Plains All American Pipeline, L.P. Reports Second-Quarter 2010 Results

Plains All American Pipeline, L.P. (NYSE: PAA) today reported net income attributable to Plains of $131 million, or $0.65 per diluted limited partner unit, for the second quarter 2010 as compared to net income attributable to Plains for the second quarter 2009 of $136 million, or $0.78 per diluted limited partner unit. The Partnership reported earnings before interest, taxes, depreciation and amortization ("EBITDA”) of $259 million for the second quarter 2010, compared with reported EBITDA of $246 million for the second quarter 2009.

The Partnership’s reported results include the impact of items that affect comparability between reporting periods. These items are excluded from adjusted results, as further described in the table below. Accordingly, the Partnership’s second-quarter 2010 adjusted net income attributable to Plains, adjusted net income per diluted limited partner unit and adjusted EBITDA were $120 million, $0.57 and $248 million, respectively, as compared to second-quarter 2009 adjusted net income attributable to Plains, adjusted net income per diluted limited partner unit and adjusted EBITDA of $130 million, $0.74 and $240 million, respectively. (See the section of this release entitled "Non-GAAP Financial Measures” and the attached tables for discussion of EBITDA and other non-GAAP financial measures, and reconciliations of such measures to the comparable GAAP measures.)

"Plains All American delivered second quarter results that were near the high end of our guidance range,” said Greg L. Armstrong, Chairman and CEO of Plains All American. "Strong performance from our fee based transportation and facilities segments more than offset weaker performance from our supply and logistics segment, extending our track record of delivering results in line with our quarterly guidance to 34 consecutive quarters. We continue to have strong customer demand for our assets and services and believe that we are financially and operationally well positioned to continue to deliver solid organic and acquisition oriented growth.”

The following table summarizes selected items that the Partnership believes impact comparability of financial results between reporting periods (amounts in millions, except per unit amounts):

The following tables present certain selected financial information by segment for the second-quarter (amounts in millions):

Adjusted segment profit for the Transportation segment for the second quarter of 2010 increased 11% over comparable 2009 results, primarily due to higher average tariffs and favorable foreign exchange rates partially offset by lower pipeline loss allowance revenue.

Adjusted segment profit for the Facilities segment for the second quarter of 2010 increased 33% over comparable 2009 results, primarily due to acquisition and organic growth capacity additions.

Adjusted segment profit for the Supply and Logistics segment for the second quarter of 2010 decreased 32% when compared to second quarter 2009 results. This decrease reflects lower LPG margins and less favorable crude oil grade differentials in the second quarter 2010 combined with contango-market-related overperformance in the second quarter 2009.

The Partnership’s basic weighted average units outstanding for the second quarter of 2010 totaled 136 million (137 million diluted) as compared to 129 million (130 million diluted) in last year’s second quarter. On June 30, 2010, the Partnership had approximately 136.4 million units outstanding, long-term debt of approximately $4.4 billion ($500 million of which supports hedged inventory) and an adjusted long-term debt-to-total capitalization ratio of 47%.

The Partnership has declared a quarterly distribution of $0.9425 per unit ($3.77 per unit on an annualized basis) payable August 13, 2010 on its outstanding limited partner units. This distribution represents an increase of approximately 4.1% over the quarterly distribution paid in August 2009 and an increase of approximately 0.8% from the May 2010 distribution level.

Prior to its August 5^th conference call, the Partnership will furnish a current report on Form 8-K, which will include material in this press release and financial and operational guidance for the third quarter and full year 2010. A copy of the Form 8-K will be available on the Partnership’s website at www.paalp.com.

Non-GAAP Financial Measures

In this release, the Partnership’s EBITDA disclosure is not presented in accordance with generally accepted accounting principles and is not intended to be used in lieu of GAAP presentations of net income or cash flows from operating activities. EBITDA is presented because we believe it provides additional information with respect to both the performance of our fundamental business activities as well as our ability to meet our future debt service, capital expenditures and working capital requirements. We also believe that debt holders commonly use EBITDA to analyze Partnership performance. In addition, we present selected items that impact the comparability of our operating results as additional information that may be helpful to your understanding of our financial results. We consider an understanding of these selected items impacting comparability to be material to our evaluation of our operating results and prospects. Although we present selected items that we consider in evaluating our performance, you should also be aware that the items presented do not represent all items that affect comparability between the periods presented. Variations in our operating results are also caused by changes in volumes, prices, exchange rates, mechanical interruptions, acquisitions and numerous other factors. These types of variations are not separately identified in this release, but will be discussed, as applicable, in management’s discussion and analysis of operating results in our Quarterly Report on Form 10-Q.

