Buckeye Partners (BPL) 10-Q 4 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Jul. 28, 2017
Document and Entity Information
Entity Registrant Name	BUCKEYE PARTNERS, L.P.
Entity Central Index Key	805,022
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		141,224,005
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue:
Product sales	$ 399,805	$ 364,326	$ 965,225	$ 749,088
Transportation, storage and other services	410,396	412,796	814,249	808,628
Total revenue	810,201	777,122	1,779,474	1,557,716
Costs and expenses:
Cost of product sales	392,578	353,953	940,628	722,597
Operating expenses	162,220	147,718	324,188	296,804
Depreciation and amortization	64,838	63,322	130,326	124,748
General and administrative	24,346	22,185	46,083	43,416
Other, net	(4,422)	0	(4,422)	0
Total costs and expenses	639,560	587,178	1,436,803	1,187,565
Operating income	170,641	189,944	342,671	370,151
Other income (expense):
Earnings from equity investments	3,120	2,470	13,478	5,558
Interest and debt expense	(56,424)	(47,834)	(112,309)	(95,617)
Other income (expense)	81	(108)	109	(28)
Total other expense, net	(53,223)	(45,472)	(98,722)	(90,087)
Income before taxes	117,418	144,472	243,949	280,064
Income tax (expense) benefit	(1,039)	27	(1,261)	(588)
Net income	116,379	144,499	242,688	279,476
Less: Net income attributable to noncontrolling interests	(3,657)	(4,043)	(6,390)	(7,907)
Net income attributable to Buckeye Partners, L.P.	$ 112,722	$ 140,456	$ 236,298	$ 271,569
Earnings per unit attributable to Buckeye Partners, L.P.:
Basic (in dollars per share)	$ 0.80	$ 1.08	$ 1.68	$ 2.09
Diluted (in dollars per share)	$ 0.80	$ 1.07	$ 1.67	$ 2.08
Weighted average units outstanding:
Basic (in shares)	140,826	130,494	140,603	130,099
Diluted (in shares)	141,505	131,153	141,253	130,641

CONDENSED CONSOLIDATED STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Statement of Comprehensive Income [Abstract]
Net income	$ 116,379	$ 144,499	$ 242,688	$ 279,476
Other comprehensive income:
Unrealized losses on derivative instruments	(9,216)	0	(6,231)	0
Reclassification of derivative losses to net income	3,037	3,037	6,075	4,809
Recognition of costs related to benefit plans to net income	(161)	309	16	504
Other comprehensive income from equity method investments	24,855	0	27,746	0
Total other comprehensive income	18,515	3,346	27,606	5,313
Comprehensive income	134,894	147,845	270,294	284,789
Less: Comprehensive income attributable to noncontrolling interests	(3,657)	(4,043)	(6,390)	(7,907)
Comprehensive income attributable to Buckeye Partners, L.P.	$ 131,237	$ 143,802	$ 263,904	$ 276,882

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 2,375	$ 640,340
Accounts receivable, net	197,612	236,416
Construction and pipeline relocation receivables	20,038	17,276
Inventories	286,474	356,803
Derivative assets	26,047	1,526
Prepaid and other current assets	42,952	66,536
Total current assets	575,498	1,318,897
Property, plant and equipment	7,703,506	7,523,774
Less: Accumulated depreciation	(1,124,402)	(1,040,492)
Property, plant and equipment, net	6,579,104	6,483,282
Equity investments	1,254,768	89,564
Goodwill	1,004,545	1,004,545
Intangible assets	616,286	616,286
Less: Accumulated amortization	(225,931)	(192,983)
Intangible assets, net	390,355	423,303
Other non-current assets	76,433	101,512
Total assets	9,880,703	9,421,103
Current liabilities:
Line of credit	227,260	0
Accounts payable	64,932	107,383
Derivative liabilities	118	26,272
Accrued and other current liabilities	246,112	265,893
Total current liabilities	538,422	399,548
Long-term debt	4,579,943	4,217,695
Other non-current liabilities	98,864	105,437
Total liabilities	5,217,229	4,722,680
Commitments and contingent liabilities (Note 3)	0	0
Buckeye Partners, L.P. capital:
Limited Partners (141,221,279 and 140,263,787 units outstanding as of June 30, 2017 and December 31, 2016, respectively)	4,378,168	4,437,316
Accumulated other comprehensive income (loss)	2,013	(25,593)
Total Buckeye Partners, L.P. capital	4,380,181	4,411,723
Noncontrolling interests	283,293	286,700
Total partners’ capital	4,663,474	4,698,423
Total liabilities and partners’ capital	$ 9,880,703	$ 9,421,103

CONDENSED CONSOLIDATED BALANCE5

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Jun. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Limited Partners, units outstanding	141,221,279	140,263,787

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash flows from operating activities:
Net income	$ 242,688	$ 279,476
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	130,326	124,748
Amortization of debt issuance costs and discount	2,647	2,346
Amortization of losses on terminated interest rate swaps	6,075	6,075
Non-cash unit-based compensation expense	17,665	14,090
Gains on property damage recoveries	(4,621)	0
Net changes in fair value of derivatives	(29,484)	92,242
Amortization of unfavorable storage contracts	0	(5,536)
Earnings from equity investments	(13,478)	(5,558)
Distributions of earnings from equity investments	17,700	1,594
Other non-cash items	1,105	2,987
Change in assets and liabilities, net of amounts related to acquisitions:
Accounts receivable	38,281	(8,895)
Construction and pipeline relocation receivables	(2,762)	1,115
Inventories	70,329	(54,302)
Prepaid and other current assets	16,557	(50,694)
Accounts payable	(45,361)	(10,031)
Accrued and other current liabilities	(8,164)	(12,021)
Other non-current assets	(923)	(477)
Other non-current liabilities	(2,359)	(5,559)
Net cash provided by operating activities	436,221	371,600
Cash flows from investing activities:
Capital expenditures	(202,961)	(224,117)
Equity investment acquisition	(1,150,000)	0
Proceeds from asset disposals	428	1,775
Escrow deposits	0	19,850
Recoveries on property damages	4,621	0
Distributions in excess of earnings from equity investments	7,402	0
Net cash used in investing activities	(1,340,510)	(202,492)
Cash flows from financing activities:
Net proceeds from issuance of LP Units	48,440	90,182
Net proceeds from exercise of Unit options	481	300
Payment of tax withholding on issuance of LTIP awards	(8,305)	(5,082)
Borrowings under BPL Credit Facility	865,890	691,500
Repayments under BPL Credit Facility	(505,890)	(687,500)
Net borrowings under BMSC Credit Facility	227,260	66,001
Contributions from noncontrolling interests	5,600	2,200
Distributions to noncontrolling interests	(16,892)	(6,194)
Distributions to unitholders	(350,260)	(310,634)
Net cash provided by (used in) financing activities	266,324	(159,227)
Net (decrease) increase in cash and cash equivalents	(637,965)	9,881
Cash and cash equivalents — Beginning of period	640,340	4,881
Cash and cash equivalents — End of period	$ 2,375	$ 14,762

