Boardwalk Pipeline Partners (BWP) 10-Q 27 Apr 10 2010 Q1 Quarterly report Financial data

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)
In Millions	3 Months Ended Mar. 31, 2010	12 Months Ended Dec. 31, 2009
Current Assets:
Cash and cash equivalents	120.6	45.8
Receivables:
Trade, net	88.2	95.5
Other	11.3	13.5
Gas transportation receivables	2.9	7.9
Costs recoverable from customers	9.1	6
Gas stored underground	4.4	2.1
Prepayments	7.6	10.1
Other current assets	16.6	10
Total current assets	260.7	190.9
Property, Plant and Equipment:
Natural gas transmission plant	6532.5	6406.7
Other natural gas plant	220.7	217.1
Construction work in progress	140.4	231.4
Property, plant and equipment, gross	6893.6	6855.2
Less-accumulated depreciation and amortization	628.9	577.3
Property, plant and equipment, net	6264.7	6277.9
Other Assets:
Goodwill	163.5	163.5
Gas stored underground	138.5	133.7
Costs recoverable from customers	16	16.1
Other	118.2	113.7
Total other assets	436.2	427
Total Assets	6961.6	6895.8
Payables:
Trade	34.2	58.4
Affiliates	1.2	8.6
Other	25.7	17.8
Gas transportation payables	9.4	5
Accrued taxes, other	27.4	41.2
Accrued interest	30.9	41.8
Accrued payroll and employee benefits	11.4	16.4
Construction retainage	17.7	21
Deferred income	13.1	20.9
Other current liabilities	25.3	19.8
Total current liabilities	196.3	250.9
Long-term debt	3125.6	3,000
Long-term debt - affiliate	100	100
Total long-term debt	3225.6	3,100
Other Liabilities and Deferred Credits:
Pension liability	30.4	31.6
Asset retirement obligation	17.6	18
Provision for other asset retirement	47.9	47
Payable to affiliate	19.7	20.6
Other	61.4	63.5
Total other liabilities and deferred credits	177	180.7
Commitments And Contingencies
Partners' Capital:
Common units - 169.7 million units issued and outstanding as of March 31, 2010, and December 31, 2009	2633.2	2640.5
Class B units - 22.9 million units issued and outstanding as of March 31, 2010, and December 31, 2009	683.6	683.6
General partner	65.3	65.5
Accumulated other comprehensive loss	-19.4	-25.4
Total partners' capital	3362.7	3364.2
Total Liabilities and Partners' Capital	6961.6	6895.8

PARENTHETICAL CONDENSED CONSOLI

PARENTHETICAL CONDENSED CONSOLIDATED BALANCE SHEETS
	Mar. 31, 2010	Dec. 31, 2009
Partners' Capital:
Common units	169,721,916	169,721,916
Class B units	22,866,667	22,866,667

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $)
In Millions, except Per Share data	3 Months Ended Mar. 31, 2010	3 Months Ended Mar. 31, 2009
Operating Revenues:
Gas transportation	271.9	200.9
Parking and lending	9.4	7.4
Gas storage	15.1	13.6
Other	4.1	1.5
Total operating revenues	300.5	223.4
Operating Costs and Expenses:
Fuel and gas transportation	29.9	15.7
Operation and maintenance	29.4	30.8
Administrative and general	35.7	28.9
Depreciation and amortization	53.4	46.4
Asset impairment	0.3	0
Net loss on disposal of operating assets	1.1	0.9
Taxes other than income taxes	23.3	22.1
Total operating costs and expenses	173.1	144.8
Operating income	127.4	78.6
Other Deductions (Income):
Interest expense	35.2	26.6
Interest expense - affiliates	2	0
Interest income	-0.1	-0.1
Miscellaneous other income, net	-0.1	-0.2
Total other deductions	37	26.3
Income before income taxes	90.4	52.3
Income taxes	0.1	0.3
Net income	90.3	$52
Basic and diluted net income per unit:
Common units	0.46	0.29
Class B units	0.26	0.11
Cash distribution to common units	0.5	0.48
Cash distribution to class B units	0.3	0.3
Weighted-average number of units outstanding:
Common units	169.7	154.9
Class B units	22.9	22.9

