Andeavor Logistics (ANDX) 10-Q 9 Nov 17 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 03, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	ANDEAVOR LOGISTICS LP
Entity Central Index Key	1,507,615
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3
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
Limited Partners' Capital Account, Units Issued		216,116,255

Condensed Statements of Combine

Condensed Statements of Combined Consolidated Operations (unaudited) Statement - USD ($) shares in Millions, $ in Millions		3 Months Ended			9 Months Ended
		Sep. 30, 2017	Sep. 30, 2016		Sep. 30, 2017	Sep. 30, 2016
Revenues
Affiliate	[1]	$ 219	$ 184	[2]	$ 624	$ 521	[2]
Third-party		225	124	[2]	653	380	[2]
Total Revenues		444	308		1,277	901
Costs and Expenses
NGL expense (excluding items shown separately below)		64	1	[2]	179	2	[2]
Operating expenses		141	106	[2]	399	322	[2]
General and administrative expenses		27	25	[2]	78	71	[2]
Depreciation and amortization expenses		60	47	[2]	178	139	[2]
(Gain) loss on asset disposals and impairments		1	2	[2]	(24)	3	[2]
Operating Income		151	127	[2]	467	364	[2]
Interest and financing costs, net		(59)	(49)	[2]	(178)	(138)	[2]
Equity in earnings of equity method investments		2	3	[2]	7	10	[2]
Other income, net		3	0	[2]	3	6	[2]
Net Earnings		97	81	[2]	299	242	[2]
Loss attributable to Predecessors		0	7	[2]	0	21	[2]
Net Earnings Attributable to Partners		97	88	[2]	299	263	[2]
General partner’s interest in net earnings, including incentive distribution rights		0	(40)	[2]	(79)	(108)	[2]
Limited Partners’ Interest in Net Earnings		$ 97	$ 48	[2]	$ 220	$ 155	[2]
Net Earnings per Limited Partner Unit
Common - basic		$ 0.90	$ 0.46	[2]	$ 2.05	$ 1.58	[2]
Common - diluted		$ 0.90	$ 0.46	[2]	$ 2.05	$ 1.58	[2]
Weighted Average Limited Partner Units Outstanding
Common units - basic		108	101.4	[2]	107	96.7	[2]
Common units - diluted	[3]	108.1	101.4	[2]	107.1	96.8	[2]
Cash Distributions Paid Per Unit		$ 0.971	$ 0.842	[2]	$ 2.821	$ 2.432	[2]
[1]	Andeavor accounted for 49% and 60% of our total revenues for the three months ended September 30, 2017 and 2016, respectively, and 49% and 58% for the nine months ended September 30, 2017 and 2016, respectively.
[2]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[3]	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.

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Current Assets
Cash and cash equivalents	$ 16	$ 688
Receivables, net of allowance for doubtful accounts
Trade and other	149	129
Affiliate	114	101
Prepayments and other current assets	17	20
Total Current Assets	296	938
Property, Plant and Equipment, Net	4,013	3,444
Acquired Intangibles, Net	1,038	947
Equity Method Investments	325	337
Goodwill	127	117
Other Noncurrent Assets, Net	65	77
Total Assets	5,864	5,860
Accounts payable
Trade	109	69
Affiliate	43	56
Accrued interest and financing costs	92	42
Other current liabilities	48	45
Total Current Liabilities	292	212
Debt, Net of Unamortized Issuance Costs	3,765	4,053
Other Noncurrent Liabilities	56	53
Total Liabilities	4,113	4,318
Equity
Common unitholders; 108,075,130 units issued and outstanding (102,981,495 in 2016)	1,812	1,608
General partner; 2,202,880 units issued and outstanding (2,100,900 in 2016)	(61)	(66)
Total Equity	1,751	1,542
Total Liabilities and Equity	$ 5,864	$ 5,860

Condensed Consolidated Balance4

Condensed Consolidated Balance Sheets (Unaudited), (Parenthetical) - shares	Sep. 30, 2017	Feb. 27, 2017	Dec. 31, 2016
Equity
Common units issued (units)	108,075,130	5,000,000	102,981,495
General partner units issued (units)	2,202,880	101,980	2,100,900

Condensed Statements of Consoli

Condensed Statements of Consolidated Cash Flows (anaudited) Condensed Statements of Consolidated Cash Flows (unaudited) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash Flows From (Used In) Operating Activities
Net earnings	$ 299	$ 242	[1]
Adjustments to Reconcile Net Earnings to Net Cash From Operating Activities [Abstract]
Depreciation and amortization expenses	178	139	[2]
(Gain) loss on asset disposals and impairments	(24)	3	[2]
Other operating activities	22	24	[2]
Changes in current assets and liabilities	56	11	[2]
Changes in noncurrent assets and liabilities	(12)	(5)	[2]
Net cash from operating activities	519	414	[2]
Cash Flows From (Used In) Investing Activities
Capital expenditures	(132)	(200)	[2]
Acquisitions	(673)	(30)	[2]
Proceeds from sale of assets	28	(4)	[2]
Net cash used in investing activities	(777)	(234)	[2]
Net Cash Provided by (Used in) Financing Activities [Abstract]
Borrowings under revolving credit agreements	309	761	[2]
Repayments under revolving credit agreements	(604)	(666)	[2]
Proceeds from debt offering	0	701	[2]
Repayments of term loan facility	0	(250)	[2]
Proceeds from issuance of common units, net of issuance costs	284	364	[2]
Proceeds from issuance of general partner units, net of issuance costs	6	0	[2]
Quarterly distributions to common unitholders	(300)	(234)	[2]
Quarterly distributions to general partner	(127)	(95)	[2]
Distributions in connection with acquisitions	(5)	(400)	[2]
Financing costs	0	(18)	[2]
Sponsor contributions of equity to the Predecessors	0	113	[2]
Capital contributions by affiliate	24	21	[2]
Other financing activities	(1)	4	[2]
Net cash from (used in) financing activities	(414)	301	[2]
Increase (Decrease) in Cash and Cash Equivalents	(672)	481	[2]
Cash and Cash Equivalents, Beginning of Period	688	16	[2]
Cash and Cash Equivalents, End of Period	$ 16	$ 497	[2]
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[2]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.

Organization and Basis of Prese

Organization and Basis of Presentation (Notes)	9 Months Ended
	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Basis of Presentation	ORGANIZATION AND BASIS OF PRESENTATION ORGANIZATION Effective August 1, 2017, Tesoro Logistics LP changed its name to Andeavor Logistics LP (“Andeavor Logistics” or the “Partnership”). Andeavor Logistics is a fee-based, growth-oriented Delaware limited partnership formed in December 2010 by Andeavor (formerly 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 Andeavor 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 “Andeavor” or our “Sponsor” refer collectively to Andeavor and any of its subsidiaries, other than Andeavor Logistics, its subsidiaries and its general partner. Effective October 30, 2017, Andeavor Logistics closed its merger with Western Refining Logistics, LP (“WNRL”) (the “WNRL Merger”) exchanging all outstanding common units of WNRL with units of Andeavor Logistics, representing an equity value of $1.7 billion . See Note 2 for additional information regarding the WNRL Merger including the pro forma impact. WNRL public unitholders received 0.5233 units of Andeavor Logistics for each WNRL unit held while Andeavor effectively received 0.4639 units as certain units held by Andeavor’s subsidiaries were canceled in the transaction. The combined effective exchange ratio for the WNRL Merger was 0.4921 units of Andeavor Logistics for every unit of WNRL. Concurrently with the closing of the WNRL Merger, WNRL GP Merger Sub LLC, a direct, wholly-owned subsidiary of Andeavor Logistics merged with and into Western Refining Logistics GP, LLC (“WNRL General Partner”) with WNRL General Partner being the surviving entity and becoming a wholly-owned subsidiary of Andeavor Logistics. The WNRL Merger will have an impact on our segments as integration efforts are completed. The closing of the WNRL Merger was conditioned upon, among other things, the adoption and effectiveness of the Second Amended and Restated Agreement of Limited Partnership of Andeavor Logistics LP, pursuant to which, simultaneously with the closing of the WNRL Merger: (i) the incentive distribution rights in Andeavor Logistics (the “IDRs”) held by TLGP were canceled (the “IDR Exchange”), (ii) the general partner interests in Andeavor Logistics held by TLGP were converted into a non-economic general partner interest in Andeavor Logistics (together with the IDR Exchange, the “IDR/GP Transaction”), and (iii) Andeavor and its affiliates, including TLGP, agreed to increase and extend existing waivers on distributions to Andeavor and its affiliates by $60 million to an aggregate of $160 million between 2017 and 2019. As consideration for the IDR/GP Transaction, TLGP was issued 78.0 million common units in Andeavor Logistics simultaneously with the closing of the WNRL Merger. PRINCIPLES OF CONSOLIDATION AND BASIS OF PRESENTATION PRINCIPLES OF CONSOLIDATION. Acquired assets from Andeavor, and the associated liabilities and results of operations, are collectively referred to as the “Predecessors.” See Note 1 of our Annual Report on Form 10-K for the year ended December 31, 2016 for additional information regarding the acquired assets from Andeavor. The accompanying condensed consolidated financial statements and related notes present the financial position, combined results of operations and combined cash flows of our Predecessors at historical cost. The financial statements of our Predecessors have been prepared from the separate records maintained by Andeavor and may not necessarily be indicative of the conditions that would have existed or the results of operations if our Predecessors had been operated as an unaffiliated entity. Our Predecessors did not record revenue for transactions with Andeavor and the expenses recognized were not material in the Terminalling and Transportation segment. The Partnership’s net cash from operating activities and net cash used in investing activities in the nine months ended September 30, 2016 include $15 million and $98 million , respectively, of cash used by our Predecessors, offset by sponsor contributions of equity to the Predecessors in net cash from financing activities. The interim condensed 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. BASIS OF PRESENTATION. We prepare our condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). However, certain information and notes normally included in financial statements prepared under U.S. GAAP have been condensed or omitted pursuant to the SEC’s rules and regulations. Management believes that the disclosures presented herein are adequate to present the information fairly. The accompanying interim condensed consolidated financial statements and notes should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016 . We are required under U.S. GAAP 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 Predecessors, for any interim period are not necessarily indicative of results for the full year. Certain reclassifications have been made to recast prior period presentations to conform to the current year. See Note 8 for further discussion of reclassifications. COST CLASSIFICATIONS. Natural gas liquid (“NGL”) expense results from the gross presentation required for our percent of proceeds arrangements associated with the crude oil, natural gas and produced water gathering systems and two natural gas processing facilities acquired from Whiting Oil and Gas Corporation, GBK Investments, LLC and WBI Energy Midstream, LLC on January 1, 2017 (the “North Dakota Gathering and Processing Assets”). Operating expenses is comprised of direct operating costs including costs incurred for direct labor, repairs and maintenance, outside services, chemicals and catalysts, utility costs, including the purchase of electricity and natural gas used by our facilities, property taxes, environmental compliance costs related to current period operations, rent expense and other direct operating expenses incurred in the provision of services. Depreciation and amortization expenses consist of the depreciation and amortization of property, plant and equipment, deferred charges and intangible assets related to our operating segments along with our corporate operations. General and administrative expenses represent costs that are not directly or indirectly related to or otherwise are not allocated to our operations. NGL expense, direct operating expenses, and depreciation and amortization expenses recognized by our Terminalling and Transportation segment and Gathering and Processing segment (refer to amounts disclosed in Note 8) constitute costs of revenue as defined by U.S. GAAP. FINANCIAL INSTRUMENTS Financial instruments including cash and cash equivalents, receivables, accounts payable, and accrued liabilities are recorded at their carrying value. We believe the carrying value of these financial instruments approximates fair value. Our fair value assessment incorporates a variety of considerations, including: • the short term duration of the instruments (less than one percent for our trade receivables and approximately four percent of our trade payables 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 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 secured 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 approximately $3.8 billion and $4.0 billion as of September 30, 2017, respectively, and were approximately $4.1 billion and $4.3 billion at December 31, 2016 , respectively. These carrying and fair values of our debt do not consider the unamortized issuance costs, which are netted against 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”), and has since amended the standard with ASU 2015-14, “Revenue From Contracts with Customers: Deferral of the Effective Date,” ASU 2016-08, ”Revenue From Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” ASU 2016-10, “Revenue From Contracts with Customers: Identifying Performance Obligations and Licensing,” and ASU 2016-12, “Revenue From Contracts with Customers: Narrow-Scope Improvements and Practical Expedients.” These standards replace existing revenue recognition rules with a single comprehensive model to use in accounting for revenue arising from contracts with customers. We are required to adopt ASU 2014-09 on January 1, 2018. We will transition to the new standard under the modified retrospective transition method, whereby a cumulative effect adjustment will be recognized upon adoption and the guidance will be applied prospectively. We are progressing through our implementation plan and have substantially completed our assessment of expected impacts on our financial statements, business processes, accounting systems and controls. We are currently implementing changes to our processes and controls for impacted areas, and are also drafting the initial adoption disclosures and the new ongoing disclosure requirements. We do not expect the standard to have a material impact to the amount or timing of revenues recognized for substantially all of our revenue arrangements. However, we expect some impact on presentation and disclosures in our financial statements relating to contracts that include minimum volume commitments with claw back provisions and where revenue is based on percentage of gross proceeds or is in the form of non-cash consideration. LEASES. In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which amends existing accounting standards for lease accounting and adds additional disclosures about leasing arrangements. Under the new guidance, lessees are required to recognize right-of-use assets and lease liabilities on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either a finance lease or operating lease with the classification affecting the pattern of expense recognition in the income statement and presentation of cash flows in the statement of cash flows. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual reporting periods. Early adoption is permitted and modified retrospective application is required, however, we do not intend to early adopt the standard. While it is early in our assessment of the impacts from this standard, we expect the recognition of right-of-use assets and lease liabilities not currently reflected in our balance sheet could have a material impact on total assets and liabilities. Additionally, we expect the presentation changes required for amounts currently reflected in our statement of operations to impact certain financial statement line items. We cannot estimate the impact on our business processes, accounting systems, controls and financial statement disclosures due to the implementation of this standard given the preliminary stage of our assessment. CREDIT LOSSES. In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which amends guidance on the impairment of financial instruments. The ASU requires the estimation of credit losses based on expected losses and provides for a simplified accounting model for purchased financial assets with credit deterioration. ASU 2016-13 is effective for annual reporting periods beginning after December 15, 2019, and interim reporting periods within those annual reporting periods. Early adoption is permitted for annual reporting periods beginning after December 15, 2018. While we are still evaluating the impact of ASU 2016-13, we do not expect the adoption of this standard to have a material impact on our financial statements. DEFINITION OF A BUSINESS. In January 2017, the FASB issued ASU 2017-01, “Clarifying the Definition of a Business” (“ASU 2017-01”), which revises the definition of a business and assists in the evaluation of when a set of transferred assets and activities is a business. ASU 2017-01 is effective for interim and annual reporting periods beginning after December 15, 2017, and should be applied prospectively on or after the effective date. As permitted under ASU 2017-01, we have elected to early adopt this standard and will apply the new guidance to applicable transactions during and after the fourth quarter of 2017. We do not expect the adoption of this standard to have a material impact on our financial statements. GOODWILL. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”), which eliminates the second step from the goodwill impairment test that required goodwill impairments to be measured as the amount that a reporting unit’s carrying amount of goodwill exceeded its implied fair value of goodwill. Instead, an entity can perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount with any impairment being limited to the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019 and should be applied on a prospective basis. As permitted under ASU 2017-04, we have elected to early adopt this standard for our 2017 goodwill impairment tests to be performed as of November 1, 2017. The adoption of this standard is not expected to have a material impact on our financial statements. PENSION AND POSTRETIREMENT COSTS. In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”), which requires the current service-cost component of net benefit costs to be presented similarly with other current compensation costs for related employees on the condensed statement of consolidated operations and stipulates that only the service cost component of net benefit cost is eligible for capitalization. Additionally, the Partnership will present other components of net benefit costs elsewhere on the condensed statement of consolidated operations since these costs are allocated to the Partnership’s financial statements by Andeavor. ASU 2017-07 is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted in the first quarter of 2017 only. The amendments to the presentation of the condensed statement of consolidated operations in this update should be applied retrospectively while the change in capitalized benefit cost is to be applied prospectively. We have evaluated the impact of this standard on our financial statements and determined there will be no impact to net earnings, but it is expected to have an immaterial impact on other line items such as operating income. We did not elect to early adopt and will implement when the standard becomes effective.

