fourth Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.

7.    EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.

8.    THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Fourth Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Issuers.

FOURTH SUPPLEMENTAL INDENTURE

US 1617545v.1

IN WITNESS WHEREOF, the parties hereto have caused this Fourth Supplemental Indenture to be duly executed and attested, all as of the date first above written.

GUARANTEEING SUBSIDIARIES:

HEP UNEV HOLDINGS LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HEP UNEV PIPELINE LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-1

ISSUERS:

HOLLY ENERGY PARTNERS, L.P.

By: HEP Logistic Holdings, L.P.,
Its General Partner

By:    Holly Logistic Services, L.L.C.,
Its General Partner

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY FINANCE CORP.

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-2

OTHER GUARANTORS:

HEP LOGISTICS GP, L.L.C., a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY PARTNERS-OPERATING, L.P., a Delaware limited partnership

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY STORAGE-TULSA LLC, a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY STORAGE-LOVINGTON LLC, a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-3

CHEYENNE LOGISTICS LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

EL DORADO LOGISTICS LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-4

HEP PIPELINE GP, L.L.C., a Delaware limited liability company

HEP PIPELINE, L.L.C., a Delaware limited liability company

HEP MOUNTAIN HOME, L.L.C., a Delaware limited liability company

HEP REFINING, L.L.C., a Delaware limited liability company

HEP REFINING GP, L.L.C., a Delaware limited liability company

HEP WOODS CROSS, L.L.C., a Delaware limited liability company

HEP TULSA LLC, a Delaware limited liability company

HEP SLC, LLC,a Delaware limited liability company

LOVINGTON-ARTESIA, L.L.C.,a Delaware limited liability company

ROADRUNNER PIPELINE, L.L.C.,a Delaware limited liability company

Each By: Holly Energy Partners – Operating, L.P., a Delaware limited liability company and Its Sole Member

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-5

HEP FIN-TEX/TRUST-RIVER, L.P., a Texas limited partnership

HEP NAVAJO SOUTHERN, L.P., a Delaware limited partnership

HEP PIPELINE ASSETS, LIMITED PARTNERSHIP, a Delaware limited partnership

Each by: HEP Pipeline GP, L.L.C., a Delaware limited liability company, its General Partner

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HEP REFINING ASSETS, L.P., a Delaware limited partnership

By: HEP Refining GP, L.L.C., a Delaware limited liability company, its General Partner

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-6

TRUSTEE:

U.S. BANK NATIONAL ASSOCIATION,
as Trustee

By: /s/ Steven A. Finklea        Name: Steven A. Finklea

Title: Vice President

SIGNATURE PAGE TO FOURTH SUPPLEMENTAL INDENTURE

S-7

EX-4.2

Exhibit 4.2

FIRST SUPPLEMENTAL INDENTURE

THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of August 6, 2012, among HEP UNEV Holdings LLC, a Delaware limited liability company (“HEP UNEV Holdings”) and HEP UNEV Pipeline LLC, a Delaware limited liability company (“HEP UNEV Pipeline, and together with HEP UNEV Holdings, the “Guaranteeing Subsidiaries”), Holly Energy Partners, L.P., a Delaware limited partnership (“Holly Energy Partners”), and Holly Energy Finance Corp. (“Finance Corp.” and, together with Holly Energy Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).

W I T N E S S E T H

WHEREAS, the Issuers have heretofore executed and delivered to the Trustee an Indenture (the “Indenture”), dated as of March 12, 2012, providing for the issuance of 6.50% Senior Notes due 2020 (the “Notes”);

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall unconditionally guarantee all of the Issuers’ Obligations under the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this First Supplemental Indenture.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiaries and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:

1.    CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

2.    AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiaries hereby agree to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof.

4.    NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, employee, incorporator, stockholder or agent of the Guaranteeing Subsidiaries, as such, shall have any liability for any obligations of the Issuers or any Guaranteeing Subsidiaries under the Notes, any Note Guarantee, the Indenture or this First Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of the Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the view of the SEC that such a waiver is against public policy.

FIRST SUPPLEMENTAL INDENTURE

US 1617486v.1

5.    NEW YORK LAW TO GOVERN. THE LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS FIRST SUPPLEMENTAL INDENTURE.

6.    COUNTERPARTS. The parties may sign any number of copies of this First Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.

7.    EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.

8.    THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this First Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Issuers.

FIRST SUPPLEMENTAL INDENTURE

US 1617486V.1

IN WITNESS WHEREOF, the parties hereto have caused this First Supplemental Indenture to be duly executed and attested, all as of the date first above written.

GUARANTEEING SUBSIDIARIES:

HEP UNEV HOLDINGS LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HEP UNEV PIPELINE LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-1

ISSUERS:

HOLLY ENERGY PARTNERS, L.P.

By: HEP Logistic Holdings, L.P.,
Its General Partner

By:    Holly Logistic Services, L.L.C.,
Its General Partner

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY FINANCE CORP.

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-2

OTHER GUARANTORS:

HEP LOGISTICS GP, L.L.C., a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY PARTNERS-OPERATING, L.P., a Delaware limited partnership

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY STORAGE-TULSA LLC, a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HOLLY ENERGY STORAGE-LOVINGTON LLC, a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-3

CHEYENNE LOGISTICS LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

EL DORADO LOGISTICS LLC,a Delaware limited liability company

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-4

HEP PIPELINE GP, L.L.C., a Delaware limited liability company

HEP PIPELINE, L.L.C., a Delaware limited liability company

HEP MOUNTAIN HOME, L.L.C., a Delaware limited liability company

HEP REFINING, L.L.C., a Delaware limited liability company

HEP REFINING GP, L.L.C., a Delaware limited liability company

HEP WOODS CROSS, L.L.C., a Delaware limited liability company

HEP TULSA LLC, a Delaware limited liability company

HEP SLC, LLC,a Delaware limited liability company

LOVINGTON-ARTESIA, L.L.C.,a Delaware limited liability company

ROADRUNNER PIPELINE, L.L.C.,a Delaware limited liability company

Each By: Holly Energy Partners – Operating, L.P., a Delaware limited liability company and Its Sole Member

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-5

HEP FIN-TEX/TRUST-RIVER, L.P., a Texas limited partnership

HEP NAVAJO SOUTHERN, L.P., a Delaware limited partnership

HEP PIPELINE ASSETS, LIMITED PARTNERSHIP, a Delaware limited partnership

Each by: HEP Pipeline GP, L.L.C., a Delaware limited liability company, its General Partner

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

HEP REFINING ASSETS, L.P., a Delaware limited partnership

By: HEP Refining GP, L.L.C., a Delaware limited liability company, its General Partner

By: /s/ Stephen D. Wise    

Name: Stephen D. Wise

Title: Vice President and Treasurer

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-6

TRUSTEE:

U.S. BANK NATIONAL ASSOCIATION,
as Trustee

By:/s/ Steven A. Finklea        Name: Steven A. Finklea

Title: Vice President

SIGNATURE PAGE TO FIRST SUPPLEMENTAL INDENTURE

S-7

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Michael C. Jennings, certify that:

1. I have reviewed this quarterly report on Form 10-Q of HollyFrontier 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 officers 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 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 officers 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 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: November 7, 2012	/s/ Michael C. Jennings
	Michael C. Jennings
	Chief Executive Officer and President

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Douglas S. Aron, certify that:

1. I have reviewed this quarterly report on Form 10-Q of HollyFrontier 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 officers 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 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 most recent 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 officers 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 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: November 7, 2012	/s/ Douglas S. Aron
	Douglas S. Aron
	Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE

OFFICER UNDER SECTION 906 OF THE

SARBANES OXLEY ACT OF 2002, 18 U.S.C. § 1350

In connection with the accompanying report on Form 10-Q for the quarterly period ended September 30, 2012 and filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael C. Jennings, Chief Executive Officer of HollyFrontier Corporation (the “Company”) hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 7, 2012	/s/ Michael C. Jennings
	Michael C. Jennings
	Chief Executive Officer and President

EX-32.2

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL

OFFICER UNDER SECTION 906 OF THE

SARBANES OXLEY ACT OF 2002, 18 U.S.C. § 1350

In connection with the accompanying report on Form 10-Q for the quarterly period ended September 30, 2012 and filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Douglas S. Aron, Chief Financial Officer of HollyFrontier Corporation (the “Company”) hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 7, 2012	/s/ Douglas S. Aron
	Douglas S. Aron
	Executive Vice President and Chief Financial Officer

XML

Retirement Plan (Tables)

9 Months Ended

Sep. 30, 2012

Pension and Other Postretirement Benefit Expense [Abstract]

Net Periodic Pension Expense

The net periodic pension expense consisted of the following components:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
	(In thousands)
Service cost – benefit earned during the period	$	—		$	1,268		$	679		$	3,803
Interest cost on projected benefit obligations	955			1,281			3,007			3,844
Expected return on plan assets	(950		)	(1,244		)	(2,849		)	(3,923		)
Amortization of prior service cost	—			97			67			293
Amortization of net loss	415			529			1,518			1,594
Estimated effect of curtailment	—			798			899			798
Net periodic pension expense	$	420		$	2,729		$	3,321		$	6,409

The net periodic benefit expense of this plan consisted of the following components:

	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
	(In thousands)
Service cost – benefit earned during the period	$	475		$	1,425
Interest cost on projected benefit obligations	875			2,625
Amortization of prior service credit	(550		)	(1,650		)
Amortization of net loss	75			225
Net periodic pension expense	$	875		$	2,625

XML

Cash and Cash Equivalents and Investments in Marketable Securities (Available-For-Sale Securities) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011
Schedule of Trading Securities and Other Trading Assets [Line Items]
Proceeds from sale and maturity of marketable debt securities	$ 212,216	$ 194,386
Available-for-Sale Securities, Amortized Cost			261,489
Available-for-Sale Securities, Gross Unrealized Gain			217
Available-for-sale Securities, Gross Unrealized Losses			0
Available-for-Sale Securities, Estimated Fair Value (Net Carrying Amount)			261,706
Marketable Debt Securities (State And Political Subdivisions) [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Available-for-Sale Securities, Amortized Cost	285,915		260,879
Available-for-Sale Securities, Gross Unrealized Gain	26		74
Available-for-sale Securities, Gross Unrealized Losses	(13)		0
Available-for-Sale Securities, Estimated Fair Value (Net Carrying Amount)	285,928		260,953
Equity Securities [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Available-for-Sale Securities, Amortized Cost			610
Available-for-Sale Securities, Gross Unrealized Gain			143
Available-for-sale Securities, Gross Unrealized Losses			0
Available-for-Sale Securities, Estimated Fair Value (Net Carrying Amount)			$ 753

XML

Financial Instruments (Changes in Level 3 Inputs) (Details) (USD $)	3 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2012
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Hypothetical change to estimated future cash flows attributable to commodity price swaps, percent	10.00%
Estimated change in fair value resulting from hypothetical percentage change in future cash flows attributable to commodity price swaps		$ 4,000,000
Commodity Contract [Member] | Level 3 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance, January 1, 2012	119,461,000	31,616,000
Unrealized losses included in other comprehensive income	(192,446,000)	(158,893,000)
Settlements	44,937,000	99,229,000
Ending balance, March 31, 2012	(28,048,000)	$ (28,048,000)

XML

Retirement Plan (Narrative) (Details) (USD $)	3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Jun. 30, 2012	Sep. 30, 2012	Sep. 30, 2011
Defined Benefit Plan Disclosure [Line Items]
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, before Tax	$ 0	$ 9,000	$ 700,000	$ 0	$ 9,000
Other Comprehensive Income (Loss), Finalization of Pension and Non-Pension Postretirement Plan Valuation, before Tax				7,102,000
Expected long-term annual rate of return on plan assets				6.50%
Maximum [Member]
Defined Benefit Plan Disclosure [Line Items]
Estimated contributions in 2012			22,400,000
Pension Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Defined Benefit Plan, Plan Amendments	3,200,000			10,100,000
Estimated effect of curtailment	$ 0	$ 798,000	$ 7,100,000	$ 899,000	$ 798,000

XML

Inventories (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011
Inventories
Crude oil	$ 526,783		$ 400,952
Other raw materials and unfinished products	126,406	[1]	137,356	[1]
Finished products	752,958	[2]	513,776	[2]
Process chemicals	2,663	[3]	1,180	[3]
Repairs and maintenance supplies and other	76,640		61,355
Inventories, total	$ 1,485,450		$ 1,114,619

[1] Other raw materials and unfinished products include feedstocks and blendstocks, other than crude.

[2] Finished products include gasolines, jet fuels, diesels, lubricants, asphalts, LPG’s and residual fuels.

[3] Process chemicals include additives and other chemicals.

XML

Holly Energy Partners (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		3 Months Ended	9 Months Ended
	Sep. 30, 2011	Jul. 12, 2012	Sep. 30, 2012 HEP [Member] Customers	Sep. 30, 2012 HEP [Member]	Sep. 30, 2012 UNEV Pipeline [Member]	Sep. 30, 2012 Securities Pledged As Collateral [Member] HEP [Member]	Sep. 30, 2012 Twelve Inch Refined Products Pipeline Project	Jul. 12, 2012 UNEV Pipeline [Member]
Variable Interest Entity [Line Items]
Equity Method Investment, Ownership Percentage								75.00%
Aggregate consideration paid in connection with merger	$ 3,700.0	$ 315.0
Business Acquisition, Cost of Acquired Entity, Cash Paid		260.0
Percentage of general partner interest				2.00%
Term for Transportation Agreement					10 years
Number of primary customers			2
Percentage of revenue Holly Corp represents			83.00%	83.00%
Percentage of ownership in variable interest entity				44.00%		21.00%
Common HEP units collateralized for crude oil						6,000,000
Annual contract payment	$ 16.9			$ 200.3
Percentage of interest owned In pipeline project							75.00%

XML

Inventories (Tables)

9 Months Ended

Sep. 30, 2012

Inventory, Net [Abstract]

Inventory Components

Inventory consists of the following components:

	September 30, 2012		December 31, 2011
	(In thousands)
Crude oil	$	526,783	$	400,952
Other raw materials and unfinished products(1)	126,406		137,356
Finished products(2)	752,958		513,776
Process chemicals(3)	2,663		1,180
Repairs and maintenance supplies and other	76,640		61,355
Total inventory	$	1,485,450	$	1,114,619

(1) Other raw materials and unfinished products include feedstocks and blendstocks, other than crude.

(2) Finished products include gasolines, jet fuels, diesels, lubricants, asphalts, LPG’s and residual fuels.

(3) Process chemicals include additives and other chemicals.

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Segment Information (Schedule Of Segment Reporting Information) (Details) (USD $)	3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011
Segment Reporting Information [Line Items]
Sales and other revenues	$ 5,204,798,000		$ 5,173,398,000		$ 14,943,217,000		$ 10,467,116,000
Depreciation and amortization	65,112,000		43,240,000		178,162,000		106,380,000
Income (loss) from operations	978,304,000		869,207,000		2,211,005,000		1,358,485,000
Capital expenditures	79,517,000		117,918,000		207,537,000		274,223,000
Cash, Cash Equivalents, And Investments In Marketable Securities	2,343,336,000				2,343,336,000				1,840,610,000
Assets	10,345,936,000				10,345,936,000				9,576,243,000
Long-term Debt	1,346,227,000				1,346,227,000				1,214,742,000
Refining [Member]
Segment Reporting Information [Line Items]
Sales and other revenues	5,192,649,000	[1]	5,164,853,000	[1]	14,907,849,000	[1]	10,432,720,000	[1]
Depreciation and amortization	47,890,000	[1]	35,070,000	[1]	133,087,000	[1]	81,875,000	[1]
Income (loss) from operations	973,586,000	[1]	884,997,000	[1]	2,201,648,000	[1]	1,357,739,000	[1]
Capital expenditures	70,069,000	[1]	46,294,000	[1]	171,865,000	[1]	92,078,000	[1]
Cash, Cash Equivalents, And Investments In Marketable Securities	557,000	[1]			557,000	[1]			0	[1]
Assets	6,567,224,000	[1]			6,567,224,000	[1]			6,280,426,000	[1]
Long-term Debt	0	[1]			0	[1]			0
Corporate And Other [Member]
Segment Reporting Information [Line Items]
Sales and other revenues	352,000		299,000		912,000		1,100,000
Depreciation and amortization	4,793,000		872,000		7,013,000		2,719,000
Income (loss) from operations	(31,871,000)		(40,135,000)		(89,899,000)		(73,689,000)
Capital expenditures	3,765,000		3,523,000		6,370,000		6,350,000
Cash, Cash Equivalents, And Investments In Marketable Securities	2,340,786,000				2,340,786,000				1,834,241,000
Assets	2,426,067,000				2,426,067,000				1,997,601,000
Long-term Debt	487,843,000				487,843,000				705,331,000
Consolidations And Eliminations [Member]
Segment Reporting Information [Line Items]
Sales and other revenues	(60,699,000)		(40,885,000)		(172,794,000)		(111,620,000)
Depreciation and amortization	(207,000)		(207,000)		(621,000)		(621,000)
Income (loss) from operations	(548,000)		(242,000)		(1,587,000)		(1,265,000)
Capital expenditures	0		0		0		0
Cash, Cash Equivalents, And Investments In Marketable Securities	0				0				0
Assets	(56,506,000)				(56,506,000)				(120,444,000)
Long-term Debt	(16,050,000)				(16,050,000)				(89,350,000)
HEP [Member]
Segment Reporting Information [Line Items]
Sales and other revenues	72,496,000	[2]	49,131,000	[2]	207,250,000	[2]	144,916,000	[2]
Depreciation and amortization	12,636,000	[2]	7,505,000	[2]	38,683,000	[2]	22,407,000	[2]
Income (loss) from operations	37,137,000	[2]	24,587,000	[2]	100,843,000	[2]	75,700,000	[2]
Capital expenditures	5,683,000	[2]	68,101,000	[2]	29,302,000	[2]	175,795,000	[2]
Cash, Cash Equivalents, And Investments In Marketable Securities	1,993,000	[2]			1,993,000	[2]			6,369,000	[2]
Segment revenues from external customers	11,900,000		8,300,000		34,600,000		33,000,000
Assets	1,409,151,000	[2]			1,409,151,000	[2]			1,418,660,000	[2]
Long-term Debt	$ 874,434,000	[2]			$ 874,434,000	[2]			$ 598,761,000	[2]
Twelve Inch Refined Products Pipeline Project
Segment Reporting Information [Line Items]
Percentage of interest owned in pipeline project					75.00%

[1] The Refining segment reflects the operations of the El Dorado and Cheyenne Refineries beginning July 1, 2011 (date of Holly-Frontier merger).

[2] HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. For the three and nine months ended September 30, 2012, UNEV Pipeline revenues were $3.0 million and $10.8 million, respectively. The UNEV Pipeline was previously presented under Corporate and Other.

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Environmental (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011
Loss Contingencies [Line Items]
Environmental remediation costs	$ 1.7	$ 0.7	$ 16.9	$ 0.6
Accrued environmental liability	61.8		61.8		42.2
Other Long-Term Liabilities [Member]
Loss Contingencies [Line Items]
Accrued environmental liability	48.6		48.6		31.7
Frontier [Member]
Loss Contingencies [Line Items]
Accrued environmental liability		$ 15.6		$ 15.6

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Supplemental Guarantor/Non-Guarantor Financial Information Consolidating Statement of Income (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	$ 5,204,798	$ 5,173,398	$ 14,943,217	$ 10,467,116
Cost of products sold	3,898,736	3,989,927	11,767,417	8,421,639
Operating expenses	233,859	227,883	698,212	501,971
General and administrative	28,787	43,141	88,421	78,641
Depreciation and amortization	65,112	43,240	178,162	106,380
Total operating costs and expenses	4,226,494	4,304,191	12,732,212	9,108,631
Income (loss) from operations	978,304	869,207	2,211,005	1,358,485
Earnings of equity method investments	852	532	2,455	1,739
Interest income (expense)	(18,884)	(24,870)	(78,000)	(55,525)
Gain on sale of marketable equity securities	0	0	326	0
Merger transaction costs	0	(9,100)	0	(15,114)
Nonoperating Income (Expense)	(18,032)	(33,438)	(75,219)	(68,900)
Income before income taxes	960,272	835,769	2,135,786	1,289,585
Income tax provision	349,622	304,758	775,746	465,730
Net income	610,650	531,011	1,360,040	823,855
Less net income attributable to noncontrolling interest	10,277	7,923	24,472	23,838
Net income attributable to HollyFrontier stockholders	600,373	523,088	1,335,568	800,017
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	532,277	536,477	1,195,174	813,563
Parent [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	195	266	394	1,067
Cost of products sold	0	0	0	0
Operating expenses	0	0	0	0
General and administrative	26,723	39,555	81,147	71,884
Depreciation and amortization	4,665	872	6,644	2,719
Total operating costs and expenses	31,388	40,427	87,791	74,603
Income (loss) from operations	(31,193)	(40,161)	(87,397)	(73,536)
Earnings of equity method investments	988,255	892,420	2,240,275	1,380,375
Interest income (expense)	(6,747)	(15,162)	(34,194)	(27,033)
Gain on sale of marketable equity securities			0
Merger transaction costs		(9,100)		(15,114)
Nonoperating Income (Expense)	981,508	868,158	2,206,081	1,338,228
Income before income taxes	950,315	827,997	2,118,684	1,264,692
Income tax provision	349,485	304,835	775,459	465,561
Net income	600,830	523,162	1,343,225	799,131
Less net income attributable to noncontrolling interest	0	0	0	0
Net income attributable to HollyFrontier stockholders	600,830	523,162	1,343,225	799,131
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	502,238	514,759	1,179,627	790,561
Guarantor Restricted Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	5,192,846	5,164,628	14,908,154	10,432,420
Cost of products sold	3,958,261	4,029,997	11,932,230	8,531,358
Operating expenses	213,021	213,002	642,153	459,679
General and administrative	637	1,562	1,299	1,769
Depreciation and amortization	48,018	35,070	133,456	81,875
Total operating costs and expenses	4,219,937	4,279,631	12,709,138	9,074,681
Income (loss) from operations	972,909	884,997	2,199,016	1,357,739
Earnings of equity method investments	15,720	8,400	42,707	25,231
Interest income (expense)	(374)	(977)	(1,774)	(2,595)
Gain on sale of marketable equity securities			326
Merger transaction costs		0		0
Nonoperating Income (Expense)	15,346	7,423	41,259	22,636
Income before income taxes	988,255	892,420	2,240,275	1,380,375
Income tax provision	0	0	0	0
Net income	988,255	892,420	2,240,275	1,380,375
Less net income attributable to noncontrolling interest	0	0	0	0
Net income attributable to HollyFrontier stockholders	988,255	892,420	2,240,275	1,380,375
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	1,018,987	913,835	2,263,429	1,401,542
Non Guarantor Restricted Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	35	33	138	33
Cost of products sold	0	0	0	0
Operating expenses	9	7	33	186
General and administrative	28	0	50	0
Depreciation and amortization	0	0	0	0
Total operating costs and expenses	37	7	83	186
Income (loss) from operations	(2)	26	55	(153)
Earnings of equity method investments	15,586	8,469	42,163	25,454
Interest income (expense)	161	14	536	39
Gain on sale of marketable equity securities			0
Merger transaction costs		0		0
Nonoperating Income (Expense)	15,747	8,483	42,699	25,493
Income before income taxes	15,745	8,509	42,754	25,340
Income tax provision	0	0	0	0
Net income	15,745	8,509	42,754	25,340
Less net income attributable to noncontrolling interest	0	0	0	0
Net income attributable to HollyFrontier stockholders	15,745	8,509	42,754	25,340
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	15,745	8,509	42,754	25,340
Eliminations From Consolidation Of Restricted Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	0	0	0	0
Cost of products sold	0	0	0	0
Operating expenses	0	0	0	0
General and administrative	0	0	0	0
Depreciation and amortization	0	0	0	0
Total operating costs and expenses	0	0	0	0
Income (loss) from operations	0	0	0	0
Earnings of equity method investments	(1,004,000)	(900,929)	(2,283,029)	(1,405,715)
Interest income (expense)	0	0	0	0
Gain on sale of marketable equity securities			0
Merger transaction costs		0		0
Nonoperating Income (Expense)	(1,004,000)	(900,929)	(2,283,029)	(1,405,715)
Income before income taxes	(1,004,000)	(900,929)	(2,283,029)	(1,405,715)
Income tax provision	0	0	0	0
Net income	(1,004,000)	(900,929)	(2,283,029)	(1,405,715)
Less net income attributable to noncontrolling interest	0	0	0	0
Net income attributable to HollyFrontier stockholders	(1,004,000)	(900,929)	(2,283,029)	(1,405,715)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	(1,004,000)	(900,929)	(2,283,029)	(1,405,715)
Holly Frontier Corp. Before Consolidation Of HEP [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	5,193,076	5,164,927	14,908,686	10,433,520
Cost of products sold	3,958,261	4,029,997	11,932,230	8,531,358
Operating expenses	213,030	213,009	642,186	459,865
General and administrative	27,388	41,117	82,496	73,653
Depreciation and amortization	52,683	35,942	140,100	84,594
Total operating costs and expenses	4,251,362	4,320,065	12,797,012	9,149,470
Income (loss) from operations	941,714	844,862	2,111,674	1,284,050
Earnings of equity method investments	15,561	8,360	42,116	25,345
Interest income (expense)	(6,960)	(16,125)	(35,432)	(29,589)
Gain on sale of marketable equity securities			326
Merger transaction costs		(9,100)		(15,114)
Nonoperating Income (Expense)	8,601	(16,865)	7,010	(19,358)
Income before income taxes	950,315	827,997	2,118,684	1,264,692
Income tax provision	349,485	304,835	775,459	465,561
Net income	600,830	523,162	1,343,225	799,131
Less net income attributable to noncontrolling interest	0	0	0	0
Net income attributable to HollyFrontier stockholders	600,830	523,162	1,343,225	799,131
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	532,970	536,174	1,202,781	811,728
Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	72,496	49,131	207,250	144,916
Cost of products sold	0	0	0	0
Operating expenses	21,324	15,015	61,724	41,821
General and administrative	1,399	2,024	5,925	4,988
Depreciation and amortization	12,636	7,505	38,683	22,407
Total operating costs and expenses	35,359	24,544	106,332	69,216
Income (loss) from operations	37,137	24,587	100,918	75,700
Earnings of equity method investments	877	641	2,502	1,848
Interest income (expense)	(12,432)	(9,391)	(44,306)	(27,789)
Gain on sale of marketable equity securities			0
Merger transaction costs		0		0
Nonoperating Income (Expense)	(11,555)	(8,750)	(41,804)	(25,941)
Income before income taxes	25,582	15,837	59,114	49,759
Income tax provision	137	(77)	287	169
Net income	25,445	15,914	58,827	49,590
Less net income attributable to noncontrolling interest	10,277	7,923	24,472	23,838
Net income attributable to HollyFrontier stockholders	15,168	7,991	34,355	25,752
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	14,932	8,368	34,405	26,701
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Sales and other revenues	(60,774)	(40,660)	(172,719)	(111,320)
Cost of products sold	(59,525)	(40,070)	(164,813)	(109,719)
Operating expenses	(495)	(141)	(5,698)	285
General and administrative	0	0	0	0
Depreciation and amortization	(207)	(207)	(621)	(621)
Total operating costs and expenses	(60,227)	(40,418)	(171,132)	(110,055)
Income (loss) from operations	(547)	(242)	(1,587)	(1,265)
Earnings of equity method investments	(15,586)	(8,469)	(42,163)	(25,454)
Interest income (expense)	508	646	1,738	1,853
Gain on sale of marketable equity securities			0
Merger transaction costs		0		0
Nonoperating Income (Expense)	(15,078)	(7,823)	(40,425)	(23,601)
Income before income taxes	(15,625)	(8,065)	(42,012)	(24,866)
Income tax provision	0	0	0	0
Net income	(15,625)	(8,065)	(42,012)	(24,866)
Less net income attributable to noncontrolling interest	0	0	0	0
Net income attributable to HollyFrontier stockholders	(15,625)	(8,065)	(42,012)	(24,866)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	$ (15,625)	$ (8,065)	$ (42,012)	$ (24,866)

