Atlas Pipeline Partners 10-Q 7 Nov 13 2013 Q3 Quarterly report Financial data

Document_And_Entity_Informatio

Document And Entity Information	9 Months Ended
	Sep. 30, 2013	Nov. 04, 2013
Document And Entity Information [Abstract]	'	'
Document Type	'10-Q	'
Amendment Flag	'false	'
Document Period End Date	30-Sep-13	'
Document Fiscal Year Focus	'2013	'
Document Fiscal Period Focus	'Q3	'
Entity Registrant Name	'ATLAS PIPELINE PARTNERS LP	'
Entity Central Index Key	'0001092914	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Large Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	79,512,873

Consolidated_Balance_Sheets

Consolidated Balance Sheets (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
ASSETS	'	'
Cash and cash equivalents	$10,439	$3,398
Funds held in escrow	50,005	25,000
Accounts receivable	229,168	157,526
Current portion of derivative assets	5,177	23,077
Prepaid expenses and other	23,436	11,074
Total current assets	318,225	220,075
Property, plant and equipment, net	2,715,361	2,200,381
Goodwill	503,937	319,285
Intangible assets, net	545,955	199,360
Equity method investment in joint ventures	238,221	86,002
Long-term portion of derivative assets	7,458	7,942
Other assets, net	44,438	32,593
Total assets	4,373,595	3,065,638
LIABILITIES AND EQUITY	'	'
Current portion of long-term debt	610	10,835
Accounts payable affiliates	4,605	5,500
Accounts payable	72,159	59,308
Accrued liabilities	90,848	57,752
Accrued interest payable	30,607	10,399
Current portion of derivative liabilities	1,143	0
Accrued producer liabilities	161,808	109,725
Total current liabilities	361,780	253,519
Long-term debt, less current portion	1,655,042	1,169,083
Deferred income taxes, net	34,696	30,258
Other long-term liability	7,409	6,370
Commitments and contingencies	'	'
Equity:	'	'
Class D convertible preferred limited partners' interests	430,201	0
Common limited partners' interests	1,788,350	1,507,676
General Partner's interest	47,955	31,501
Total partners' capital	2,266,506	1,539,177
Non-controlling interest	48,162	67,231
Total equity	2,314,668	1,606,408
Total liabilities and equity	$4,373,595	$3,065,638

Consolidated_Statements_Of_Ope

Consolidated Statements Of Operations (USD $)	3 Months Ended		9 Months Ended
Share data in Thousands, except Per Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Revenue:	'	'	'	'
Natural gas and liquids sales	$535,719,000	$274,618,000	$1,410,797,000	$802,644,000
Transportation, processing and other fees - third parties	43,651,000	19,116,000	116,534,000	46,474,000
Transportation, processing and other fees - affiliates	74,000	156,000	222,000	357,000
Derivative gain (loss), net	-24,517,000	-18,907,000	-9,493,000	36,905,000
Other income, net	2,943,000	2,585,000	8,661,000	7,588,000
Total revenues	557,870,000	277,568,000	1,526,721,000	893,968,000
Costs and expenses:	'	'	'	'
Natural gas and liquids cost of sales	463,564,000	224,778,000	1,213,320,000	652,986,000
Plant operating	24,253,000	15,180,000	69,671,000	43,661,000
Transportation and compression	553,000	520,000	1,764,000	996,000
General and administrative	16,637,000	11,248,000	40,481,000	29,888,000
Compensation reimbursement - affiliates	1,250,000	875,000	3,750,000	2,625,000
Other costs	685,000	-108,000	19,585,000	-303,000
Depreciation and amortization	51,080,000	23,161,000	127,921,000	65,715,000
Interest	24,347,000	9,692,000	65,614,000	27,669,000
Total costs and expenses	582,369,000	285,346,000	1,542,106,000	823,237,000
Equity income (loss) in joint ventures	-1,882,000	1,422,000	-314,000	4,235,000
Loss on asset disposition	0	0	-1,519,000	0
Loss on early extinguishment of debt	0	0	-26,601,000	0
Income (loss) before tax	-26,381,000	-6,356,000	-43,819,000	74,966,000
Income tax benefit	-817,000	0	-854,000	0
Net income (loss)	-25,564,000	-6,356,000	-42,965,000	74,966,000
Income attributable to non-controlling interests	-1,514,000	-1,511,000	-4,693,000	-4,108,000
Preferred unit imputed dividend effect	-11,378,000	0	-18,107,000	0
Preferred unit dividends in kind	-9,072,000	0	-14,413,000	0
Net income (loss) attributable to common limited partners and the General Partner	-47,528,000	-7,867,000	-80,178,000	70,858,000
Common Limited Partners [Member]	'	'	'	'
Costs and expenses:	'	'	'	'
Net income (loss)	-51,376,000	-9,249,000	-90,990,000	64,988,000
Net income (loss) attributable to common limited partners per unit:	'	'	'	'
Basic	($0.66)	($0.17)	($1.25)	$1.19
Weighted average common limited partner units (basic)	78,398	53,736	72,512	53,668
Diluted:	'	'	'	'
Diluted	($0.66)	($0.17)	($1.25)	$1.19
Weighted average common limited partner units (diluted)	78,398	53,736	72,512	54,409
General Partner [Member]	'	'	'	'
Costs and expenses:	'	'	'	'
Net income (loss)	$3,848,000	$1,382,000	$10,812,000	$5,870,000

Consolidated_Statements_of_Com

Consolidated Statements of Comprehensive Income (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Consolidated Statements of Comprehensive Income	'	'	'	'
Net income (loss)	($25,564)	($6,356)	($42,965)	$74,966
Adjustment for realized losses on derivatives reclassified to net income (loss)	0	1,079	0	3,333
Total other comprehensive income	0	1,079	0	3,333
Comprehensive income (loss)	-25,564	-5,277	-42,965	78,299
Comprehensive income (loss) attributable to non-controlling interests	1,514	1,511	4,693	4,108
Preferred unit imputed dividend effect	11,378	0	18,107	0
Preferred unit dividends in kind	9,072	0	14,413	0
Comprehensive income (loss) attributable to common limited partners and the General Partner	($47,528)	($6,788)	($80,178)	$74,191

Consolidated_Statement_Of_Equi

Consolidated Statement Of Equity (USD $)	Preferred Limited Partner [Member]	Common Limited Partners [Member]	General Partner [Member]	Non-controlling Interest [Member]	Total
Beginning Balance, value at Dec. 31, 2012	$0	$1,507,676,000	$31,501,000	$67,231,000	$1,606,408,000
Beginning Balance, units at Dec. 31, 2012	0	64,556,010	'	'	'
Issuance of units, units	13,445,383	14,708,080	'	'	'
Issuance of units, value and General Partner capital contribution	397,681,000	491,206,000	18,614,000	0	907,501,000
Issuance of common units under incentive plans, units	'	243,340	'	'	'
Issuance of common units under incentive plans, value	0	119,000	0	0	119,000
Unissued common units under incentive plans	0	13,499,000	0	0	13,499,000
Distributions paid	0	-133,160,000	-12,972,000	0	-146,132,000
Distributions paid in kind units	138,598	'	'	'	138,598
Contributions from non-controlling interests	0	0	0	8,277,000	8,277,000
Distributions to non-controlling interests	0	0	0	-1,432,000	-1,432,000
Decrease in non-controlling interest due to business combination	0	0	0	-30,607,000	-30,607,000
Net income (loss)	32,520,000	-90,990,000	10,812,000	4,693,000	-42,965,000
Ending Balance, value at Sep. 30, 2013	430,201,000	1,788,350,000	47,955,000	48,162,000	2,314,668,000
Ending Balance, units at Sep. 30, 2013	13,583,981	79,507,430	'	'	'
Beginning Balance, value at Jun. 30, 2013	'	'	'	'	'
Net income (loss)	'	-51,376,000	3,848,000	'	-25,564,000
Ending Balance, value at Sep. 30, 2013	'	$1,788,350,000	$47,955,000	'	$2,314,668,000
Ending Balance, units at Sep. 30, 2013	'	79,507,430	'	'	'

Consolidated_Statements_Of_Cas

Consolidated Statements Of Cash Flows (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:	'	'
Net income (loss)	($42,965)	$74,966
Adjustments to reconcile net income from continuing operations to net cash provided by operating activities:	'	'
Depreciation and amortization	127,921	65,715
Equity (income) loss in joint ventures	314	-4,235
Distributions received from joint ventures	5,400	5,400
Non-cash compensation expense	13,818	7,537
Amortization of deferred finance costs	5,119	3,356
Loss on early extinguishment of debt	26,601	0
Loss on disposal of asset	1,519	0
Deferred income tax benefit	-854	0
Change in operating assets and liabilities, net of business combinations:	'	'
Accounts receivable, prepaid expenses and other	-88,225	12,100
Accounts payable and accrued liabilities	77,841	-15,557
Accounts payable and accounts receivable - affiliates	-895	-136
Derivative accounts payable and receivable	19,527	-23,623
Net cash provided by operating activities	145,121	125,523
CASH FLOWS FROM INVESTING ACTIVITIES:	'	'
Capital expenditures	-327,861	-242,412
Cash paid for business combinations, net of cash received	-1,000,785	-36,689
Investment in joint ventures	-9,813	0
Other	310	376
Net cash used in investing activities	-1,338,149	-278,725
CASH FLOWS FROM FINANCING ACTIVITIES:	'	'
Borrowings under credit facility	979,000	676,500
Repayments under credit facility	-1,172,000	-738,500
Net proceeds from issuance of long term debt	1,028,369	319,100
Repayment of long-term debt	-365,822	0
Payment of premium on retirement of debt	-25,581	0
Payments of deferred financing costs	-917	-3,490
Principal payments on capital lease	-10,577	-1,852
Net proceeds from issuance of common and preferred limited partner units	888,887	0
Purchase and retirement of treasury units	0	695
General Partners' capital contributions	18,614	0
Contributions from non-controlling interest holders	8,277	179
Distributions to non-controlling interest holders	-1,432	0
Distributions paid to common limited partners and the General Partner	-146,132	-97,444
Other	-617	-599
Net cash provided by financing activities	1,200,069	153,199
Net change in cash and cash equivalents	7,041	-3
Cash and cash equivalents, beginning of period	3,398	168
Cash and cash equivalents, end of period	$10,439	$165

Basis_Of_Presentation

Basis Of Presentation	9 Months Ended
	Sep. 30, 2013
Basis Of Presentation	'
Basis Of Presentation	'
	NOTE 1 – BASIS OF PRESENTATION
	Atlas Pipeline Partners, L.P. (the “Partnership”) is a publicly-traded (NYSE: APL) Delaware limited partnership engaged in the gathering, processing and treating of natural gas in the mid-continent and southwestern regions of the United States; natural gas gathering services in the Appalachian Basin in the northeastern region of the United States; and the transportation of NGLs in the southwestern region of the United States.  The Partnership’s operations are conducted through subsidiary entities whose equity interests are owned by Atlas Pipeline Operating Partnership, L.P. (the “Operating Partnership”), a wholly-owned subsidiary of the Partnership.  At September 30, 2013, Atlas Pipeline Partners GP, LLC (the “General Partner”) owned a combined 2.0% general partner interest in the consolidated operations of the Partnership, through which it manages and effectively controls both the Partnership and the Operating Partnership.  The General Partner is a wholly-owned subsidiary of Atlas Energy, L.P. (“ATLS”), a publicly-traded limited partnership (NYSE: ATLS).  The remaining 98.0% ownership interest in the consolidated operations consists of limited partner interests.  At September 30, 2013, the Partnership had 79,507,430 common units outstanding, including 1,641,026 common units held by the General Partner and 4,113,227 common units held by ATLS; and 13,583,981 Class D convertible preferred units (“Class D Preferred Units”) outstanding (see Note 5).
	The accompanying consolidated financial statements, which are unaudited, except the balance sheet at December 31, 2012, which is derived from audited financial statements, are presented in accordance with the requirements of Form 10-Q and accounting principles generally accepted in the United States for interim reporting.
	The accompanying consolidated financial statements and notes thereto do not include all disclosures normally made in financial statements contained in Form 10-K.  In management’s opinion, all adjustments necessary for a fair presentation of the Partnership’s financial position, results of operations and cash flows for the periods disclosed have been made.  These interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto presented in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2012.  The results of operations for the nine month period ended September 30, 2013 may not necessarily be indicative of the results of operations for the full year ending December 31, 2013.
	The Partnership has revised the presentation of its consolidated statements of comprehensive income (loss) in order to more clearly distinguish the amounts of other comprehensive income (loss) attributable to each of the common unitholders, preferred unitholders, and the non-controlling interest.  This change in presentation has been applied to all periods presented.  The previously reported amounts of other comprehensive income (loss) attributable to the common limited partners and the General Partner did not change for any period.

Summary_Of_Significant_Account

Summary Of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2013
Summary Of Significant Accounting Policies	'
Summary Of Significant Accounting Policies	'
	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	In addition to matters discussed further within this note, a more thorough discussion of the Partnership's significant accounting policies is included in its audited consolidated financial statements and notes thereto in its Annual Report on Form 10-K for the year ended December 31, 2012.
	Comprehensive Income (Loss)
	Comprehensive income (loss) includes net income (loss) and all other changes in the equity of a business during a period from transactions and other events and circumstances from non-owner sources that, under GAAP, have not been recognized in the calculation of net income (loss).  These changes, other than net income (loss), are referred to as “other comprehensive income (loss)” and for the Partnership only include changes in the fair value of unsettled derivative contracts which were previously accounted for as cash flow hedges (see Note 10).  These contracts are wholly owned by the Partnership and the related gains and losses are not shared with the non-controlling interests.  The Partnership does not have any other type of transaction which would be included within other comprehensive income (loss).  During the three and nine months ended September 30, 2012, the Partnership reclassified $1.1 million and $3.3 million, respectively, from other comprehensive income to natural gas and liquids sales within the Partnership’s consolidated statements of operations.  As of December 31, 2012, all amounts had been reclassified out of accumulated other comprehensive income and the Partnership had no amounts outstanding within accumulated other comprehensive income.
	Net Income (Loss) Per Common Unit
	Basic net income (loss) attributable to common limited partners per unit is computed by dividing net income (loss) attributable to common limited partners by the weighted average number of common limited partner units outstanding during the period.  Net income (loss) attributable to common limited partners is determined by deducting net income attributable to participating securities, if applicable, and net income (loss) attributable to the General Partner’s and the preferred unitholders' interests.  The General Partner’s interest in net income (loss) is calculated on a quarterly basis based upon its 2.0% general partner interest and incentive distributions to be distributed for the quarter (see Note 5), with a priority allocation of net income to the General Partner’s incentive distributions, if any, in accordance with the partnership agreement, and the remaining net income (loss) allocated with respect to the General Partner’s and limited partners’ ownership interests.
	The Partnership presents net income (loss) per unit under the two-class method for master limited partnerships,  which considers whether the incentive distributions of a master limited partnership represent a participating security when considered in the calculation of earnings per unit under the two-class method.  The two-class method considers whether the partnership agreement contains any contractual limitations concerning distributions to the incentive distribution rights that would impact the amount of earnings to allocate to the incentive distribution rights for each reporting period.  If distributions are contractually limited to the incentive distribution rights’ share of currently designated available cash for distributions as defined under the partnership agreement, undistributed earnings in excess of available cash should not be allocated to the incentive distribution rights.  Under the two-class method, management of the Partnership believes the partnership agreement contractually limits cash distributions to available cash; therefore, undistributed earnings are not allocated to the incentive distribution rights.
	Class D Preferred Units participate in distributions with the common limited partner units according to a predetermined formula (see Note 5), thus they are considered participating securities and are included in the computation of earnings per unit pursuant to the two-class method.  The participation rights result in a non-contingent transfer of value each time the Partnership declares a distribution.  However, the contractual terms of the Class D Preferred Units do not require the holders to share in the losses of the entity, therefore the net income (loss) utilized in the calculation of net income (loss) per unit must be determined based upon the allocation of only net income to the Class D Preferred Units on a pro-rata basis.
	Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and are included in the computation of earnings per unit pursuant to the two-class method.  The Partnership’s phantom unit awards, which consist of common units issuable under the terms of its long-term incentive plans and incentive compensation agreements (see Note 15), contain non-forfeitable rights to distribution equivalents of the Partnership.  The participation rights result in a non-contingent transfer of value each time the Partnership declares a distribution or distribution equivalent right during the award’s vesting period.  However, unless the contractual terms of the participating securities require the holders to share in the losses of the entity, net loss is not allocated to the participating securities.  Therefore, the net income (loss) utilized in the calculation of net income (loss) per unit must be determined based upon the allocation of only net income to the phantom units on a pro-rata basis.
	The following is a reconciliation of net income (loss) allocated to the General Partner and common limited partners for purposes of calculating net income (loss) attributable to common limited partners per unit (in thousands):
		Three Months Ended					Nine Months Ended
		September 30,					September 30,
		2013			2012		2013		2012
	Net income (loss)	$	-25,564		$	-6,356	$	-42,965	$	74,966
	Income attributable to non-controlling interests		-1,514			-1,511		-4,693		-4,108
	Preferred unit imputed dividend effect		-11,378			-		-18,107		-
	Preferred unit dividends in kind		-9,072			-		-14,413		-
	Net income (loss) attributable to common limited partners and the General Partner		-47,528			-7,867		-80,178		70,858
	General Partner’s cash incentive distributions		4,901			1,572		12,678		4,537
	General Partner’s ownership interest		-1,053			-190		-1,866		1,333
	Net income attributable to the General Partner’s ownership interests		3,848			1,382		10,812		5,870
	Net income (loss) attributable to common limited partners		-51,376			-9,249		-90,990		64,988
	Net income attributable to participating securities – phantom units(1)		-			-		-		886
	Net income attributable to participating securities – Class D Preferred Units(2)		-			-		-		-
	Net income attributable to participating securities		-			-		-		886
	Net income (loss) utilized in the calculation of net income (loss) attributable to common limited partners per unit	$	-51,376		$	-9,249	$	-90,990	$	64,102
	-1	Net income attributable to common limited partners’ ownership interest is allocated to the phantom units on a pro-rata basis (weighted average phantom units outstanding as a percentage of the sum of the weighted average phantom units and common limited partner units outstanding).  Net loss attributable to common limited partners’ ownership interest is not allocated to approximately 1,455,000 and 1,160,000 weighted average phantom units for the three and nine months ended September 30, 2013, respectively, and 964,000 weighted average phantom units for the three months ended September 30, 2012, because the contractual terms of the phantom units as participating securities do not require the holders to share in the losses of the entity.
	-2	Net income attributable to common limited partners’ ownership interest is allocated to the Class D Preferred Units on a pro-rata basis (weighted average Class D Preferred Units outstanding as a percentage of the sum of the weighted average Class D Preferred Units and common limited partner units outstanding).  For the three and nine months ended September 30, 2013 net loss attributable to common limited partners’ ownership interest is not allocated to approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively, because the contractual terms of the Class D Preferred Units as participating securities do not require the holders to share in the losses of the entity.
	Diluted net income (loss) attributable to common limited partners per unit is calculated by dividing net income (loss) attributable to common limited partners, plus income allocable to participating securities, by the sum of the weighted average number of common limited partner units outstanding plus the dilutive effect of outstanding participating securities.
	The following table sets forth the reconciliation of the Partnership’s weighted average number of common limited partner units used to compute basic net income (loss) attributable to common limited partners per unit with those used to compute diluted net income (loss) attributable to common limited partners per unit (in thousands):
		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2013		2012		2013	2012
	Weighted average number of common limited  partner units – basic	78,398		53,736		72,512	53,668
	Add effect of dilutive securities – phantom  units(1)	-		-		-	741
	Add effect of convertible preferred limited partner units(2)	-		-		-	-
	Weighted average common limited partner units – diluted	78,398		53,736		72,512	54,409
	-1	For the three and nine months ended September 30, 2013, and for the three months ended September 30, 2012, approximately 1,455,000, 1,160,000, and 964,000 weighted average phantom units, respectively, were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of such phantom units would have been anti-dilutive.
	-2	For the three and nine months ended September 30, 2013, approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively were excluded from the computation of diluted net income (loss) attributable to common limited partners as the impact of the conversion would have been anti-dilutive.
	Revenue Recognition
	The Partnership’s revenue primarily consists of the sale of natural gas and NGLs along with the fees earned from its gathering, processing, treating and transportation operations.  Under certain agreements, the Partnership purchases natural gas from producers and moves it into receipt points on its pipeline systems, and then sells the natural gas, or produced NGLs, if any, off delivery points on its systems.  Under other agreements, the Partnership gathers natural gas across its systems, from receipt to delivery point, without taking title to the natural gas.  Revenue associated with the physical sale of natural gas and NGLs is recognized upon physical delivery.  In connection with the Partnership’s gathering, processing and transportation operations, it enters into the following types of contractual relationships with its producers and shippers:
	Fee-Based Contracts.  These contracts provide a set fee for gathering and/or processing raw natural gas and for transporting NGLs.  Revenue is a function of the volume of natural gas that the Partnership gathers and processes or the volume of NGLs transported and is not directly dependent on the value of the natural gas or NGLs.  The Partnership is also paid a separate compression fee on many of its gathering systems.  The fee is dependent upon the volume of gas flowing through its compressors and the quantity of compression stages utilized to gather the gas.
	POP Contracts.  These contracts provide for the Partnership to retain a negotiated percentage of the sale proceeds from residue gas and NGLs it gathers and processes, with the remainder being remitted to the producer.  In this contract-type, the Partnership and the producer are directly dependent on the volume of the commodity and its value; the Partnership effectively owns a percentage of the commodity and revenues are directly correlated to its market value.  POP contracts may include a fee component, which is charged to the producer.
	Keep-Whole Contracts.  These contracts require the Partnership, as the processor and gatherer, to gather or purchase raw natural gas at current market rates per MMBTU.  The volume and energy content of gas gathered or purchased is based on the measurement at an agreed upon location (generally at the wellhead).  The BTU quantity of gas redelivered or sold at the tailgate of the Partnership’s processing facility may be lower than the BTU quantity purchased at the wellhead primarily due to the NGLs extracted from the natural gas when processed through a plant.  The Partnership must make up or “keep the producer whole” for this loss in BTU quantity.  To offset the make-up obligation, the Partnership retains the NGLs, which are extracted, and sells them for its own account.  Therefore, the Partnership bears the economic risk (the “processing margin risk”) that (1) the BTU quantity of residue gas available for redelivery to the producer may be less than received from the producer; and/or (2) the aggregate proceeds from the sale of the processed natural gas and NGLs could be less than the amount the Partnership paid for the unprocessed natural gas.  In order to help mitigate the risk associated with Keep-Whole contracts the Partnership generally imposes a fee to gather the gas that is settled under this arrangement.  Also, because the natural gas volumes contracted under some Keep-Whole agreements are lower in BTU content and thus can meet downstream pipeline specifications without being processed, the natural gas can be bypassed around the processing plants on these systems and delivered directly into downstream pipelines during periods when the processing margin risk is uneconomic.
	The Partnership accrues unbilled revenue and the related purchase costs due to timing differences between the delivery of natural gas, NGLs, and condensate and the receipt of a delivery statement.  This revenue is recorded based upon volumetric data from the Partnership’s records and management estimates of the related gathering and compression fees, which are, in turn, based upon applicable product prices.  The Partnership had unbilled revenues at September 30, 2013 and December 31, 2012 of $136.9 million and $100.8 million, respectively, which are included in accounts receivable within its consolidated balance sheets.
	Accrued Producer Liabilities
	Accrued producer liabilities on the Partnership’s consolidated balance sheets represent accrued purchase commitments payable to producers related to gas gathered and processed through its system under its POP and Keep-Whole contracts (see “-Revenue Recognition”).
	Cash and Cash Equivalents
	The Partnership considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. These cash equivalents consist principally of temporary investments of cash in short-term money market instruments. Checks outstanding at the end of a period that exceed available cash balances held at the bank are considered to be book overdrafts and are reclassified to accounts payable. At September 30, 2013 and December 31, 2012, respectively, the Partnership reclassified the balance related to outstanding checks of $16.9 million and $27.6 million from cash and cash equivalents to accounts payable on the Partnership’s consolidated balance sheets.
	Recently Adopted Accounting Standards
	In February 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-02, “Other Comprehensive Income (Topic 220) – Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which, among other changes, requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component and the respective line items of net income to which the amounts were reclassified.  The update does not change the components of comprehensive income that must be presented.  These requirements are effective for interim and annual reporting periods beginning after December 15, 2012.  The Partnership began including the additional required disclosures upon the adoption of this ASU on January 1, 2013 (see “‒Comprehensive Income (Loss)”).  The adoption had no material impact on the Partnership’s financial position or results of operations.
	Recently Issued Accounting Standards
	In July 2013, the FASB issued ASU 2013-11, “Income Taxes (Topic 740) –Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” which, among other changes, requires an entity to present an unrecognized tax benefit as a liability and not net with deferred tax assets when  a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional income taxes under the tax law of the applicable jurisdiction that would result from the disallowance of a tax position or when the tax law of the applicable tax jurisdiction does not require, and the entity does not intend to, use the deferred tax asset for such purpose. These requirements are effective for interim and annual reporting periods beginning after December 15, 2013.  Early adoption is permitted.  These amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date.  Retrospective application is permitted.  The Partnership will apply these requirements upon the adoption of the ASU on January 1, 2014.  The Partnership does not expect the adoption to have a material impact on its financial position or results of operations.