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL - USD ($) $ in Thousands	Total	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests	Limited Partners
Beginning balance at Dec. 31, 2015	$ 4,016,741	$ (97,841)	$ 281,352	$ 3,833,230
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	279,476		7,907	271,569
Distributions paid to unitholders	(310,634)		1,541	(312,175)
Net proceeds from issuance of LP Units	90,182			90,182
Amortization of unit-based compensation awards	14,090			14,090
Net proceeds from exercise of Unit options	300			300
Payment of tax withholding on issuance of LTIP awards	(5,082)			(5,082)
Distributions paid to noncontrolling interests	(6,194)		(6,194)
Contributions from noncontrolling interests	2,200		2,200
Other comprehensive income	5,313	5,313
Accrual of distribution equivalent rights	(1,468)			(1,468)
Other			48	(48)
Ending balance at Jun. 30, 2016	4,084,924	(92,528)	286,854	3,890,598
Beginning balance at Dec. 31, 2016	4,698,423	(25,593)	286,700	4,437,316
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	242,688		6,390	236,298
Distributions paid to unitholders	(350,260)		1,458	(351,718)
Net proceeds from issuance of LP Units	48,440			48,440
Amortization of unit-based compensation awards	17,665			17,665
Net proceeds from exercise of Unit options	481			481
Payment of tax withholding on issuance of LTIP awards	(8,305)			(8,305)
Distributions paid to noncontrolling interests	(16,892)		(16,892)
Contributions from noncontrolling interests	5,600		5,600
Other comprehensive income	27,606	27,606
Accrual of distribution equivalent rights	(1,972)			(1,972)
Other			37	(37)
Ending balance at Jun. 30, 2017	$ 4,663,474	$ 2,013	$ 283,293	$ 4,378,168

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	1. ORGANIZATION AND BASIS OF PRESENTATION Organization Buckeye Partners, L.P. is a publicly traded Delaware master limited partnership (“MLP”), and its limited partnership units representing limited partner interests (“LP Units”) are listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “BPL.” Buckeye GP LLC (“Buckeye GP”) is our general partner. As used in these Notes to Unaudited Condensed Consolidated Financial Statements, “ we ,” “ us ,” “ our ” and “ Buckeye ” mean Buckeye Partners, L.P. and, where the context requires, includes our subsidiaries. We own and operate a diversified network of integrated assets providing midstream logistic solutions, primarily consisting of the transportation, storage, processing and marketing of liquid petroleum products. We are one of the largest independent liquid petroleum products pipeline operators in the United States in terms of volumes delivered and miles of pipeline. We also use our service expertise to operate and/or maintain third-party pipelines and perform certain engineering and construction services for our customers. Additionally, we are one of the largest independent terminalling and storage operators in the United States in terms of capacity available for service. We own and operate one of the largest networks of active products terminals across our portfolio of pipelines, inland terminals and marine terminals located primarily in the East Coast, Midwest and Gulf Coast regions of the United States and in the Caribbean. Our network of marine terminals enables us to facilitate global flows of crude oil and refined petroleum products, offering our customers connectivity between supply areas and market centers through some of the world’s most important bulk liquid storage and blending hubs. Our flagship marine terminal in The Bahamas, Buckeye Bahamas Hub Limited (“BBH”), is one of the largest marine crude oil and refined petroleum products storage facilities in the world and provides an array of logistics and blending services for the global flow of petroleum products. Our Gulf Coast regional hub, Buckeye Texas Partners LLC (“Buckeye Texas”), offers world-class marine terminalling, storage and processing capabilities. Our 50% equity interest in VTTI B.V. (“VTTI”) expands our international presence, with premier storage and marine terminalling services for petroleum products in key global energy hubs, primarily in Northwest Europe, the United Arab Emirates and Singapore. We are also a wholesale distributor of refined petroleum products in areas served by our pipelines and terminals. Basis of Presentation and Principles of Consolidation The unaudited condensed consolidated financial statements and the accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the U.S. Securities and Exchange Commission. Accordingly, our financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary for a fair presentation of our results of operations for the interim periods. The unaudited condensed consolidated financial statements include the accounts of our subsidiaries controlled by us and variable interest entities of which we are the primary beneficiary. We have eliminated all intercompany transactions in consolidation. We believe that the disclosures in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading. These interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2016 . Recent Accounting Developments Modifications to Share-Based Payment Awards . In May 2017, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify when changes in the terms or conditions of share-based payment awards must be accounted for as modifications under Topic 718. The guidance requires that entities apply modification accounting unless the award’s fair value, vesting conditions and classification as an equity or liability instrument are the same immediately before and after the change. The amendments are effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The amendments should be applied prospectively to awards modified on or after the adoption date. We expect to adopt this guidance on January 1, 2018, and it will be applied to modifications of our unit-based awards prospectively, if any. Retirement Benefits . In March 2017, the FASB issued guidance to amend the presentation of net periodic pension cost and net periodic postretirement benefit cost. The guidance requires that the service cost component of net periodic pension and postretirement benefit cost be presented in the same income statement line item as other employee compensation costs, while the other components are required to be presented separately within non-operating income. The guidance also allows only the service cost component to be eligible for capitalization when applicable. The amendments are effective for interim and annual periods beginning after December 15, 2017. The amendments should be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets. We are currently evaluating the impact the adoption of this guidance will have on our consolidated financial statements. Revenue from Contracts with Customers . In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which amended existing accounting standards for revenue recognition, including industry-specific requirements, and provides entities with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of ASU 2014-09 is that an entity should recognize revenue from contracts with customers when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Furthermore, additional disclosures will be required to describe the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. The two permitted transition methods under ASU 2014-09 are the full retrospective method, which would be applied to each prior reporting period presented and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which the cumulative effect of applying the standard would be recognized at the date of initial application. In July 2015, the FASB deferred the effective date of ASU 2014-09 and is effective for annual and interim periods beginning after December 15, 2017, with early adoption permitted for annual and interim periods beginning after December 15, 2016. In 2016, the FASB issued accounting standards updates that amended several aspects of ASU 2014-09. We continue to evaluate the provisions of the standard through our implementation work team, consisting of representatives from all of our business segments, and to assess and implement changes to business processes, systems and controls. In addition, we have implemented training on the new standard’s revenue recognition model and are continuing our contract review and documentation. We expect to adopt this guidance on January 1, 2018, and we are currently evaluating the impact that it will have on our consolidated financial statements, including our disclosures, under the elected modified retrospective transition method. Equity-Based Compensation . In March 2016, the FASB issued guidance to simplify several aspects of the accounting for employee equity-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows and classification of awards as liabilities or equity. The guidance was effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted. Amendments related to the timing of when excess tax benefits are recognized, statutory withholding requirements and forfeitures were to be applied using a modified retrospective transition method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. Amendments related to the presentation of employee taxes paid on the statement of cash flows were to be applied retrospectively. Amendments requiring recognition of excess tax benefits and tax deficiencies in the income statement were to be applied prospectively. Amendments related to the presentation of excess tax benefits on the statement of cash flows were to be applied using either a prospective transition method or a retrospective transition method. We adopted this guidance as of January 1, 2017 and did not recognize a retrospective transition adjustment. In addition, the adoption of this guidance did not have a material impact on our consolidated financial statements or on our disclosures.