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Supplemental Guarantor/Non-Guarantor Financial Information Consolidating Statement of Cash Flows (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 Parent [Member]	Sep. 30, 2011 Parent [Member]	Sep. 30, 2012 Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2011 Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2012 Non Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2011 Non Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2012 Holly Frontier Corp. Before Consolidation Of HEP [Member]	Sep. 30, 2011 Holly Frontier Corp. Before Consolidation Of HEP [Member]	Sep. 30, 2012 Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) [Member]	Sep. 30, 2011 Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) [Member]	Sep. 30, 2012 Eliminations [Member]	Sep. 30, 2011 Eliminations [Member]	Sep. 30, 2012 HEP [Member]	Sep. 30, 2011 HEP [Member]	Sep. 30, 2012 HEP [Member] Parent [Member]	Sep. 30, 2011 HEP [Member] Parent [Member]	Sep. 30, 2012 HEP [Member] Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2011 HEP [Member] Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2012 HEP [Member] Non Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2011 HEP [Member] Non Guarantor Restricted Subsidiaries [Member]	Sep. 30, 2012 HEP [Member] Holly Frontier Corp. Before Consolidation Of HEP [Member]	Sep. 30, 2011 HEP [Member] Holly Frontier Corp. Before Consolidation Of HEP [Member]	Sep. 30, 2012 HEP [Member] Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) [Member]	Sep. 30, 2011 HEP [Member] Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) [Member]	Sep. 30, 2012 HEP [Member] Eliminations [Member]	Sep. 30, 2011 HEP [Member] Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash flows from operating activities	$ 1,171,788	$ 1,089,203	$ 1,260,731	$ 1,690,926	$ (142,743)	$ (664,988)	$ 0	$ 0	$ 1,117,988	$ 1,025,938	$ 100,652	$ 93,299	$ (46,852)	$ (30,034)
Additions to properties, plants and equipment	(178,235)	(98,428)	(4,993)	(6,056)	(173,242)	(92,372)	0	0	(178,235)	(98,428)	0	0	0	0	(29,302)	(175,795)	0	0	0	0	0	0	0	0	(29,302)	(175,795)	0	0
Investment in Sabine Biofuels	(2,000)	(9,125)	0	(9,125)	(2,000)	0	0	0	(2,000)	(9,125)	0	0	0	0
Cash Acquired from Acquisition	0	872,158		182		871,976		0		872,158		0		0
Purchases of marketable securities	(236,315)	(370,042)	(236,315)	(370,042)	0	0	0	0	(236,315)	(370,042)	0	0	0	0
Sales and maturities of marketable securities	212,216	194,386	211,286	194,386	930	0	0	0	212,216	194,386	0	0	0	0
Net cash used for investing activities	(233,636)	413,154	(30,022)	(190,655)	(174,312)	779,604	0	0	(204,334)	588,949	(29,302)	(175,795)	0	0
Net borrowings under credit agreement – HEP																43,000		0		0		0		0		43,000		0
Net repayments under credit agreement – HEP															231,000		0		0		0		0		231,000		0
Repayment of promissory notes	0		0		72,900		0		72,900		(72,900)		0
Net proceeds from issuance of senior notes - HEP															294,750	0	0		0		0		0		294,750		0
Principal tender on senior notes - HEP	(205,000)		(205,000)		0		0		(205,000)		0		0		(185,000)	(15)	0	(15)	0	0	0	0	0	(15)	(185,000)	0	0	0
Contribution to HEP																0		0		(96,000)		0		(96,000)		96,000		0
Purchase of treasury stock	(190,307)	(38,955)	(190,307)	(38,955)	0	0	0	0	(190,307)	(38,955)	0	0	0	0
Structured stock repurchase arrangement	8,620	0	8,620		0		0		8,620		0		0
Contribution from joint venture partner	6,000	27,500	0	0	0	0	0	0	0	0	6,000	27,500	0	0
Contribution from General Partner	0		0		(10,286)		0		(10,286)		10,286		0
Distribution from HEP upon UNEV Transaction	0		0		260,922		0		260,922		(260,922)		0
Dividends	(382,610)	(129,377)	(382,610)	(129,377)	0	0	0	0	(382,610)	(129,377)	0	0	0	0
Distributions to noncontrolling interest			0	0	0	0	0	0	0	0					(43,749)	(37,929)									(91,063)	(67,963)	47,314	30,034
Excess tax benefit from equity based compensation	16,021	1,399	16,021	1,399	0	0	0	0	16,021	1,399	0	0	0	0
Purchase of units for restricted grants - HEP															(4,919)	(1,641)	0	0	0	0	0	0	0	0	(4,919)	(1,641)	0	0
Deferred financing costs	(3,289)	(11,724)	0	(8,574)	(67)	0	0	0	(67)	(8,574)	(3,222)	(3,150)	0	0
Other	(1,165)	(857)	0	0	(967)	(857)	0	0	(967)	(857)	264	0	(462)	0
Net cash provided by (used for) financing activities	(459,648)	(148,599)	(753,276)	(175,522)	322,502	(96,857)	0	0	(430,774)	(272,379)	(75,726)	93,746	46,852	30,034
Increase (decrease) for the period	478,504	1,353,758	477,433	1,324,749	5,447	17,759	0	0	482,880	1,342,508	(4,376)	11,250	0	0
Beginning of period	1,578,904	229,101	1,575,891	230,082	(3,358)	(9,035)	2	2	1,572,535	221,049	6,369	8,052	0	0	6,369
End of period	$ 2,057,408	$ 1,582,859	$ 2,053,324	$ 1,554,831	$ 2,089	$ 8,724	$ 2	$ 2	$ 2,055,415	$ 1,563,557	$ 1,993	$ 19,302	$ 0	$ 0	$ 1,993

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Retirement Plan (Net Periodic Pension Expense) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Jun. 30, 2012	Sep. 30, 2012	Sep. 30, 2011
Defined Benefit Retirement Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost - benefit earned during the period	$ 0	$ 1,268		$ 679	$ 3,803
Interest cost on projected benefit obligations	955	1,281		3,007	3,844
Expected return on plan assets	(950)	(1,244)		(2,849)	(3,923)
Amortization of prior service cost	0	97		67	293
Amortization of net loss	415	529		1,518	1,594
Estimated effect of curtailment	0	798	7,100	899	798
Net periodic pension expense	420	2,729		3,321	6,409
Other Post-Retirement Healthcare and Other Benefits Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost - benefit earned during the period	475			1,425
Interest cost on projected benefit obligations	875			2,625
Amortization of prior service cost	(550)			(1,650)
Amortization of net loss	75			225
Net periodic pension expense	$ 875			$ 2,625

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Supplemental Guarantor/Non-Guarantor Financial Information

9 Months Ended

Sep. 30, 2012

Supplemental Guarantor / Non-Guarantor Financial Information [Abstract]

Supplemental Guarantor/Non-Guarantor Financial Information

Supplemental Guarantor/Non-Guarantor Financial Information

Our obligations under the HollyFrontier Senior Notes have been jointly and severally guaranteed by the substantial majority of our existing and future restricted subsidiaries (“Guarantor Restricted Subsidiaries”). These guarantees are full and unconditional. HEP, in which we have a 44% ownership interest at September 30, 2012, and its subsidiaries (collectively, “Non-Guarantor Non-Restricted Subsidiaries”), and certain of our other subsidiaries (“Non-Guarantor Restricted Subsidiaries”) have not guaranteed these obligations.

The following condensed consolidating financial information is provided for HollyFrontier Corporation (the “Parent”), the Guarantor Restricted Subsidiaries, the Non-Guarantor Restricted Subsidiaries and the Non-Guarantor Non-Restricted Subsidiaries. The information has been presented as if the Parent accounted for its ownership in the Guarantor Restricted Subsidiaries, and the Guarantor Restricted Subsidiaries accounted for the ownership of the Non-Guarantor Restricted Subsidiaries and Non-Guarantor Non-Restricted Subsidiaries, using the equity method of accounting. The Guarantor Restricted Subsidiaries and the Non-Guarantor Restricted Subsidiaries are collectively the “Restricted Subsidiaries.”

HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. The UNEV Pipeline was previously presented as a Non-Guarantor Restricted Subsidiary.

Condensed Consolidating Balance Sheet
September 30, 2012	Parent		Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP		Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	2,053,324	$	2,089		$	2		$	—		$	2,055,415	$	1,993	$	—		$	2,057,408
Marketable securities	280,401		8			—			—			280,409		—		—			280,409
Accounts receivable, net	2,265		732,777			—			—			735,042		42,832		(41,000		)	736,874
Intercompany accounts receivable (payable)	1,175,041		(1,431,906		)	256,865			—			—		—		—			—
Inventories	—		1,484,217			—			—			1,484,217		1,233		—			1,485,450
Income taxes receivable	40,544		—			4			—			40,548		—		—			40,548
Prepayments and other	6,557		29,973			—			—			36,530		3,080		(8,378		)	31,232
Total current assets	3,558,132		817,158			256,871			—			4,632,161		49,138		(49,378		)	4,631,921
Properties, plants and equip, net	22,483		2,108,183			—			—			2,130,666		994,926		(5,660		)	3,119,932
Marketable securities (long-term)	5,519		—			—			—			5,519		—		—			5,519
Investment in subsidiaries	3,251,918		280,048			(181,421		)	(3,350,545		)	—		—		—			—
Intangibles and other assets	9,608		2,215,337			25,000			(25,000		)	2,224,945		365,087		(1,468		)	2,588,564
Total assets	$	6,847,660	$	5,420,726		$	100,450		$	(3,375,545	)	$	8,993,291	$	1,409,151	$	(56,506	)	$	10,345,936
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	135,714	$	1,424,692		$	4		$	—		$	1,560,410	$	11,303	$	(40,999	)	$	1,530,714
Income taxes payable	2,319		148,580			—			—			150,899		—		—			150,899
Accrued liabilities	87,232		120,858			954			—			209,044		19,315		(8,379		)	219,980
Deferred income tax liabilities	191,958		(16,381		)	(10		)	—			175,567		—		—			175,567
Total current liabilities	417,223		1,677,749			948			—			2,095,920		30,618		(49,378		)	2,077,160
Long-term debt	460,139		27,704			—			—			487,843		874,434		(16,050		)	1,346,227
Deferred income tax liabilities	189,613		203,766			875			—			394,254		—		4,951			399,205
Other long-term liabilities	91,153		92,733			—			(25,000		)	158,886		7,574		(2,612		)	163,848
Investment in HEP	—		166,856			—			—			166,856		—		(166,856		)	—
Equity – HollyFrontier	5,689,532		3,251,918			98,627			(3,350,545		)	5,689,532		396,644		(321,900		)	5,764,276
Equity – noncontrolling interest	—		—			—			—			—		99,881		495,339			595,220
Total liabilities and equity	$	6,847,660	$	5,420,726		$	100,450		$	(3,375,545	)	$	8,993,291	$	1,409,151	$	(56,506	)	$	10,345,936

Condensed Consolidating Balance Sheet
December 31, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP		Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	1,575,891		$	(3,358	)	$	2		$	—		$	1,572,535	$	6,369	$	—		$	1,578,904
Marketable securities	210,886			753			—			—			211,639		—		—			211,639
Accounts receivable, net	8,317			698,911			—			—			707,228		37,290		(35,661		)	708,857
Intercompany accounts receivable (payable)	3,075,563			(3,373,844		)	298,281			—			—		—		—			—
Inventories	—			1,113,136			—			—			1,113,136		1,483		—			1,114,619
Income taxes receivable	87,273			4			—			—			87,277		—		—			87,277
Prepayments and other	19,379			202,428			4			—			221,811		2,246		(4,607		)	219,450
Total current assets	4,977,309			(1,361,970		)	298,287			—			3,913,626		47,388		(40,268		)	3,920,746
Properties, plants and equip, net	26,702			2,026,105			—			—			2,052,807		1,006,379		(6,281		)	3,052,905
Marketable securities (long-term)	50,067			—			—			—			50,067		—		—			50,067
Investment in subsidiaries	846,359			295,902			(240,060		)	(902,201		)	—		—		—			—
Intangibles and other assets	19,329			2,242,197			—			—			2,261,526		364,893		(73,894		)	2,552,525
Total assets	$	5,919,766		$	3,202,234		$	58,227		$	(902,201	)	$	8,278,026	$	1,418,660	$	(120,443	)	$	9,576,243
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	23,497		$	1,494,790		$	359		$	—		$	1,518,646	$	21,709	$	(35,661	)	$	1,504,694
Income taxes payable	(109,320		)	149,686			—			—			40,366		—		—			40,366
Accrued liabilities	53,390			103,981			1,170			—			158,541		16,006		(4,607		)	169,940
Deferred income tax liabilities	192,073			(16,390		)	—			—			175,683		—		—			175,683
Total current liabilities	159,640			1,732,067			1,529			—			1,893,236		37,715		(40,268		)	1,890,683
Long-term debt	651,261			54,070			—			—			705,331		598,761		(89,350		)	1,214,742
Deferred income tax liabilities	162,021			295,893			856			—			458,770		—		4,951			463,721
Other long-term liabilities	116,443			52,892			—			—			169,335		4,000		(2,138		)	171,197
Investment in HEP	—			220,953			—			—			220,953		—		(220,953		)	—
Equity – HollyFrontier	4,830,401			846,359			55,842			(902,201		)	4,830,401		679,182		(305,573		)	5,204,010
Equity – noncontrolling interest	—			—			—			—			—		99,002		532,888			631,890
Total liabilities and equity	$	5,919,766		$	3,202,234		$	58,227		$	(902,201	)	$	8,278,026	$	1,418,660	$	(120,443	)	$	9,576,243

Condensed Consolidating Statement of Income and Comprehensive Income
Three Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	195		$	5,192,846		$	35		$	—		$	5,193,076		$	72,496		$	(60,774	)	$	5,204,798
Operating costs and expenses:
Cost of products sold	—			3,958,261			—			—			3,958,261			—			(59,525		)	3,898,736
Operating expenses	—			213,021			9			—			213,030			21,324			(495		)	233,859
General and administrative	26,723			637			28			—			27,388			1,399			—			28,787
Depreciation and amortization	4,665			48,018			—			—			52,683			12,636			(207		)	65,112
Total operating costs and expenses	31,388			4,219,937			37			—			4,251,362			35,359			(60,227		)	4,226,494
Income (loss) from operations	(31,193		)	972,909			(2		)	—			941,714			37,137			(547		)	978,304
Other income (expense):
Earnings of equity method investments	988,255			15,720			15,586			(1,004,000		)	15,561			877			(15,586		)	852
Interest income (expense)	(6,747		)	(374		)	161			—			(6,960		)	(12,432		)	508			(18,884		)
	981,508			15,346			15,747			(1,004,000		)	8,601			(11,555		)	(15,078		)	(18,032		)
Income before income taxes	950,315			988,255			15,745			(1,004,000		)	950,315			25,582			(15,625		)	960,272
Income tax provision	349,485			—			—			—			349,485			137			—			349,622
Net income	600,830			988,255			15,745			(1,004,000		)	600,830			25,445			(15,625		)	610,650
Less net income attributable to noncontrolling interest	—			—			—			—			—			10,277			—			10,277
Net income attributable to HollyFrontier stockholders	$	600,830		$	988,255		$	15,745		$	(1,004,000	)	$	600,830		$	15,168		$	(15,625	)	$	600,373
Comprehensive income attributable to HollyFrontier stockholders	$	502,238		$	1,018,987		$	15,745		$	(1,004,000	)	$	532,970		$	14,932		$	(15,625	)	$	532,277

Condensed Consolidating Statement of Income and Comprehensive Income
Three Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	266		$	5,164,628		$	33	$	—		$	5,164,927		$	49,131		$	(40,660	)	$	5,173,398
Operating costs and expenses:
Cost of products sold	—			4,029,997			—		—			4,029,997			—			(40,070		)	3,989,927
Operating expenses	—			213,002			7		—			213,009			15,015			(141		)	227,883
General and administrative	39,555			1,562			—		—			41,117			2,024			—			43,141
Depreciation and amortization	872			35,070			—		—			35,942			7,505			(207		)	43,240
Total operating costs and expenses	40,427			4,279,631			7		—			4,320,065			24,544			(40,418		)	4,304,191
Income (loss) from operations	(40,161		)	884,997			26		—			844,862			24,587			(242		)	869,207
Other income (expense):
Earnings of equity method investments	892,420			8,400			8,469		(900,929		)	8,360			641			(8,469		)	532
Interest income (expense)	(15,162		)	(977		)	14		—			(16,125		)	(9,391		)	646			(24,870		)
Merger transaction costs	(9,100		)	—			—		—			(9,100		)	—			—			(9,100		)
	868,158			7,423			8,483		(900,929		)	(16,865		)	(8,750		)	(7,823		)	(33,438		)
Income before income taxes	827,997			892,420			8,509		(900,929		)	827,997			15,837			(8,065		)	835,769
Income tax provision	304,835			—			—		—			304,835			(77		)	—			304,758
Net income	523,162			892,420			8,509		(900,929		)	523,162			15,914			(8,065		)	531,011
Less net income attributable to noncontrolling interest	—			—			—		—			—			7,923			—			7,923
Net income attributable to HollyFrontier stockholders	$	523,162		$	892,420		$	8,509	$	(900,929	)	$	523,162		$	7,991		$	(8,065	)	$	523,088
Comprehensive income attributable to HollyFrontier stockholders	$	514,759		$	913,835		$	8,509	$	(900,929	)	$	536,174		$	8,368		$	(8,065	)	$	536,477

Condensed Consolidating Statement of Income and Comprehensive Income
Nine Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	394		$	14,908,154		$	138	$	—		$	14,908,686		$	207,250		$	(172,719	)	$	14,943,217
Operating costs and expenses:
Cost of products sold	—			11,932,230			—		—			11,932,230			—			(164,813		)	11,767,417
Operating expenses	—			642,153			33		—			642,186			61,724			(5,698		)	698,212
General and administrative	81,147			1,299			50		—			82,496			5,925			—			88,421
Depreciation and amortization	6,644			133,456			—		—			140,100			38,683			(621		)	178,162
Total operating costs and expenses	87,791			12,709,138			83		—			12,797,012			106,332			(171,132		)	12,732,212
Income (loss) from operations	(87,397		)	2,199,016			55		—			2,111,674			100,918			(1,587		)	2,211,005
Other income (expense):
Earnings of equity method investments	2,240,275			42,707			42,163		(2,283,029		)	42,116			2,502			(42,163		)	2,455
Interest income (expense)	(34,194		)	(1,774		)	536		—			(35,432		)	(44,306		)	1,738			(78,000		)
Gain on sale of marketable securities	—			326			—		—			326			—			—			326
	2,206,081			41,259			42,699		(2,283,029		)	7,010			(41,804		)	(40,425		)	(75,219		)
Income before income taxes	2,118,684			2,240,275			42,754		(2,283,029		)	2,118,684			59,114			(42,012		)	2,135,786
Income tax provision	775,459			—			—		—			775,459			287			—			775,746
Net income	1,343,225			2,240,275			42,754		(2,283,029		)	1,343,225			58,827			(42,012		)	1,360,040
Less net income attributable to noncontrolling interest	—			—			—		—			—			24,472			—			24,472
Net income attributable to HollyFrontier stockholders	$	1,343,225		$	2,240,275		$	42,754	$	(2,283,029	)	$	1,343,225		$	34,355		$	(42,012	)	$	1,335,568
Comprehensive income attributable to HollyFrontier stockholders	$	1,179,627		$	2,263,429		$	42,754	$	(2,283,029	)	$	1,202,781		$	34,405		$	(42,012	)	$	1,195,174

Condensed Consolidating Statement of Income and Comprehensive Income
Nine Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	1,067		$	10,432,420		$	33		$	—		$	10,433,520		$	144,916		$	(111,320	)	$	10,467,116
Operating costs and expenses:
Cost of products sold	—			8,531,358			—			—			8,531,358			—			(109,719		)	8,421,639
Operating expenses	—			459,679			186			—			459,865			41,821			285			501,971
General and administrative	71,884			1,769			—			—			73,653			4,988			—			78,641
Depreciation and amortization	2,719			81,875			—			—			84,594			22,407			(621		)	106,380
Total operating costs and expenses	74,603			9,074,681			186			—			9,149,470			69,216			(110,055		)	9,108,631
Income (loss) from operations	(73,536		)	1,357,739			(153		)	—			1,284,050			75,700			(1,265		)	1,358,485
Other income (expense):
Earnings of equity method investments	1,380,375			25,231			25,454			(1,405,715		)	25,345			1,848			(25,454		)	1,739
Interest income (expense)	(27,033		)	(2,595		)	39			—			(29,589		)	(27,789		)	1,853			(55,525		)
Merger transaction costs	(15,114		)	—			—			—			(15,114		)	—			—			(15,114		)
	1,338,228			22,636			25,493			(1,405,715		)	(19,358		)	(25,941		)	(23,601		)	(68,900		)
Income before income taxes	1,264,692			1,380,375			25,340			(1,405,715		)	1,264,692			49,759			(24,866		)	1,289,585
Income tax provision	465,561			—			—			—			465,561			169			—			465,730
Net income	799,131			1,380,375			25,340			(1,405,715		)	799,131			49,590			(24,866		)	823,855
Less net income attributable to noncontrolling interest	—			—			—			—			—			23,838			—			23,838
Net income attributable to HollyFrontier stockholders	$	799,131		$	1,380,375		$	25,340		$	(1,405,715	)	$	799,131		$	25,752		$	(24,866	)	$	800,017
Comprehensive income attributable to HollyFrontier stockholders	$	790,561		$	1,401,542		$	25,340		$	(1,405,715	)	$	811,728		$	26,701		$	(24,866	)	$	813,563