Acquisitions

Acquisitions	9 Months Ended
	Sep. 30, 2013
Acquisitions	'
Acquisitions	'
	NOTE 3 – ACQUISITIONS
	Cardinal Midstream, LLC
	On December 20, 2012, the Partnership completed the acquisition of 100% of the equity interests held by Cardinal Midstream, LLC (“Cardinal”) in three wholly-owned subsidiaries for $599.1 million in cash, including final purchase price adjustments, less cash received (the “Cardinal Acquisition”). The assets of these companies, which are referred to as the Arkoma assets, include gas gathering, processing and treating facilities in Arkansas, Louisiana, Oklahoma and Texas.  The acquisition includes a 60% interest in Centrahoma Processing, LLC (“Centrahoma”). The remaining 40% ownership interest in Centrahoma is held by MarkWest Oklahoma Gas Company LLC (“MarkWest”), a wholly-owned subsidiary of MarkWest Energy Partners, L.P. (NYSE: MWE).
	The Partnership accounted for this transaction as a business combination.  Accordingly, the Partnership evaluated the identifiable assets acquired and liabilities assumed at their respective acquisition date fair values. Due to the recent date of the acquisition, the accounting for the business combination is based on preliminary data that remains subject to adjustment and could further change as the Partnership continues to evaluate the facts and circumstances that existed as of the acquisition date.  As part of the Cardinal Acquisition, the Partnership placed $25.0 million into escrow to cover potential indemnity claims.  The $25.0 million was released to the sellers in June 2013.
	The following table presents the values assigned to the assets acquired and liabilities assumed in the Cardinal Acquisition, based on their preliminary estimated fair values as of the date of acquisition, including the 40% non-controlling interest of Centrahoma held by MarkWest (in thousands):
	Cash	$	1,184
	Accounts receivable		13,783
	Prepaid expenses and other		1,289
	Property, plant and equipment		246,787
	Intangible assets		232,740
	Goodwill		214,532
	Total assets acquired		710,315
	Current portion of long-term debt		-341
	Accounts payable and accrued liabilities		-14,854
	Deferred tax liability, net		-35,353
	Long-term debt, less current portion		-604
	Total liabilities acquired		-51,152
	Non-controlling interest		-58,832
	Net assets acquired		600,331
	Less cash received		-1,184
	Net cash paid for acquisition	$	599,147
	The fair value of MarkWest’s 40% non-controlling interest in Centrahoma was based upon the purchase price allocated to the 60% controlling interest the Partnership acquired using an income approach.  This measurement uses significant inputs that are not observable in the market and thus represents a fair value measurement categorized within Level 3 of the fair value hierarchy.  The 40% non-controlling interest in Centrahoma was reduced by a 5.0% adjustment for lack of control that market participants would consider when measuring its fair value.
	TEAK Midstream, LLC
	On May 7, 2013, the Partnership completed the acquisition of 100% of the equity interests of TEAK Midstream, LLC (“TEAK”) for $1.0 billion in cash, subject to customary purchase price adjustments, less cash received (the “TEAK Acquisition”), including $50.0 million placed into escrow pending final settlement of working capital adjustments and to cover potential indemnity claims. The assets of these companies, which are referred to as the SouthTX assets, include the following gas gathering and processing facilities in Texas:
	·	the Silver Oak I plant, which is a 200 MMCFD cryogenic processing facility;
	·	a second 200 MMCFD cryogenic processing facility, the Silver Oak II plant, to be in service the second quarter of 2014;
	·	265 miles of primarily 20-24 inch gathering and residue lines;
	·	approximately 275 miles of low pressure gathering lines;
	·	a  75% interest in T2 LaSalle Gathering Company L.L.C. (“T2 LaSalle”), which owns a 62 mile, 24 inch gathering line;
	·	a  50% interest in T2 Eagle Ford Gathering Company L.L.C. (“T2 Eagle Ford”), which owns a 45 mile 16 inch gathering pipeline and is currently building a 71 mile 24 inch gathering line; and
	·	a  50% interest in T2 EF Cogeneration Holdings L.L.C. (“T2 Co-Gen”), which is building a cogeneration facility.
	As a result of the TEAK Acquisition, the Partnership has added additional gathering and processing capacity as well as fee-based cash flows from natural gas gathering and processing operations.
	The Partnership funded the purchase price for the TEAK Acquisition in part from the private placement of $400.0 million of Class D Preferred Units for net proceeds of $397.7 million, plus the General Partner’s contribution of $8.2 million to maintain its 2.0% general partner interest in the Partnership (see Note 5); and in part from the sale of 11,845,000 common limited partner units in a public offering for net proceeds of approximately $388.4 million, plus the General Partner’s contribution of $8.3 million to maintain its 2.0% general partner interest in the Partnership (see Note 5).  The Partnership funded the remaining purchase price from its senior secured revolving credit facility, and issued $400.0 million of 4.75% unsecured senior notes due November 15, 2021 (“4.75% Senior Notes”) on May 10, 2013 for net proceeds of $391.5 million to reduce the level of borrowings under the revolving credit facility as part of the TEAK Acquisition (see Note 13).
	The Partnership accounted for this transaction as a business combination.  Accordingly, the Partnership evaluated the identifiable assets acquired and liabilities assumed at their respective acquisition date fair values.  Due to the recent date of acquisition, the accounting for the business combination is based on preliminary data that remains subject to adjustment and could change as the Partnership continues to evaluate the facts and circumstances that existed as of the acquisition date and the changes could be material.
	The following table presents the values assigned to the assets acquired and liabilities assumed in the TEAK Acquisition, based on their preliminary estimated fair values at the date of the acquisition (in thousands):
	Cash	$	8,157
	Accounts receivable		11,837
	Prepaid expenses and other		1,871
	Property, plant and equipment		290,118
	Intangible assets		285,000
	Goodwill		280,331
	Equity method investment in joint ventures		148,120
	Total assets acquired		1,025,434
	Accounts payable and accrued liabilities		-17,754
	Total liabilities acquired		-17,754
	Net assets acquired		1,007,680
	Less cash received		-8,157
	Net cash paid for acquisition	$	999,523
	In conjunction with the issuance of the Partnership’s common limited partner units associated with the acquisition, $14.3 million of transaction fees were included in the $388.4 million net proceeds recorded within common limited partners’ interests on the Partnership’s consolidated balance sheets.  In conjunction with the issuance the Partnership’s Class D Preferred Units associated with the acquisition, $2.3 million of transaction fees were included in the $397.7 million proceeds recorded within preferred limited partner interests on the Partnership’s consolidated balance sheets.  In conjunction with the issuance of the 4.75% Senior Notes and an amendment of the revolving credit facility, $9.5 million of transaction fees were recorded as deferred finance costs within other assets, net on the Partnership’s consolidated balance sheets.  Other acquisition costs of $18.8 million associated with the TEAK Acquisition were expensed as incurred and recorded to other costs on the Partnership’s consolidated statements of operations.
	Revenues and net losses of $39.2 million and $8.8 million for the three months ended September 30, 2013, respectively, and $59.2 million and $11.3 million for the nine months ended September 30, 2013, respectively, from the acquisition date of May 7, 2013 have been included in the Partnership’s consolidated financial statements related to the TEAK Acquisition, which were included in the Partnership’s Gathering and Processing operating segment.  Net earnings of $1.0 million contributed from the TEAK Acquisition from April 1, 2013 (the effective date) to May 7, 2013 (the closing date) were included as a reduction to the purchase price.
	The following table provides the unaudited pro forma revenue, net income, and net income per basic and diluted common unit for the three and nine months ended September 30, 2013 and 2012 as if (A)(1) the TEAK Acquisition; (2) the common unit equity offering for net proceeds of $388.4 million in April 2013; (3) the Class D Preferred Unit offering for net proceeds of  $397.7 million in April 2013; (4) the General Partner’s contribution of $16.5 million to maintain its 2.0% general partner interest in the Partnership; (5) the issuance of $400.0 million of 4.75% Senior Notes for net proceeds of $391.5 million; and (B) (1) the Cardinal Acquisition; (2) the equity offering for net proceeds of $319.3 million in December 2012, including General Partner contribution; (3) the $176.5 million net proceeds from the 6.625% unsecured senior notes due October 1, 2020 (“6.625% Senior Notes”); and (4) the borrowings under the Partnership’s revolving credit facility had been included in operations commencing on January 1, 2012 (in thousands, except per unit data; unaudited):
			Three months ended				Nine months ended
			September 30,				September 30,
				2013		2012		2013		2012
	Total revenues		$	558,000	$	312,479	$	1,561,328	$	1,114,953
	Continuing net income (loss) after tax attributable to common limited partners and the General Partner (1)			-46,843		-32,437		-105,993		-40,793
	Continuing net income (loss) after tax attributable to common limited partner unit:
	Basic and diluted (1)		$	-0.65	$	-0.44	$	-1.51	$	-0.61
	-1	Pro forma earnings for the three and nine months ended September 30, 2013 were adjusted to exclude $0.7 million and $18.8 million, respectively, of TEAK Acquisition related costs incurred and pro forma earnings for the three and nine months ended September 30, 2012 were adjusted to include these costs.
	The Partnership has prepared these unaudited pro forma financial results for comparative purposes only.  These pro forma financial results may not be indicative of the results that would have occurred if the Partnership had completed the TEAK and Cardinal Acquisitions and financing transactions at the beginning of the periods shown above or the results that will be attained in the future.

Equity_Method_Investments

Equity Method Investments	9 Months Ended
	Sep. 30, 2013
Equity Method Investments and Joint Ventures [Abstract]	'
Equity Method Investments	'
	NOTE 4 – EQUITY METHOD INVESTMENTS
	The Partnership’s consolidated financial statements include its 20% interest in West Texas LPG Pipeline Limited Partnership (“WTLPG”), 75% interest in T2 LaSalle, 50% interest in T2 Eagle Ford and 50% interest in T2 EF Co-Gen.  The Partnership acquired its interests in T2 LaSalle, T2 Eagle Ford, and T2 EF Co-Gen (“T2 Joint Ventures”) as part of the TEAK Acquisition (see Note 3).  The Partnership accounts for its investments in the joint ventures under the equity method of accounting.
	The Partnership evaluated whether the T2 Joint Ventures should be subject to consolidation.  The T2 Joint Ventures do meet the qualifications of a Variable Interest Entity (“VIE”), but the Partnership does not meet the qualifications as the primary beneficiary.  Even though the Partnership owns 50 or more percentage interest in the T2 Joint Ventures, the Partnership does not have controlling financial interests in these entities. The Partnership shares equal management rights with TexStar Midstream Services, L.P. (“TexStar”), the investor owning the remaining interests; and TexStar is the operator of the T2 Joint Ventures.  The Partnership determined that it should account for the T2 Joint Ventures under the equity method, since the Partnership does not have a controlling financial interest, but does have a significant influence.  The T2 Joint Ventures were formed to provide services for the benefit of the joint interest owners.  The T2 Joint Ventures have capacity lease agreements with the joint interest owners, which cover the costs of operations of the T2 Joint Ventures.  The Partnership’s maximum exposure to loss as a result of its involvement with the VIEs includes its equity investment; any additional capital contribution commitments and the Partnership’s share of any operating expenses incurred by the VIEs.
	Under the equity method of accounting, the Partnership records its proportionate share of the joint ventures’ net income (loss) as equity income (loss) on its consolidated statements of operations.  Investments in excess of the underlying net assets of equity method investees identifiable to property, plant and equipment or finite lived intangible assets are amortized over the useful life of the related assets and recorded as a reduction to equity investment on the Partnership’s consolidated balance sheet with an offsetting reduction to equity income on the Partnership’s consolidated statements of operations.  Excess investment representing equity method goodwill is not amortized but is evaluated for impairment annually.  This goodwill is not subject to amortization and is accounted for as a component of the investment.  No goodwill was recorded on the acquisition of WTLPG, T2 LaSalle, T2 Eagle Ford, or T2 EF Co-Gen.
	The following table presents the Partnership’s equity method investments in joint ventures as of September 30, 2013 and December 31, 2012 (in thousands):
				September 30,			December 31,
				2013			2012
	WTLPG		$	85,718		$	86,002
	T2 LaSalle			49,337			-
	T2 Eagle Ford			88,693			-
	T2 EF Co-Gen			14,473			-
	Equity method investment in joint ventures		$	238,221		$	86,002
	The following table presents the Partnership’s equity income (loss) in joint ventures for the three and nine months ended September 30, 2013 and 2012 (in thousands):
		Three Months Ended						Nine Months Ended
		September 30,						September 30,
		2013			2012			2013		2012
	WTLPG	$	1,389		$	1,422		$	5,116	$	4,235
	T2 LaSalle		-1,263			-			-2,162		-
	T2 Eagle Ford		-1,120			-			-2,198		-
	T2 EF Co-Gen		-888			-			-1,070		-
	Equity income (loss) in joint ventures	$	-1,882		$	1,422		$	-314	$	4,235

Equity

Equity	9 Months Ended
	Sep. 30, 2013
Equity	'
Equity	'
	NOTE 5 – EQUITY
	Common Units
	In April 2013, the Partnership sold 11,845,000 common units of the Partnership at a price to the public of $34.00 per unit, yielding net proceeds of $388.4 million after underwriting commissions and expenses.  The Partnership also received a capital contribution from the General Partner of $8.3 million to maintain its 2.0% general partnership interest.  The Partnership used the proceeds from this offering to fund a portion of the purchase price of the TEAK Acquisition (see Note 3).
	The Partnership has an equity distribution program with Citigroup Global Markets, Inc. (“Citigroup”).  Pursuant to this program, the Partnership may offer and sell from time to time through Citigroup, as its sales agent, common units having an aggregate value of up to $150.0 million.  Subject to the terms and conditions of the equity distribution agreement, Citigroup will not be required to sell any specific number or dollar amount of the common units, but will use its reasonable efforts, consistent with its normal trading and sales practices, to sell such units.  Such sales will be at market prices prevailing at the time of the sale.  There will be no specific date on which the offering will end; there will be no minimum purchase requirements; and there will be no arrangements to place the proceeds of the offering in an escrow, trust or similar account.  Under the terms of the equity distribution agreement, the Partnership also may sell common units to Citigroup as principal for its own account at a price agreed upon at the time of the sale.  The Partnership intends to use the net proceeds from any such offering for general partnership purposes, which may include, among other things, repayment of indebtedness, acquisitions, capital expenditures and additions to working capital.  During the three and nine months ended September 30, 2013, the Partnership issued 1,772,800 and 2,863,080 common units, respectively, under the equity distribution program for net proceeds of $63.7 million and $102.7 million, respectively, net of $1.3 million and $2.1 million, respectively, in commissions incurred from Citigroup.  The Partnership also received capital contributions from the General Partner of $1.3 million and $2.1 million during the three and nine months ended September 30, 2013, respectively, to maintain its 2.0% general partner interest in the Partnership.  The net proceeds from the common unit offering were utilized for general partnership purposes.
	Cash Distributions
	The Partnership is required to distribute, within 45 days after the end of each quarter, all its available cash (as defined in its partnership agreement) for that quarter to its common unitholders (subject to the rights of any other class or series of the Partnership’s securities with the right to share in the Partnership’s cash distributions) and to the General Partner.  If common unit distributions in any quarter exceed specified target levels, the General Partner will receive between 15% and 50% of such distributions in excess of the specified target levels, including the General Partner’s 2.0% interest.  The General Partner, which holds all the incentive distribution rights in the Partnership, has agreed to allocate up to $3.75 million of its incentive distribution rights per quarter back to the Partnership after the General Partner receives the initial $7.0 million per quarter of incentive distribution rights.
	Common unit and General Partner distributions declared by the Partnership for quarters ending from March 31, 2012 through June 30, 2013 were as follows:
			Cash		Total Cash		Total Cash
			Distribution		Distribution		Distribution
		Date Cash	Per Common		to Common		to the
	For Quarter	Distribution	Limited		Limited		General
	Ended	Paid	Partner Unit		Partners		Partner
					(in thousands)		(in thousands)
	31-Mar-12	15-May-12	$	0.56	$	30,030	$	2,217
	30-Jun-12	14-Aug-12		0.56		30,085		2,221
	30-Sep-12	14-Nov-12		0.57		30,641		2,409
	31-Dec-12	14-Feb-13		0.58		37,442		3,117
	31-Mar-13	15-May-13		0.59		45,382		3,980
	30-Jun-13	14-Aug-13		0.62		48,165		5,875
	On October 24, 2013, the Partnership declared a cash distribution of $0.62 per unit on its outstanding common limited partner units, representing the cash distribution for the quarter ended September 30, 2013.  The $55.3 million distribution, including $6.0 million to the General Partner for its general partner interest and incentive distribution rights, will be paid on November 14, 2013 to unitholders of record at the close of business on November 7, 2013.
	Class D Preferred Units
	On May 7, 2013, the Partnership completed a private placement of $400.0 million of its Class D Preferred Units to third party investors, at a negotiated price per unit of $29.75, resulting in net proceeds of $397.7 million pursuant to the Class D preferred unit purchase agreement dated April 16, 2013 (the “Commitment Date”).  The General Partner contributed $8.2 million to maintain its 2.0% general partnership interest upon the issuance of the Class D Preferred Units.  The Partnership used the proceeds to fund a portion of the purchase price of the TEAK Acquisition (see Note 3).  The Class D Preferred Units were offered and sold in a private transaction exempt from registration under Section 4(2) of the Securities Act of 1933, as amended.  The Partnership has the right to convert the Class D Preferred Units, in whole but not in part, beginning one year following their issuance, into common units, subject to customary anti-dilution adjustments.  Unless previously converted, all Class D Preferred Units will convert into common units at the end of eight full quarterly periods following their issuance.  In the event of any liquidation, dissolution or winding up of the Partnership or the sale or other disposition of all or substantially all of the assets of the Partnership, the holders of the Class D Preferred Units are entitled to receive, out of the assets of the Partnership available for distribution to unit holders, prior and in preference to any distribution of any assets of the Partnership to the holders of any other existing or subsequently issued units, an amount equal to $29.75 per Class D Preferred Unit plus any unpaid preferred distributions.
	Upon the issuance of the Class D Preferred Units, the Partnership entered into a registration rights agreement pursuant to which it agreed to file a registration statement with the SEC to register the resale of the common units issuable upon conversion of the Class D Preferred Units.  The Partnership agreed to use its commercially reasonable efforts to have the registration statement declared effective within 180 days of the date of conversion.
	The fair value of the Partnership’s common units on the Commitment Date of the Class D Preferred Units was $36.52 per unit, resulting in an embedded beneficial conversion discount (“discount”) on the Class D Preferred Units of $91.0 million.  The Partnership recognized the fair value of the Class D Preferred Units with the offsetting intrinsic value of the discount within Class D preferred limited partner interests on its consolidated balance sheets as of September 30, 2013.  The discount will be accreted and recognized as imputed dividends over the term of the Class D Preferred Units as a reduction to net income attributable to the common limited partners and the General Partner on the Partnership’s consolidated statements of operations.  For the three and nine months ended September 30, 2013, the Partnership recorded $11.4 million and $18.1 million, respectively, within preferred unit imputed dividend effect on the Partnership’s consolidated statements of operations to recognize the accretion of the beneficial conversion discount.  The Class D Preferred Units are presented combined with a net $72.9 million unaccreted beneficial conversion discount on the Partnership’s consolidated balance sheets as of September 30, 2013.
	The Class D Preferred Units will receive distributions of additional Class D Preferred Units for the first four full quarterly periods following their issuance, and thereafter will receive distributions in Class D Preferred Units, or cash, or a combination of Class D Preferred Units and cash, at the discretion of the Partnership’s General Partner.  Cash distributions will be paid to the Class D Preferred Unit holders prior to any other distributions of available cash.  Distributions will be determined based upon the cash distribution declared each quarter on the Partnership’s common limited partner units plus a preferred yield premium.  Class D Preferred Unit distributions, whether in kind units or in cash, will be accounted for as a reduction to net income attributable to the common limited partners and the General Partner.    For the three and nine months ended September 30, 2013, the Partnership recorded costs related to preferred unit distributions of $9.1 million and $14.4 million, respectively, on the Partnership’s consolidated statements of operations.  During the three and nine months ended September 30, 2013, the Partnership distributed 138,598 Class D Preferred Units to the holders of the Class D Preferred Units as a distribution for the quarter ended June 30, 2013.
	On October 24, 2013, the Partnership declared a cash distribution of $0.62 per unit on its outstanding common limited partner units, representing the cash distribution for the quarter ended September 30, 2013.  Based on this declaration, the Partnership estimates that approximately 234,000 Class D Preferred Units will be distributed to the holders of the Class D Preferred Units as a preferred unit distribution in kind for the quarter ended September 30, 2013.  The in kind distribution will be issued on November 14, 2013 to the preferred unitholders of record at the close of business on November 7, 2013.

Property_Plant_And_Equipment

Property, Plant And Equipment	9 Months Ended
	Sep. 30, 2013
Property, Plant And Equipment	'
Property, Plant And Equipment	'
	NOTE 6 – PROPERTY, PLANT AND EQUIPMENT
	The following is a summary of property, plant and equipment, including leased property and equipment meeting capital lease criteria (see Note 13) (in thousands):
						Estimated
		September 30,		December 31,		Useful Lives
		2013		2012		in Years
	Pipelines, processing and compression facilities	$	2,883,963	$	2,294,024	2 – 40
	Rights of way		190,767		178,234	20 – 40
	Buildings		10,252		8,224	40
	Furniture and equipment		12,869		10,305	3 – 7
	Other		15,482		14,761	3 – 10
			3,113,333		2,505,548
	Less – accumulated depreciation		-397,972		-305,167
		$	2,715,361	$	2,200,381
	The Partnership recorded depreciation expense on property, plant and equipment, including capital lease arrangements (see Note 13), of $27.2 million and $16.9 million for the three months ended September 30, 2013 and 2012, respectively, and $73.7 million and $47.7 million for the nine months ended September 30, 2013 and 2012, respectively, on its consolidated statements of operations.
	The Partnership capitalizes interest on borrowed funds related to capital projects only for periods that activities are in progress to bring these projects to their intended use.  The weighted average interest rate used to capitalize interest on borrowed funds was 5.7% and 5.7% for the three months ended September 30, 2013 and 2012, respectively, and 5.9% and 6.2% for the nine months ended September 30, 2013 and 2012, respectively.  The amount of interest capitalized was $1.5 million and $2.2 million for the three months ended September 30, 2013 and 2012, respectively, and $5.3 million and $6.4 million for the nine months ended September 30, 2013 and 2012, respectively.

Goodwill_And_Intangible_Assets

Goodwill And Intangible Assets	9 Months Ended
	Sep. 30, 2013
Goodwill and Intangible Assets	'
Goodwill and Intangible Assets	'
	NOTE 7 – GOODWILL AND INTANGIBLE ASSETS
	Goodwill is the cost of an acquisition less the fair value of the net identifiable assets of the acquired business.  The Partnership reflected goodwill on its consolidated balance sheets of $503.9 million and $319.3 million at September 30, 2013 and December 31, 2012, respectively.  The change in goodwill is primarily related to an addition of $280.3 million of goodwill from the TEAK Acquisition offset by a $96.4  million reduction in goodwill related to an adjustment of the fair value of assets acquired and liabilities assumed from the Cardinal Acquisition.  The goodwill related to the Cardinal Acquisition is a result of the strategic industry position and potential future synergies.  The goodwill related to the TEAK Acquisition is a result of the strategic industry position (see Note 3).  The Partnership estimates approximately $280.3 million of goodwill recorded as a result of the TEAK Acquisition to be deductible for tax purposes.
	The Partnership has recorded intangible assets with finite lives in connection with certain consummated acquisitions including the Cardinal and TEAK Acquisitions.  The following table reflects the components of intangible assets being amortized at September 30, 2013 and December 31, 2012 (in thousands):
						Estimated
		September 30,		December 31,		Useful Lives
		2013		2012		In Years
	Gross carrying amount:
	Customer contracts	$	3,419	$	119,933	7–10
	Customer relationships		722,653		205,313	7–10
			726,072		325,246
	Accumulated amortization:
	Customer contracts		-653		-746
	Customer relationships		-179,464		-125,140
			-180,117		-125,886
	Net carrying amount:
	Customer contracts		2,766		119,187
	Customer relationships		543,189		80,173
	Net carrying amount	$	545,955	$	199,360
	The weighted-average amortization period for customer contracts and customer relationships is 9.7 years and 7.8 years, respectively.  The Partnership recorded amortization expense on intangible assets of $23.9 million and $6.2 million for the three months ended September 30, 2013 and 2012, respectively, and $54.2 million and $18.0 million for the nine months ended September 30, 2013 and 2012, respectively, on its consolidated statements of operations.  Amortization expense related to intangible assets is estimated to be as follows for each of the next five calendar years:  remainder of 2013 - $23.9 million; 2014 – $92.0 million; 2015 through 2016 - $86.8 million per year; 2017 - $80.7 million.
	The valuation assessment for the Cardinal and TEAK Acquisitions have not been completed as of September 30, 2013 and the estimates of fair value of goodwill and intangible assets with finite lives reflected as of September 30, 2013 are subject to change and the change may be material (see Note 3).

Other_Assets

Other Assets	9 Months Ended
	Sep. 30, 2013
Other Assets	'
Other Assets	'
	NOTE 8 – OTHER ASSETS
	The following is a summary of other assets (in thousands):
		September 30,		December 31,
		2013		2012
	Deferred finance costs, net of accumulated amortization of $20,188 and $23,536 at September 30, 2013 and December 31, 2012, respectively	$	42,651	$	30,496
	Security deposits		1,787		2,097
		$	44,438	$	32,593
	Deferred finance costs are recorded at cost and amortized over the term of the respective debt agreement (see Note 13).  The Partnership incurred $0.1 million and $6.0 million deferred finance costs during the three months ended September 30, 2013 and 2012, respectively, and $22.5 million and $9.4 million deferred finance costs during the nine months ended September 30, 2013 and 2012, respectively, related to various financing activities (see Note 13).  During the nine months ended September 30, 2013, the Partnership redeemed all of its outstanding $365.8 million 8.75% unsecured senior notes due June 15, 2018 (“8.75% Senior Notes”) (see Note 13).  The Partnership recorded $5.3 million of accelerated amortization of deferred financing costs associated with the retirement of debt during the nine months ended September 30, 2013 related to the retirement of the 8.75% Senior Notes, which is included in loss on early extinguishment of debt on the Partnership’s consolidated statement of operations.  There was no accelerated amortization of deferred financing costs during the nine months ended September 30, 2012.  Amortization expense of deferred finance costs, excluding accelerated amortization expense was $1.8 million and $1.1 million for the three months ended September 30, 2013 and 2012, respectively, and $5.1 million and $3.4 million for the nine months ended September 30, 2013 and 2012, respectively, which is recorded within interest expense on the Partnership’s consolidated statements of operations.

Income_Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2013
Income Taxes	'
Income Taxes	'
	NOTE 9 – INCOME TAXES
	As part of the Cardinal Acquisition (see Note 3), the Partnership acquired APL Arkoma, Inc., a taxable subsidiary.  The components of the federal and state income tax benefit of the Partnership’s taxable subsidiary at September 30, 2013 are summarized as follows (in thousands):
		Three Months Ended			Nine Months Ended
		30-Sep-13			30-Sep-13
	Deferred benefit :
	Federal	$	-732	$	-765
	State		-85		-89
	Total income tax benefit	$	-817	$	-854
	The components of net deferred tax liabilities as of September 30, 2013 and December 31, 2012 consist of the following (in thousands):
		September 30,		December 31,
		2013		2012
	Deferred tax assets:
	Net operating loss tax carryforwards and alternative minimum tax credits	$	12,732	$	10,277
	Deferred tax liabilities:
	Excess of asset carrying value over tax basis		-47,428		-40,535
	Net deferred tax liabilities	$	-34,696	$	-30,258
	As of September 30, 2013, the Partnership had net operating loss carry forwards for federal income tax purposes of approximately $32.8 million, which expire at various dates from 2029 to 2033.  Management of the General Partner believes it more likely than not that the deferred tax asset will be fully utilized.

Derivative_Instruments

Derivative Instruments	9 Months Ended
	Sep. 30, 2013
Derivative Instruments	'
Derivative Instruments	'
	NOTE 10 ─ DERIVATIVE INSTRUMENTS
	The Partnership uses derivative instruments in connection with its commodity price risk management activities.  The Partnership uses financial swap and put option instruments to hedge its forecasted natural gas, NGLs and condensate sales against the variability in expected future cash flows attributable to changes in market prices.  Swap instruments are contractual agreements between counterparties to exchange obligations of money as the underlying natural gas, NGLs and condensate are sold.  Under its swap agreements, the Partnership receives a fixed price and remits a floating price based on certain indices for the relevant contract period.  The swap agreement sets a fixed price for the product being hedged.  Commodity-based put option instruments are contractual agreements that require the payment of a premium and grant the purchaser of the put option the right to receive the difference between a fixed, or strike, price and a floating price based on certain indices for the relevant contract period, if the floating price is lower than the fixed price.  The put option instrument sets a floor price for commodity sales being hedged.  A costless collar is a combination of a purchased put option and a sold call option, in which the premiums net to zero.  A costless collar eliminates the initial cost of the purchased put, but places a ceiling price for commodity sales being hedged.
	The Partnership no longer applies hedge accounting for derivatives.  Changes in fair value of derivatives are recognized immediately within derivative gain (loss), net in its consolidated statements of operations.  The change in fair value of commodity-based derivative instruments, which was previously recognized in accumulated other comprehensive loss within equity on the Partnership’s consolidated balance sheets, was reclassified to the Partnership’s consolidated statements of operations at the time the originally hedged physical transactions affected earnings.  The Partnership has reclassified all earnings out of accumulated other comprehensive income (loss), within equity on the Partnership’s consolidated balance sheet as of December 31, 2012.
	The Partnership enters into derivative contracts with various financial institutions, utilizing master contracts based upon the standards set by the International Swaps and Derivatives Association, Inc.  These contracts allow for rights of setoff at the time of settlement of the derivatives.  Due to the right of setoff, derivatives are recorded on the Partnership’s consolidated balance sheets as assets or liabilities at fair value on the basis of the net exposure to each counterparty.  Potential credit risk adjustments are also analyzed based upon the net exposure to each counterparty.  Premiums paid for purchased options are recorded on the Partnership’s consolidated balance sheets as the initial value of the options.  Changes in the fair value of the options are recognized within derivative gain (loss), net as unrealized gain (loss) on the Partnership’s consolidated statements of operations.  Premiums are reclassified to realized gain (loss) within derivative gain (loss), net at the time the option expires or is exercised.  The Partnership reflected net derivative assets on its consolidated balance sheets of $11.5 million and $31.0 million at September 30, 2013 and December 31, 2012, respectively.
	The following tables summarize the Partnership’s gross fair values of its derivative instruments, presenting the impact of offsetting derivative assets and liabilities on the Partnership’s consolidated balance sheets for the periods indicated (in thousands):
	Offsetting of Derivative Assets
			Gross Amounts of Recognized Assets			Gross Amounts Offset in the Consolidated Balance Sheets			Net Amounts of Assets Presented in the Consolidated Balance Sheets
	As of September 30, 2013:
	Current portion of derivative assets		$	7,981		$	-2,804		$	5,177
	Long-term portion of derivative assets			9,186			-1,728			7,458
	Current portion of derivative liabilities			1,171			-1,171			-
	Total derivative assets, net		$	18,338		$	-5,703		$	12,635
	As of December 31, 2012:
	Current portion of derivative assets		$	23,534		$	-457		$	23,077
	Long-term portion of derivative assets			9,637			-1,695			7,942
	Total derivative assets, net		$	33,171		$	-2,152		$	31,019
	Offsetting of Derivative Liabilities
			Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Consolidated Balance Sheets			Net Amounts of Liabilities Presented in the Consolidated Balance Sheets
	As of September 30, 2013:
	Current portion of derivative assets		$	-2,804		$	2,804		$	-
	Long-term portion of derivative assets			-1,728			1,728			-
	Current portion of derivative liabilities			-2,314			1,171			-1,143
	Total derivative liabilities, net		$	-6,846		$	5,703		$	-1,143
	As of December 31, 2012:
	Current portion of derivative liabilities		$	-457		$	457		$	-
	Long-term portion of derivative liabilities			-1,695			1,695			-
	Total derivative liabilities, net		$	-2,152		$	2,152		$	-
	The following table summarizes the Partnership’s commodity derivatives as of September 30, 2013, (dollars and volumes in thousands):
	Production							Average Fixed Price			Fair Value(2) Asset/
	Period			Commodity		Volumes(1)		($/Volume)			(Liability)
	Fixed price swaps
	2013			Natural gas		1,570		$	3.75		$	245
	2014			Natural gas		12,600			3.98			1,344
	2015			Natural gas		15,160			4.24			2,745
	2016			Natural gas		3,750			4.40			769
	2013			NGLs		18,774			1.20			2,234
	2014			NGLs		75,978			1.18			-2,007
	2015			NGLs		27,216			1.10			191
	2013			Crude oil		75			96.66			-385
	2014			Crude oil		312			92.37			-1,181
	2015			Crude oil		60			85.13			-213
	Total fixed price swaps											3,742
	Purchased Put Options
	2014			Natural gas		600			4.13			312
	2013			NGLs		11,844			1.90			1,893
	2014			NGLs		4,410			1.00			261
	2015			NGLs		1,890			0.90			173
	2013			Crude oil		75			100.10			164
	2014			Crude oil		449			94.69			2,591
	2015			Crude oil		270			89.18			2,356
	Total options											7,750
	Total derivatives										$	11,492
	______________________________________
	(1) NGL volumes are stated in gallons.  Crude oil volumes are stated in barrels.  Natural gas volumes are stated in MMBTUs.
	(2) See Note 11 for discussion on fair value methodology.
	The following tables summarize the gross effect of all derivative instruments on the Partnership’s consolidated statements of operations for the periods indicated (in thousands):
	Derivatives previously designated as cash flow hedges	For the Three Months ended September 30,						For the Nine Months ended September 30,
		2013			2012			2013			2012
	Loss reclassified from accumulated other comprehensive loss into natural gas and liquids sales	$	-		$	-1,079		$	-		$	-3,333
	Derivatives not designated as hedges
	Gain (loss) recognized in derivative gain (loss), net:
	Commodity contract - realized(1)	$	-907		$	4,157		$	3,573		$	7,079
	Commodity contract - unrealized(2)		-23,610			-23,064			-13,066			29,826
Derivative gain (loss), net	$	-24,517		$	-18,907		$	-9,493		$	36,905
(1) Realized gain (loss) represents the gain or loss incurred when the derivative contract expires and/or is cash settled.
(2) Unrealized gain (loss) represents the mark-to-market gain or loss recognized on open derivative contracts, which have not yet settled.