Acquisition and Divestitures Ac

Acquisition and Divestitures Acquisition and Divestitures (Notes)	9 Months Ended
	Sep. 30, 2017
Business Combinations [Abstract]
Mergers, Acquisitions and Dispositions Disclosures [Text Block]	ACQUISITIONS AND DIVESTITURES NORTH DAKOTA GATHERING AND PROCESSING ASSETS On January 1, 2017 , the Partnership acquired the North Dakota Gathering and Processing Assets for total consideration of approximately $705 million , including payments for working capital amounts, funded with cash on-hand, which included borrowings under our Revolving Credit Facility. The North Dakota Gathering and Processing Assets include crude oil, natural gas, and produced water gathering pipelines, natural gas processing and fractionation capacity in the Sanish and Pronghorn fields of the Williston Basin in North Dakota. With this acquisition, we expanded the assets in our Gathering and Processing segment located in the Williston Basin area of North Dakota to further grow our integrated, full-service logistics capabilities in support of third-party demand for crude oil, natural gas and water gathering services as well as natural gas processing services. In addition, this acquisition increases our capacity and capabilities while extending our crude oil, natural gas and water gathering and associated gas processing footprint to enhance overall basin logistics efficiencies. We accounted for the North Dakota Gathering and Processing Assets acquisition using the acquisition method of accounting, which requires, among other things, that assets acquired at their fair values and liabilities assumed be recognized on the balance sheet as of the acquisition date. The purchase price allocation for the North Dakota Gathering and Processing Assets acquisition is preliminary and has been allocated based on estimated fair values of the assets acquired and liabilities assumed at the acquisition date, pending the completion of an independent valuation and other information as it becomes available to us. The purchase price allocation adjustments can be made through the end of Andeavor Logistics’ measurement period, which is not to exceed one year from the acquisition date. During the nine months ended September 30, 2017, we recorded adjustments to our preliminary allocation to increase property, plant and equipment and goodwill by $31 million and $4 million , respectively, and to reduce intangibles and inventory by $32 million and $3 million , respectively. PRELIMINARY ACQUISITION DATE PURCHASE PRICE ALLOCATION (in millions) Inventory $ 2 Property, plant and equipment 571 Intangibles (a) 122 Goodwill (b) 10 Total purchase price $ 705 (a) The intangibles consist of customer contracts with a weighted average amortization period of 10.6 years . Amortization of intangible assets for the three and nine months ended September 30, 2017 was $2 million and $9 million , respectively. (b) We evaluated several factors that contributed to the amount of goodwill presented above. These factors include the geographic proximity of the acquired assets to existing assets owned by the Partnership along with the improved overall basin logistics efficiencies we can leverage. For the three and nine months ended September 30, 2017, we recognized $111 million and $307 million in revenues, respectively, and $16 million and $42 million of net earnings, respectively, related to the assets acquired. If the North Dakota Gathering and Processing Assets acquisition had been completed on January 1, 2016, our pro forma consolidated revenues and consolidated net earnings would have been $373 million and $100 million , respectively, for the three months ended September 30, 2016 and $1.1 billion and $277 million , respectively, for the nine months ended September 30, 2016. WESTERN REFINING LOGISTICS, LP MERGER Effective October 30, 2017, Andeavor Logistics completed the WNRL Merger at a purchase price of approximately $1.8 billion . The WNRL assets include logistic assets consisting of pipeline and gathering, terminalling, storage and transportation assets and provides services to Andeavor’s Refining segment. The majority of WNRL's logistics assets are integral to the operations of Andeavor’s El Paso, Gallup and St. Paul Park refineries. It also includes a wholesale business that operates primarily in the Southwest United States and includes the operations of several bulk petroleum distribution plants and a fleet of crude oil, asphalt and refined product delivery trucks. It distributes commercial wholesale petroleum products primarily in Arizona, Colorado, Nevada, New Mexico and Texas. See Note 1 for further discussion of the WNRL Merger. Andeavor Logistics accounted for the WNRL Merger as a common control transaction and, accordingly, inherited Andeavor’s basis in WNRL’s net assets. Andeavor accounted for the acquisition of WNRL using the acquisition method of accounting, which requires, among other things, that assets acquired at their fair values and liabilities assumed be recognized on the balance sheet as of the acquisition date, or June 1, 2017, the date Andeavor acquired WNRL. However, we accounted for the WNRL Merger as a reorganization of entities under common control, which requires us to recognize the assets and liabilities acquired using Andeavor’s basis. The purchase price allocation for the WNRL Merger is preliminary and has been allocated based on estimated fair values of the assets acquired and liabilities assumed at the acquisition date, pending the completion of an independent valuation and other information as it becomes available to us. We expect that, as we obtain more information, the preliminary purchase price allocation disclosed below may change. The purchase price allocation adjustments can be made through the end of Andeavor’s measurement period, which is not to exceed one year from the acquisition date. PRELIMINARY ACQUISITION DATE PURCHASE PRICE ALLOCATION (in millions) Cash $ 22 Receivables 112 Inventories 11 Prepayments and Other Current Assets 6 Property, Plant and Equipment (a) 1,301 Goodwill 734 Acquired Intangibles 130 Other Noncurrent Assets 2 Accounts Payable (167 ) Accrued Liabilities (41 ) Debt (347 ) Total purchase price $ 1,763 (a) Estimated useful lives ranging from 3 to 22 years have been assumed based on the preliminary valuation. GOODWILL. We evaluated several factors that contributed to the amount of goodwill presented above. These factors include the acquisition of a logistics business located in areas with access to cost-advantaged feedstocks with an assembled workforce that cannot be duplicated at the same costs by a new entrant. Further, the WNRL Merger provides a platform for future growth through operating efficiencies Andeavor Logistics expects to gain from the application of best practices across the combined company and an ability to realize synergies from the geographic diversification of Andeavor Logistics’ business and rationalization of general and administrative costs. The amount of goodwill by reportable segment is as follows: Terminalling and Transportation $67 million and Wholesale $667 million . PROPERTY, PLANT AND EQUIPMENT. The fair value of property, plant and equipment is $1.3 billion . This preliminary fair value is based on a valuation using a combination of the income, cost and market approaches. The useful lives are based on similar assets at Andeavor Logistics. ACQUIRED INTANGIBLE ASSETS. We estimated the fair value of the acquired identifiable intangible assets at $130 million . This fair value is based on a preliminary valuation completed for the business enterprise, along with the related tangible assets, using a combination of the income method, cost method and comparable market transactions. We recognized intangible assets associated with customer relationships of $130 million with third parties, all of which will be amortized on a straight-line basis over an estimated weighted average useful life of 15 years. The gross carrying value of our finite life intangibles acquired from the WNRL Merger was $130 million and the accumulated amortization was $3 million as of September 30, 2017. Amortization expense is expected to be approximately $9 million per year for the next five years. We have not yet finalized our valuation estimate and related evaluation of the useful lives; accordingly, future amortization of intangible assets related to customer relationships may be revised. ACQUISITION COSTS. We recognized acquisition costs related to the WNRL Merger of $4 million in general and administrative expenses for both the three and nine months ended September 30, 2017. Additionally, WNRL recognized $5 million of acquisition costs for both the three and nine months ended September 30, 2017. PRO FORMA FINANCIAL INFORMATION. The following unaudited pro forma information combines the historical operations of Andeavor Logistics and WNRL, giving effect to the merger and related transactions as if they had been consummated on January 1, 2016, the beginning of the earliest period presented. PRO FORMA CONSOLIDATED REVENUES AND CONSOLIDATED NET EARNINGS (in millions) Three Months Ended Nine Months Ended September 30, 2017 2016 2017 2016 Revenues $ 1,086 $ 877 $ 3,148 $ 2,515 Net earnings (a) 115 86 349 245 (a) While many recurring adjustments impact the pro forma figures presented, the increase in pro forma net earnings compared to our net earnings presented on the condensed statements of consolidated operations for the nine months ended September 30, 2017 includes a significant non-recurring adjustment removing acquisition and integration costs from 2017 and reflects these costs in the first quarter of 2016, the period the acquisition was assumed to be completed for pro forma purposes. ANACORTES LOGISTICS ASSETS On November 8, 2017, we announced our acquisition of logistics assets located in Anacortes, Washington (the “Anacortes Logistics Assets”) from a subsidiary of Andeavor for total consideration of $445 million . The Anacortes Logistics Assets include 3.9 million barrels of crude oil, feedstock and refined products storage at Andeavor’s Anacortes Refinery, the Anacortes marine terminal with approximately 73 thousand barrels per day of feedstock and refined product throughput, a manifest rail facility with approximately 4 thousand barrels of throughput and crude oil and refined products pipelines with approximately 111 thousand barrels per day of throughput combined. We paid $445 million , including $400 million of cash financed with borrowings on our revolving credit facilities and $45 million in common units issued to Andeavor. This acquisition was immaterial to our condensed consolidated financial statements. DIVESTITURES On June 2, 2017, due to Andeavor’s consent decree with the state of Alaska associated with certain terminalling and storage assets owned by Andeavor that we acquired in 2016 (the “Alaska Storage and Terminalling Assets”), Andeavor Logistics sold one of its existing Alaska products terminals (“Alaska Terminal”) for $28 million . The sale resulted in a $25 million gain on sale in our condensed statements of consolidated operations for the nine months ended September 30, 2017. The Alaska Terminal divestiture did not have an impact on our operations.