1_CONDENSED CONSOLIDATED STATEM

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Millions	3 Months Ended Mar. 31, 2010	3 Months Ended Mar. 31, 2009
OPERATING ACTIVITIES:
Net income	90.3	$52
Adjustments to reconcile to cash provided by operations:
Depreciation and amortization	53.4	46.4
Amortization of deferred costs	2.3	2.4
Net loss on disposal of operating assets	1.1	0.9
Asset impairment	0.3	0
Changes in operating assets and liabilities:
Trade and other receivables	10.3	-9.3
Gas receivables and storage assets	-2.7	-31.9
Costs recoverable from customers	-3.1	0
Inventories	0	-14.2
Other assets	6.7	-39.3
Trade and other payables	-33.2	-4.7
Other payables, affiliates	0.7	0
Gas payables	-0.1	29
Accrued liabilities	-27.5	-18.5
Other liabilities	6.1	15.6
Net cash provided by operating activities	104.6	28.4
INVESTING ACTIVITIES:
Capital expenditures	-49.7	-301.9
Sales of short-term investments	0	175
Net cash used in investing activities	-49.7	-126.9
FINANCING ACTIVITIES:
Proceeds from borrowings on revolving credit agreement	125	161.5
Payments on note payable	-0.3	-0.3
Payments associated with registration rights agreement	-10.7	0
Advances from affiliate	3.7	0
Distributions paid	-97.8	-85.8
Net cash provided by financing activities	19.9	75.4
Increase (decrease) in cash and cash equivalents	74.8	-23.1
Cash and cash equivalents at beginining of period	45.8	137.7
Cash and cash equivalents at end of period	120.6	114.6

2_CONDENSED CONSOLIDATED STATEM

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (USD $)
In Millions	Common Units [Member]	Class B Units [Member]	General Partner [Member]	Accumulated Other Comprehensive Income [Member]	Total
Beginning Balance at Dec. 31, 2008	2504.8	692.8	62.9	-15.5	$3,245
Add (deduct):
Net income	42	6.2	3.8		52
Distributions paid	-74.4	-6.9	-4.5		-85.8
Other comprehensive income (loss)				3.2	3.2
Balance at Mar. 31, 2009	2472.4	692.1	62.2	-12.3	3214.4
Beginning Balance at Dec. 31, 2009	2640.5	683.6	65.5	-25.4	3364.2
Add (deduct):
Net income	77.5	6.9	5.9		90.3
Distributions paid	-84.8	-6.9	-6.1		-97.8
Other comprehensive income (loss)				6	6
Balance at Mar. 31, 2010	2633.2	683.6	65.3	-19.4	3362.7

3_CONDENSED CONSOLIDATED STATEM

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $)
In Millions	3 Months Ended Mar. 31, 2010	3 Months Ended Mar. 31, 2009
Statement of Income and Comprehensive Income [Abstract]
Net income	90.3	$52
Other comprehensive income (loss):
Gain on cash flow hedges	8.8	8
Reclassification adjustment transferred to Net income from cash flow hedges	-1.3	-0.9
Pension and other postretirement benefits costs	-1.5	-3.9
Total comprehensive income	96.3	55.2

Basis of Presentation

Basis of Presentation
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Basis of Presentation	Boardwalk Pipeline Partners, LP (the Partnership) is a Delaware limited partnership formed to own and operate the business conducted by its subsidiary, Boardwalk Pipelines, LP (Boardwalk Pipelines), and its subsidiaries, Gulf Crossing Pipeline Company LLC (Gulf Crossing), Gulf South Pipeline Company, LP (Gulf South) and Texas Gas Transmission, LLC (Texas Gas) (together, the operating subsidiaries). As of March 31, 2010, Boardwalk Pipelines Holding Corp. (BPHC), a wholly-owned subsidiary of Loews Corporation (Loews) owns 102.7 million of the Partnerships common units, all 22.9 million of the Partnerships class B units and, through Boardwalk GP, LP (Boardwalk GP), an indirect wholly-owned subsidiary of BPHC, holds the 2% general partner interest and all of the incentive distribution rights (IDRs). As of March 31, 2010, the common units, class B units and general partner interest owned by BPHC represent approximately 66% of the Partnerships equity interests, excluding the IDRs. The Partnerships common units are traded under the symbol BWP on the New York Stock Exchange. The accompanying unaudited condensed consolidated financial statements of the Partnership were prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of March 31, 2010, and December 31, 2009, and the results of operations, changes in cash flow, changes in partners equity and comprehensive income for the three months ended March 31, 2010 and 2009. Reference is made to the Notes to Consolidated Financial Statements in the 2009 Annual Report on Form 10-K, which should be read in conjunction with these unaudited condensed consolidated financial statements. The accounting policies described in Note 2 to the Consolidated Financial Statements included in such Annual Report on Form 10-K are the same used in preparing the accompanying unaudited condensed consolidated financial statements. Net income for interim periods may not necessarily be indicative of results for the full year. All intercompany items have been eliminated in consolidation.