Fair_Value_Of_Financial_Instru

Fair Value Of Financial Instruments	9 Months Ended
	Sep. 30, 2013
Fair Value Of Financial Instruments	'
Fair Value Of Financial Instruments	'
	NOTE 11 ─ FAIR VALUE OF FINANCIAL INSTRUMENTS
	The Partnership uses a valuation framework based upon inputs that market participants use in pricing an asset or liability, which are classified into two categories:  observable inputs and unobservable inputs.  Observable inputs represent market data obtained from independent sources; whereas, unobservable inputs reflect the Partnership’s own market assumptions, which are used if observable inputs are not reasonably available without undue cost and effort.  These two types of inputs are further prioritized into the following hierarchy:
	Level 1– Unadjusted quoted prices in active markets for identical, unrestricted assets and liabilities that the reporting entity has the ability to access at the measurement date.
	Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability.
	Level 3 – Unobservable inputs that reflect the entity’s own assumptions about the assumptions market participants would use in the pricing of the asset or liability and are consequently not based on market activity but rather through particular valuation techniques.
	The Partnership uses a market approach fair value methodology to value the assets and liabilities for its outstanding derivative contracts (see Note 10).  The Partnership manages and reports the derivative assets and liabilities on the basis of its net exposure to market risks and credit risks by counterparty.  The Partnership has a financial risk management committee (the “Financial Risk Management Committee”), which sets the policies, procedures and valuation methods utilized by the Partnership to value its derivative contracts.  The Financial Risk Management Committee members include, among others, the Chief Executive Officer, the Chief Financial Officer and the Executive Vice Chairman of the managing board of the General Partner.  The Financial Risk Management Committee receives daily reports and meets on a weekly basis to review the risk management portfolio and changes in the fair value in order to determine appropriate actions.
	Derivative Instruments
	At September 30, 2013, the valuations for all the Partnership’s derivative contracts are defined as Level 2 assets and liabilities within the same class of nature and risk, with the exception of the Partnership’s NGL fixed price swaps and NGL options, which are defined as Level 3 assets and liabilities within the same class of nature and risk.
	The Partnership’s Level 2 commodity derivatives include natural gas and crude oil swaps and options, which are calculated based upon observable market data related to the change in price of the underlying commodity.  These swaps and options are calculated by utilizing the New York Mercantile Exchange (“NYMEX”) quoted prices for futures and option contracts traded on NYMEX that coincide with the underlying commodity, expiration period, strike price (if applicable) and pricing formula utilized in the derivative instrument.
	Valuations for the Partnership’s NGL options are based on forward price curves developed by financial institutions, and therefore are defined as Level 3.  The NGL options are over-the-counter instruments that are not actively traded in an open market, thus the Partnership utilizes the valuations provided by the financial institutions that provide the NGL options for trade.  The Partnership tests these valuations for reasonableness through the use of an internal valuation model.
	Valuations for the Partnership’s NGL fixed price swaps are based on forward price curves provided by a third party, which the Partnership considers to be Level 3 inputs.  The prices are adjusted based upon the relationship between the prices for the product/locations quoted by the third party and the underlying product/locations utilized for the swap contracts, as determined by a regression model of the historical settlement prices for the different product/locations.  The regression model is recalculated on a quarterly basis.  This adjustment is an unobservable Level 3 input.  The NGL fixed price swaps are over-the-counter instruments which are not actively traded in an open market.  However, the prices for the underlying products and locations do have a direct correlation to the prices for the products and locations provided by the third party, which are based upon trading activity for the products and locations quoted.  A change in the relationship between these prices would have a direct impact upon the unobservable adjustment utilized to calculate the fair value of the NGL fixed price swaps.
	The following table represents the Partnership’s derivative assets and liabilities recorded at fair value as of September 30, 2013 and December 31, 2012 (in thousands):
		Level 1			Level 2			Level 3			Total
	30-Sep-13
	Assets
	Commodity swaps	$	-		$	5,362		$	5,226		$	10,588
	Commodity options		-			5,423			2,327			7,750
	Total assets		-			10,785			7,553			18,338
	Liabilities
	Commodity swaps		-			-2,038			-4,808			-6,846
	Total liabilities		-			-2,038			-4,808			-6,846
	Total derivatives	$	-		$	8,747		$	2,745		$	11,492
	31-Dec-12
	Assets
	Commodity swaps	$	-		$	2,007		$	17,573		$	19,580
	Commodity options		-			7,322			6,269			13,591
	Total assets		-			9,329			23,842			33,171
	Liabilities
	Commodity swaps		-			-1,393			-759			-2,152
	Total liabilities		-			-1,393			-759			-2,152
	Total derivatives	$	-		$	7,936		$	23,083		$	31,019
	The Partnership’s Level 3 fair value amount relates to its derivative contracts on NGL fixed price swaps and NGL options.  The following table provides a summary of changes in fair value of the Partnership’s Level 3 derivative instruments for the nine months ended September 30, 2013 (in thousands):
		NGL Fixed Price Swaps					NGL Put Options					Total
		Gallons		Amount			Gallons		Amount			Amount
	Balance – December 31, 2012	87,066		$	16,814		38,556		$	6,269		$	23,083
	New contracts(1)	77,364			-		7,560			816			816
	Cash settlements from unrealized gain (loss)(2)(3)	-42,462			-11,769		-27,972			5,680			-6,089
	Net change in unrealized gain (loss)(2)	-			-4,627		-			-1,482			-6,109
	Deferred option premium recognition(3)	-			-		-			-8,956			-8,956
	Balance – September 30, 2013	121,968		$	418		18,144		$	2,327		$	2,745
	__________________________
	(1) Swaps are entered into with no value on the date of trade.  Options include premiums paid, which are included in the value of the derivatives on the date of trade.
	(2) Included within derivative gain (loss), net on the Partnership’s consolidated statements of operations.
	(3) Includes option premium cost reclassified from unrealized gain (loss) to realized gain (loss) at time of option expiration.
	The following table provides a summary of the unobservable inputs used in the fair value measurement of the Partnership’s NGL fixed price swaps at September 30, 2013 and December 31, 2012 (in thousands):
		Gallons		Third Party Quotes(1)			Adjustments(2)			Total Amount
	As of September 30, 2013
	Propane swaps	92,106		$	645		$	-88		$	557
	Isobutane swaps	6,300			-2,208			1,006			-1,202
	Normal butane swaps	7,560			1			335			336
	Natural gasoline swaps	16,002			1,533			-806			727
	Total NGL swaps – September 30, 2013	121,968		$	-29		$	447		$	418
	As of December 31, 2012
	Propane swaps	69,678		$	16,302		$	-552		$	15,750
	Isobutane swaps	1,134			-219			187			-32
	Normal butane swaps	6,174			-909			242			-667
	Natural gasoline swaps	10,080			3,247			-1,484			1,763
	Total NGL swaps – December 31, 2012	87,066		$	18,421		$	-1,607		$	16,814
	_______________________
	(1) Based upon the difference between the quoted market price provided by the third party and the fixed price of the swap.
	(2) Product and location basis differentials calculated through the use of a regression model, which compares the difference between the settlement prices for the products and locations quoted by the third party and the settlement prices for the actual products and locations underlying the derivatives, using a three year historical period.
	The following table provides a summary of the regression coefficient utilized in the calculation of the unobservable inputs for the Level 3 fair value measurements for the NGL fixed price swaps for the periods indicated (in thousands):
		Level 3 NGL Swap Fair			Adjustment based upon Regression Coefficient
	Value Adjustments			Lower 95%		Upper 95%		Average
As of September 30, 2013:
Propane	$	-88		0.8959		0.906		0.9009
Isobutane		1,006		1.1194		1.1291		1.1242
Normal butane		335		1.0345		1.0389		1.0367
Natural gasoline		-806		0.9729		0.9754		0.9741
Total Level 3 adjustments – September 30, 2013	$	447
As of December 31, 2012:
Propane	$	-552		0.9019		0.9122		0.9071
Isobutane		187		1.1285		1.1376		1.1331
Normal butane		242		1.0370		1.0416		1.0393
Natural gasoline		-1,484		0.8988		0.9169		0.9078
Total Level 3 adjustments – December 31, 2012	$	-1,607
NGL Linefill
The Partnership had $20.0 million and $7.8 million of NGL linefill at September 30, 2013 and December 31, 2012, respectively, which was included within prepaid expenses and other on its consolidated balance sheets.  The NGL linefill represents amounts receivable for NGLs delivered to counterparties for which the counterparty will pay at a designated later period at a price determined by the then market price.  The Partnership’s NGL linefill is defined as a Level 3 asset and is valued using the same forward price curve utilized to value the Partnership’s NGL fixed price swaps.  The product/location adjustment based upon the multiple regression analysis, which was included in the value of the linefill, was a reduction of $0.4 million and $0.4 million as of September 30, 2013 and December 31, 2012, respectively.
The following table provides a summary of changes in fair value of the Partnership’s NGL linefill for the nine months ended September 30, 2013 (in thousands):
	NGL Linefill
	Gallons			Amount
Balance – December 31, 2012	$	9,148		$	7,783
Deliveries into NGL linefill		52,334			41,950
NGL linefill sales		-39,787			-30,769
Net change in NGL linefill valuation(1)		-			-332
Acquired NGL linefill(2)		2,213			1,368
Balance – September 30, 2013	$	23,908		$	20,000
_________
(1) Included within natural gas and liquid sales on the Partnership’s consolidated statements of operations.
(2) NGL linefill acquired as part of the TEAK Acquisition (see Note 3).
Contingent Consideration
In February 2012, the Partnership acquired a gas gathering system and related assets for an initial net purchase price of $19.0 million.  The Partnership originally agreed to pay up to an additional $12.0 million, payable in two equal amounts, if certain volumes are achieved on the acquired gathering system within a specified time period (“Trigger Payments”).  Sufficient volumes were achieved in December 2012 and the Partnership paid the first Trigger Payment of $6.0 million in January 2013.  As of September 30, 2013, the fair value of the remaining Trigger Payment resulted in a $6.0 million long term liability, which was recorded within other long term liabilities on the Partnership’s consolidated balance sheets.  The range of the undiscounted amount the Partnership could pay related to the remaining Trigger Payment is between $0.0 and $6.0 million.
Other Financial Instruments
The estimated fair value of the Partnership’s other financial instruments has been determined based upon its assessment of available market information and valuation methodologies.  However, these estimates may not necessarily be indicative of the amounts the Partnership could realize upon the sale or refinancing of such financial instruments.
The Partnership’s current assets and liabilities on its consolidated balance sheets, other than the derivatives, NGL linefill and contingent consideration discussed above, are considered to be financial instruments for which the estimated fair values of these instruments approximate their carrying amounts due to their short-term nature and thus are categorized as Level 1 values.  The carrying value of outstanding borrowings under the revolving credit facility, which bear interest at a variable interest rate, approximates their estimated fair value and thus is categorized as a Level 1 value.  The estimated fair value of the Partnership’s Senior Notes (see Note 13) is based upon the market approach and calculated using the yield of the Senior Notes as provided by financial institutions and thus is categorized as a Level 3 value.  The estimated fair values of the Partnership’s total debt at September 30, 2013 and December 31, 2012, which consists principally of borrowings under the revolving credit facility and the Senior Notes, were $1,578.2 million and $1,216.4 million, respectively, compared with the carrying amounts of $1,655.7 million and $1,179.9 million, respectively.
Acquisitions
On December 20, 2012, the Partnership completed the Cardinal Acquisition (see Note 3).  On May 7, 2013, the Partnership completed the TEAK Acquisition (see Note 3). The fair value measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and therefore represent Level 3 inputs.  These inputs require significant judgments and estimates at the time of the valuation.  The estimates of fair value as of the acquisition date, which are reflected in the Partnership’s consolidated balance sheet as of September 30, 2013, are subject to change.

Accrued_Liabilities

Accrued Liabilities	9 Months Ended
	Sep. 30, 2013
Accrued Liabilities	'
Accrued liabilities	'
	NOTE 12 – ACCRUED LIABILITIES
	The following is a summary of accrued liabilities (in thousands):
		September 30,		December 31,
		2013		2012
	Accrued capital expenditures	$	11,161	$	8,336
	Cardinal and TEAK Acquisitions payable (offset by funds in escrow)		50,005		25,000
	Acquisition-based short-term contingent consideration		-		6,000
	Accrued ad valorem and production taxes		14,416		3,950
	Other		15,266		14,466
		$	90,848	$	57,752

Debt

Debt	9 Months Ended
	Sep. 30, 2013
Debt	'
Debt	'
	NOTE 13 ─ DEBT
	Total debt consists of the following (in thousands):
		September 30,		December 31,
		2013		2012
	Revolving credit facility	$	100,000	$	293,000
	8.750% Senior notes – due 2018		-		370,184
	6.625% Senior notes – due 2020		504,725		505,231
	5.875% Senior notes – due 2023		650,000		-
	4.750% Senior notes – due 2021		400,000		-
	Capital lease obligations		927		11,503
	Total debt		1,655,652		1,179,918
	Less current maturities		-610		-10,835
	Total long term debt	$	1,655,042	$	1,169,083
	Cash payments for interest related to debt, net of capitalized interest, were $17.8 million and $0.9 million for the three months ended September 30, 2013 and 2012, respectively, and $40.3 million and $16.2 million for the nine months ended September 30, 2013 and 2012, respectively.
	Revolving Credit Facility
	At September 30, 2013, the Partnership had a $600.0 million senior secured revolving credit facility with a syndicate of banks that matures in May 2017.  Borrowings under the revolving credit facility bear interest, at the Partnership’s option, at either (1) the higher of (a) the prime rate, (b) the federal funds rate plus 0.50% and (c) three-month LIBOR plus 1.0%, or (2) the LIBOR rate for the applicable period (each plus the applicable margin).  The weighted average interest rate for borrowings on the revolving credit facility, at September 30, 2013, was 3.2%.  Up to $50.0 million of the revolving credit facility may be utilized for letters of credit, of which  $0.4  million was outstanding at September 30, 2013.  These outstanding letters of credit amounts were not reflected as borrowings on the Partnership’s consolidated balance sheets.  At September 30, 2013, the Partnership had $499.6 million of remaining committed capacity under its revolving credit facility.
	Borrowings under the revolving credit facility are secured by (i) a lien on and security interest in all the Partnership’s property and that of its subsidiaries, except for the assets owned by Atlas Pipeline Mid-Continent WestOk, LLC (“WestOK LLC”) and Atlas Pipeline Mid-Continent WestTex, LLC (“WestTX LLC”), entities in which the Partnership has 95% interests, and Centrahoma, in which the Partnership has a 60% interest; and their respective subsidiaries; and (ii) by the guaranty of each of the Partnership’s consolidated subsidiaries other than the joint venture companies.  The revolving credit facility contains customary covenants, including requirements that the Partnership maintain certain financial thresholds and restrictions on the Partnership’s ability to (1) incur additional indebtedness, (2) make certain acquisitions, loans or investments, (3) make distribution payments to its unitholders if an event of default exists, or (4) enter into a merger or sale of assets, including the sale or transfer of interests in its subsidiaries.  The Partnership is unable to borrow under its revolving credit facility to pay distributions of available cash to unitholders because such borrowings would not constitute “working capital borrowings” pursuant to its partnership agreement.
	The events that constitute an event of default for the revolving credit facility are also customary for loans of this size, including payment defaults, breaches of representations or covenants contained in the credit agreement, adverse judgments against the Partnership in excess of a specified amount, and a change of control of the Partnership’s General Partner.
	On April 19, 2013, the Partnership entered into an amendment to the credit agreement which, among other changes, adjusted certain covenant ratio limits and adjusted the method of calculation as a result of the TEAK Acquisition.  As of September 30, 2013, the Partnership was in compliance with all covenants under the credit facility.
	Senior Notes
	At September 30, 2013, the Partnership had $500.0 million principal outstanding of 6.625% Senior Notes, $650.0 million principal outstanding of 5.875% unsecured senior notes due August 1, 2023 (“5.875% Senior Notes”), and $400.0 million of 4.75% Senior Notes (with the 6.625% Senior Notes and 5.875% Senior Notes, the “Senior Notes”).
	The 6.625% Senior Notes are presented combined with a net $4.7 million unamortized premium as of September 30, 2013.  Interest on the 6.625% Senior Notes is payable semi-annually in arrears on April 1 and October 1.  The 6.625% Senior Notes are redeemable at any time after October 1, 2016, at certain redemption prices, together with accrued and unpaid interest to the date of redemption.
	On September 28, 2012, the Partnership issued $325.0 million of the 6.625% Senior Notes, and on December 20, 2012, the Partnership issued an additional $175.0 million of the 6.625% Senior Notes.  In connection with the issuance of the 6.625% Senior Notes, the Partnership entered into registration rights agreements, whereby it agreed to (a) file an exchange offer registration statement with the SEC to exchange the privately issued notes for registered notes, and (b) cause the exchange offer to be consummated by September 23, 2013 in the case of the 6.625% Senior Notes issued in September 2012, or by December 15, 2013, in the case of the 6.625% Senior Notes issued in December 2012.  The registration statement the Partnership filed with the SEC for the exchange offer for the 6.625% Senior Notes in satisfaction of the registration requirements of the registration rights agreements became effective on September 17, 2013.   The Partnership commenced an exchange offering for the 6.625% Senior Notes on September 18, 2013 and the exchange offer was completed on October 16, 2013.  Pursuant to the terms of the registration rights agreement, because the exchange offer was not consummated within the aforementioned timeframe, the Partnership incurred a 0.25% interest penalty from September 23, 2013 through consummation of the exchange offer on October 16, 2013.
	On February 11, 2013, the Partnership issued $650.0 million of the 5.875% Senior Notes in a private placement transaction.  The 5.875% Senior Notes were issued at par.  The Partnership received net proceeds of $637.3 million after underwriting commissions and other transactions costs and utilized the proceeds to redeem the 8.75% unsecured senior notes due June 15, 2018 (“8.75% Senior Notes”) and repay a portion of the outstanding indebtedness under the revolving credit agreement.  Interest on the 5.875% Senior Notes is payable semi-annually in arrears on February 1 and August 1.  The 5.875% Senior Notes are redeemable any time after February 1, 2018, at certain redemption prices, together with accrued and unpaid interest to the date of redemption.
	In connection with the issuance of the 5.875% Senior Notes, the Partnership entered into  a registration rights agreement, whereby it agreed to (a) file an exchange offer registration statement with the SEC to exchange the privately issued notes for registered notes, and (b) cause the exchange offer to be consummated by February 6, 2014.  If the Partnership does not meet the aforementioned deadline, the 5.875% Senior Notes will be subject to additional interest, up to 1% per annum, until such time that the Partnership causes the exchange offer to be consummated.  On October 4, 2013, the Partnership filed a registration statement with the SEC for an exchange offer for the 5.875% Senior Notes.
	On May 10, 2013, the Partnership issued $400.0 million of the 4.75% Senior Notes in a private placement transaction.  The 4.75% Senior Notes were issued at par.  The Partnership received net proceeds of $391.5 million after underwriting commissions and other transactions costs and utilized the proceeds to repay a portion of the outstanding indebtedness under the revolving credit agreement as part of the TEAK Acquisition (see Note 3).  Interest on the 4.75% Senior Notes is payable semi-annually in arrears on May 15 and November 15.  The 4.75% Senior Notes are due on November 15, 2021 and are redeemable any time after March 15, 2016, at certain redemption prices, together with accrued and unpaid interest to the date of redemption.
	In connection with the issuance of the 4.75% Senior Notes, the Partnership entered into a  registration rights agreement, whereby it agreed to (a) file an exchange offer registration statement with the SEC to exchange the privately issued notes for registered notes, and (b) cause the exchange offer to be consummated by May 5, 2014.  If the Partnership does not meet the aforementioned deadline, the 4.75% Senior Notes will be subject to additional interest, up to 1% per annum, until such time that the Partnership causes the exchange offer to be consummated.  On October 4, 2013, the Partnership filed a registration statement with the SEC for an exchange offer for the 4.75% Senior Notes.
	On January 28, 2013, the Partnership commenced a cash tender offer for any and all of its outstanding $365.8 million 8.75% Senior Notes, excluding unamortized premium, and a solicitation of consents to eliminate most of the restrictive covenants and certain of the events of default contained in the indenture governing the 8.75% Senior Notes (“8.75% Senior Notes Indenture”).  Approximately $268.4 million aggregate principal amount of the 8.75% Senior Notes were validly tendered as of the expiration date of the consent solicitation.  In February 2013, the Partnership accepted for purchase all 8.75% Senior Notes validly tendered as of the expiration of the consent solicitation and paid $291.4 million to redeem the $268.4 million principal plus $11.2 million make-whole premium, $3.7 million accrued interest and $8.0 million consent payment.  The Partnership entered into a supplemental indenture amending and supplementing the 8.75% Senior Notes Indenture.  The Partnership also issued a notice to redeem all the 8.75% Senior Notes not purchased in connection with the tender offer.
	On March 12, 2013, the Partnership paid $105.6 million to redeem the remaining $97.3 million outstanding 8.75% Senior Notes plus a $6.3 million make-whole premium and $2.0 million in accrued interest.  The Partnership funded the redemption with a portion of the net proceeds from the issuance of the 5.875% Senior Notes.  During the nine months ended September 30, 2013, the Partnership recorded a loss of $26.6 million within loss on early extinguishment of debt on the Partnership’s consolidated statements of operations, related to the redemption of the 8.75% Senior Notes.  The loss includes $17.5 million premiums paid; $8.0 million consent payment; $5.3 million write off of deferred financing costs, offset by $4.2 million recognition of unamortized premium.
	The Senior Notes are subject to repurchase by the Partnership at a price equal to 101% of their principal amount, plus accrued and unpaid interest, upon a change of control or upon certain asset sales if the Partnership does not reinvest the net proceeds within 360 days.  The Senior Notes are junior in right of payment to the Partnership’s secured debt, including the Partnership’s obligations under its revolving credit facility.
	Indentures governing the Senior Notes contain covenants, including limitations of the Partnership’s ability to: incur certain liens; engage in sale/leaseback transactions; incur additional indebtedness; declare or pay distributions if an event of default has occurred; redeem, repurchase or retire equity interests or subordinated indebtedness; make certain investments; or merge, consolidate or sell substantially all its assets.  The Partnership is in compliance with these covenants as of September 30, 2013.
	Capital Leases
	The following is a summary of the leased property under capital leases as of September 30, 2013 and December 31, 2012, which are included within property, plant and equipment (see Note 6)
	(in thousands):
		September 30,		December 31,
		2013		2012
	Pipelines, processing and compression facilities	$	2,281	$	15,457
	Less – accumulated depreciation		-284		-1,066
		$	1,997	$	14,391
	On May 30, 2013, the Partnership accelerated payment on certain leases and purchased the leased property by paying approximately $7.5 million in accordance with the lease agreements.  These leases were to mature in August 2013.
	Depreciation expense for leased properties was $44 thousand and $186 thousand for the three months ended September 30, 2013 and 2012, respectively, and $293 thousand and $538 thousand for the nine months ended September 30, 2013 and 2012, respectively, which is included within depreciation and amortization expense on the Partnership’s consolidated statements of operations (see Note 6).

Commitments_And_Contingencies

Commitments And Contingencies	9 Months Ended
	Sep. 30, 2013
Commitments And Contingencies	'
Commitments And Contingencies	'
	NOTE 14 ─ COMMITMENTS AND CONTINGENCIES
	The Partnership has certain long-term unconditional purchase obligations and commitments, consisting primarily of transportation contracts.  These agreements provide for transportation services to be used in the ordinary course of the Partnership’s operations.   Transportation fees paid related to these contracts were $7.2 million and $2.6 million for three months  ended September  30, 2013 and 2012,  respectively, and $24.8 million and $7.6 million for nine months  ended September  30, 2013 and 2012,  respectively.  The future fixed and determinable portion of the obligations as of September 30, 2013 was as follows: remainder of 2013 - $2.8 million; 2014 - $9.5 million; and 2015 to 2017 - $3.5 million per year.
	The Partnership had committed approximately $166.2 million for the purchase of property, plant and equipment at September 30, 2013.
	The Partnership is a party to various routine legal proceedings arising out of the ordinary course of its business. Management of the Partnership believes that the ultimate resolution of these actions, individually or in the aggregate, will not have a material adverse effect on its financial condition or results of operations.

Benefit_Plans

Benefit Plans	9 Months Ended
	Sep. 30, 2013
Benefit Plans	'
Benefit Plans	'
	NOTE 15 ─ BENEFIT PLANS
	Generally, all share-based payments to employees, which are not cash settled, including grants of unit options and phantom units, are recognized within equity in the financial statements based on their fair values on the date of the grant.  Share-based payments to non-employees, which have a cash settlement option, are recognized within liabilities in the financial statements based upon their current fair market value.
	A phantom unit entitles a grantee to receive a common limited partner unit upon vesting of the phantom unit.  In tandem with phantom unit grants, participants may be granted a distribution equivalent right (“DER”), which is the right to receive cash per phantom unit in an amount equal to and at the same time as the cash distributions the Partnership makes on a common unit during the period the phantom unit is outstanding.  The compensation committee appointed by the General Partner’s managing board (the “Compensation Committee”) determines the vesting period for phantom units.
	A unit option entitles a grantee to purchase a common limited partner unit upon payment of the exercise price for the option after completion of vesting of the unit option.  The exercise price of the unit option is equal to the fair market value of the common unit on the date of grant of the option.  The Compensation Committee determines how the exercise price may be paid by the grantee as well as the vesting and exercise period for unit options.  Unit option awards expire 10 years from the date of grant.  There were no unit options outstanding as of September 30, 2013.
	Long-Term Incentive Plans
	The Partnership has a 2004 Long-Term Incentive Plan (“2004 LTIP”) and a 2010 Long-Term Incentive Plan (“2010 LTIP” and collectively with the 2004 LTIP, the “LTIPs”) in which officers, employees, non-employee managing board members of the General Partner, employees of the General Partner’s affiliates and consultants are eligible to participate.  The LTIPs are administered by the Compensation Committee.  Under the LTIPs, the Compensation Committee may make awards of either phantom units or unit options for an aggregate of 3,435,000 common units.  At September 30, 2013, the Partnership had 1,522,822 phantom units outstanding under the Partnership’s LTIPs, with 809,720 phantom units and unit options available for grant.  The Partnership generally issues new common units for phantom units and unit options, which have vested and have been exercised.
	Partnership Phantom Units
	Through September 30, 2013, phantom units granted to employees under the LTIPs generally had vesting periods of four years.  Phantom units awarded to non-employee managing board members will vest over a four year period.  Awards to non-employee members of the board automatically vest upon a change of control, as defined in the LTIPs.  At September 30, 2013, there were 468,544 units outstanding under the LTIPs that will vest within the following twelve months.
	All phantom units outstanding under the LTIPs at September 30, 2013 include DERs granted to the participants by the Compensation Committee.  The amounts paid with respect to LTIP DERs were $1.0 million and $0.6 million, during the three months ended September 30, 2013 and 2012, respectively, and $2.2 million and $1.4 million, during the nine months ended September 30, 2013 and 2012, respectively.  These amounts were recorded as reductions of equity on the Partnership’s consolidated balance sheets.
	The following table sets forth the Partnership’s LTIPs phantom unit activity for the periods indicated:
		Three Months Ended September 30,						Nine Months Ended September 30,
		2013			2012			2013			2012
		Number of Units	Fair Value(1)		Number of Units	Fair Value(1)		Number of Units	Fair Value(1)		Number of Units	Fair Value(1)
	Outstanding, beginning of period	909,012	$	33.54	972,402	$	32.19	1,053,242	$	33.21	394,489	$	21.63
	Granted	697,122		39.07	85,103		33.61	740,897		38.97	783,187		34.83
	Forfeited	-24,200		36.74	-51,000		29.83	-26,300		36.44	-54,950		29.46
	Matured and issued(2)	-59,112		27.81	-45,587		23.75	-245,017		31.44	-161,808		16.26
	Outstanding, end of period(3)(4)	1,522,822	$	36.24	960,918	$	32.84	1,522,822	$	36.24	960,918	$	32.84
	Matured and not issued(5)	2,450	$	32.95	6,800	$	27.46	2,450	$	32.95	6,800	$	27.46
	Non-cash compensation expense recognized (in thousands)		$	5,998		$	3,619		$	13,818		$	7,538
	___________________________________
	-1	Fair value based upon weighted average grant date price.
	-2	The intrinsic values for phantom unit awards exercised during the three months ended September 30, 2013 and 2012 were $2.2 million and $1.4 million, respectively, and $8.9 million and $4.9 million during the nine months ended September 30, 2013 and 2012, respectively.
	-3	The aggregate intrinsic value for phantom unit awards outstanding at September 30, 2013 and 2012 was $59.1 million and $32.8 million, respectively.
	-4	There were 23,565 and 17,926 outstanding phantom unit awards at September 30, 2013 and December 31, 2012, respectively, which were classified as liabilities due to a cash option available on the related phantom unit awards.
	-5	The aggregate intrinsic value for phantom unit awards vested but not issued at September 30, 2013 and 2012 was $94 thousand and $157 thousand, respectively.
	At September 30, 2013, the Partnership had approximately $37.5 million of unrecognized compensation expense related to unvested phantom units outstanding under the LTIPs based upon the fair value of the awards, which is expected to be recognized over a weighted average period of 2.2 years.