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Cash flows from operating activities	$	1,260,731		$	(142,743	)	$	—	$	1,117,988		$	100,652		$	(46,852	)	$	1,171,788
Cash flows from investing activities
Additions to properties, plants and equip	(4,993		)	(173,242		)	—		(178,235		)	—			—			(178,235		)
Additions to properties, plants and equip – HEP	—			—			—		—			(29,302		)	—			(29,302		)
Investment in Sabine Biofuels	—			(2,000		)	—		(2,000		)	—			—			(2,000		)
Purchases of marketable securities	(236,315		)	—			—		(236,315		)	—			—			(236,315		)
Sales and maturities of marketable securities	211,286			930			—		212,216			—			—			212,216
	(30,022		)	(174,312		)	—		(204,334		)	(29,302		)	—			(233,636		)
Cash flows from financing activities
Net borrowings under credit agreement – HEP	—			—			—		—			231,000			—			231,000
Repayment of promissory notes	—			72,900			—		72,900			(72,900		)	—			—
Net proceeds from issuance of senior notes - HEP	—			—			—		—			294,750			—			294,750
Principal tender on senior notes - HFC	(205,000		)	—			—		(205,000		)	—			—			(205,000		)
Principal tender on senior notes - HEP	—			—			—		—			(185,000		)	—			(185,000		)
Purchase of treasury stock	(190,307		)	—			—		(190,307		)	—			—			(190,307		)
Structured stock repurchase agreement	8,620			—			—		8,620			—			—			8,620
Contribution from joint venture partner	—			—			—		—			6,000			—			6,000
Contribution from general partner	—			(10,286		)	—		(10,286		)	10,286			—			—
Distribution from HEP upon UNEV transfer	—			260,922			—		260,922			(260,922		)	—			—
Dividends	(382,610		)	—			—		(382,610		)	—			—			(382,610		)
Distributions to noncontrolling interest	—			—			—		—			(91,063		)	47,314			(43,749		)
Excess tax benefit from equity-based compensation	16,021			—			—		16,021			—			—			16,021
Purchase of units for incentive grants - HEP	—			—			—		—			(4,919		)	—			(4,919		)
Deferred financing costs	—			(67		)	—		(67		)	(3,222		)	—			(3,289		)
Other	—			(967		)	—		(967		)	264			(462		)	(1,165		)
	(753,276		)	322,502			—		(430,774		)	(75,726		)	46,852			(459,648		)
Cash and cash equivalents
Increase (decrease) for the period	477,433			5,447			—		482,880			(4,376		)	—			478,504
Beginning of period	1,575,891			(3,358		)	2		1,572,535			6,369			—			1,578,904
End of period	$	2,053,324		$	2,089		$	2	$	2,055,415		$	1,993		$	—		$	2,057,408

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Cash flows from operating activities	$	1,690,926		$	(664,988	)	$	—	$	1,025,938		$	93,299		$	(30,034	)	$	1,089,203
Cash flows from investing activities:
Additions to properties, plants and equip	(6,056		)	(92,372		)	—		(98,428		)	—			—			(98,428		)
Additions to properties, plants and equip – HEP	—			—			—		—			(175,795		)	—			(175,795		)
Investment in Sabine Biofuels	(9,125		)	—			—		(9,125		)	—			—			(9,125		)
Cash received in merger with Frontier	182			871,976			—		872,158			—			—			872,158
Purchases of marketable securities	(370,042		)	—			—		(370,042		)	—			—			(370,042		)
Sales and maturities of marketable securities	194,386			—			—		194,386			—			—			194,386
	(190,655		)	779,604			—		588,949			(175,795		)	—			413,154
Cash flows from financing activities:
Net borrowings under credit agreement – HEP	—			—			—		—			43,000			—			43,000
Purchase of treasury stock	(38,955		)	—			—		(38,955		)	—			—			(38,955		)
Principal tender on senior notes – HFC	(15		)	—			—		(15		)	—			—			(15		)
Contribution to HEP	—			(96,000		)	—		(96,000		)	96,000			—			—
Contribution from UNEV joint venture partner	—			—			—		—			27,500			—			27,500
Dividends	(129,377		)	—			—		(129,377		)	—			—			(129,377		)
Distributions to noncontrolling interest	—			—			—		—			(67,963		)	30,034			(37,929		)
Excess tax benefit from equity-based compensation	1,399			—			—		1,399			—			—			1,399
Purchase of units for restricted grants - HEP	—			—			—		—			(1,641		)	—			(1,641		)
Deferred financing costs	(8,574		)	—			—		(8,574		)	(3,150		)	—			(11,724		)
Other	—			(857		)	—		(857		)	—			—			(857		)
	(175,522		)	(96,857		)	—		(272,379		)	93,746			30,034			(148,599		)
Cash and cash equivalents
Increase (decrease) for the period:	1,324,749			17,759			—		1,342,508			11,250			—			1,353,758
Beginning of period	230,082			(9,035		)	2		221,049			8,052			—			229,101
End of period	$	1,554,831		$	8,724		$	2	$	1,563,557		$	19,302		$	—		$	1,582,859

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Stock-Based Compensation (Narrative) (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost attributable to share-based compensation plans	$ 7.3	$ 9.4	$ 23.2	$ 13.9
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested performance share grants in period			420,922
Fair value of restricted stock vested			13.5
Total unrecognized compensation cost related to non-vested grants	12.3		12.3
Total unrecognized compensation cost, weighted-average period of recognition, years			1.1
Weighted average grant date fair value			$ 23.48
Performance Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested performance share grants in period			298,559
Total unrecognized compensation cost related to non-vested grants	15.1		15.1
Total unrecognized compensation cost, weighted-average period of recognition, years			1.4
Common stock issued, shares			459,426
Common stock issued, fair value			2.8
Weighted average grant date fair value			$ 28.20
Average shareholder return achieved by equally-weighted independent refining companies, period	3 years
Minimum [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock vesting period, years	1
Minimum [Member] | Performance Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of share units awarded that will ultimately be issued, possible range	0.00%
Percentage of share units awarded that will ultimately be issued, current estimate	107.00%
Percentage of share units awarded, payable	0.00%
Maximum [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock vesting period, years	3
Maximum [Member] | Performance Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock vesting period, years	3
Percentage of share units awarded that will ultimately be issued, possible range	200.00%
Percentage of share units awarded that will ultimately be issued, current estimate	175.00%
Percentage of share units awarded, payable	200.00%
HEP [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost attributable to share-based compensation plans	$ 0.5	$ 0.6	$ 2.1	$ 1.6

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Description of Business and Presentation of Financial Statements (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2012 mi Petroleum_Refineries	Dec. 31, 2011
Ownership Interest By Project Type [Line Items]
Number of refineries located in Tulsa, Oklahoma	2
Refinery distance from main city (miles)	65
Allowance for doubtful accounts reserve	$ 2.5	$ 3.5
Twelve Inch Refined Products Pipeline Project
Ownership Interest By Project Type [Line Items]
Percentage of interest owned In pipeline project	75.00%
Description of pipeline acquired (inches)	12
Sabine Biofuels [Member]
Ownership Interest By Project Type [Line Items]
Percentage of interest owned in development stage biodiesel production facility	50.00%
HEP [Member]
Ownership Interest By Project Type [Line Items]
Percentage of ownership in variable interest entity	44.00%
Percentage of general partner interest	2.00%
HEP [Member] | SLC Pipeline Project [Member]
Ownership Interest By Project Type [Line Items]
Percentage of interest owned In pipeline project	25.00%
Length of pipeline (miles)	95

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Supplemental Guarantor/Non-Guarantor Financial Information Consolidating Balance Sheet (Details) (USD $)	Sep. 30, 2012	Dec. 31, 2011	Sep. 30, 2011	Dec. 31, 2010
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	$ 2,057,408,000	$ 1,578,904,000	$ 1,582,859,000	$ 229,101,000
Marketable securities	280,409,000	211,639,000
Accounts receivable, net	736,874,000	708,857,000
Intercompany accounts receivable (payable)	0	0
Inventories	1,485,450,000	1,114,619,000
Income taxes receivable	40,548,000	87,277,000
Prepayments and other	31,232,000	219,450,000
Total current assets	4,631,921,000	3,920,746,000
Properties, plants and equipment, net	3,119,932,000	3,052,905,000
Marketable securities (long-term)	5,519,000	50,067,000
Investment in subsidiaries	0	0
Intangibles and other assets	2,588,564,000	2,552,525,000
Total assets	10,345,936,000	9,576,243,000
Accounts payable	1,530,714,000	1,504,694,000
Income taxes payable	150,899,000	40,366,000
Accrued liabilities	219,980,000	169,940,000
Deferred income tax liabilities	175,567,000	175,683,000
Total current liabilities	2,077,160,000	1,890,683,000
Long-term debt	1,346,227,000	1,214,742,000
Deferred income tax liabilities	399,205,000	463,721,000
Other long-term liabilities	163,848,000	171,197,000
Investment in HEP	0	0
Equity – HollyFrontier	5,764,276,000	5,204,010,000
Equity – noncontrolling interest	595,220,000	631,890,000
Total liabilities and equity	10,345,936,000	9,576,243,000
Parent [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	2,053,324,000	1,575,891,000	1,554,831,000	230,082,000
Marketable securities	280,401,000	210,886,000
Accounts receivable, net	2,265,000	8,317,000
Intercompany accounts receivable (payable)	1,175,041,000	3,075,563,000
Inventories	0	0
Income taxes receivable	40,544,000	87,273,000
Prepayments and other	6,557,000	19,379,000
Total current assets	3,558,132,000	4,977,309,000
Properties, plants and equipment, net	22,483,000	26,702,000
Marketable securities (long-term)	5,519,000	50,067,000
Investment in subsidiaries	3,251,918,000	846,359,000
Intangibles and other assets	9,608,000	19,329,000
Total assets	6,847,660,000	5,919,766,000
Accounts payable	135,714,000	23,497,000
Income taxes payable	2,319,000	(109,320,000)
Accrued liabilities	87,232,000	53,390,000
Deferred income tax liabilities	191,958,000	192,073,000
Total current liabilities	417,223,000	159,640,000
Long-term debt	460,139,000	651,261,000
Deferred income tax liabilities	189,613,000	162,021,000
Other long-term liabilities	91,153,000	116,443,000
Investment in HEP	0	0
Equity – HollyFrontier	5,689,532,000	4,830,401,000
Equity – noncontrolling interest	0	0
Total liabilities and equity	6,847,660,000	5,919,766,000
Guarantor Restricted Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	2,089,000	(3,358,000)	8,724,000	(9,035,000)
Marketable securities	8,000	753,000
Accounts receivable, net	732,777,000	698,911,000
Intercompany accounts receivable (payable)	(1,431,906,000)	(3,373,844,000)
Inventories	1,484,217,000	1,113,136,000
Income taxes receivable	0	4,000
Prepayments and other	29,973,000	202,428,000
Total current assets	817,158,000	(1,361,970,000)
Properties, plants and equipment, net	2,108,183,000	2,026,105,000
Marketable securities (long-term)	0	0
Investment in subsidiaries	280,048,000	295,902,000
Intangibles and other assets	2,215,337,000	2,242,197,000
Total assets	5,420,726,000	3,202,234,000
Accounts payable	1,424,692,000	1,494,790,000
Income taxes payable	148,580,000	149,686,000
Accrued liabilities	120,858,000	103,981,000
Deferred income tax liabilities	(16,381,000)	(16,390,000)
Total current liabilities	1,677,749,000	1,732,067,000
Long-term debt	27,704,000	54,070,000
Deferred income tax liabilities	203,766,000	295,893,000
Other long-term liabilities	92,733,000	52,892,000
Investment in HEP	166,856,000	220,953,000
Equity – HollyFrontier	3,251,918,000	846,359,000
Equity – noncontrolling interest	0	0
Total liabilities and equity	5,420,726,000	3,202,234,000
Non Guarantor Restricted Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	2,000	2,000	2,000	2,000
Marketable securities	0	0
Accounts receivable, net	0	0
Intercompany accounts receivable (payable)	256,865,000	298,281,000
Inventories	0	0
Income taxes receivable	4,000	0
Prepayments and other	0	4,000
Total current assets	256,871,000	298,287,000
Properties, plants and equipment, net	0	0
Marketable securities (long-term)	0	0
Investment in subsidiaries	(181,421,000)	(240,060,000)
Intangibles and other assets	25,000,000	0
Total assets	100,450,000	58,227,000
Accounts payable	4,000	359,000
Income taxes payable	0	0
Accrued liabilities	954,000	1,170,000
Deferred income tax liabilities	(10,000)	0
Total current liabilities	948,000	1,529,000
Long-term debt	0	0
Deferred income tax liabilities	875,000	856,000
Other long-term liabilities	0	0
Investment in HEP	0	0
Equity – HollyFrontier	98,627,000	55,842,000
Equity – noncontrolling interest	0	0
Total liabilities and equity	100,450,000	58,227,000
Eliminations From Consolidation Of Restricted Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0
Marketable securities	0	0
Accounts receivable, net	0	0
Intercompany accounts receivable (payable)	0	0
Inventories	0	0
Income taxes receivable	0	0
Prepayments and other	0	0
Total current assets	0	0
Properties, plants and equipment, net	0	0
Marketable securities (long-term)	0	0
Investment in subsidiaries	(3,350,545,000)	(902,201,000)
Intangibles and other assets	(25,000,000)	0
Total assets	(3,375,545,000)	(902,201,000)
Accounts payable	0	0
Income taxes payable	0	0
Accrued liabilities	0	0
Deferred income tax liabilities	0	0
Total current liabilities	0	0
Long-term debt	0	0
Deferred income tax liabilities	0	0
Other long-term liabilities	(25,000,000)	0
Investment in HEP	0	0
Equity – HollyFrontier	(3,350,545,000)	(902,201,000)
Equity – noncontrolling interest	0	0
Total liabilities and equity	(3,375,545,000)	(902,201,000)
Holly Frontier Corp. Before Consolidation Of HEP [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	2,055,415,000	1,572,535,000	1,563,557,000	221,049,000
Marketable securities	280,409,000	211,639,000
Accounts receivable, net	735,042,000	707,228,000
Intercompany accounts receivable (payable)	0	0
Inventories	1,484,217,000	1,113,136,000
Income taxes receivable	40,548,000	87,277,000
Prepayments and other	36,530,000	221,811,000
Total current assets	4,632,161,000	3,913,626,000
Properties, plants and equipment, net	2,130,666,000	2,052,807,000
Marketable securities (long-term)	5,519,000	50,067,000
Investment in subsidiaries	0	0
Intangibles and other assets	2,224,945,000	2,261,526,000
Total assets	8,993,291,000	8,278,026,000
Accounts payable	1,560,410,000	1,518,646,000
Income taxes payable	150,899,000	40,366,000
Accrued liabilities	209,044,000	158,541,000
Deferred income tax liabilities	175,567,000	175,683,000
Total current liabilities	2,095,920,000	1,893,236,000
Long-term debt	487,843,000	705,331,000
Deferred income tax liabilities	394,254,000	458,770,000
Other long-term liabilities	158,886,000	169,335,000
Investment in HEP	166,856,000	220,953,000
Equity – HollyFrontier	5,689,532,000	4,830,401,000
Equity – noncontrolling interest	0	0
Total liabilities and equity	8,993,291,000	8,278,026,000
Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	1,993,000	6,369,000	19,302,000	8,052,000
Marketable securities	0	0
Accounts receivable, net	42,832,000	37,290,000
Intercompany accounts receivable (payable)	0	0
Inventories	1,233,000	1,483,000
Income taxes receivable	0	0
Prepayments and other	3,080,000	2,246,000
Total current assets	49,138,000	47,388,000
Properties, plants and equipment, net	994,926,000	1,006,379,000
Marketable securities (long-term)	0	0
Investment in subsidiaries	0	0
Intangibles and other assets	365,087,000	364,893,000
Total assets	1,409,151,000	1,418,660,000
Accounts payable	11,303,000	21,709,000
Income taxes payable	0	0
Accrued liabilities	19,315,000	16,006,000
Deferred income tax liabilities	0	0
Total current liabilities	30,618,000	37,715,000
Long-term debt	874,434,000	598,761,000
Deferred income tax liabilities	0	0
Other long-term liabilities	7,574,000	4,000,000
Investment in HEP	0	0
Equity – HollyFrontier	396,644,000	679,182,000
Equity – noncontrolling interest	99,881,000	99,002,000
Total liabilities and equity	1,409,151,000	1,418,660,000
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash and cash equivalents	0	0	0	0
Marketable securities	0	0
Accounts receivable, net	(41,000,000)	(35,661,000)
Intercompany accounts receivable (payable)	0	0
Inventories	0	0
Income taxes receivable	0	0
Prepayments and other	(8,378,000)	(4,607,000)
Total current assets	(49,378,000)	(40,268,000)
Properties, plants and equipment, net	(5,660,000)	(6,281,000)
Marketable securities (long-term)	0	0
Investment in subsidiaries	0	0
Intangibles and other assets	(1,468,000)	(73,894,000)
Total assets	(56,506,000)	(120,443,000)
Accounts payable	(40,999,000)	(35,661,000)
Income taxes payable	0	0
Accrued liabilities	(8,379,000)	(4,607,000)
Deferred income tax liabilities	0	0
Total current liabilities	(49,378,000)	(40,268,000)
Long-term debt	(16,050,000)	(89,350,000)
Deferred income tax liabilities	4,951,000	4,951,000
Other long-term liabilities	(2,612,000)	(2,138,000)
Investment in HEP	(166,856,000)	(220,953,000)
Equity – HollyFrontier	(321,900,000)	(305,573,000)
Equity – noncontrolling interest	495,339,000	532,888,000
Total liabilities and equity	$ (56,506,000)	$ (120,443,000)

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Equity (Tables)

9 Months Ended

Sep. 30, 2012

Stockholders' Equity Note [Abstract]

Changes To Equity

Changes to equity during the nine months ended September 30, 2012 are presented below:

	HollyFrontier Stockholders’ Equity			Noncontrolling Interest			Total Equity
	(In thousands)
Balance at December 31, 2011	$	5,204,010		$	631,890		$	5,835,900
Net income	1,335,568			24,472			1,360,040
Other comprehensive income (loss)	(140,394		)	529			(139,865		)
Dividends	(494,107		)	—			(494,107		)
Distributions to noncontrolling interest holders	—			(43,749		)	(43,749		)
Allocated equity on HEP unit issuances	11,469			(18,763		)	(7,294		)
Contribution from joint venture partner	—			3,000			3,000
Equity-based compensation	23,166			2,233			25,399
Excess tax benefit attributable to equity-based compensation	16,020			—			16,020
Purchase of treasury stock (1)	(200,076		)	—			(200,076		)
Net proceeds received under structured share repurchase arrangement	8,620			—			8,620
Purchase of HEP units for restricted grants	—			(4,392		)	(4,392		)
Balance at September 30, 2012	$	5,764,276		$	595,220		$	6,359,496

(1) Includes 329,631 shares withheld under the terms of stock-based compensation agreements to provide funds for the payment of payroll and income taxes due at the vesting of share-based awards.

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Stock-Based Compensation (Summary Of Performance Share Unit Activity) (Details) (Performance Share Units [Member])	9 Months Ended
	Sep. 30, 2012
Performance Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement by share based payment award, euity instruments othe than options, vested in period, percentage payout	191.00%
Outstanding at January 1, 2012 (non-vested), Grants	774,788
Granted, Grants	298,559
Vesting and transfer of ownership to recipients, Grants	(240,019)
Forfeited in Period	(5,057)
Outstanding at September 30, 2012 (non-vested), Grants	828,271

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Equity (Changes To Equity) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended		3 Months Ended	6 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 Holly Corporation Stockholders' Equity [Member]	Jun. 30, 2012 Holly Corporation Stockholders' Equity [Member]	Sep. 30, 2012 Holly Corporation Stockholders' Equity [Member]		Sep. 30, 2012 Noncontrolling Interest [Member]		Sep. 30, 2012 Total Equity [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Balance at December 31, 2011						$ 5,204,010	$ 5,204,010		$ 631,890		$ 5,835,900
Net income	610,650	531,011	1,360,040	823,855			1,335,568		24,472
Other comprehensive income (loss)	(67,967)	14,106	(139,865)	15,283			(140,394)		529		(139,865)
Dividends							(494,107)		0		(494,107)
Distributions to noncontrolling interest holders							0		(43,749)		(43,749)
Allocated equity on HEP unit issuances							11,469		(18,763)		(7,294)
Contribution from joint venture partner							0		3,000		3,000
Equity-based compensation							23,166		2,233		25,399
Excess tax benefit attributable to equity-based compensation							16,020		0		16,020
Purchase of treasury stock (1)							200,076	[1]	0	[1]	200,076	[1]
Net proceeds received under structured share repurchase arrangement			8,620	0	8,600	100,000	8,620		0		8,620
Purchase of HEP units for restricted grants							0		(4,392)		(4,392)
Balance at June 30, 2012					$ 5,764,276		$ 5,764,276		$ 595,220		$ 6,359,496

[1] Includes 329,631 shares withheld under the terms of stock-based compensation agreements to provide funds for the payment of payroll and income taxes due at the vesting of share-based awards.

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Derivative Instruments And Hedging Activities (Summary Of Balance Sheet Locations And Related Fair Values Of Outstanding Derivative Instruments) (Details) (USD $)	9 Months Ended	12 Months Ended
	Sep. 30, 2012	Dec. 31, 2011
Derivative [Line Items]
Commodity price swap contracts, Fair Value		$ 173,784,000
Interest Rate Derivatives, at Fair Value, Net	90,709,000	520,000
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	4,126,000
Interest Rate Cash Flow Hedge Liability at Fair Value	3,764,000	520,000
Cash Flow Hedge Derivative Instrument Liabilities at Fair Value	22,018,000
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	86,945,000
Variable-to-fixed interest rate swap contract, Offsetting Amount	(68,700,000)
Derivatives not designated as hedge liability, Fair Value	20,986,000	1,870,000
Derivatives not designated as hedge liability, Offsetting Amount	13,516,000	1,252,000
Other Derivatives Not Designated as Hedging Instruments at Fair Value, Net	$ 25,112,000

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Financial Instruments (Estimated Fair Values Of Debt Instruments) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	$ 290,054	$ 437,360
Derivative Liability, Fair Value, Gross Liability	939,794	978,894
Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	290,054	437,360
Derivative Liability, Fair Value, Gross Liability	1,010,823	1,040,101
Fair Value [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	3,764	520
Level 1 [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	0
Level 1 [Member] | Carrying Amount [Member] | Holly Frontier [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	0	0
Level 1 [Member] | Carrying Amount [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	0	0
Level 1 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	4,126	753
Derivative Liability, Fair Value, Gross Liability		1,252
Level 2 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	285,928	404,991
Derivative Liability, Fair Value, Gross Liability	982,775	1,038,849
Level 2 [Member] | Fair Value [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	3,764	520
Level 3 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	0	31,616
Derivative Liability, Fair Value, Gross Liability	28,048
Equity Securities [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset		753
Equity Securities [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset		753
Marketable Debt Securities [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	285,928	260,953
Marketable Debt Securities [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	285,928	260,953
Marketable Debt Securities [Member] | Level 2 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	285,928	260,953
Nymex Futures Contracts [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	4,126
Nymex Futures Contracts [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	4,126
Nymex Futures Contracts [Member] | Level 1 [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	4,126
Nymex Futures Contracts [Member] | Level 2 [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	0
Nymex Futures Contracts [Member] | Level 3 [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset	0
Commodity Price Swaps [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset		175,654
Derivative Liability, Fair Value, Gross Liability	57,457	1,252
Commodity Price Swaps [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset		175,654
Derivative Liability, Fair Value, Gross Liability	57,457	1,252
Commodity Price Swaps [Member] | Level 1 [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	0	1,252
Commodity Price Swaps [Member] | Level 2 [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset		144,038
Commodity Price Swaps [Member] | Level 2 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	29,409	0
Commodity Price Swaps [Member] | Level 3 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Asset, Fair Value, Gross Asset		31,616
Derivative Liability, Fair Value, Gross Liability	28,048
Interest Rate Swap [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	435,139	651,262
Interest Rate Swap [Member] | Carrying Amount [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	3,764	520
Interest Rate Swap [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	475,977	693,979
Interest Rate Swap [Member] | Level 1 [Member] | Carrying Amount [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	0	0
Interest Rate Swap [Member] | Level 2 [Member] | Fair Value [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	475,977	693,979
Senior Notes [Member] | Carrying Amount [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	443,434	325,860
Senior Notes [Member] | Fair Value [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	473,625	344,350
Senior Notes [Member] | Level 2 [Member] | Fair Value [Member] | HEP [Member]
Debt Instrument [Line Items]
Derivative Liability, Fair Value, Gross Liability	$ 473,625	$ 344,350

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Holly-Frontier Merger

9 Months Ended

Sep. 30, 2012

Business Combination, Description [Abstract]

Holly-Frontier Merger

Holly-Frontier Merger

On February 21, 2011, we entered into a merger agreement providing for a “merger of equals” business combination between us and Frontier. The legacy Frontier business operations consist of crude oil refining and the wholesale marketing of refined petroleum products produced at the El Dorado and Cheyenne Refineries and serve markets in the Rocky Mountain and Plains States regions of the United States. On July 1, 2011, North Acquisition, Inc., a direct wholly-owned subsidiary of Holly, merged with and into Frontier, with Frontier surviving as a wholly-owned subsidiary of Holly. Subsequent to the merger and following approval by the post-closing board of directors of HollyFrontier, Frontier merged with and into HollyFrontier, with HollyFrontier continuing as the surviving corporation.

In accordance with the merger agreement, we issued approximately 102.8 million shares of HollyFrontier common stock in exchange for outstanding shares of Frontier common stock to former Frontier stockholders. Each outstanding share of Frontier common stock was converted into 0.4811 shares of HollyFrontier common stock with any fractional shares paid in cash. The aggregate consideration paid in connection with the merger was approximately $3.7 billion. This is based on our July 1, 2011 market closing price of $35.93 and includes a portion of the fair value of the outstanding equity-based awards assumed from Frontier that relates to pre-merger services.

Our consolidated financial and operating results reflect the operations of the merged Frontier businesses beginning July 1, 2011. Assuming the merger had been consummated on January 1, 2011, pro forma revenues, net income and basic and diluted earnings per share are as follows:

		Nine Months Ended September 30, 2011
	(In thousands, except per share amounts)
Sales and other revenues		$	14,446,297
Net income attributable to HollyFrontier stockholders		$	1,118,018
Basic earnings per share		$	5.34
Diluted earnings per share		$	5.31

Adjustments made to derive pro forma net income primarily relate to depreciation and amortization expense to reflect our new basis in the legacy Frontier refining facilities.