A reconciliation of net income to EBITDA and EBITDA to cash flows from operating activities for the periods presented is included in the tables attached to this release. In addition, the Partnership maintains on its website (www.paalp.com) a reconciliation of all non-GAAP financial information, such as EBITDA, to the most comparable GAAP measures. To access the information, investors should click on the "Investor Relations” link on the Partnership’s home page and then the "Non-GAAP Reconciliation” link on the Investor Relations page.

Conference Call

The Partnership will host a conference call at 11:00 AM (Eastern) on Thursday, August 5, 2010 to discuss the following items:

1. The Partnership’s second-quarter 2010 performance;

2. The status of major expansion projects;

3. Capitalization and liquidity;

4. Financial and operating guidance for the third quarter and full year 2010; and

5. The Partnership’s outlook for the future.

Webcast Instructions

To access the Internet webcast, please go to the Partnership’s website at www.paalp.com, choose "Investor Relations,” and then choose "Conference Calls.” Following the live webcast, the call will be archived for a period of sixty (60) days on the Partnership’s website.

If you are unable to participate in the webcast, you may access the live conference call by dialing toll free 800-230-1096. International callers should dial 612-332-0228. No password is required. You may access the slide presentation accompanying the conference call a few minutes prior to the call under the Conference Call Summaries portion of the Conference Calls tab of the Investor Relations section of PAA's website at www.paalp.com.

Telephonic Replay Instructions

To listen to a telephonic replay of the conference call, please dial 800-475-6701, or, for international callers, 320-365-3844, and replay access code 163557. The replay will be available beginning Thursday, August 5, 2010, at approximately 12:00 PM (Central) and continue until 11:59 PM (Central) Sunday, September 5, 2010.

Plains All American Pipeline, L.P. is a publicly-traded master limited partnership engaged in the transportation, storage, terminalling and marketing of crude oil, refined products and liquefied petroleum gas and other natural gas related petroleum products. Through its general partner interest and majority equity ownership position in PAA Natural Gas Storage, L.P. (NYSE: PNG), PAA is also engaged in the development and operation of natural gas storage facilities. PAA is headquartered in Houston, TX.

Forward-Looking Statements

Except for the historical information contained herein, the matters discussed in this release are forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from results anticipated in the forward-looking statements. These risks and uncertainties include, among other things, failure to implement or capitalize on planned internal growth projects; maintenance of our credit rating and ability to receive open credit from our suppliers and trade counterparties; continued creditworthiness of, and performance by, our counterparties, including financial institutions and trading companies with which we do business; the effectiveness of our risk management activities; environmental liabilities or events that are not covered by an indemnity, insurance or existing reserves; abrupt or severe declines or interruptions in outer continental shelf production located offshore California and transported on our pipeline systems; shortages or cost increases of power supplies, materials or labor; the availability of adequate third-party production volumes for transportation and marketing in the areas in which we operate and other factors that could cause declines in volumes shipped on our pipelines by us and third-party shippers, such as declines in production from existing oil and gas reserves or failure to develop additional oil and gas reserves; fluctuations in refinery capacity in areas supplied by our mainlines and other factors affecting demand for various grades of crude oil, refined products and natural gas and resulting changes in pricing conditions or transportation throughput requirements; the availability of, and our ability to consummate, acquisition or combination opportunities; our ability to obtain debt or equity financing on satisfactory terms to fund additional acquisitions, expansion projects, working capital requirements and the repayment or refinancing of indebtedness; the successful integration and future performance of acquired assets or businesses and the risks associated with operating in lines of business that are distinct and separate from our historical operations; unanticipated changes in crude oil market structure and volatility (or lack thereof); the impact of current and future laws, rulings, governmental regulations, accounting standards and statements and related interpretations; the effects of competition; interruptions in service and fluctuations in tariffs or volumes on third-party pipelines; increased costs or lack of availability of insurance; fluctuations in the debt and equity markets, including the price of our units at the time of vesting under our long-term incentive plans; the currency exchange rate of the Canadian dollar; weather interference with business operations or project construction; risks related to the development and operation of natural gas storage facilities; future developments and circumstances at the time distributions are declared; general economic, market or business conditions and the amplification of other risks caused by volatile financial markets, capital constraints and pervasive liquidity concerns; and other factors and uncertainties inherent in the transportation, storage, terminalling and marketing of crude oil, refined products and liquefied petroleum gas and other natural gas related petroleum products discussed in the Partnership’s filings with the Securities and Exchange Commission.