Andeavor Logistics (ANDX) 10-Q 5 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Apr. 28, 2016
Entity Registrant Name	TESORO LOGISTICS LP
Entity Central Index Key	1,507,615
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Common
Entity Common Stock, Units Outstanding		93,633,156
General Partner
Entity Common Stock, Units Outstanding		1,900,515

Condensed Statements of Combine

Condensed Statements of Combined Consolidated Operations (Unaudited) - USD ($) shares in Millions, $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Revenues
Affiliate	[1]	$ 169	$ 148
Third-party		131	115
Total Revenues		300	263
Costs and Expenses
Operating and maintenance expenses		112	98
Imbalance settlement gains and reimbursements		(7)	(8)
General and administrative expenses		24	25
Depreciation and amortization expenses		44	44
Net gain on asset disposals and impairments		1	0
Total Costs and Expenses		174	159
OPERATING INCOME (Loss)		126	104
Interest and financing costs, net		(44)	(37)
Equity in earnings of unconsolidated affiliates		4	3
Other Operating Income (Expense), Net		6	0
Net Earnings		92	70
Loss attributable to Predecessors		0	4
Net earnings attributable to noncontrolling interest		0	(10)
Net Earnings Attributable to Partners		92	64
General partner's interest in net earnings, including incentive distribution rights		(32)	(14)
Limited Partners’ Interest in Net Earnings		$ 60	$ 50
Net Earnings per Limited Partner Unit
Common - basic		$ 0.64	$ 0.63
Common - diluted		$ 0.64	$ 0.63
Weighted average limited partner units outstanding:
Common units - basic		93.6	80.3
Common units - diluted		93.6	80.3
Cash distributions paid per unit		$ 0.7800	$ 0.6675
[1]	Tesoro accounted for 56% of our total revenues for both the three months ended March 31, 2016 and 2015.

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
CURRENT ASSETS
Cash and cash equivalents	$ 4	$ 16
Receivables, net
Trade	137	139
Affiliate	101	85
Prepayments and other	10	12
Total Current Assets	252	252
Net Property, Plant and Equipment	3,086	3,450
Acquired intangibles, net	970	976
Goodwill	112	130
Investment in Unconsolidated Affiliates	346	58
Other Noncurrent Assets	27	26
Total Assets	4,793	4,892
Accounts payable
Trade	60	83
Affiliate	53	48
Accrued interest and financing costs	68	31
Other current liabilities	48	59
Total Current Liabilities	229	221
Other Noncurrent Liabilities	47	49
Debt, Net of Unamortized Issuance Costs	2,821	2,844
Total Liabilities	$ 3,097	$ 3,114
Commitments and Contingencies (Note 7)
EQUITY
Common unitholders; 93,633,156 units issued and outstanding (93,478,326 in 2015)	$ 1,701	$ 1,707
General partner; 1,900,515 units issued and outstanding (1,900,515 in 2015)	(5)	(13)
Noncontrolling interest	0	84
Total Equity	1,696	1,778
Total Liabilities and Equity	$ 4,793	$ 4,892

Condensed Consolidated Balance4

Condensed Consolidated Balance Sheets (Unaudited), (Parenthetical) - shares	Mar. 31, 2016	Dec. 31, 2015
EQUITY
Common units issued (units)	93,633,156	93,478,326
General partner units issued (units)	1,900,515	1,900,515

Condensed Statements of Combin5

Condensed Statements of Combined Consolidated Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash Flows from (used in) Operating Activities
Net earnings	$ 92	$ 70
Adjustments to reconcile net earnings to net cash from operating activities:
Depreciation and amortization expenses	44	44
Other non-cash operating activities	14	2
Changes in current assets and current liabilities	14	15
Changes in non-current assets and liabilities	(3)	17
Net cash from operating activities	161	148
Cash Flows from (used in) Investing Activities
Capital expenditures	(54)	(84)
Other investing	(4)	0
Net cash used in investing activities	(58)	(84)
Cash Flows from (used in) Financing Activities
Proceeds from issuance of units, net of issuance costs	5	24
Quarterly distributions to unitholders	(73)	(54)
Quarterly distributions to general partner	(25)	(16)
Distributions to noncontrolling interest	0	(9)
Borrowings under revolving credit agreement	297	99
Repayments under revolving credit agreement	(67)	(124)
Repayments of Long-term Debt	250	0
Payments of Financing Costs	(8)	0
Proceeds from Partnership Contribution	0	6
Capital contributions by affiliate	6	7
Net cash used in financing activities	(115)	(67)
Decrease in Cash and Cash Equivalents	(12)	(3)
Cash and Cash Equivalents, Beginning of Period	16	19
Cash and Cash Equivalents, End of Period	$ 4	$ 16