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Derivative Instruments And Hedging Activities Notional Contracts by Derivative Type (Details)	Sep. 30, 2013 bbl	Sep. 30, 2012 bbl
Natural Gas [Member]
economic hedges by derivative type [Line Items]
Derivative, Nonmonetary Notional Amount		3,312,000
Nonmonetary Notional Amount of Price Risk Derivatives	3,312,000
Commodity WCS Spread [Member]
economic hedges by derivative type [Line Items]
Derivative, Nonmonetary Notional Amount	5,657,500	460,000
Nonmonetary Notional Amount of Price Risk Derivatives	6,117,500
Commodity WTI Long [Member]
economic hedges by derivative type [Line Items]
Derivative, Nonmonetary Notional Amount	150,000
Nonmonetary Notional Amount of Price Risk Derivatives	150,000
Commodity Gasoline [Member]
economic hedges by derivative type [Line Items]
Derivative, Nonmonetary Notional Amount	480,000	150,000
Nonmonetary Notional Amount of Price Risk Derivatives	630,000
WTI Crude Oil [Member]
economic hedges by derivative type [Line Items]
Nonmonetary Notional Amount of Price Risk Cash Flow Hedge Derivatives	13,351,000
Derivative, Nonmonetary Notional Amount	8,015,000	5,336,000
NYMEX WTI Long [Member]
economic hedges by derivative type [Line Items]
Derivative, Nonmonetary Notional Amount	234,000	0
Nonmonetary Notional Amount of Price Risk Derivatives	234,000
NYMEX WTI Short [Member]
economic hedges by derivative type [Line Items]
Derivative, Nonmonetary Notional Amount	350,000	1,856,000
Nonmonetary Notional Amount of Price Risk Derivatives	2,206,000
Ultra Low Sulfur Diesel Member
economic hedges by derivative type [Line Items]
Nonmonetary Notional Amount of Price Risk Cash Flow Hedge Derivatives	10,143,000
Derivative, Nonmonetary Notional Amount	7,475,000	2,668,000
Produced Gasoline Member
economic hedges by derivative type [Line Items]
Nonmonetary Notional Amount of Price Risk Cash Flow Hedge Derivatives	3,208,000
Derivative, Nonmonetary Notional Amount	540,000	2,668,000

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Change in Accounting Principle (Details) (USD $)	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011
Balance Sheet Disclosures
Accounts receivable crude oil resales	$ 2,212,000		$ 5,166,000
Total current assets	4,631,921,000		3,920,746,000
Total assets	10,345,936,000		9,576,243,000
Accounts payable	1,530,714,000		1,504,694,000
Total current liabilities	2,077,160,000		1,890,683,000
Total liabilities and equity	10,345,936,000		9,576,243,000
Receivables, reported as a reduction of accounts payable	639,400,000
Statement of Cash Flows Disclosures
Increase (decrease) in accounts receivable	(29,474,000)	495,971,000
Increase (decrease) in accounts payable	(96,263,000)	(403,762,000)
As Originally Reported [Member]
Balance Sheet Disclosures
Accounts receivable crude oil resales			743,544,000
Total current assets			4,659,124,000
Total assets			10,314,621,000
Accounts payable			2,243,072,000
Total current liabilities			2,629,061,000
Total liabilities and equity			10,314,621,000
Statement of Cash Flows Disclosures
Increase (decrease) in accounts receivable		389,289,000
Increase (decrease) in accounts payable		(297,080,000)
Effect of Change [Member]
Balance Sheet Disclosures
Accounts receivable crude oil resales			(738,378,000)
Total current assets			(738,378,000)
Total assets			(738,378,000)
Accounts payable			(738,378,000)
Total current liabilities			(738,378,000)
Total liabilities and equity			(738,378,000)
Statement of Cash Flows Disclosures
Increase (decrease) in accounts receivable		106,682,000
Increase (decrease) in accounts payable		$ (106,682,000)

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Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2012

Financial Instruments, Owned, at Fair Value [Abstract]

Estimated Fair Values Of Debt Instruments

The carrying amounts and related estimated fair values of our investments in marketable securities, derivative instruments and the senior notes at September 30, 2012 and December 31, 2011 were as follows:

					Fair Value by Input Level
Financial Instrument	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
			(In thousands)
September 30, 2012
Assets:
Marketable debt securities	$	285,928	$	285,928	$	—	$	285,928	$	—
NYMEX futures contracts	4,126		4,126		4,126		—		—
Total assets	$	290,054	$	290,054	$	4,126	$	285,928	$	—
Liabilities:
Commodity price swaps	$	57,457	$	57,457	$	—	$	29,409	$	28,048
HollyFrontier senior notes	435,139		475,977		—		475,977		—
HEP senior notes	443,434		473,625		—		473,625		—
HEP interest rate swaps	3,764		3,764		—		3,764		—
Total liabilities	$	939,794	$	1,010,823	$	—	$	982,775	$	28,048

December 31, 2011
Assets:
Equity securities	$	753	$	753	$	753	$	—	$	—
Marketable debt securities	260,953		260,953		—		260,953		—
Commodity price swaps	175,654		175,654		—		144,038		31,616
Total assets	$	437,360	$	437,360	$	753	$	404,991	$	31,616
Liabilities:
NYMEX futures contracts	$	1,252	$	1,252	$	1,252	$	—	$	—
HollyFrontier senior notes	651,262		693,979		—		693,979		—
HEP senior notes	325,860		344,350		—		344,350		—
HEP interest rate swaps	520		520		—		520		—
Total liabilities	$	978,894	$	1,040,101	$	1,252	$	1,038,849	$	—

Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation

The following table presents the changes in fair value of the Level 3 assets and liabilities (all related to commodity price swap contracts) for the three and nine months ended September 30, 2012:

Level 3 Financial Instruments	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
	(In thousands)
Asset balance at beginning of period	$	119,461		$	31,616
Change in fair value	(192,446		)	(158,893		)
Settlement date fair value of contracts open at beginning of period	44,937			99,229
Liability balance at end of period	$	(28,048	)	$	(28,048	)

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Holly-Frontier Merger (Tables)

9 Months Ended

Sep. 30, 2012

Business Combination, Description [Abstract]

Schedule Of Pro Forma Revenues And Net Income

Assuming the merger had been consummated on January 1, 2011, pro forma revenues, net income and basic and diluted earnings per share are as follows:

		Nine Months Ended September 30, 2011
	(In thousands, except per share amounts)
Sales and other revenues		$	14,446,297
Net income attributable to HollyFrontier stockholders		$	1,118,018
Basic earnings per share		$	5.34
Diluted earnings per share		$	5.31

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Goodwill (Schedule Of Changes By Segment To The Carrying Amount Of Goodwill) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012
Goodwill [Line Items]
Goodwill, Balance at January 1, 2012	$ 2,336,510
Adjustment to goodwill related to Frontier merger	1,792
Goodwill, Balance at September 30, 2012	2,338,302
Refining [Member]
Goodwill [Line Items]
Goodwill, Balance at January 1, 2012	2,047,519
Adjustment to goodwill related to Frontier merger	1,792
Goodwill, Balance at September 30, 2012	2,049,311
HEP [Member]
Goodwill [Line Items]
Goodwill, Balance at January 1, 2012	288,991
Adjustment to goodwill related to Frontier merger	0
Goodwill, Balance at September 30, 2012	$ 288,991

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Holly-Frontier Merger (Narrative) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended
	Sep. 30, 2011	Jul. 12, 2012
Business Combination, Description [Abstract]
Shares converted at acquisition	102.8
Common stock to be issued per share of Frontier stock	0.4811
Aggregate consideration paid in connection with merger	$ 3,700.0	$ 315.0
Market closing price, per share	$ 35.93

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Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2012

Earnings Per Share [Abstract]

Schedule Of Earnings Per Share

The following is a reconciliation of the denominators of the basic and diluted per share computations for net income attributable to HollyFrontier stockholders:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
	(In thousands, except per share data)
Earnings attributable to HollyFrontier stockholders	$	600,373	$	523,088	$	1,335,568	$	800,017
Average number of shares of common stock outstanding	203,557		209,583		206,657		141,353
Effect of dilutive variable restricted shares andperformance share units (1)	877		996		889		739
Average number of shares of common stock outstanding assuming dilution	204,434		210,579		207,546		142,092
Basic earnings per share	$	2.95	$	2.50	$	6.46	$	5.66
Diluted earnings per share	$	2.94	$	2.48	$	6.44	$	5.63
(1) Excludes anti-dilutive restricted and performance share units of:	—		39		3		179

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Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2012

Share-based Compensation [Abstract]

Summary Of Restricted Stock Activity

A summary of restricted stock activity and changes during the nine months ended September 30, 2012 is presented below:

Restricted Stock	Grants		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value ($000)
Outstanding at January 1, 2012 (non-vested)	1,122,350		$	25.48
Granted	420,922		33.97
Vesting and transfer of ownership to recipients	(574,408	)	23.48
Forfeited	(3,975	)	33.06
Outstanding at September 30, 2012 (non-vested)	964,889		$	30.35	$	39,821

Summary Of Performance Share Unit Activity

A summary of performance share unit activity and changes during the nine months ended September 30, 2012 is presented below:

Performance Share Units	Grants
Outstanding at January 1, 2012 (non-vested)	774,788
Granted	298,559
Vesting and transfer of ownership to recipients	(240,019	)
Forfeited	(5,057	)
Outstanding at September 30, 2012 (non-vested)	828,271

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Change in Accounting Principle

9 Months Ended

Sep. 30, 2012

New Accounting Pronouncements and Changes in Accounting Principles [Abstract]

Change in Accounting Principle

Change in Accounting Principle

In the first quarter of 2012, we changed our policy of reporting certain same-party accounts receivable and payable balances in the consolidated balance sheets to reflect a net amount due under contractual netting agreements. Prior to this change, we reported such balances on a gross basis with a same-party receivable and payable balance presented separately in our balance sheet. GAAP permits a reporting entity to elect a policy of offsetting same-party receivables and payables when such amounts are net settled under legally enforceable contractual setoff provisions. We believe that a net presentation is preferable because it more appropriately presents our economic resources (accounts receivable) and claims against us (accounts payable) and the future cash flows associated with such assets and liabilities. Additionally, we believe a net presentation of such amounts conforms to the predominant practices used by other companies in our industry. We have applied this change in accounting principle on a retrospective basis and have recast our prior period financial statements.

The following table summarizes the line items affected in our consolidated balance sheet at December 31, 2011:

	As Originally Reported		As Adjusted		Effect of Change
	(In thousands)
Accounts receivable: Crude oil resales	$	743,544	$	5,166	$	(738,378	)
Total current assets	4,659,124		3,920,746		(738,378		)
Total assets	$	10,314,621	$	9,576,243	$	(738,378	)
Accounts payable	$	2,243,072	$	1,504,694	$	(738,378	)
Total current liabilities	2,629,061		1,890,683		(738,378		)
Total liabilities and equity	$	10,314,621	$	9,576,243	$	(738,378	)

The following table summarizes the line items affected in our consolidated statement of cash flow for the nine months ended September 30, 2011:

	As Originally Reported			As Adjusted			Effect of Change
	(In thousands)
(Increase) decrease in current assets:
Accounts receivable	$	389,289		$	495,971		$	106,682
Increase (decrease) in current liabilities:
Accounts payable	$	(297,080	)	$	(403,762	)	$	(106,682	)

At September 30, 2012, our accounts payable balance is presented net of $639.4 million in crude oil receivables subject to contractual setoff provisions. There was no cumulative impact to retained earnings since this change in accounting principle did not affect earnings.

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Cash and Cash Equivalents and Investments in Marketable Securities (Tables)

9 Months Ended

Sep. 30, 2012

Cash And Cash Equivalents And Investments In Marketable Securities [Abstract]

Available-For-Sale Securities

The following is a summary of our available-for-sale securities:

	Amortized Cost		Gross Unrealized Gain		Gross Unrealized Loss			Fair Value (Net Carrying Amount)
	(In thousands)
September 30, 2012
Marketable debt securities (state and political subdivisions)	$	285,915	$	26	$	(13	)	$	285,928
December 31, 2011
Marketable debt securities (state and political subdivisions)	$	260,879	$	74	$	—		$	260,953
Equity securities	610		143		—			753
Total marketable securities	$	261,489	$	217	$	—		$	261,706

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Segment Information (Tables)

9 Months Ended

Sep. 30, 2012

Segment Information [Abstract]

Schedule Of Segment Reporting Information

	Refining (1)		HEP (2)		Corporate and Other			Consolidations and Eliminations			Consolidated Total
	(In thousands)
Three Months Ended September 30, 2012
Sales and other revenues	$	5,192,649	$	72,496	$	352		$	(60,699	)	$	5,204,798
Depreciation and amortization	$	47,890	$	12,636	$	4,793		$	(207	)	$	65,112
Income (loss) from operations	$	973,586	$	37,137	$	(31,871	)	$	(548	)	$	978,304
Capital expenditures	$	70,069	$	5,683	$	3,765		$	—		$	79,517
Three Months Ended September 30, 2011
Sales and other revenues	$	5,164,853	$	49,131	$	299		$	(40,885	)	$	5,173,398
Depreciation and amortization	$	35,070	$	7,505	$	872		$	(207	)	$	43,240
Income (loss) from operations	$	884,997	$	24,587	$	(40,135	)	$	(242	)	$	869,207
Capital expenditures	$	46,294	$	68,101	$	3,523		$	—		$	117,918
Nine Months Ended September 30, 2012
Sales and other revenues	$	14,907,849	$	207,250	$	912		$	(172,794	)	$	14,943,217
Depreciation and amortization	$	133,087	$	38,683	$	7,013		$	(621	)	$	178,162
Income (loss) from operations	$	2,201,648	$	100,843	$	(89,899	)	$	(1,587	)	$	2,211,005
Capital expenditures	$	171,865	$	29,302	$	6,370		$	—		$	207,537
Nine Months Ended September 30, 2011
Sales and other revenues	$	10,432,720	$	144,916	$	1,100		$	(111,620	)	$	10,467,116
Depreciation and amortization	$	81,875	$	22,407	$	2,719		$	(621	)	$	106,380
Income (loss) from operations	$	1,357,739	$	75,700	$	(73,689	)	$	(1,265	)	$	1,358,485
Capital expenditures	$	92,078	$	175,795	$	6,350		$	—		$	274,223

September 30, 2012
Cash, cash equivalents and investments in marketable securities	$	557	$	1,993	$	2,340,786	$	—		$	2,343,336
Total assets	$	6,567,224	$	1,409,151	$	2,426,067	$	(56,506	)	$	10,345,936
Long-term debt	$	—	$	874,434	$	487,843	$	(16,050	)	$	1,346,227
December 31, 2011
Cash, cash equivalents and investments in marketable securities	$	—	$	6,369	$	1,834,241	$	—		$	1,840,610
Total assets	$	6,280,426	$	1,418,660	$	1,997,601	$	(120,444	)	$	9,576,243
Long-term debt	$	—	$	598,761	$	705,331	$	(89,350	)	$	1,214,742

(1) The Refining segment reflects the operations of the El Dorado and Cheyenne Refineries beginning July 1, 2011 (date of Holly-Frontier merger).

(2) HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. For the three and nine months ended September 30, 2012, UNEV Pipeline revenues were $3.0 million and $10.8 million, respectively. The UNEV Pipeline was previously presented under Corporate and Other.

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Cash and Cash Equivalents and Investments in Marketable Securities (Narrative) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2012 Y	Sep. 30, 2012	Sep. 30, 2011
Cash And Cash Equivalents And Investments In Marketable Securities [Abstract]
Maximum term to maturity from date of purchase (years)	2
Purchases of marketable debt securities		$ 236,315	$ 370,042
Proceeds from sale and maturity of marketable debt securities		$ 212,216	$ 194,386

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Segment Information (Narrative) (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2012
Segment Reporting Information [Line Items]
Reportable segments	2	2
SLC Pipeline Project [Member] | HEP [Member]
Segment Reporting Information [Line Items]
Percentage of interest owned in pipeline project		25.00%
Twelve Inch Refined Products Pipeline Project
Segment Reporting Information [Line Items]
Percentage of interest owned in pipeline project		75.00%
Description Of Pipeline Acquired		12
UNEV Pipeline [Member]
Segment Reporting Information [Line Items]
Revenue, Net	$ 3.0	$ 10.8

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Consolidated Balance Sheets (USD $)	Sep. 30, 2012		Dec. 31, 2011
Current assets:
Cash and cash equivalents (HEP: $1,993 and $6,369, respectively)	$ 2,057,408,000		$ 1,578,904,000
Marketable securities	280,409,000		211,639,000
Accounts receivable: Product and transportation (HEP: $42,832 and $37,290, respectively)	734,662,000		703,691,000
Crude oil resales	2,212,000		5,166,000
Accounts receivable, total	736,874,000		708,857,000
Inventories: Crude oil and refined products	1,406,147,000		1,052,084,000
Materials and supplies (HEP: $1,233 and $1,483, respectively)	79,303,000		62,535,000
Inventories, total	1,485,450,000		1,114,619,000
Income taxes receivable	40,548,000		87,277,000
Prepayments and other (HEP: $3,080 and $2,246, respectively)	31,232,000		219,450,000
Total current assets	4,631,921,000		3,920,746,000
Properties, plants and equipment, at cost (HEP: $1,122,334 and $1,099,579, respectively)	3,823,731,000		3,631,787,000
Less accumulated depreciation (HEP: $(127,408) and $(93,200), respectively)	(703,799,000)		(578,882,000)
Property, plant and equipment, net	3,119,932,000		3,052,905,000
Marketable securities (long-term)	5,519,000		50,067,000
Other assets: Turnaround costs	83,585,000		57,060,000
Goodwill (HEP: $288,991 and $288,991, respectively)	2,338,302,000		2,336,510,000
Intangibles and other (HEP: $76,096 and $75,902, respectively)	166,677,000		158,955,000
Other assets, total	2,588,564,000		2,552,525,000
Total assets	10,345,936,000		9,576,243,000
Current liabilities:
Accounts payable (HEP: $11,303 and $21,709, respectively)	1,530,714,000		1,504,694,000
Income taxes payable	150,899,000		40,366,000
Accrued liabilities (HEP: $19,315 and $16,006, respectively)	219,980,000		169,940,000
Deferred income tax liabilities	175,567,000		175,683,000
Total current liabilities	2,077,160,000		1,890,683,000
Long-term debt (HEP: $874,434 and $598,761, respectively)	1,346,227,000		1,214,742,000
Deferred income taxes	399,205,000		463,721,000
Other long-term liabilities (HEP: $7,574 and $4,000, respectively)	163,848,000		171,197,000
HollyFrontier stockholders' equity:
Preferred stock, $1.00 par value - 5,000,000 shares authorized; none issued	0		0
Common stock $.01 par value - 320,000,000 shares authorized; 255,962,866 shares issued as of June 30, 2012 and December 31, 2011	2,560,000		2,563,000
Additional capital	3,904,379,000		3,859,367,000
Retained earnings	2,806,117,000		1,964,656,000
Accumulated other comprehensive income (loss)	(62,521,000)		77,873,000
Common stock held in treasury, at cost - 52,417,146 and 46,630,220 shares as of September 30, 2012 and December 31, 2011, respectively	(886,259,000)		(700,449,000)
Total HollyFrontier stockholders' equity	5,764,276,000		5,204,010,000
Noncontrolling interest	595,220,000		631,890,000
Total equity	6,359,496,000		5,835,900,000
Total liabilities and equity	10,345,936,000		9,576,243,000
HEP [Member]
Current assets:
Cash and cash equivalents (HEP: $1,993 and $6,369, respectively)	1,993,000		6,369,000
Accounts receivable: Product and transportation (HEP: $42,832 and $37,290, respectively)	42,832,000		37,290,000
Materials and supplies (HEP: $1,233 and $1,483, respectively)	1,233,000		1,483,000
Prepayments and other (HEP: $3,080 and $2,246, respectively)	3,080,000		2,246,000
Properties, plants and equipment, at cost (HEP: $1,122,334 and $1,099,579, respectively)	1,122,334,000		1,099,579,000
Less accumulated depreciation (HEP: $(127,408) and $(93,200), respectively)	(127,408,000)		(93,200,000)
Goodwill (HEP: $288,991 and $288,991, respectively)	288,991,000		288,991,000
Intangibles and other (HEP: $76,096 and $75,902, respectively)	76,096,000		75,902,000
Total assets	1,409,151,000	[1]	1,418,660,000	[1]
Current liabilities:
Accounts payable (HEP: $11,303 and $21,709, respectively)	11,303,000		21,709,000
Accrued liabilities (HEP: $19,315 and $16,006, respectively)	19,315,000		16,006,000
Long-term debt (HEP: $874,434 and $598,761, respectively)	874,434,000		598,761,000
Other long-term liabilities (HEP: $7,574 and $4,000, respectively)	$ 7,574,000		$ 4,000,000

[1] HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. For the three and nine months ended September 30, 2012, UNEV Pipeline revenues were $3.0 million and $10.8 million, respectively. The UNEV Pipeline was previously presented under Corporate and Other.

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Holly-Frontier Merger (Schedule Of Pro Forma Revenues And Net Income) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2011
Business Combination, Description [Abstract]
Sales and other revenues	$ 14,446,297
Net income attributable to HollyFrontier stockholders	$ 1,118,018
Basic earnings per share	$ 5.34
Diluted earnings per share	$ 5.31

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Consolidated Statements Of Cash Flows (Unaudited) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011
Cash flows from operating activities:
Net income	$ 1,360,040		$ 823,855
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	178,162		106,380
Earnings of equity method investments, net of distributions	169		198
Gain on sale of marketable equity securities	(326)		0
Deferred income taxes	22,728		4,520
Equity based compensation expense	25,399		15,535
Change in fair value - derivative instruments	(10,977)		(5,920)
(Increase) decrease in current assets:
Accounts receivable	(29,474)		495,971
Inventories	(370,831)		(195,575)
Income taxes receivable	53,465		51,034
Prepayments and other	16,690		7,778
Increase (decrease) in current liabilities:
Accounts payable	(96,263)		(403,762)
Income taxes payable	110,533		182,468
Accrued liabilities	(6,166)		28,999
Turnaround expenditures	(74,612)		(27,985)
Other, net	(6,749)		5,707
Net cash provided by operating activities	1,171,788		1,089,203
Cash flows from investing activities:
Additions to properties, plants and equipment	(178,235)		(98,428)
Increase in cash due to merger with Frontier	0		872,158
Investment in Sabine Biofuels	(2,000)		(9,125)
Purchases of marketable securities	(236,315)		(370,042)
Sales and maturities of marketable securities	(212,216)		(194,386)
Net cash provided by (used for) investing activities	(233,636)		413,154
Cash flows from financing activities:
Principal tender on senior notes	(205,000)		(15)
Purchase of treasury stock	(190,307)		(38,955)
Structured stock repurchase arrangement	8,620		0
Contribution from joint venture partner	6,000		27,500
Dividends	(382,610)		(129,377)
Excess tax benefit from equity based compensation	16,021		1,399
Deferred financing costs	(3,289)		(11,724)
Other	(1,165)		(857)
Net cash used for financing activities	(459,648)		(148,599)
Cash and cash equivalents:
Increase for the period	478,504		1,353,758
Beginning of period	1,578,904		229,101
End of period	2,057,408		1,582,859
Cash paid during the period for:
Interest	77,184		50,570
Income taxes	622,314		225,499
HEP [Member]
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	38,683	[1]	22,407	[1]
Cash flows from investing activities:
Additions to properties, plants and equipment	(29,302)		(175,795)
Cash flows from financing activities:
Borrowings under credit agreement - HEP	523,000		93,000
Repayments under credit agreement - HEP	(292,000)		(50,000)
Net proceeds from issuance of senior notes - HEP	294,750		0
Principal tender on senior notes	(185,000)		0
Distributions to noncontrolling interest	(43,749)		(37,929)
Purchase of units for incentive grants - HEP	(4,919)		(1,641)
Cash and cash equivalents:
Beginning of period	6,369
End of period	$ 1,993

[1] HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. For the three and nine months ended September 30, 2012, UNEV Pipeline revenues were $3.0 million and $10.8 million, respectively. The UNEV Pipeline was previously presented under Corporate and Other.