ACQUISITIONS

ACQUISITIONS	6 Months Ended
	Jun. 30, 2017
Business Combinations [Abstract]
ACQUISITIONS	2. ACQUISITIONS Business Combination Indianola terminalling facility acquisition In August 2016, we acquired a liquid petroleum products terminalling facility in Indianola, Pennsylvania from Kinder Morgan Transmix Company, LLC for $26.0 million . The operations of these assets are reported in our Domestic Pipelines & Terminals segment. The acquisition cost has been allocated on a preliminary basis to assets acquired based on estimated fair values at the acquisition date, with amounts exceeding the fair value recorded as goodwill, which represent expected synergies from combining the acquired assets with our existing operations. Fair values have been developed using recognized business valuation techniques. The estimates of fair value reflected as of June 30, 2017 are subject to change pending final valuation analysis. The purchase price has been allocated to tangible and intangible assets acquired as follows (in thousands): Inventories $ 1,554 Property, plant and equipment 16,713 Goodwill 7,758 Allocated purchase price $ 26,025 Unaudited Pro forma Financial Results for the Indianola terminalling facility acquisition Our consolidated statements of operations do not include earnings from the terminalling facility prior to August 4, 2016, the effective acquisition date of these assets. The preparation of unaudited pro forma financial information for the terminalling facility is impracticable due to the fact that meaningful historical revenue information is not available. The revenues and earnings impact of this acquisition was not significant to our financial results for the three and six months ended June 30, 2017 . Equity Investment Transaction VTTI Acquisition In January 2017, we acquired an indirect 50% equity interest in VTTI for cash consideration of $1.15 billion (the “VTTI Acquisition”). We own VTTI jointly with Vitol S.A. (“Vitol”). VTTI is one of the largest independent global marine terminal businesses which, through its subsidiaries and partnership interests, owns and operates approximately 57 million barrels of petroleum products storage across 14 terminals located on five continents. These marine terminals are predominately located in key global energy hubs, including Northwest Europe, the United Arab Emirates and Singapore, and offer world-class storage and marine terminalling services for refined petroleum products, liquid petroleum gas and crude oil. We and VIP Terminals Finance B.V., a subsidiary of Vitol, have equal board representation and voting rights in the VTTI joint venture. We account for this investment using the equity method of accounting. Under this method, an investment is recorded at acquisition cost plus our equity in undistributed earnings or losses since acquisition, reduced by distributions received and amortization of excess net investment. The earnings from our equity investment in VTTI are reported in our Global Marine Terminals segment. In addition, we include our proportionate share of our equity method investments’ unrealized gains and losses in other comprehensive income in our unaudited condensed consolidated financial statements. The estimated fair values used to calculate the excess net investment in VTTI were primarily developed using an income approach, with inputs classified as Level 3 within the fair value hierarchy. The excess net investment was $580.8 million at the acquisition date and was comprised of the following components: (i) $233.0 million related to the excess of the fair values of identifiable property, plant and equipment and intangible assets over their carrying values, which is being amortized on a straight-line basis over the estimated useful lives of these underlying assets of approximately 28 years ; and (ii) $347.8 million of implied goodwill, which is not subject to amortization.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	3. COMMITMENTS AND CONTINGENCIES Claims and Legal Proceedings In the ordinary course of business, we are involved in various claims and legal proceedings, some of which are covered by insurance. We are generally unable to predict the timing or outcome of these claims and proceedings. Based upon our evaluation of existing claims and proceedings and the probability of losses relating to such contingencies, we have accrued certain amounts relating to such claims and proceedings, none of which are considered material. Environmental Contingencies At June 30, 2017 and December 31, 2016 , we had $44.8 million and $44.3 million , respectively, of environmental remediation liabilities unrelated to claims and legal proceedings. Costs ultimately incurred may be in excess of our estimates, which may have a material impact on our financial condition, results of operations or cash flows. At June 30, 2017 and December 31, 2016 , we had $5.9 million and $7.2 million , respectively, of receivables related to these environmental remediation liabilities covered by insurance or third-party claims.

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2017
Inventory Disclosure [Abstract]
INVENTORIES	4. INVENTORIES Our inventory amounts were as follows at the dates indicated (in thousands): June 30, December 31, Liquid petroleum products (1) $ 263,238 $ 337,424 Materials and supplies 23,236 19,379 Total inventories $ 286,474 $ 356,803 (1) Ending inventory was 181.1 million and 198.2 million gallons of liquid petroleum products as of June 30, 2017 and December 31, 2016 , respectively. At June 30, 2017 and December 31, 2016 , approximately 92% and 88% of our liquid petroleum products inventory volumes were designated in a fair value hedge relationship, respectively. Because we generally designate inventory as a hedged item upon purchase, hedged inventory is valued at current market prices with the change in value of the inventory reflected in our unaudited condensed consolidated statements of operations. Our inventory volumes that are not designated as the hedged item in a fair value hedge relationship are economically hedged to reduce our commodity price exposure. Inventory not accounted for as a fair value hedge is accounted for at the lower of weighted average cost method or net realizable value.