Related-Party Transactions Rela

Related-Party Transactions Related-Party Transactions (Notes)	9 Months Ended
	Sep. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions Disclosure	RELATED-PARTY TRANSACTIONS AFFILIATE AGREEMENTS The Partnership has various long-term, fee-based commercial agreements with Andeavor, under which we provide pipeline transportation, trucking, terminal distribution, and storage services to Andeavor. Andeavor typically commits to provide us with minimum monthly throughput volumes of crude oil and refined products. For the natural gas liquids that we handle under keep-whole agreements, the Partnership has a fee-based processing agreement with Andeavor 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 Andeavor. 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 amended secondment agreement (the “Amended Secondment Agreement”), TLGP determines the amount of these expenses. The Amended Omnibus Agreement and the Amended Secondment Agreement were amended and restated in connection with the Alaska Storage and Terminalling Assets acquisition. Under the terms of the Amended Omnibus Agreement as of September 30, 2017 , we are required to pay Andeavor an annual corporate services fee of $11 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. Andeavor charged the Partnership $6 million and $1 million pursuant to the Amended Secondment Agreement for the three months ended September 30, 2017 and 2016 , respectively, and $16 million and $7 million for the nine months ended September 30, 2017 and 2016 , respectively. Additionally, pursuant to the Amended Omnibus Agreement and Amended Secondment Agreement, we reimburse Andeavor for any direct costs actually incurred by Andeavor in providing other operational services with respect to certain of our other assets and operations. In conjunction with the WNRL Merger, certain agreements have been amended and are effective as of October 30, 2017. SUMMARY OF AFFILIATE TRANSACTIONS SUMMARY OF REVENUE AND EXPENSE TRANSACTIONS WITH ANDEAVOR, INCLUDING PREDECESSORS (in millions) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Revenues (a) $ 219 $ 184 $ 624 $ 521 Operating expenses (b) 32 38 109 107 General and administrative expenses 20 19 58 52 (a) Andeavor accounted for 49% and 60% of our total revenues for the three months ended September 30, 2017 and 2016 , respectively, and 49% and 58% for the nine months ended September 30, 2017 and 2016 , respectively. (b) Net of reimbursements from Andeavor pursuant to the Amended Omnibus Agreement, the Carson Assets Indemnity Agreement and other affiliate agreements of $7 million and $3 million for the three months ended September 30, 2017 and 2016 , respectively, and $12 million for both the nine months ended September 30, 2017 and 2016 . 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 nine months ended September 30, 2017 , we paid quarterly cash distributions of $223 million to Andeavor and TLGP, including IDRs. On October 18, 2017 , we declared a quarterly cash distribution of $0.9852 per unit, which will be paid on November 14, 2017 . The distribution will include payments of $125 million to Andeavor and TLGP.

Property, Plant and Equipment (

Property, Plant and Equipment (Notes)	9 Months Ended
	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENT BY SEGMENT (in millions) September 30, December 31, 2016 Terminalling and Transportation $ 2,146 $ 2,076 Gathering and Processing 2,617 1,983 Property, Plant and Equipment, at Cost 4,763 4,059 Accumulated depreciation (750 ) (615 ) Property, Plant and Equipment, Net $ 4,013 $ 3,444

Debt (Notes)

Debt (Notes)	9 Months Ended
	Sep. 30, 2017
Debt Disclosure [Abstract]
Debt	DEBT DEBT BALANCE, NET OF UNAMORTIZED ISSUANCE COSTS (in millions) September 30, December 31, 2016 Total debt $ 3,814 $ 4,109 Unamortized issuance costs (48 ) (55 ) Current maturities (1 ) (1 ) Debt, Net of Current Maturities and Unamortized Issuance Costs $ 3,765 $ 4,053 AVAILABLE CAPACITY UNDER CREDIT FACILITIES (in millions) Total Capacity Amount Borrowed as of September 30, 2017 Outstanding Letters of Credit Available Capacity as of September 30, 2017 Expiration Andeavor Logistics Revolving Credit Facility (a) $ 600 $ 35 $ — $ 565 January 29, 2021 Andeavor Logistics Dropdown Credit Facility 1,000 — — 1,000 January 29, 2021 Total Credit Facilities (b) $ 1,600 $ 35 $ — $ 1,565 (a) The weighted average interest rate for borrowings under our Revolving Credit Facility was 3.49% at September 30, 2017 . (b) We are allowed to request that the loan availability be increased up to an aggregate of $2.1 billion , subject to receiving increased commitments from the lenders.

Commitments and Contingencies (

Commitments and Contingencies (Notes)	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES 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 these matters cannot always be predicted accurately, but we will accrue liabilities for these matters if the amount is probable and can be reasonably estimated. Other than as described below, in Part II, Item 1 of this Report, in our Annual Report on Form 10-K for the year ended December 31, 2016 or in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017 and June 30, 2017, we do not have any other material outstanding lawsuits, administrative proceedings or governmental investigations. 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”). In February 2017, we settled the Notice of Violation issued in March 2015 by the North Dakota Department of Health (“NDDOH”). The NDDOH had alleged violations of water pollution regulations as a result of the Crude Oil Pipeline Release. During the third quarter of 2017, we recognized an incremental charge of $19 million to amounts previously recognized for estimated costs to complete our remediation and closure activities along with long-term monitoring. The ultimate resolution of the matter is not expected to have a material impact on our liquidity, financial position, or results of operations.

Equity (Notes)