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Debt (Carrying Amounts Of Long-Term Debt) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Debt Instrument [Line Items]
Total long-term debt	$ 1,346,227	$ 1,214,742
Holly Corporation [Member]
Debt Instrument [Line Items]
Total long-term debt	471,793	688,882
9.875% Senior Notes Due 2017 [Member]
Debt Instrument [Line Items]
Principal	286,812	291,812
Unamortized discount	(7,788)	(8,930)
Long-term debt carrying amount	279,024	282,882
6.875% Senior Notes Due 2018 [Member]
Debt Instrument [Line Items]
Principal	150,000	150,000
Unamortized premium	6,115	6,490
Long-term debt carrying amount	156,115	156,490
8.5% Senior Notes Due 2016 [Member]
Debt Instrument [Line Items]
Principal	0	199,985
Unamortized premium	0	11,905
Long-term debt carrying amount	0	211,890
Holly Financing Obligation [Member]
Debt Instrument [Line Items]
Financing obligation	36,654	37,620
HEP [Member]
Debt Instrument [Line Items]
Total HEP long-term debt	874,434	525,860
Total long-term debt	874,434	598,761
HEP [Member] | Holly Credit Agreement [Member]
Debt Instrument [Line Items]
HEP Credit Agreement	431,000	200,000
HEP [Member] | 8.25% Senior Notes Due 2018 [Member]
Debt Instrument [Line Items]
Principal	150,000	150,000
Unamortized discount	(1,678)	(1,907)
Long-term debt carrying amount	148,322	148,093
HEP [Member] | 6.5% Senior Notes Due 2020 [Member]
Debt Instrument [Line Items]
Principal	300,000	0
Unamortized discount	(4,888)	0
Long-term debt carrying amount	295,112	0
HEP [Member] | 6.25% Senior Notes Due 2015 [Member]
Debt Instrument [Line Items]
Principal	0	185,000
Unamortized discount	0	(8,331)
Unamortized premium	0	1,098
Long-term debt carrying amount	$ 0	$ 177,767

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Debt (Tables)

9 Months Ended

Sep. 30, 2012

Debt [Abstract]

Carrying Amounts Of Long-Term Debt

The carrying amounts of long-term debt are as follows:

	September 30, 2012			December 31, 2011
	(In thousands)
9.875% Senior Notes
Principal	$	286,812		$	291,812
Unamortized discount	(7,788		)	(8,930		)
	279,024			282,882
6.875% Senior Notes
Principal	150,000			150,000
Unamortized premium	6,115			6,490
	156,115			156,490
8.5% Senior Notes
Principal	—			199,985
Unamortized premium	—			11,905
	—			211,890
Financing Obligation	36,654			37,620
Total HollyFrontier long-term debt	471,793			688,882
HEP Credit Agreement	431,000			200,000
HEP 8.25% Senior Notes
Principal	150,000			150,000
Unamortized discount	(1,678		)	(1,907		)
	148,322			148,093
HEP 6.5% Senior Notes
Principal	300,000			—
Unamortized discount	(4,888		)	—
	295,112			—
HEP 6.25% Senior Notes
Principal	—			185,000
Unamortized discount	—			(8,331		)
Unamortized premium – designated fair value hedge	—			1,098
	—			177,767
Total HEP long-term debt	874,434			525,860
Total long-term debt	$	1,346,227		$	1,214,742

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Derivative Instruments And Hedging Activities Derivatives and Hedging Instruments Gains Losses due to Settlements Hedge Ineffectiveness (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Trading Activity, Gains and Losses, Net [Line Items]
Gain (Loss) on Sale of Derivatives	$ (33,409)		$ (20,986)	$ (166)
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net	2,677		(1,985)	362
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax	(111,226)		(236,725)	22,219
Cost of Sales [Member]
Trading Activity, Gains and Losses, Net [Line Items]
Gain (Loss) on Sale of Derivatives	11,527	0	78,242
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net	6,208	362	(109)	362
Gain (Loss) on Fair Value Hedges Recognized in Earnings	33,409	22,181	20,986	166
Operating Expenses (Increase) [Member]
Trading Activity, Gains and Losses, Net [Line Items]
Gain (Loss) on Sale of Derivatives				(166)
Revenues (decrease) [Member]
Trading Activity, Gains and Losses, Net [Line Items]
Derivative Instruments, Loss Recognized in Other Comprehensive Income (Loss), Effective Portion	(144,635)		(257,711)	22,053
Gain (Loss) on Sale of Derivatives	(44,936)		(99,228)
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net	$ (3,531)		$ (1,876)
HEP [Member] | Interest Rate Contract [Member]
Trading Activity, Gains and Losses, Net [Line Items]
Debt Instrument, Basis Spread on Variable Rate	2.00%		2.00%

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Retirement Plan

9 Months Ended

Sep. 30, 2012

Pension and Other Postretirement Benefit Expense [Abstract]

Retirement Plan

Retirement Plan

We sponsor a non-contributory defined benefit retirement plan that covers most legacy Holly non-union employees hired prior to January 1, 2007 and union employees hired prior to July 1, 2010, and was closed to new entrants effective January 1, 2007 for non-union employees and July 1, 2010 for union employees. Effective January 1, 2012, no additional benefits will be accrued under this plan for non-union employee participants and effective May 1, 2012, no additional benefits will be accrued for union employee participants, at which time the plan was fully frozen. The changes for union employee participants have been accounted for as a curtailment. Accordingly, we adjusted the projected benefit obligation and accumulated other comprehensive income by $7.1 million and recorded additional pension expense of $0.7 million in the second quarter of 2012. The changes related to the non-union employees were also accounted for as a curtailment, which was recorded in the fourth quarter of 2011. Our funding policy for this defined benefit retirement plan is to make annual contributions of not less than the minimum funding requirements of the Employee Retirement Income Security Act of 1974. Benefits are based on the employee’s years of service and compensation.

The net periodic pension expense consisted of the following components:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
	(In thousands)
Service cost – benefit earned during the period	$	—		$	1,268		$	679		$	3,803
Interest cost on projected benefit obligations	955			1,281			3,007			3,844
Expected return on plan assets	(950		)	(1,244		)	(2,849		)	(3,923		)
Amortization of prior service cost	—			97			67			293
Amortization of net loss	415			529			1,518			1,594
Estimated effect of curtailment	—			798			899			798
Net periodic pension expense	$	420		$	2,729		$	3,321		$	6,409

The expected long-term annual rate of return on plan assets is 6.5%, which is the rate is used in measuring 2012 net periodic benefit costs. We contributed $22.4 million to the retirement plan in June 2012.

In 2012, we established a program for plan participants whose benefits pursuant to the defined benefit plan were frozen. The program provides for payments after year-end for each of the next three years provided the employee remains with the us. The payments are based on each employee's years of service and eligible salary. For the three and nine months ended September 30, 2012, we recognized transition benefit costs of $3.2 million and $10.1 million, respectively, associated with transition to the new defined contribution plan.

We have a post-retirement healthcare and other benefits plan that is available to certain of our employees who satisfy certain age and service requirements.The net periodic benefit expense of this plan consisted of the following components:

	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
	(In thousands)
Service cost – benefit earned during the period	$	475		$	1,425
Interest cost on projected benefit obligations	875			2,625
Amortization of prior service credit	(550		)	(1,650		)
Amortization of net loss	75			225
Net periodic pension expense	$	875		$	2,625

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Derivative Instruments And Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2012

Derivative Instruments, Gain (Loss) [Line Items]

Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance

The following table presents the pre-tax effect on other comprehensive income (“OCI”) and earnings due to fair value adjustments and maturities of commodity price swaps under hedge accounting:

	Unrealized Gain (Loss) Recognized in OCI			Gain (Loss) Recognized in Earnings Due to Settlements				Gain (Loss) Attributable to Hedge Ineffectiveness Recognized in Earnings
				Location	Amount			Location	Amount
				(In thousands)
Three Months Ended September 30, 2012
Commodity price swaps
Change in fair value	$	(144,635	)	Sales and other revenues	$	(44,936	)	Sales and other revenues	$	(3,531	)
Loss reclassified to earnings due to settlements	33,409			Cost of products sold	11,527			Cost of products sold	6,208
Total	$	(111,226	)		$	(33,409	)		$	2,677
Three Months Ended September 30, 2011
Commodity price swaps
Change in fair value	$	22,181		Cost of products sold	$	—		Cost of products sold	$	362
Nine Months Ended September 30, 2012
Commodity price swaps
Change in fair value	$	(257,711	)	Sales and other revenues	$	(99,228	)	Sales and other revenues	$	(1,876	)
Loss reclassified to earnings due to settlements	20,986			Cost of products sold	78,242			Cost of products sold	(109		)
Total	$	(236,725	)		$	(20,986	)		$	(1,985	)
Nine Months Ended September 30, 2011
Commodity price swaps
Change in fair value	$	22,053
Loss reclassified to earnings due to settlements	166			Operating expenses	$	(166	)	Cost of products sold	$	362
Total	$	22,219			$	(166	)		$	362

Summary Of Balance Sheet Locations And Related Fair Values Of Outstanding Derivative Instruments

As of September 30, 2012, we have the following notional contract volumes (stated in barrels) related to outstanding swap contracts serving as cash flow hedges against price risk on forecasted purchases of crude oil and sales of refined products:

		Notional Contract Volumes by Year of Maturity
Commodity Price Swaps	Total Outstanding Notional	2012	2013
WTI crude oil - long	13,351,000	5,336,000	8,015,000
Ultra-low sulfur diesel - short	10,143,000	2,668,000	7,475,000
Conventional unleaded gasoline - short	3,208,000	2,668,000	540,000

Schedule of Realized Gain (Loss)

The following table presents the pre-tax effect on income due to maturities and fair value adjustments of our economic hedges:

	Three Months Ended September 30,				Nine Months Ended September 30,
Location of Gain Recognized in Income	2012		2011		2012		2011
	(In thousands)
Cost of products sold	$	19,869	$	10,034	$	55,738	$	9,382
Operating expenses	604		—		446		—
Total	$	20,473	$	10,034	$	56,184	$	9,382

Schedule of Notional Amounts of Outstanding Derivative Positions

As of September 30, 2012, we have the following notional contract volumes related to our outstanding swap contracts serving as economic hedges:

		Notional Contract Volumes by Year of Maturity
Derivative Instrument	Total Outstanding Notional	2012	2013	Unit of Measure
Commodity price swap (natural gas) - long	3,312,000	3,312,000	—	MMBTU
Commodity price swap (WCS spread) - long	6,117,500	460,000	5,657,500	Barrels
Commodity price swap (WTI) - short	150,000	—	150,000	Barrels
Commodity price swap (gasoline) - short	630,000	150,000	480,000	Barrels
NYMEX futures (WTI) - long	234,000	—	234,000	Barrels
NYMEX futures (WTI)- short	2,206,000	1,856,000	350,000	Barrels

Schedule of Interest Rate Derivatives

The following table presents the pre-tax effect on other comprehensive income and earnings due to fair value adjustments and maturities of HEP's interest rate swaps under cash flow hedge accounting:

	Unrealized Gain (Loss) Recognized in OCI			Loss Recognized in Earnings Due to Settlements
				Location	Amount
				(In thousands)
Three Months Ended September 30, 2012
Interest rate swaps
Change in fair value	$	(1,802	)
Loss reclassified to earnings due to settlements	1,695			Interest expense	$	(1,695	)
Total	$	(107	)		$	(1,695	)
Three Months Ended September 30, 2011
Interest rate swaps
Change in fair value	$	(310	)
Loss reclassified to earnings due to settlements	1,403			Interest expense	$	(1,403	)
Total	$	1,093			$	(1,403	)
Nine Months Ended September 30, 2012
Interest rate swaps
Change in fair value	$	(4,240	)
Loss reclassified to earnings due to settlements	4,818			Interest expense	$	(4,818	)
Total	$	578			$	(4,818	)
Nine Months Ended September 30, 2011
Interest rate swaps
Change in fair value	$	(1,485	)
Loss reclassified to earnings due to settlements	4,132			Interest expense	$	(4,132	)
Total	$	2,647			$	(4,132	)

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following table presents balance sheet locations and related fair values of outstanding derivative instruments. These amounts are presented on a gross basis in accordance with GAAP disclosure requirements and do not reflect the netting of asset or liability positions permitted under the terms of master netting arrangements. Therefore, they are not equal to amounts presented in our consolidated balance sheets.

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
	(In thousands)
September 30, 2012
Derivatives designated as cash flow hedging instruments:
Commodity price swap contracts	Accrued liabilities	$	22,018	Accrued liabilities	$	86,945
Variable-to-fixed interest rate swap contracts				Other long-term liabilities	3,764
Total		$	22,018		$	90,709
Derivatives not designated as hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	4,126
	Accrued liabilities	20,986		Accrued liabilities	$	13,516
Total		$	25,112		$	13,516
December 31, 2011
Derivatives designated as cash flow hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	173,784
Variable-to-fixed interest rate swap contracts				Other long-term liabilities	$	520
Total		$	173,784		$	520
Derivatives not designated as hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	1,870	Accrued liabilities	$	1,252

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Segment Information

9 Months Ended

Sep. 30, 2012

Segment Information [Abstract]

Segment Information

Segment Information

Our operations are organized into two reportable segments, Refining and HEP. Our operations that are not included in the Refining and HEP segments are included in Corporate and Other. Intersegment transactions are eliminated in our consolidated financial statements and are included in Consolidations and Eliminations.

The Refining segment represents the operations of the El Dorado, Tulsa, Navajo, Cheyenne and Woods Cross Refineries and NK Asphalt. Refining activities involve the purchase and refining of crude oil and wholesale and branded marketing of refined products, such as gasoline, diesel fuel and jet fuel. These petroleum products are primarily marketed in the Mid-Continent, Southwest and Rocky Mountain regions of the United States. Additionally, the Refining segment includes specialty lubricant products produced at our Tulsa Refineries that are marketed throughout North America and are distributed in Central and South America. NK Asphalt operates various asphalt terminals in Arizona and New Mexico.

The HEP segment includes all of the operations of HEP, a consolidated VIE, which owns and operates logistics assets consisting of petroleum product and crude oil pipelines and terminal, tankage and loading rack facilities in the Mid-Continent, Southwest and Rocky Mountain regions of the United States. Revenues are generated by charging tariffs for transporting petroleum products and crude oil through its pipelines, by leasing certain pipeline capacity, by charging fees for terminalling refined products and other hydrocarbons and storing and providing other services at its storage tanks and terminals. The HEP segment also includes a 75% interest in UNEV (a consolidated subsidiary of HEP) and a 25% interest in the SLC Pipeline. Revenues from the HEP segment are earned through transactions with unaffiliated parties for pipeline transportation, rental and terminalling operations as well as revenues relating to pipeline transportation services provided for our refining operations. Our revaluation of HEP’s assets and liabilities at March 1, 2008 (date of reconsolidation) resulted in basis adjustments to our consolidated HEP balances. Therefore, our reported amounts for the HEP segment may not agree to amounts reported in HEP’s periodic public filings.

The accounting policies for our segments are the same as those described in the summary of significant accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2011.

	Refining (1)		HEP (2)		Corporate and Other			Consolidations and Eliminations			Consolidated Total
	(In thousands)
Three Months Ended September 30, 2012
Sales and other revenues	$	5,192,649	$	72,496	$	352		$	(60,699	)	$	5,204,798
Depreciation and amortization	$	47,890	$	12,636	$	4,793		$	(207	)	$	65,112
Income (loss) from operations	$	973,586	$	37,137	$	(31,871	)	$	(548	)	$	978,304
Capital expenditures	$	70,069	$	5,683	$	3,765		$	—		$	79,517
Three Months Ended September 30, 2011
Sales and other revenues	$	5,164,853	$	49,131	$	299		$	(40,885	)	$	5,173,398
Depreciation and amortization	$	35,070	$	7,505	$	872		$	(207	)	$	43,240
Income (loss) from operations	$	884,997	$	24,587	$	(40,135	)	$	(242	)	$	869,207
Capital expenditures	$	46,294	$	68,101	$	3,523		$	—		$	117,918
Nine Months Ended September 30, 2012
Sales and other revenues	$	14,907,849	$	207,250	$	912		$	(172,794	)	$	14,943,217
Depreciation and amortization	$	133,087	$	38,683	$	7,013		$	(621	)	$	178,162
Income (loss) from operations	$	2,201,648	$	100,843	$	(89,899	)	$	(1,587	)	$	2,211,005
Capital expenditures	$	171,865	$	29,302	$	6,370		$	—		$	207,537
Nine Months Ended September 30, 2011
Sales and other revenues	$	10,432,720	$	144,916	$	1,100		$	(111,620	)	$	10,467,116
Depreciation and amortization	$	81,875	$	22,407	$	2,719		$	(621	)	$	106,380
Income (loss) from operations	$	1,357,739	$	75,700	$	(73,689	)	$	(1,265	)	$	1,358,485
Capital expenditures	$	92,078	$	175,795	$	6,350		$	—		$	274,223

September 30, 2012
Cash, cash equivalents and investments in marketable securities	$	557	$	1,993	$	2,340,786	$	—		$	2,343,336
Total assets	$	6,567,224	$	1,409,151	$	2,426,067	$	(56,506	)	$	10,345,936
Long-term debt	$	—	$	874,434	$	487,843	$	(16,050	)	$	1,346,227
December 31, 2011
Cash, cash equivalents and investments in marketable securities	$	—	$	6,369	$	1,834,241	$	—		$	1,840,610
Total assets	$	6,280,426	$	1,418,660	$	1,997,601	$	(120,444	)	$	9,576,243
Long-term debt	$	—	$	598,761	$	705,331	$	(89,350	)	$	1,214,742

(1) The Refining segment reflects the operations of the El Dorado and Cheyenne Refineries beginning July 1, 2011 (date of Holly-Frontier merger).

(2) HEP acquired our 75% interest in UNEV in July 2012. As a result, we have recast our HEP segment information to include the UNEV Pipeline operations as a consolidated subsidiary of HEP for all periods presented. For the three and nine months ended September 30, 2012, UNEV Pipeline revenues were $3.0 million and $10.8 million, respectively. The UNEV Pipeline was previously presented under Corporate and Other.

HEP segment revenues from external customers were $11.9 million and $8.3 million for the three months ended September 30, 2012 and 2011, respectively, and $34.6 million and $33.0 million for the nine months ended September 30, 2012 and 2011, respectively.

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Other Comprehensive Income (Loss) (Components And Allocated Tax Effects Of Other Comprehensive Income (Loss)) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Jun. 30, 2012	Sep. 30, 2012	Sep. 30, 2011
Other Comprehensive Income (Loss) [Abstract]
Unrealized loss on available-for-sale securities Before-Tax	$ 13	$ (655)		$ (203)	$ (972)
Unrealized gain (loss) on hedging activities, Before-Tax	(111,333)	23,272		(236,147)	24,864
Other Comprehensive Income (Loss), Finalization of Pension and Non-Pension Postretirement Plan Valuation, before Tax				7,102
Other comprehensive income (loss), Before-Tax	(111,320)	22,626		(229,248)	23,901
Less other comprehensive income attributable to noncontrolling interest, Before-Tax	129	717		529	1,737
Other comprehensive income attributable to HollyFrontier stockholders, Before-Tax	(111,449)	21,909		(229,777)	22,164
Unrealized loss on available-for-sale securities, Tax Expense (Benefit)	6	(252)		(78)	(376)
Unrealized gain on hedging activities, Tax Expense (Benefit)	(43,359)	8,772		(92,068)	8,994
Other Comprehensive Income (Loss), Finalization of Pension and Non-Pension Postretirement Plan Valuation, Tax				2,763
Other comprehensive income, Tax Expense (Benefit)	(43,353)	8,520		(89,383)	8,618
Less other comprehensive income attributable to noncontrolling interest, Tax Expense (Benefit)	0	0		0	0
Other comprehensive income attributable to HollyFrontier stockholders, Tax Expense (Benefit)	(43,353)	8,520		(89,383)	8,618
Unrealized loss on available-for-sale securities, After-Tax	7	(403)		(125)	(596)
Unrealized gain on hedging activities, After-Tax	(67,974)	14,500		(144,079)	15,870
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, before Tax	0	9	700	0	9
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Tax		0			0
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax		9			9
Other Comprehensive Income (Loss), Finalization of Pension and Non-Pension Postretirement Plan Valuation, Net of Tax				4,339
Other comprehensive income, After-Tax	(67,967)	14,106		(139,865)	15,283
Less other comprehensive income attributable to noncontrolling interest, After-Tax	129	717		529	1,737
Other comprehensive income attributable to HollyFrontier stockholders, After-Tax	$ (68,096)	$ 13,389		$ (140,394)	$ 13,546

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Description of Business and Presentation of Financial Statements

9 Months Ended

Sep. 30, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description Of Business And Presentation Of Financial Statements

Description of Business and Presentation of Financial Statements

References herein to HollyFrontier Corporation (“HollyFrontier”) include HollyFrontier and its consolidated subsidiaries. In accordance with the Securities and Exchange Commission’s (“SEC”) “Plain English” guidelines, this Quarterly Report on Form 10-Q has been written in the first person. In these financial statements, the words “we,” “our,” “ours” and “us” refer only to HollyFrontier and its consolidated subsidiaries or to HollyFrontier or an individual subsidiary and not to any other person, with certain exceptions. Generally, the words “we,” “our,” “ours” and “us” include Holly Energy Partners, L.P. (“HEP”) and its subsidiaries as consolidated subsidiaries of HollyFrontier, unless when used in disclosures of transactions or obligations between HEP and HollyFrontier or its other subsidiaries. These financial statements contain certain disclosures of agreements that are specific to HEP and its consolidated subsidiaries and do not necessarily represent obligations of HollyFrontier. When used in descriptions of agreements and transactions, “HEP” refers to HEP and its consolidated subsidiaries.

We merged with Frontier Oil Corporation (“Frontier”) effective July 1, 2011. Concurrent with the merger, we changed our name from Holly Corporation (“Holly”) to HollyFrontier and changed the ticker symbol for our common stock traded on the New York Stock Exchange to “HFC” (see Note 3). Accordingly, these financial statements include Frontier, its consolidated subsidiaries and the operations of the merged Frontier businesses effective July 1, 2011, but not prior to this date.

We are principally an independent petroleum refiner that produces high-value light products such as gasoline, diesel fuel, jet fuel, specialty lubricant products, and specialty and modified asphalt. We own and operate petroleum refineries that serve markets throughout the Mid-Continent, Southwest and Rocky Mountain regions of the United States. As of September 30, 2012, we:

• owned and operated a petroleum refinery in El Dorado, Kansas (the “El Dorado Refinery”), two refinery facilities located in Tulsa, Oklahoma (collectively, the “Tulsa Refineries”), a refinery in Artesia, New Mexico that is operated in conjunction with crude oil distillation and vacuum distillation and other facilities situated 65 miles away in Lovington, New Mexico (collectively, the “Navajo Refinery”), a refinery located in Cheyenne, Wyoming (the “Cheyenne Refinery”) and a refinery in Woods Cross, Utah (the “Woods Cross Refinery”);

• owned and operated NK Asphalt Partners (“NK Asphalt”) which operates various asphalt terminals in Arizona and New Mexico;

• owned Ethanol Management Company (“EMC”), a products terminal and blending facility near Denver, Colorado and a 50% interest in Sabine Biofuels II, LLC (“Sabine Biofuels”), a biodiesel production facility located in Port Arthur, Texas; and

• owned a 44% interest in HEP, a consolidated variable interest entity (“VIE”), which includes our 2% general partner interest. HEP owns and operates logistic assets consisting of petroleum product and crude oil pipelines and terminal, tankage and loading rack facilities that principally support our refining and marketing operations in the Mid-Continent, Southwest and Rocky Mountain regions of the United States and Alon USA, Inc.'s (“Alon”) refinery in Big Spring, Texas. Additionally, HEP owns a 75% interest in UNEV, which owns a 12-inch refined products pipeline from Salt Lake City, Utah to Las Vegas, Nevada, together with terminal facilities in the Cedar City, Utah and North Las Vegas areas (the “UNEV Pipeline”) and a 25% interest in SLC Pipeline LLC (the “SLC Pipeline”), a 95-mile intrastate pipeline system that serves refineries in the Salt Lake City area.

We have prepared these consolidated financial statements without audit. In management’s opinion, these consolidated financial statements include all normal recurring adjustments necessary for a fair presentation of our consolidated financial position as of September 30, 2012, the consolidated results of operations and comprehensive income for the three and nine months ended September 30, 2012 and 2011 and consolidated cash flows for the nine months ended September 30, 2012 and 2011 in accordance with the rules and regulations of the SEC. Although certain notes and other information required by generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted, we believe that the disclosures in these consolidated financial statements are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2011 that has been filed with the SEC.

Our results of operations for the nine months ended September 30, 2012 are not necessarily indicative of the results of operations to be realized for the year ending December 31, 2012.

Accounts Receivable: Our accounts receivable consist of amounts due from customers that are primarily companies in the petroleum industry. Credit is extended based on our evaluation of the customer’s financial condition, and in certain circumstances collateral, such as letters of credit or guarantees, is required. We reserve for doubtful accounts based on our historical loss experience as well as specific accounts identified as high risk, which historically have been minimal. Credit losses are charged to the allowance for doubtful accounts when an account is deemed uncollectible. Our allowance for doubtful accounts was $2.5 million and $3.5 million at September 30, 2012 and December 31, 2011, respectively.

Inventories: We use the last-in, first-out (“LIFO”) method of valuing inventory. Under the LIFO method, an actual valuation of inventory can only be made at the end of each year based on the inventory levels at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and are subject to the final year-end LIFO inventory valuation.

Goodwill: Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired and liabilities assumed. Goodwill is not subject to amortization and is tested annually, or more frequently if events or circumstances indicate the possibility of impairment. As of September 30, 2012, there have been no impairments to goodwill.