PREPAID AND OTHER CURRENT ASSET

PREPAID AND OTHER CURRENT ASSETS	6 Months Ended
	Jun. 30, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
PREPAID AND OTHER CURRENT ASSETS	5. PREPAID AND OTHER CURRENT ASSETS Prepaid and other current assets consist of the following at the dates indicated (in thousands): June 30, December 31, Prepaid insurance $ 17,326 $ 7,609 Margin deposits 6,127 43,912 Unbilled revenue 2,118 1,615 Prepaid taxes 4,630 7,357 Vendor prepayments 1,165 1,863 Other 11,586 4,180 Total prepaid and other current assets $ 42,952 $ 66,536

EQUITY INVESTMENTS

EQUITY INVESTMENTS	6 Months Ended
	Jun. 30, 2017
Equity Method Investments and Joint Ventures [Abstract]
EQUITY INVESTMENTS	6. EQUITY INVESTMENTS The following table presents earnings from equity investments for the periods indicated (in thousands): Three Months Ended Six Months Ended Segment 2017 2016 2017 2016 VTTI B.V. (1) Global Marine Terminals $ 326 $ — $ 8,715 $ — West Shore Pipe Line Company Domestic Pipelines & Terminals 1,799 1,565 3,141 3,896 Muskegon Pipeline LLC Domestic Pipelines & Terminals 468 419 802 796 Transport4, LLC Domestic Pipelines & Terminals 271 226 444 373 South Portland Terminal LLC Domestic Pipelines & Terminals 256 260 376 493 Total earnings from equity investments $ 3,120 $ 2,470 $ 13,478 $ 5,558 (1) We acquired an indirect 50% equity interest in VTTI in January 2017. For additional information, see Note 2 . Summarized combined income statement data for our equity method investments are as follows for the periods indicated (amounts represent 100% of investee income statement data in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Revenue $ 133,355 $ 20,835 $ 260,039 $ 43,046 Operating income 39,784 10,073 85,429 22,606 Net income 23,821 6,984 53,933 15,323 Net income attributable to investee 15,795 6,984 39,782 15,323