Organization and Basis of Prese

Organization and Basis of Presentation (Notes)	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Basis of Presentation	ORGANIZATION AND BASIS OF PRESENTATION ORGANIZATION Tesoro Logistics LP (“TLLP” or the “Partnership”) is a fee-based, growth-oriented Delaware limited partnership formed in December 2010 by Tesoro Corporation and its wholly-owned subsidiary, Tesoro Logistics GP, LLC (“TLGP”), our general partner, to own, operate, develop and acquire logistics assets. Unless the context otherwise requires, references in this report to “we,” “us,” “our,” or “ours” refer to Tesoro Logistics LP, one or more of its consolidated subsidiaries, or all of them taken as a whole. Unless the context otherwise requires, references in this report to “Tesoro” or our “Sponsor” refer collectively to Tesoro Corporation and any of its subsidiaries, other than TLLP, its subsidiaries and its general partner. PRINCIPLES OF COMBINATION AND CONSOLIDATION AND BASIS OF PRESENTATION Acquired assets from Tesoro, and those assets, liabilities and results of operations are collectively referred to as the “Predecessor”. The accompanying condensed combined consolidated financial statements and related notes present the results of operations and cash flows of our Predecessor at historical cost. The financial statements of our Predecessor have been prepared from the separate records maintained by Tesoro and may not necessarily be indicative of the conditions that would have existed or the results of operations if our Predecessor had been operated as an unaffiliated entity. Our Predecessor did not record revenue for transactions with Tesoro in the Terminalling and Transportation segment. The interim condensed combined consolidated financial statements and notes thereto have been prepared by management without audit according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and reflect all adjustments that, in the opinion of management, are necessary for a fair presentation of results for the periods presented. Such adjustments are of a normal recurring nature, unless otherwise disclosed. Certain information and notes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to the SEC’s rules and regulations. However, management believes that the disclosures presented herein are adequate to present the information fairly. The accompanying interim condensed combined consolidated financial statements and notes should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2015 . We prepare our condensed combined consolidated financial statements in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the amounts of assets and liabilities and revenues and expenses reported as of and during the periods presented. We review our estimates on an ongoing basis using currently available information. Changes in facts and circumstances may result in revised estimates, and actual results could differ from those estimates. The results of operations of the Partnership, or our Predecessor, for any interim period are not necessarily indicative of results for the full year. CONDENSED CONSOLIDATING FINANCIAL INFORMATION. The parent company of the Partnership has no independent assets or operations. The Partnership’s operations are conducted by its wholly-owned guarantor subsidiaries, other than Tesoro Logistics Finance Corp., an indirect wholly-owned subsidiary of the Partnership whose sole purpose is to act as co-issuer of any debt securities. The guarantees are full and unconditional and joint and several, subject to certain automatic customary releases, including sale, disposition, or transfer of the capital stock or substantially all of the assets of a subsidiary guarantor, exercise of legal defeasance option or covenant defeasance option, and designation of a subsidiary guarantor as unrestricted in accordance with the applicable indenture. There are no significant restrictions on the ability of the Partnership or any guarantor to obtain funds from its subsidiaries by dividend or loan. None of the assets of the Partnership or a guarantor represent restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act. As of March 31, 2016, due to the deconsolidation of Rendezvous Gas Services, L.L.C. (“RGS”), we are not required to provide condensed consolidating financial information pursuant to Rule 3-10 of Regulation S-X as we no longer have a consolidated non-guarantor subsidiary. For further discussion on the deconsolidation of RGS, see discussion below and in Note 4. FAIR VALUE INFORMATION We believe the carrying value of our cash and cash equivalents, receivables, accounts payable and certain accrued liabilities approximates fair value. Our fair value assessment incorporates a variety of considerations, including: • the short term duration of the instruments (approximately one percent of our trade payables and receivables have been outstanding for greater than 90 days ); and • the expected future insignificance of bad debt expense, which includes an evaluation of counterparty credit risk. The computation of the percentage of the short-term duration of our trade receivables excludes amounts that are greater than 90 days related to legal disputes, primarily XTO Energy Inc.’s (“XTO”) legal dispute with QEP Field Services, LLP (“QEPFS”). See further discussion regarding the XTO litigation in Note 6. The fair value of our senior notes is based on prices from recent trade activity and is categorized in level 2 of the fair value hierarchy. The borrowings under our amended revolving credit facility (the “Revolving Credit Facility”) and our secured dropdown credit facility (“Dropdown Credit Facility”), which include a variable interest rate, approximate fair value. The carrying value and fair value of our debt were both approximately $2.9 billion as of March 31, 2016 . The carrying value and fair value of our debt were approximately $2.9 billion and $2.8 billion at December 31, 2015 , respectively. These carrying and fair values of our debt do not include any unamortized issuance costs associated with our total debt. NEW ACCOUNTING STANDARDS AND DISCLOSURES REVENUE RECOGNITION. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides accounting guidance for all revenue arising from contracts to provide goods or services to customers. ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017, given the FASB’s recent deferral of ASU 2014-09’s effective date. Entities may choose to early adopt ASU 2014-09 as of the original effective date. The standard allows for either full retrospective adoption or modified retrospective adoption. We are currently evaluating the impact of the standard on our financial statements and related disclosures. Based on our initial evaluation, we believe that the standard could impact the amount and timing of revenues we recognize as certain of our revenue arrangements require us to provide multiple services and may include variable consideration. CONSOLIDATION. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis” (“ASU 2015-02”). This standard modifies existing consolidation guidance for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 is effective for interim and annual periods beginning after December 15, 2015, and requires either a retrospective or a modified retrospective approach to adoption. We adopted this guidance using the modified retrospective approach as of January 1, 2016 and performed the required reassessments outlined by the guidance. For further information on the results of our reassessments, refer to Note 4, Investments - Equity Method and Joint Ventures. BUSINESS COMBINATIONS. In September 2015, the FASB issued ASU 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments” (“ASU 2015-16”). The standard requires an acquirer to recognize the cumulative impact of adjustments to provisional purchase price amounts that are identified during the measurement period in the reporting period, in which the adjustment amounts are determined. The standard also requires an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is effective for interim and annual periods beginning after December 15, 2015, and must be applied prospectively to adjustments that occur after the effective date. We adopted this guidance as of January 1, 2016, with no impact to our financial statements. LEASES. In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which improves transparency and comparability among organizations by requiring lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and requires a modified retrospective approach to adoption. Early adoption is permitted. At this time, we are evaluating the potential impact of this standard on our financial statements. SHARE-BASED COMPENSATION. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”), which simplifies several aspects of the accounting for employee share-based payment transactions including accounting for income taxes, cash flow presentation of tax impacts, forfeitures, and liability versus equity accounting due to statutory tax withholding requirements. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016, with early adoption permitted. As of January 1, 2016, we early adopted ASU 2016-09 and with respect to the guidance on forfeitures, we have elected to continue to estimate forfeitures on the date of grant to account for the estimated number of awards for which the requisite service period will not be rendered. The adoption of ASU 2016-09 had no impact on our financial statements. PRINCIPAL VS AGENT CONSIDERATIONS. In March 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” (“ASU 2016-08”), which amends the principal versus agent guidance in ASU 2014-09. The amendments clarify how an entity should apply the control principle to certain types of arrangements, such as service transactions, by explaining what a principal controls before the specified good or service is transferred to the customer. The effective date and transition requirements for the amendments in ASU 2016-08 are the same as the effective date and transition requirements of ASU 2014-09. At this time, we are evaluating the potential impact of this standard on our financial statements.

Related-Party Transactions (Not

Related-Party Transactions (Notes)	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Related-Party Transactions	RELATED-PARTY TRANSACTIONS AFFILIATE AGREEMENTS The Partnership has various long-term, fee-based commercial agreements with Tesoro, under which we provide pipeline transportation, trucking, terminal distribution and storage services to Tesoro, and Tesoro typically commits to fixed fees or to provide us with minimum monthly throughput volumes of crude oil and refined products. For the natural gas liquids (”NGLs”) that we handle under “keep-whole” agreements, the Partnership has a fee-based processing agreement with Tesoro which minimizes the impact of commodity price movements during the annual period subsequent to renegotiation of terms and pricing each year. In addition, we have agreements for the provision of various general and administrative services by Tesoro. Under our partnership agreement, we are required to reimburse TLGP and its affiliates for all costs and expenses that they incur on our behalf for managing and controlling our business and operations. Except to the extent specified under our amended omnibus agreement (the “Amended Omnibus Agreement”) or our secondment agreement (the “Secondment Agreement”), TLGP determines the amount of these expenses. Under the terms of the Amended Omnibus Agreement, we are required to pay Tesoro an annual corporate services fee, currently $9 million , for the provision of various centralized corporate services, including executive management, legal, accounting, treasury, human resources, health, safety and environmental, information technology, certain insurance coverage, administration and other corporate services. Under the terms of our Secondment Agreement, we pay Tesoro a net annual service fee, currently $2 million , for services performed by field-level employees at the majority of our facilities. Additionally, we reimburse Tesoro for any direct costs actually incurred by Tesoro in providing other operational services with respect to certain of our other assets and operations. Tesoro may also provide us other services for which we will be charged fees as determined by TLGP. SUMMARY OF AFFILIATE TRANSACTIONS SUMMARY OF REVENUE AND EXPENSE TRANSACTIONS WITH TESORO (in millions) Three Months Ended 2016 2015 Revenues (a) $ 169 $ 148 Operating and maintenance expenses 37 29 Imbalance settlement gains and reimbursements from Tesoro (b) 7 8 General and administrative expenses 17 17 (a) Tesoro accounted for 56% of our total revenues for both the three months ended March 31, 2016 and 2015 . (b) Includes imbalance settlement gains of $1 million and $2 million for the three months ended March 31, 2016 and 2015 , respectively. Also includes reimbursements from Tesoro pursuant predominantly to the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement of $6 million for both the three months ended March 31, 2016 and 2015 . PREDECESSOR TRANSACTIONS. Related-party transactions of our Predecessor were settled through equity. Our Predecessor did not record revenue for transactions with Tesoro in the Terminalling and Transportation segment. DISTRIBUTIONS. In accordance with our partnership agreement, the unitholders of our common and general partner interests are entitled to receive quarterly distributions of available cash. During the three months ended March 31, 2016 , we paid quarterly cash distributions of $50 million to Tesoro and TLGP, including incentive distribution rights (“IDRs”). On April 20, 2016 , we declared a quarterly cash distribution of $0.81 per unit, which will be paid on May 13, 2016 . The distribution will include payments of $59 million to Tesoro and TLGP, including IDRs.

