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Acquisitions and Dispositions (Tables)

12 Months Ended

Dec. 31, 2011

Acquisitions and Dispositions

Business acquisition purchase price allocation - Southern Pines Acquisition

					Average
					Depreciable
Description		Amount			Life (in years)
Inventory		$	14		N/A
Property and equipment, net		341			5 - 70
Base gas		3			N/A
Other working capital (including $13 million of cash)		14			N/A
Intangible assets		92			2 - 10
Goodwill		301			N/A
Total		$	765

Business acquisition purchase price allocation - Other

Description		Amount
Linefill		$	2
Property and equipment, net		282
Other working capital		(7		)
Intangible assets		152
Environmental liability		(9		)
Goodwill		169
Total		$	589

Business acquisition purchase price consideration - PNGS Acquisition

Cash		$	90
PAA equity		91
Paid at closing		181
Fair value of contingent consideration (1)		34
Total purchase price		$	215

(1) The deferred contingent cash consideration is payable in cash in two installments of $20 million each upon the achievement of certain performance milestones and events expected to occur over the next several years. The fair value of the deferred contingent cash consideration was based on a discounted cash flow model utilizing a discount rate of approximately 9%. Upon completion of the PNG IPO in May 2010, we paid the first $20 million contingent consideration installment.

Business acquisition fair value of assets and liabilities allocation - PNGS Acquisition

Property, plant and equipment		$	791
Base gas		28
Goodwill		25
Intangible assets		23
Working capital and other long-term assets and liabilities		9
Debt		(446		)
Total		$	430