Equity (Notes)	9 Months Ended
	Sep. 30, 2017
Equity [Abstract]
Equity	EQUITY AND NET EARNINGS PER UNIT We had 74,020,088 of publicly held outstanding common units as of September 30, 2017 . Additionally, Andeavor owned 34,055,042 of our common units and 2,202,880 of our general partner units (the 2% general partner interest) as of September 30, 2017 , which together constitutes a 33% ownership interest in us. CHANGE IN THE CARRYING AMOUNT OF OUR EQUITY (in millions) Partnership Total Common General Partner Balance at December 31, 2016 $ 1,608 $ (66 ) $ 1,542 Proceeds from issuance of units, net of issuance costs 281 6 287 Distributions to unitholders and general partner (a) (300 ) (127 ) (427 ) Net earnings attributable to partners (b) 180 119 299 Contributions (c) 39 2 41 Equity offering under ATM Program, net of issuance costs 3 — 3 Other 1 5 6 Balance at September 30, 2017 $ 1,812 $ (61 ) $ 1,751 (a) Represents cash distributions declared and paid during the nine months ended September 30, 2017 , relating to the fourth quarter of 2016 through the second quarter of 2017. (b) See reconciliation of general partner and limited partner’s earnings to amounts recorded to equity for the periods presented. (c) Includes Andeavor 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. UNIT ISSUANCE. We closed a registered public offering of 5,000,000 common units representing limited partner interests at a public offering price of $56.19 per unit on February 27, 2017 . The net proceeds of $281 million were used to repay borrowings outstanding under our Revolving Credit Facility and for general partnership purposes. Also, general partner units of 101,980 were issued for proceeds of $6 million . Furthermore, in connection with the WNRL Merger, we issued 15,182,996 publicly held common units and 14,853,542 common units to subsidiaries of Andeavor. In addition, on October 30, 2017, we issued 78.0 million of our common units to TLGP in connection with the IDR/GP Transaction and converted our general partner units into non-economic general partner units. As a result, after giving effect to the WNRL Merger and IDR/GP Transaction, we had 89,203,084 of publicly held outstanding common units and 126,908,584 outstanding common units held by Andeavor, which constituted an approximate 59% ownership interest in us as of October 30, 2017. ATM PROGRAM. On August 22, 2017 , we filed a prospectus supplement to our shelf registration filed with the SEC on August 21, 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 both the three and nine months ended September 30, 2017 , we issued an aggregate of 72,857 common units under our ATM Program, generating proceeds of approximately $3 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. 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. 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, 2016 $ 0.9100 $ 140 February 14, 2017 February 3, 2017 March 31, 2017 (a) 0.9400 140 May 15, 2017 May 5, 2017 June 30, 2017 (a) 0.9710 147 August 14, 2017 August 4, 2017 September 30, 2017 (a)(b) 0.9852 201 November 14, 2017 November 3, 2017 (a) This distribution is net of $12.5 million waived by TLGP on either IDRs or common units for each of the three months ended September 30, 2017 , June 30, 2017, and March 31, 2017. (b) This distribution was declared on October 18, 2017 and will be paid on the date of distribution. NET EARNINGS PER UNIT Prior to the three months ended September 30, 2017 , we used the two-class method when calculating the net earnings per unit applicable to limited partners, because we had more than one participating security consisting of limited partner common units, general partner units and IDRs. Net earnings earned by the Partnership were allocated between the limited and general partners in accordance with our partnership agreement through June 30, 2017. We based our calculation of net earnings per limited partner common unit on the weighted average number of common limited partner units outstanding during the period. However, as a result of the IDR/GP Transaction that occurred on October 30, 2017, our general partner and its IDRs no longer participated in earnings or distributions for the three months ended September 30, 2017 . All distributions, earnings, and allocations of distributions less than or greater than earnings related to the three months ended September 30, 2017 have been attributed to limited partner common units in existence as of November 3, 2017. NET EARNINGS PER UNIT (in millions, except per unit amounts) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net earnings $ 97 $ 81 $ 299 $ 242 Special allocations of net earnings (“Special Allocations”) (a) — 2 1 2 Net earnings, including Special Allocations 97 83 300 244 General partner’s distributions — (3 ) (6 ) (7 ) General partner’s IDRs (b) — (39 ) (75 ) (105 ) Limited partners’ distributions on common units (201 ) (89 ) (407 ) (250 ) Distributions greater than earnings $ (104 ) $ (48 ) $ (188 ) $ (118 ) General partner’s earnings: Distributions $ — $ 3 $ 6 $ 7 General partner’s IDRs (b) — 39 75 105 Allocation of distributions greater than earnings (c) — (8 ) (2 ) (23 ) Total general partner’s earnings $ — $ 34 $ 79 $ 89 Limited partners’ earnings on common units: Distributions (d) $ 201 $ 89 $ 407 $ 250 Special Allocations (a) — (2 ) (1 ) (2 ) Allocation of distributions greater than earnings (104 ) (40 ) (186 ) (95 ) Total limited partners’ earnings on common units $ 97 $ 47 $ 220 $ 153 Weighted average limited partner units outstanding: Common units - basic 108.0 101.4 107.0 96.7 Common units - diluted (e) 108.1 101.4 107.1 96.8 Net earnings per limited partner unit: Common - basic $ 0.90 $ 0.46 $ 2.05 $ 1.58 Common - diluted $ 0.90 $ 0.46 $ 2.05 $ 1.58 (a) Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions fully allocated to the general partner and any special allocations. The adjustment reflects the special allocation to common units held by TLGP for the interest incurred in connection with borrowings on the Dropdown Credit Facility in lieu of using all cash on hand to fund the Alaska Storage and Terminalling Assets acquisition. (b) IDRs entitled 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 $38 million of IDRs waived by TLGP for the nine months ended September 30, 2017 , respectively. See Note 11 of our Annual Report on Form 10-K for the year ended December 31, 2016 and Note 1 for further discussion related to IDRs. (c) We have revised the historical allocation of general partner earnings to include the Predecessors’ losses of $7 million and $21 million for the three and nine months ended September 30, 2016 , respectively. There were no Predecessor losses for the three and nine months ended September 30, 2017 . (d) Distributions of earnings for limited partners’ common units is net of a $12.5 million waiver from Andeavor in connection with the WNRL Merger for the three and nine months ended September 30, 2017 . (e) 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. RECONCILIATION OF GENERAL AND LIMITED PARTNER EARNINGS TO AMOUNTS RECOGNIZED IN EQUITY (in millions) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Total general partner’s earnings $ — $ 34 $ 79 $ 89 Impact of general partner units and IDRs (a) 40 — 40 — Net earnings attributed to general partner equity $ 40 $ 34 $ 119 $ 89 Total limited partners’ earnings on common units $ 97 $ 47 $ 220 $ 153 Impact of general partner units and IDRs (a) (40 ) — (40 ) — Net earnings attributed to limited partners’ equity $ 57 $ 47 $ 180 $ 153 (a) Total general partner earnings and limited partner earnings on common units for the three and nine months ended September 30, 2017 differ from the amounts recognized in equity as of September 30, 2017 . The table above reconciles general and limited earnings calculated using the ownership structure in place after the WNRL Merger and IDR/GP Transaction to amounts recorded to equity as of September 30, 2017 by showing the earnings that were allocated to the general partner’s capital account based on the ownership structure in place for three months ended September 30, 2017 .
Earnings Per Share	Prior to the three months ended September 30, 2017 , we used the two-class method when calculating the net earnings per unit applicable to limited partners, because we had more than one participating security consisting of limited partner common units, general partner units and IDRs. Net earnings earned by the Partnership were allocated between the limited and general partners in accordance with our partnership agreement through June 30, 2017. We based our calculation of net earnings per limited partner common unit on the weighted average number of common limited partner units outstanding during the period. However, as a result of the IDR/GP Transaction that occurred on October 30, 2017, our general partner and its IDRs no longer participated in earnings or distributions for the three months ended September 30, 2017 . All distributions, earnings, and allocations of distributions less than or greater than earnings related to the three months ended September 30, 2017 have been attributed to limited partner common units in existence as of November 3, 2017. NET EARNINGS PER UNIT (in millions, except per unit amounts) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net earnings $ 97 $ 81 $ 299 $ 242 Special allocations of net earnings (“Special Allocations”) (a) — 2 1 2 Net earnings, including Special Allocations 97 83 300 244 General partner’s distributions — (3 ) (6 ) (7 ) General partner’s IDRs (b) — (39 ) (75 ) (105 ) Limited partners’ distributions on common units (201 ) (89 ) (407 ) (250 ) Distributions greater than earnings $ (104 ) $ (48 ) $ (188 ) $ (118 ) General partner’s earnings: Distributions $ — $ 3 $ 6 $ 7 General partner’s IDRs (b) — 39 75 105 Allocation of distributions greater than earnings (c) — (8 ) (2 ) (23 ) Total general partner’s earnings $ — $ 34 $ 79 $ 89 Limited partners’ earnings on common units: Distributions (d) $ 201 $ 89 $ 407 $ 250 Special Allocations (a) — (2 ) (1 ) (2 ) Allocation of distributions greater than earnings (104 ) (40 ) (186 ) (95 ) Total limited partners’ earnings on common units $ 97 $ 47 $ 220 $ 153 Weighted average limited partner units outstanding: Common units - basic 108.0 101.4 107.0 96.7 Common units - diluted (e) 108.1 101.4 107.1 96.8 Net earnings per limited partner unit: Common - basic $ 0.90 $ 0.46 $ 2.05 $ 1.58 Common - diluted $ 0.90 $ 0.46 $ 2.05 $ 1.58 (a) Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions fully allocated to the general partner and any special allocations. The adjustment reflects the special allocation to common units held by TLGP for the interest incurred in connection with borrowings on the Dropdown Credit Facility in lieu of using all cash on hand to fund the Alaska Storage and Terminalling Assets acquisition. (b) IDRs entitled 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 $38 million of IDRs waived by TLGP for the nine months ended September 30, 2017 , respectively. See Note 11 of our Annual Report on Form 10-K for the year ended December 31, 2016 and Note 1 for further discussion related to IDRs. (c) We have revised the historical allocation of general partner earnings to include the Predecessors’ losses of $7 million and $21 million for the three and nine months ended September 30, 2016 , respectively. There were no Predecessor losses for the three and nine months ended September 30, 2017 . (d) Distributions of earnings for limited partners’ common units is net of a $12.5 million waiver from Andeavor in connection with the WNRL Merger for the three and nine months ended September 30, 2017 . (e) 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.

Operating Segments (Notes)

Operating Segments (Notes)	9 Months Ended
	Sep. 30, 2017
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Segment Disclosures	OPERATING SEGMENTS We changed our operating segment presentation in the first quarter of 2017 to reflect our expanded gathering and processing assets and operations and how our chief operating decision maker (“CODM”) manages our business. With the completion of the North Dakota Gathering and Processing Assets acquisition on January 1, 2017, our gathering and processing assets and operations expanded significantly and enhanced our ability to offer integrated gathering and processing services to our customers. Given the business’s focus on providing integrated services along with the revised reporting structure implemented by management to assess performance and make resource allocation decisions, we have determined our operating segments, which are the same for reporting purposes, are the (i) Terminalling and Transportation segment and (ii) Gathering and Processing segment. No changes were deemed necessary to our Terminalling and Transportation segment. Comparable prior period information for the newly presented Gathering and Processing segment has been recast to reflect our current presentation. In addition, as part of the CODM’s reevaluation of how it monitors and evaluates the business and allocates resources, management revised its methodology for the allocation of corporate general and administrative expenses which resulted in additional corporate costs being allocated to our Gathering and Processing segment for certain administrative activities associated with our gathering and processing business in the Rockies region. The change to our Terminalling and Transportation segment was not material. Comparable prior period segment information has been recast to reflect our revised allocation methodology. 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 Gathering and Processing segment consists of crude oil, natural gas and produced water gathering systems and natural gas processing assets 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 as well as gas processing complexes and fractionation facilities. Our revenues are generated from commercial contracts we have entered into with Andeavor and with third-party contracts under which we are paid fees for gathering crude oil, natural gas and produced water, processing natural gas and distributing, transporting and storing crude oil, refined products, natural gas and natural gas liquids. The commercial agreements with Andeavor are described in Note 3 to our Annual Report on Form 10-K for the year ended December 31, 2016 . 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 and interest and financing costs 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, deposits and other assets that are not associated with a specific operating segment. SEGMENT INFORMATION (in millions) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Revenues Terminalling and Transportation: Terminalling $ 155 $ 125 $ 447 $ 345 Pipeline transportation 34 32 97 93 Total Terminalling and Transportation 189 157 544 438 Gathering and Processing: NGL sales 90 24 254 78 Gas gathering and processing 85 67 252 198 Crude oil and water gathering 43 33 116 100 Pass-thru and other 37 27 111 87 Total Gathering and Processing 255 151 733 463 Total Segment Revenues $ 444 $ 308 $ 1,277 $ 901 Segment Operating Income Terminalling and Transportation $ 110 $ 80 $ 329 $ 211 Gathering and Processing 47 54 160 173 Total Segment Operating Income 157 134 489 384 Unallocated general and administrative expenses (6 ) (7 ) (22 ) (20 ) Interest and financing costs, net (59 ) (49 ) (178 ) (138 ) Equity in earnings of equity method investments 2 3 7 10 Other income, net 3 — 3 6 Net Earnings $ 97 $ 81 $ 299 $ 242 Capital Expenditures Terminalling and Transportation $ 26 $ 38 $ 77 $ 99 Gathering and Processing 25 23 64 82 Total Capital Expenditures $ 51 $ 61 $ 141 $ 181 TOTAL IDENTIFIABLE ASSETS BY OPERATING SEGMENT (in millions) September 30, December 31, Identifiable Assets Terminalling and Transportation $ 1,795 $ 1,768 Gathering and Processing 4,048 3,392 Other (a) 21 700 Total Identifiable Assets $ 5,864 $ 5,860 (a) Other consists mainly of $688 million in cash and cash equivalents as of December 31, 2016 , of which $673 million was used to fund the acquisition of the North Dakota Gathering and Processing Assets on January 1, 2017, increasing the Gathering and Processing segment’s identifiable assets as of September 30, 2017 .