Property, Plant and Equipment (

Property, Plant and Equipment (Notes)	3 Months Ended
	Mar. 31, 2016
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENT BY SEGMENT, AT COST (in millions) March 31, December 31, 2015 Gathering $ 1,348 $ 1,700 Processing 563 565 Terminalling and Transportation 1,591 1,582 Gross Property, Plant and Equipment 3,502 3,847 Accumulated depreciation (416 ) (397 ) Net Property, Plant and Equipment $ 3,086 $ 3,450

Investments - Equity Method Inv

Investments - Equity Method Investments - Equity Method (Notes)	3 Months Ended
	Mar. 31, 2016
Equity Method Investments and Joint Ventures [Abstract]
Equity Method Investments and Joint Ventures Disclosure	INVESTMENTS - EQUITY METHOD AND JOINT VENTURES For each of the following investments, we have the ability to exercise significant influence over each of these investments through our participation in the management committees, which make all significant decisions. However, since we have equal or proportionate influence over each committee as a joint interest partner and all significant decisions require consent of the other investor(s) without regard to our economic interest, we have determined that these entities should not be consolidated and apply the equity method of accounting with respect to our investments in each entity. • RGS - We have a 78% interest in RGS, which owns and operates the infrastructure that transports gas from certain fields to several re-delivery points in southwestern Wyoming, including natural gas processing facilities that are owned by us or a third party. Prior to 2016, we consolidated RGS, however, upon our reassessment performed in conjunction with the adoption of ASU 2015-02 as of January 1, 2016, we determined RGS represents a variable interest entity to us for which we are not the primary beneficiary. Under the limited liability company agreement, we do not have voting rights commensurate with our economic interest due to veto rights available to our partner in RGS. Certain business decisions, including, but not limited to, decisions with respect to significant expenditures or contractual commitments, annual budgets, material financings, dispositions of assets or amending the members’ gas servicing agreements, require unanimous approval of the members. For amounts previously consolidated in our financial statements as of and for the year ended December 31, 2015, refer to the amounts shown in the Non-Guarantor column in the condensed consolidating financial information presented in Note 16 in our annual report on Form 10-K referenced herein. • Three Rivers Gathering, L.L.C. (“TRG”) - We own a 50% interest in TRG which operates natural gas gathering assets within the southeastern Uinta Basin and is primarily supported by long-term, fee-based gas gathering agreements with minimum volume commitments. • Uintah Basin Field Services, L.L.C. (“UBFS”) - We own a 38% interest in UBFS which owns and operates the natural gas gathering infrastructure located in the southeastern Uinta Basin and is supported by long-term, fee-based gas gathering agreements that contain firm throughput commitments, which generate fees whether or not the capacity is used, and is operated by us. EQUITY METHOD INVESTMENTS (in millions) RGS TRG UBFS Total Balance at December 31, 2015 $ — $ 42 $ 16 $ 58 Effect of deconsolidation (a) 295 — — 295 Equity in earnings 2 1 1 4 Distributions received (9 ) (1 ) (1 ) (11 ) Balance at March 31, 2016 $ 288 $ 42 $ 16 $ 346 (a) The reassessment of our investments we performed resulted in the deconsolidation of RGS and the reporting of RGS as an equity method investment. We recognized an increase of $295 million to equity method investments as of January 1, 2016 as a result of the deconsolidation in addition to a cumulative effect reduction to opening equity of $2 million related to the difference in earnings under the equity method of accounting in prior periods. The carrying amount of our investment in RGS exceeded the underlying equity in net assets by $139 million at March 31, 2016.

Debt (Notes)

Debt (Notes)	3 Months Ended
	Mar. 31, 2016
Long-term Debt, Unclassified [Abstract]
Debt	DEBT DEBT BALANCE, NET OF UNAMORTIZED ISSUANCE COSTS (in millions) March 31, December 31, 2015 Total debt $ 2,863 $ 2,883 Unamortized issuance costs (a) (42 ) (39 ) Debt, net of current maturities and unamortized issuance costs $ 2,821 $ 2,844 (a) Includes unamortized premium associated with our 5.875% Senior Notes due 2020 of $4 million at both March 31, 2016 and December 31, 2015 . REVOLVING CREDIT FACILITY AND DROPDOWN CREDIT FACILITY We amended our existing secured Revolving Credit Facility on January 29, 2016 , decreasing the aggregate available facility limit from $900 million to $600 million and improving terms related to pricing and financial covenants. As a result of this amendment, an immaterial amount of unamortized debt issuance costs were expensed. In addition, we syndicated a $1.0 billion secured Dropdown Credit Facility on January 29, 2016 . The primary use of proceeds under this facility will be to fund asset acquisitions. The terms, covenants and restrictions under this facility are substantially the same as with our amended secured Revolving Credit Facility. The total aggregate available facility limits for the secured Revolving Credit Facility and secured Dropdown Credit Facility totaled $1.6 billion at March 31, 2016 . We are allowed to request the loan availability for both the secured Revolving Credit Facility and the secured Dropdown Credit Facility be increased up to an aggregate of $2.1 billion , subject to receiving increased commitments from the lenders. As of March 31, 2016 , our secured Revolving Credit Facility provided for total loan availability of $600 million . Borrowings are available under the secured Revolving Credit Facility up to the total loan availability of the facility. Our secured Revolving Credit Facility is non-recourse to Tesoro, except for TLGP, and is guaranteed by all of our consolidated subsidiaries, and secured by substantially all of our assets. We had $285 million of borrowings outstanding under the secured Revolving Credit Facility, resulting in a total unused loan availability of $315 million or 53% of the borrowing capacity as of March 31, 2016 . The weighted average interest rate for borrowings under our secured Revolving Credit Facility was 2.76% at March 31, 2016 . As of March 31, 2016 , our secured Dropdown Credit Facility provided for total loan availability of $1.0 billion . We had $250 million of borrowings outstanding under the secured Dropdown Credit Facility, resulting in a total unused loan availability of $750 million or 75% of the borrowing capacity as of March 31, 2016 . The weighted average interest rate for borrowings under our secured Dropdown Credit Facility was 2.70% at March 31, 2016 . The secured Revolving Credit Facility and the secured Dropdown Credit Facility ratably share collateral comprised primarily of our property, plant, and equipment and both facilities mature on January 29, 2021 . In addition, upon an upgrade of our corporate family rating to investment grade, certain covenants and restrictions under each facility will automatically be eliminated or improved. DEBT REPAYMENTS On February 3, 2016 , we paid the full amount of the Unsecured Term Loan Facility, including accrued interest, with proceeds drawn from the secured Dropdown Credit Facility. All commitments under the Unsecured Term Loan Facility were terminated effective with the repayment and an immaterial amount of unamortized debt issuance costs were expensed. EXCHANGE OFFER On February 26, 2016 , the Partnership commenced an offer to exchange (the “Exchange”) its existing unregistered 5.50% Senior Notes due 2019 (“2019 Notes”) and 6.25% Senior Notes due 2022 (“2022 Notes”) (together, “Unregistered Notes”) for an equal principal amount of 5.50% Senior Notes due 2019 and 6.25% Senior Notes due 2022 (the “Exchange Notes”), respectively, that were registered under the Securities Act of 1933, as amended. On April 14, 2016 , the Exchange was completed for all of the 2019 Notes and substantially all of the 2022 Notes. The terms of the Exchange Notes are identical in all material respects (including principal amount, interest rate, maturity and redemption rights) to the Unregistered Notes for which they were exchanged, except that the Exchange Notes generally are not subject to transfer restrictions. The Exchange fulfills all of the requirements of the registration rights agreements for the Unregistered Notes.