Related_Party_Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2013
Related Party Transactions	'
Related Party Transactions	'
	NOTE 16 ─ RELATED PARTY TRANSACTIONS
	The Partnership does not directly employ any persons to manage or operate its business.  These functions are provided by the General Partner and employees of ATLS.  The General Partner does not receive a management fee in connection with its management of the Partnership apart from its interest as general partner and its right to receive incentive distributions.  The Partnership reimburses the General Partner and its affiliates for compensation and benefits related to its employees who perform services for the Partnership based upon an estimate of the time spent by such persons on activities for the Partnership.  Other indirect costs, such as rent for offices, are allocated to the Partnership by ATLS based on the number of its employees who devote their time to activities on the Partnership’s behalf.
	The partnership agreement provides that the General Partner will determine the costs and expenses allocable to the Partnership in any reasonable manner determined by the General Partner at its sole discretion.  The Partnership reimbursed the General Partner and its affiliates $1.3 million and $0.8 million for the three months ended September 30, 2013 and 2012, respectively, and $3.8 million and $2.6 million for the nine months ended September 30, 2013 and 2012, respectively, for compensation and benefits related to its employees.  There were no reimbursements for direct expenses incurred by the General Partner and its affiliates for the nine months ended September 30, 2013 and 2012.  The General Partner believes the method utilized in allocating costs to the Partnership is reasonable.
	The Partnership compresses and gathers gas for Atlas Resource Partners, L.P. (NYSE: ARP) (“ARP”) on its gathering systems located in Tennessee.  ARP’s general partner is wholly-owned by ATLS, and two members of the General Partner’s managing board are members of ARP’s board of directors.  The Partnership entered into an agreement to provide these services, which extends for the life of ARP’s leases, in February 2008.  The Partnership charged ARP approximately $74 thousand and $156 thousand in compression and gathering fees for the three months ended September 30, 2013 and 2012, respectively, and $222 thousand and $357 thousand in compression and gathering fees for the nine months ended September 30, 2013 and 2012, respectively.
	The Partnership has agreed to provide design, procurement and construction management services for ARP with respect to a pipeline to be located in Lycoming County, Pennsylvania.  The total estimated price for the Partnership’s services in connection with the project is under $2.5 million.  The Partnership has been reimbursed approximately $1.6 million by ARP during the nine months ended September 30, 2013.

Segment_Information

Segment Information	9 Months Ended
	Sep. 30, 2013
Segment Information	'
Segment Information	'
	NOTE 17 ─ SEGMENT INFORMATION
	The Partnership has two reportable segments:  Gathering and Processing; and Transportation, Treating and Other (“Transportation and Treating”).  These reportable segments reflect the way the Partnership manages its operations.
	The Gathering and Processing segment consists of (1) the Arkoma, SouthTX, WestOK, WestTX and Velma operations, which are comprised of natural gas gathering and processing assets servicing drilling activity in the Eagle Ford Shale play in Texas and the Anadarko, Arkoma, and Permian Basins; and (2) the natural gas gathering assets located in the Barnett Shale play in Texas and the Appalachian Basin in Tennessee.  Gathering and Processing revenues are primarily derived from the sale of residue gas and NGLs and the gathering, processing and treating of natural gas.
	The Transportation and Treating segment consists of (1) contract gas treating operations located in various shale plays including the Avalon, Eagle Ford, Granite Wash, Haynesville, Fayetteville and Woodford; and (2) the Partnership’s 20% interest in the equity income generated by West Texas LPG Pipeline Limited Partnership, which owns a common-carrier pipeline system that transports NGLs from New Mexico and Texas to Mont Belvieu, Texas for fractionation.  Contract gas treating revenues are primarily derived from monthly lease fees for use of treating facilities.  Pipeline revenues are primarily derived from transportation fees.
	The following summarizes the Partnership’s reportable segment data for the periods indicated (in thousands):
		Gathering and Processing		Transportation and Treating		Corporate  and Other		Consolidated
	Three Months Ended September 30, 2013:
	Revenue:
	Revenues – third party(1)	$	580,601	$	1,399	$	-24,204	$	557,796
	Revenues – affiliates		74		-		-		74
	Total revenues		580,675		1,399		-24,204		557,870
	Costs and Expenses:
	Operating costs and expenses		487,977		393		-		488,370
	General and administrative(1)		-		-		17,887		17,887
	Other costs		-		-		685		685
	Depreciation and amortization		49,642		1,226		212		51,080
	Interest expense(1)		-		-		24,347		24,347
	Total costs and expenses		537,619		1,619		43,131		582,369
	Equity income (loss) in joint ventures		-3,271		1,389		-		-1,882
	Income (loss) before tax		39,785		1,169		-67,335		-26,381
	Income tax benefit		-817		-		-		-817
	Net income (loss)	$	40,602	$	1,169	$	-67,335	$	-25,564
	Three Months Ended September 30, 2012:
	Revenue:
	Revenues – third party(1)	$	297,478	$	-	$	-20,066	$	277,412
	Revenues – affiliates		156		-		-		156
	Total revenues		297,634		-		-20,066		277,568
	Costs and expenses:
	Operating costs and expenses		240,429		49		-		240,478
	General and administrative(1)		-		-		12,123		12,123
	Other costs		-108		-		-		-108
	Depreciation and amortization		23,161		-		-		23,161
	Interest expense(1)		-		-		9,692		9,692
	Total costs and expenses		263,482		49		21,815		285,346
	Equity income in joint ventures		-		1,422		-		1,422
	Net income (loss)	$	34,152	$	1,373	$	-41,881	$	-6,356
	___________________________________
	-1	The Partnership notes derivative contracts are carried at the corporate level and interest and general and administrative expenses have not been allocated to its reportable segments as it would be unfeasible to reasonably do so for the periods presented.
		Gathering and Processing		Transportation and Treating		Corporate  and Other		Consolidated
	Nine Months Ended September 30, 2013:
	Revenue:
	Revenues – third party(1)	$	1,531,643	$	4,283	$	-9,427	$	1,526,499
	Revenues – affiliates		222		-		-		222
	Total revenues		1,531,865		4,283		-9,427		1,526,721
	Costs and Expenses:
	Operating costs and expenses		1,283,695		1,060		-		1,284,755
	General and administrative(1)		-		-		44,231		44,231
	Other costs		-		-		19,585		19,585
	Depreciation and amortization		123,610		3,678		633		127,921
	Interest expense(1)		-		-		65,614		65,614
	Total costs and expenses		1,407,305		4,738		130,063		1,542,106
	Equity income (loss) in joint ventures		-5,430		5,116		-		-314
	Loss on asset disposition		-1,519		-		-		-1,519
	Loss on early extinguishment of debt		-		-		-26,601		-26,601
	Income (loss) before tax		117,611		4,661		-166,091		-43,819
	Income tax benefit		-854		-		-		-854
	Net income (loss)	$	118,465	$	4,661	$	-166,091	$	-42,965
	Nine Months Ended September 30, 2012:
	Revenue:
	Revenues – third party(1)	$	860,119	$	-	$	33,492	$	893,611
	Revenues – affiliates		357		-		-		357
	Total revenues		860,476		-		33,492		893,968
	Costs and expenses:
Operating costs and expenses		697,521		122		-		697,643
General and administrative(1)		-		-		32,513		32,513
Other costs		-303		-		-		-303
Depreciation and amortization		65,715		-		-		65,715
Interest expense(1)		-		-		27,669		27,669
Total costs and expenses		762,933		122		60,182		823,237
Equity income in joint ventures		-		4,235		-		4,235
Net income (loss)	$	97,543	$	4,113	$	-26,690	$	74,966
___________________________________
-1	The Partnership notes derivative contracts are carried at the corporate level and interest and general and administrative expenses have not been allocated to its reportable segments as it would be unfeasible to reasonably do so for the periods presented.
	Three Months Ended September 30,				Nine Months Ended September 30,
Capital Expenditures:	2013		2012		2013		2012
Gathering and processing	$	111,351	$	96,024	$	324,984	$	242,412
Transportation and treating		-		-		105		-
Corporate and other		801		-		2,772		-
	$	112,152	$	96,024	$	327,861	$	242,412
	September 30,		December 31,
Balance Sheet	2013		2012
Equity method investment in joint ventures:
Gathering and processing	$	152,503	$	-
Transportation and treating		85,718		86,002
	$	238,221	$	86,002
Goodwill:
Gathering and processing	$	460,074	$	292,448
Transportation and treating		43,863		26,837
	$	503,937	$	319,285
Total assets:
Gathering and processing	$	4,087,197	$	2,831,639
Transportation and treating		174,931		141,356
Corporate and other		111,467		92,643
	$	4,373,595	$	3,065,638
The following table summarizes the Partnership’s natural gas and liquids sales by product or service for the periods indicated (in thousands):
	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2013		2012		2013		2012
Natural gas and liquids sales:
Natural gas	$	181,345	$	111,402	$	514,715	$	260,046
NGLs		315,824		140,065		803,894		477,918
Condensate		37,511		22,776		92,520		66,800
Other		1,039		375		-332		-2,120
Total	$	535,719	$	274,618	$	1,410,797	$	802,644

Supplemental_Condensed_Consoli

Supplemental Condensed Consolidating Financial Information	9 Months Ended
	Sep. 30, 2013
Supplemental Condensed Consolidating Financial Information Abstract	'
Supplemental Condensed Consolidating Financial Information	'
	NOTE 18 − SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION
	The Partnership’s Senior Notes and revolving credit facility are guaranteed by its wholly-owned subsidiaries.  The guarantees are full, unconditional, joint and several.  The Partnership’s consolidated financial statements as of September 30, 2013 and December 31, 2012 and for the three and nine months ended September 30, 2013 and 2012 include the financial statements of WestOK LLC, WestTX LLC, and Centrahoma as well as the Partnership’s equity interests in WTLPG and the T2 Joint Ventures.   Under the terms of the Senior Notes and the revolving credit facility, WestOK LLC, WestTX LLC, Centrahoma, WTLPG, and the T2 Joint Ventures are non-guarantor subsidiaries as they are not wholly-owned by the Partnership.  The following supplemental condensed consolidating financial information reflects the Partnership’s stand-alone accounts, the combined accounts of the guarantor subsidiaries, the combined accounts of the non-guarantor subsidiaries, the consolidating adjustments and eliminations and the Partnership’s consolidated accounts as of September 30, 2013 and December 31, 2012 and for the three and nine months ended September 30, 2013  and 2012.  For the purpose of the following financial information, the Partnership’s investments in its subsidiaries and the guarantor subsidiaries’ investments in their subsidiaries are presented in accordance with the equity method of accounting (in thousands):
	Balance Sheets			Guarantor		Non-Guarantor		Consolidating
	30-Sep-13	Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
	Assets
	Cash and cash equivalents	$	-	$	166	$	10,273	$	-	$	10,439
	Accounts receivable − affiliates		709,642		-		-		-709,642		-
	Other current assets		88		125,826		183,738		-1,866		307,786
	Total current assets		709,730		125,992		194,011		-711,508		318,225
	Property, plant and equipment, net		-		792,884		1,922,477		-		2,715,361
	Intangible assets, net		-		448,807		97,148		-		545,955
	Goodwill		-		458,928		45,009		-		503,937
	Equity method investment in joint ventures		-		-		238,221		-		238,221
	Long term portion of derivative asset		-		7,458		-		-		7,458
	Long term notes receivable		-		-		1,852,928		-1,852,928		-
	Equity investments		3,247,779		1,486,431		-		-4,734,210		-
	Other assets, net		42,651		1,787		-		-		44,438
	Total assets	$	4,000,160	$	3,322,287	$	4,349,794	$	-7,298,646	$	4,373,595
	Liabilities and Equity
	Accounts payable – affiliates	$	-	$	434,487	$	279,760	$	-709,642	$	4,605
	Other current liabilities		30,557		116,767		209,851		-		357,175
	Total current liabilities		30,557		551,254		489,611		-709,642		361,780
	Long-term debt, less current portion		1,654,725		317		-		-		1,655,042
	Deferred income taxes, net		-		34,696		-		-		34,696
	Other long-term liability		210		1,199		6,000		-		7,409
	Equity		2,314,668		2,734,821		3,854,183		-6,589,004		2,314,668
	Total liabilities and equity	$	4,000,160	$	3,322,287	$	4,349,794	$	-7,298,646	$	4,373,595
	31-Dec-12
	Assets
	Cash and cash equivalents	$	-	$	157	$	3,241	$	-	$	3,398
	Accounts receivable − affiliates		921,702		-		-		-921,702		-
	Other current assets		172		68,144		149,507		-1,146		216,677
	Total current assets		921,874		68,301		152,748		-922,848		220,075
	Property, plant and equipment, net		-		491,790		1,708,591		-		2,200,381
	Intangible assets, net		-		101,446		97,914		-		199,360
	Goodwill		-		278,423		40,862		-		319,285
	Equity method investment in joint venture		-		-		86,002		-		86,002
	Long term portion of derivative asset		-		7,942		-		-		7,942
	Long term notes receivable		-		-		1,852,928		-1,852,928		-
	Equity investments		1,832,652		1,880,155		-		-3,712,807		-
	Other assets, net		30,496		1,772		325		-		32,593
	Total assets	$	2,785,022	$	2,829,829	$	3,939,370	$	-6,488,583	$	3,065,638
	Liabilities and Equity
	Accounts payable – affiliates	$	-	$	145,436	$	781,766	$	-921,702	$	5,500
	Other current liabilities		10,046		61,333		176,640		-		248,019
	Total current liabilities		10,046		206,769		958,406		-921,702		253,519
	Long-term debt, less current portion		1,168,415		604		64		-		1,169,083
	Deferred income taxes, net		-		30,258		-		-		30,258
	Other long-term liability		153		217		6,000		-		6,370
	Equity		1,606,408		2,591,981		2,974,900		-5,566,881		1,606,408
	Total liabilities and equity	$	2,785,022	$	2,829,829	$	3,939,370	$	-6,488,583	$	3,065,638
	Statements of Operations			Guarantor		Non-Guarantor		Consolidating
		Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
	Three Months  Ended September 30, 2013
	Total revenues	$	-	$	123,858	$	453,862	$	-19,850	$	557,870
	Total costs and expenses		-23,510		-172,901		-405,503		19,545		-582,369
	Equity income (loss)		-3,568		43,081		-1,882		-39,513		-1,882
	Income (loss), before tax		-27,078		-5,962		46,477		-39,818		-26,381
	Income tax benefit		-		-817		-		-		-817
	Net income (loss)		-27,078		-5,145		46,477		-39,818		-25,564
	Income attributable to non-controlling interest		-		-		-1,514		-		-1,514
	Preferred unit imputed dividend effect		-11,378		-		-		-		-11,378
	Preferred unit dividends in kind		-9,072		-		-		-		-9,072
Net income (loss) attributable to common limited partners and the General Partner	$	-47,528	$	-5,145	$	44,963	$	-39,818	$	-47,528
Three Months  Ended September 30, 2012
Total revenues	$	-	$	26,342	$	251,226	$	-	$	277,568
Total costs and expenses		-8,476		-59,075		-217,795		-		-285,346
Equity income		609		35,266		1,422		-35,875		1,422
Net income (loss)		-7,867		2,533		34,853		-35,875		-6,356
Income attributable to non-controlling interest		-		-		-1,511		-		-1,511
Net income (loss) attributable to common limited partners and the General Partner		-7,867		2,533		33,342		-35,875		-7,867
Other comprehensive income adjustment for realized losses on derivatives reclassified to net income		1,079		1,079		-		-1,079		1,079
Comprehensive income (loss)	$	-6,788	$	3,612	$	33,342	$	-36,954	$	-6,788
Statements of Operations			Guarantor		Non-Guarantor		Consolidating
	Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
Nine Months  Ended September 30, 2013
Total revenues	$	-	$	373,713	$	1,214,750	$	-61,742	$	1,526,721
Total costs and expenses		-63,441		-452,077		-1,087,432		60,844		-1,542,106
Equity income (loss)		42,384		121,997		-314		-164,381		-314
Loss on early extinguishment of debt		-26,601		-		-		-		-26,601
Loss on asset disposition		-		-1,519		-		-		-1,519
Income (loss), before tax		-47,658		42,114		127,004		-165,279		-43,819
Income tax benefit		-		-854		-		-		-854
Net income (loss)		-47,658		42,968		127,004		-165,279		-42,965
Income attributable to non-controlling interest		-		-		-4,693		-		-4,693
Preferred unit imputed dividend effect		-18,107		-		-		-		-18,107
Preferred unit dividends in kind		-14,413		-		-		-		-14,413
Net income (loss) attributable to common limited partners and the General Partner	$	-80,178	$	42,968	$	122,311	$	-165,279	$	-80,178
Nine Months  Ended September 30, 2012
Total revenues	$	-	$	192,181	$	701,787	$	-	$	893,968
Total costs and expenses		-25,305		-189,612		-608,320		-		-823,237
Equity income		96,163		93,500		4,235		-189,663		4,235
Net income (loss)		70,858		96,069		97,702		-189,663		74,966
Income attributable to non-controlling interest		-		-		-4,108		-		-4,108
Net income (loss) attributable to common limited partners and the General Partner		70,858		96,069		93,594		-189,663		70,858
Other comprehensive income adjustment for realized losses on derivatives reclassified to net income		3,333		3,333		-		-3,333		3,333
Comprehensive income (loss)	$	74,191	$	99,402	$	93,594	$	-192,996	$	74,191
Statements of Cash Flows			Guarantor		Non-Guarantor		Consolidating
	Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
Nine Months  Ended September 30, 2013
Net cash provided by (used in):
Operating activities	$	-392,444	$	100,288	$	191,958	$	245,319	$	145,121
Investing activities		-818,206		-822,467		-455,359		757,883		-1,338,149
Financing  activities		1,210,650		722,188		270,433		-1,003,202		1,200,069
Net change in cash and cash equivalents		-		9		7,032		-		7,041
Cash and cash equivalents, beginning of period		-		157		3,241		-		3,398
Cash and cash equivalents, end of period	$	-	$	166	$	10,273	$	-	$	10,439
Nine Months  Ended September 30, 2012
Net cash provided by (used in):
Operating activities	$	-141,785	$	84,601	$	141,149	$	41,558	$	125,523
Investing activities		-13,266		84,747		-233,233		-116,973		-278,725
Financing  activities		155,051		-170,516		93,249		75,415		153,199
Net change in cash and cash equivalents		-		-1,168		1,165		-		-3
Cash and cash equivalents, beginning of period		-		168		-		-		168
Cash and cash equivalents, end of period	$	-	$	-1,000	$	1,165	$	-	$	165

Subsequent_Events

Subsequent Events	9 Months Ended
	Sep. 30, 2013
Subsequent Events	'
Subsequent Events	'
	NOTE 19 – SUBSEQUENT EVENTS
	On October 24, 2013, the Partnership declared a cash distribution of $0.62 per unit on its outstanding common limited partner units, representing the cash distribution for the quarter ended September 30, 2013.  The $55.3 million distribution, including $6.0 million to the General Partner for its general partner interest and incentive distribution rights, will be paid on November 14, 2013 to unitholders of record at the close of business on November 7, 2013 (see Note 5). Based on this declaration, the Partnership estimates that approximately 234,000 Class D Preferred Units will be distributed to the holders of the Class D Preferred Units as a preferred unit distribution for this quarter.

Summary_Of_Significant_Account1

Summary Of Significant Accounting Policies (Policy)	9 Months Ended
	Sep. 30, 2013
Summary Of Significant Accounting Policies	'
Comprehensive Income (Loss)	'
	Comprehensive Income (Loss)
	Comprehensive income (loss) includes net income (loss) and all other changes in the equity of a business during a period from transactions and other events and circumstances from non-owner sources that, under GAAP, have not been recognized in the calculation of net income (loss).  These changes, other than net income (loss), are referred to as “other comprehensive income (loss)” and for the Partnership only include changes in the fair value of unsettled derivative contracts which were previously accounted for as cash flow hedges (see Note 10).  These contracts are wholly owned by the Partnership and the related gains and losses are not shared with the non-controlling interests.  The Partnership does not have any other type of transaction which would be included within other comprehensive income (loss).  During the three and nine months ended September 30, 2012, the Partnership reclassified $1.1 million and $3.3 million, respectively, from other comprehensive income to natural gas and liquids sales within the Partnership’s consolidated statements of operations.  As of December 31, 2012, all amounts had been reclassified out of accumulated other comprehensive income and the Partnership had no amounts outstanding within accumulated other comprehensive income.
Net Income (Loss) Per Common Unit	'
	Net Income (Loss) Per Common Unit
	Basic net income (loss) attributable to common limited partners per unit is computed by dividing net income (loss) attributable to common limited partners by the weighted average number of common limited partner units outstanding during the period.  Net income (loss) attributable to common limited partners is determined by deducting net income attributable to participating securities, if applicable, and net income (loss) attributable to the General Partner’s and the preferred unitholders' interests.  The General Partner’s interest in net income (loss) is calculated on a quarterly basis based upon its 2.0% general partner interest and incentive distributions to be distributed for the quarter (see Note 5), with a priority allocation of net income to the General Partner’s incentive distributions, if any, in accordance with the partnership agreement, and the remaining net income (loss) allocated with respect to the General Partner’s and limited partners’ ownership interests.
	The Partnership presents net income (loss) per unit under the two-class method for master limited partnerships,  which considers whether the incentive distributions of a master limited partnership represent a participating security when considered in the calculation of earnings per unit under the two-class method.  The two-class method considers whether the partnership agreement contains any contractual limitations concerning distributions to the incentive distribution rights that would impact the amount of earnings to allocate to the incentive distribution rights for each reporting period.  If distributions are contractually limited to the incentive distribution rights’ share of currently designated available cash for distributions as defined under the partnership agreement, undistributed earnings in excess of available cash should not be allocated to the incentive distribution rights.  Under the two-class method, management of the Partnership believes the partnership agreement contractually limits cash distributions to available cash; therefore, undistributed earnings are not allocated to the incentive distribution rights.
	Class D Preferred Units participate in distributions with the common limited partner units according to a predetermined formula (see Note 5), thus they are considered participating securities and are included in the computation of earnings per unit pursuant to the two-class method.  The participation rights result in a non-contingent transfer of value each time the Partnership declares a distribution.  However, the contractual terms of the Class D Preferred Units do not require the holders to share in the losses of the entity, therefore the net income (loss) utilized in the calculation of net income (loss) per unit must be determined based upon the allocation of only net income to the Class D Preferred Units on a pro-rata basis.
	Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and are included in the computation of earnings per unit pursuant to the two-class method.  The Partnership’s phantom unit awards, which consist of common units issuable under the terms of its long-term incentive plans and incentive compensation agreements (see Note 15), contain non-forfeitable rights to distribution equivalents of the Partnership.  The participation rights result in a non-contingent transfer of value each time the Partnership declares a distribution or distribution equivalent right during the award’s vesting period.  However, unless the contractual terms of the participating securities require the holders to share in the losses of the entity, net loss is not allocated to the participating securities.  Therefore, the net income (loss) utilized in the calculation of net income (loss) per unit must be determined based upon the allocation of only net income to the phantom units on a pro-rata basis.
	The following is a reconciliation of net income (loss) allocated to the General Partner and common limited partners for purposes of calculating net income (loss) attributable to common limited partners per unit (in thousands):
		Three Months Ended					Nine Months Ended
		September 30,					September 30,
		2013			2012		2013		2012
	Net income (loss)	$	-25,564		$	-6,356	$	-42,965	$	74,966
	Income attributable to non-controlling interests		-1,514			-1,511		-4,693		-4,108
	Preferred unit imputed dividend effect		-11,378			-		-18,107		-
	Preferred unit dividends in kind		-9,072			-		-14,413		-
	Net income (loss) attributable to common limited partners and the General Partner		-47,528			-7,867		-80,178		70,858
	General Partner’s cash incentive distributions		4,901			1,572		12,678		4,537
	General Partner’s ownership interest		-1,053			-190		-1,866		1,333
	Net income attributable to the General Partner’s ownership interests		3,848			1,382		10,812		5,870
	Net income (loss) attributable to common limited partners		-51,376			-9,249		-90,990		64,988
	Net income attributable to participating securities – phantom units(1)		-			-		-		886
	Net income attributable to participating securities – Class D Preferred Units(2)		-			-		-		-
	Net income attributable to participating securities		-			-		-		886
	Net income (loss) utilized in the calculation of net income (loss) attributable to common limited partners per unit	$	-51,376		$	-9,249	$	-90,990	$	64,102
	-1	Net income attributable to common limited partners’ ownership interest is allocated to the phantom units on a pro-rata basis (weighted average phantom units outstanding as a percentage of the sum of the weighted average phantom units and common limited partner units outstanding).  Net loss attributable to common limited partners’ ownership interest is not allocated to approximately 1,455,000 and 1,160,000 weighted average phantom units for the three and nine months ended September 30, 2013, respectively, and 964,000 weighted average phantom units for the three months ended September 30, 2012, because the contractual terms of the phantom units as participating securities do not require the holders to share in the losses of the entity.
	-2	Net income attributable to common limited partners’ ownership interest is allocated to the Class D Preferred Units on a pro-rata basis (weighted average Class D Preferred Units outstanding as a percentage of the sum of the weighted average Class D Preferred Units and common limited partner units outstanding).  For the three and nine months ended September 30, 2013 net loss attributable to common limited partners’ ownership interest is not allocated to approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively, because the contractual terms of the Class D Preferred Units as participating securities do not require the holders to share in the losses of the entity.
	Diluted net income (loss) attributable to common limited partners per unit is calculated by dividing net income (loss) attributable to common limited partners, plus income allocable to participating securities, by the sum of the weighted average number of common limited partner units outstanding plus the dilutive effect of outstanding participating securities.
	The following table sets forth the reconciliation of the Partnership’s weighted average number of common limited partner units used to compute basic net income (loss) attributable to common limited partners per unit with those used to compute diluted net income (loss) attributable to common limited partners per unit (in thousands):
		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2013		2012		2013	2012
	Weighted average number of common limited  partner units – basic	78,398		53,736		72,512	53,668
	Add effect of dilutive securities – phantom  units(1)	-		-		-	741
	Add effect of convertible preferred limited partner units(2)	-		-		-	-
	Weighted average common limited partner units – diluted	78,398		53,736		72,512	54,409
	-1	For the three and nine months ended September 30, 2013, and for the three months ended September 30, 2012, approximately 1,455,000, 1,160,000, and 964,000 weighted average phantom units, respectively, were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of such phantom units would have been anti-dilutive.
	-2	For the three and nine months ended September 30, 2013, approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively were excluded from the computation of diluted net income (loss) attributable to common limited partners as the impact of the conversion would have been anti-dilutive.
Revenue Recognition	'
	Revenue Recognition
	The Partnership’s revenue primarily consists of the sale of natural gas and NGLs along with the fees earned from its gathering, processing, treating and transportation operations.  Under certain agreements, the Partnership purchases natural gas from producers and moves it into receipt points on its pipeline systems, and then sells the natural gas, or produced NGLs, if any, off delivery points on its systems.  Under other agreements, the Partnership gathers natural gas across its systems, from receipt to delivery point, without taking title to the natural gas.  Revenue associated with the physical sale of natural gas and NGLs is recognized upon physical delivery.  In connection with the Partnership’s gathering, processing and transportation operations, it enters into the following types of contractual relationships with its producers and shippers:
	Fee-Based Contracts.  These contracts provide a set fee for gathering and/or processing raw natural gas and for transporting NGLs.  Revenue is a function of the volume of natural gas that the Partnership gathers and processes or the volume of NGLs transported and is not directly dependent on the value of the natural gas or NGLs.  The Partnership is also paid a separate compression fee on many of its gathering systems.  The fee is dependent upon the volume of gas flowing through its compressors and the quantity of compression stages utilized to gather the gas.
	POP Contracts.  These contracts provide for the Partnership to retain a negotiated percentage of the sale proceeds from residue gas and NGLs it gathers and processes, with the remainder being remitted to the producer.  In this contract-type, the Partnership and the producer are directly dependent on the volume of the commodity and its value; the Partnership effectively owns a percentage of the commodity and revenues are directly correlated to its market value.  POP contracts may include a fee component, which is charged to the producer.
	Keep-Whole Contracts.  These contracts require the Partnership, as the processor and gatherer, to gather or purchase raw natural gas at current market rates per MMBTU.  The volume and energy content of gas gathered or purchased is based on the measurement at an agreed upon location (generally at the wellhead).  The BTU quantity of gas redelivered or sold at the tailgate of the Partnership’s processing facility may be lower than the BTU quantity purchased at the wellhead primarily due to the NGLs extracted from the natural gas when processed through a plant.  The Partnership must make up or “keep the producer whole” for this loss in BTU quantity.  To offset the make-up obligation, the Partnership retains the NGLs, which are extracted, and sells them for its own account.  Therefore, the Partnership bears the economic risk (the “processing margin risk”) that (1) the BTU quantity of residue gas available for redelivery to the producer may be less than received from the producer; and/or (2) the aggregate proceeds from the sale of the processed natural gas and NGLs could be less than the amount the Partnership paid for the unprocessed natural gas.  In order to help mitigate the risk associated with Keep-Whole contracts the Partnership generally imposes a fee to gather the gas that is settled under this arrangement.  Also, because the natural gas volumes contracted under some Keep-Whole agreements are lower in BTU content and thus can meet downstream pipeline specifications without being processed, the natural gas can be bypassed around the processing plants on these systems and delivered directly into downstream pipelines during periods when the processing margin risk is uneconomic.
	The Partnership accrues unbilled revenue and the related purchase costs due to timing differences between the delivery of natural gas, NGLs, and condensate and the receipt of a delivery statement.  This revenue is recorded based upon volumetric data from the Partnership’s records and management estimates of the related gathering and compression fees, which are, in turn, based upon applicable product prices.  The Partnership had unbilled revenues at September 30, 2013 and December 31, 2012 of $136.9 million and $100.8 million, respectively, which are included in accounts receivable within its consolidated balance sheets.
Accrued Producer Liabilities Policy	'Accrued Producer LiabilitiesAccrued producer liabilities on the Partnership's consolidated balance sheets represent accrued purchase commitments payable to producers related to gas gathered and processed through its system under its POP and Keep-Whole contracts (see "-Revenue Recognition").
Cash and Cash Equivalents	'
	Cash and Cash Equivalents
	The Partnership considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. These cash equivalents consist principally of temporary investments of cash in short-term money market instruments. Checks outstanding at the end of a period that exceed available cash balances held at the bank are considered to be book overdrafts and are reclassified to accounts payable. At September 30, 2013 and December 31, 2012, respectively, the Partnership reclassified the balance related to outstanding checks of $16.9 million and $27.6 million from cash and cash equivalents to accounts payable on the Partnership’s consolidated balance sheets.
Recently Adopted Accounting Standards	'
	Recently Adopted Accounting Standards
	In February 2013, the FASB issued Accounting Standards Update (“ASU”) 2013-02, “Other Comprehensive Income (Topic 220) – Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income,” which, among other changes, requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component and the respective line items of net income to which the amounts were reclassified.  The update does not change the components of comprehensive income that must be presented.  These requirements are effective for interim and annual reporting periods beginning after December 15, 2012.  The Partnership began including the additional required disclosures upon the adoption of this ASU on January 1, 2013 (see “‒Comprehensive Income (Loss)”).  The adoption had no material impact on the Partnership’s financial position or results of operations.
Recently Issued Accounting Standards	'
	Recently Issued Accounting Standards
	In July 2013, the FASB issued ASU 2013-11, “Income Taxes (Topic 740) –Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” which, among other changes, requires an entity to present an unrecognized tax benefit as a liability and not net with deferred tax assets when  a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date to settle any additional income taxes under the tax law of the applicable jurisdiction that would result from the disallowance of a tax position or when the tax law of the applicable tax jurisdiction does not require, and the entity does not intend to, use the deferred tax asset for such purpose. These requirements are effective for interim and annual reporting periods beginning after December 15, 2013.  Early adoption is permitted.  These amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date.  Retrospective application is permitted.  The Partnership will apply these requirements upon the adoption of the ASU on January 1, 2014.  The Partnership does not expect the adoption to have a material impact on its financial position or results of operations.