Organization and Basis of Pre14

Organization and Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of accounting, policy	We are required under U.S. GAAP 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.
Use of Estimates, Policy [Policy Text Block]	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 Predecessors, for any interim period are not necessarily indicative of results for the full year.
Cost of Sales, Policy [Policy Text Block]	COST CLASSIFICATIONS. Natural gas liquid (“NGL”) expense results from the gross presentation required for our percent of proceeds arrangements associated with the crude oil, natural gas and produced water gathering systems and two natural gas processing facilities acquired from Whiting Oil and Gas Corporation, GBK Investments, LLC and WBI Energy Midstream, LLC on January 1, 2017 (the “North Dakota Gathering and Processing Assets”). Operating expenses is comprised of direct operating costs including costs incurred for direct labor, repairs and maintenance, outside services, chemicals and catalysts, utility costs, including the purchase of electricity and natural gas used by our facilities, property taxes, environmental compliance costs related to current period operations, rent expense and other direct operating expenses incurred in the provision of services.
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”), and has since amended the standard with ASU 2015-14, “Revenue From Contracts with Customers: Deferral of the Effective Date,” ASU 2016-08, ”Revenue From Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” ASU 2016-10, “Revenue From Contracts with Customers: Identifying Performance Obligations and Licensing,” and ASU 2016-12, “Revenue From Contracts with Customers: Narrow-Scope Improvements and Practical Expedients.” These standards replace existing revenue recognition rules with a single comprehensive model to use in accounting for revenue arising from contracts with customers. We are required to adopt ASU 2014-09 on January 1, 2018. We will transition to the new standard under the modified retrospective transition method, whereby a cumulative effect adjustment will be recognized upon adoption and the guidance will be applied prospectively. We are progressing through our implementation plan and have substantially completed our assessment of expected impacts on our financial statements, business processes, accounting systems and controls. We are currently implementing changes to our processes and controls for impacted areas, and are also drafting the initial adoption disclosures and the new ongoing disclosure requirements. We do not expect the standard to have a material impact to the amount or timing of revenues recognized for substantially all of our revenue arrangements. However, we expect some impact on presentation and disclosures in our financial statements relating to contracts that include minimum volume commitments with claw back provisions and where revenue is based on percentage of gross proceeds or is in the form of non-cash consideration. LEASES. In February 2016, the FASB issued ASU 2016-02, “Leases” (“ASU 2016-02”), which amends existing accounting standards for lease accounting and adds additional disclosures about leasing arrangements. Under the new guidance, lessees are required to recognize right-of-use assets and lease liabilities on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either a finance lease or operating lease with the classification affecting the pattern of expense recognition in the income statement and presentation of cash flows in the statement of cash flows. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual reporting periods. Early adoption is permitted and modified retrospective application is required, however, we do not intend to early adopt the standard. While it is early in our assessment of the impacts from this standard, we expect the recognition of right-of-use assets and lease liabilities not currently reflected in our balance sheet could have a material impact on total assets and liabilities. Additionally, we expect the presentation changes required for amounts currently reflected in our statement of operations to impact certain financial statement line items. We cannot estimate the impact on our business processes, accounting systems, controls and financial statement disclosures due to the implementation of this standard given the preliminary stage of our assessment. CREDIT LOSSES. In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which amends guidance on the impairment of financial instruments. The ASU requires the estimation of credit losses based on expected losses and provides for a simplified accounting model for purchased financial assets with credit deterioration. ASU 2016-13 is effective for annual reporting periods beginning after December 15, 2019, and interim reporting periods within those annual reporting periods. Early adoption is permitted for annual reporting periods beginning after December 15, 2018. While we are still evaluating the impact of ASU 2016-13, we do not expect the adoption of this standard to have a material impact on our financial statements. DEFINITION OF A BUSINESS. In January 2017, the FASB issued ASU 2017-01, “Clarifying the Definition of a Business” (“ASU 2017-01”), which revises the definition of a business and assists in the evaluation of when a set of transferred assets and activities is a business. ASU 2017-01 is effective for interim and annual reporting periods beginning after December 15, 2017, and should be applied prospectively on or after the effective date. As permitted under ASU 2017-01, we have elected to early adopt this standard and will apply the new guidance to applicable transactions during and after the fourth quarter of 2017. We do not expect the adoption of this standard to have a material impact on our financial statements. GOODWILL. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”), which eliminates the second step from the goodwill impairment test that required goodwill impairments to be measured as the amount that a reporting unit’s carrying amount of goodwill exceeded its implied fair value of goodwill. Instead, an entity can perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount with any impairment being limited to the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019 and should be applied on a prospective basis. As permitted under ASU 2017-04, we have elected to early adopt this standard for our 2017 goodwill impairment tests to be performed as of November 1, 2017. The adoption of this standard is not expected to have a material impact on our financial statements. PENSION AND POSTRETIREMENT COSTS. In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”), which requires the current service-cost component of net benefit costs to be presented similarly with other current compensation costs for related employees on the condensed statement of consolidated operations and stipulates that only the service cost component of net benefit cost is eligible for capitalization. Additionally, the Partnership will present other components of net benefit costs elsewhere on the condensed statement of consolidated operations since these costs are allocated to the Partnership’s financial statements by Andeavor. ASU 2017-07 is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted in the first quarter of 2017 only. The amendments to the presentation of the condensed statement of consolidated operations in this update should be applied retrospectively while the change in capitalized benefit cost is to be applied prospectively. We have evaluated the impact of this standard on our financial statements and determined there will be no impact to net earnings, but it is expected to have an immaterial impact on other line items such as operating income. We did not elect to early adopt and will implement when the standard becomes effective.

Acquisition and Divestitures 15

Acquisition and Divestitures Acquisition and Divestitures (Policies)	9 Months Ended
	Sep. 30, 2017
Business Combinations [Abstract]
Business Combinations Policy [Policy Text Block]	We accounted for the North Dakota Gathering and Processing Assets acquisition using the acquisition method of accounting, which requires, among other things, that assets acquired at their fair values and liabilities assumed be recognized on the balance sheet as of the acquisition date. The purchase price allocation for the North Dakota Gathering and Processing Assets acquisition is preliminary and has been allocated based on estimated fair values of the assets acquired and liabilities assumed at the acquisition date, pending the completion of an independent valuation and other information as it becomes available to us. The purchase price allocation adjustments can be made through the end of Andeavor Logistics’ measurement period, which is not to exceed one year from the acquisition date.

Commitments and Contingencies C

Commitments and Contingencies Contingencies Accrued Liability (Policies)	9 Months Ended
	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Contingency Accrued Liabilities [Policy Text Block]	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 these matters cannot always be predicted accurately, but we will accrue liabilities for these matters if the amount is probable and can be reasonably estimated.

Equity Earnings Per Unit (Polic

Equity Earnings Per Unit (Policies)	9 Months Ended
	Sep. 30, 2017
Earnings Per Share [Abstract]
Earnings Per Share, Policy	Prior to the three months ended September 30, 2017 , we used the two-class method when calculating the net earnings per unit applicable to limited partners, because we had more than one participating security consisting of limited partner common units, general partner units and IDRs. Net earnings earned by the Partnership were allocated between the limited and general partners in accordance with our partnership agreement through June 30, 2017. We based our calculation of net earnings per limited partner common unit on the weighted average number of common limited partner units outstanding during the period. However, as a result of the IDR/GP Transaction that occurred on October 30, 2017, our general partner and its IDRs no longer participated in earnings or distributions for the three months ended September 30, 2017 . All distributions, earnings, and allocations of distributions less than or greater than earnings related to the three months ended September 30, 2017 have been attributed to limited partner common units in existence as of November 3, 2017.

Acquisition and Divestitures 18

Acquisition and Divestitures Acquisition and Divestitures (Tables)	9 Months Ended
	Sep. 30, 2017
Business Combinations [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]	PRELIMINARY ACQUISITION DATE PURCHASE PRICE ALLOCATION (in millions) Inventory $ 2 Property, plant and equipment 571 Intangibles (a) 122 Goodwill (b) 10 Total purchase price $ 705 (a) The intangibles consist of customer contracts with a weighted average amortization period of 10.6 years . Amortization of intangible assets for the three and nine months ended September 30, 2017 was $2 million and $9 million , respectively. (b) We evaluated several factors that contributed to the amount of goodwill presented above. These factors include the geographic proximity of the acquired assets to existing assets owned by the Partnership along with the improved overall basin logistics efficiencies we can leverage.
Schedule of Business Acquisitions, by Acquisition [Table Text Block]	PRELIMINARY ACQUISITION DATE PURCHASE PRICE ALLOCATION (in millions) Cash $ 22 Receivables 112 Inventories 11 Prepayments and Other Current Assets 6 Property, Plant and Equipment (a) 1,301 Goodwill 734 Acquired Intangibles 130 Other Noncurrent Assets 2 Accounts Payable (167 ) Accrued Liabilities (41 ) Debt (347 ) Total purchase price $ 1,763 (a) Estimated useful lives ranging from 3 to 22 years have been assumed based on the preliminary valuation.
Business Acquisition, Pro Forma Information [Table Text Block]	PRO FORMA CONSOLIDATED REVENUES AND CONSOLIDATED NET EARNINGS (in millions) Three Months Ended Nine Months Ended September 30, 2017 2016 2017 2016 Revenues $ 1,086 $ 877 $ 3,148 $ 2,515 Net earnings (a) 115 86 349 245 (a) While many recurring adjustments impact the pro forma figures presented, the increase in pro forma net earnings compared to our net earnings presented on the condensed statements of consolidated operations for the nine months ended September 30, 2017 includes a significant non-recurring adjustment removing acquisition and integration costs from 2017 and reflects these costs in the first quarter of 2016, the period the acquisition was assumed to be completed for pro forma purposes.

Related-Party Transactions Re19

Related-Party Transactions Related-Party Transactions (Tables)	9 Months Ended
	Sep. 30, 2017
Related Party Transaction
Schedule of Related Party Transactions	SUMMARY OF REVENUE AND EXPENSE TRANSACTIONS WITH ANDEAVOR, INCLUDING PREDECESSORS (in millions) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Revenues (a) $ 219 $ 184 $ 624 $ 521 Operating expenses (b) 32 38 109 107 General and administrative expenses 20 19 58 52 (a) Andeavor accounted for 49% and 60% of our total revenues for the three months ended September 30, 2017 and 2016 , respectively, and 49% and 58% for the nine months ended September 30, 2017 and 2016 , respectively. (b) Net of reimbursements from Andeavor pursuant to the Amended Omnibus Agreement, the Carson Assets Indemnity Agreement and other affiliate agreements of $7 million and $3 million for the three months ended September 30, 2017 and 2016 , respectively, and $12 million for both the nine months ended September 30, 2017 and 2016 .