Commitments and Contingencies (

Commitments and Contingencies (Notes)	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES TESORO INDEMNIFICATION Under the Amended Omnibus Agreement, Tesoro indemnifies us for certain matters, including known environmental, title and tax matters associated with the ownership of our assets at or before the closing of the TLLP initial public offering (“Initial Offering”) and subsequent acquisitions from Tesoro, excluding certain Los Angeles assets acquired from Tesoro in 2013. Under the Carson Assets Indemnity Agreement, Tesoro retained responsibility for remediation of known environmental liabilities due to the use or operation of certain Los Angeles assets prior to the acquisition dates, and has indemnified the Partnership for any losses incurred by the Partnership arising out of those remediation obligations. Environmental matters discovered subsequent to the Initial Offering and subsequent acquisitions are also indemnified to the extent they are identified prior to five years from the acquisition date. The indemnification under the Initial Offering for unknown environmental matters expired on April 26, 2016. See Note 3 of our Annual Report on Form 10-K for the year ended December 31, 2015 , for additional information regarding the terms and conditions of the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement. CONTINGENCIES In the ordinary course of business, we may become party to lawsuits, administrative proceedings and governmental investigations, including environmental, regulatory and other matters. The outcome of contingencies cannot always be predicted accurately, but we will accrue liabilities for these matters if the amount is probable and can be reasonably estimated. Contingencies arising after the closing of the Initial Offering from conditions existing before the Initial Offering, and the subsequent acquisitions from Tesoro that have been identified after the closing of each transaction, will be recorded in accordance with the indemnification terms set forth in the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement, as noted above. Any contingencies arising from events after the Initial Offering, and the subsequent acquisitions from Tesoro, will be our responsibility. Other than described in this Note 6, we do not have any other material outstanding lawsuits, administrative proceedings or governmental investigations. ENVIRONMENTAL LIABILITIES We are subject to federal, state and local laws and regulations governing environmental quality and pollution control. These laws and regulations require us to remove or remedy the effect of the disposal or release of specified substances at current and former operating sites. We have accrued liabilities for these expenses and believe these accruals are adequate based on current information and projections that can be reasonably estimated. Our environmental liabilities are estimates using internal and third-party assessments and available information to date. It is possible that these estimates will change as more information becomes available. Our liabilities for these environmental expenditures totaled $29 million and $33 million at March 31, 2016 and December 31, 2015 , respectively. TIOGA, NORTH DAKOTA CRUDE OIL PIPELINE RELEASE. In September 2013 , the Partnership responded to the release of crude oil in a rural field northeast of Tioga, North Dakota (the “Crude Oil Pipeline Release”). The environmental liabilities related to the Crude Oil Pipeline Release include amounts estimated for remediation activities that will be conducted to restore the site for agricultural use. We have liabilities totaling $23 million and $27 million at March 31, 2016 and December 31, 2015 , respectively. This incident was covered by our pollution legal liability insurance policy, subject to a $1 million deductible and a $25 million loss limit. Pursuant to this policy, we have received all insurance recoveries related to the Crude Oil Pipeline Release as of December 31, 2015 . The estimated remediation costs of $66 million exceeded our policy loss limit by $41 million as of December 31, 2015. LEGAL QUESTAR GAS COMPANY V. QEP FIELD SERVICES COMPANY. Prior to the acquisition of all of the limited liability company interests of QEPFS, QEPFS’ former affiliate, Questar Gas Company (“QGC”) and its affiliate Wexpro, filed a complaint on May 1, 2012 , asserting claims for breach of contract, breach of implied covenant of good faith and fair dealing, and an accounting and declaratory judgment related to a 1993 gathering agreement (the “1993 Agreement”) executed when the parties were affiliates. TLLP agreed to indemnify QEP Field Services Company for this claim under the acquisition agreement for QEPFS. Under the 1993 Agreement, certain of TLLP’s systems provide gathering services to QGC charging an annual gathering rate, which is based on the cost of service calculation. QGC disputed the annual calculation of the gathering rate, which has been calculated in the same manner since 1998, without objection by QGC. As a result of the rulings through the date of our acquisition of QEPFS, TLLP assumed a $21 million liability for estimated damages. On March 22, 2016 , the parties in this dispute entered into a settlement and release agreement resolving all remaining issues and associated counter claims in exchange for TLLP’s payment of $15 million . We recognized a gain of $6 million in other income, net on our condensed statement of consolidated operations for the three months ended March 31, 2016 as a result of the settlement. XTO ENERGY INC. V. QEP FIELD SERVICES COMPANY. XTO filed a complaint on January 30, 2014 , asserting claims for breach of contract, breach of implied covenant of good faith and fair dealing, unjust enrichment and an accounting and declaratory judgment related to a 2010 gas processing agreement (the “XTO Agreement”). TLLP processes XTO’s natural gas on a firm basis under the XTO Agreement. The XTO Agreement requires TLLP to transport, fractionate and market XTO’s natural gas liquids derived from XTO’s processed gas. XTO is seeking monetary damages related to TLLP’s allocation of charges related to XTO’s share of natural gas liquid transportation, fractionation and marketing costs associated with shortfalls in contractual firm processing volumes. On March 29, 2016 , the parties entered into a settlement and release agreement related to payments withheld by XTO unrelated to the allocation of charges they are challenging. Under the settlement and release agreement, XTO agreed to pay all historical undisputed charges by April 15, 2016 less the $22 million of allocated charges they are challenging, and to thereafter tender all similar undisputed charges timely. On April 15, 2016 , XTO remitted a $21 million settlement payment related to all undisputed amounts. While we cannot currently estimate the final amount or timing of the resolution of this matter, we believe the outcome will not have a material impact on our liquidity, financial position or results of operations.