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Consolidated Balance Sheets (Parenthetical) (USD $)	Sep. 30, 2012	Dec. 31, 2011
HollyFrontier Stockholders' Equity:
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	320,000,000	320,000,000
Common stock, shares issued	255,962,866	255,962,866
Preferred stock, par value	$ 1.00	$ 1.00
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Treasury stock, shares	52,417,146	46,630,220

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Environmental

9 Months Ended

Sep. 30, 2012

Environmental Expense and Liabilities [Abstract]

Environmental

Environmental

We expensed $1.7 million and $0.7 million for the three months ended September 30, 2012 and 2011, respectively, and $16.9 million and $0.6 million for the nine months ended September 30, 2012 and 2011, respectively, for environmental remediation obligations. The accrued environmental liability reflected in our consolidated balance sheets was $61.8 million and $42.2 million at September 30, 2012 and December 31, 2011, respectively, of which $48.6 million and $31.7 million, respectively, were classified as other long-term liabilities. These accruals include remediation costs expected to be incurred over an extended period of time. They also include $15.6 million in environmental liabilities that were assumed upon our merger with Frontier.

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Document And Entity Information	9 Months Ended
	Sep. 30, 2012	Oct. 31, 2012
Document And Entity Information [Abstract]
Entity Registrant Name	HollyFrontier Corp
Entity Central Index Key	0000048039
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Common Stock, Shares Outstanding		203,145,233

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Debt

9 Months Ended

Sep. 30, 2012

Debt [Abstract]

Debt

Debt

HollyFrontier Credit Agreement

We have a $1 billion senior secured credit agreement (the “HollyFrontier Credit Agreement”) with Union Bank, N.A. as administrative agent and certain lenders from time to time party thereto. The HollyFrontier Credit Agreement matures in July 2016 and may be used to fund working capital requirements, capital expenditures, acquisitions and general corporate purposes. Obligations under the HollyFrontier Credit Agreement are collateralized by our inventory, accounts receivables and certain deposit accounts and guaranteed by our material, wholly-owned subsidiaries.

At September 30, 2012, we were in compliance with all covenants, had no outstanding borrowings and had outstanding letters of credit totaling $29.2 million under the HollyFrontier Credit Agreement.

HEP Credit Agreement

In June 2012, HEP amended its previous credit agreement, increasing the size of the credit facility from $375 million to $550 million. HEP's $550 million senior secured revolving credit facility matures in June 2017 (the “HEP Credit Agreement”) and is available to fund capital expenditures, investments, acquisitions, distribution payments and working capital and for general partnership purposes. It is also available to fund letters of credit up to a $50 million sub-limit and to fund distributions to unitholders up to a $60 million sub-limit. At September 30, 2012, the HEP Credit Agreement had outstanding borrowings of $431.0 million.

HEP’s obligations under the HEP Credit Agreement are collateralized by substantially all of HEP’s assets (presented parenthetically in our consolidated balance sheets). Indebtedness under the HEP Credit Agreement involves recourse to HEP Logistics Holdings, L.P., its general partner, and is guaranteed by HEP’s wholly-owned subsidiaries. Any recourse to the general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. HEP’s creditors have no other recourse to our assets. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries.

HollyFrontier Senior Notes

Our senior notes consist of the following:

• 9.875% senior notes ($286.8 million principal amount maturing June 2017)

• 6.875% senior notes ($150 million principal amount maturing November 2018)

These senior notes (collectively, the “HollyFrontier Senior Notes”) are unsecured and impose certain restrictive covenants, including limitations on our ability to incur additional debt, incur liens, enter into sale-and-leaseback transactions, pay dividends, enter into mergers, sell assets and enter into certain transactions with affiliates. At any time when the HollyFrontier Senior Notes are rated investment grade by both Moody’s and Standard & Poor’s and no default or event of default exists, we will not be subject to many of the foregoing covenants. Additionally, we have certain redemption rights under the HollyFrontier Senior Notes.

In September 2012, we redeemed our $200 million aggregate principal amount of 8.5% senior notes maturing September 2016 at a $208.5 million redemption price. At that time, we recognized an unamortized debt premium which was netted against the $8.5 million redemption premium, resulting in a net reduction of $2.4 million to interest expense upon redemption.

HollyFrontier Financing Obligation

We have a financing obligation that relates to a sale and lease-back of certain crude oil tankage that we sold to an affiliate of Plains All American Pipeline, L.P. (“Plains”) in October 2009. Under this transaction, the $40.0 million in cash proceeds received was recorded as a liability. Monthly lease payments are recorded as a reduction in principal over the 15-year lease term ending in 2024.

HEP Senior Notes

HEP’s senior notes consist of the following:

• 8.25% HEP senior notes ($150 million principal amount maturing March 2018)

• 6.5% HEP senior notes ($300 million principal amount maturing March 2020)

In March 2012, HEP issued $300 million in an aggregate principal amount of 6.5% HEP senior notes maturing March 2020. The $294.8 million in net proceeds were used to repay $157.8 million aggregate principal amount of 6.25% HEP senior notes, $72.9 million in promissory notes due to HollyFrontier, related fees, expenses and accrued interest in connection with these transactions and to repay borrowings under the HEP Credit Agreement. In April 2012, HEP called for redemption the $27.3 million aggregate principal amount outstanding of 6.25% HEP senior notes.

The 8.25% and 6.5% HEP senior notes (collectively, the “HEP Senior Notes”) are unsecured and impose certain restrictive covenants, including limitations on HEP’s ability to incur additional indebtedness, make investments, sell assets, incur certain liens, pay distributions, enter into transactions with affiliates, and enter into mergers. At any time when the HEP Senior Notes are rated investment grade by both Moody’s and Standard & Poor’s and no default or event of default exists, HEP will not be subject to many of the foregoing covenants. Additionally, HEP has certain redemption rights under the HEP Senior Notes.

Indebtedness under the HEP Senior Notes involves recourse to HEP Logistics Holdings, L.P., its general partner, and is guaranteed by HEP’s wholly-owned subsidiaries. However, any recourse to the general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. HEP’s creditors have no other recourse to our assets. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries.

The carrying amounts of long-term debt are as follows:

	September 30, 2012			December 31, 2011
	(In thousands)
9.875% Senior Notes
Principal	$	286,812		$	291,812
Unamortized discount	(7,788		)	(8,930		)
	279,024			282,882
6.875% Senior Notes
Principal	150,000			150,000
Unamortized premium	6,115			6,490
	156,115			156,490
8.5% Senior Notes
Principal	—			199,985
Unamortized premium	—			11,905
	—			211,890
Financing Obligation	36,654			37,620
Total HollyFrontier long-term debt	471,793			688,882
HEP Credit Agreement	431,000			200,000
HEP 8.25% Senior Notes
Principal	150,000			150,000
Unamortized discount	(1,678		)	(1,907		)
	148,322			148,093
HEP 6.5% Senior Notes
Principal	300,000			—
Unamortized discount	(4,888		)	—
	295,112			—
HEP 6.25% Senior Notes
Principal	—			185,000
Unamortized discount	—			(8,331		)
Unamortized premium – designated fair value hedge	—			1,098
	—			177,767
Total HEP long-term debt	874,434			525,860
Total long-term debt	$	1,346,227		$	1,214,742

We capitalized interest attributable to construction projects of $2.5 million and $5.8 million for the three months ended September 30, 2012 and 2011, respectively, and $6.3 million and $13.6 million for the nine months ended September 30, 2012 and 2011, respectively.

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Consolidated Statements Of Income (Unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Income Statement [Abstract]
Sales and other revenues	$ 5,204,798	$ 5,173,398	$ 14,943,217	$ 10,467,116
Operating costs and expenses:
Cost of products sold (exclusive of depreciation and amortization)	3,898,736	3,989,927	11,767,417	8,421,639
Operating expenses (exclusive of depreciation and amortization)	233,859	227,883	698,212	501,971
General and administrative expenses (exclusive of depreciation and amortization)	28,787	43,141	88,421	78,641
Depreciation and amortization	65,112	43,240	178,162	106,380
Total operating costs and expenses	4,226,494	4,304,191	12,732,212	9,108,631
Income from operations	978,304	869,207	2,211,005	1,358,485
Other income (expense):
Earnings of equity method investments	852	532	2,455	1,739
Interest income	2,219	204	3,360	946
Interest expense	(21,103)	(25,074)	(81,360)	(56,471)
Gain on sale of marketable equity securities	0	0	326	0
Merger transaction costs	0	(9,100)	0	(15,114)
Other income (expense) total	(18,032)	(33,438)	(75,219)	(68,900)
Income before income taxes	960,272	835,769	2,135,786	1,289,585
Income tax provision:
Current	324,211	296,670	753,018	461,210
Deferred	25,411	8,088	22,728	4,520
Income tax provision total	349,622	304,758	775,746	465,730
Net income	610,650	531,011	1,360,040	823,855
Less net income attributable to noncontrolling interest	10,277	7,923	24,472	23,838
Net income attributable to HollyFrontier stockholders	$ 600,373	$ 523,088	$ 1,335,568	$ 800,017
Earnings per share attributable to HollyFrontier stockholders:
Basic	$ 2.95	$ 2.50	$ 6.46	$ 5.66
Diluted	$ 2.94	$ 2.48	$ 6.44	$ 5.63
Cash dividends declared per common share	$ 1.15	$ 0.59	$ 2.40	$ 0.74
Average number of common shares outstanding:
Basic	203,557	209,583	206,657	141,353
Diluted	204,434	210,579	207,546	142,092

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Earnings Per Share

9 Months Ended

Sep. 30, 2012

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

Basic earnings per share is calculated as net income attributable to HollyFrontier stockholders divided by the average number of shares of common stock outstanding. Diluted earnings per share assumes, when dilutive, the issuance of the net incremental shares from variable restricted and variable performance shares. The following is a reconciliation of the denominators of the basic and diluted per share computations for net income attributable to HollyFrontier stockholders:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
	(In thousands, except per share data)
Earnings attributable to HollyFrontier stockholders	$	600,373	$	523,088	$	1,335,568	$	800,017
Average number of shares of common stock outstanding	203,557		209,583		206,657		141,353
Effect of dilutive variable restricted shares andperformance share units (1)	877		996		889		739
Average number of shares of common stock outstanding assuming dilution	204,434		210,579		207,546		142,092
Basic earnings per share	$	2.95	$	2.50	$	6.46	$	5.66
Diluted earnings per share	$	2.94	$	2.48	$	6.44	$	5.63
(1) Excludes anti-dilutive restricted and performance share units of:	—		39		3		179

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Financial Instruments

9 Months Ended

Sep. 30, 2012

Financial Instruments, Owned, at Fair Value [Abstract]

Financial Instruments

Financial Instruments

The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximate fair value. HEP's outstanding credit agreement borrowings approximate fair value as interest rates are reset frequently at current interest rates.

Fair value measurements are derived using inputs (assumptions that market participants would use in pricing an asset or liability, including assumptions about risk). GAAP categorizes inputs used in fair value measurements into three broad levels as follows:

• (Level 1) Quoted prices in active markets for identical assets or liabilities.

• (Level 2) Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, similar assets and liabilities in markets that are not active or can be corroborated by observable market data.

• (Level 3) Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes valuation techniques that involve significant unobservable inputs.

The carrying amounts and related estimated fair values of our investments in marketable securities, derivative instruments and the senior notes at September 30, 2012 and December 31, 2011 were as follows:

					Fair Value by Input Level
Financial Instrument	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
			(In thousands)
September 30, 2012
Assets:
Marketable debt securities	$	285,928	$	285,928	$	—	$	285,928	$	—
NYMEX futures contracts	4,126		4,126		4,126		—		—
Total assets	$	290,054	$	290,054	$	4,126	$	285,928	$	—
Liabilities:
Commodity price swaps	$	57,457	$	57,457	$	—	$	29,409	$	28,048
HollyFrontier senior notes	435,139		475,977		—		475,977		—
HEP senior notes	443,434		473,625		—		473,625		—
HEP interest rate swaps	3,764		3,764		—		3,764		—
Total liabilities	$	939,794	$	1,010,823	$	—	$	982,775	$	28,048

December 31, 2011
Assets:
Equity securities	$	753	$	753	$	753	$	—	$	—
Marketable debt securities	260,953		260,953		—		260,953		—
Commodity price swaps	175,654		175,654		—		144,038		31,616
Total assets	$	437,360	$	437,360	$	753	$	404,991	$	31,616
Liabilities:
NYMEX futures contracts	$	1,252	$	1,252	$	1,252	$	—	$	—
HollyFrontier senior notes	651,262		693,979		—		693,979		—
HEP senior notes	325,860		344,350		—		344,350		—
HEP interest rate swaps	520		520		—		520		—
Total liabilities	$	978,894	$	1,040,101	$	1,252	$	1,038,849	$	—

Level 1 Financial Instruments

Our investments in equity securities and our NYMEX futures contracts are exchange traded and are measured and recorded at fair value using quoted market prices, a Level 1 input.

Level 2 Financial Instruments

Investments in marketable debt securities and derivative instruments consisting of commodity price swaps and HEP's interest rate swaps are measured and recorded at fair value using Level 2 inputs. With respect to the commodity price and interest rate swap contracts, fair value is based on the net present value of expected future cash flows related to both variable and fixed rate legs of the respective swap agreements. The measurements are computed using market-based observable inputs, quoted forward commodity prices with respect to our commodity price swaps and the forward London Interbank Offered Rate (“LIBOR”) yield curve with respect to HEP's interest rate swaps. The fair value of the marketable debt securities and senior notes is based on values provided by a third-party bank, which were derived using market quotes for similar type instruments, a Level 2 input.

Level 3 Financial Instruments

We have entered into certain commodity price swap contracts related to forecasted sales of diesel and unleaded gasoline for which quoted forward market prices are not readily available. The forward rate used to value these price swaps was derived using a projected forward rate using quoted market rates for similar products, adjusted for regional pricing differentials, a Level 3 input.

The following table presents the changes in fair value of the Level 3 assets and liabilities (all related to commodity price swap contracts) for the three and nine months ended September 30, 2012:

Level 3 Financial Instruments	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
	(In thousands)
Asset balance at beginning of period	$	119,461		$	31,616
Change in fair value	(192,446		)	(158,893		)
Settlement date fair value of contracts open at beginning of period	44,937			99,229
Liability balance at end of period	$	(28,048	)	$	(28,048	)

A hypothetical change of 10% to the estimated future cash flows attributable to our Level 3 commodity price swaps would result in an estimated fair value change of approximately $4.0 million.

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Contingencies

9 Months Ended

Sep. 30, 2012

Contingencies [Abstract]

Contingencies

Contingencies

We are a party to various litigation and legal proceedings which we believe, based on advice of counsel, will not either individually or in the aggregate have a materially adverse effect on our financial condition, results of operations or cash flows.

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Derivative Instruments And Hedging Activities

9 Months Ended

Sep. 30, 2012

Derivative Instruments And Hedging Activities [Abstract]

Derivative Instruments And Hedging Activities

Derivative Instruments and Hedging Activities

Commodity Price Risk Management

Our primary market risk is commodity price risk. We are exposed to market risks related to the volatility in crude oil and refined products, as well as volatility in the price of natural gas used in our refining operations. We periodically enter into derivative contracts in the form of commodity price swaps and futures contracts to mitigate price exposure with respect to:

• our inventory positions;

• natural gas purchases;

• costs of crude oil and related grade differentials;

• prices of refined products; and

• our refining margins.

Accounting Hedges

We have swap contracts serving as cash flow hedges against price risk on forecasted purchases of WTI crude oil and forecasted sales of ultra-low sulfur diesel and conventional unleaded gasoline. These contracts have been designated as accounting hedges and are measured quarterly at fair value with offsetting adjustments (gains/losses) recorded directly to other comprehensive income. These fair value adjustments are later reclassified to earnings as the hedging instruments mature. Also on a quarterly basis, hedge ineffectiveness is measured by comparing the change in fair value of the swap contracts against the expected future cash inflows/outflows on the respective transaction being hedged. Any hedge ineffectiveness is also recognized in earnings.

The following table presents the pre-tax effect on other comprehensive income (“OCI”) and earnings due to fair value adjustments and maturities of commodity price swaps under hedge accounting:

	Unrealized Gain (Loss) Recognized in OCI			Gain (Loss) Recognized in Earnings Due to Settlements				Gain (Loss) Attributable to Hedge Ineffectiveness Recognized in Earnings
				Location	Amount			Location	Amount
				(In thousands)
Three Months Ended September 30, 2012
Commodity price swaps
Change in fair value	$	(144,635	)	Sales and other revenues	$	(44,936	)	Sales and other revenues	$	(3,531	)
Loss reclassified to earnings due to settlements	33,409			Cost of products sold	11,527			Cost of products sold	6,208
Total	$	(111,226	)		$	(33,409	)		$	2,677
Three Months Ended September 30, 2011
Commodity price swaps
Change in fair value	$	22,181		Cost of products sold	$	—		Cost of products sold	$	362
Nine Months Ended September 30, 2012
Commodity price swaps
Change in fair value	$	(257,711	)	Sales and other revenues	$	(99,228	)	Sales and other revenues	$	(1,876	)
Loss reclassified to earnings due to settlements	20,986			Cost of products sold	78,242			Cost of products sold	(109		)
Total	$	(236,725	)		$	(20,986	)		$	(1,985	)
Nine Months Ended September 30, 2011
Commodity price swaps
Change in fair value	$	22,053
Loss reclassified to earnings due to settlements	166			Operating expenses	$	(166	)	Cost of products sold	$	362
Total	$	22,219			$	(166	)		$	362

As of September 30, 2012, we have the following notional contract volumes (stated in barrels) related to outstanding swap contracts serving as cash flow hedges against price risk on forecasted purchases of crude oil and sales of refined products:

		Notional Contract Volumes by Year of Maturity
Commodity Price Swaps	Total Outstanding Notional	2012	2013
WTI crude oil - long	13,351,000	5,336,000	8,015,000
Ultra-low sulfur diesel - short	10,143,000	2,668,000	7,475,000
Conventional unleaded gasoline - short	3,208,000	2,668,000	540,000

Economic Hedges

We also have swap contracts that serve as economic hedges to fix our purchase price on forecasted crude oil, natural gas and butane purchases, and to lock in the spread between WCS and WTI crude oil on forecasted purchases. Also, we have NYMEX futures contracts to lock in prices on forecasted sales and purchases of inventory. These contracts are measured quarterly at fair value with offsetting adjustments (gains/losses) recorded directly to income.

The following table presents the pre-tax effect on income due to maturities and fair value adjustments of our economic hedges:

	Three Months Ended September 30,				Nine Months Ended September 30,
Location of Gain Recognized in Income	2012		2011		2012		2011
	(In thousands)
Cost of products sold	$	19,869	$	10,034	$	55,738	$	9,382
Operating expenses	604		—		446		—
Total	$	20,473	$	10,034	$	56,184	$	9,382

As of September 30, 2012, we have the following notional contract volumes related to our outstanding swap contracts serving as economic hedges:

		Notional Contract Volumes by Year of Maturity
Derivative Instrument	Total Outstanding Notional	2012	2013	Unit of Measure
Commodity price swap (natural gas) - long	3,312,000	3,312,000	—	MMBTU
Commodity price swap (WCS spread) - long	6,117,500	460,000	5,657,500	Barrels
Commodity price swap (WTI) - short	150,000	—	150,000	Barrels
Commodity price swap (gasoline) - short	630,000	150,000	480,000	Barrels
NYMEX futures (WTI) - long	234,000	—	234,000	Barrels
NYMEX futures (WTI)- short	2,206,000	1,856,000	350,000	Barrels

Interest Rate Risk Management

HEP uses interest rate swaps to manage its exposure to interest rate risk.

As of September 30, 2012, HEP had three interest rate swap contracts that hedge its exposure to the cash flow risk caused by the effects of LIBOR changes on $305.0 million in credit agreement advances. The first interest rate swap effectively converts $155.0 million of LIBOR based debt to fixed rate debt having an interest rate of 0.99% plus an applicable margin of 2.00% as of September 30, 2012, which equaled an effective interest rate of 2.99%. This swap matures in February 2016. In August 2012, HEP entered into two similar interest rate swaps with identical terms which convert $150.0 million of LIBOR based debt to fixed rate debt having an interest rate of 0.74% plus an applicable margin of 2.00% as of September 30, 2012, which equaled an effective interest rate of 2.74%. Both of these swap contracts mature in July 2017. All of these swap contracts have been designated as cash flow hedges. To date, there has been no ineffectiveness on these cash flow hedges.

At September 30, 2012, HEP had a pre-tax unrealized loss recorded in accumulated other comprehensive income of $5.9 million that relates to its current and previous cash flow hedging instruments. Of this amount, $2.1 million relates to a cash flow hedge terminated in December 2011 and represents the application of hedge accounting prior to termination. This amount will be amortized as a charge to interest expense through February 2013, the remaining term of the terminated swap contract.

The following table presents the pre-tax effect on other comprehensive income and earnings due to fair value adjustments and maturities of HEP's interest rate swaps under cash flow hedge accounting:

	Unrealized Gain (Loss) Recognized in OCI			Loss Recognized in Earnings Due to Settlements
				Location	Amount
				(In thousands)
Three Months Ended September 30, 2012
Interest rate swaps
Change in fair value	$	(1,802	)
Loss reclassified to earnings due to settlements	1,695			Interest expense	$	(1,695	)
Total	$	(107	)		$	(1,695	)
Three Months Ended September 30, 2011
Interest rate swaps
Change in fair value	$	(310	)
Loss reclassified to earnings due to settlements	1,403			Interest expense	$	(1,403	)
Total	$	1,093			$	(1,403	)
Nine Months Ended September 30, 2012
Interest rate swaps
Change in fair value	$	(4,240	)
Loss reclassified to earnings due to settlements	4,818			Interest expense	$	(4,818	)
Total	$	578			$	(4,818	)
Nine Months Ended September 30, 2011
Interest rate swaps
Change in fair value	$	(1,485	)
Loss reclassified to earnings due to settlements	4,132			Interest expense	$	(4,132	)
Total	$	2,647			$	(4,132	)

The following table presents balance sheet locations and related fair values of outstanding derivative instruments. These amounts are presented on a gross basis in accordance with GAAP disclosure requirements and do not reflect the netting of asset or liability positions permitted under the terms of master netting arrangements. Therefore, they are not equal to amounts presented in our consolidated balance sheets.

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
	(In thousands)
September 30, 2012
Derivatives designated as cash flow hedging instruments:
Commodity price swap contracts	Accrued liabilities	$	22,018	Accrued liabilities	$	86,945
Variable-to-fixed interest rate swap contracts				Other long-term liabilities	3,764
Total		$	22,018		$	90,709
Derivatives not designated as hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	4,126
	Accrued liabilities	20,986		Accrued liabilities	$	13,516
Total		$	25,112		$	13,516
December 31, 2011
Derivatives designated as cash flow hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	173,784
Variable-to-fixed interest rate swap contracts				Other long-term liabilities	$	520
Total		$	173,784		$	520
Derivatives not designated as hedging instruments:
Commodity price swap contracts	Prepayments and other current assets	$	1,870	Accrued liabilities	$	1,252

At September 30, 2012, we had a pre-tax net unrealized loss of $68.7 million classified in accumulated other comprehensive income that relates to all accounting hedges. Assuming commodity prices and interest rates remain unchanged, an unrealized loss of approximately $66.0 million will be effectively transferred from accumulated other comprehensive income into the statement of income as the hedging instruments mature over the next twelve-month period.

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Inventories

9 Months Ended

Sep. 30, 2012

Inventory, Net [Abstract]

Inventories

Inventories

Inventory consists of the following components:

	September 30, 2012		December 31, 2011
	(In thousands)
Crude oil	$	526,783	$	400,952
Other raw materials and unfinished products(1)	126,406		137,356
Finished products(2)	752,958		513,776
Process chemicals(3)	2,663		1,180
Repairs and maintenance supplies and other	76,640		61,355
Total inventory	$	1,485,450	$	1,114,619

(1) Other raw materials and unfinished products include feedstocks and blendstocks, other than crude.

(2) Finished products include gasolines, jet fuels, diesels, lubricants, asphalts, LPG’s and residual fuels.

(3) Process chemicals include additives and other chemicals.

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Derivative Instruments And Hedging Activities (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended					9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 Cost of Sales [Member]	Sep. 30, 2011 Cost of Sales [Member]	Sep. 30, 2012 Cost of Sales [Member]	Sep. 30, 2011 Cost of Sales [Member]	Sep. 30, 2012 Operating Expense [Member]	Sep. 30, 2011 Operating Expense [Member]	Sep. 30, 2012 Operating Expense [Member]	Sep. 30, 2011 Operating Expense [Member]	Sep. 30, 2013 Ultra Low Sulfur Diesel [Member] bbl	Sep. 30, 2012 Ultra Low Sulfur Diesel [Member] bbl	Sep. 30, 2012 Natural Gas [Member] bbl	Sep. 30, 2012 HEP [Member]	Jun. 30, 2012 HEP [Member]	Sep. 30, 2012 HEP [Member] Interest Rate Contract [Member]	Sep. 30, 2012 Holly Credit Agreement Member HEP [Member]
Derivative [Line Items]
Number of barrels hedged under swap contracts													7,475,000	2,668,000	3,312,000
Unrealized Gain (Loss) on Cash Flow Hedging Instruments	$ (107,000)	$ 1,093,000	$ 578,000	$ 2,647,000
Gain (loss) on economic hedges	(20,473,000)	(10,034,000)	(56,184,000)	(9,382,000)	(19,869,000)	(10,034,000)	(55,738,000)	(9,382,000)	(604,000)	0	(446,000)	0
Credit agreement advance																		155,000,000	305,000,000
Fixed interest rate																		0.74%
Rate added to fixed base rate																		2.00%
Effective interest rate on debt																		2.74%
Accumulated Other Comprehensive loss that relates to cash flow hedging instruments																	5,900,000
Cash flow hedge to be amortized to interest expense within twelve months																2,100,000
Net unrealized gain on accumulated other comprehensive loss related to cash flow hedges			(68,700,000)
Net unrealized gain effectively transferred from accumulated other comprehensive loss hedging instruments			$ (66,000,000)
Gain (loss) on derivatives reclassified from accumulated OCI to income, period	12 months

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Stock-Based Compensation

9 Months Ended

Sep. 30, 2012

Share-based Compensation [Abstract]

Stock-Based Compensation

Stock-Based Compensation

As of September 30, 2012, we have two principal share-based compensation plans including the Frontier plan that was retained upon the July 1, 2011 merger (collectively, the “Long-Term Incentive Compensation Plan”).