DERIVATIVE INSTRUMENTS AND HEDG

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	6 Months Ended
	Jun. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	7. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES We are exposed to financial market risks, including changes in interest rates and commodity prices, in the course of our normal business operations. We use derivative instruments to manage such risks. Interest Rate Derivatives From time to time, we utilize forward-starting interest rate swaps to hedge the variability of the forecasted interest payments on anticipated debt issuances that may result from changes in the benchmark interest rate until the expected debt is issued. When entering into interest rate swap transactions, we become exposed to both credit risk and market risk. We are subject to credit risk when the change in fair value of the swap instrument is positive and the counterparty may fail to perform under the terms of the contract. We are subject to market risk with respect to changes in the underlying benchmark interest rate that impacts the fair value of the swaps. We manage our credit risk by entering into swap transactions only with major financial institutions with investment-grade credit ratings. We manage our market risk by aligning the swap instrument with the existing underlying debt obligation or a specified expected debt issuance, generally associated with the maturity of an existing debt obligation. We designate the swap agreements as cash flow hedges at inception and expect the changes in values to be highly correlated with the changes in value of the underlying borrowings. During 2016, we entered into seven forward-starting interest rate swaps with a total aggregate notional amount of $350.0 million , which we entered into in anticipation of the issuance of debt on or before January 15, 2018, and eleven forward-starting interest rate swaps with a total aggregate notional amount of $500.0 million , which we entered into in anticipation of the issuance of debt on or before November 15, 2018. We expect to issue new fixed-rate debt on or before January 15, 2018 to repay the $300.0 million of 6.050% notes that are due on January 15, 2018, and on or before November 15, 2018 to repay the $400.0 million of 2.650% notes that are due on November 15, 2018, as well as to fund capital expenditures and other general partnership purposes, although no assurances can be given that the issuance of fixed-rate debt will be possible on acceptable terms. During the three and six months ended June 30, 2017 , unrealized losses of $12.2 million and $10.5 million , respectively, were recorded in accumulated other comprehensive income (“AOCI”) to reflect the change in the fair values of the forward-starting interest rate swaps. Commodity Derivatives Our Merchant Services segment primarily uses exchange-traded refined petroleum product futures contracts to manage the risk of market price volatility on its refined petroleum product inventories and its physical derivative contracts, which we designated as fair value hedges, with changes in fair value of both the futures contracts and physical inventory reflected in earnings. Our Merchant Services segment also uses exchange-traded refined petroleum contracts to hedge expected future transactions related to certain gasoline inventory that we manage on behalf of a third party, which are designated as cash flow hedges, with the effective portion of the hedge reported in other comprehensive income (“OCI”) and reclassified into earnings when the expected future transaction affects earnings. Any gains or losses incurred on the derivative instruments that are not effective in offsetting changes in fair value or cash flows of the hedged item are recognized immediately in earnings. Additionally, our Merchant Services segment enters into exchange-traded refined petroleum product futures contracts on behalf of our Domestic Pipelines & Terminals segment to manage the risk of market price volatility on the gasoline-to-butane pricing spreads associated with our butane blending activities managed by a third party. These futures contracts are not designated in a hedge relationship for accounting purposes. Physical forward contracts and futures contracts that have not been designated in a hedge relationship are marked-to-market. The following table summarizes our commodity derivative instruments outstanding at June 30, 2017 (amounts in thousands of gallons): Volume (1) Derivative Purpose Current Long-Term Derivatives NOT designated as hedging instruments: Physical fixed price derivative contracts 14,166 1,903 Physical index derivative contracts 34,959 — Futures contracts for refined petroleum products 6,675 13,566 Hedge Type Derivatives designated as hedging instruments: Cash flow hedge contracts 9,198 — Cash Flow Hedge Futures contracts for refined petroleum products 156,072 11,004 Fair Value Hedge (1) Volume represents absolute value of net notional volume position. Our futures contracts designated as fair value hedges related to our inventory portfolio and our futures contracts designated as cash flow hedges related to refined petroleum products extend to the fourth quarter of 2018 . Effective January 2017, the Chicago Mercantile Exchange (“CME”) amended its rulebook, resulting in the characterization of variation margin transfers as settlement payments, as opposed to adjustments to collateral. These amendments impacted the accounting treatment of our exchange-traded derivatives contracts, primarily comprised of our futures contracts, for which the CME serves as the central clearing party, and exchange-settled derivatives traded on the over-the-counter (“OTC”) market. As a result, commencing with the first quarter of 2017, we began reducing the corresponding derivative asset and liability balances for our exchange-settled derivative contracts to reflect the settlement of those positions via the variation margin. The variation margin is now considered partial settlement of the derivative contract and will result in realized gains or losses which, prior to January 1, 2017, were classified as unrealized gains or losses on derivatives. In addition, we maintain an initial margin deposit with the broker in an amount sufficient to cover the fair value of our open futures positions. This margin deposit is considered collateral and is included within prepaid and other current assets in our condensed consolidated balance sheets and is not offset against the fair values of our derivative instruments. The following table sets forth the fair value of each classification of derivative instruments and the locations of the derivative instruments on our unaudited condensed consolidated balance sheets at the dates indicated (in thousands): June 30, 2017 Derivatives NOT Designated as Hedging Instruments Derivatives Designated as Hedging Instruments Derivative Carrying Value Netting Balance Sheet Adjustment (1) Net Total Physical fixed price derivative contracts $ 4,518 $ — $ 4,518 $ (53 ) $ 4,465 Physical index derivative contracts 331 — 331 (1 ) 330 Interest rates derivatives — 21,252 21,252 — 21,252 Total current derivative assets 4,849 21,252 26,101 (54 ) 26,047 Physical fixed price derivative contracts 238 — 238 — 238 Interest rates derivatives — 30,894 30,894 — 30,894 Total non-current derivative assets 238 30,894 31,132 — 31,132 Physical fixed price derivative contracts (170 ) — (170 ) 53 (117 ) Physical index derivative contracts (2 ) — (2 ) 1 (1 ) Total current derivative liabilities (172 ) — (172 ) 54 (118 ) Net derivative assets $ 4,915 $ 52,146 $ 57,061 $ — $ 57,061 December 31, 2016 Derivatives NOT Designated as Hedging Instruments Derivatives Designated as Hedging Instruments Derivative Carrying Value Netting Balance Sheet Adjustment (1) Net Total Physical fixed price derivative contracts $ 1,499 $ — $ 1,499 $ (306 ) $ 1,193 Physical index derivative contracts 334 — 334 (1 ) 333 Futures contracts for refined products 51,431 21 51,452 (51,452 ) — Total current derivative assets 53,264 21 53,285 (51,759 ) 1,526 Physical fixed price derivative contracts 164 — 164 (5 ) 159 Futures contracts for refined products 226 — 226 (226 ) — Interest rates derivatives — 62,609 62,609 — 62,609 Total non-current derivative assets 390 62,609 62,999 (231 ) 62,768 Physical fixed price derivative contracts (4,517 ) — (4,517 ) 306 (4,211 ) Physical index derivative contracts (1 ) — (1 ) 1 — Futures contracts for refined products (57,828 ) (15,685 ) (73,513 ) 51,452 (22,061 ) Total current derivative liabilities (62,346 ) (15,685 ) (78,031 ) 51,759 (26,272 ) Physical fixed price derivative contracts (61 ) — (61 ) 5 (56 ) Futures contracts for refined products (4,384 ) — (4,384 ) 226 (4,158 ) Total non-current derivative liabilities (4,445 ) — (4,445 ) 231 (4,214 ) Net derivative (liabilities) assets $ (13,137 ) $ 46,945 $ 33,808 $ — $ 33,808 (1) Amounts represent the netting of physical fixed and index contracts’ assets and liabilities when a legal right of offset exists. Futures contracts are subject to settlement through margin requirements and are additionally presented on a net basis. At June 30, 2017 , open refined petroleum product derivative contracts (represented by the physical fixed-price contracts, physical index contracts, and futures contracts for refined products contracts noted above) varied in duration in the overall portfolio, but did not extend beyond December 2018 . In addition, at June 30, 2017 , we had refined petroleum product inventories that we intend to use to satisfy a portion of the physical derivative contracts. The gains and losses on our derivative instruments recognized in income were as follows for the periods indicated (in thousands): Three Months Ended Six Months Ended Location 2017 2016 2017 2016 Derivatives NOT designated as hedging instruments: Physical fixed price derivative contracts Product sales $ 4,465 $ (5,309 ) $ 6,952 $ (7,564 ) Physical index derivative contracts Product sales 17 15 1 (12 ) Physical fixed price derivative contracts Cost of product sales (549 ) 2,371 (82 ) 7,486 Physical index derivative contracts Cost of product sales 175 (51 ) 338 163 Futures contracts for refined products Cost of product sales (710 ) 6,115 (800 ) 4,633 Derivatives designated as fair value hedging instruments: Futures contracts for refined products Cost of product sales $ 19,274 $ (28,568 ) $ 52,851 $ (26,955 ) Physical inventory - hedged items Cost of product sales (20,349 ) 31,681 (40,700 ) 40,007 Ineffectiveness excluding the time value component on fair value hedging instruments: Fair value hedge ineffectiveness (excluding time value) Cost of product sales $ (1,671 ) $ (660 ) $ (2,630 ) $ (13 ) Time value excluded from hedge assessment Cost of product sales 596 3,773 14,781 13,065 Net (loss) gain in income $ (1,075 ) $ 3,113 $ 12,151 $ 13,052 The change in value recognized in OCI and the gains and losses reclassified from AOCI to income attributable to our derivative instruments designated as cash flow hedges were as follows for the periods indicated (in thousands): (Loss) Gain Recognized in OCI on Derivatives for the Three Months Ended Six Months Ended 2017 2016 2017 2016 Derivatives designated as cash flow hedging instruments: Interest rate contracts $ (12,173 ) $ — $ (10,463 ) $ — Commodity derivatives 2,957 — 4,232 — Total $ (9,216 ) $ — $ (6,231 ) $ — (Loss) Gain Reclassified from AOCI to Income (Effective Portion) for the Three Months Ended Six Months Ended Location 2017 2016 2017 2016 Derivatives designated as cash flow hedging instruments: Interest rate contracts Interest and debt expense $ (3,037 ) $ (3,037 ) $ (6,075 ) $ (6,075 ) Commodity derivatives Product Sales — — — 1,266 Total $ (3,037 ) $ (3,037 ) $ (6,075 ) $ (4,809 ) Over the next twelve months, we expect to reclassify $10.5 million of net losses attributable to interest rate derivatives from AOCI to earnings as an increase to interest and debt expense. These net losses consist of $11.7 million of amortization of hedge losses on our settled forward-starting interest rate swaps, partially offset by $1.2 million of amortization of forecasted hedge gains on our forward-starting interest swaps that we expect to settle in late 2017. Additionally, $4.2 million of unrealized gains for refined petroleum products derivatives designated as cash flow hedges at June 30, 2017 is estimated to be realized and reclassified from AOCI to product sales over the next twelve months. The ineffective portion of the change in fair value of cash flow hedges was not material for the three and six months ended June 30, 2017 .