Equity_Method_Investments_Poli

Equity Method Investments (Policy)	9 Months Ended
	Sep. 30, 2013
Summary Of Significant Accounting Policies	'
Equity Method Investments	'
	Under the equity method of accounting, the Partnership records its proportionate share of the joint ventures’ net income (loss) as equity income (loss) on its consolidated statements of operations.  Investments in excess of the underlying net assets of equity method investees identifiable to property, plant and equipment or finite lived intangible assets are amortized over the useful life of the related assets and recorded as a reduction to equity investment on the Partnership’s consolidated balance sheet with an offsetting reduction to equity income on the Partnership’s consolidated statements of operations.  Excess investment representing equity method goodwill is not amortized but is evaluated for impairment annually.  This goodwill is not subject to amortization and is accounted for as a component of the investment.

Fair_Value_Of_Financial_Instru1

Fair Value Of Financial Instruments (Policy)	9 Months Ended
	Sep. 30, 2013
Summary Of Significant Accounting Policies	'
Fair Value of Financial Instruments, Policy [Policy Text Block]	'
	The Partnership uses a valuation framework based upon inputs that market participants use in pricing an asset or liability, which are classified into two categories:  observable inputs and unobservable inputs.  Observable inputs represent market data obtained from independent sources; whereas, unobservable inputs reflect the Partnership’s own market assumptions, which are used if observable inputs are not reasonably available without undue cost and effort.  These two types of inputs are further prioritized into the following hierarchy:
	Level 1– Unadjusted quoted prices in active markets for identical, unrestricted assets and liabilities that the reporting entity has the ability to access at the measurement date.
	Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability.
	Level 3 – Unobservable inputs that reflect the entity’s own assumptions about the assumptions market participants would use in the pricing of the asset or liability and are consequently not based on market activity but rather through particular valuation techniques.
	The Partnership uses a market approach fair value methodology to value the assets and liabilities for its outstanding derivative contracts (see Note 10).  The Partnership manages and reports the derivative assets and liabilities on the basis of its net exposure to market risks and credit risks by counterparty.  The Partnership has a financial risk management committee (the “Financial Risk Management Committee”), which sets the policies, procedures and valuation methods utilized by the Partnership to value its derivative contracts.  The Financial Risk Management Committee members include, among others, the Chief Executive Officer, the Chief Financial Officer and the Executive Vice Chairman of the managing board of the General Partner.  The Financial Risk Management Committee receives daily reports and meets on a weekly basis to review the risk management portfolio and changes in the fair value in order to determine appropriate actions.

Summary_Of_Significant_Account2

Summary Of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2013
Summary Of Significant Accounting Policies	'
Schedule Of Net Income (Loss) Allocated To The General Partner And Common Limited Partners	'
		Three Months Ended					Nine Months Ended
		September 30,					September 30,
		2013			2012		2013		2012
	Net income (loss)	$	-25,564		$	-6,356	$	-42,965	$	74,966
	Income attributable to non-controlling interests		-1,514			-1,511		-4,693		-4,108
	Preferred unit imputed dividend effect		-11,378			-		-18,107		-
	Preferred unit dividends in kind		-9,072			-		-14,413		-
	Net income (loss) attributable to common limited partners and the General Partner		-47,528			-7,867		-80,178		70,858
	General Partner’s cash incentive distributions		4,901			1,572		12,678		4,537
	General Partner’s ownership interest		-1,053			-190		-1,866		1,333
	Net income attributable to the General Partner’s ownership interests		3,848			1,382		10,812		5,870
	Net income (loss) attributable to common limited partners		-51,376			-9,249		-90,990		64,988
	Net income attributable to participating securities – phantom units(1)		-			-		-		886
	Net income attributable to participating securities – Class D Preferred Units(2)		-			-		-		-
	Net income attributable to participating securities		-			-		-		886
	Net income (loss) utilized in the calculation of net income (loss) attributable to common limited partners per unit	$	-51,376		$	-9,249	$	-90,990	$	64,102
	-1	Net income attributable to common limited partners’ ownership interest is allocated to the phantom units on a pro-rata basis (weighted average phantom units outstanding as a percentage of the sum of the weighted average phantom units and common limited partner units outstanding).  Net loss attributable to common limited partners’ ownership interest is not allocated to approximately 1,455,000 and 1,160,000 weighted average phantom units for the three and nine months ended September 30, 2013, respectively, and 964,000 weighted average phantom units for the three months ended September 30, 2012, because the contractual terms of the phantom units as participating securities do not require the holders to share in the losses of the entity.
	-2	Net income attributable to common limited partners’ ownership interest is allocated to the Class D Preferred Units on a pro-rata basis (weighted average Class D Preferred Units outstanding as a percentage of the sum of the weighted average Class D Preferred Units and common limited partner units outstanding).  For the three and nine months ended September 30, 2013 net loss attributable to common limited partners’ ownership interest is not allocated to approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively, because the contractual terms of the Class D Preferred Units as participating securities do not require the holders to share in the losses of the entity.
Schedule Of Weighted Average Number Of Units	'
		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2013		2012		2013	2012
	Weighted average number of common limited  partner units – basic	78,398		53,736		72,512	53,668
	Add effect of dilutive securities – phantom  units(1)	-		-		-	741
	Add effect of convertible preferred limited partner units(2)	-		-		-	-
	Weighted average common limited partner units – diluted	78,398		53,736		72,512	54,409
	-1	For the three and nine months ended September 30, 2013, and for the three months ended September 30, 2012, approximately 1,455,000, 1,160,000, and 964,000 weighted average phantom units, respectively, were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of such phantom units would have been anti-dilutive.
	-2	For the three and nine months ended September 30, 2013, approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively were excluded from the computation of diluted net income (loss) attributable to common limited partners as the impact of the conversion would have been anti-dilutive.

Acquisitions_Tables

Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2013
Business Acquisition, Pro Forma Information	'
			Three months ended				Nine months ended
			September 30,				September 30,
				2013		2012		2013		2012
	Total revenues		$	558,000	$	312,479	$	1,561,328	$	1,114,953
	Continuing net income (loss) after tax attributable to common limited partners and the General Partner (1)			-46,843		-32,437		-105,993		-40,793
	Continuing net income (loss) after tax attributable to common limited partner unit:
	Basic and diluted (1)		$	-0.65	$	-0.44	$	-1.51	$	-0.61
	-1	Pro forma earnings for the three and nine months ended September 30, 2013 were adjusted to exclude $0.7 million and $18.8 million, respectively, of TEAK Acquisition related costs incurred and pro forma earnings for the three and nine months ended September 30, 2012 were adjusted to include these costs.
Cardinal Midstream LLC [Member]	'
Preliminary Values Assigned To Assets Acquired And Liabilities Assumed	'
	Cash	$	1,184
	Accounts receivable		13,783
	Prepaid expenses and other		1,289
	Property, plant and equipment		246,787
	Intangible assets		232,740
	Goodwill		214,532
	Total assets acquired		710,315
	Current portion of long-term debt		-341
	Accounts payable and accrued liabilities		-14,854
	Deferred tax liability, net		-35,353
	Long-term debt, less current portion		-604
	Total liabilities acquired		-51,152
	Non-controlling interest		-58,832
	Net assets acquired		600,331
	Less cash received		-1,184
	Net cash paid for acquisition	$	599,147
TEAK Midstream LLC [Member]	'
Preliminary Values Assigned To Assets Acquired And Liabilities Assumed	'
	Cash	$	8,157
	Accounts receivable		11,837
	Prepaid expenses and other		1,871
	Property, plant and equipment		290,118
	Intangible assets		285,000
	Goodwill		280,331
	Equity method investment in joint ventures		148,120
	Total assets acquired		1,025,434
	Accounts payable and accrued liabilities		-17,754
	Total liabilities acquired		-17,754
	Net assets acquired		1,007,680
	Less cash received		-8,157
	Net cash paid for acquisition	$	999,523

Equity_Method_Investments_Tabl

Equity Method Investments (Tables)	9 Months Ended
	Sep. 30, 2013
Equity Method Investments and Joint Ventures [Abstract]	'
Schedule of equity method investments in joint ventures	'
				September 30,			December 31,
				2013			2012
	WTLPG		$	85,718		$	86,002
	T2 LaSalle			49,337			-
	T2 Eagle Ford			88,693			-
	T2 EF Co-Gen			14,473			-
	Equity method investment in joint ventures		$	238,221		$	86,002
Schedule of earnings from equity method investments	'
		Three Months Ended						Nine Months Ended
		September 30,						September 30,
		2013			2012			2013		2012
	WTLPG	$	1,389		$	1,422		$	5,116	$	4,235
	T2 LaSalle		-1,263			-			-2,162		-
	T2 Eagle Ford		-1,120			-			-2,198		-
	T2 EF Co-Gen		-888			-			-1,070		-
	Equity income (loss) in joint ventures	$	-1,882		$	1,422		$	-314	$	4,235

Equity_Tables

Equity (Tables)	9 Months Ended
	Sep. 30, 2013
Equity	'
Schedule Of Distributions Made To Limited Partners And The General Partner	'
			Cash		Total Cash		Total Cash
			Distribution		Distribution		Distribution
		Date Cash	Per Common		to Common		to the
	For Quarter	Distribution	Limited		Limited		General
	Ended	Paid	Partner Unit		Partners		Partner
					(in thousands)		(in thousands)
	31-Mar-12	15-May-12	$	0.56	$	30,030	$	2,217
	30-Jun-12	14-Aug-12		0.56		30,085		2,221
	30-Sep-12	14-Nov-12		0.57		30,641		2,409
	31-Dec-12	14-Feb-13		0.58		37,442		3,117
	31-Mar-13	15-May-13		0.59		45,382		3,980
	30-Jun-13	14-Aug-13		0.62		48,165		5,875

Property_Plant_And_Equipment_T

Property, Plant And Equipment (Tables)	9 Months Ended
	Sep. 30, 2013
Property, Plant And Equipment	'
Property, Plant And Equipment	'
						Estimated
		September 30,		December 31,		Useful Lives
		2013		2012		in Years
	Pipelines, processing and compression facilities	$	2,883,963	$	2,294,024	2 – 40
	Rights of way		190,767		178,234	20 – 40
	Buildings		10,252		8,224	40
	Furniture and equipment		12,869		10,305	3 – 7
	Other		15,482		14,761	3 – 10
			3,113,333		2,505,548
	Less – accumulated depreciation		-397,972		-305,167
		$	2,715,361	$	2,200,381

Goodwill_And_Intangible_Assets1

Goodwill And Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2013
Goodwill and Intangible Assets	'
Schedule Of Intangible Assets	'
						Estimated
		September 30,		December 31,		Useful Lives
		2013		2012		In Years
	Gross carrying amount:
	Customer contracts	$	3,419	$	119,933	7–10
	Customer relationships		722,653		205,313	7–10
			726,072		325,246
	Accumulated amortization:
	Customer contracts		-653		-746
	Customer relationships		-179,464		-125,140
			-180,117		-125,886
	Net carrying amount:
	Customer contracts		2,766		119,187
	Customer relationships		543,189		80,173
	Net carrying amount	$	545,955	$	199,360

Other_Assets_Tables

Other Assets (Tables)	9 Months Ended
	Sep. 30, 2013
Other Assets	'
Schedule Of Other Assets	'
		September 30,		December 31,
		2013		2012
	Deferred finance costs, net of accumulated amortization of $20,188 and $23,536 at September 30, 2013 and December 31, 2012, respectively	$	42,651	$	30,496
	Security deposits		1,787		2,097
		$	44,438	$	32,593

Income_Taxes_Tables

Income Taxes (Tables)	9 Months Ended
	Sep. 30, 2013
Income Taxes	'
Schedule Of Components Of Income Tax Expense (Benefit)	'
		Three Months Ended			Nine Months Ended
		30-Sep-13			30-Sep-13
	Deferred benefit :
	Federal	$	-732	$	-765
	State		-85		-89
	Total income tax benefit	$	-817	$	-854
Schedule Of Deferred Tax Assets And Liabilities	'
		September 30,		December 31,
		2013		2012
	Deferred tax assets:
	Net operating loss tax carryforwards and alternative minimum tax credits	$	12,732	$	10,277
	Deferred tax liabilities:
	Excess of asset carrying value over tax basis		-47,428		-40,535
	Net deferred tax liabilities	$	-34,696	$	-30,258

Derivative_Instruments_Tables

Derivative Instruments (Tables)	9 Months Ended
	Sep. 30, 2013
Derivative Instruments	'
Schedule of Derivative Assets at Fair Value	'
	Offsetting of Derivative Assets
			Gross Amounts of Recognized Assets			Gross Amounts Offset in the Consolidated Balance Sheets			Net Amounts of Assets Presented in the Consolidated Balance Sheets
	As of September 30, 2013:
	Current portion of derivative assets		$	7,981		$	-2,804		$	5,177
	Long-term portion of derivative assets			9,186			-1,728			7,458
	Current portion of derivative liabilities			1,171			-1,171			-
	Total derivative assets, net		$	18,338		$	-5,703		$	12,635
	As of December 31, 2012:
	Current portion of derivative assets		$	23,534		$	-457		$	23,077
	Long-term portion of derivative assets			9,637			-1,695			7,942
	Total derivative assets, net		$	33,171		$	-2,152		$	31,019
Schedule of Derivative Liabilities at Fair Value	'
	Offsetting of Derivative Liabilities
			Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Consolidated Balance Sheets			Net Amounts of Liabilities Presented in the Consolidated Balance Sheets
	As of September 30, 2013:
	Current portion of derivative assets		$	-2,804		$	2,804		$	-
	Long-term portion of derivative assets			-1,728			1,728			-
	Current portion of derivative liabilities			-2,314			1,171			-1,143
	Total derivative liabilities, net		$	-6,846		$	5,703		$	-1,143
	As of December 31, 2012:
	Current portion of derivative liabilities		$	-457		$	457		$	-
	Long-term portion of derivative liabilities			-1,695			1,695			-
	Total derivative liabilities, net		$	-2,152		$	2,152		$	-
Schedule of Derivative Instruments	'
	Production							Average Fixed Price			Fair Value(2) Asset/
	Period			Commodity		Volumes(1)		($/Volume)			(Liability)
	Fixed price swaps
	2013			Natural gas		1,570		$	3.75		$	245
	2014			Natural gas		12,600			3.98			1,344
	2015			Natural gas		15,160			4.24			2,745
	2016			Natural gas		3,750			4.40			769
	2013			NGLs		18,774			1.20			2,234
	2014			NGLs		75,978			1.18			-2,007
	2015			NGLs		27,216			1.10			191
	2013			Crude oil		75			96.66			-385
	2014			Crude oil		312			92.37			-1,181
	2015			Crude oil		60			85.13			-213
	Total fixed price swaps											3,742
	Purchased Put Options
	2014			Natural gas		600			4.13			312
	2013			NGLs		11,844			1.90			1,893
	2014			NGLs		4,410			1.00			261
	2015			NGLs		1,890			0.90			173
	2013			Crude oil		75			100.10			164
	2014			Crude oil		449			94.69			2,591
	2015			Crude oil		270			89.18			2,356
	Total options											7,750
	Total derivatives										$	11,492
	______________________________________
	(1) NGL volumes are stated in gallons.  Crude oil volumes are stated in barrels.  Natural gas volumes are stated in MMBTUs.
	(2) See Note 11 for discussion on fair value methodology.
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)	'
	Derivatives previously designated as cash flow hedges	For the Three Months ended September 30,						For the Nine Months ended September 30,
		2013			2012			2013			2012
	Loss reclassified from accumulated other comprehensive loss into natural gas and liquids sales	$	-		$	-1,079		$	-		$	-3,333
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance	'
	Derivatives not designated as hedges
	Gain (loss) recognized in derivative gain (loss), net:
	Commodity contract - realized(1)	$	-907		$	4,157		$	3,573		$	7,079
	Commodity contract - unrealized(2)		-23,610			-23,064			-13,066			29,826
	Derivative gain (loss), net	$	-24,517		$	-18,907		$	-9,493		$	36,905
	(1) Realized gain (loss) represents the gain or loss incurred when the derivative contract expires and/or is cash settled.
	(2) Unrealized gain (loss) represents the mark-to-market gain or loss recognized on open derivative contracts, which have not yet settled.

Fair_Value_Of_Financial_Instru2

Fair Value Of Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2013
Fair Value Of Financial Instruments	'
Schedule Of Fair Value, Derivative Assets And Liabilities	'
		Level 1			Level 2			Level 3			Total
	30-Sep-13
	Assets
	Commodity swaps	$	-		$	5,362		$	5,226		$	10,588
	Commodity options		-			5,423			2,327			7,750
	Total assets		-			10,785			7,553			18,338
	Liabilities
	Commodity swaps		-			-2,038			-4,808			-6,846
	Total liabilities		-			-2,038			-4,808			-6,846
	Total derivatives	$	-		$	8,747		$	2,745		$	11,492
	31-Dec-12
	Assets
	Commodity swaps	$	-		$	2,007		$	17,573		$	19,580
	Commodity options		-			7,322			6,269			13,591
	Total assets		-			9,329			23,842			33,171
	Liabilities
	Commodity swaps		-			-1,393			-759			-2,152
	Total liabilities		-			-1,393			-759			-2,152
	Total derivatives	$	-		$	7,936		$	23,083		$	31,019
Schedule Of Change In Fair Value Of Level 3 Derivative Instruments	'
		NGL Fixed Price Swaps					NGL Put Options					Total
		Gallons		Amount			Gallons		Amount			Amount
	Balance – December 31, 2012	87,066		$	16,814		38,556		$	6,269		$	23,083
	New contracts(1)	77,364			-		7,560			816			816
	Cash settlements from unrealized gain (loss)(2)(3)	-42,462			-11,769		-27,972			5,680			-6,089
	Net change in unrealized gain (loss)(2)	-			-4,627		-			-1,482			-6,109
	Deferred option premium recognition(3)	-			-		-			-8,956			-8,956
	Balance – September 30, 2013	121,968		$	418		18,144		$	2,327		$	2,745
	__________________________
	(1) Swaps are entered into with no value on the date of trade.  Options include premiums paid, which are included in the value of the derivatives on the date of trade.
	(2) Included within derivative gain (loss), net on the Partnership’s consolidated statements of operations.
	(3) Includes option premium cost reclassified from unrealized gain (loss) to realized gain (loss) at time of option expiration.
Schedule Of Unobservable Inputs Used In Fair Value Measurement	'
		Gallons		Third Party Quotes(1)			Adjustments(2)			Total Amount
	As of September 30, 2013
	Propane swaps	92,106		$	645		$	-88		$	557
	Isobutane swaps	6,300			-2,208			1,006			-1,202
	Normal butane swaps	7,560			1			335			336
	Natural gasoline swaps	16,002			1,533			-806			727
	Total NGL swaps – September 30, 2013	121,968		$	-29		$	447		$	418
	As of December 31, 2012
	Propane swaps	69,678		$	16,302		$	-552		$	15,750
	Isobutane swaps	1,134			-219			187			-32
	Normal butane swaps	6,174			-909			242			-667
	Natural gasoline swaps	10,080			3,247			-1,484			1,763
	Total NGL swaps – December 31, 2012	87,066		$	18,421		$	-1,607		$	16,814
	_______________________
	(1) Based upon the difference between the quoted market price provided by the third party and the fixed price of the swap.
	(2) Product and location basis differentials calculated through the use of a regression model, which compares the difference between the settlement prices for the products and locations quoted by the third party and the settlement prices for the actual products and locations underlying the derivatives, using a three year historical period.
Schedule Of Regression Coefficients Utilized In Unobservable Input Adjustments	'
		Level 3 NGL Swap Fair			Adjustment based upon Regression Coefficient
		Value Adjustments			Lower 95%		Upper 95%		Average
	As of September 30, 2013:
	Propane	$	-88		0.8959		0.906		0.9009
	Isobutane		1,006		1.1194		1.1291		1.1242
	Normal butane		335		1.0345		1.0389		1.0367
	Natural gasoline		-806		0.9729		0.9754		0.9741
	Total Level 3 adjustments – September 30, 2013	$	447
	As of December 31, 2012:
	Propane	$	-552		0.9019		0.9122		0.9071
	Isobutane		187		1.1285		1.1376		1.1331
	Normal butane		242		1.0370		1.0416		1.0393
	Natural gasoline		-1,484		0.8988		0.9169		0.9078
	Total Level 3 adjustments – December 31, 2012	$	-1,607
Schedule Of Change In Fair Value Of NGL Linefill	'
		NGL Linefill
		Gallons			Amount
	Balance – December 31, 2012	$	9,148		$	7,783
	Deliveries into NGL linefill		52,334			41,950
	NGL linefill sales		-39,787			-30,769
	Net change in NGL linefill valuation(1)		-			-332
	Acquired NGL linefill(2)		2,213			1,368
	Balance – September 30, 2013	$	23,908		$	20,000
	_________
	(1) Included within natural gas and liquid sales on the Partnership’s consolidated statements of operations.
	(2) NGL linefill acquired as part of the TEAK Acquisition (see Note 3).

Accrued_liabilities_Tables

Accrued liabilities (Tables)	9 Months Ended
	Sep. 30, 2013
Accrued Liabilities	'
Schedule Of Accrued Liabilities	'
		September 30,		December 31,
		2013		2012
	Accrued capital expenditures	$	11,161	$	8,336
	Cardinal and TEAK Acquisitions payable (offset by funds in escrow)		50,005		25,000
	Acquisition-based short-term contingent consideration		-		6,000
	Accrued ad valorem and production taxes		14,416		3,950
	Other		15,266		14,466
		$	90,848	$	57,752

Debt_Tables

Debt (Tables)	9 Months Ended
	Sep. 30, 2013
Debt	'
Schedule of Total Debt	'
		September 30,		December 31,
		2013		2012
	Revolving credit facility	$	100,000	$	293,000
	8.750% Senior notes – due 2018		-		370,184
	6.625% Senior notes – due 2020		504,725		505,231
	5.875% Senior notes – due 2023		650,000		-
	4.750% Senior notes – due 2021		400,000		-
	Capital lease obligations		927		11,503
	Total debt		1,655,652		1,179,918
	Less current maturities		-610		-10,835
	Total long term debt	$	1,655,042	$	1,169,083
Schedule of Capital Leased Assets	'
		September 30,		December 31,
		2013		2012
	Pipelines, processing and compression facilities	$	2,281	$	15,457
	Less – accumulated depreciation		-284		-1,066
		$	1,997	$	14,391

Benefit_Plans_Tables

Benefit Plans (Tables)	9 Months Ended
	Sep. 30, 2013
Benefit Plans	'
Schedule of Phantom Unit Activity	'
		Three Months Ended September 30,						Nine Months Ended September 30,
		2013			2012			2013			2012
		Number of Units	Fair Value(1)		Number of Units	Fair Value(1)		Number of Units	Fair Value(1)		Number of Units	Fair Value(1)
	Outstanding, beginning of period	909,012	$	33.54	972,402	$	32.19	1,053,242	$	33.21	394,489	$	21.63
	Granted	697,122		39.07	85,103		33.61	740,897		38.97	783,187		34.83
	Forfeited	-24,200		36.74	-51,000		29.83	-26,300		36.44	-54,950		29.46
	Matured and issued(2)	-59,112		27.81	-45,587		23.75	-245,017		31.44	-161,808		16.26
	Outstanding, end of period(3)(4)	1,522,822	$	36.24	960,918	$	32.84	1,522,822	$	36.24	960,918	$	32.84
	Matured and not issued(5)	2,450	$	32.95	6,800	$	27.46	2,450	$	32.95	6,800	$	27.46
	Non-cash compensation expense recognized (in thousands)		$	5,998		$	3,619		$	13,818		$	7,538
	___________________________________
	-1	Fair value based upon weighted average grant date price.
	-2	The intrinsic values for phantom unit awards exercised during the three months ended September 30, 2013 and 2012 were $2.2 million and $1.4 million, respectively, and $8.9 million and $4.9 million during the nine months ended September 30, 2013 and 2012, respectively.
	-3	The aggregate intrinsic value for phantom unit awards outstanding at September 30, 2013 and 2012 was $59.1 million and $32.8 million, respectively.
	-4	There were 23,565 and 17,926 outstanding phantom unit awards at September 30, 2013 and December 31, 2012, respectively, which were classified as liabilities due to a cash option available on the related phantom unit awards.
	-5	The aggregate intrinsic value for phantom unit awards vested but not issued at September 30, 2013 and 2012 was $94 thousand and $157 thousand, respectively.