Equity (Notes)

Equity (Notes)	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Equity	EQUITY AND NET EARNINGS PER UNIT We had 61,188,041 common public units outstanding as of March 31, 2016 . Additionally, Tesoro owned 32,445,115 of our common units and 1,900,515 of our general partner units (the 2% general partner interest) as of March 31, 2016 , which together constitutes a 36% ownership interest in us. ATM PROGRAM. On August 24, 2015 , we filed a prospectus supplement to our shelf registration statement filed with the SEC on August 6, 2015 , authorizing the continuous issuance of up to an aggregate of $750 million of common units, in amounts, at prices and on terms to be determined by market conditions and other factors at the time of our offerings (such continuous offering program, or at-the-market program, referred to as our “ATM Program”). During the three months ended March 31, 2016 , we issued an aggregate of 103,748 common units under our ATM Program, generating proceeds of approximately $5 million , before issuance costs. The net proceeds from sales under the ATM Program will be used for general partnership purposes, which may include debt repayment, future acquisitions, capital expenditures and additions to working capital. CHANGE IN THE CARRYING AMOUNT OF OUR EQUITY (in millions) Partnership Common General Partner Noncontrolling Interest Total Balance at December 31, 2015 $ 1,707 $ (13 ) $ 84 $ 1,778 Equity offering under ATM Program, net of issuance costs 5 — — 5 Effect of deconsolidation of RGS (a) (2 ) — (84 ) (86 ) Distributions (b) (73 ) (25 ) — (98 ) Net earnings 60 32 — 92 Contributions (c) 3 1 — 4 Other 1 — — 1 Balance at March 31, 2016 $ 1,701 $ (5 ) $ — $ 1,696 (a) As the result of the reassessment performed, we deconsolidated RGS causing the derecognition of noncontrolling interest and an opening equity impact totaling $86 million . The cumulative effect to opening equity of $2 million related to the difference in earnings under the equity method of accounting in prior periods. (b) Represents cash distributions declared and paid during the three months ended March 31, 2016 relating to the fourth quarter of 2015 . (c) Includes Tesoro and TLGP contributions to the Partnership primarily related to reimbursements for capital spending pursuant predominantly to the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement. NET EARNINGS PER UNIT. We use the two-class method when calculating the net earnings per unit applicable to limited partners, because we have more than one participating security. At March 31, 2016 , our participating securities consist of common units, general partner units and IDRs. Net earnings earned by the Partnership are allocated between the common and general partners in accordance with our partnership agreement. We base our calculation of net earnings per unit on the weighted average number of common limited partner units outstanding during the period. Diluted net earnings per unit include the effects of potentially dilutive units on our common units, which consist of unvested service and performance phantom units. Distributions less than or greater than earnings are allocated in accordance with our partnership agreement. NET EARNINGS PER UNIT (in millions, except per unit amounts) Three Months Ended 2016 2015 Net earnings $ 92 $ 70 Net earnings attributable to noncontrolling interest — (10 ) Net earnings, excluding noncontrolling interest 92 60 General partner’s distributions (2 ) (2 ) General partner’s IDRs (a) (30 ) (12 ) Limited partners’ distributions on common units (76 ) (56 ) Distributions greater than earnings $ (16 ) $ (10 ) General partner’s earnings: Distributions $ 2 $ 2 General partner’s IDRs (a) 30 12 Total general partner’s earnings $ 32 $ 14 Limited partners’ earnings on common units: Distributions $ 76 $ 56 Allocation of distributions greater than earnings (16 ) (10 ) Total limited partners’ earnings on common units $ 60 $ 46 Weighted average limited partner units outstanding Common units - basic 93.6 80.3 Common units - diluted 93.6 80.3 Net earnings per limited partner unit: Common - basic $ 0.64 $ 0.63 Common - diluted $ 0.64 $ 0.63 (a) IDRs entitle the general partner to receive increasing percentages, up to 50% , of quarterly distributions in excess of $0.3881 per unit per quarter. The amount above reflects earnings distributed to our general partner net of $3 million of IDRs for the three months ended March 31, 2015 waived by TLGP. See Note 12 of our Annual Report on Form 10-K for the year ended December 31, 2015 , for further discussion related to IDRs. CASH DISTRIBUTIONS Our partnership agreement, as amended, sets forth the calculation to be used to determine the amount and priority of cash distributions that the limited partner unitholders and general partner will receive. The table below summarizes the quarterly distributions related to our quarterly financial results: QUARTERLY DISTRIBUTIONS Quarter Ended Quarterly Distribution Per Unit Total Cash Distribution including general partner IDRs (in millions) Date of Distribution Unitholders Record Date December 31, 2015 $ 0.78 $ 98 February 12, 2016 February 2, 2016 March 31, 2016 (a) 0.81 108 May 13, 2016 May 2, 2016 (a) This distribution was declared on April 20, 2016 and will be paid on the date of distribution.

Segment Disclosures (Notes)

Segment Disclosures (Notes)	3 Months Ended
	Mar. 31, 2016
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Segment Disclosures	OPERATING SEGMENTS Our revenues are derived from three operating segments: Gathering, Processing and Terminalling and Transportation. Our Gathering segment consists of crude oil and natural gas gathering systems in the Bakken Shale/Williston Basin area of North Dakota and Montana and the Green River Basin, Uinta Basin and Vermillion Basin in the states of Utah, Colorado and Wyoming. Our Processing segment consists of four gas processing complexes, including Green River Processing, LLC, which owns one fractionation facility and two gas processing complexes. Our Terminalling and Transportation segment consists of crude oil and refined products terminals and marine terminals, storage facilities for crude oil, refined products and petroleum coke handling, rail-car unloading facilities and pipelines, which transport products and crude oil. Our revenues are generated from third-party contracts and from commercial agreements we have entered into with Tesoro, under which Tesoro pays us fees for gathering crude oil and natural gas, processing natural gas and distributing, transporting and storing crude oil, refined products, natural gas and natural gas liquids. The commercial agreements with Tesoro are described in greater detail in Note 3 to our Annual Report on Form 10-K for the year ended December 31, 2015 . We do not have any foreign operations. Our operating segments are strategic business units that offer different services in various geographical locations. We evaluate the performance of each segment based on its respective operating income. Certain general and administrative expenses are excluded from segment operating income as they are not directly attributable to a specific operating segment. Identifiable assets are those used by the segment, whereas other assets are principally cash and other assets that are not associated with a specific operating segment. SEGMENT INFORMATION RELATED TO CONTINUING OPERATIONS (in millions) Three Months Ended 2016 2015 Revenues Gathering: Affiliate $ 22 $ 26 Third-party 69 51 Total Gathering 91 77 Processing Affiliate 26 20 Third-party 45 47 Total Processing 71 67 Terminalling and Transportation: Affiliate 121 102 Third-party 17 17 Total Terminalling and Transportation 138 119 Total Segment Revenues $ 300 $ 263 Segment Operating Income Gathering $ 40 $ 34 Processing 29 24 Terminalling and Transportation 69 58 Total Segment Operating Income 138 116 Unallocated general and administrative expenses (12 ) (12 ) Interest and financing costs, net (44 ) (37 ) Equity in earnings of unconsolidated affiliates 4 3 Other income, net 6 — Net Earnings $ 92 $ 70 Capital Expenditures Gathering $ 25 $ 51 Processing 5 1 Terminalling and Transportation 11 15 Total Capital Expenditures $ 41 $ 67