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	6 Months Ended
	Jun. 30, 2017
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	8. FAIR VALUE MEASUREMENTS We categorize our financial assets and liabilities using the three-tier fair value hierarchy as follows: Recurring The following table sets forth financial assets and liabilities measured at fair value on a recurring basis, as of the measurement dates indicated, and the basis for that measurement, by level within the fair value hierarchy (in thousands): June 30, 2017 December 31, 2016 Level 1 Level 2 Level 1 Level 2 Financial assets: Physical fixed price derivative contracts $ — $ 4,756 $ — $ 1,352 Physical index derivative contracts — 331 — 333 Interest rate derivatives — 52,146 — 62,609 Financial liabilities: Physical fixed price derivative contracts — (170 ) — (4,267 ) Physical index derivative contracts — (2 ) — — Futures contracts for refined products — — (26,219 ) — Fair value $ — $ 57,061 $ (26,219 ) $ 60,027 The values of the Level 1 derivative assets and liabilities were based on quoted market prices obtained from the New York Mercantile Exchange. The values of the Level 2 interest rate derivatives were determined using fair value estimates obtained from our counterparties, which are verified using other available market data, including cash flow models which incorporate market inputs, including the implied forward LIBOR yield curve for the same period as the future interest rate swap settlements. Credit value adjustments (“CVAs”), which are used to reflect the potential nonperformance risk of our counterparties, are considered in the fair value assessment of interest rate derivatives. We determined that the impact of CVAs is not significant to the overall valuation of interest rate derivatives. The values of the Level 2 commodity derivative contracts were calculated using market approaches based on observable market data inputs, including published commodity pricing data, which is verified against other available market data, and market interest rate and volatility data. Level 2 physical fixed price derivative assets are net of CVAs determined using an expected cash flow model, which incorporates assumptions about the credit risk of the derivative contracts based on the historical and expected payment history of each customer, the amount of product contracted for under the agreement and the customer’s historical and expected purchase performance under each contract. The Merchant Services segment determined CVAs are appropriate because few of the Merchant Services segment’s customers entering into these derivative contracts are large organizations with nationally recognized credit ratings. The CVAs were nominal as of June 30, 2017 and December 31, 2016 . As of June 30, 2017 and December 31, 2016 , the Merchant Services segment did not hold any net liability derivative position containing credit contingent features. Financial instruments included in current assets and current liabilities are reported in the unaudited condensed consolidated balance sheets at amounts which approximate fair value due to the relatively short period to maturity of these financial instruments. The fair values of our fixed-rate debt were estimated by observing market trading prices and by comparing the historic market prices of our publicly issued debt with the market prices of the publicly issued debt of other MLPs with similar credit ratings and terms. The fair values of our variable-rate debt are their carrying amounts, as the carrying amount reasonably approximates fair value due to the variability of the interest rates. The carrying value and fair value of our debt, using Level 2 input values, were as follows at the dates indicated (in thousands): June 30, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt $ 3,970,383 $ 4,145,757 $ 3,967,695 $ 4,083,488 Variable-rate debt 836,820 837,260 250,000 250,000 Total debt $ 4,807,203 $ 4,983,017 $ 4,217,695 $ 4,333,488 We recognize transfers between levels within the fair value hierarchy as of the beginning of the reporting period. We did not have any transfers between Level 1 and Level 2 during the six months ended June 30, 2017 and 2016 , respectively. Non-Recurring Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. For the three and six months ended June 30, 2017 and 2016 , there were no fair value adjustments related to such assets or liabilities reflected in our unaudited condensed consolidated financial statements.

UNIT-BASED COMPENSATION PLANS

UNIT-BASED COMPENSATION PLANS	6 Months Ended
	Jun. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
UNIT-BASED COMPENSATION PLANS	9. UNIT-BASED COMPENSATION PLANS We award unit-based compensation to employees and directors primarily under the Buckeye Partners, L.P. 2013 Long-Term Incentive Plan (as amended and restated effective June 6, 2017, the “LTIP”). We formerly awarded options to acquire LP Units to employees pursuant to the Buckeye Partners, L.P. Unit Option and Distribution Equivalent Plan (the “Option Plan”). These compensation plans are further discussed below. We recognized compensation expense related to the LTIP and the Option Plan, of $9.0 million and $7.7 million for the three months ended June 30, 2017 and 2016 , respectively. For the six months ended June 30, 2017 and 2016 , we recognized compensation expense of $17.7 million and $14.1 million , respectively. LTIP As of June 30, 2017 , there were 2,645,369 LP Units available for issuance under the LTIP. Deferral Plan under the LTIP We also maintain the Buckeye Partners, L.P. Unit Deferral and Incentive Plan, as amended and restated effective February 4, 2015 (the “Deferral Plan”), pursuant to which we issue phantom and matching units under the LTIP to certain employees in lieu of a portion of the cash payments such employees would be entitled to receive under the Buckeye Partners, L.P. Annual Incentive Compensation Plan, as amended and restated, effective January 1, 2012. At December 31, 2016 and 2015 , actual compensation awards deferred under the Deferral Plan were $4.4 million and $3.1 million , for which 145,138 and 139,526 phantom units (including matching units) were granted during the six months ended June 30, 2017 and the year ended December 31, 2016 , respectively. These grants are included as granted in the LTIP activity table below. Awards under the LTIP During the six months ended June 30, 2017 , the Compensation Committee of the Board granted 311,205 phantom units to employees (including the 145,138 phantom units granted pursuant to the Deferral Plan, as discussed above), 18,000 phantom units to independent directors of Buckeye GP and 211,144 performance units to employees. The following table sets forth the LTIP activity for the periods indicated (in thousands, except per unit amounts): Number of LP Units Weighted Average Grant Date Fair Value per LP Unit (1) Unvested at January 1, 2017 1,296 $ 63.54 Granted (2) 540 70.08 Performance adjustment (3) 32 71.50 Vested (324 ) 70.09 Forfeited (28 ) 64.45 Unvested at June 30, 2017 1,516 $ 64.61 (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. The weighted-average grant date fair value per LP Unit for forfeited and vested awards is determined before an allowance for forfeitures. (2) Includes both phantom and performance awards. Performance awards are granted at a target amount but, depending on our performance during the vesting period with respect to certain pre-established goals, the number of LP Units issued upon vesting of such performance awards can be greater or less than the target amount. (3) Represents the LP Units issued in excess of target amounts for performance awards that vested during the six months ended June 30, 2017 as a result of our above target performance with respect to applicable performance goals. At June 30, 2017 , $48.3 million of compensation expense related to the LTIP is expected to be recognized over a weighted average period of 2.0 years for the above awards. Unit Option Plan The following is a summary of the changes in the options outstanding (all of which are vested) under the Option Plan for the periods indicated (in thousands, except per unit amounts): Number of LP Units Weighted Average Strike Price per LP Unit Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (1) Outstanding at January 1, 2017 10 $ 50.36 0.1 $ 151 Exercised (10 ) — Outstanding at June 30, 2017 — — — $ — Exercisable at June 30, 2017 — $ — — $ — (1) Aggregate intrinsic value reflects fully vested LP Unit options at the date indicated. Intrinsic value is determined by calculating the difference between our closing LP Unit price on the last trading day in June 2017 and the exercise price, multiplied by the number of exercisable, in-the-money options. The total intrinsic value of options exercised during each of the six months ended June 30, 2017 and 2016 was $0.2 million and $0.1 million , respectively.