Gas Stored Underground and Gas

Gas Stored Underground and Gas Receivables and Payables
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Gas Stored Underground and Gas Receivables and Payables	Gulf South and Texas Gas provide storage services whereby they store gas on behalf of customers and also periodically hold customer gas under parking and lending (PAL) services. Since the customers retain title to the gas held by the Partnership in providing these services, the Partnership does not record the related gas on its balance sheet. The Partnership held for storage or under PAL agreements approximately 51.9 trillion British thermal units (TBtu) of gas owned by third parties as of March 31, 2010. Assuming an average market price during March 2010 of $4.29 per million British thermal units (MMBtu), the market value of gas held on behalf of others was approximately $222.7 million. As of December 31, 2009, the Partnership held for storage or under PAL agreements approximately 84.7 TBtu of gas owned by third parties. In the course of providing transportation and storage services to customers, the operating subsidiaries may receive different quantities of gas from shippers and operators than the quantities delivered on behalf of those shippers and operators. This results in transportation and exchange gas receivables and payables, commonly known as imbalances, which are settled in cash or the receipt or delivery of gas in the future. Gulf South and Texas Gas also periodically lend gas to customers under PAL services. As of March 31, 2010, the amount of gas owed to the operating subsidiaries due to gas imbalances and gas loaned under PAL agreements was approximately 37.9 TBtu. Assuming an average market price during March 2010 of $4.29 per MMBtu, the market value of that gas was approximately $162.6 million. As of December 31, 2009, the amount of gas owed to the operating subsidiaries due to gas imbalances and gas loaned under PAL agreements was approximately 14.9 TBtu. If any significant customer should have credit or financial problems resulting in a delay or failure to repay the gas owed to the operating subsidiaries, it could have a material adverse effect on the Partnerships financial condition, results of operations or cash flows.

Derivative Financial Instrument

Derivative Financial Instruments
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Derivative Financial Instruments	Subsidiaries of the Partnership use futures, swaps and option contracts (collectively, derivatives) to hedge exposure to natural gas commodity price risk related to the future operational sales of natural gas and cash for fuel reimbursement where customers pay cash for the cost of fuel used in providing transportation services as opposed to having fuel retained in kind. This price risk exposure includes approximately $4.4 million and $2.3 million of gas stored underground at March 31, 2010, and December 31, 2009, which the Partnership owns and carries on its condensed consolidated balance sheets as current Gas stored underground, and 3.3 billion cubic feet (Bcf) of gas with a book value of $7.5 million that became available for sale in 2009 as a result of Phase III of the Western Kentucky Storage Expansion. At March 31, 2010, approximately 5.3 Bcf of anticipated future sales of natural gas and cash for fuel reimbursement were hedged with derivatives having settlement dates in 2010. The derivatives qualify for cash flow hedge accounting and are designated as such. The Partnership has also periodically used derivatives as cash flow hedges of interest rate risk in anticipation of debt offerings. All of the Partnerships currently outstanding derivatives are reported at fair value based on New York Mercantile Exchange (NYMEX) quotes for natural gas futures and options. The NYMEX quotes are deemed to be observable inputs in an active market for similar assets and liabilities and are considered Level 2 inputs for purposes of fair value disclosures. The Partnership has not changed its valuation techniques or inputs during the reporting period. The fair values of derivatives existing as of March 31, 2010, and December 31, 2009, were included in the following captions in the Condensed Consolidated Balance Sheets (in millions): Asset Derivatives Liability Derivatives March 31, 2010 December 31, 2009 March 31, 2010 December 31, 2009 Balance sheet location Fair Value Balance sheet location Fair Value Balance sheet location Fair Value Balance sheet location Fair Value Derivatives designated as hedging instruments Commodity contracts Other current assets $ 13.3 Other current assets $ 6.2 Other current liabilities $ - Other current liabilities $ - The changes in fair values of the derivatives designated as cash flow hedges are expected to, and do, have a high correlation to changes in value of the anticipated transactions. Each reporting period the Partnership measures the effectiveness of the cash flow hedge contracts. To the extent the changes in the fair values of the hedge contracts do not effectively offset the changes in the estimated cash flows of the anticipated transactions, the ineffective portion of the hedge contracts is currently recognized in earnings. If it becomes probable that the anticipated transactions will not occur, hedge accounting would be terminated and changes in the fair values of the associated derivative financial instruments would be recognized currently in earnings.The Partnership did not discontinue any cash flow hedges during the three months