Organization and Basis of Pre14

Organization and Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of accounting, policy	We prepare our condensed combined consolidated financial statements in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the amounts of assets and liabilities and revenues and expenses reported as of and during the periods presented.
New accounting pronouncement, policy	NEW ACCOUNTING STANDARDS AND DISCLOSURES REVENUE RECOGNITION. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides accounting guidance for all revenue arising from contracts to provide goods or services to customers. ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017, given the FASB’s recent deferral of ASU 2014-09’s effective date. Entities may choose to early adopt ASU 2014-09 as of the original effective date. The standard allows for either full retrospective adoption or modified retrospective adoption. We are currently evaluating the impact of the standard on our financial statements and related disclosures. Based on our initial evaluation, we believe that the standard could impact the amount and timing of revenues we recognize as certain of our revenue arrangements require us to provide multiple services and may include variable consideration. CONSOLIDATION. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis” (“ASU 2015-02”). This standard modifies existing consolidation guidance for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 is effective for interim and annual periods beginning after December 15, 2015, and requires either a retrospective or a modified retrospective approach to adoption. We adopted this guidance using the modified retrospective approach as of January 1, 2016 and performed the required reassessments outlined by the guidance. For further information on the results of our reassessments, refer to Note 4, Investments - Equity Method and Joint Ventures. BUSINESS COMBINATIONS. In September 2015, the FASB issued ASU 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments” (“ASU 2015-16”). The standard requires an acquirer to recognize the cumulative impact of adjustments to provisional purchase price amounts that are identified during the measurement period in the reporting period, in which the adjustment amounts are determined. The standard also requires an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is effective for interim and annual periods beginning after December 15, 2015, and must be applied prospectively to adjustments that occur after the effective date. We adopted this guidance as of January 1, 2016, with no impact to our financial statements. LEASES. In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which improves transparency and comparability among organizations by requiring lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and requires a modified retrospective approach to adoption. Early adoption is permitted. At this time, we are evaluating the potential impact of this standard on our financial statements. SHARE-BASED COMPENSATION. In March 2016, the FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”), which simplifies several aspects of the accounting for employee share-based payment transactions including accounting for income taxes, cash flow presentation of tax impacts, forfeitures, and liability versus equity accounting due to statutory tax withholding requirements. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016, with early adoption permitted. As of January 1, 2016, we early adopted ASU 2016-09 and with respect to the guidance on forfeitures, we have elected to continue to estimate forfeitures on the date of grant to account for the estimated number of awards for which the requisite service period will not be rendered. The adoption of ASU 2016-09 had no impact on our financial statements. PRINCIPAL VS AGENT CONSIDERATIONS. In March 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” (“ASU 2016-08”), which amends the principal versus agent guidance in ASU 2014-09. The amendments clarify how an entity should apply the control principle to certain types of arrangements, such as service transactions, by explaining what a principal controls before the specified good or service is transferred to the customer. The effective date and transition requirements for the amendments in ASU 2016-08 are the same as the effective date and transition requirements of ASU 2014-09. At this time, we are evaluating the potential impact of this standard on our financial statements.

Related-Party Transactions (Tab

Related-Party Transactions (Tables)	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Schedule of related party transactions	SUMMARY OF REVENUE AND EXPENSE TRANSACTIONS WITH TESORO (in millions) Three Months Ended 2016 2015 Revenues (a) $ 169 $ 148 Operating and maintenance expenses 37 29 Imbalance settlement gains and reimbursements from Tesoro (b) 7 8 General and administrative expenses 17 17 (a) Tesoro accounted for 56% of our total revenues for both the three months ended March 31, 2016 and 2015 . (b) Includes imbalance settlement gains of $1 million and $2 million for the three months ended March 31, 2016 and 2015 , respectively. Also includes reimbursements from Tesoro pursuant predominantly to the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement of $6 million for both the three months ended March 31, 2016 and 2015 .

Property, Plant and Equipment16

Property, Plant and Equipment (Tables)	3 Months Ended
	Mar. 31, 2016
Property, Plant and Equipment [Abstract]
Property, plant and equipment	PROPERTY, PLANT AND EQUIPMENT BY SEGMENT, AT COST (in millions) March 31, December 31, 2015 Gathering $ 1,348 $ 1,700 Processing 563 565 Terminalling and Transportation 1,591 1,582 Gross Property, Plant and Equipment 3,502 3,847 Accumulated depreciation (416 ) (397 ) Net Property, Plant and Equipment $ 3,086 $ 3,450

Investments - Equity Method I17

Investments - Equity Method Investments - Equity Method (Tables)	3 Months Ended
	Mar. 31, 2016
Equity Method Investments and Joint Ventures [Abstract]
Equity Method Investments	EQUITY METHOD INVESTMENTS (in millions) RGS TRG UBFS Total Balance at December 31, 2015 $ — $ 42 $ 16 $ 58 Effect of deconsolidation (a) 295 — — 295 Equity in earnings 2 1 1 4 Distributions received (9 ) (1 ) (1 ) (11 ) Balance at March 31, 2016 $ 288 $ 42 $ 16 $ 346 (a) The reassessment of our investments we performed resulted in the deconsolidation of RGS and the reporting of RGS as an equity method investment. We recognized an increase of $295 million to equity method investments as of January 1, 2016 as a result of the deconsolidation in addition to a cumulative effect reduction to opening equity of $2 million related to the difference in earnings under the equity method of accounting in prior periods. The carrying amount of our investment in RGS exceeded the underlying equity in net assets by $139 million at March 31, 2016.

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2016
Long-term Debt, Unclassified [Abstract]
Schedule of debt	DEBT BALANCE, NET OF UNAMORTIZED ISSUANCE COSTS (in millions) March 31, December 31, 2015 Total debt $ 2,863 $ 2,883 Unamortized issuance costs (a) (42 ) (39 ) Debt, net of current maturities and unamortized issuance costs $ 2,821 $ 2,844 (a) Includes unamortized premium associated with our 5.875% Senior Notes due 2020 of $4 million at both March 31, 2016 and December 31, 2015 .

Equity (Tables)

Equity (Tables)	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Schedule of partners' capital	CHANGE IN THE CARRYING AMOUNT OF OUR EQUITY (in millions) Partnership Common General Partner Noncontrolling Interest Total Balance at December 31, 2015 $ 1,707 $ (13 ) $ 84 $ 1,778 Equity offering under ATM Program, net of issuance costs 5 — — 5 Effect of deconsolidation of RGS (a) (2 ) — (84 ) (86 ) Distributions (b) (73 ) (25 ) — (98 ) Net earnings 60 32 — 92 Contributions (c) 3 1 — 4 Other 1 — — 1 Balance at March 31, 2016 $ 1,701 $ (5 ) $ — $ 1,696 (a) As the result of the reassessment performed, we deconsolidated RGS causing the derecognition of noncontrolling interest and an opening equity impact totaling $86 million . The cumulative effect to opening equity of $2 million related to the difference in earnings under the equity method of accounting in prior periods. (b) Represents cash distributions declared and paid during the three months ended March 31, 2016 relating to the fourth quarter of 2015 . (c) Includes Tesoro and TLGP contributions to the Partnership primarily related to reimbursements for capital spending pursuant predominantly to the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement.
Schedule of quarterly distributions	QUARTERLY DISTRIBUTIONS Quarter Ended Quarterly Distribution Per Unit Total Cash Distribution including general partner IDRs (in millions) Date of Distribution Unitholders Record Date December 31, 2015 $ 0.78 $ 98 February 12, 2016 February 2, 2016 March 31, 2016 (a) 0.81 108 May 13, 2016 May 2, 2016 (a) This distribution was declared on April 20, 2016 and will be paid on the date of distribution.