Property, Plant and Equipment20

Property, Plant and Equipment (Tables)	9 Months Ended
	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Property, plant and equipment	PROPERTY, PLANT AND EQUIPMENT BY SEGMENT (in millions) September 30, December 31, 2016 Terminalling and Transportation $ 2,146 $ 2,076 Gathering and Processing 2,617 1,983 Property, Plant and Equipment, at Cost 4,763 4,059 Accumulated depreciation (750 ) (615 ) Property, Plant and Equipment, Net $ 4,013 $ 3,444

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2017
Debt Disclosure [Abstract]
Schedule of Debt	DEBT BALANCE, NET OF UNAMORTIZED ISSUANCE COSTS (in millions) September 30, December 31, 2016 Total debt $ 3,814 $ 4,109 Unamortized issuance costs (48 ) (55 ) Current maturities (1 ) (1 ) Debt, Net of Current Maturities and Unamortized Issuance Costs $ 3,765 $ 4,053
Line of Credit Facility [Line Items]
Schedule of Line of Credit Facilities [Table Text Block]	AVAILABLE CAPACITY UNDER CREDIT FACILITIES (in millions) Total Capacity Amount Borrowed as of September 30, 2017 Outstanding Letters of Credit Available Capacity as of September 30, 2017 Expiration Andeavor Logistics Revolving Credit Facility (a) $ 600 $ 35 $ — $ 565 January 29, 2021 Andeavor Logistics Dropdown Credit Facility 1,000 — — 1,000 January 29, 2021 Total Credit Facilities (b) $ 1,600 $ 35 $ — $ 1,565 (a) The weighted average interest rate for borrowings under our Revolving Credit Facility was 3.49% at September 30, 2017 . (b) We are allowed to request that the loan availability be increased up to an aggregate of $2.1 billion , subject to receiving increased commitments from the lenders.

Equity (Tables)

Equity (Tables)	9 Months Ended
	Sep. 30, 2017
Equity [Abstract]
Schedule of partners' capital	CHANGE IN THE CARRYING AMOUNT OF OUR EQUITY (in millions) Partnership Total Common General Partner Balance at December 31, 2016 $ 1,608 $ (66 ) $ 1,542 Proceeds from issuance of units, net of issuance costs 281 6 287 Distributions to unitholders and general partner (a) (300 ) (127 ) (427 ) Net earnings attributable to partners (b) 180 119 299 Contributions (c) 39 2 41 Equity offering under ATM Program, net of issuance costs 3 — 3 Other 1 5 6 Balance at September 30, 2017 $ 1,812 $ (61 ) $ 1,751 (a) Represents cash distributions declared and paid during the nine months ended September 30, 2017 , relating to the fourth quarter of 2016 through the second quarter of 2017. (b) See reconciliation of general partner and limited partner’s earnings to amounts recorded to equity for the periods presented. (c) Includes Andeavor 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	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. 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, 2016 $ 0.9100 $ 140 February 14, 2017 February 3, 2017 March 31, 2017 (a) 0.9400 140 May 15, 2017 May 5, 2017 June 30, 2017 (a) 0.9710 147 August 14, 2017 August 4, 2017 September 30, 2017 (a)(b) 0.9852 201 November 14, 2017 November 3, 2017 (a) This distribution is net of $12.5 million waived by TLGP on either IDRs or common units for each of the three months ended September 30, 2017 , June 30, 2017, and March 31, 2017. (b) This distribution was declared on October 18, 2017 and will be paid on the date of distribution.
Schedule of Incentive Distributions Made to Managing Members or General Partners by Distribution [Table Text Block]	RECONCILIATION OF GENERAL AND LIMITED PARTNER EARNINGS TO AMOUNTS RECOGNIZED IN EQUITY (in millions) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Total general partner’s earnings $ — $ 34 $ 79 $ 89 Impact of general partner units and IDRs (a) 40 — 40 — Net earnings attributed to general partner equity $ 40 $ 34 $ 119 $ 89 Total limited partners’ earnings on common units $ 97 $ 47 $ 220 $ 153 Impact of general partner units and IDRs (a) (40 ) — (40 ) — Net earnings attributed to limited partners’ equity $ 57 $ 47 $ 180 $ 153 (a) Total general partner earnings and limited partner earnings on common units for the three and nine months ended September 30, 2017 differ from the amounts recognized in equity as of September 30, 2017 . The table above reconciles general and limited earnings calculated using the ownership structure in place after the WNRL Merger and IDR/GP Transaction to amounts recorded to equity as of September 30, 2017 by showing the earnings that were allocated to the general partner’s capital account based on the ownership structure in place for three months ended September 30, 2017 .

Equity Net Earnings per Unit (T

Equity Net Earnings per Unit (Tables)	9 Months Ended
	Sep. 30, 2017
Earnings Per Share [Abstract]
Earnings Per Share	NET EARNINGS PER UNIT (in millions, except per unit amounts) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net earnings $ 97 $ 81 $ 299 $ 242 Special allocations of net earnings (“Special Allocations”) (a) — 2 1 2 Net earnings, including Special Allocations 97 83 300 244 General partner’s distributions — (3 ) (6 ) (7 ) General partner’s IDRs (b) — (39 ) (75 ) (105 ) Limited partners’ distributions on common units (201 ) (89 ) (407 ) (250 ) Distributions greater than earnings $ (104 ) $ (48 ) $ (188 ) $ (118 ) General partner’s earnings: Distributions $ — $ 3 $ 6 $ 7 General partner’s IDRs (b) — 39 75 105 Allocation of distributions greater than earnings (c) — (8 ) (2 ) (23 ) Total general partner’s earnings $ — $ 34 $ 79 $ 89 Limited partners’ earnings on common units: Distributions (d) $ 201 $ 89 $ 407 $ 250 Special Allocations (a) — (2 ) (1 ) (2 ) Allocation of distributions greater than earnings (104 ) (40 ) (186 ) (95 ) Total limited partners’ earnings on common units $ 97 $ 47 $ 220 $ 153 Weighted average limited partner units outstanding: Common units - basic 108.0 101.4 107.0 96.7 Common units - diluted (e) 108.1 101.4 107.1 96.8 Net earnings per limited partner unit: Common - basic $ 0.90 $ 0.46 $ 2.05 $ 1.58 Common - diluted $ 0.90 $ 0.46 $ 2.05 $ 1.58 (a) Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions fully allocated to the general partner and any special allocations. The adjustment reflects the special allocation to common units held by TLGP for the interest incurred in connection with borrowings on the Dropdown Credit Facility in lieu of using all cash on hand to fund the Alaska Storage and Terminalling Assets acquisition. (b) IDRs entitled 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 $38 million of IDRs waived by TLGP for the nine months ended September 30, 2017 , respectively. See Note 11 of our Annual Report on Form 10-K for the year ended December 31, 2016 and Note 1 for further discussion related to IDRs. (c) We have revised the historical allocation of general partner earnings to include the Predecessors’ losses of $7 million and $21 million for the three and nine months ended September 30, 2016 , respectively. There were no Predecessor losses for the three and nine months ended September 30, 2017 . (d) Distributions of earnings for limited partners’ common units is net of a $12.5 million waiver from Andeavor in connection with the WNRL Merger for the three and nine months ended September 30, 2017 . (e) 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.

Operating Segments (Tables)

Operating Segments (Tables)	9 Months Ended
	Sep. 30, 2017
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Schedule of segment reporting information, by segment	SEGMENT INFORMATION (in millions) Three Months Ended Nine Months Ended 2017 2016 2017 2016 Revenues Terminalling and Transportation: Terminalling $ 155 $ 125 $ 447 $ 345 Pipeline transportation 34 32 97 93 Total Terminalling and Transportation 189 157 544 438 Gathering and Processing: NGL sales 90 24 254 78 Gas gathering and processing 85 67 252 198 Crude oil and water gathering 43 33 116 100 Pass-thru and other 37 27 111 87 Total Gathering and Processing 255 151 733 463 Total Segment Revenues $ 444 $ 308 $ 1,277 $ 901 Segment Operating Income Terminalling and Transportation $ 110 $ 80 $ 329 $ 211 Gathering and Processing 47 54 160 173 Total Segment Operating Income 157 134 489 384 Unallocated general and administrative expenses (6 ) (7 ) (22 ) (20 ) Interest and financing costs, net (59 ) (49 ) (178 ) (138 ) Equity in earnings of equity method investments 2 3 7 10 Other income, net 3 — 3 6 Net Earnings $ 97 $ 81 $ 299 $ 242 Capital Expenditures Terminalling and Transportation $ 26 $ 38 $ 77 $ 99 Gathering and Processing 25 23 64 82 Total Capital Expenditures $ 51 $ 61 $ 141 $ 181 TOTAL IDENTIFIABLE ASSETS BY OPERATING SEGMENT (in millions) September 30, December 31, Identifiable Assets Terminalling and Transportation $ 1,795 $ 1,768 Gathering and Processing 4,048 3,392 Other (a) 21 700 Total Identifiable Assets $ 5,864 $ 5,860 (a) Other consists mainly of $688 million in cash and cash equivalents as of December 31, 2016 , of which $673 million was used to fund the acquisition of the North Dakota Gathering and Processing Assets on January 1, 2017, increasing the Gathering and Processing segment’s identifiable assets as of September 30, 2017 .

Organization and Basis of Pre25

Organization and Basis of Presentation, Fair Value (Details) - USD ($) $ in Billions	9 Months Ended
	Sep. 30, 2017	Oct. 30, 2017	Dec. 31, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Percent Of Trade Receivables With Balances greater than 90 days Outstanding	1.00%
Percent of trade payables greater than 90 days outstanding	4.00%
Debt, carrying value	$ 3.8		$ 4.1
Debt, fair value	$ 4		$ 4.3
Minimum
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Fair Value Assumptions, Expected Term	90 days
Subsequent Event | WNRL Merger
Fair Value, Balance Sheet Grouping, Financial Statement Captions
Equity Issued in Business Combination, Fair Value Disclosure		$ 1.7

Organization and Basis of Pre26

Organization and Basis of Presentation Principles of Consolidation (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Net cash from operating activities	$ 519	$ 414	[1]
Net cash used in investing activities	$ (777)	(234)	[1]
Predecessor [Member]
Net cash from operating activities		(15)
Net cash used in investing activities		$ (98)
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.

Organization and Basis of Pre27

Organization and Basis of Presentation WNRL Acquisition (Details) - USD ($) $ in Millions	Oct. 30, 2017	Sep. 30, 2017	Sep. 30, 2016	[1]	Sep. 30, 2017	Sep. 30, 2016	[1]	Dec. 31, 2016	Feb. 27, 2017
Operating Income (Loss)		$ 151	$ 127		$ 467	$ 364
Incentive Distribution, Distribution					$ 38			$ 12.5
Common units issued (units)		108,075,130			108,075,130			102,981,495	5,000,000
Subsequent Event | WNRL Merger
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	0.4921
Subsequent Event | Minimum
Incentive Distribution, Distribution	$ 60
Subsequent Event | Maximum [Member]
Incentive Distribution, Distribution	$ 160
IDR/GP Transaction | Subsequent Event
Common units issued (units)	78,000,000
Western Refining Logistics [Member] | Subsequent Event | WNRL Merger
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	0.5233
Andeavor [Member] | Subsequent Event | WNRL Merger
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	0.4639
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.