Income Taxes

Income Taxes
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Income Taxes	The Partnership is not a taxable entity for federal income tax purposes.As such, it does not directly pay federal income tax. The Partnerships taxable income or loss, which may vary substantially from the net income or loss reported in the Condensed Consolidated Statements of Income, is includable in the federal income tax returns of each partner. The aggregate difference in the basis of the Partnerships net assets for financial and income tax purposes cannot be readily determined as the Partnership does not have access to the information about each partners tax attributes. The subsidiaries of the Partnership directly incur some income-based state taxeswhich are presented in Income taxes on the Condensed Consolidated Statements of Income.

Commitments and Contingencies

Commitments and Contingencies
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Commitments and Contingencies	Legal Proceedings Napoleonville Salt Dome Matter Following the December 2003 accidental release of natural gas from storage in a salt dome cavern operated by Gulf South at the Dow Hydrocarbon and Resources, Inc. (Dow Hydrocarbon), Grand Bayou facility in Belle Rose, Louisiana, several suits were filed, including two that were initially filed as class actions. One of the cases initially filed as a class action was settled in 2008. In March 2010, Gulf South and its insurers settled all of the claims between them and Dow Hydrocarbon and its affiliates arising out of the December 2003 accidental release referred to above. The portion of the settlement not recoverable from insurance carriers of $1.6 million was recorded as an increase to Administrative and general expenses. Payments and recoveries from insurance carriers related to the settlement occurred in March 2010. Pursuant to this settlement agreement, Gulf South and OIL have agreed to indemnify Dow for any damages awarded in the Aucoin case. A lawsuit entitled Crystal Aucoin, et al. v. Gulf South Pipeline Company, LP, et al., No. 28,157 was filed on February 12, 2004, in the 23rd Judicial District Court for the Parish of Assumption, State of Louisiana. The suit was initially filed as a class action. The defendants at the trial were Gulf South, Dow Chemical Company (Dow Chemical), Dow Hydrocarbon and one of Gulf Souths insurers, Oil Insurance Limited (OIL). The plaintiffs voluntarily dismissed their class action allegations on February 2, 2006. Since that time the case has proceeded in the same court as a mass joinder of approximately 1,200 individual claims. The plaintiffs seek damages for alleged inconvenience and emotional distress arising from being forced to drive on a detour around a road closed due to the gas release. A trial was held in August 2008 on damages for a sample group of 23 plaintiffs. In January 2009, the court awarded damages to these plaintiffs of less than $0.1 million in the aggregate. Gulf South and other parties have appealed the ruling. Litigation is subject to many uncertainties, and it is possible this action could be decided unfavorably. Gulf South expects that the claims asserted against it in this case will be covered by insurance that was in effect at the time of the incident. However, if some or all of the claims are not covered by insurance then an adverse outcome in this litigation could have a materially adverse effect on Gulf Souths financial condition, results of operations or cash flows. Other Legal Matters The Partnership's subsidiaries are parties to various legal actions arising in the normal course of business. Management believes the disposition of these outstanding legal actions will not have a material adverse impact on the Partnership's financial condition, results of operations or cash flows. Environmental and Safety Matters The operating subsidiaries are subject to federal, state, and local environmental laws and regulations in connection with the operation and remediation of various operating sites. The Partnership accrues for environmental expenses resulting from existing conditions that relate to past operations when the c