Segment Disclosures (Tables)

Segment Disclosures (Tables)	3 Months Ended
	Mar. 31, 2016
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Schedule of segment reporting information, by segment	SEGMENT INFORMATION RELATED TO CONTINUING OPERATIONS (in millions) Three Months Ended 2016 2015 Revenues Gathering: Affiliate $ 22 $ 26 Third-party 69 51 Total Gathering 91 77 Processing Affiliate 26 20 Third-party 45 47 Total Processing 71 67 Terminalling and Transportation: Affiliate 121 102 Third-party 17 17 Total Terminalling and Transportation 138 119 Total Segment Revenues $ 300 $ 263 Segment Operating Income Gathering $ 40 $ 34 Processing 29 24 Terminalling and Transportation 69 58 Total Segment Operating Income 138 116 Unallocated general and administrative expenses (12 ) (12 ) Interest and financing costs, net (44 ) (37 ) Equity in earnings of unconsolidated affiliates 4 3 Other income, net 6 — Net Earnings $ 92 $ 70 Capital Expenditures Gathering $ 25 $ 51 Processing 5 1 Terminalling and Transportation 11 15 Total Capital Expenditures $ 41 $ 67

Organization and Basis of Pre21

Organization and Basis of Presentation, Fair Value (Details) - USD ($) $ in Billions	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Percent of trade payables outstanding	1.00%
Percent of trade receivables outstanding	1.00%
Debt, carrying value	$ 2.9	$ 2.9
Debt, fair value	$ 2.9	$ 2.8
Minimum
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Fair Value Assumptions, Expected Term	90 days

Related-Party Transactions Rela

Related-Party Transactions Related-Party Transactions, Summary of Transactions Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	May. 13, 2016	Apr. 20, 2016	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015
Related Party Transactions
Concentration risk, percentage			56.00%		56.00%
Imbalance settlement gains			$ 1		$ 2
Reimbursements from Tesoro			6		$ 6
Cash distributions per unit (dollars per unit)				$ 0.78
Distribution declared (including IDRs)			50
Omnibus Agreement
Related Party Transactions
Payment for Administrative Fees			9
Secondment and Logistics Services Agreement
Related Party Transactions
Long-term Purchase Commitment, Amount			$ 2
Subsequent Event
Related Party Transactions
Declaration date		Apr. 20, 2016
Cash distributions per unit (dollars per unit)		$ 0.81
Distribution declared (including IDRs)	$ 59

Related-Party Transactions, Sum

Related-Party Transactions, Summary of Affiliate Transactions (Details) - USD ($) $ in Millions		May. 13, 2016	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015
Related Party Transactions
Cost of Reimbursable Expense			$ 6		$ 6
Distribution Made to Limited Partner, Distribution Date				Feb. 12, 2016
Revenues	[1]		169		148
Operating and maintenance expenses			37		29
Imbalance settlement gains and reimbursements from Tesoro	[2]		7		8
General and administrative expenses			$ 17		$ 17
Subsequent Event
Related Party Transactions
Distribution Made to Limited Partner, Distribution Date		May 13, 2016
[1]	Tesoro accounted for 56% of our total revenues for both the three months ended March 31, 2016 and 2015.
[2]	Includes imbalance settlement gains of $1 million and $2 million for the three months ended March 31, 2016 and 2015, respectively. Also includes reimbursements from Tesoro pursuant predominantly to the Amended Omnibus Agreement and the Carson Assets Indemnity Agreement of $6 million for both the three months ended March 31, 2016 and 2015.

Property, Plant and Equipment24

Property, Plant and Equipment (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment
Gross Property, Plant and Equipment	$ 3,502	$ 3,847
Accumulated depreciation	(416)	(397)
Net Property, Plant and Equipment	3,086	3,450
Gathering
Property, Plant and Equipment
Gross Property, Plant and Equipment	1,348	1,700
Processing
Property, Plant and Equipment
Gross Property, Plant and Equipment	563	565
Terminalling and Transportation
Property, Plant and Equipment
Gross Property, Plant and Equipment	$ 1,591	$ 1,582

Investments - Equity Method I25

Investments - Equity Method Investments - Equity Method (Details)	3 Months Ended
	Mar. 31, 2016
Rendezvous Gas Services, L.L.C.
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest	78.00%
Three Rivers Gathering, L.L.C.
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest	50.00%
Uintah Basin Field Services, L.L.C.
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest	38.00%

Investments - Equity Method I26

Investments - Equity Method Investments - Equity Method table (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Schedule of Equity Method Investments
Balance at December 31, 2015	$ 58
Effect of Deconsolidation	295
Equity in earnings of unconsolidated affiliates	4	$ 3
Proceeds from Equity Method Investment, Dividends or Distributions	(11)
Balance at March 31, 2016	346
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity	139
Cumulative Effect on Retained Earnings, Net of Tax	$ 2
Rendezvous Gas Services, L.L.C.
Schedule of Equity Method Investments
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest	78.00%
Balance at December 31, 2015	$ 0
Effect of Deconsolidation	295
Equity in earnings of unconsolidated affiliates	2
Proceeds from Equity Method Investment, Dividends or Distributions	(9)
Balance at March 31, 2016	$ 288
Three Rivers Gathering, L.L.C.
Schedule of Equity Method Investments
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest	50.00%
Balance at December 31, 2015	$ 42
Effect of Deconsolidation	0
Equity in earnings of unconsolidated affiliates	1
Proceeds from Equity Method Investment, Dividends or Distributions	(1)
Balance at March 31, 2016	$ 42
Uintah Basin Field Services, L.L.C.
Schedule of Equity Method Investments
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest	38.00%
Balance at December 31, 2015	$ 16
Effect of Deconsolidation	0
Equity in earnings of unconsolidated affiliates	1
Proceeds from Equity Method Investment, Dividends or Distributions	(1)
Balance at March 31, 2016	$ 16

Debt, Total (Details)

Debt, Total (Details) - USD ($) $ in Millions		Mar. 31, 2016	Dec. 31, 2015
Debt Instrument
Total Debt		$ 2,863	$ 2,883
Unamortized issuance costs	[1]	(42)	(39)
Debt, net of current maturities and unamortized issuance costs		2,821	2,844
5.875% Senior Notes due 2020
Debt Instrument
Debt Instrument, unamortized premium		$ 4	$ 4
[1]	Includes unamortized premium associated with our 5.875% Senior Notes due 2020 of $4 million at both March 31, 2016 and December 31, 2015.

Debt, Revolving Credit Facility

Debt, Revolving Credit Facility (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Jan. 29, 2016
Revolving Credit Facility
Total loan availability	$ 1,600
Maximum loan availability	2,100	$ 1,000
Revolving credit facility
Revolving Credit Facility
Total loan availability	600	$ 900
Borrowings under Revolving Credit Facility	285
Unused loan availability	$ 315
Unused loan availability, percentage	53.00%
Weighted average interest rate	2.76%
Revolver maturity date	Jan. 29, 2021
Collateral	Our Revolving Credit Facility is non-recourse to Tesoro, except for TLGP, and is guaranteed by all of our consolidated subsidiaries, with the exception of Rendezvous Gas Services L.L.C., and secured by substantially all of our assets.
Dropdown Credit Facility
Revolving Credit Facility
Total loan availability	$ 1,000
Borrowings under Revolving Credit Facility	250
Unused loan availability	$ 750
Unused loan availability, percentage	75.00%
Weighted average interest rate	2.70%
Revolver maturity date	Jan. 29, 2021