The compensation cost charged against income for these plans was $7.3 million and $9.4 million for the three months ended September 30, 2012 and 2011, respectively, and $23.2 million and $13.9 million for the nine months ended September 30, 2012 and 2011, respectively. Our accounting policy for the recognition of compensation expense for awards with pro-rata vesting (substantially all of our awards) is to expense the costs ratably over the vesting periods.

Additionally, HEP maintains a share-based compensation plan for HEP directors and select Holly Logistic Services, L.L.C. executives and employees. Compensation cost attributable to HEP’s share-based compensation plan was $0.5 million and $0.6 million for the three months ended September 30, 2012 and 2011, respectively, and $2.1 million and $1.6 million for the nine months ended September 30, 2012 and 2011, respectively.

Restricted Stock

Under our Long-Term Incentive Compensation Plan, we grant certain officers, other key employees and non-employee directors restricted stock awards with most awards vesting over a period of one to three years. Although ownership of the shares does not transfer to the recipients until after the shares vest, recipients generally have dividend rights on these shares from the date of grant. The vesting for certain key executives is contingent upon certain performance targets being realized. The fair value of each share of restricted stock awarded, including the shares issued to the key executives, is measured based on the market price as of the date of grant and is amortized over the respective vesting period.

A summary of restricted stock activity and changes during the nine months ended September 30, 2012 is presented below:

Restricted Stock	Grants		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value ($000)
Outstanding at January 1, 2012 (non-vested)	1,122,350		$	25.48
Granted	420,922		33.97
Vesting and transfer of ownership to recipients	(574,408	)	23.48
Forfeited	(3,975	)	33.06
Outstanding at September 30, 2012 (non-vested)	964,889		$	30.35	$	39,821

For the nine months ended September 30, 2012, we issued 574,408 shares of our common stock upon the vesting of restricted stock grants having a grant date fair value of $13.5 million. As of September 30, 2012, there was $12.3 million of total unrecognized compensation cost related to non-vested restricted stock grants. That cost is expected to be recognized over a weighted-average period of 1.1 years.

Performance Share Units

Under our Long-Term Incentive Compensation Plan, we grant certain officers and other key employees performance share units, which are payable in stock upon meeting certain criteria over the service period, and generally vest over a period of three years. Under the terms of our performance share unit grants, awards are subject to either a “financial performance” or “market performance” criteria, or both.

The fair value of performance share unit awards subject to financial performance criteria is computed using the grant date closing stock price of each respective award grant and will apply to the number of units ultimately awarded. The number of shares ultimately issued for each award will be based on our financial performance as compared to peer group companies over the performance period and can range from zero to 200%. As of September 30, 2012, estimated share payouts for outstanding non-vested performance share unit awards ranged from 107% to 175%.

For the performance share units subject to market performance criteria, performance is calculated as the total shareholder return achieved by HollyFrontier stockholders compared with the average shareholder return achieved by an equally-weighted peer group of independent refining companies over a three-year period. These share unit awards are valued using a Monte Carlo valuation model, which simulates future stock price movements using key inputs including grant date stock prices, expected stock price performance, expected rate of return and volatility. These units are payable in stock based on share price performance relative to the defined peer group and can range from zero to 200% of the initial target award.

A summary of performance share unit activity and changes during the nine months ended September 30, 2012 is presented below:

Performance Share Units	Grants
Outstanding at January 1, 2012 (non-vested)	774,788
Granted	298,559
Vesting and transfer of ownership to recipients	(240,019	)
Forfeited	(5,057	)
Outstanding at September 30, 2012 (non-vested)	828,271

For the nine months ended September 30, 2012, we issued 459,426 shares of our common stock, representing a 191% payout on vested performance share units having a grant date fair value of $2.8 million. Based on the weighted-average grant date fair value of $28.20 per share, there was $15.1 million of total unrecognized compensation cost related to non-vested performance share units. That cost is expected to be recognized over a weighted-average period of 1.4 years.

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Cash and Cash Equivalents and Investments in Marketable Securities

9 Months Ended

Sep. 30, 2012

Cash And Cash Equivalents And Investments In Marketable Securities [Abstract]

Cash And Cash Equivalents And Investments In Marketable Securities

Cash and Cash Equivalents and Investments in Marketable Securities

Our investment portfolio at September 30, 2012 consisted of cash, cash equivalents and investments in debt securities primarily issued by government and municipal entities.

We invest in highly-rated marketable debt securities, primarily issued by government and municipal entities that have maturities at the date of purchase of greater than three months. We also invest in other marketable debt securities with the maximum maturity or put date of any individual issue generally not greater than two years from the date of purchase, which are usually held until maturity. All of these instruments are classified as available-for-sale. As a result, they are reported at fair value using quoted market prices. Interest income is recorded as earned. Unrealized gains and losses, net of related income taxes, are reported as a component of accumulated other comprehensive income. Upon sale, realized gains and losses on the sale of marketable securities are computed based on the specific identification of the underlying cost of the securities sold and the unrealized gains and losses previously reported in other comprehensive income are reclassified to current earnings.

The following is a summary of our available-for-sale securities:

	Amortized Cost		Gross Unrealized Gain		Gross Unrealized Loss			Fair Value (Net Carrying Amount)
	(In thousands)
September 30, 2012
Marketable debt securities (state and political subdivisions)	$	285,915	$	26	$	(13	)	$	285,928
December 31, 2011
Marketable debt securities (state and political subdivisions)	$	260,879	$	74	$	—		$	260,953
Equity securities	610		143		—			753
Total marketable securities	$	261,489	$	217	$	—		$	261,706

For the nine months ended September 30, 2012, we invested $236.3 million in marketable debt securities and received a total of $212.2 million from sales and maturities of equity and marketable debt securities.

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Goodwill

9 Months Ended

Sep. 30, 2012

Goodwill [Abstract]

Goodwill

Goodwill

The following table provides a summary of changes to our goodwill balance by segment for the nine months ended September 30, 2012.

	Refining Segment		HEP		Total
	(In thousands)
Balance at January 1, 2012	$	2,047,519	$	288,991	$	2,336,510
Adjustment to goodwill related to Frontier merger	1,792		—		1,792
Balance at September 30, 2012	$	2,049,311	$	288,991	$	2,338,302

During the first quarter of 2012, we adjusted goodwill upon finalizing certain fair value estimates that primarily relate to income tax receivables, properties, plants and equipment and environmental liabilities that were recognized upon our July 1, 2011 merger with Frontier.

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Derivative Instruments And Hedging Activities Location of Gain Loss in Incoem Statement (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	$ 20,986		$ 20,986		$ 1,870
Gain (Loss) on Price Risk Derivatives, Net	20,473	10,034	56,184	9,382
Cost of Sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) on Price Risk Derivatives, Net	19,869	10,034	55,738	9,382
Operating Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) on Price Risk Derivatives, Net	$ 604	$ 0	$ 446	$ 0

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Equity (Narrative) (Details) (USD $)	1 Months Ended	6 Months Ended	9 Months Ended		3 Months Ended	6 Months Ended	9 Months Ended
	Jan. 31, 2012	Jun. 30, 2012	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 Parent [Member]	Jun. 30, 2012 Parent [Member]	Sep. 30, 2012 Parent [Member]
Class of Stock [Line Items]
Shares withheld for the payment of taxes			329,631
Stock repurchase authorization	$ 350,000,000	$ 350,000,000
Stock repurchase program, share			6,351,498
Stock repurchase program, value			189,800,000
Structured stock repurchase arrangement			$ 8,620,000	$ 0	$ 8,600,000	$ 100,000,000	$ 8,620,000

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Derivative Instruments And Hedging Activities Interest Rate Swaps (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 HEP [Member]	Jun. 30, 2012 HEP [Member]	Sep. 30, 2012 Interest Rate Contract [Member] HEP [Member]	Sep. 30, 2012 Current Interest Rate Swap [Member] HEP [Member]
Derivative [Line Items]
Credit agreement advance							$ 155,000,000
Derivative, Fixed Interest Rate							0.74%	0.99%
Debt Instrument, Basis Spread on Variable Rate							2.00%
Debt Instrument, Interest Rate, Effective Percentage							2.74%	2.99%
Credit Agreement Advances Created in 2012							150,000,000
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax						5,900,000
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months					2,100,000
Other Comprehensive Income (Loss), Change in Fair Value of Cash Flow Hedge	(1,802,000)	(310,000)	(4,240,000)	(1,485,000)
Unrealized Gain (Loss) on Cash Flow Hedging Instruments	(107,000)	1,093,000	578,000	2,647,000
Cash Flow Hedge Loss Reclassified to Interest Expense	1,695,000	1,403,000	4,818,000	4,132,000
Cash Flow Hedge Gain (Loss) Reclassified to Interest Expense, Net	$ (1,695,000)	$ (1,403,000)	$ (4,818,000)	$ (4,132,000)

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Goodwill (Tables)

9 Months Ended

Sep. 30, 2012

Goodwill [Abstract]

Schedule Of Changes By Segment To The Carrying Amount Of Goodwill

The following table provides a summary of changes to our goodwill balance by segment for the nine months ended September 30, 2012.

	Refining Segment		HEP		Total
	(In thousands)
Balance at January 1, 2012	$	2,047,519	$	288,991	$	2,336,510
Adjustment to goodwill related to Frontier merger	1,792		—		1,792
Balance at September 30, 2012	$	2,049,311	$	288,991	$	2,338,302

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Stock-Based Compensation (Summary Of Restricted Stock Activity) (Details) (Restricted Stock [Member], USD $) In Thousands, except Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2012
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding at January 1, 2012 (non-vested), Grants	1,122,350
Granted, Grants	420,922
Vesting and transfer of ownership to recipients, Grants	(574,408)
Forfeited in Period	(3,975)
Outstanding at September 30, 2012 (non-vested), Grants	964,889
Outstanding at January 1, 2012 (non-vested), Weighted Average Grant Date Fair Value	$ 25.48
Granted, Weighted Average Grant Date Fair Value	$ 33.97
Vesting and transfer of ownership to recipients, Weighted Average Grant Date Fair Value	$ 23.48
Outstanding at September 30, 2012 (non-vested), Weighted Average Grant Date Fair Value	$ 30.35
Outstanding at Septembert 30, 2012 (non-vested), Aggregate Intrinsic Value	$ 39,821
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value, per share	$ 33.06

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Other Comprehensive Income (Loss)

9 Months Ended

Sep. 30, 2012

Other Comprehensive Income (Loss) [Abstract]

Other Comprehensive Income (Loss)

Other Comprehensive Income (Loss)

The components and allocated tax effects of other comprehensive income (loss) are as follows:

	Before-Tax			Tax Expense (Benefit)			After-Tax
	(In thousands)
Three Months Ended September 30, 2012
Unrealized gain, net of reclassifications from sale or maturity, on available-for-sale securities	$	13		$	6		$	7
Unrealized loss on hedging activities	(111,333		)	(43,359		)	(67,974		)
Other comprehensive loss	(111,320		)	(43,353		)	(67,967		)
Less other comprehensive income attributable to noncontrolling interest	129			—			129
Other comprehensive loss attributable to HollyFrontier stockholders	$	(111,449	)	$	(43,353	)	$	(68,096	)
Three Months Ended September 30, 2011
Unrealized loss on available-for-sale securities	$	(655	)	$	(252	)	$	(403	)
Unrealized gain on hedging activities	23,272			8,772			14,500
Retirement medical obligation adjustment	9			—			9
Other comprehensive income	22,626			8,520			14,106
Less other comprehensive income attributable to noncontrolling interest	717			—			717
Other comprehensive income attributable to HollyFrontier stockholders	$	21,909		$	8,520		$	13,389
Nine Months Ended September 30, 2012
Unrealized loss, net of reclassifications from sale or maturity, on available-for-sale securities	$	(203	)	$	(78	)	$	(125	)
Unrealized loss on hedging activities	(236,147		)	(92,068		)	(144,079		)
Pension plan curtailment	7,102			2,763			4,339
Other comprehensive loss	(229,248		)	(89,383		)	(139,865		)
Less other comprehensive income attributable to noncontrolling interest	529			—			529
Other comprehensive loss attributable to HollyFrontier stockholders	$	(229,777	)	$	(89,383	)	$	(140,394	)
Nine Months Ended September 30, 2011
Unrealized loss on available-for-sale securities	$	(972	)	$	(376	)	$	(596	)
Unrealized gain on hedging activities	24,864			8,994			15,870
Retirement medical obligation adjustment	9			—			9
Other comprehensive income	23,901			8,618			15,283
Less other comprehensive income attributable to noncontrolling interest	1,737			—			1,737
Other comprehensive income attributable to HollyFrontier stockholders	$	22,164		$	8,618		$	13,546

The temporary unrealized gain (loss) on available-for-sale securities is due to changes in market prices of securities.

Accumulated other comprehensive income (loss) in the equity section of our consolidated balance sheets includes:

	September 30, 2012			December 31, 2011
	(In thousands)
Pension obligation adjustment	$	(18,376	)	$	(22,715	)
Retiree medical obligation adjustment	(4,042		)	(4,042		)
Unrealized gain on available-for-sale securities	9			134
Unrealized gain (loss) on hedging activities, net of noncontrolling interest	(40,112		)	104,496
Accumulated other comprehensive income (loss)	$	(62,521	)	$	77,873

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Description of Business and Presentation of Financial Statements (Policy)

9 Months Ended

Sep. 30, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Accounts Receivable

Accounts Receivable: Our accounts receivable consist of amounts due from customers that are primarily companies in the petroleum industry. Credit is extended based on our evaluation of the customer’s financial condition, and in certain circumstances collateral, such as letters of credit or guarantees, is required. We reserve for doubtful accounts based on our historical loss experience as well as specific accounts identified as high risk, which historically have been minimal. Credit losses are charged to the allowance for doubtful accounts when an account is deemed uncollectible. Our allowance for doubtful accounts was $2.5 million and $3.5 million at September 30, 2012 and December 31, 2011, respectively.

Inventories

Inventories: We use the last-in, first-out (“LIFO”) method of valuing inventory. Under the LIFO method, an actual valuation of inventory can only be made at the end of each year based on the inventory levels at that time. Accordingly, interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and are subject to the final year-end LIFO inventory valuation.

Goodwill

Goodwill: Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired and liabilities assumed. Goodwill is not subject to amortization and is tested annually, or more frequently if events or circumstances indicate the possibility of impairment. As of September 30, 2012, there have been no impairments to goodwill.

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Earnings Per Share (Schedule Of Earnings Per Share) (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Earnings Per Share [Abstract]
Earnings attributable to HollyFrontier stockholders	$ 600,373	$ 523,088	$ 1,335,568	$ 800,017
Average number of shares of common stock outstanding	203,557,000	209,583,000	206,657,000	141,353,000
Effect of dilutive stock options, variable restricted shares and performance share units	877,000	996,000	889,000	739,000
Average number of shares of common stock outstanding assuming dilution	204,434,000	210,579,000	207,546,000	142,092,000
Basic earnings per share	$ 2.95	$ 2.50	$ 6.46	$ 5.66
Diluted earnings per share	$ 2.94	$ 2.48	$ 6.44	$ 5.63
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	0	39	3	179

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Supplemental Guarantor/Non-Guarantor Financial Information (Tables)

9 Months Ended

Sep. 30, 2012

Supplemental Guarantor / Non-Guarantor Financial Information [Abstract]

Condensed Consolidating Balance Sheet

Condensed Consolidating Balance Sheet
September 30, 2012	Parent		Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP		Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	2,053,324	$	2,089		$	2		$	—		$	2,055,415	$	1,993	$	—		$	2,057,408
Marketable securities	280,401		8			—			—			280,409		—		—			280,409
Accounts receivable, net	2,265		732,777			—			—			735,042		42,832		(41,000		)	736,874
Intercompany accounts receivable (payable)	1,175,041		(1,431,906		)	256,865			—			—		—		—			—
Inventories	—		1,484,217			—			—			1,484,217		1,233		—			1,485,450
Income taxes receivable	40,544		—			4			—			40,548		—		—			40,548
Prepayments and other	6,557		29,973			—			—			36,530		3,080		(8,378		)	31,232
Total current assets	3,558,132		817,158			256,871			—			4,632,161		49,138		(49,378		)	4,631,921
Properties, plants and equip, net	22,483		2,108,183			—			—			2,130,666		994,926		(5,660		)	3,119,932
Marketable securities (long-term)	5,519		—			—			—			5,519		—		—			5,519
Investment in subsidiaries	3,251,918		280,048			(181,421		)	(3,350,545		)	—		—		—			—
Intangibles and other assets	9,608		2,215,337			25,000			(25,000		)	2,224,945		365,087		(1,468		)	2,588,564
Total assets	$	6,847,660	$	5,420,726		$	100,450		$	(3,375,545	)	$	8,993,291	$	1,409,151	$	(56,506	)	$	10,345,936
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	135,714	$	1,424,692		$	4		$	—		$	1,560,410	$	11,303	$	(40,999	)	$	1,530,714
Income taxes payable	2,319		148,580			—			—			150,899		—		—			150,899
Accrued liabilities	87,232		120,858			954			—			209,044		19,315		(8,379		)	219,980
Deferred income tax liabilities	191,958		(16,381		)	(10		)	—			175,567		—		—			175,567
Total current liabilities	417,223		1,677,749			948			—			2,095,920		30,618		(49,378		)	2,077,160
Long-term debt	460,139		27,704			—			—			487,843		874,434		(16,050		)	1,346,227
Deferred income tax liabilities	189,613		203,766			875			—			394,254		—		4,951			399,205
Other long-term liabilities	91,153		92,733			—			(25,000		)	158,886		7,574		(2,612		)	163,848
Investment in HEP	—		166,856			—			—			166,856		—		(166,856		)	—
Equity – HollyFrontier	5,689,532		3,251,918			98,627			(3,350,545		)	5,689,532		396,644		(321,900		)	5,764,276
Equity – noncontrolling interest	—		—			—			—			—		99,881		495,339			595,220
Total liabilities and equity	$	6,847,660	$	5,420,726		$	100,450		$	(3,375,545	)	$	8,993,291	$	1,409,151	$	(56,506	)	$	10,345,936

Condensed Consolidating Balance Sheet
December 31, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP		Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)		Eliminations			Consolidated
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	1,575,891		$	(3,358	)	$	2		$	—		$	1,572,535	$	6,369	$	—		$	1,578,904
Marketable securities	210,886			753			—			—			211,639		—		—			211,639
Accounts receivable, net	8,317			698,911			—			—			707,228		37,290		(35,661		)	708,857
Intercompany accounts receivable (payable)	3,075,563			(3,373,844		)	298,281			—			—		—		—			—
Inventories	—			1,113,136			—			—			1,113,136		1,483		—			1,114,619
Income taxes receivable	87,273			4			—			—			87,277		—		—			87,277
Prepayments and other	19,379			202,428			4			—			221,811		2,246		(4,607		)	219,450
Total current assets	4,977,309			(1,361,970		)	298,287			—			3,913,626		47,388		(40,268		)	3,920,746
Properties, plants and equip, net	26,702			2,026,105			—			—			2,052,807		1,006,379		(6,281		)	3,052,905
Marketable securities (long-term)	50,067			—			—			—			50,067		—		—			50,067
Investment in subsidiaries	846,359			295,902			(240,060		)	(902,201		)	—		—		—			—
Intangibles and other assets	19,329			2,242,197			—			—			2,261,526		364,893		(73,894		)	2,552,525
Total assets	$	5,919,766		$	3,202,234		$	58,227		$	(902,201	)	$	8,278,026	$	1,418,660	$	(120,443	)	$	9,576,243
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	23,497		$	1,494,790		$	359		$	—		$	1,518,646	$	21,709	$	(35,661	)	$	1,504,694
Income taxes payable	(109,320		)	149,686			—			—			40,366		—		—			40,366
Accrued liabilities	53,390			103,981			1,170			—			158,541		16,006		(4,607		)	169,940
Deferred income tax liabilities	192,073			(16,390		)	—			—			175,683		—		—			175,683
Total current liabilities	159,640			1,732,067			1,529			—			1,893,236		37,715		(40,268		)	1,890,683
Long-term debt	651,261			54,070			—			—			705,331		598,761		(89,350		)	1,214,742
Deferred income tax liabilities	162,021			295,893			856			—			458,770		—		4,951			463,721
Other long-term liabilities	116,443			52,892			—			—			169,335		4,000		(2,138		)	171,197
Investment in HEP	—			220,953			—			—			220,953		—		(220,953		)	—
Equity – HollyFrontier	4,830,401			846,359			55,842			(902,201		)	4,830,401		679,182		(305,573		)	5,204,010
Equity – noncontrolling interest	—			—			—			—			—		99,002		532,888			631,890
Total liabilities and equity	$	5,919,766		$	3,202,234		$	58,227		$	(902,201	)	$	8,278,026	$	1,418,660	$	(120,443	)	$	9,576,243

Condensed Consolidating Statement of Comprehensive Income

Condensed Consolidating Statement of Income and Comprehensive Income
Three Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	195		$	5,192,846		$	35		$	—		$	5,193,076		$	72,496		$	(60,774	)	$	5,204,798
Operating costs and expenses:
Cost of products sold	—			3,958,261			—			—			3,958,261			—			(59,525		)	3,898,736
Operating expenses	—			213,021			9			—			213,030			21,324			(495		)	233,859
General and administrative	26,723			637			28			—			27,388			1,399			—			28,787
Depreciation and amortization	4,665			48,018			—			—			52,683			12,636			(207		)	65,112
Total operating costs and expenses	31,388			4,219,937			37			—			4,251,362			35,359			(60,227		)	4,226,494
Income (loss) from operations	(31,193		)	972,909			(2		)	—			941,714			37,137			(547		)	978,304
Other income (expense):
Earnings of equity method investments	988,255			15,720			15,586			(1,004,000		)	15,561			877			(15,586		)	852
Interest income (expense)	(6,747		)	(374		)	161			—			(6,960		)	(12,432		)	508			(18,884		)
	981,508			15,346			15,747			(1,004,000		)	8,601			(11,555		)	(15,078		)	(18,032		)
Income before income taxes	950,315			988,255			15,745			(1,004,000		)	950,315			25,582			(15,625		)	960,272
Income tax provision	349,485			—			—			—			349,485			137			—			349,622
Net income	600,830			988,255			15,745			(1,004,000		)	600,830			25,445			(15,625		)	610,650
Less net income attributable to noncontrolling interest	—			—			—			—			—			10,277			—			10,277
Net income attributable to HollyFrontier stockholders	$	600,830		$	988,255		$	15,745		$	(1,004,000	)	$	600,830		$	15,168		$	(15,625	)	$	600,373
Comprehensive income attributable to HollyFrontier stockholders	$	502,238		$	1,018,987		$	15,745		$	(1,004,000	)	$	532,970		$	14,932		$	(15,625	)	$	532,277

Condensed Consolidating Statement of Income and Comprehensive Income
Three Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	266		$	5,164,628		$	33	$	—		$	5,164,927		$	49,131		$	(40,660	)	$	5,173,398
Operating costs and expenses:
Cost of products sold	—			4,029,997			—		—			4,029,997			—			(40,070		)	3,989,927
Operating expenses	—			213,002			7		—			213,009			15,015			(141		)	227,883
General and administrative	39,555			1,562			—		—			41,117			2,024			—			43,141
Depreciation and amortization	872			35,070			—		—			35,942			7,505			(207		)	43,240
Total operating costs and expenses	40,427			4,279,631			7		—			4,320,065			24,544			(40,418		)	4,304,191
Income (loss) from operations	(40,161		)	884,997			26		—			844,862			24,587			(242		)	869,207
Other income (expense):
Earnings of equity method investments	892,420			8,400			8,469		(900,929		)	8,360			641			(8,469		)	532
Interest income (expense)	(15,162		)	(977		)	14		—			(16,125		)	(9,391		)	646			(24,870		)
Merger transaction costs	(9,100		)	—			—		—			(9,100		)	—			—			(9,100		)
	868,158			7,423			8,483		(900,929		)	(16,865		)	(8,750		)	(7,823		)	(33,438		)
Income before income taxes	827,997			892,420			8,509		(900,929		)	827,997			15,837			(8,065		)	835,769
Income tax provision	304,835			—			—		—			304,835			(77		)	—			304,758
Net income	523,162			892,420			8,509		(900,929		)	523,162			15,914			(8,065		)	531,011
Less net income attributable to noncontrolling interest	—			—			—		—			—			7,923			—			7,923
Net income attributable to HollyFrontier stockholders	$	523,162		$	892,420		$	8,509	$	(900,929	)	$	523,162		$	7,991		$	(8,065	)	$	523,088
Comprehensive income attributable to HollyFrontier stockholders	$	514,759		$	913,835		$	8,509	$	(900,929	)	$	536,174		$	8,368		$	(8,065	)	$	536,477