Cash Distributions and Net Inco

Cash Distributions and Net Income per Unit
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Cash Distributions and Net Income per Unit	Cash Distributions The Partnerships cash distribution policy requires that the Partnership distribute to its various ownership interests on a quarterly basis all of its available cash, as defined in its partnership agreement. IDRs, which represent a limited partner ownership interest and are currently held by the Partnerships general partner, represent the contractual right to receive an increasing percentage of quarterly distributions of available cash as follows: Total Quarterly Distribution MarginalPercentage Interestin Distributions Target Amount Limited Partner Unitholders (1) General Partner and IDRs First Target Distribution upto$0.4025 98% 2% Second Target Distribution above$0.4025upto$0.4375 85% 15% Third Target Distribution above $0.4375 up to $0.5250 75% 25% Thereafter Above $0.5250 50% 50% (1) The class B unitholders participate in distributions on a pari passu basis with the Partnerships common units up to $0.30 per unit per quarter. The class B units do not participate in quarterly distributions above $0.30 per unit. In the first quarter 2010, the Partnership paid quarterly distributions to its common unitholders of record of $0.50 per common unit, $0.30 per class B unit to the holder of the class B units and amounts to the general partner on behalf of its 2% general partner interest and as holder of the IDRs. In the first quarter 2009, the Partnership paid quarterly distributions to unitholders of record of $0.48 per common unit, $0.30 per class B unit to the holder of the class B units and amounts to the general partner on behalf of its 2% general partner interest and as holder of the IDRs. In April 2010, the Partnership declared a quarterly cash distribution to unitholders of record of $0.505 per unit. Net Income per Unit For purposes of calculating net income per unit, net income for the current period is reduced by the amount of available cash that will be distributed with respect to that period. Any residual amount representing undistributed net income (or losses) is assumed to be allocated to the various ownership interests in accordance with the contractual provisions of the partnership agreement. Under the Partnerships partnership agreement, for any quarterly period, the IDRs participate in net income only to the extent of the amount of cash distributions actually declared, thereby excluding the IDRs from participating in undistributed net income or losses. Accordingly, undistributed net income is assumed to be allocated to the other ownership interests on a pro rata basis, except that the class B units participation in net income is limited to $0.30 per unit per quarter. Payments made on account of the Partnerships various ownership interests are determined in relation to actual declared distributions, and are not based on the assumed allocations required under GAAP. The following table provides a reconciliation of net income and the assumed allocation of net income to the common and class B units for purposes of computing net income per unit for the quarter ending Marc

Financing

Financing
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Financing	Notes and Debentures As of March 31, 2010, and December 31, 2009, the weighted-average interest rate of the Partnerships notes and debentures was 5.89%. The indentures governing the notes and debentures have restrictive covenants which provide that, with certain exceptions, neither the Partnership nor any of its subsidiaries may create, assume or suffer to exist any lien upon any property to secure any indebtedness unless the debentures and notes shall be equally and ratably secured. All debt obligations are unsecured. At March 31, 2010, Boardwalk Pipelines and its operating subsidiaries were in compliance with their debt covenants. Revolving Credit Facility The Partnership has a revolving credit facility which has aggregate lending commitments of $950.0 million. Borrowings outstanding under the credit facility as of March 31, 2010, and December 31, 2009, were $678.5 million and $553.5 million with a weighted-average borrowing rate of 0.49% and 0.48%. The credit facility contains various restrictive covenants and other usual and customary terms and conditions, including limitations on the payment of cash dividends by the Partnerships subsidiaries and other restricted payments, the incurrence of additional debt, the sale of assets and sales-leaseback transactions. The financial covenants under the credit facility require the Partnership and its subsidiaries to maintain, among other things, a ratio of total consolidated debt to consolidated EBITDA (as defined in the credit agreement) measured for the previous twelve months, of not more than 5.0 to 1.0. The Partnership and its subsidiaries were in compliance with all covenant requirements under the credit facility as of March 31, 2010. The revolving credit facility has a maturity date of June 29, 2012, however, all outstanding revolving loans on such date may be converted to term loans having a maturity date of June 29, 2013.

Property, Plant and Equipment

Property, Plant and Equipment
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Property, Plant and Equipment	In first quarter 2010, the Partnership placed in service the remaining compression facilities associated with its Gulf Crossing Project and Fayetteville and Greenville Laterals. As a result, approximately $137.9 million was transferred from construction work in progress to plant. In first quarter 2009, the Partnership placed in service its Gulf Crossing Project and Fayetteville and Greenville Laterals and the remaining compression facilities associated with its Southeast Expansion project. As a result, approximately $2.1 billion was transferred from construction work in progress to plant. The assets will generally be depreciated over a term of 35 years.