Commitments and Contingencies29

Commitments and Contingencies (Details) - USD ($) $ in Millions	Apr. 15, 2016	Mar. 29, 2016	Mar. 22, 2016	Jan. 30, 2014	May. 01, 2012	Mar. 31, 2016	Dec. 31, 2015	Dec. 02, 2014
Changes in Environmental Liabilities
Accruals for environmental expenditures						$ 29	$ 33
Tioga Crude Oil Pipeline Release
Changes in Environmental Liabilities
Accruals for environmental expenditures						23	27
Environmental liability insurance deductible						1
Environmental liabilities insurance coverage limit						25
Environmental Remediation Expense							66
Total remediation costs							(41)
Insurance Settlements Receivable							0
Northwest Products System
Changes in Environmental Liabilities
Accruals for environmental expenditures							$ 4
Questar Gas Company v. QEP Field Services Company
Changes in Environmental Liabilities
Loss Contingency, Settlement Agreement, Date			March 22, 2016
Payments for Legal Settlements						15
Complaint filing date					May 1, 2012
Liability for estimated damages								$ 21
Gain (Loss) Related to Litigation Settlement						$ 6
XTO Energy Inc. v. QEP Field Services Company
Changes in Environmental Liabilities
Loss Contingency, Settlement Agreement, Date		March 29, 2016
Complaint filing date				January 30, 2014
Subsequent Event | XTO Energy Inc. v. QEP Field Services Company
Changes in Environmental Liabilities
Litigation Settlement, Amount	$ 22
Proceeds from Legal Settlements	$ 21

Equity Equity, Narrative (Detai

Equity Equity, Narrative (Details)	3 Months Ended
	Mar. 31, 2016shares
General partner's ownership interest	2.00%
Public common units
Common units outstanding (units)	61,188,041
Tesoro common units
Common units outstanding (units)	32,445,115
Tesoro
Tesoro's ownership interest	36.00%

Equity Equity, ATM Program (Det

Equity Equity, ATM Program (Details) - 2015 ATM Program - USD ($) $ in Millions	Aug. 21, 2015	Aug. 06, 2015	Mar. 31, 2016
Supplemental prospectus, filing date	Aug. 24, 2015
Registration Filing Date		Aug. 6, 2015
Common Units Aggregate Value	$ 750
Issuance of units			103,748
Equity offering, net of issuance costs			$ 5

Equity, Equity Activity (Detail

Equity, Equity Activity (Details) $ in Millions		3 Months Ended
		Mar. 31, 2016USD ($)$ / shares	Mar. 31, 2015USD ($)
Changes in carrying amount of Equity
Balance at December 31, 2015		$ 1,778
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification		(86)
Distributions	[1]	(98)
Net earnings		92	$ 70
Contributions	[2]	4
Other		1
Balance at March 31, 2016		$ 1,696
Incentive Distribution, Distribution Split Marginal Percentage		50.00%
Incentive Distribution, Minimum Distribution Level | $ / shares		0.3881
Common
Changes in carrying amount of Equity
Balance at December 31, 2015		$ 1,707
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification		(2)
Distributions	[1]	(73)
Net earnings		60
Contributions	[2]	3
Other		1
Balance at March 31, 2016		1,701
General Partner
Changes in carrying amount of Equity
Balance at December 31, 2015		(13)
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification		0
Distributions	[1]	(25)
Net earnings		32
Contributions	[2]	1
Other		0
Balance at March 31, 2016		(5)
Noncontrolling Interest
Changes in carrying amount of Equity
Balance at December 31, 2015		84
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification		(84)
Distributions	[1]	0
Net earnings		0
Contributions	[2]	0
Other		0
Balance at March 31, 2016		0
ATM Program
Changes in carrying amount of Equity
Equity offering, net of issuance costs		5
ATM Program | Common
Changes in carrying amount of Equity
Equity offering, net of issuance costs		5
ATM Program | General Partner
Changes in carrying amount of Equity
Equity offering, net of issuance costs		0
ATM Program | Noncontrolling Interest
Changes in carrying amount of Equity
Equity offering, net of issuance costs		$ 0
[1]	As the result of the reassessment performed, we deconsolidated RGS causing the derecognition of noncontrolling interest and an opening equity impact totaling $86 million. The cumulative effect to opening equity of $2 million related to the difference in earnings under the equity method of accounting in prior periods.
[2]	Represents cash distributions declared and paid during the three months ended March 31, 2016 relating to the fourth quarter of 2015.

Equity Equity, Earnings per uni

Equity Equity, Earnings per unit (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Net earnings	$ 92	$ 70
Net Income (Loss) Attributable to Noncontrolling Interest	0	10
Net Income (Loss) Attributable to Parent		$ 60
Distribution Made to Limited Partner, Cash Distributions Declared	$ 50
Common units - basic	93.6	80.3
Common units - diluted	93.6	80.3
Common - basic	$ 0.64	$ 0.63
Common - diluted	$ 0.64	$ 0.63
General Partner
Net earnings	$ 32
General Partner Distributions	2	$ 2
Incentive Distribution, Subsequent Distribution Amount	30
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic	32	14
Common
Net earnings	60
Distribution Made to Limited Partner, Cash Distributions Declared	76	56
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic		10
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic	$ 60	$ 46

Equity, Cash Distributions (Det

Equity, Cash Distributions (Details) - USD ($) $ / shares in Units, $ in Millions	May. 13, 2016	Apr. 20, 2016	Mar. 31, 2016	Dec. 31, 2015
Distribution Made to Member or Limited Partner
Quarterly Distribution Per Unit				$ 0.78
Total Cash Distribution including general partner IDRs			$ 108	$ 98
Date of Distribution				Feb. 12, 2016
Unitholders Record Date			May 2, 2016	Feb. 2, 2016
Subsequent Event
Distribution Made to Member or Limited Partner
Quarterly Distribution Per Unit		$ 0.81
Date of Distribution	May 13, 2016
Declaration date		Apr. 20, 2016
Rockies Natural Gas Business Acquisition
Distribution Made to Member or Limited Partner
General partner distribution amount forfeited			$ 3

Segment Disclosures, Narrative

Segment Disclosures, Narrative Information (Details)	3 Months Ended
	Mar. 31, 2016segmentsfacility
Segment Reporting Information
Number of operating segments (segments) | segments	3
Processing | Gas Processing Complexes
Segment Reporting Information
Number of assets (assets)	4
Green River Processing, LLC | Gas Processing Complexes
Segment Reporting Information
Number of assets (assets)	2
Green River Processing, LLC | Fractionation Facility
Segment Reporting Information
Number of assets (assets)	1

Segment Disclosures, Results (D

Segment Disclosures, Results (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Revenues
Affiliate	[1]	$ 169	$ 148
Third-party		131	115
Total Revenues		300	263
OPERATING INCOME
Segment Operating Income		138	116
Unallocated general and administrative expenses		(12)	(12)
Interest and financing costs, net		(44)	(37)
Equity in earnings of unconsolidated affiliates		4	3
Other Operating Income (Expense), Net		6	0
Net Earnings		92	70
Segment Reporting Information, Additional Information
Capital Expenditures		41	67
Gathering
Revenues
Affiliate		22	26
Third-party		69	51
Total Revenues		91	77
OPERATING INCOME
Segment Operating Income		40	34
Segment Reporting Information, Additional Information
Capital Expenditures		25	51
Processing
Revenues
Affiliate		26	20
Third-party		45	47
Total Revenues		71	67
OPERATING INCOME
Segment Operating Income		29	24
Segment Reporting Information, Additional Information
Capital Expenditures		5	1
Terminalling and Transportation
Revenues
Affiliate		121	102
Third-party		17	17
Total Revenues		138	119
OPERATING INCOME
Segment Operating Income		69	58
Segment Reporting Information, Additional Information
Capital Expenditures		$ 11	$ 15
[1]	Tesoro accounted for 56% of our total revenues for both the three months ended March 31, 2016 and 2015.