Condensed Consolidating Statement of Income and Comprehensive Income
Nine Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	394		$	14,908,154		$	138	$	—		$	14,908,686		$	207,250		$	(172,719	)	$	14,943,217
Operating costs and expenses:
Cost of products sold	—			11,932,230			—		—			11,932,230			—			(164,813		)	11,767,417
Operating expenses	—			642,153			33		—			642,186			61,724			(5,698		)	698,212
General and administrative	81,147			1,299			50		—			82,496			5,925			—			88,421
Depreciation and amortization	6,644			133,456			—		—			140,100			38,683			(621		)	178,162
Total operating costs and expenses	87,791			12,709,138			83		—			12,797,012			106,332			(171,132		)	12,732,212
Income (loss) from operations	(87,397		)	2,199,016			55		—			2,111,674			100,918			(1,587		)	2,211,005
Other income (expense):
Earnings of equity method investments	2,240,275			42,707			42,163		(2,283,029		)	42,116			2,502			(42,163		)	2,455
Interest income (expense)	(34,194		)	(1,774		)	536		—			(35,432		)	(44,306		)	1,738			(78,000		)
Gain on sale of marketable securities	—			326			—		—			326			—			—			326
	2,206,081			41,259			42,699		(2,283,029		)	7,010			(41,804		)	(40,425		)	(75,219		)
Income before income taxes	2,118,684			2,240,275			42,754		(2,283,029		)	2,118,684			59,114			(42,012		)	2,135,786
Income tax provision	775,459			—			—		—			775,459			287			—			775,746
Net income	1,343,225			2,240,275			42,754		(2,283,029		)	1,343,225			58,827			(42,012		)	1,360,040
Less net income attributable to noncontrolling interest	—			—			—		—			—			24,472			—			24,472
Net income attributable to HollyFrontier stockholders	$	1,343,225		$	2,240,275		$	42,754	$	(2,283,029	)	$	1,343,225		$	34,355		$	(42,012	)	$	1,335,568
Comprehensive income attributable to HollyFrontier stockholders	$	1,179,627		$	2,263,429		$	42,754	$	(2,283,029	)	$	1,202,781		$	34,405		$	(42,012	)	$	1,195,174

Condensed Consolidating Statement of Income and Comprehensive Income
Nine Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries			Eliminations			HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Sales and other revenues	$	1,067		$	10,432,420		$	33		$	—		$	10,433,520		$	144,916		$	(111,320	)	$	10,467,116
Operating costs and expenses:
Cost of products sold	—			8,531,358			—			—			8,531,358			—			(109,719		)	8,421,639
Operating expenses	—			459,679			186			—			459,865			41,821			285			501,971
General and administrative	71,884			1,769			—			—			73,653			4,988			—			78,641
Depreciation and amortization	2,719			81,875			—			—			84,594			22,407			(621		)	106,380
Total operating costs and expenses	74,603			9,074,681			186			—			9,149,470			69,216			(110,055		)	9,108,631
Income (loss) from operations	(73,536		)	1,357,739			(153		)	—			1,284,050			75,700			(1,265		)	1,358,485
Other income (expense):
Earnings of equity method investments	1,380,375			25,231			25,454			(1,405,715		)	25,345			1,848			(25,454		)	1,739
Interest income (expense)	(27,033		)	(2,595		)	39			—			(29,589		)	(27,789		)	1,853			(55,525		)
Merger transaction costs	(15,114		)	—			—			—			(15,114		)	—			—			(15,114		)
	1,338,228			22,636			25,493			(1,405,715		)	(19,358		)	(25,941		)	(23,601		)	(68,900		)
Income before income taxes	1,264,692			1,380,375			25,340			(1,405,715		)	1,264,692			49,759			(24,866		)	1,289,585
Income tax provision	465,561			—			—			—			465,561			169			—			465,730
Net income	799,131			1,380,375			25,340			(1,405,715		)	799,131			49,590			(24,866		)	823,855
Less net income attributable to noncontrolling interest	—			—			—			—			—			23,838			—			23,838
Net income attributable to HollyFrontier stockholders	$	799,131		$	1,380,375		$	25,340		$	(1,405,715	)	$	799,131		$	25,752		$	(24,866	)	$	800,017
Comprehensive income attributable to HollyFrontier stockholders	$	790,561		$	1,401,542		$	25,340		$	(1,405,715	)	$	811,728		$	26,701		$	(24,866	)	$	813,563

Condensed Consolidating Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2012	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Cash flows from operating activities	$	1,260,731		$	(142,743	)	$	—	$	1,117,988		$	100,652		$	(46,852	)	$	1,171,788
Cash flows from investing activities
Additions to properties, plants and equip	(4,993		)	(173,242		)	—		(178,235		)	—			—			(178,235		)
Additions to properties, plants and equip – HEP	—			—			—		—			(29,302		)	—			(29,302		)
Investment in Sabine Biofuels	—			(2,000		)	—		(2,000		)	—			—			(2,000		)
Purchases of marketable securities	(236,315		)	—			—		(236,315		)	—			—			(236,315		)
Sales and maturities of marketable securities	211,286			930			—		212,216			—			—			212,216
	(30,022		)	(174,312		)	—		(204,334		)	(29,302		)	—			(233,636		)
Cash flows from financing activities
Net borrowings under credit agreement – HEP	—			—			—		—			231,000			—			231,000
Repayment of promissory notes	—			72,900			—		72,900			(72,900		)	—			—
Net proceeds from issuance of senior notes - HEP	—			—			—		—			294,750			—			294,750
Principal tender on senior notes - HFC	(205,000		)	—			—		(205,000		)	—			—			(205,000		)
Principal tender on senior notes - HEP	—			—			—		—			(185,000		)	—			(185,000		)
Purchase of treasury stock	(190,307		)	—			—		(190,307		)	—			—			(190,307		)
Structured stock repurchase agreement	8,620			—			—		8,620			—			—			8,620
Contribution from joint venture partner	—			—			—		—			6,000			—			6,000
Contribution from general partner	—			(10,286		)	—		(10,286		)	10,286			—			—
Distribution from HEP upon UNEV transfer	—			260,922			—		260,922			(260,922		)	—			—
Dividends	(382,610		)	—			—		(382,610		)	—			—			(382,610		)
Distributions to noncontrolling interest	—			—			—		—			(91,063		)	47,314			(43,749		)
Excess tax benefit from equity-based compensation	16,021			—			—		16,021			—			—			16,021
Purchase of units for incentive grants - HEP	—			—			—		—			(4,919		)	—			(4,919		)
Deferred financing costs	—			(67		)	—		(67		)	(3,222		)	—			(3,289		)
Other	—			(967		)	—		(967		)	264			(462		)	(1,165		)
	(753,276		)	322,502			—		(430,774		)	(75,726		)	46,852			(459,648		)
Cash and cash equivalents
Increase (decrease) for the period	477,433			5,447			—		482,880			(4,376		)	—			478,504
Beginning of period	1,575,891			(3,358		)	2		1,572,535			6,369			—			1,578,904
End of period	$	2,053,324		$	2,089		$	2	$	2,055,415		$	1,993		$	—		$	2,057,408

Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2011	Parent			Guarantor Restricted Subsidiaries			Non- Guarantor Restricted Subsidiaries		HollyFrontier Corp. Before Consolidation of HEP			Non-Guarantor Non-Restricted Subsidiaries (HEP Segment)			Eliminations			Consolidated
	(In thousands)
Cash flows from operating activities	$	1,690,926		$	(664,988	)	$	—	$	1,025,938		$	93,299		$	(30,034	)	$	1,089,203
Cash flows from investing activities:
Additions to properties, plants and equip	(6,056		)	(92,372		)	—		(98,428		)	—			—			(98,428		)
Additions to properties, plants and equip – HEP	—			—			—		—			(175,795		)	—			(175,795		)
Investment in Sabine Biofuels	(9,125		)	—			—		(9,125		)	—			—			(9,125		)
Cash received in merger with Frontier	182			871,976			—		872,158			—			—			872,158
Purchases of marketable securities	(370,042		)	—			—		(370,042		)	—			—			(370,042		)
Sales and maturities of marketable securities	194,386			—			—		194,386			—			—			194,386
	(190,655		)	779,604			—		588,949			(175,795		)	—			413,154
Cash flows from financing activities:
Net borrowings under credit agreement – HEP	—			—			—		—			43,000			—			43,000
Purchase of treasury stock	(38,955		)	—			—		(38,955		)	—			—			(38,955		)
Principal tender on senior notes – HFC	(15		)	—			—		(15		)	—			—			(15		)
Contribution to HEP	—			(96,000		)	—		(96,000		)	96,000			—			—
Contribution from UNEV joint venture partner	—			—			—		—			27,500			—			27,500
Dividends	(129,377		)	—			—		(129,377		)	—			—			(129,377		)
Distributions to noncontrolling interest	—			—			—		—			(67,963		)	30,034			(37,929		)
Excess tax benefit from equity-based compensation	1,399			—			—		1,399			—			—			1,399
Purchase of units for restricted grants - HEP	—			—			—		—			(1,641		)	—			(1,641		)
Deferred financing costs	(8,574		)	—			—		(8,574		)	(3,150		)	—			(11,724		)
Other	—			(857		)	—		(857		)	—			—			(857		)
	(175,522		)	(96,857		)	—		(272,379		)	93,746			30,034			(148,599		)
Cash and cash equivalents
Increase (decrease) for the period:	1,324,749			17,759			—		1,342,508			11,250			—			1,353,758
Beginning of period	230,082			(9,035		)	2		221,049			8,052			—			229,101
End of period	$	1,554,831		$	8,724		$	2	$	1,563,557		$	19,302		$	—		$	1,582,859

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Consolidated Statements Of Comprehensive Income (Unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Statement of Income and Comprehensive Income [Abstract]
Net income	$ 610,650	$ 531,011	$ 1,360,040	$ 823,855
Other comprehensive income (loss):
Net unrealized loss on available-for-sale securities	13	(655)	(203)	(972)
Unrealized gain (loss), net of reclassifications from contract settlements on hedging instruments	(111,333)	23,272	(236,147)	24,864
Pension Curtailment Adjustment	0	0	7,102	0
Retirement medical obligation adjustment	0	9	0	9
Other comprehensive income (loss) before income taxes	(111,320)	22,626	(229,248)	23,901
Income tax expense (benefit)	(43,353)	8,520	(89,383)	8,618
Other comprehensive income (loss)	(67,967)	14,106	(139,865)	15,283
Total comprehensive income	542,683	545,117	1,220,175	839,138
Less noncontrolling interest in comprehensive income	10,406	8,640	25,001	25,575
Comprehensive income attributable to HollyFrontier stockholders	$ 532,277	$ 536,477	$ 1,195,174	$ 813,563

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Holly Energy Partners

9 Months Ended

Sep. 30, 2012

Holly Energy Partners [Abstract]

Holly Energy Partners

Holly Energy Partners

HEP, a consolidated VIE, is a publicly held master limited partnership that was formed to acquire, own and operate the petroleum product and crude oil pipeline and terminal, tankage and loading rack facilities that support our refining and marketing operations in the Mid-Continent, Southwest and Rocky Mountain regions of the United States. HEP also owns and operates refined product pipelines and terminals, located primarily in Texas, that serve Alon's refinery in Big Spring, Texas.

As of September 30, 2012, we owned a 44% interest in HEP, including the 2% general partner interest. We are the primary beneficiary of HEP's earnings and cash flows and therefore we consolidate HEP. See Note 19 for supplemental guarantor/non-guarantor financial information, including HEP balances included in these consolidated financial statements. All intercompany transactions with HEP are eliminated in our consolidated financial statements.

HEP has two primary customers (including us) and generates revenues by charging tariffs for transporting petroleum products and crude oil though its pipelines, by charging fees for terminalling refined products and other hydrocarbons, and storing and providing other services at its storage tanks and terminals. Under our long-term transportation agreements with HEP (discussed further below), we accounted for 83% of HEP’s total revenues for the nine months ended September 30, 2012. We do not provide financial or equity support through any liquidity arrangements and /or debt guarantees to HEP.

HEP has outstanding debt under a senior secured revolving credit agreement and its senior notes. With the exception of the assets of HEP Logistics Holdings, L.P., one of our wholly-owned subsidiaries and HEP’s general partner, HEP’s creditors have no recourse to our assets. Any recourse to HEP’s general partner would be limited to the extent of HEP Logistics Holdings, L.P.’s assets, which other than its investment in HEP, are not significant. Furthermore, our creditors have no recourse to the assets of HEP and its consolidated subsidiaries. See Note 12 for a description of HEP’s debt obligations.

At September 30, 2012, we have an agreement to pledge up to 6,000,000 of our HEP common units to collateralize certain crude oil purchases. These units represent a 21% ownership interest in HEP.

HEP has risk associated with its operations. If a major customer of HEP were to terminate its contracts or fail to meet desired shipping or throughput levels for an extended period of time, revenue would be reduced and HEP could suffer substantial losses to the extent that a new customer is not found. In the event that HEP incurs a loss, our operating results will reflect HEP’s loss, net of intercompany eliminations, to the extent of our ownership interest in HEP at that point in time.

UNEV Interest Transaction

On July 12, 2012, we sold our 75% interest in UNEV to HEP. We received consideration totaling approximately $315.0 million, which consisted of approximately $260.0 million in cash and 1 million HEP common units. As a result of this transaction, our ownership interest in HEP increased to 44%, which includes the 2% general partner interest. We have a 10-year transportation agreement with the UNEV Pipeline expiring in 2022 that results in minimum annualized payments to UNEV of $16.9 million.

We accounted for this transaction as a business transfer between entities under common control, whereby we have retrospectively adjusted HEP financial information for all prior periods presented as if UNEV was a consolidated subsidiary of HEP since inception. This had no impact on our consolidated balances and amounts; however, it did affect certain amounts presented under the HEP segment in Note 18, “Segment Information” and Note 19, “Supplemental Guarantor/Non-Guarantor Financial Information.”

Transportation Agreements

HEP serves our refineries under long-term pipeline and terminal, tankage and throughput agreements expiring from 2019 through 2026. Under these agreements, we pay HEP fees to transport, store and throughput volumes of refined product and crude oil on HEP's pipeline and terminal, tankage and loading rack facilities that result in minimum annual payments to HEP. Under these agreements, the agreed upon tariff rates are subject to annual tariff rate adjustments on July 1 at a rate based upon the percentage change in Producer Price Index (“PPI”) or Federal Energy Regulatory Commission (“FERC”) index. As of July 1, 2012, these agreements result in minimum annualized payments to HEP of $200.3 million.

Since HEP is a consolidated VIE, our transactions with HEP including the UNEV transaction and fees paid under our transportation agreements with HEP and UNEV, a consolidated subsidiary of HEP, are eliminated and have no impact on our consolidated financial statements.

HEP Common Unit Issuances

As a result of the common units received in connection with HEP's acquisition of our 75% interest in UNEV, we adjusted additional capital and equity attributable to HEP's noncontrolling interest holders to effectively reallocate a portion of HEP's equity among its unitholders.

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Debt (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended						3 Months Ended			1 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 9.875% Senior Notes Due 2017 [Member]	Dec. 31, 2011 9.875% Senior Notes Due 2017 [Member]	Sep. 30, 2012 6.875% Senior Notes Due 2018 [Member]	Dec. 31, 2011 6.875% Senior Notes Due 2018 [Member]	Sep. 30, 2012 8.5% Senior Notes Due 2016 [Member]	Dec. 31, 2011 8.5% Senior Notes Due 2016 [Member]	Sep. 30, 2012 Holly Frontier Credit Agreement [Member]	Nov. 30, 2009 Plains [Member] Lease [Member] Y	Mar. 31, 2012 HEP [Member]	Sep. 30, 2012 HEP [Member]	Sep. 30, 2011 HEP [Member]	Sep. 30, 2012 HEP [Member] 6.25% Senior Notes Due 2015 [Member]	Mar. 31, 2012 HEP [Member] 6.25% Senior Notes Due 2015 [Member]	Dec. 31, 2011 HEP [Member] 6.25% Senior Notes Due 2015 [Member]	Sep. 30, 2012 HEP [Member] 8.25% Senior Notes Due 2018 [Member]	Dec. 31, 2011 HEP [Member] 8.25% Senior Notes Due 2018 [Member]	Sep. 30, 2012 HEP [Member] 6.5% Senior Notes Due 2020 [Member]	Dec. 31, 2011 HEP [Member] 6.5% Senior Notes Due 2020 [Member]	Sep. 30, 2012 HEP [Member] Holly Credit Agreement [Member]	Dec. 31, 2011 HEP [Member] Holly Credit Agreement [Member]	Sep. 30, 2012 HEP [Member] Letter of Credit [Member]	Sep. 30, 2012 HEP [Member] Distributions To Unit Holder [Member]	Sep. 30, 2012 HEP [Member] HEP Credit Agreement [Member]	Sep. 30, 2012 HEP [Member] HEP Previous Credit Agreement [Member]	Jun. 30, 2012 Repayment of Debt [Member] HEP [Member] 6.25% Senior Notes Due 2015 [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity under revolving credit agreement											$ 1,000,000,000														$ 50,000,000	$ 60,000,000	$ 550,000,000	$ 375,000,000
Borrowings outstanding under revolving credit agreement											29,200,000												431,000,000	200,000,000			431,000,000
Stated interest rate, senior notes					9.875%		6.875%		8.50%							6.25%	6.25%		8.25%		6.50%
Senior notes, called for redemption																													27,300,000
Repayments of promissory notes			0										72,900,000
Net proceeds from issuance of senior notes - HEP													294,800,000	294,750,000	0
Principal tender on senior notes			(205,000,000)	(15,000)									157,800,000	(185,000,000)	0
Senior notes					286,812,000	291,812,000	150,000,000	150,000,000	0	199,985,000						0		185,000,000	150,000,000	150,000,000	300,000,000	0
Repayments of Senior Debt			205,000,000						200,000,000					185,000,000	15,000
Payments of Debt Extinguishment Costs									208,500,000
Redemption Premium									8,500,000
Interest Expense	21,103,000	25,074,000	81,360,000	56,471,000					2,400,000
Proceeds from sale of storage assets												40,000,000
Term of lease, years												15
Capitalized interest attributable to construction projects	$ 2,500,000	$ 5,800,000	$ 6,300,000	$ 13,600,000

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Other Comprehensive Income (Loss) (Accumulated Other Comprehensive Loss In Equity) (Details) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Other Comprehensive Income (Loss) [Abstract]
Pension obligation adjustment	$ (18,376)	$ (22,715)
Retiree medical obligation adjustment	(4,042)	(4,042)
Unrealized gain (loss) on available-for-sale securities	9	134
Unrealized gain (loss) on hedging activities, net of noncontrolling interest	(40,112)	104,496
Accumulated other comprehensive loss	$ (62,521)	$ 77,873

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Change in Accounting Principle (Tables)

9 Months Ended

Sep. 30, 2012

New Accounting Pronouncements and Changes in Accounting Principles [Abstract]

Schedule of Change in Accounting Principle

The following table summarizes the line items affected in our consolidated balance sheet at December 31, 2011:

	As Originally Reported		As Adjusted		Effect of Change
	(In thousands)
Accounts receivable: Crude oil resales	$	743,544	$	5,166	$	(738,378	)
Total current assets	4,659,124		3,920,746		(738,378		)
Total assets	$	10,314,621	$	9,576,243	$	(738,378	)
Accounts payable	$	2,243,072	$	1,504,694	$	(738,378	)
Total current liabilities	2,629,061		1,890,683		(738,378		)
Total liabilities and equity	$	10,314,621	$	9,576,243	$	(738,378	)

The following table summarizes the line items affected in our consolidated statement of cash flow for the nine months ended September 30, 2011:

	As Originally Reported			As Adjusted			Effect of Change
	(In thousands)
(Increase) decrease in current assets:
Accounts receivable	$	389,289		$	495,971		$	106,682
Increase (decrease) in current liabilities:
Accounts payable	$	(297,080	)	$	(403,762	)	$	(106,682	)

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Supplemental Guarantor/Non-Guarantor Financial Information (Narrative) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Guarantor Obligations [Line Items]
Other Comprehensive Income (Loss), Net of Tax	$ (67,967)	$ 14,106	$ (139,865)	$ 15,283
HEP [Member]
Guarantor Obligations [Line Items]
Percentage of ownership in variable interest entity			44.00%
Twelve Inch Refined Products Pipeline Project
Guarantor Obligations [Line Items]
Percentage of interest owned In pipeline project			75.00%

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Other Comprehensive Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2012

Other Comprehensive Income (Loss) [Abstract]

Components And Allocated Tax Effects Of Other Comprehensive Income (Loss)

The components and allocated tax effects of other comprehensive income (loss) are as follows:

	Before-Tax			Tax Expense (Benefit)			After-Tax
	(In thousands)
Three Months Ended September 30, 2012
Unrealized gain, net of reclassifications from sale or maturity, on available-for-sale securities	$	13		$	6		$	7
Unrealized loss on hedging activities	(111,333		)	(43,359		)	(67,974		)
Other comprehensive loss	(111,320		)	(43,353		)	(67,967		)
Less other comprehensive income attributable to noncontrolling interest	129			—			129
Other comprehensive loss attributable to HollyFrontier stockholders	$	(111,449	)	$	(43,353	)	$	(68,096	)
Three Months Ended September 30, 2011
Unrealized loss on available-for-sale securities	$	(655	)	$	(252	)	$	(403	)
Unrealized gain on hedging activities	23,272			8,772			14,500
Retirement medical obligation adjustment	9			—			9
Other comprehensive income	22,626			8,520			14,106
Less other comprehensive income attributable to noncontrolling interest	717			—			717
Other comprehensive income attributable to HollyFrontier stockholders	$	21,909		$	8,520		$	13,389
Nine Months Ended September 30, 2012
Unrealized loss, net of reclassifications from sale or maturity, on available-for-sale securities	$	(203	)	$	(78	)	$	(125	)
Unrealized loss on hedging activities	(236,147		)	(92,068		)	(144,079		)
Pension plan curtailment	7,102			2,763			4,339
Other comprehensive loss	(229,248		)	(89,383		)	(139,865		)
Less other comprehensive income attributable to noncontrolling interest	529			—			529
Other comprehensive loss attributable to HollyFrontier stockholders	$	(229,777	)	$	(89,383	)	$	(140,394	)
Nine Months Ended September 30, 2011
Unrealized loss on available-for-sale securities	$	(972	)	$	(376	)	$	(596	)
Unrealized gain on hedging activities	24,864			8,994			15,870
Retirement medical obligation adjustment	9			—			9
Other comprehensive income	23,901			8,618			15,283
Less other comprehensive income attributable to noncontrolling interest	1,737			—			1,737
Other comprehensive income attributable to HollyFrontier stockholders	$	22,164		$	8,618		$	13,546

Accumulated Other Comprehensive Loss In Equity

Accumulated other comprehensive income (loss) in the equity section of our consolidated balance sheets includes:

	September 30, 2012			December 31, 2011
	(In thousands)
Pension obligation adjustment	$	(18,376	)	$	(22,715	)
Retiree medical obligation adjustment	(4,042		)	(4,042		)
Unrealized gain on available-for-sale securities	9			134
Unrealized gain (loss) on hedging activities, net of noncontrolling interest	(40,112		)	104,496
Accumulated other comprehensive income (loss)	$	(62,521	)	$	77,873

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Equity

9 Months Ended

Sep. 30, 2012

Stockholders' Equity Note [Abstract]

Equity

Equity

Changes to equity during the nine months ended September 30, 2012 are presented below:

	HollyFrontier Stockholders’ Equity			Noncontrolling Interest			Total Equity
	(In thousands)
Balance at December 31, 2011	$	5,204,010		$	631,890		$	5,835,900
Net income	1,335,568			24,472			1,360,040
Other comprehensive income (loss)	(140,394		)	529			(139,865		)
Dividends	(494,107		)	—			(494,107		)
Distributions to noncontrolling interest holders	—			(43,749		)	(43,749		)
Allocated equity on HEP unit issuances	11,469			(18,763		)	(7,294		)
Contribution from joint venture partner	—			3,000			3,000
Equity-based compensation	23,166			2,233			25,399
Excess tax benefit attributable to equity-based compensation	16,020			—			16,020
Purchase of treasury stock (1)	(200,076		)	—			(200,076		)
Net proceeds received under structured share repurchase arrangement	8,620			—			8,620
Purchase of HEP units for restricted grants	—			(4,392		)	(4,392		)
Balance at September 30, 2012	$	5,764,276		$	595,220		$	6,359,496

(1) Includes 329,631 shares withheld under the terms of stock-based compensation agreements to provide funds for the payment of payroll and income taxes due at the vesting of share-based awards.

In January 2012, our Board of Directors approved a $350 million stock repurchase program, and in June 2012, approved an additional $350 million repurchase program that authorizes us to repurchase common stock in the open market or through privately negotiated transactions. The timing and amount of stock repurchases will depend on market conditions, corporate, regulatory and other relevant considerations. These programs may be discontinued at any time by the Board of Directors. As of September 30, 2012, we have repurchased 6,351,498 shares at a cost of $189.8 million under these stock repurchase programs.

In May 2012, we entered into a structured share repurchase arrangement with a financial institution under which we provided an up-front cash payment of $100.0 million and, depending on market conditions, would either receive shares of our common stock or cash at the expiration of the agreement. The agreement expired in September 2012 at which time we received our up-front payment plus an additional $8.6 million in cash that was recorded as additional capital.