Partners' Capital

6 Months Ended

Jan. 31, 2012

Partners' Capital

F. Partners' capital

Common unit issuances

During January 2012, Ferrellgas Partners, in a non-brokered registered direct offering, issued to Ferrell Companies 1.4 million common units. Net proceeds of approximately $25.0 million were used to reduce outstanding indebtedness under the operating partnership's secured credit facility.

During January 2012, Ferrellgas Partners entered into an agreement with an institutional investor relating to a non-brokered registered direct offering of 1.5 million common units. Net proceeds of approximately $25.0 million were used to reduce outstanding indebtedness under the operating partnership's secured credit facility.

During the six months ended January 31, 2012, Ferrellgas issued 0.1 million common units valued at $1.3 million in connection with an acquisition.

Partnership distributions paid

Ferrellgas Partners has paid the following distributions:

For the three months ended January 31,				For the six months ended January 31,
	2012		2011		2012		2011
Public common unitholders	$	25,644	$	23,073	$	51,284	$	45,506
Ferrell Companies (1)		10,040		10,040		20,080		20,080
FCI Trading Corp. (2)		98		98		196		196
Ferrell Propane, Inc. (3)		26		25		52		51
James E. Ferrell (4)		2,179		2,177		4,358		4,354
General partner		384		358		768		709
	$	38,371	$	35,771	$	76,738	$	70,896

(1) Ferrell Companies is the owner of the general partner and a 27% direct owner of Ferrellgas Partner's common units and thus a related party.

(2) FCI Trading Corp. ("FCI Trading") is an affiliate of the general partner and thus a related party.

(3) Ferrell Propane, Inc. ("Ferrell Propane") is controlled by the general partner and thus a related party.

(4) James E. Ferrell is the Executive Chairman and Chairman of the Board of Directors of the general partner and thus a related party.

On February 23, 2012, Ferrellgas Partners declared a cash distribution of $0.50 per common unit for the three months ended January 31, 2012, which is expected to be paid on March 16, 2012.

Included in this cash distribution are the following amounts expected to be paid to related parties:

Ferrell Companies	$	10,735
FCI Trading		98
Ferrell Propane		26
James E. Ferrell		2,179
General partner		399

See additional discussions about transactions with related parties in Note H – Transactions with related parties.

Other comprehensive income ("OCI")

See Note G – Derivatives – for details regarding changes in fair value on risk management financial derivatives recorded within OCI for the six months ended January 31, 2012 and 2011.

General partner's commitment to maintain its capital account

Ferrellgas' partnership agreements allows the general partner to have an option to maintain its effective 2% general partner interest concurrent with the issuance of other additional equity.

During the six months ended January 31, 2012, the general partner made cash contributions of $1.0 million and non-cash contributions of $0.2 million to Ferrellgas to maintain its effective 2% general partner interest.

Ferrellgas, L.P. [Member]

Partners' Capital

F. Partners' capital

Partnership contributions

During January 2012, Ferrellgas, L.P. received cash contributions of $50.0 million from Ferrellgas Partners, L.P. The proceeds were used to reduce outstanding indebtedness under Ferrellgas, L.P.'s secured credit facility.

During the six months ended January 31, 2012, Ferrellgas, L.P. received asset contributions of $1.3 million from Ferrellgas Partners, L.P. in connection with an acquisition of propane distribution assets.

Partnership distributions paid

Ferrellgas, L.P. has paid the following distributions:

	For the three months ended January 31,				For the six months ended January 31,
	2012		2011		2012		2011
Ferrellgas Partners	$	46,220	$	47,846	$	84,587	$	82,971
General partner		472		488		863		847
	$	46,692	$	48,334	$	85,450	$	83,818

On February 23, 2012, Ferrellgas, L.P. declared distributions for the three months ended January 31, 2012 to Ferrellgas Partners and the general partner of $39.9 million and $0.4 million, respectively, which is expected to be paid on March 16, 2012.

See additional discussions about transactions with related parties in Note H – Transactions with related parties.

Other comprehensive income ("OCI")

See Note G – Derivatives – for details regarding changes in fair value on risk management financial derivatives recorded within OCI for the six months ended January 31, 2012.

General partner's commitment to maintain its capital account

Ferrellgas, L.P.'s partnership agreement allows the general partner to have an option to maintain its 1.0101% general partner interest concurrent with the issuance of other additional equity.

During the six months ended January 31, 2012, the general partner made cash contributions of $0.5 million and non-cash contributions of $0.1 million to Ferrellgas, L.P. to maintain its 1.0101% general partner interest.