PARTNERS' CAPITAL AND DISTRIBUT

PARTNERS' CAPITAL AND DISTRIBUTIONS	6 Months Ended
	Jun. 30, 2017
Equity [Abstract]
PARTNERS' CAPITAL AND DISTRIBUTIONS	10. PARTNERS’ CAPITAL AND DISTRIBUTIONS Our LP Units represent limited partner interests, which give the holders thereof the right to participate in distributions and to exercise the other rights and privileges available to them under our partnership agreement. The partnership agreement provides that, without prior approval of our limited partners holding an aggregate of at least two-thirds of the outstanding LP Units, we cannot issue any LP Units of a class or series having preferences or other special or senior rights over the LP Units. At-the-Market Offering Program In March 2016, we entered into an equity distribution agreement (the “Equity Distribution Agreement”) with J.P. Morgan Securities LLC, BB&T Capital Markets, a division of BB&T Securities, LLC, BNP Paribas Securities Corp., Deutsche Bank Securities Inc., Jefferies LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, and SMBC Nikko Securities America, Inc. (collectively, the “ATM Underwriters”). Under the terms of the Equity Distribution Agreement, we may offer and sell up to $500.0 million in aggregate gross sales proceeds of LP Units from time to time through the ATM Underwriters, acting as agents of Buckeye or as principals, subject in each case to the terms and conditions set forth in the Equity Distribution Agreement. Sales of LP Units, if any, may be made by means of ordinary brokers’ transactions on the NYSE or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices or as otherwise agreed with any of such firms. During the six months ended June 30, 2017 , we sold approximately 0.7 million LP Units under the Equity Distribution Agreement and received $48.4 million in net proceeds after deducting commissions and other related expenses, including $0.5 million of compensation fees paid in aggregate to the ATM Underwriters. Summary of Changes in Outstanding LP Units The following is a summary of changes in Buckeye ’ s outstanding LP Units for the periods indicated (in thousands): Limited Partners LP Units outstanding at January 1, 2017 140,264 LP Units issued pursuant to the Option Plan (1) 10 LP Units issued pursuant to the LTIP (1) 205 Issuance of LP Units through the Equity Distribution Agreement 742 LP Units outstanding at June 30, 2017 141,221 (1) The number of LP Units issued represents issuance net of tax withholding. Cash Distributions We generally make quarterly cash distributions to unitholders of substantially all of our available cash, generally defined in our partnership agreement as consolidated cash receipts less consolidated cash expenditures and such retentions for working capital, anticipated cash expenditures and contingencies as our general partner deems appropriate. Actual cash distributions on our LP Units totaled $351.7 million ( $2.4875 per LP Unit) and $312.2 million ( $2.3875 per LP Unit) during the six months ended June 30, 2017 and 2016 , respectively. On August 4, 2017 , we announced a quarterly distribution of $1.2625 per LP Unit that will be paid on August 21, 2017 to unitholders of record on August 14, 2017 . Based on the LP Units and distribution equivalent rights with respect to certain unit-based compensation awards outstanding as of June 30, 2017 , estimated cash distributed to unitholders on August 21, 2017 will total $179.4 million .

EARNINGS PER UNIT

EARNINGS PER UNIT	6 Months Ended
	Jun. 30, 2017
Earnings Per Share [Abstract]
EARNINGS PER UNIT	11. EARNINGS PER UNIT The following table is a reconciliation of the weighted average units outstanding used in computing the basic and diluted earnings per unit for the periods indicated (in thousands, except per unit amounts): Three Months Ended Six Months Ended 2017 2016 2017 2016 Net income attributable to Buckeye Partners, L.P. $ 112,722 $ 140,456 $ 236,298 $ 271,569 Basic: Weighted average units outstanding - basic 140,826 130,494 140,603 130,099 Earnings per unit - basic $ 0.80 $ 1.08 $ 1.68 $ 2.09 Diluted: Weighted average units outstanding - basic 140,826 130,494 140,603 130,099 Dilutive effect of LP Unit options and LTIP awards granted 679 659 650 542 Weighted average units outstanding - diluted 141,505 131,153 141,253 130,641 Earnings per unit - diluted $ 0.80 $ 1.07 $ 1.67 $ 2.08