Segment_Information_Tables

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2013
Segment Information	'
Schedule of Segment Reporting Information, by Segment	'
		Gathering and Processing		Transportation and Treating		Corporate  and Other		Consolidated
	Three Months Ended September 30, 2013:
	Revenue:
	Revenues – third party(1)	$	580,601	$	1,399	$	-24,204	$	557,796
	Revenues – affiliates		74		-		-		74
	Total revenues		580,675		1,399		-24,204		557,870
	Costs and Expenses:
	Operating costs and expenses		487,977		393		-		488,370
	General and administrative(1)		-		-		17,887		17,887
	Other costs		-		-		685		685
	Depreciation and amortization		49,642		1,226		212		51,080
	Interest expense(1)		-		-		24,347		24,347
	Total costs and expenses		537,619		1,619		43,131		582,369
	Equity income (loss) in joint ventures		-3,271		1,389		-		-1,882
	Income (loss) before tax		39,785		1,169		-67,335		-26,381
	Income tax benefit		-817		-		-		-817
	Net income (loss)	$	40,602	$	1,169	$	-67,335	$	-25,564
	Three Months Ended September 30, 2012:
	Revenue:
	Revenues – third party(1)	$	297,478	$	-	$	-20,066	$	277,412
	Revenues – affiliates		156		-		-		156
	Total revenues		297,634		-		-20,066		277,568
	Costs and expenses:
	Operating costs and expenses		240,429		49		-		240,478
	General and administrative(1)		-		-		12,123		12,123
	Other costs		-108		-		-		-108
	Depreciation and amortization		23,161		-		-		23,161
	Interest expense(1)		-		-		9,692		9,692
	Total costs and expenses		263,482		49		21,815		285,346
	Equity income in joint ventures		-		1,422		-		1,422
	Net income (loss)	$	34,152	$	1,373	$	-41,881	$	-6,356
	___________________________________
	-1	The Partnership notes derivative contracts are carried at the corporate level and interest and general and administrative expenses have not been allocated to its reportable segments as it would be unfeasible to reasonably do so for the periods presented.
		Gathering and Processing		Transportation and Treating		Corporate  and Other		Consolidated
	Nine Months Ended September 30, 2013:
	Revenue:
	Revenues – third party(1)	$	1,531,643	$	4,283	$	-9,427	$	1,526,499
	Revenues – affiliates		222		-		-		222
	Total revenues		1,531,865		4,283		-9,427		1,526,721
	Costs and Expenses:
	Operating costs and expenses		1,283,695		1,060		-		1,284,755
	General and administrative(1)		-		-		44,231		44,231
	Other costs		-		-		19,585		19,585
	Depreciation and amortization		123,610		3,678		633		127,921
	Interest expense(1)		-		-		65,614		65,614
	Total costs and expenses		1,407,305		4,738		130,063		1,542,106
	Equity income (loss) in joint ventures		-5,430		5,116		-		-314
	Loss on asset disposition		-1,519		-		-		-1,519
	Loss on early extinguishment of debt		-		-		-26,601		-26,601
	Income (loss) before tax		117,611		4,661		-166,091		-43,819
	Income tax benefit		-854		-		-		-854
	Net income (loss)	$	118,465	$	4,661	$	-166,091	$	-42,965
	Nine Months Ended September 30, 2012:
	Revenue:
	Revenues – third party(1)	$	860,119	$	-	$	33,492	$	893,611
	Revenues – affiliates		357		-		-		357
	Total revenues		860,476		-		33,492		893,968
	Costs and expenses:
	Operating costs and expenses		697,521		122		-		697,643
	General and administrative(1)		-		-		32,513		32,513
	Other costs		-303		-		-		-303
	Depreciation and amortization		65,715		-		-		65,715
	Interest expense(1)		-		-		27,669		27,669
Total costs and expenses		762,933		122		60,182		823,237
Equity income in joint ventures		-		4,235		-		4,235
Net income (loss)	$	97,543	$	4,113	$	-26,690	$	74,966
___________________________________
-1	The Partnership notes derivative contracts are carried at the corporate level and interest and general and administrative expenses have not been allocated to its reportable segments as it would be unfeasible to reasonably do so for the periods presented.
	Three Months Ended September 30,				Nine Months Ended September 30,
Capital Expenditures:	2013		2012		2013		2012
Gathering and processing	$	111,351	$	96,024	$	324,984	$	242,412
Transportation and treating		-		-		105		-
Corporate and other		801		-		2,772		-
	$	112,152	$	96,024	$	327,861	$	242,412
	September 30,		December 31,
Balance Sheet	2013		2012
Equity method investment in joint ventures:
Gathering and processing	$	152,503	$	-
Transportation and treating		85,718		86,002
	$	238,221	$	86,002
Goodwill:
Gathering and processing	$	460,074	$	292,448
Transportation and treating		43,863		26,837
	$	503,937	$	319,285
Total assets:
Gathering and processing	$	4,087,197	$	2,831,639
Transportation and treating		174,931		141,356
Corporate and other		111,467		92,643
	$	4,373,595	$	3,065,638
Schedule Of Natural Gas And Liquids Sales, by Products	'
		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2013		2012		2013		2012
	Natural gas and liquids sales:
	Natural gas	$	181,345	$	111,402	$	514,715	$	260,046
	NGLs		315,824		140,065		803,894		477,918
	Condensate		37,511		22,776		92,520		66,800
	Other		1,039		375		-332		-2,120
	Total	$	535,719	$	274,618	$	1,410,797	$	802,644

Supplemental_Condensed_Consoli1

Supplemental Condensed Consolidating Financial Information (Tables)	9 Months Ended
	Sep. 30, 2013
Supplemental Condensed Consolidating Financial Information Abstract	'
Schedule Of Condensed Consolidating Balance Sheets	'
	Balance Sheets			Guarantor		Non-Guarantor		Consolidating
	30-Sep-13	Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
	Assets
	Cash and cash equivalents	$	-	$	166	$	10,273	$	-	$	10,439
	Accounts receivable − affiliates		709,642		-		-		-709,642		-
	Other current assets		88		125,826		183,738		-1,866		307,786
	Total current assets		709,730		125,992		194,011		-711,508		318,225
	Property, plant and equipment, net		-		792,884		1,922,477		-		2,715,361
	Intangible assets, net		-		448,807		97,148		-		545,955
	Goodwill		-		458,928		45,009		-		503,937
	Equity method investment in joint ventures		-		-		238,221		-		238,221
	Long term portion of derivative asset		-		7,458		-		-		7,458
	Long term notes receivable		-		-		1,852,928		-1,852,928		-
	Equity investments		3,247,779		1,486,431		-		-4,734,210		-
	Other assets, net		42,651		1,787		-		-		44,438
	Total assets	$	4,000,160	$	3,322,287	$	4,349,794	$	-7,298,646	$	4,373,595
	Liabilities and Equity
	Accounts payable – affiliates	$	-	$	434,487	$	279,760	$	-709,642	$	4,605
	Other current liabilities		30,557		116,767		209,851		-		357,175
	Total current liabilities		30,557		551,254		489,611		-709,642		361,780
	Long-term debt, less current portion		1,654,725		317		-		-		1,655,042
	Deferred income taxes, net		-		34,696		-		-		34,696
	Other long-term liability		210		1,199		6,000		-		7,409
	Equity		2,314,668		2,734,821		3,854,183		-6,589,004		2,314,668
	Total liabilities and equity	$	4,000,160	$	3,322,287	$	4,349,794	$	-7,298,646	$	4,373,595
	31-Dec-12
	Assets
	Cash and cash equivalents	$	-	$	157	$	3,241	$	-	$	3,398
	Accounts receivable − affiliates		921,702		-		-		-921,702		-
	Other current assets		172		68,144		149,507		-1,146		216,677
	Total current assets		921,874		68,301		152,748		-922,848		220,075
	Property, plant and equipment, net		-		491,790		1,708,591		-		2,200,381
	Intangible assets, net		-		101,446		97,914		-		199,360
	Goodwill		-		278,423		40,862		-		319,285
	Equity method investment in joint venture		-		-		86,002		-		86,002
	Long term portion of derivative asset		-		7,942		-		-		7,942
	Long term notes receivable		-		-		1,852,928		-1,852,928		-
	Equity investments		1,832,652		1,880,155		-		-3,712,807		-
	Other assets, net		30,496		1,772		325		-		32,593
	Total assets	$	2,785,022	$	2,829,829	$	3,939,370	$	-6,488,583	$	3,065,638
	Liabilities and Equity
	Accounts payable – affiliates	$	-	$	145,436	$	781,766	$	-921,702	$	5,500
	Other current liabilities		10,046		61,333		176,640		-		248,019
	Total current liabilities		10,046		206,769		958,406		-921,702		253,519
	Long-term debt, less current portion		1,168,415		604		64		-		1,169,083
	Deferred income taxes, net		-		30,258		-		-		30,258
	Other long-term liability		153		217		6,000		-		6,370
	Equity		1,606,408		2,591,981		2,974,900		-5,566,881		1,606,408
	Total liabilities and equity	$	2,785,022	$	2,829,829	$	3,939,370	$	-6,488,583	$	3,065,638
Schedule Of Condensed Consolidating Statements of Operations and Comprehensive Income	'
	Statements of Operations			Guarantor		Non-Guarantor		Consolidating
		Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
	Three Months  Ended September 30, 2013
	Total revenues	$	-	$	123,858	$	453,862	$	-19,850	$	557,870
	Total costs and expenses		-23,510		-172,901		-405,503		19,545		-582,369
	Equity income (loss)		-3,568		43,081		-1,882		-39,513		-1,882
	Income (loss), before tax		-27,078		-5,962		46,477		-39,818		-26,381
	Income tax benefit		-		-817		-		-		-817
	Net income (loss)		-27,078		-5,145		46,477		-39,818		-25,564
	Income attributable to non-controlling interest		-		-		-1,514		-		-1,514
	Preferred unit imputed dividend effect		-11,378		-		-		-		-11,378
	Preferred unit dividends in kind		-9,072		-		-		-		-9,072
	Net income (loss) attributable to common limited partners and the General Partner	$	-47,528	$	-5,145	$	44,963	$	-39,818	$	-47,528
	Three Months  Ended September 30, 2012
	Total revenues	$	-	$	26,342	$	251,226	$	-	$	277,568
	Total costs and expenses		-8,476		-59,075		-217,795		-		-285,346
	Equity income		609		35,266		1,422		-35,875		1,422
	Net income (loss)		-7,867		2,533		34,853		-35,875		-6,356
	Income attributable to non-controlling interest		-		-		-1,511		-		-1,511
	Net income (loss) attributable to common limited partners and the General Partner		-7,867		2,533		33,342		-35,875		-7,867
	Other comprehensive income adjustment for realized losses on derivatives reclassified to net income		1,079		1,079		-		-1,079		1,079
	Comprehensive income (loss)	$	-6,788	$	3,612	$	33,342	$	-36,954	$	-6,788
	Statements of Operations			Guarantor		Non-Guarantor		Consolidating
		Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
	Nine Months  Ended September 30, 2013
	Total revenues	$	-	$	373,713	$	1,214,750	$	-61,742	$	1,526,721
	Total costs and expenses		-63,441		-452,077		-1,087,432		60,844		-1,542,106
	Equity income (loss)		42,384		121,997		-314		-164,381		-314
	Loss on early extinguishment of debt		-26,601		-		-		-		-26,601
	Loss on asset disposition		-		-1,519		-		-		-1,519
	Income (loss), before tax		-47,658		42,114		127,004		-165,279		-43,819
	Income tax benefit		-		-854		-		-		-854
	Net income (loss)		-47,658		42,968		127,004		-165,279		-42,965
	Income attributable to non-controlling interest		-		-		-4,693		-		-4,693
	Preferred unit imputed dividend effect		-18,107		-		-		-		-18,107
	Preferred unit dividends in kind		-14,413		-		-		-		-14,413
	Net income (loss) attributable to common limited partners and the General Partner	$	-80,178	$	42,968	$	122,311	$	-165,279	$	-80,178
	Nine Months  Ended September 30, 2012
	Total revenues	$	-	$	192,181	$	701,787	$	-	$	893,968
	Total costs and expenses		-25,305		-189,612		-608,320		-		-823,237
	Equity income		96,163		93,500		4,235		-189,663		4,235
	Net income (loss)		70,858		96,069		97,702		-189,663		74,966
	Income attributable to non-controlling interest		-		-		-4,108		-		-4,108
	Net income (loss) attributable to common limited partners and the General Partner		70,858		96,069		93,594		-189,663		70,858
	Other comprehensive income adjustment for realized losses on derivatives reclassified to net income		3,333		3,333		-		-3,333		3,333
	Comprehensive income (loss)	$	74,191	$	99,402	$	93,594	$	-192,996	$	74,191
Schedule Of Condensed Consolidating Statements of Cash Flows	'
	Statements of Cash Flows			Guarantor		Non-Guarantor		Consolidating
		Parent		Subsidiaries		Subsidiaries		Adjustments		Consolidated
	Nine Months  Ended September 30, 2013
	Net cash provided by (used in):
	Operating activities	$	-392,444	$	100,288	$	191,958	$	245,319	$	145,121
	Investing activities		-818,206		-822,467		-455,359		757,883		-1,338,149
	Financing  activities		1,210,650		722,188		270,433		-1,003,202		1,200,069
	Net change in cash and cash equivalents		-		9		7,032		-		7,041
	Cash and cash equivalents, beginning of period		-		157		3,241		-		3,398
	Cash and cash equivalents, end of period	$	-	$	166	$	10,273	$	-	$	10,439
	Nine Months  Ended September 30, 2012
	Net cash provided by (used in):
	Operating activities	$	-141,785	$	84,601	$	141,149	$	41,558	$	125,523
	Investing activities		-13,266		84,747		-233,233		-116,973		-278,725
	Financing  activities		155,051		-170,516		93,249		75,415		153,199
	Net change in cash and cash equivalents		-		-1,168		1,165		-		-3
	Cash and cash equivalents, beginning of period		-		168		-		-		168
	Cash and cash equivalents, end of period	$	-	$	-1,000	$	1,165	$	-	$	165

Basis_Of_Presentation_Details

Basis Of Presentation (Details)	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012
		Common Limited Partners [Member]	Common Limited Partners [Member]	Common Limited Partners [Member]	Common Limited Partners [Member]	Preferred Limited Partner [Member]	Preferred Limited Partner [Member]
				General Partner [Member]	Atlas Energy, L.P.[Member]
General Partner, ownership interest	2.00%	'	'	'	'	'	'
Limited partners, ownership interest	98.00%	'	'	'	'	'	'
Partners' capital account, units	'	79,507,430	64,556,010	1,641,026	4,113,227	13,583,981	0

Summary_Of_Significant_Account3

Summary Of Significant Accounting Policies (Narrative-Ownership) (Details)	9 Months Ended
	Sep. 30, 2013
Summary Of Significant Accounting Policies	'
General Partner, ownership interest	2.00%

Summary_Of_Significant_Account4

Summary Of Significant Accounting Policies (Narrative-Other) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Summary Of Significant Accounting Policies	'	'	'	'	'
Adjustment for realized losses reclassified to net income	$0	($1,079,000)	$0	($3,333,000)	'
Unbilled receivables, not billed at balance sheet date	136,900,000	'	136,900,000	'	100,800,000
Book overdrafts	$16,900,000	'	$16,900,000	'	$27,600,000

Summary_Of_Significant_Account5

Summary Of Significant Accounting Policies (Schedule Of Net Income (Loss) Allocated To General Partner And Common Limited Partners) (Details) (USD $)	3 Months Ended				9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012
Net income (loss)	($25,564)		($6,356)		($42,965)		$74,966
Income attributable to non-controlling interests	-1,514		-1,511		-4,693		-4,108
Preferred unit imputed dividend effect	-11,378		0		-18,107		0
Preferred unit dividends in kind	-9,072		0		-14,413		0
Net income (loss) attributable to common limited partners and the general partner -	-47,528		-7,867		-80,178		70,858
General Partner [Member]	'		'		'		'
Net income (loss) attributable to common limited partners and the General Partner	3,848		1,382		10,812		5,870
General Partner's cash incentive distributions paid	4,901		1,572		12,678		4,537
General Partner's ownership interest	-1,053		-190		-1,866		1,333
Common Limited Partners [Member]	'		'		'		'
Net income (loss) attributable to common limited partners and the General Partner	-51,376		-9,249		-90,990		64,988
Net income attributable to participating securities	0		0		0		886
Net income (loss) utilized in the calculation of net income from continuing operations attributable to common limited partners per unit	-51,376		-9,249		-90,990		64,102
Common Limited Partners [Member] | Phantom Unit Awards [Member]	'		'		'		'
Net income attributable to participating securities	0	[1]	0	[1]	0	[1]	886	[1]
Antidilutive securities excluded from computation of earnings per unit	1,455,000		964,000		1,160,000		'
Common Limited Partners [Member] | Class D Preferred Units [Member]	'		'		'		'
Net income attributable to participating securities	$0	[2]	$0	[2]	$0	[2]	$0	[2]
Antidilutive securities excluded from computation of earnings per unit	13,518,000		'		7,560,000		'
[1]	Net income attributable to common limited partnersb ownership interest is allocated to the phantom units on a pro-rata basis (weighted average phantom units outstanding as a percentage of the sum of the weighted average phantom units and common limited partner units outstanding). Net loss attributable to common limited partnersb ownership interest is not allocated to approximately 1,455,000 and 1,160,000 weighted average phantom units for the three and nine months ended September 30, 2013, respectively, and 964,000 weighted average phantom units for the three months ended September 30, 2012, because the contractual terms of the phantom units as participating securities do not require the holders to share in the losses of the entity.
[2]	Net income attributable to common limited partnersb ownership interest is allocated to the Class D Preferred Units on a pro-rata basis (weighted average Class D Preferred Units outstanding as a percentage of the sum of the weighted average Class D Preferred Units and common limited partner units outstanding). For the three and nine months ended September 30, 2013 net loss attributable to common limited partnersb ownership interest is not allocated to approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively, because the contractual terms of the Class D Preferred Units as participating securities do not require the holders to share in the losses of the entity.

Summary_Of_Significant_Account6

Summary Of Significant Accounting Policies (Schedule Of Weighted Average Number Of Units) (Details) (Common Limited Partners [Member])	3 Months Ended				9 Months Ended
	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012
Weighted average common limited partner units (basic)	78,398,000		53,736,000		72,512,000		53,668,000
Add effect of participating securities, phantom units	0	[1]	0	[1]	0	[1]	741,000	[1]
Add effect of participating securities, convertible preferred units	0	[2]	0	[2]	0	[2]	0	[2]
Weighted average common limited partner units (diluted)	78,398,000		53,736,000		72,512,000		54,409,000
Phantom Unit Awards [Member]	'		'		'		'
Antidilutive securities excluded from computation of earnings per unit	1,455,000		964,000		1,160,000		'
Class D Preferred Units [Member]	'		'		'		'
Antidilutive securities excluded from computation of earnings per unit	13,518,000		'		7,560,000		'
[1]	For the three and nine months ended September 30, 2013, and for the three months ended September 30, 2012, approximately 1,455,000, 1,160,000, and 964,000 weighted average phantom units, respectively, were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of such phantom units would have been anti-dilutive.
[2]	For the three and nine months ended September 30, 2013, approximately 13,518,000 and 7,560,000 weighted average Class D Preferred Units, respectively were excluded from the computation of diluted net income (loss) attributable to common limited partners as the impact of the conversion would have been anti-dilutive.

Acquisitions_Narrative_Details

Acquisitions (Narrative) (Details) (USD $)

1 Months Ended

9 Months Ended

0 Months Ended

3 Months Ended

9 Months Ended

Feb. 28, 2013

Feb. 28, 2012

Sep. 30, 2013

Sep. 30, 2012

Dec. 20, 2012

Dec. 20, 2012

7-May-13

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2013

7-May-13

Sep. 30, 2013

7-May-13

Sep. 30, 2013

7-May-13

Cardinal Midstream LLC [Member]

Centrahoma [Member]

TEAK Midstream LLC [Member]

TEAK Midstream LLC [Member]

TEAK Midstream LLC [Member]

T2 LaSalle (Member)

T2 LaSalle (Member)

T2 Eagle Ford (Member)

T2 Eagle Ford (Member)

T2 EF Co Gen (Member)

T2 EF Co Gen (Member)

entity

Effective Date Of Acqusition By Which Results Of Operations Of Acquired Entity Are Included As Purchase Price Adjustment

'

'

'

'

'

'

1-Apr-13

'

'

'

'

'

'

'

'

Business Combination Net Earnings Of Acquired Entity Included In Purchase Price Adjustment

'

'

'

'

'

'

$1,000,000

'

'

'

'

'

'

'

'

Revenue Included From Acquired Entity

'

'

'

'

'

'

'

39,200,000

59,200,000

'

'

'

'

'

'

Net Earnings From Acquired Entity

'

'

'

'

'

'

'

-8,800,000

-11,300,000

'

'

'

'

'

'

Percentage of voting interests acquired

'

'

'

'

100.00%

'

100.00%

'

'

'

'

'

'

'

'

Number of Businesses Acquired

'

'

'

'

3

'

'

'

'

'

'

'

'

'

'

Acquisitions

$6,000,000

$19,000,000

$1,000,785,000

$36,689,000

$599,100,000

'

$1,000,000,000

'

'

'

'

'

'

'

'

Interest in majority owned subsidiary

'

'

'

'

'

60.00%

'

'

'

'

'

'

'

'

'

Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners

'

'

'

'

'

40.00%

'

'

'

'

'

'

'

'

'

Business Combination Noncontrolling Interest Valuation Adjustment For Lack Of Control

'

'

'

'

'

5.00%

'

'

'

'

'

'

'

'

'

Equity method investment, ownership percentage

'

'

'

'

'

'

'

'

'

75.00%

75.00%

50.00%

50.00%

50.00%

50.00%

Closing date of business combination

'

'

'

'

20-Dec-12

'

7-May-13

'

'

'

'

'

'

'

'

Acquisitions_Financing_Details

Acquisitions (Financing) (Details) (USD $)

3 Months Ended

9 Months Ended

0 Months Ended

9 Months Ended

0 Months Ended

3 Months Ended

9 Months Ended

0 Months Ended

9 Months Ended

0 Months Ended

12 Months Ended

0 Months Ended

1 Months Ended

9 Months Ended

12 Months Ended

9 Months Ended

0 Months Ended

1 Months Ended

0 Months Ended

9 Months Ended

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2012

Dec. 20, 2012

Sep. 30, 2013

7-May-13

Sep. 30, 2013

Sep. 30, 2013

10-May-13

Sep. 30, 2013

Dec. 20, 2012

Sep. 28, 2012

Dec. 31, 2012

Feb. 11, 2013

Apr. 30, 2013

Sep. 30, 2013

Dec. 31, 2012

Sep. 30, 2013

Apr. 17, 2013

Apr. 17, 2013

Apr. 30, 2013

7-May-13

Sep. 30, 2013

Sep. 30, 2013

Cardinal Midstream LLC [Member]

Cardinal Midstream LLC [Member]

TEAK Midstream LLC [Member]

TEAK Midstream LLC [Member]

TEAK Midstream LLC [Member]

4.750% Senior notes - due 2023 [Member]

4.750% Senior notes - due 2023 [Member]

6.625% Senior notes - due 2020 [Member]

6.625% Senior notes - due 2020 [Member]

6.625% Senior notes - due 2020 [Member]

5.875% Senior notes - due 2023 [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

Preferred Limited Partner [Member]

Preferred Limited Partner [Member]

Preferred Limited Partner [Member]

TEAK Midstream LLC [Member]

Cardinal Midstream LLC [Member]

Cardinal Midstream LLC [Member]

TEAK Midstream LLC [Member]

TEAK Midstream LLC [Member]

Preferred Unit Agreement Contributed Capital

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$400,000,000

'

$400,000,000

Net proceeds from issuance of preferred limited partner units

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

397,700,000

'

397,700,000

Issuance of units, units

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

14,708,080

'

11,845,000

'

'

'

'

13,445,383

'

Net proceeds from issuance of common limited partner units

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

388,400,000

'

319,300,000

388,400,000

'

'

'

'

'

'

General Partners' capital contributions

'

'

18,614,000

0

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

8,300,000

8,200,000

16,500,000

'

'

'

Gross proceeds from issuance

'

'

'

'

'

'

'

'

'

400,000,000

400,000,000

175,000,000

325,000,000

'

650,000,000

'

'

'

'

'

'

'

'

'

'

Net proceeds from issuance of long term debt

'

'

1,028,369,000

319,100,000

'

'

'

'

'

391,500,000

391,500,000

'

'

176,500,000

637,300,000

'

'

'

'

'

'

'

'

'

'

Acquisition costs

'

'

'

'

'

'

'

700,000

18,800,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Acquisition costs recorded to equity

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

14,300,000

'

'

'

'

'

2,300,000

Payments of deferred financing costs

100,000

6,000,000

22,500,000

9,400,000

'

'

'

'

'

'

9,500,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Change in funds held in escrow

'

'

'

'

$25,000,000

($25,000,000)

$50,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Acquisitions_Preliminary_Value

Acquisitions (Preliminary Values Assigned To Assets Acquired And Liabilities Assumed) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012	Dec. 20, 2012	7-May-13	Sep. 30, 2013
In Thousands, unless otherwise specified			Cardinal Midstream LLC [Member]	TEAK Midstream LLC [Member]	TEAK Midstream LLC [Member]
Cash	'	'	$1,184	$8,157	'
Accounts receivable	'	'	13,783	11,837	'
Prepaid expenses and other	'	'	1,289	1,871	'
Property, plant and equipment	'	'	246,787	290,118	'
Intangible assets	'	'	232,740	285,000	'
Goodwill	503,937	319,285	214,532	280,331	280,300
Equity method investment in joint ventures	'	'	'	148,120	'
Total assets acquired	'	'	710,315	1,025,434	'
Current portion of long-term debt	'	'	-341	'	'
Accounts payable and accrued liabilities	'	'	-14,854	-17,754	'
Deferred tax liability, net	'	'	-35,353	'	'
Long-term debt, less current portion	'	'	-604	'	'
Total liabilities acquired	'	'	-51,152	-17,754	'
Non-controlling interest	'	'	-58,832	'	'
Net assets acquired	'	'	600,331	1,007,680	'
Less cash received	'	'	-1,184	-8,157	'
Net cash paid for acquisition	'	'	$599,147	$999,523	'

Acquisitions_Schedule_of_Pro_F

Acquisitions (Schedule of Pro Forma Information) (Details) (USD $)	3 Months Ended				9 Months Ended
	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012
Total revenues	$558,000,000		$312,479,000		$1,561,328,000		$1,114,953,000
Continuing net income (loss) after tax attributable to common limited partners and the General Partner	-46,843,000	[1]	-32,437,000	[1]	-105,993,000	[1]	-40,793,000	[1]
Continuing net income (loss) after tax attributable to common limited partner unit Basic and Diluted	-0.65	[1]	-0.44	[1]	-1.51	[1]	-0.61	[1]
TEAK Midstream LLC [Member]	'		'		'		'
Acquisition costs	$700,000		'		$18,800,000		'
[1]	Pro forma earnings for the three and nine months ended September 30, 2013 were adjusted to exclude $0.7 million and $18.8 million, respectively, of TEAK Acquisition related costs incurred and pro forma earnings for the three and nine months ended September 30, 2012 were adjusted to include these costs.