Acquisition and Divestitures 28

Acquisition and Divestitures Acquisition and Divestitures (Details) number in Thousands, $ in Millions		Oct. 30, 2017USD ($)	Jun. 28, 2017USD ($)	Jan. 01, 2017USD ($)	Dec. 31, 2017USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)		Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)		Nov. 08, 2017	Dec. 31, 2016USD ($)
Acquisition and Divestitures
Borrowings under revolving credit agreements									$ 309	$ 761	[1]
Goodwill						$ 127			127				$ 117
Business Acquisition, Revenue						373				1,100
Business Acquisition, Net Earnings						100				277
Payments for (Proceeds from) Other Investing Activities			$ 28						(28)	4	[1]
(Gain) loss on asset disposals and impairments			$ 25			(1)	$ (2)	[2]	24	(3)	[2]
WNRL Merger
Acquisition and Divestitures
Finite-Lived Intangible Assets, Amortization Expense, Year Two						9			9
Business Acquisition, Revenue						1,086	877		3,148	2,515
Business Acquisition, Net Earnings						115	$ 86		349	$ 245
Finite-Lived Intangible Assets, Gross						130			130
Finite-Lived Intangible Assets, Accumulated Amortization						3			3
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months						9			9
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed									4
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized									5
Finite-Lived Intangible Assets, Amortization Expense, Year Three						9			9
Finite-Lived Intangible Assets, Amortization Expense, Year Four						9			9
Finite-Lived Intangible Assets, Amortization Expense, Year Five						9			9
Subsequent Event | WNRL Merger
Acquisition and Divestitures
Inventory		$ 11
Property, plant and equipment	[3]	1,301
Goodwill		$ 734
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life		15 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles		$ 130
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest		1,763
Subsequent Event | Terminalling and Transportation | WNRL Merger
Acquisition and Divestitures
Goodwill		67
Subsequent Event | Wholesale Segment [Member] | WNRL Merger
Acquisition and Divestitures
Goodwill		667
Subsequent Event | Other Affiliates [Member] | WNRL Merger
Acquisition and Divestitures
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles		$ 130
North Dakota Gathering and Processing Assets [Member]
Acquisition and Divestitures
Business Combination, Consideration Transferred				$ 705
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment									31
Goodwill, Purchase Accounting Adjustments									4
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles									(32)
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory									(3)
Inventory						2			2
Property, plant and equipment						571			571
Intangibles	[4]					122			122
Goodwill	[5]					10			10
Total purchase price						705			$ 705
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life									10 years 7 months 6 days
Amortization of Intangible Assets						2			$ 9
Business Acquisition, Revenue						111			307
Business Acquisition, Net Earnings						$ 16			$ 42
Anacortes Logistics Assets [Member] | Subsequent Event
Acquisition and Divestitures
Business Combination, Consideration Transferred					$ 445
Storage Capacity												3,900
Borrowings under revolving credit agreements					400
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable					$ 45
Anacortes Marine Terminal [Member] | Subsequent Event
Acquisition and Divestitures
Terminal Throughput Capacity, Barrels Per Day												73
Anacortes Rail Facility Acquisition [Member] | Subsequent Event
Acquisition and Divestitures
Terminal Throughput Capacity, Barrels Per Day												4
Pipeline Throughput Capacity, Barrels per Day												111
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[2]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[3]	Estimated useful lives ranging from 3 to 22 years have been assumed based on the preliminary valuation.
[4]	The intangibles consist of customer contracts with a weighted average amortization period of 10.6 years. Amortization of intangible assets for the three and nine months ended September 30, 2017 was $2 million and $9 million, respectively.
[5]	We evaluated several factors that contributed to the amount of goodwill presented above. These factors include the geographic proximity of the acquired assets to existing assets owned by the Partnership along with the improved overall basin logistics efficiencies we can leverage.

Acquisition and Divestitures PP

Acquisition and Divestitures PPA table (Details) - USD ($) $ in Millions		Oct. 30, 2017	Sep. 30, 2017	Dec. 31, 2016
Business Acquisition [Line Items]
Goodwill			$ 127	$ 117
Schedule of Business Acquisitions, by Acquisition [Table Text Block]			PRELIMINARY ACQUISITION DATE PURCHASE PRICE ALLOCATION (in millions) Cash $ 22 Receivables 112 Inventories 11 Prepayments and Other Current Assets 6 Property, Plant and Equipment (a) 1,301 Goodwill 734 Acquired Intangibles 130 Other Noncurrent Assets 2 Accounts Payable (167 ) Accrued Liabilities (41 ) Debt (347 ) Total purchase price $ 1,763 (a) Estimated useful lives ranging from 3 to 22 years have been assumed based on the preliminary valuation.
Subsequent Event | WNRL Merger
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents		$ 22
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables		112
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory		11
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets		6
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	[1]	1,301
Goodwill		734
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles		130
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets		2
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable		(167)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other		(41)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt		(347)
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest		$ 1,763
Subsequent Event | Minimum | WNRL Merger
Business Acquisition [Line Items]
Property, Plant and Equipment, Useful Life		3 years
Subsequent Event | Maximum [Member] | WNRL Merger
Business Acquisition [Line Items]
Property, Plant and Equipment, Useful Life		22 years
[1]	Estimated useful lives ranging from 3 to 22 years have been assumed based on the preliminary valuation.

Related-Party Transactions Re30

Related-Party Transactions Related-Party Transactions, Summary of Transactions Narrative (Details) - USD ($) $ in Millions		3 Months Ended			9 Months Ended
		Sep. 30, 2017	Sep. 30, 2016		Sep. 30, 2017	Sep. 30, 2016
Revenue from Related Parties	[1]	$ 219	$ 184	[2]	$ 624	$ 521	[2]
Related Party Transaction, Expenses from Transactions with Related Party	[3]	32	38		109	107
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party		$ 20	$ 19		$ 58	52
Concentration Risk, Percentage		49.00%	60.00%		49.00%
Cost of Reimbursable Expense		$ 7	$ 3		$ 12	12
Partner to Andeavor [Member] | Omnibus Agreement
Payment for Administrative Fees					11
Andeavor to Partner | Secondment and Logistics Services Agreement
Long-term Purchase Commitment, Amount		$ 6	$ 1		$ 16	$ 7
[1]	Andeavor accounted for 49% and 60% of our total revenues for the three months ended September 30, 2017 and 2016, respectively, and 49% and 58% for the nine months ended September 30, 2017 and 2016, respectively.
[2]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[3]	reimbursements from Andeavor pursuant to the Amended Omnibus Agreement, the Carson Assets Indemnity Agreement and other affiliate agreements of $7 million and $3 million for the three months ended September 30, 2017 and 2016, respectively, and $12 million for both the nine months ended September 30, 2017 and 2016.

Related-Party Transactions Re31

Related-Party Transactions Related-Party Transactions, Summary of Affiliate Transactions (Details) - USD ($) $ / shares in Units, $ in Millions	Nov. 14, 2017	Oct. 18, 2017	Sep. 30, 2017		Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Cost of Reimbursable Expense			$ 7					$ 3	$ 12	$ 12
Concentration Risk, Percentage			49.00%					60.00%	49.00%
Cash Dividends Paid to Parent Company									$ 223
Distribution Made to Limited Partner, Distributions Declared, Per Unit			$ 0.9852	[1],[2]	$ 0.9710	$ 0.9400	$ 0.9100
Distribution Made to Limited Partner, Distribution Date			Nov. 14, 2017		Aug. 14, 2017	May 15, 2017	Feb. 14, 2017
Subsequent Event
Distribution Made to Limited Partner, Declaration Date		Oct. 18, 2017
Distribution Made to Limited Partner, Cash Distributions Paid	$ 125
[1]	(a)Represents cash distributions declared and paid during the nine months ended September 30, 2017, relating to the fourth quarter of 2016 through the second quarter of 2017.
[2]	(b)See reconciliation of general partner and limited partner’s earnings to amounts recorded to equity for the periods presented.

Property, Plant and Equipment32

Property, Plant and Equipment (Details) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Property, Plant and Equipment
Property, Plant and Equipment, at Cost	$ 4,763	$ 4,059
Accumulated depreciation	(750)	(615)
Property, Plant and Equipment, Net	4,013	3,444
Terminalling and Transportation
Property, Plant and Equipment
Property, Plant and Equipment, at Cost	2,146	2,076
Gathering and Processing
Property, Plant and Equipment
Property, Plant and Equipment, at Cost	$ 2,617	$ 1,983

Debt Total Debt (Details)

Debt Total Debt (Details) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Total debt	$ 3,814	$ 4,109
Unamortized issuance costs	(48)	(55)
Current maturities	(1)	(1)
Debt, Net of Current Maturities and Unamortized Issuance Costs	$ 3,765	$ 4,053

Debt Credit Facilities (Details

Debt Credit Facilities (Details) $ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity	$ 1,600	[1]
Long-term Line of Credit	35	[1]
Letters of Credit Outstanding, Amount	0	[1]
Line of Credit Facility, Remaining Borrowing Capacity	1,565	[1]
Line of Credit Facility, Maximum Borrowing Capacity	2,100
Andeavor Logistics Revolving Credit Facility (a)
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity	600	[2]
Long-term Line of Credit	35	[2]
Letters of Credit Outstanding, Amount	0	[2]
Line of Credit Facility, Remaining Borrowing Capacity	$ 565	[2]
Line of Credit Facility, Expiration Date	Jan. 29, 2021	[2]
Andeavor Logistics Dropdown Credit Facility
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity	$ 1,000
Long-term Line of Credit	0
Letters of Credit Outstanding, Amount	0
Line of Credit Facility, Remaining Borrowing Capacity	$ 1,000
Line of Credit Facility, Expiration Date	Jan. 29, 2021
Andeavor Logistics Revolving Credit Facility (a) | Andeavor Logistics Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Debt, Weighted Average Interest Rate	3.49%
[1]	We are allowed to request that the loan availability be increased up to an aggregate of $2.1 billion, subject to receiving increased commitments from the lenders.
[2]	The weighted average interest rate for borrowings under our Revolving Credit Facility was 3.49% at September 30, 2017.

Commitments and Contingencies35

Commitments and Contingencies Contingencies (Details) $ in Millions	3 Months Ended
	Sep. 30, 2017USD ($)
Accounts Payable and Accrued Liabilities [Member] | Operating Expense [Member] | Tioga, North Dakota Crude Oil Pipeline Release [Member] | Judicial Ruling [Member] | Unfavorable Regulatory Action [Member]
Loss Contingencies [Line Items]
Loss Contingency Accrual, Period Increase (Decrease)	$ 19

Equity Equity, Narrative (Detai

Equity Equity, Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	Oct. 30, 2017	Sep. 30, 2017	Feb. 27, 2017	Dec. 31, 2016
General partner units issued (units)		2,202,880	101,980	2,100,900
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest		2.00%
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage		33.00%
Common units issued (units)		108,075,130	5,000,000	102,981,495
Shares Issued, Price Per Share			$ 56.19
Proceeds from issuance of units, net of issuance costs		$ 287
Public common units
Limited Partners' Capital Account, Units Outstanding		74,020,088
Andeavor common units
Limited Partners' Capital Account, Units Outstanding		34,055,042
Common
Proceeds from issuance of units, net of issuance costs		$ 281
General Partner
Proceeds from issuance of units, net of issuance costs		$ 6
WNRL Merger | Subsequent Event
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	59.00%
WNRL Merger | Subsequent Event | Public common units
Limited Partners' Capital Account, Units Outstanding	89,203,084
Common units issued (units)	15,182,996
WNRL Merger | Subsequent Event | Andeavor common units
Limited Partners' Capital Account, Units Outstanding	126,908,584
Common units issued (units)	14,853,542
IDR/GP Transaction | Subsequent Event
Common units issued (units)	78,000,000