Employee Benefits

Employee Benefits
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Employee Benefits	Defined Benefit Retirement Plans and Postretirement Benefits Other Than Pension (PBOP) Texas Gas employees hired prior to November 1, 2006, are covered under a non-contributory, defined benefit pension plan. The Texas Gas Supplemental Retirement Plan provides pension benefits for the portion of an eligible employees pension benefit under the Pension Plan that becomes subject to compensation limitations under the Internal Revenue Code. Texas Gas provides postretirement medical benefits and life insurance to retired employees who were employed full time, hired prior to January 1, 1996, and have met certain other requirements. Components of net periodic benefit cost for both the retirement plans and PBOP for the three months ended March 31, 2010 and 2009 were as follows (in millions): Retirement Plans PBOP For the Three Months Ended For the Three Months Ended March 31, March 31, 2010 2009 2010 2009 Service cost $ 0.9 $ 0.9 $ 0.1 $ 0.1 Interest cost 1.7 1.7 0.7 0.8 Expected return on plan assets (1.7 ) (1.4 ) (0.9 ) (1.0 ) Amortization of prior service credit - - (1.9 ) (1.9 ) Amortization of unrecognized net loss 0.3 0.5 0.2 0.3 Regulatory asset decrease - - 1.4 1.4 Net periodic benefits expense $ 1.2 $ 1.7 $ (0.4 ) $ (0.3 ) Through April 2010, the Partnership contributed $4.0 million to its defined benefit pension plan. Defined Contribution Plans Texas Gas employees hired on or after November 1, 2006, and Gulf South employees are provided retirement benefits under a similar defined contribution money purchase plan. The operating subsidiaries also provide 401(k) plan benefits to their employees. Costs related to the Partnerships defined contribution plans were $1.9 million and $1.7 million for the three months ended March 31, 2010 and 2009.

Related Party Transactions

Related Party Transactions
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Related Party Transactions	Loews provides to the Partnership a variety of corporate services under services agreements, including but not limited to, information technology, tax, risk management, internal audit and corporate development services. Loews charged $6.3 million and $3.9 million for the three months ended March 31, 2010 and 2009 to the Partnership for performing these services, plus related expenses and allocated overheads. Distributions paid related to limited partner units held by BPHC and the 2% general partner interest and IDRs held by Boardwalk GP were $70.1 million and $63.0 million during the first quarter 2010 and 2009. Registration Rights Agreement In February 2010, BPHC sold 11.5 million Partnership common units in a secondary offering. In accordance with the registration rights agreement between the Partnership and BPHC, the Partnership reimbursed BPHC $10.5 million for underwriting discounts and commissions and incurred other offering costs of approximately $0.2 million, all of which were recorded against the previously established liability. As of March 31, 2010, and December 31, 2009, the Partnership had an accrued liability of $16.0 million and $26.7 million for future underwriting discounts, commissions and other registration and offering costs that would be reimbursed to BPHC.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Accumulated Other Comprehensive Income (Loss)	The following table shows the components of Accumulated other comprehensive loss which is included in Partners Capital on the Condensed Consolidated Balance Sheets (in millions): As of As of March 31, 2010 December 31, 2009 Gain (loss) on cash flow hedges $ 0.8 $ (6.7 ) Deferred components of net periodic benefit cost (20.2 ) (18.7 ) Total Accumulated other comprehensive loss $ (19.4 ) $ (25.4 )

Financial Instruments

Financial Instruments
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Financial Instruments	The following methods and assumptions were used in estimating the Partnerships fair value disclosures for financial instruments: Cash and Cash Equivalents: For cash and short-term financial assets, the carrying amount is a reasonable estimate of fair value due to the short maturity of those instruments. Long-Term Debt:The estimated fair value of the Partnerships publicly traded debt is based on quoted market prices at March 31, 2010, and December 31, 2009. The fair market value of the debt that is not publicly traded is based on market prices of similar debt at March 31, 2010, and December 31, 2009. Long-Term Debt - Affiliate:Borrowings under a subordinated loan agreement with BPHC were completed in 2009. The estimated fair value is based on market prices of similar debt, adjusted for the affiliated nature of the transaction. The carrying amount and estimated fair values of the Partnerships financial instruments as of March 31, 2010, and December 31, 2009, were as follows (in millions): March 31, 2010 December 31, 2009 Financial Assets Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 120.6 $ 120.6 $ 45.8 $ 45.8 Financial Liabilities Long-term debt $ 3,125.6 $ 3,253.0 $ 3,000.0 $ 3,060.6 Long-term debt affiliate 100.0 103.5 100.0 108.0