Equity_Method_Investments_Narr

Equity Method Investments (Narrative) (Details)	Sep. 30, 2013	7-May-13
West Texas LPG Pipeline Limited Partnership [Member]	'	'
Equity method investment, ownership percentage	20.00%	'
T2 LaSalle (Member)	'	'
Equity method investment, ownership percentage	75.00%	75.00%
T2 Eagle Ford (Member)	'	'
Equity method investment, ownership percentage	50.00%	50.00%
T2 EF Co Gen (Member)	'	'
Equity method investment, ownership percentage	50.00%	50.00%

Equity_Method_Investments_Sche

Equity Method Investments (Schedule Of Equity Method Investment In Joint Ventures) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Equity method investment in joint ventures	$238,221	$86,002
West Texas LPG Pipeline Limited Partnership [Member]	'	'
Equity method investment in joint ventures	85,718	86,002
T2 LaSalle (Member)	'	'
Equity method investment in joint ventures	49,337	0
T2 Eagle Ford (Member)	'	'
Equity method investment in joint ventures	88,693	0
T2 EF Co Gen (Member)	'	'
Equity method investment in joint ventures	$14,473	$0

Equity_Method_Investments_Sche1

Equity Method Investments (Schedule Of Earnings From Equity Method Investments) (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Equity income (loss) in joint ventures	($1,882)	$1,422	($314)	$4,235
West Texas LPG Pipeline Limited Partnership [Member]	'	'	'	'
Equity income (loss) in joint ventures	1,389	1,422	5,116	4,235
T2 LaSalle (Member)	'	'	'	'
Equity income (loss) in joint ventures	-1,263	0	-2,162	0
T2 Eagle Ford (Member)	'	'	'	'
Equity income (loss) in joint ventures	-1,120	0	-2,198	0
T2 EF Co Gen (Member)	'	'	'	'
Equity income (loss) in joint ventures	($888)	$0	($1,070)	$0

Equity_Narrative_Common_Units_

Equity (Narrative) (Common Units) (Details) (USD $)	9 Months Ended		1 Months Ended	3 Months Ended	9 Months Ended	0 Months Ended		1 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Apr. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Apr. 17, 2013	Apr. 17, 2013	Apr. 30, 2013	Sep. 30, 2013
			Common Limited Partners [Member]	Equity Distribution Program (Member)	Equity Distribution Program (Member)	General Partner [Member]	General Partner [Member]	General Partner [Member]	General Partner [Member]
Issuance of units in public offering, units	'	'	11,845,000	1,772,800	2,863,080	'	'	'	'
Price Per Common Unit Sold in Public Offering	'	'	34	'	'	'	'	'	'
Equity Distribution Agreement Maximum Aggregate Value Of Common Units	'	'	'	'	$150,000,000	'	'	'	'
Net proceeds from issuance of common limited partner units	'	'	388,400,000	63,700,000	102,700,000	'	'	'	'
General Partners' capital contributions	18,614,000	0	'	1,300,000	2,100,000	8,300,000	8,200,000	16,500,000	'
Commissions paid	'	'	'	$1,300,000	$2,100,000	'	'	'	'
General Partner, ownership interest	2.00%	'	'	'	2.00%	'	'	'	2.00%

Equity_Tables_Details

Equity (Tables) (Details) (USD $)

9 Months Ended

3 Months Ended

9 Months Ended

3 Months Ended

Sep. 30, 2013

Jun. 30, 2013

Mar. 31, 2013

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Jun. 30, 2013

Mar. 31, 2013

Dec. 31, 2012

Sep. 30, 2012

Jun. 30, 2012

Mar. 31, 2012

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2013

Common Limited Partners [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

Common Limited Partners [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Common Limited Partners [Member]

General Partner [Member]

Number of days after quarter end to distribute available cash

'45 days

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Incentive distribution percentage range

'

'

'

'

'

'

'

'

'

'

'

'

'

'15% and 50%

'

'

'

Incentive distributions General Partner may allocate back to the Partnership

'

'

'

'

'

'

'

'

'

'

'

'

'

$3,750,000

'

'

'

Incentive distribution target amount per quarter required for allocation to the Partnership

'

'

'

'

'

'

'

'

'

'

'

'

'

7,000,000

'

'

'

Date cash distribution paid

'

14-Aug-13

15-May-13

14-Feb-13

14-Nov-12

14-Aug-12

15-May-12

'

'

'

'

'

'

'

'

14-Nov-13

'

Cash distribution declared per unit

'

$0.62

$0.59

$0.58

$0.57

$0.56

$0.56

'

'

'

'

'

'

'

'

$0.62

'

Cash distribution declared

'

48,165,000

45,382,000

37,442,000

30,641,000

30,085,000

30,030,000

5,875,000

3,980,000

3,117,000

2,409,000

2,221,000

2,217,000

'

'

'

6,000,000

Date of declaration

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

24-Oct-13

'

Date of record

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

7-Nov-13

'

Total cash distribution

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$55,300,000

'

'

Equity_Narrative_Preferred_Uni

Equity (Narrative) (Preferred Units) (Details) (USD $)

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

0 Months Ended

1 Months Ended

0 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2013

Apr. 17, 2013

Apr. 17, 2013

Apr. 30, 2013

7-May-13

Sep. 30, 2013

Sep. 30, 2013

Sep. 30, 2013

Parent Company [Member]

Parent Company [Member]

General Partner [Member]

General Partner [Member]

General Partner [Member]

Preferred Limited Partner [Member]

Preferred Limited Partner [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Preferred Limited Partner [Member]

Preferred Limited Partner [Member]

Preferred Unit Agreement Contributed Capital

'

'

'

'

'

'

'

'

'

$400,000,000

'

'

'

Price per preferred unit sold in private placement

'

'

'

'

'

'

'

'

'

29.75

'

'

'

Net proceeds from issuance of preferred limited partner units

'

'

'

'

'

'

'

'

'

397,700,000

'

'

'

General Partners' capital contributions

'

'

18,614,000

0

'

'

8,300,000

8,200,000

16,500,000

'

'

'

'

Fair value per common unit as of preferred units issuance date

'

'

'

'

'

'

'

'

'

36.52

'

'

'

Beneficial conversion feature of preferred units, initial balance

'

'

'

'

'

'

'

'

'

91,000,000

'

'

'

Preferred unit imputed dividend effect

-11,378,000

0

-18,107,000

0

-11,378,000

-18,107,000

'

'

'

'

'

'

'

Preferred unit discount

'

'

'

'

'

'

'

'

'

'

72,900,000

'

'

Preferred unit dividends in kind

($9,072,000)

$0

($14,413,000)

$0

($9,072,000)

($14,413,000)

'

'

'

'

'

'

'

Cash distribution declared per unit

'

'

'

'

'

'

'

'

'

'

'

$0.62

'

Distributions paid in kind units

'

'

138,598

'

'

'

'

'

'

'

138,598

'

234,000

Date of declaration

'

'

'

'

'

'

'

'

'

'

'

24-Oct-13

'

Date cash distribution paid

'

'

'

'

'

'

'

'

'

'

'

14-Nov-13

'

Date of record

'

'

'

'

'

'

'

'

'

'

'

7-Nov-13

'

Property_Plant_And_Equipment_N

Property, Plant And Equipment (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Property, Plant And Equipment	'	'	'	'
Weighted Average Interest Rate Used to Calculate Capitalized Interest	5.70%	5.70%	5.90%	6.20%
Interest Costs, Capitalized During Period	$1.50	$2.20	$5.30	$6.40

Property_Plant_And_Equipment_P

Property, Plant And Equipment (Property, Plant And Equipment) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Property, plant and equipment, gross	$3,113,333,000	'	$3,113,333,000	'	$2,505,548,000
Less - accumulated depreciation	-397,972,000	'	-397,972,000	'	-305,167,000
Property, plant and equipment, net	2,715,361,000	'	2,715,361,000	'	2,200,381,000
Depreciation expense	27,200,000	16,900,000	73,700,000	47,700,000	'
Pipelines Processing And Compression Facilities [Member]	'	'	'	'	'
Property, plant and equipment, gross	2,883,963,000	'	2,883,963,000	'	2,294,024,000
Rights Of Way [Member]	'	'	'	'	'
Property, plant and equipment, gross	190,767,000	'	190,767,000	'	178,234,000
Buildings [Member]	'	'	'	'	'
Property, plant and equipment, gross	10,252,000	'	10,252,000	'	8,224,000
Furniture And Equipment [Member]	'	'	'	'	'
Property, plant and equipment, gross	12,869,000	'	12,869,000	'	10,305,000
Other Capitalized Property Plant and Equipment [Member]	'	'	'	'	'
Property, plant and equipment, gross	$15,482,000	'	$15,482,000	'	$14,761,000
Minimum [Member] | Pipelines Processing And Compression Facilities [Member]	'	'	'	'	'
Estimated useful lives	'	'	'2 years	'	'
Minimum [Member] | Rights Of Way [Member]	'	'	'	'	'
Estimated useful lives	'	'	'20 years	'	'
Minimum [Member] | Buildings [Member]	'	'	'	'	'
Estimated useful lives	'	'	'40 years	'	'
Minimum [Member] | Furniture And Equipment [Member]	'	'	'	'	'
Estimated useful lives	'	'	'3 years	'	'
Minimum [Member] | Other Capitalized Property Plant and Equipment [Member]	'	'	'	'	'
Estimated useful lives	'	'	'3 years	'	'
Maximum [Member] | Pipelines Processing And Compression Facilities [Member]	'	'	'	'	'
Estimated useful lives	'	'	'40 years	'	'
Maximum [Member] | Rights Of Way [Member]	'	'	'	'	'
Estimated useful lives	'	'	'40 years	'	'
Maximum [Member] | Buildings [Member]	'	'	'	'	'
Estimated useful lives	'	'	'40 years	'	'
Maximum [Member] | Furniture And Equipment [Member]	'	'	'	'	'
Estimated useful lives	'	'	'7 years	'	'
Maximum [Member] | Other Capitalized Property Plant and Equipment [Member]	'	'	'	'	'
Estimated useful lives	'	'	'10 years	'	'

Goodwill_And_Intangible_Assets2

Goodwill And Intangible Assets (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended			9 Months Ended				9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	7-May-13	Sep. 30, 2013	Dec. 20, 2012
						Customer Contracts [Member]	Customer Relationships [Member]	TEAK Midstream LLC [Member]	TEAK Midstream LLC [Member]	Cardinal Midstream LLC [Member]	Cardinal Midstream LLC [Member]
Goodwill	$503,937,000	'	$503,937,000	'	$319,285,000	'	'	$280,300,000	$280,331,000	'	$214,532,000
Purchase accounting adjustments to goodwill	'	'	'	'	'	'	'	'	'	-96,400,000	'
Goodwill expected to be deductible for tax purposes	'	'	'	'	'	'	'	280,300,000	'	'	'
Acquired finite-lived intangible assets, weighted average useful life	'	'	'	'	'	'9 years 8 months 13 days	'7 years 10 months 25 days	'	'	'	'
Finite-lived intangible assets, amortization expense	23,900,000	6,200,000	54,200,000	18,000,000	'	'	'	'	'	'	'
Future amortization expense, 2013	23,900,000	'	23,900,000	'	'	'	'	'	'	'	'
Future amortization expense, 2014	92,000,000	'	92,000,000	'	'	'	'	'	'	'	'
Future amortization expense, 2015	86,800,000	'	86,800,000	'	'	'	'	'	'	'	'
Future amortization expense, 2016	86,800,000	'	86,800,000	'	'	'	'	'	'	'	'
Future amortization expense, 2017	$80,700,000	'	$80,700,000	'	'	'	'	'	'	'	'

Goodwill_And_Intangible_Assets3

Goodwill And Intangible Assets (Schedule Of Intangible Assets) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013
In Thousands, unless otherwise specified			Customer Contracts [Member]	Customer Contracts [Member]	Customer Relationships [Member]	Customer Relationships [Member]	Minimum [Member]	Minimum [Member]	Maximum [Member]	Maximum [Member]
							Customer Contracts [Member]	Customer Relationships [Member]	Customer Contracts [Member]	Customer Relationships [Member]
Gross carrying amount	$726,072	$325,246	$3,419	$119,933	$722,653	$205,313	'	'	'	'
Accumulated amortization	-180,117	-125,886	-653	-746	-179,464	-125,140	'	'	'	'
Net carrying amount	$545,955	$199,360	$2,766	$119,187	$543,189	$80,173	'	'	'	'
Finite-lived intangible asset, useful life	'	'	'	'	'	'	'7 years	'7 years	'10 years	'10 years

Other_Assets_Details

Other Assets (Details) (USD $)	3 Months Ended		9 Months Ended			0 Months Ended	1 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012	Mar. 12, 2013	Feb. 28, 2013	Sep. 30, 2013
						8.750% Senior notes - due 2018 [Member]	8.750% Senior notes - due 2018 [Member]	8.750% Senior notes - due 2018 [Member]
Deferred finance costs, noncurrent, net	$42,651,000	'	$42,651,000	'	$30,496,000	'	'	'
Security deposits	1,787,000	'	1,787,000	'	2,097,000	'	'	'
Other assets, noncurrent, total	44,438,000	'	44,438,000	'	32,593,000	'	'	'
Accumulated amortization of deferred finance costs	20,188,000	'	20,188,000	'	23,536,000	'	'	'
Payments of deferred financing costs	100,000	6,000,000	22,500,000	9,400,000	'	'	'	'
Write off of deferred finance costs	'	'	5,300,000	'	'	'	'	5,300,000
Amortization of deferred finance costs	1,800,000	1,100,000	5,119,000	3,356,000	'	'	'	'
Extinguishment of debt	'	'	'	'	'	$97,300,000	$268,400,000	$365,800,000
Senior notes, interest rate	'	'	'	'	'	'	'	8.75%

Income_Taxes_Tables_Details

Income Taxes (Tables) (Details) (USD $)	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Federal	($732,000)	($765,000)	'	'
State	-85,000	-89,000	'	'
Total income tax benefit	-817,000	-854,000	0	'
Net operating loss carryforwards and alternative minimum tax credits	12,732,000	12,732,000	'	10,277,000
Excess of asset carrying value over tax basis	-47,428,000	-47,428,000	'	-40,535,000
Net deferred tax liabilities	-34,696,000	-34,696,000	'	-30,258,000
Net operating loss carryforwards subject to expiration	$32,800,000	$32,800,000	'	'
Minimum [Member]	'	'	'	'
Net operating loss carryforward expiration dates	'	1-Jan-29	'	'
Maximum [Member]	'	'	'	'
Net operating loss carryforward expiration dates	'	31-Dec-33	'	'

Derivative_Instruments_Narrati

Derivative Instruments (Narrative) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Derivative Instruments	'	'
Total derivatives, fair value, net	$11,492	$31,019

Derivative_Instruments_Schedul

Derivative Instruments (Schedule Of Derivative Assets At Fair Value) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Offsetting of Derivative Assets	'	'
Derivative assets, gross	$18,338	$33,171
Offsetting derivative liabilities, gross	-5,703	-2,152
Total derivative assets, net	12,635	31,019
Current Portion of Derivative Assets [Member]	'	'
Offsetting of Derivative Assets	'	'
Derivative assets, gross	7,981	23,534
Offsetting derivative liabilities, gross	-2,804	-457
Total derivative assets, net	5,177	23,077
Long-Term Portion of Derivative Assets [Member]	'	'
Offsetting of Derivative Assets	'	'
Derivative assets, gross	9,186	9,637
Offsetting derivative liabilities, gross	-1,728	-1,695
Total derivative assets, net	7,458	7,942
Current Portion of Derivative Liabilities [Member]	'	'
Offsetting of Derivative Assets	'	'
Derivative assets, gross	1,171	'
Offsetting derivative liabilities, gross	-1,171	'
Total derivative assets, net	$0	'

Derivative_Instruments_Schedul1

Derivative Instruments (Schedule Of Derivative Liabilities At Fair Value) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Offsetting of Derivative Liabilities	'	'
Derivative liabilities, gross	($6,846)	($2,152)
Offsetting derivative assets, gross	5,703	2,152
Total derivative liabilities, net	-1,143	'
Current Portion of Derivative Assets [Member]	'	'
Offsetting of Derivative Liabilities	'	'
Derivative liabilities, gross	-2,804	'
Offsetting derivative assets, gross	2,804	'
Total derivative liabilities, net	0	'
Long-Term Portion of Derivative Assets [Member]	'	'
Offsetting of Derivative Liabilities	'	'
Derivative liabilities, gross	-1,728	'
Offsetting derivative assets, gross	1,728	'
Total derivative liabilities, net	0	'
Current Portion of Derivative Liabilities [Member]	'	'
Offsetting of Derivative Liabilities	'	'
Derivative liabilities, gross	-2,314	-457
Offsetting derivative assets, gross	1,171	457
Total derivative liabilities, net	-1,143	0
Long-Term Portion of Derivative Liabilities [Member]	'	'
Offsetting of Derivative Liabilities	'	'
Derivative liabilities, gross	'	-1,695
Offsetting derivative assets, gross	'	1,695
Total derivative liabilities, net	'	$0

Derivative_Instruments_Schedul2

Derivative Instruments (Schedule Of Derivative Instruments) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Derivative, fair value asset (liability)	$11,492	$31,019
Commodity Swaps [Member]	'	'
Derivative, fair value asset (liability)	3,742	'
Commodity Swaps [Member] | Natural Gas | Production Period 2013	'	'
Volumes	1,570,000	'
Swap average fixed price	3.75	'
Derivative, fair value asset (liability)	245	'
Commodity Swaps [Member] | Natural Gas | Production Period 2014	'	'
Volumes	12,600,000	'
Swap average fixed price	3.98	'
Derivative, fair value asset (liability)	1,344	'
Commodity Swaps [Member] | Natural Gas | Production Period 2015	'	'
Volumes	15,160,000	'
Swap average fixed price	4.24	'
Derivative, fair value asset (liability)	2,745	'
Commodity Swaps [Member] | Natural Gas | Production Period 2016	'	'
Volumes	3,750,000	'
Swap average fixed price	4.4	'
Derivative, fair value asset (liability)	769	'
Commodity Swaps [Member] | Natural Gas Liquids | Production Period 2013	'	'
Volumes	18,774,000	'
Swap average fixed price	1.2	'
Derivative, fair value asset (liability)	2,234	'
Commodity Swaps [Member] | Natural Gas Liquids | Production Period 2014	'	'
Volumes	75,978,000	'
Swap average fixed price	1.18	'
Derivative, fair value asset (liability)	-2,007	'
Commodity Swaps [Member] | Natural Gas Liquids | Production Period 2015	'	'
Volumes	27,216,000	'
Swap average fixed price	1.1	'
Derivative, fair value asset (liability)	191	'
Commodity Swaps [Member] | Crude Oil | Production Period 2013	'	'
Volumes	75,000	'
Swap average fixed price	96.66	'
Derivative, fair value asset (liability)	-385	'
Commodity Swaps [Member] | Crude Oil | Production Period 2014	'	'
Volumes	312,000	'
Swap average fixed price	92.37	'
Derivative, fair value asset (liability)	-1,181	'
Commodity Swaps [Member] | Crude Oil | Production Period 2015	'	'
Volumes	60,000	'
Swap average fixed price	85.13	'
Derivative, fair value asset (liability)	-213	'
Commodity Options [Member]	'	'
Derivative, fair value asset (liability)	7,750	'
Purchased Put Options [Member] | Natural Gas | Production Period 2014	'	'
Volumes	600,000	'
Option average strike price	4.13	'
Derivative, fair value asset (liability)	312	'
Purchased Put Options [Member] | Natural Gas Liquids | Production Period 2013	'	'
Volumes	11,844,000	'
Option average strike price	1.9	'
Derivative, fair value asset (liability)	1,893	'
Purchased Put Options [Member] | Natural Gas Liquids | Production Period 2014	'	'
Volumes	4,410,000	'
Option average strike price	1	'
Derivative, fair value asset (liability)	261	'
Purchased Put Options [Member] | Natural Gas Liquids | Production Period 2015	'	'
Volumes	1,890,000	'
Option average strike price	0.9	'
Derivative, fair value asset (liability)	173	'
Purchased Put Options [Member] | Crude Oil | Production Period 2013	'	'
Volumes	75,000	'
Option average strike price	100.1	'
Derivative, fair value asset (liability)	164	'
Purchased Put Options [Member] | Crude Oil | Production Period 2014	'	'
Volumes	449,000	'
Option average strike price	94.69	'
Derivative, fair value asset (liability)	2,591	'
Purchased Put Options [Member] | Crude Oil | Production Period 2015	'	'
Volumes	270,000	'
Option average strike price	89.18	'
Derivative, fair value asset (liability)	$2,356	'

Derivative_Instruments_Schedul3

Derivative Instruments (Schedule Of Cash Flow Hedges Included In Accumulated Other Comprehensive Income (Loss)) (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Derivative Instruments	'	'	'	'
Loss reclassified from accumulated other comprehensive loss into natural gas and liquids sales	$0	($1,079)	$0	($3,333)

Derivative_Instruments_Schedul4

Derivative Instruments (Schedule Of Derivative Instruments, Gain (Loss) In Statement Of Financial Performance) (Details) (USD $)	3 Months Ended				9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012
Derivative gain (loss), net	($24,517)		($18,907)		($9,493)		$36,905
Derivative Gain (Member) | Commodity Contracts [Member]	'		'		'		'
Realized gain (loss)	-907	[1]	4,157	[1]	3,573	[1]	7,079	[1]
Unrealized gain (loss)	($23,610)	[2]	($23,064)	[2]	($13,066)	[2]	$29,826	[2]
[1]	Realized gain (loss) represents the gain or loss incurred when the derivative contract expires and/or is cash settled.
[2]	Unrealized gain (loss) represents the mark-to-market gain or loss recognized on open derivative contracts, which have not yet settled.

Fair_Value_Of_Financial_Instru3

Fair Value Of Financial Instruments (Schedules Of Fair Value, Derivative Assets And Liabilities) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Derivative assets, gross	$18,338	$33,171
Derivative liabilities, gross	-6,846	-2,152
Total derivatives, fair value, net	11,492	31,019
Commodity Swaps [Member]	'	'
Total derivatives, fair value, net	3,742	'
Commodity Options [Member]	'	'
Total derivatives, fair value, net	7,750	'
Derivative Financial Instruments, Assets [Member]	'	'
Derivative assets, gross	18,338	33,171
Derivative liabilities, gross	-6,846	-2,152
Total derivatives, fair value, net	11,492	31,019
Derivative Financial Instruments, Assets [Member] | Commodity Swaps [Member]	'	'
Derivative assets, gross	10,588	19,580
Derivative liabilities, gross	-6,846	-2,152
Derivative Financial Instruments, Assets [Member] | Commodity Options [Member]	'	'
Derivative assets, gross	7,750	13,591
Derivative Financial Instruments, Assets [Member] | Level 2 [Member]	'	'
Derivative assets, gross	10,785	9,329
Derivative liabilities, gross	-2,038	-1,393
Total derivatives, fair value, net	8,747	7,936
Derivative Financial Instruments, Assets [Member] | Level 2 [Member] | Commodity Swaps [Member]	'	'
Derivative assets, gross	5,362	2,007
Derivative liabilities, gross	-2,038	-1,393
Derivative Financial Instruments, Assets [Member] | Level 2 [Member] | Commodity Options [Member]	'	'
Derivative assets, gross	5,423	7,322
Derivative Financial Instruments, Assets [Member] | Level 3 [Member]	'	'
Derivative assets, gross	7,553	23,842
Derivative liabilities, gross	-4,808	-759
Total derivatives, fair value, net	2,745	23,083
Derivative Financial Instruments, Assets [Member] | Level 3 [Member] | Commodity Swaps [Member]	'	'
Derivative assets, gross	5,226	17,573
Derivative liabilities, gross	-4,808	-759
Derivative Financial Instruments, Assets [Member] | Level 3 [Member] | Commodity Options [Member]	'	'
Derivative assets, gross	$2,327	$6,269

Fair_Value_Of_Financial_Instru4

Fair Value Of Financial Instruments (Schedule Of Change In Fair Value Of Level 3 Derivative Instruments) (Details) (Derivative Financial Instruments, Assets [Member], Level 3 [Member], USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013
Beginning balance, fair value	$23,083
New contracts	816	[1]
Cash settlements from unrealized gain (loss)	-6,089	[2],[3]
Net change in unrealized gain (loss)	-6,109	[2]
Deferred option premium recognition	-8,956	[3]
Ending balance, fair value	2,745
Commodity Swaps [Member]	'
Beginning balance, volume	87,066,000
Beginning balance, fair value	16,814
New contracts, volume	77,364,000	[1]
Settled contracts, volume	-42,462,000	[2],[3]
Cash settlements from unrealized gain (loss)	-11,769	[2],[3]
Net change in unrealized gain (loss)	-4,627	[2]
Ending balance, volume	121,968,000
Ending balance, fair value	418
Commodity Options [Member]	'
Beginning balance, volume	38,556,000
Beginning balance, fair value	6,269
New contracts, volume	7,560,000	[1]
New contracts	816	[1]
Settled contracts, volume	-27,972,000	[2],[3]
Cash settlements from unrealized gain (loss)	5,680	[2],[3]
Net change in unrealized gain (loss)	-1,482	[2]
Deferred option premium recognition	-8,956	[3]
Ending balance, volume	18,144,000
Ending balance, fair value	$2,327
[1]	Swaps are entered into with no value on the date of trade. Options include premiums paid, which are included in the value of the derivatives on the date of trade.
[2]	Included within derivative gain (loss), net on the Partnershipbs consolidated statements of operations.
[3]	Includes option premium cost reclassified from unrealized gain (loss) to realized gain (loss) at time of option expiration.

Fair_Value_Of_Financial_Instru5

Fair Value Of Financial Instruments (Schedule Of Unobservable Inputs Used In Fair Value Measurement) (Details) (Derivative Financial Instruments, Assets [Member], USD $)	Sep. 30, 2013		Dec. 31, 2012
In Thousands, unless otherwise specified
Level 3 [Member]	'		'
Derivative, fair value asset (liability)	$2,745		$23,083
Level 3 [Member] | Commodity Swaps [Member]	'		'
Volumes	121,968,000		87,066,000
Derivative, fair value asset (liability)	418		16,814
Third Party Quotes [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	-29	[1]	18,421	[1]
Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	447	[2]	-1,607	[2]
Propane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Volumes	92,106,000		69,678,000
Derivative, fair value asset (liability)	557		15,750
Propane | Third Party Quotes [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	645	[1]	16,302	[1]
Propane | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	-88	[2]	-552	[2]
Isobutane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Volumes	6,300,000		1,134,000
Derivative, fair value asset (liability)	-1,202		-32
Isobutane | Third Party Quotes [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	-2,208	[1]	-219	[1]
Isobutane | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	1,006	[2]	187	[2]
Normal butane [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Volumes	7,560,000		6,174,000
Derivative, fair value asset (liability)	336		-667
Normal butane [Member] | Third Party Quotes [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	1	[1]	-909	[1]
Normal butane [Member] | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	335	[2]	242	[2]
Natural Gasoline [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Volumes	16,002,000		10,080,000
Derivative, fair value asset (liability)	727		1,763
Natural Gasoline [Member] | Third Party Quotes [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	1,533	[1]	3,247	[1]
Natural Gasoline [Member] | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	($806)	[2]	($1,484)	[2]
[1]	Based upon the difference between the quoted market price provided by the third party and the fixed price of the swap.
[2]	Product and location basis differentials calculated through the use of a regression model, which compares the difference between the settlement prices for the products and locations quoted by the third party and the settlement prices for the actual products and locations underlying the derivatives, using a three year historical period.

Fair_Value_Of_Financial_Instru6

Fair Value Of Financial Instruments (Schedule Of Regression Coefficients Utilized In Unobservable Input Adjustments) (Details) (Derivative Financial Instruments, Assets [Member], USD $)	9 Months Ended		12 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013		Dec. 31, 2012
Level 3 [Member]	'		'
Derivative, fair value asset (liability)	2,745		23,083
Level 3 [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	418		16,814
Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	447	[1]	-1,607	[1]
Propane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	557		15,750
Propane | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	-88	[1]	-552	[1]
Isobutane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	-1,202		-32
Isobutane | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	1,006	[1]	187	[1]
Normal butane [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	336		-667
Normal butane [Member] | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	335	[1]	242	[1]
Natural Gasoline [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	727		1,763
Natural Gasoline [Member] | Adjustments [Member] | Commodity Swaps [Member]	'		'
Derivative, fair value asset (liability)	-806	[1]	-1,484	[1]
Minimum [Member] | Propane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	0.8959		0.9019
Minimum [Member] | Isobutane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	1.1194		1.1285
Minimum [Member] | Normal butane [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	1.0345		1.037
Minimum [Member] | Natural Gasoline [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	0.9729		0.8988
Maximum [Member] | Propane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	0.906		0.9122
Maximum [Member] | Isobutane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	1.1291		1.1376
Maximum [Member] | Normal butane [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	1.0389		1.0416
Maximum [Member] | Natural Gasoline [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	0.9754		0.9169
Weighted Average [Member] | Propane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	0.9009		0.9071
Weighted Average [Member] | Isobutane | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	1.1242		1.1331
Weighted Average [Member] | Normal butane [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	1.0367		1.0393
Weighted Average [Member] | Natural Gasoline [Member] | Level 3 [Member] | Commodity Swaps [Member]	'		'
Regression coefficient	0.9741		0.9078
[1]	Product and location basis differentials calculated through the use of a regression model, which compares the difference between the settlement prices for the products and locations quoted by the third party and the settlement prices for the actual products and locations underlying the derivatives, using a three year historical period.