Equity Equity, ATM Program (Det

Equity Equity, ATM Program (Details) - USD ($) $ in Millions	Aug. 22, 2017	Aug. 21, 2015	Sep. 30, 2017	Sep. 30, 2017
Partners' Capital Account, Public Sale of Units Net of Offering Costs				$ 3
2017 ATM Program [Member]
Equity Instrument Regulatory Filing Date	Aug. 22, 2017
Registration Filing Date		Aug. 21, 2015
Common Units Aggregate Value	$ 750
Partners' Capital Account, Units, Sale of Units			72,857	72,857
Partners' Capital Account, Public Sale of Units Net of Offering Costs			$ 3	$ 3

Equity, Equity Activity (Detail

Equity, Equity Activity (Details) - USD ($) $ in Millions		3 Months Ended			9 Months Ended
		Sep. 30, 2017	Sep. 30, 2016		Sep. 30, 2017	Sep. 30, 2016		Dec. 31, 2016
Changes in carrying amount of Equity
Balance at December 31, 2016		$ 1,751			$ 1,751			$ 1,542
Proceeds from issuance of units, net of issuance costs					287
Distributions to unitholders and general partner (a)	[1]				(427)
Net earnings attributable to partners		97	$ 88	[2]	299	$ 263	[2]
Contributions (b)	[3]				41
Equity offering under ATM program, net of issuance costs					3
Other					6
Balance at September 30, 2017		1,751			1,751
Common
Changes in carrying amount of Equity
Balance at December 31, 2016		1,812			1,812			1,608
Proceeds from issuance of units, net of issuance costs					281
Distributions to unitholders and general partner (a)	[1]				(300)
Net earnings attributable to partners		57	47		180	153
Contributions (b)	[3]				39
Equity offering under ATM program, net of issuance costs					3
Other					1
Balance at September 30, 2017		1,812			1,812
General Partner
Changes in carrying amount of Equity
Balance at December 31, 2016		(61)			(61)			$ (66)
Proceeds from issuance of units, net of issuance costs					6
Distributions to unitholders and general partner (a)	[1]				(127)
Net earnings attributable to partners		40	$ 34		119	$ 89
Contributions (b)	[3]				2
Equity offering under ATM program, net of issuance costs					0
Other					5
Balance at September 30, 2017		$ (61)			$ (61)
[1]	(a)This distribution is net of $12.5 million waived by TLGP on either IDRs or common units for each of the three months ended September 30, 2017, June 30, 2017, and March 31, 2017.
[2]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[3]	(b)This distribution was declared on October 18, 2017 and will be paid on the date of distribution.

Equity Equity, Earnings Per Uni

Equity Equity, Earnings Per Unit (Details) $ / shares in Units, shares in Millions, $ in Millions		3 Months Ended			9 Months Ended			12 Months Ended
		Sep. 30, 2017USD ($)$ / sharesshares	Sep. 30, 2016USD ($)$ / sharesshares		Sep. 30, 2017USD ($)$ / sharesshares	Sep. 30, 2016USD ($)$ / sharesshares		Dec. 31, 2016USD ($)
Net earnings		$ 97	$ 81	[1]	$ 299	$ 242	[1]
Special allocations of net earnings (“Special Allocations”) (a)	[2]	0	(2)		(1)	(2)
Net earnings, including Special Allocations		97	83		300	244
Distributions greater than earnings		$ (104)	$ (48)		$ 188	$ 118
Common units - basic | shares		108	101.4	[1]	107	96.7	[1]
Common units - diluted | shares	[3]	108.1	101.4	[1]	107.1	96.8	[1]
Common - basic | $ / shares		$ 0.90	$ 0.46	[1]	$ 2.05	$ 1.58	[1]
Common - diluted | $ / shares		$ 0.90	$ 0.46	[1]	$ 2.05	$ 1.58	[1]
Incentive Distribution, Distribution Split Marginal Percentage					50.00%
Incentive Distribution, Minimum Distribution Level | $ / shares					0.3881
Incentive Distribution, Distribution					$ 38			$ 12.5
Net Income (Loss) Attributable To Predecessors		$ 0	$ (7)	[1]	0	$ (21)	[1]
Common
Special allocations of net earnings (“Special Allocations”) (a)	[2]	0	(2)		(1)	(2)
Limited partners’ distributions on common units	[4]	(201)	(89)		(407)	(250)
Distributions greater than earnings		104	40		186	95
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic		97	47		220	153
General Partner
General partner’s distributions		0	(3)		(6)	(7)
General partner’s IDRs (b)	[5]	0	(39)		(75)	(105)
Distributions greater than earnings	[6]	0	(8)		(2)	(23)
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic		$ 0	$ 34		$ 79	$ 89
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[2]	Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions fully allocated to the general partner and any special allocations. The adjustment reflects the special allocation to common units held by TLGP for the interest incurred in connection with borrowings on the Dropdown Credit Facility in lieu of using all cash on hand to fund the Alaska Storage and Terminalling Assets acquisition.
[3]	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.
[4]	Distributions of earnings for limited partners’ common units is net of a $12.5 million waiver from Andeavor in connection with the WNRL Merger for the three and nine months ended September 30, 2017.
[5]	IDRs entitled 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 $38 million of IDRs waived by TLGP for the nine months ended September 30, 2017, respectively. See Note 11 of our Annual Report on Form 10-K for the year ended December 31, 2016 and Note 1 for further discussion related to IDRs.
[6]	We have revised the historical allocation of general partner earnings to include the Predecessors’ losses of $7 million and $21 million for the three and nine months ended September 30, 2016, respectively. There were no Predecessor losses for the three and nine months ended September 30, 2017.

Equity, Cash Distributions (Det

Equity, Cash Distributions (Details) - USD ($) $ / shares in Units, $ in Millions	Oct. 18, 2017	Sep. 30, 2017		Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016
Distribution Made to Member or Limited Partner
Quarterly Distribution Per Unit		$ 0.9852	[1],[2]	$ 0.9710	$ 0.9400	$ 0.9100
Total Cash Distribution including general partner IDRs (in millions)		$ 201		$ 147	$ 140	$ 140
Date of Distribution		Nov. 14, 2017		Aug. 14, 2017	May 15, 2017	Feb. 14, 2017
Unitholders Record Date		Nov. 3, 2017		Aug. 4, 2017	May 5, 2017	Feb. 3, 2017
Subsequent Event
Distribution Made to Member or Limited Partner
Distribution Made to Limited Partner, Declaration Date	Oct. 18, 2017
[1]	(a)Represents cash distributions declared and paid during the nine months ended September 30, 2017, relating to the fourth quarter of 2016 through the second quarter of 2017.
[2]	(b)See reconciliation of general partner and limited partner’s earnings to amounts recorded to equity for the periods presented.

Equity Equity, Net Earnings (De

Equity Equity, Net Earnings (Details) - USD ($) $ in Millions		3 Months Ended			9 Months Ended
		Sep. 30, 2017	Sep. 30, 2016		Sep. 30, 2017	Sep. 30, 2016
Schedule of Capitalization, Equity [Line Items]
Net Income (Loss) Attributable To Partners		$ 97	$ 88	[1]	$ 299	$ 263	[1]
General Partner
Schedule of Capitalization, Equity [Line Items]
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic		0	34		79	89
Impact of General Partner Unit Issuance and Incentive Distribution Rights	[2]	40	0		40	0
Net Income (Loss) Attributable To Partners		40	34		119	89
Common
Schedule of Capitalization, Equity [Line Items]
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic		97	47		220	153
Impact of General Partner Unit Issuance and Incentive Distribution Rights	[2]	(40)	0		(40)	0
Net Income (Loss) Attributable To Partners		$ 57	$ 47		$ 180	$ 153
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[2]	Total general partner earnings and limited partner earnings on common units for the three and nine months ended September 30, 2017 differ from the amounts recognized in equity as of September 30, 2017. The table above reconciles general and limited earnings calculated using the ownership structure in place after the WNRL Merger and IDR/GP Transaction to amounts recorded to equity as of September 30, 2017 by showing the earnings that were allocated to the general partner’s capital account based on the ownership structure in place for three months ended September 30, 2017.

Operating Segments Operating Se

Operating Segments Operating Segments, Results (Details) - USD ($) $ in Millions	3 Months Ended			9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016		Sep. 30, 2017	Sep. 30, 2016
Segment Reporting Information [Line Items]
Revenue, Net	$ 444	$ 308		$ 1,277	$ 901
Operating Income	151	127	[1]	467	364	[1]
Segment Reporting Operating Income	157	134		489	384
Unallocated general and administrative expenses	(6)	(7)		(22)	(20)
Interest and financing costs, net	(59)	(49)	[1]	(178)	(138)	[1]
Equity in earnings of equity method investments	2	3	[1]	7	10	[1]
Other income, net	3	0	[1]	3	6	[1]
Net Earnings	97	81	[1]	299	242	[1]
Additions to Other Assets, Amount	51	61		141	181
Operating Segments [Member] | Terminalling and Transportation
Segment Reporting Information [Line Items]
Revenue, Net	189	157		544	438
Operating Income	110	80		329	211
Additions to Other Assets, Amount	26	38		77	99
Operating Segments [Member] | Gathering and Processing
Segment Reporting Information [Line Items]
Revenue, Net	255	151		733	463
Operating Income	47	54		160	173
Additions to Other Assets, Amount	25	23		64	82
Terminalling revenues [Member] | Operating Segments [Member] | Terminalling and Transportation
Segment Reporting Information [Line Items]
Revenue, Net	155	125		447	345
Pipeline transportation revenues [Member] | Operating Segments [Member] | Terminalling and Transportation
Segment Reporting Information [Line Items]
Revenue, Net	34	32		97	93
Sales of natural gas, NGLS and condensate [Member] | Operating Segments [Member] | Gathering and Processing
Segment Reporting Information [Line Items]
Revenue, Net	90	24		254	78
Gas gathering and processing [Member] | Operating Segments [Member] | Gathering and Processing
Segment Reporting Information [Line Items]
Revenue, Net	85	67		252	198
Crude oil and water gathering [Member] | Operating Segments [Member] | Gathering and Processing
Segment Reporting Information [Line Items]
Revenue, Net	43	33		116	100
Pass-thru and other revenue [Member] | Operating Segments [Member] | Gathering and Processing
Segment Reporting Information [Line Items]
Revenue, Net	$ 37	$ 27		$ 111	$ 87
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.

Operating Segments Operating 43

Operating Segments Operating Segments, Identifiable Assets (Details) - USD ($) $ in Millions		Sep. 30, 2017	Dec. 31, 2016	Sep. 30, 2016	[1]	Dec. 31, 2015	[1]
Property, Plant and Equipment
Assets		$ 5,864	$ 5,860
Cash and cash equivalents		16	688	$ 497		$ 16
North Dakota Gathering and Processing Assets [Member]
Property, Plant and Equipment
Cash and cash equivalents			673
Operating Segments [Member] | Terminalling and Transportation
Property, Plant and Equipment
Assets		1,795	1,768
Operating Segments [Member] | Gathering and Processing
Property, Plant and Equipment
Assets		4,048	3,392
Corporate and Other [Member]
Property, Plant and Equipment
Assets	[2]	$ 21	$ 700
[1]	Adjusted to include the historical results of the Predecessors. See Note 1 for further discussion.
[2]	Other consists mainly of $688 million in cash and cash equivalents as of December 31, 2016, of which $673 million was used to fund the acquisition of the North Dakota Gathering and Processing Assets on January 1, 2017, increasing the Gathering and Processing segment’s identifiable assets as of September 30, 2017.