Supplemental Disclosure of Cash

Supplemental Disclosure of Cash Flow Information
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Supplemental Disclosure of Cash Flow Information	(in millions): For the Three Months Ended March 31, 2010 2009 Cash paid during the period for: Interest (net of amount capitalized) $ 44.7 $ 34.8 Non-cash adjustments: Accounts payable and PPE $ 37.6 $ 51.0

Guarantee of Securities of Subs

Guarantee of Securities of Subsidiaries
	3 Months Ended Mar. 31, 2010
Notes to Financial Statements [Abstract]
Guarantee of Securities of Subsidiaries	The Partnerships Boardwalk Pipelines subsidiary (subsidiary issuer) has issued securities which have been fully and unconditionally guaranteed by the Partnership (parent guarantor). The Partnership's subsidiaries have no significant restrictions on their ability to pay distributions or make loans to the Partnership except as noted in the debt covenants and have no restricted assets at March 31, 2010, and December 31, 2009. Note 7 contains additional information regarding the Partnership's debt and related covenants. The Partnership has provided the following condensed consolidating financial information in accordance with Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered. Condensed Consolidating Balance Sheets as of March 31, 2010 (in millions) Assets Parent Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Boardwalk Pipeline Partners, LP Cash and cash equivalents $ - $ 112.9 $ 7.7 $ - $ 120.6 Receivables - - 133.7 (34.2 ) 99.5 Gas stored underground - - 4.4 - 4.4 Prepayments 0.2 - 7.4 - 7.6 Advances to affiliates - 161.1 - (161.1 ) - Other current assets 0.3 - 33.5 (5.2 ) 28.6 Total current assets 0.5 274.0 186.7 (200.5 ) 260.7 Investment in consolidated subsidiaries 745.2 4,705.8 - (5,451.0 ) - Property, plant and equipment, gross 0.6 - 6,893.0 - 6,893.6 Lessaccumulated depreciation and amortization (0.4 ) - (628.5 ) - (628.9 ) Property, plant and equipment, net 0.2 - 6,264.5 - 6,264.7 Other noncurrent assets 0.2 2.0 432.6 1.4 436.2 Advances to affiliates noncurrent 2,639.4 63.0 206.8 (2,909.2 ) - Total other assets 2,639.6 65.0 639.4 (2,907.8 ) 436.2 Total Assets $ 3,385.5 $ 5,044.8 $ 7,090.6 $ (8,559.3 ) $ 6,961.6 Liabilities Partners' Capital/Members Equity Parent Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Boardwalk Pipeline Partners, LP Payables $ 2.9 $ 0.2 $ 92.2 $ (34.2 ) $ 61.1 Advances from affiliates - - 161.1 (161.1 ) - Other current liabilities 0.2 14.5 124.3 (3.8 ) 135.2 Total current liabilities 3.1 14.7 377.6 (199.1 ) 196.3 Total long-term debt - 1,438.7 1,786.9 - 3,225.6 Payable to affiliate 19.7 2,846.2 63.0 (2,909.2 ) 19.7 Other noncurrent liabilities - - 157.3 - 157.3 Total other liabilities and deferred credits 19.7 2,846.2 220.3 (2,909.2 ) 177.0 Total part

Document Information

Document Information
	3 Months Ended Mar. 31, 2010
Document Information [Text Block]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	2010-03-31

Entity Information

Entity Information (USD $)
	3 Months Ended Mar. 31, 2010	Apr. 27, 2010	Jun. 30, 2009
Entity [Text Block]
Entity Registrant Name	Boardwalk Pipeline Partners, LP
Entity Central Index Key	0001336047
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	No
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$1,070,292,000
Entity Common Stock, Shares Outstanding		169,721,916
Document Fiscal Year Focus	2,010
Document Fiscal Period Focus	Q1