Fair_Value_Of_Financial_Instru7

Fair Value Of Financial Instruments (Schedule Of Change In Fair Value Of NGL Linefill) (Details) (NGL Linefill [Member], USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012
	gal	Level 3 [Member]	Adjustments [Member]	Adjustments [Member]
Beginning balance, volume	9,148,000	'	'	'
Beginning balance, fair value	'	$7,783	$400	$400
Deliveries into NGL linefill, volume	52,334,000	'	'	'
Deliveries into NGL linefill, value	'	41,950	'	'
NGL linefill sales, value	'	-30,769	'	'
NGL linefill sales, volume	-39,787,000	'	'	'
Net change in NGL linefill valuation	'	-332	'	'
Acquired NGL linefill, volume	2,213,000	'	'	'
Acquired NGL linefill, value	'	1,368	'	'
Ending balance, volume	23,908,000	'	'	'
Ending balance, fair value	'	$20,000	$400	$400

Fair_Value_Of_Financial_Instru8

Fair Value Of Financial Instruments (Narrative) (Details) (USD $)	1 Months Ended		9 Months Ended
	Feb. 28, 2013	Feb. 28, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Contingent considerations	'	'	'	'	'
Acquisitions	$6,000,000	$19,000,000	$1,000,785,000	$36,689,000	'
Potential cash payments	'	12,000,000	'	'	'
Contingent consideration, noncurrent	'	'	6,000,000	'	'
Contingent consideration, current	'	'	0	'	6,000,000
Contingent cash payment potential, low range	'	'	0	'	'
Contingent cash payment potential, high range	'	'	6,000,000	'	'
Debt	'	'	'	'	'
Debt instrument, fair value	'	'	1,578,200,000	'	1,216,400,000
Debt instrument, carrying amount	'	'	$1,655,652,000	'	$1,179,918,000

Accrued_Liabilites_Schedule_Of

Accrued Liabilites (Schedule Of Accrued Liabilities) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified
Accrued Liabilities	'	'
Accrued capital expenditures	$11,161	$8,336
Cardinal and TEAK Acquisitions payable (offset by funds in escrow)	50,005	25,000
Contingent consideration, current	0	6,000
Accrued ad valorem taxes	14,416	3,950
Other	15,266	14,466
Accrued liabilities	$90,848	$57,752

Debt_Schedule_Of_Total_Debt_De

Debt (Schedule Of Total Debt) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Total debt	$1,655,652,000	'	$1,655,652,000	'	$1,179,918,000
Less current maturities	-610,000	'	-610,000	'	-10,835,000
Total long term debt	1,655,042,000	'	1,655,042,000	'	1,169,083,000
Cash paid for interest, net of capitalized interest	17,800,000	900,000	40,300,000	16,200,000	'
Revolving Credit Facility [Member]	'	'	'	'	'
Total debt	100,000,000	'	100,000,000	'	293,000,000
8.750% Senior notes - due 2018 [Member]	'	'	'	'	'
Total debt	0	'	0	'	370,184,000
6.625% Senior notes - due 2020 [Member]	'	'	'	'	'
Total debt	504,725,000	'	504,725,000	'	505,231,000
5.875% Senior notes - due 2023 [Member]	'	'	'	'	'
Total debt	650,000,000	'	650,000,000	'	0
4.750% Senior notes - due 2023 [Member]	'	'	'	'	'
Total debt	400,000,000	'	400,000,000	'	0
Capital Lease Obligations [Member]	'	'	'	'	'
Total debt	$927,000	'	$927,000	'	$11,503,000

Debt_Narrative_Revolving_Credi

Debt (Narrative) (Revolving Credit Facility) (Details) (USD $)	9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013
Revolving credit facility, interest rate description	'(1) the higher of (a) the prime rate, (b) the federal funds rate plus 0.50% and (c) three-month LIBOR plus 1.0%, or (2) the LIBOR rate for the applicable period (each plus the applicable margin)
Revolving Credit Facility [Member]	'
Line of credit facility, maximum borrowing capacity	600
Original stated maturity date	31-May-17
Weighted average interest rate	3.20%
Line of credit facility, available borrowing capacity	499.6
Letter of Credit [Member]	'
Line of credit facility, maximum borrowing capacity	50
Letters of credit outstanding	0.4

Debt_Narrative_Senior_Notes_De

Debt (Narrative) (Senior Notes) (Details) (USD $)

3 Months Ended

9 Months Ended

0 Months Ended

1 Months Ended

9 Months Ended

0 Months Ended

9 Months Ended

0 Months Ended

9 Months Ended

0 Months Ended

9 Months Ended

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2012

Dec. 31, 2012

Mar. 12, 2013

Feb. 28, 2013

Sep. 30, 2013

Jan. 28, 2013

Dec. 20, 2012

Sep. 28, 2012

Sep. 30, 2013

Feb. 11, 2013

Sep. 30, 2013

10-May-13

Sep. 30, 2013

8.750% Senior notes - due 2018 [Member]

8.750% Senior notes - due 2018 [Member]

8.750% Senior notes - due 2018 [Member]

8.750% Senior notes - due 2018 [Member]

6.625% Senior notes - due 2020 [Member]

6.625% Senior notes - due 2020 [Member]

6.625% Senior notes - due 2020 [Member]

5.875% Senior notes - due 2023 [Member]

5.875% Senior notes - due 2023 [Member]

4.750% Senior notes - due 2023 [Member]

4.750% Senior notes - due 2023 [Member]

Senior notes, carrying value

'

'

'

'

'

'

'

'

$365,800,000

'

'

$500,000,000

'

$650,000,000

'

$400,000,000

Senior notes, interest rate

'

'

'

'

'

'

'

8.75%

'

'

'

6.63%

'

5.88%

'

4.75%

Debt instrument, unamortized premium

'

'

'

'

'

'

'

'

'

'

'

4,700,000

'

'

'

'

Original stated maturity date

'

'

'

'

'

'

'

15-Jun-18

'

'

'

1-Oct-20

'

1-Aug-23

'

15-Nov-21

Earliest redemption date

'

'

'

'

'

'

'

'

'

'

'

1-Oct-16

'

1-Feb-18

'

15-Mar-16

Early redemption percentage of principal required

'

'

101.00%

'

'

'

'

'

'

'

'

'

'

'

'

'

Early repayment of senior debt

'

'

'

'

'

105,600,000

291,400,000

'

'

'

'

'

'

'

'

'

Extinguishment of debt

'

'

'

'

'

97,300,000

268,400,000

365,800,000

'

'

'

'

'

'

'

'

Redemption premium

'

'

'

'

'

6,300,000

11,200,000

17,500,000

'

'

'

'

'

'

'

'

Interest paid

'

'

'

'

'

2,000,000

3,700,000

'

'

'

'

'

'

'

'

'

Gross proceeds from issuance

'

'

'

'

'

'

'

'

'

175,000,000

325,000,000

'

650,000,000

'

400,000,000

'

Net proceeds from issuance of long term debt

'

'

1,028,369,000

319,100,000

'

'

'

'

'

'

'

'

637,300,000

'

391,500,000

'

Solicited consent costs

42,651,000

'

42,651,000

'

30,496,000

'

'

'

'

'

'

'

'

'

'

'

Solicited consent costs expensed

'

'

'

'

'

'

8,000,000

8,000,000

'

'

'

'

'

'

'

'

Loss on early extinguishment of debt

0

0

26,601,000

0

'

'

'

26,600,000

'

'

'

'

'

'

'

'

Write off of unamortized debt discount

'

'

'

'

'

'

'

4,200,000

'

'

'

'

'

'

'

'

Write off of deferred finance costs

'

'

$5,300,000

'

'

'

'

$5,300,000

'

'

'

'

'

'

'

'

Exchange offer interest rate penalty

'

'

'

'

'

'

'

'

'

'

'

0.25%

'

1.00%

'

1.00%

Debt_Schedule_Of_Capital_Lease

Debt (Schedule Of Capital Leased Assets) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Capital leased assets, net	$1,997,000	'	$1,997,000	'	$14,391,000
Capital lease asset purchase	'	'	7,500,000	'	'
Pipelines Processing And Compression Facilities [Member]	'	'	'	'	'
Pipelines, processing and compression facilities	2,281,000	'	2,281,000	'	15,457,000
Less - accumulated depreciation	-284,000	'	-284,000	'	-1,066,000
Depreciation expense	$44,000	$186,000	$293,000	$538,000	'

Commitments_And_Contingencies_

Commitments And Contingencies (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Commitments And Contingencies	'	'	'	'
Throughput obligation- amount paid	$7.20	$2.60	$24.80	$7.60
Throughput obligation - Due 2013	2.8	'	2.8	'
Throughput obligation - Due 2014	9.5	'	9.5	'
Throughput obligation - Due 2015	3.5	'	3.5	'
Throughput obligation - Due 2016	3.5	'	3.5	'
Throughput obligation - Due 2017	3.5	'	3.5	'
Purchase commitments	$166.20	'	$166.20	'

Benefit_Plans_Narrative_Detail

Benefit Plans (Narrative) (Details)	Sep. 30, 2013		Jun. 30, 2013	Dec. 31, 2012	Sep. 30, 2012		Jun. 30, 2012	Dec. 31, 2011
Benefit Plans	'		'	'	'		'	'
Number of phantom units or option units authorized	3,435,000		'	'	'		'	'
Number of units outstanding	1,522,822	[1],[2]	909,012	1,053,242	960,918	[1],[2]	972,402	394,489
Number of units available for grant	809,720		'	'	'		'	'
[1]	The aggregate intrinsic value for phantom unit awards outstanding at September 30, 2013 and 2012 was $59.1 million and $32.8 million, respectively.
[2]	There were 23,565 and 17,926 outstanding phantom unit awards at September 30, 2013 and December 31, 2012, respectively, which were classified as liabilities due to a cash option available on the related phantom unit awards.

Benefit_Plans_Schedule_Of_Phan

Benefit Plans (Schedule Of Phantom Unit Activity) (Details) (USD $)	3 Months Ended				9 Months Ended
	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012		Dec. 31, 2012
Outstanding, beginning of period	909,012		972,402		1,053,242		394,489		'
Outstanding, beginning of period, fair value per unit	$33.54	[1]	$32.19	[1]	$33.21	[1]	$21.63	[1]	'
Granted	697,122		85,103		740,897		783,187		'
Granted, fair value per unit	$39.07	[1]	$33.61	[1]	$38.97	[1]	$34.83	[1]	'
Forfeited	-24,200		-51,000		-26,300		-54,950		'
Forfeited, value per unit	$36.74	[1]	$29.83	[1]	$36.44	[1]	$29.46	[1]	'
Matured	-59,112	[2]	-45,587	[2]	-245,017	[2]	-161,808	[2]	'
Matured, fair value per unit	$27.81	[1],[2]	$23.75	[1],[2]	$31.44	[1],[2]	$16.26	[1],[2]	'
Outstanding, end of period	1,522,822	[3],[4]	960,918	[3],[4]	1,522,822	[3],[4]	960,918	[3],[4]	'
Outstanding, end of period, fair value per unit	$36.24	[1],[3],[4]	$32.84	[1],[3],[4]	$36.24	[1],[3],[4]	$32.84	[1],[3],[4]	'
Matured and not issued	2,450	[5]	6,800	[5]	2,450	[5]	6,800	[5]	'
Matured and not issued, fair value per unit	$32.95	[1],[5]	$27.46	[1],[5]	$32.95	[1],[5]	$27.46	[1],[5]	'
Non-cash compensation expense recognized	$5,998,000	[1]	$3,619,000	[1]	$13,818,000	[1]	$7,538,000	[1]	'
Vesting period (in years)	'		'		'4 years		'		'
Units vesting within twelve months	468,544		'		468,544		'		'
Dividend equivalent rights paid	1,000,000		600,000		2,200,000		1,400,000		'
Unrecognized compensation expense	37,500,000		'		37,500,000		'		'
Unrecognized compensation expense, weighted average period for recognition (in years)	'		'		'2 years 2 months		'		'
Phantom Unit Awards [Member]	'		'		'		'		'
Intrinsic value for phantom unit awards exercised	2,200,000		1,400,000		8,900,000		4,900,000		'
Aggregate intrinsic value for phantom unit awards outstanding	59,100,000		32,800,000		59,100,000		32,800,000		'
Number of phantom unit awards classified as liabilities	23,565		'		23,565		'		17,926
Intrinsic value for phantom unit awards vested but not yet issued	$94,000		$157,000		$94,000		$157,000		'
[1]	Fair value based upon weighted average grant date price.
[2]	The intrinsic values for phantom unit awards exercised during the three months ended September 30, 2013 and 2012 were $2.2 million and $1.4 million, respectively, and $8.9 million and $4.9 million during the nine months ended September 30, 2013 and 2012, respectively.
[3]	The aggregate intrinsic value for phantom unit awards outstanding at September 30, 2013 and 2012 was $59.1 million and $32.8 million, respectively.
[4]	There were 23,565 and 17,926 outstanding phantom unit awards at September 30, 2013 and December 31, 2012, respectively, which were classified as liabilities due to a cash option available on the related phantom unit awards.
[5]	The aggregate intrinsic value for phantom unit awards vested but not issued at September 30, 2013 and 2012 was $94 thousand and $157 thousand, respectively.

Related_Party_Transactions_Nar

Related Party Transactions (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Indirect costs and compensation reimbursed	$1,250,000	$875,000	$3,750,000	$2,625,000
Revenues - affiliates	74,000	156,000	222,000	357,000
Atlas Resource Partners, L.P. [Member]	'	'	'	'
Approved Expenditure To Provide Services To Related Party	'	'	2,500,000	'
Direct costs reimbursed	'	'	1,600,000	'
Revenues - affiliates	74,000	156,000	222,000	357,000
General Partner [Member]	'	'	'	'
Indirect costs and compensation reimbursed	1,300,000	800,000	3,800,000	2,600,000
Direct costs reimbursed	'	'	$0	$0

Segment_Information_Narrative_

Segment Information (Narrative) (Details) (Transportation And Treating Segment [Member], West Texas LPG [Member])	Sep. 30, 2013
Transportation And Treating Segment [Member] | West Texas LPG [Member]	'
Equity method investment, ownership percentage	20.00%

Segment_Information_Schedule_O

Segment Information (Schedule Of Segment Reporting Information, By Segment) (Details) (USD $)	3 Months Ended				9 Months Ended
	Sep. 30, 2013		Sep. 30, 2012		Sep. 30, 2013		Sep. 30, 2012		Dec. 31, 2012
Revenue:	'		'		'		'		'
Revenues - third party	$557,796,000		$277,412,000		$1,526,499,000		$893,611,000		'
Revenues - affiliates	74,000		156,000		222,000		357,000		'
Total revenues	557,870,000		277,568,000		1,526,721,000		893,968,000		'
Costs and expenses:	'		'		'		'		'
Operating costs and expenses	488,370,000		240,478,000		1,284,755,000		697,643,000		'
General and administrative	17,887,000		12,123,000		44,231,000		32,513,000		'
Other costs	685,000		-108,000		19,585,000		-303,000		'
Depreciation and amortization	51,080,000		23,161,000		127,921,000		65,715,000		'
Interest expense	24,347,000		9,692,000		65,614,000		27,669,000		'
Total costs and expenses	582,369,000		285,346,000		1,542,106,000		823,237,000		'
Equity income (loss) in joint ventures	-1,882,000		1,422,000		-314,000		4,235,000		'
Loss on asset disposition	0		0		-1,519,000		0		'
Loss on early extinguishment of debt	0		0		-26,601,000		0		'
Income (loss) before tax	-26,381,000		-6,356,000		-43,819,000		74,966,000		'
Income Tax Expense (Benefit)	-817,000		0		-854,000		0		'
Net income (loss)	-25,564,000		-6,356,000		-42,965,000		74,966,000		'
Capital expenditures	112,152,000		96,024,000		327,861,000		242,412,000		'
Schedule of Assets, by Segment	'		'		'		'		'
Equity method investment in joint ventures	238,221,000		'		238,221,000		'		86,002,000
Goodwill	503,937,000		'		503,937,000		'		319,285,000
Total assets	4,373,595,000		'		4,373,595,000		'		3,065,638,000
Gathering and Processing [Member]	'		'		'		'		'
Revenue:	'		'		'		'		'
Revenues - third party	580,601,000	[1]	297,478,000	[1]	1,531,643,000	[1]	860,119,000	[1]	'
Revenues - affiliates	74,000		156,000		222,000		357,000		'
Total revenues	580,675,000		297,634,000		1,531,865,000		860,476,000		'
Costs and expenses:	'		'		'		'		'
Operating costs and expenses	487,977,000		240,429,000		1,283,695,000		697,521,000		'
Other costs	'		-108,000		'		-303,000		'
Depreciation and amortization	49,642,000		23,161,000		123,610,000		65,715,000		'
Total costs and expenses	537,619,000		263,482,000		1,407,305,000		762,933,000		'
Equity income (loss) in joint ventures	-3,271,000		'		-5,430,000		'		'
Loss on asset disposition	'		'		-1,519,000		'		'
Income (loss) before tax	39,785,000		'		117,611,000		'		'
Income Tax Expense (Benefit)	-817,000		'		-854,000		'		'
Net income (loss)	40,602,000		34,152,000		118,465,000		97,543,000		'
Capital expenditures	111,351,000		96,024,000		324,984,000		242,412,000		'
Schedule of Assets, by Segment	'		'		'		'		'
Equity method investment in joint ventures	152,503,000		'		152,503,000		'		'
Goodwill	460,074,000		'		460,074,000		'		292,448,000
Total assets	4,087,197,000		'		4,087,197,000		'		2,831,639,000
Transportation And Treating Segment [Member]	'		'		'		'		'
Revenue:	'		'		'		'		'
Revenues - third party	1,399,000	[1]	'		4,283,000	[1]	'		'
Total revenues	1,399,000		'		4,283,000		'		'
Costs and expenses:	'		'		'		'		'
Operating costs and expenses	393,000		49,000		1,060,000		122,000		'
Depreciation and amortization	1,226,000		'		3,678,000		'		'
Total costs and expenses	1,619,000		49,000		4,738,000		122,000		'
Equity income (loss) in joint ventures	1,389,000		1,422,000		5,116,000		4,235,000		'
Income (loss) before tax	1,169,000		'		4,661,000		'		'
Net income (loss)	1,169,000		1,373,000		4,661,000		4,113,000		'
Capital expenditures	'		'		105,000		'		'
Schedule of Assets, by Segment	'		'		'		'		'
Equity method investment in joint ventures	85,718,000		'		85,718,000		'		86,002,000
Goodwill	43,863,000		'		43,863,000		'		26,837,000
Total assets	174,931,000		'		174,931,000		'		141,356,000
Corporate and Other [Member]	'		'		'		'		'
Revenue:	'		'		'		'		'
Revenues - third party	-24,204,000	[1]	-20,066,000	[1]	-9,427,000	[1]	33,492,000	[1]	'
Total revenues	-24,204,000		-20,066,000		-9,427,000		33,492,000		'
Costs and expenses:	'		'		'		'		'
General and administrative	17,887,000	[1]	12,123,000	[1]	44,231,000	[1]	32,513,000	[1]	'
Other costs	685,000		'		19,585,000		'		'
Depreciation and amortization	212,000		'		633,000		'		'
Interest expense	24,347,000	[1]	9,692,000	[1]	65,614,000	[1]	27,669,000	[1]	'
Total costs and expenses	43,131,000		21,815,000		130,063,000		60,182,000		'
Loss on early extinguishment of debt	'		'		-26,601,000		'		'
Income (loss) before tax	-67,335,000		'		-166,091,000		'		'
Net income (loss)	-67,335,000		-41,881,000		-166,091,000		-26,690,000		'
Capital expenditures	801,000		'		2,772,000		'		'
Schedule of Assets, by Segment	'		'		'		'		'
Total assets	$111,467,000		'		$111,467,000		'		$92,643,000
[1]	The Partnership notes derivative contracts are carried at the corporate level and interest and general and administrative expenses have not been allocated to its reportable segments as it would be unfeasible to reasonably do so for the periods presented.

Segment_Information_Schedule_O1

Segment Information (Schedule Of Natural Gas And Liquids Sales, By Products) (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Natural gas and liquids sales	$535,719	$274,618	$1,410,797	$802,644
Natural Gas	'	'	'	'
Natural gas and liquids sales	181,345	111,402	514,715	260,046
NGLs	'	'	'	'
Natural gas and liquids sales	315,824	140,065	803,894	477,918
Condensate	'	'	'	'
Natural gas and liquids sales	37,511	22,776	92,520	66,800
Other Revenues	'	'	'	'
Natural gas and liquids sales	$1,039	$375	($332)	($2,120)

Supplemental_Condensed_Consoli2

Supplemental Condensed Consolidated Financial Information (Schedule Of Condensed Consolidating Balance Sheets) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2012	Dec. 31, 2011
In Thousands, unless otherwise specified
ASSETS	'	'	'	'
Cash and cash equivalents	$10,439	$3,398	$165	$168
Other current assets	307,786	216,677	'	'
Total current assets	318,225	220,075	'	'
Property, plant and equipment, net	2,715,361	2,200,381	'	'
Intangible assets, net	545,955	199,360	'	'
Goodwill	503,937	319,285	'	'
Equity method investment in joint ventures	238,221	86,002	'	'
Long-term portion of derivative assets	7,458	7,942	'	'
Other assets, net	44,438	32,593	'	'
Total assets	4,373,595	3,065,638	'	'
LIABILITIES AND EQUITY	'	'	'	'
Accounts payable affiliates	4,605	5,500	'	'
Other current liabilities	357,175	248,019	'	'
Total current liabilities	361,780	253,519	'	'
Long-term debt, less current portion	1,655,042	1,169,083	'	'
Deferred income taxes, net	34,696	30,258	'	'
Other long-term liability	7,409	6,370	'	'
Equity	2,314,668	1,606,408	'	'
Total liabilities and equity	4,373,595	3,065,638	'	'
Parent Company [Member]	'	'	'	'
ASSETS	'	'	'	'
Cash and cash equivalents	0	0	0	0
Accounts receivable - affiliates	709,642	921,702	'	'
Other current assets	88	172	'	'
Total current assets	709,730	921,874	'	'
Equity investments	3,247,779	1,832,652	'	'
Other assets, net	42,651	30,496	'	'
Total assets	4,000,160	2,785,022	'	'
LIABILITIES AND EQUITY	'	'	'	'
Other current liabilities	30,557	10,046	'	'
Total current liabilities	30,557	10,046	'	'
Long-term debt, less current portion	1,654,725	1,168,415	'	'
Other long-term liability	210	153	'	'
Equity	2,314,668	1,606,408	'	'
Total liabilities and equity	4,000,160	2,785,022	'	'
Guarantor Subsidiaries [Member]	'	'	'	'
ASSETS	'	'	'	'
Cash and cash equivalents	166	157	-1,000	168
Other current assets	125,826	68,144	'	'
Total current assets	125,992	68,301	'	'
Property, plant and equipment, net	792,884	491,790	'	'
Intangible assets, net	448,807	101,446	'	'
Goodwill	458,928	278,423	'	'
Long-term portion of derivative assets	7,458	7,942	'	'
Equity investments	1,486,431	1,880,155	'	'
Other assets, net	1,787	1,772	'	'
Total assets	3,322,287	2,829,829	'	'
LIABILITIES AND EQUITY	'	'	'	'
Accounts payable affiliates	434,487	145,436	'	'
Other current liabilities	116,767	61,333	'	'
Total current liabilities	551,254	206,769	'	'
Long-term debt, less current portion	317	604	'	'
Deferred income taxes, net	34,696	30,258	'	'
Other long-term liability	1,199	217	'	'
Equity	2,734,821	2,591,981	'	'
Total liabilities and equity	3,322,287	2,829,829	'	'
Non-Guarantor Subsidiaries [Member]	'	'	'	'
ASSETS	'	'	'	'
Cash and cash equivalents	10,273	3,241	1,165	0
Other current assets	183,738	149,507	'	'
Total current assets	194,011	152,748	'	'
Property, plant and equipment, net	1,922,477	1,708,591	'	'
Intangible assets, net	97,148	97,914	'	'
Goodwill	45,009	40,862	'	'
Equity method investment in joint ventures	238,221	86,002	'	'
Long term notes receivable	1,852,928	1,852,928	'	'
Other assets, net	'	325	'	'
Total assets	4,349,794	3,939,370	'	'
LIABILITIES AND EQUITY	'	'	'	'
Accounts payable affiliates	279,760	781,766	'	'
Other current liabilities	209,851	176,640	'	'
Total current liabilities	489,611	958,406	'	'
Long-term debt, less current portion	'	64	'	'
Other long-term liability	6,000	6,000	'	'
Equity	3,854,183	2,974,900	'	'
Total liabilities and equity	4,349,794	3,939,370	'	'
Consolidating Adjustments [Member]	'	'	'	'
ASSETS	'	'	'	'
Cash and cash equivalents	0	0	0	0
Accounts receivable - affiliates	-709,642	-921,702	'	'
Other current assets	-1,866	-1,146	'	'
Total current assets	-711,508	-922,848	'	'
Long term notes receivable	-1,852,928	-1,852,928	'	'
Equity investments	-4,734,210	-3,712,807	'	'
Total assets	-7,298,646	-6,488,583	'	'
LIABILITIES AND EQUITY	'	'	'	'
Accounts payable affiliates	-709,642	-921,702	'	'
Total current liabilities	-709,642	-921,702	'	'
Equity	-6,589,004	-5,566,881	'	'
Total liabilities and equity	($7,298,646)	($6,488,583)	'	'

Supplemental_Condensed_Consoli3

Supplemental Condensed Consolidated Financial Information (Schedule Of Condensed Consolidating Statements Of Operations And Comprehensive Income) (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Total revenues	$557,870,000	$277,568,000	$1,526,721,000	$893,968,000
Total costs and expenses	-582,369,000	-285,346,000	-1,542,106,000	-823,237,000
Equity income	-1,882,000	1,422,000	-314,000	4,235,000
Loss on early extinguishment of debt	0	0	-26,601,000	0
Loss on asset disposition	0	0	-1,519,000	0
Income (loss) before tax	-26,381,000	-6,356,000	-43,819,000	74,966,000
Income tax benefit	-817,000	0	-854,000	0
Net income (loss)	-25,564,000	-6,356,000	-42,965,000	74,966,000
Income attributable to non-controlling interests	-1,514,000	-1,511,000	-4,693,000	-4,108,000
Preferred unit imputed dividend effect	-11,378,000	0	-18,107,000	0
Preferred unit dividends in kind	-9,072,000	0	-14,413,000	0
Net income (loss) attributable to common limited partners and the General Partner	-47,528,000	-7,867,000	-80,178,000	70,858,000
Other comprehensive income:	'	'	'	'
Adjustment for realized losses on derivatives reclassified to net income (loss)	0	1,079,000	0	3,333,000
Comprehensive income (loss) attributable to common limited partners and the General Partner	-47,528,000	-6,788,000	-80,178,000	74,191,000
Parent Company [Member]	'	'	'	'
Total costs and expenses	-23,510,000	-8,476,000	-63,441,000	-25,305,000
Equity income	-3,568,000	609,000	42,384,000	96,163,000
Loss on early extinguishment of debt	'	'	-26,601,000	'
Income (loss) before tax	-27,078,000	'	-47,658,000	'
Net income (loss)	-27,078,000	-7,867,000	-47,658,000	70,858,000
Preferred unit imputed dividend effect	-11,378,000	'	-18,107,000	'
Preferred unit dividends in kind	-9,072,000	'	-14,413,000	'
Net income (loss) attributable to common limited partners and the General Partner	-47,528,000	-7,867,000	-80,178,000	70,858,000
Other comprehensive income:	'	'	'	'
Adjustment for realized losses on derivatives reclassified to net income (loss)	'	1,079,000	'	3,333,000
Comprehensive income (loss) attributable to common limited partners and the General Partner	'	-6,788,000	'	74,191,000
Guarantor Subsidiaries [Member]	'	'	'	'
Total revenues	123,858,000	26,342,000	373,713,000	192,181,000
Total costs and expenses	-172,901,000	-59,075,000	-452,077,000	-189,612,000
Equity income	43,081,000	35,266,000	121,997,000	93,500,000
Loss on asset disposition	'	'	-1,519,000	'
Income (loss) before tax	-5,962,000	'	42,114,000	'
Income tax benefit	-817,000	'	-854,000	'
Net income (loss)	-5,145,000	2,533,000	42,968,000	96,069,000
Net income (loss) attributable to common limited partners and the General Partner	-5,145,000	2,533,000	42,968,000	96,069,000
Other comprehensive income:	'	'	'	'
Adjustment for realized losses on derivatives reclassified to net income (loss)	'	1,079,000	'	3,333,000
Comprehensive income (loss) attributable to common limited partners and the General Partner	'	3,612,000	'	99,402,000
Non-Guarantor Subsidiaries [Member]	'	'	'	'
Total revenues	453,862,000	251,226,000	1,214,750,000	701,787,000
Total costs and expenses	-405,503,000	-217,795,000	-1,087,432,000	-608,320,000
Equity income	-1,882,000	1,422,000	-314,000	4,235,000
Income (loss) before tax	46,477,000	'	127,004,000	'
Net income (loss)	46,477,000	34,853,000	127,004,000	97,702,000
Income attributable to non-controlling interests	-1,514,000	-1,511,000	-4,693,000	-4,108,000
Net income (loss) attributable to common limited partners and the General Partner	44,963,000	33,342,000	122,311,000	93,594,000
Other comprehensive income:	'	'	'	'
Comprehensive income (loss) attributable to common limited partners and the General Partner	'	33,342,000	'	93,594,000
Consolidating Adjustments [Member]	'	'	'	'
Total revenues	-19,850,000	'	-61,742,000	'
Total costs and expenses	19,545,000	'	60,844,000	'
Equity income	-39,513,000	-35,875,000	-164,381,000	-189,663,000
Income (loss) before tax	-39,818,000	'	-165,279,000	'
Net income (loss)	-39,818,000	-35,875,000	-165,279,000	-189,663,000
Net income (loss) attributable to common limited partners and the General Partner	-39,818,000	-35,875,000	-165,279,000	-189,663,000
Other comprehensive income:	'	'	'	'
Adjustment for realized losses on derivatives reclassified to net income (loss)	'	-1,079,000	'	-3,333,000
Comprehensive income (loss) attributable to common limited partners and the General Partner	'	($36,954,000)	'	($192,996,000)

Supplemental_Condensed_Consoli4

Supplemental Condensed Consolidated Financial Information (Schedule Of Condensed Consolidating Statements Of Cash Flows) (Details) (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012
Net cash provided by (used in):	'	'
Operating activities	$145,121	$125,523
Investing activities	-1,338,149	-278,725
Financing activities	1,200,069	153,199
Net change in cash and cash equivalents	7,041	-3
Cash and cash equivalents, beginning of period	3,398	168
Cash and cash equivalents, end of period	10,439	165
Parent Company [Member]	'	'
Net cash provided by (used in):	'	'
Operating activities	-392,444	-141,785
Investing activities	-818,206	-13,266
Financing activities	1,210,650	155,051
Net change in cash and cash equivalents	0	0
Cash and cash equivalents, beginning of period	0	0
Cash and cash equivalents, end of period	0	0
Guarantor Subsidiaries [Member]	'	'
Net cash provided by (used in):	'	'
Operating activities	100,288	84,601
Investing activities	-822,467	84,747
Financing activities	722,188	-170,516
Net change in cash and cash equivalents	9	-1,168
Cash and cash equivalents, beginning of period	157	168
Cash and cash equivalents, end of period	166	-1,000
Non-Guarantor Subsidiaries [Member]	'	'
Net cash provided by (used in):	'	'
Operating activities	191,958	141,149
Investing activities	-455,359	-233,233
Financing activities	270,433	93,249
Net change in cash and cash equivalents	7,032	1,165
Cash and cash equivalents, beginning of period	3,241	0
Cash and cash equivalents, end of period	10,273	1,165
Consolidating Adjustments [Member]	'	'
Net cash provided by (used in):	'	'
Operating activities	245,319	41,558
Investing activities	757,883	-116,973
Financing activities	-1,003,202	75,415
Net change in cash and cash equivalents	0	0
Cash and cash equivalents, beginning of period	0	0
Cash and cash equivalents, end of period	$0	$0

Subsequent_Events_Narrative_Ca

Subsequent Events (Narrative) (Cash Distribution) (Details) (USD $)	9 Months Ended	3 Months Ended				9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013
		Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]
			Distribution Paid [Member]	Common Limited Partners [Member]	General Partner [Member]	Preferred Limited Partner [Member]
Subsequent Event [Line Items]	'	'	'	'	'	'
Date cash distribution paid	'	'	14-Nov-13	'	'	'
Cash distribution declared per unit	'	'	'	$0.62	'	'
Cash distribution declared	'	'	'	'	$6,000,000	'
Date of declaration	'	'	24-Oct-13	'	'	'
Date of record	'	'	7-Nov-13	'	'	'
Total cash distribution	'	$55,300,000	$55,300,000	'	'	'
Distributions paid in kind units	138,598	'	'	'	'	234,000