BUSINESS SEGMENTS

BUSINESS SEGMENTS	6 Months Ended
	Jun. 30, 2017
Segment Reporting [Abstract]
BUSINESS SEGMENTS	12. BUSINESS SEGMENTS We operate and report in three business segments: (i) Domestic Pipelines & Terminals; (ii) Global Marine Terminals; and (iii) Merchant Services. All significant inter-segment revenues, operating income and assets have been eliminated. Domestic Pipelines & Terminals The Domestic Pipelines & Terminals segment receives liquid petroleum products from refineries, connecting pipelines, vessels, and bulk and marine terminals, transports those products to other locations for a fee, and provides bulk storage and terminal throughput services. The segment also has butane blending capabilities and provides crude oil services, including train loading/unloading, storage and throughput. This segment owns and operates pipeline systems and liquid petroleum products terminals in the continental United States, including three terminals owned by the Merchant Services segment but operated by the Domestic Pipelines & Terminals segment, and two underground propane storage caverns. Additionally, this segment provides turn-key operations and maintenance of third-party pipelines and performs pipeline construction management services typically for cost plus a fixed fee. Global Marine Terminals The Global Marine Terminals segment provides marine accessible bulk storage and blending services, rail and truck rack loading/unloading along with petroleum processing services in the East Coast and Gulf Coast regions of the United States and in the Caribbean. The segment has seven liquid petroleum product terminals located in The Bahamas, Puerto Rico and St. Lucia in the Caribbean, as well as the New York Harbor and Corpus Christi, Texas in the United States. Our equity investment in VTTI, acquired in January 2017, comprises part of our Global Marine Terminals segment. VTTI is one of the largest independent global marine terminal businesses that, through its subsidiaries and partnership interests, owns and operates approximately 57 million barrels of petroleum products storage across 14 terminals located on five continents. These marine terminals are predominately located in key global energy hubs, including Northwest Europe, the United Arab Emirates and Singapore. Merchant Services The Merchant Services segment is a wholesale distributor of refined petroleum products in the United States and in the Caribbean. This segment recognizes revenues when products are delivered. The segment’s products include gasoline, natural gas liquids, ethanol, biodiesel and petroleum distillates such as heating oil, diesel fuel, kerosene and fuel oil. The segment owns three terminals, which are operated by the Domestic Pipelines & Terminals segment. The segment’s customers consist principally of product wholesalers as well as major commercial users of these refined petroleum products. Financial Information by Segment The following table summarizes revenue by each segment for the periods indicated (in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Revenue: Domestic Pipelines & Terminals $ 253,649 $ 249,979 $ 507,161 $ 487,932 Global Marine Terminals 167,856 169,517 332,332 339,581 Merchant Services 400,468 369,408 971,594 759,145 Intersegment (11,772 ) (11,782 ) (31,613 ) (28,942 ) Total revenue $ 810,201 $ 777,122 $ 1,779,474 $ 1,557,716 For the three and six months ended June 30, 2017 and 2016 , no customers contributed 10% or more of consolidated revenue. The following table summarizes revenue by major geographic area for the periods indicated (in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Revenue: United States $ 730,905 $ 692,154 $ 1,618,767 $ 1,389,042 International 79,296 84,968 160,707 168,674 Total revenue $ 810,201 $ 777,122 $ 1,779,474 $ 1,557,716 Adjusted EBITDA Adjusted EBITDA is a measure not defined by GAAP. We define Adjusted EBITDA as earnings before interest expense, income taxes, depreciation and amortization, further adjusted to exclude certain non-cash items, such as non-cash compensation expense; transaction, transition, and integration costs associated with acquisitions; certain gains and losses on foreign currency transactions and foreign currency derivative financial instruments, as applicable; and certain other operating expense or income items, reflected in net income, that we do not believe are indicative of our core operating performance results and business outlook, such as hurricane-related costs, gains and losses on property damage recoveries, and gains and losses on asset sales. The definition of Adjusted EBITDA is also applied to our proportionate share in the Adjusted EBITDA of significant equity method investments, such as that in VTTI, and is not applied to our less significant equity method investments. The calculation of our proportionate share of the reconciling items used to derive Adjusted EBITDA is based upon our 50% equity interest in VTTI, prior to adjustments related to noncontrolling interests in several of its subsidiaries and partnerships, which are immaterial. Adjusted EBITDA is a non-GAAP financial measure that is used by our senior management, including our Chief Executive Officer, to assess the operating performance of our business and optimize resource allocation. We use Adjusted EBITDA as a primary measure to: (i) evaluate our consolidated operating performance and the operating performance of our business segments; (ii) allocate resources and capital to business segments; (iii) evaluate the viability of proposed projects; and (iv) determine overall rates of return on alternative investment opportunities. We believe that investors benefit from having access to the same financial measures that we use and that these measures are useful to investors because they aid in comparing our operating performance with that of other companies with similar operations. The Adjusted EBITDA data presented by us may not be comparable to similarly titled measures at other companies because these items may be defined differently by other companies. The following tables present Adjusted EBITDA by segment and on a consolidated basis and a reconciliation of net income, which is the most comparable financial measure under GAAP, to Adjusted EBITDA for the periods indicated (in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Adjusted EBITDA: Domestic Pipelines & Terminals $ 135,387 $ 141,979 $ 274,830 $ 270,460 Global Marine Terminals 131,757 108,382 262,388 215,005 Merchant Services 2,047 6,228 9,482 15,750 Total Adjusted EBITDA $ 269,191 $ 256,589 $ 546,700 $ 501,215 Reconciliation of Net Income to Adjusted EBITDA: Net income $ 116,379 $ 144,499 $ 242,688 $ 279,476 Less: Net income attributable to noncontrolling interests (3,657 ) (4,043 ) (6,390 ) (7,907 ) Net income attributable to Buckeye Partners, L.P. 112,722 140,456 236,298 271,569 Add: Interest and debt expense 56,424 47,834 112,309 95,617 Income tax expense (benefit) 1,039 (27 ) 1,261 588 Depreciation and amortization (1) 64,838 63,322 130,326 124,748 Non-cash unit-based compensation expense 8,902 7,724 17,580 14,059 Acquisition and transition expense (2) 799 48 1,828 170 Hurricane-related costs (3) 613 — 3,016 — Proportionate share of Adjusted EBITDA for the equity method investment in VTTI (4) 28,801 — 57,418 — Less: Amortization of unfavorable storage contracts (5) — (2,768 ) — (5,536 ) Gains on property damage recoveries (6) (4,621 ) — (4,621 ) — Earnings from the equity method investment in VTTI (4) (326 ) — (8,715 ) — Adjusted EBITDA $ 269,191 $ 256,589 $ 546,700 $ 501,215 (1) Includes 100% of the depreciation and amortization expense of $18.5 million and $17.2 million for Buckeye Texas for the three months ended June 30, 2017 and 2016 , respectively, and $36.0 million and $34.0 million for the six months ended June 30, 2017 and 2016 , respectively. (2) Represents transaction, internal and third-party costs related to asset acquisition and integration. (3) Represents operating expenses incurred at our BBH facility as a result of Hurricane Matthew, which occurred in October 2016. (4) Due to the significance of our equity method investment in VTTI, effective January 1, 2017, we applied the definition of Adjusted EBITDA, covered in our description of Adjusted EBITDA, with respect to our proportionate share of VTTI’s Adjusted EBITDA. The calculation of our proportionate share of the reconciling items used to derive Adjusted EBITDA is based upon our 50% equity interest in VTTI, prior to adjustments related to noncontrolling interests in several of its subsidiaries and partnerships, which are immaterial. (5) Represents amortization of negative fair value allocated to certain unfavorable storage contracts acquired in connection with the BBH acquisition. (6) Represents gains on recoveries of property damages caused by third parties, primarily related to an allision with a ship dock at our terminal located in Pennsauken, New Jersey.

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	6 Months Ended
	Jun. 30, 2017
Supplemental Cash Flow Elements [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	13. SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flows and non-cash transactions were as follows for the periods indicated (in thousands): Six Months Ended 2017 2016 Cash paid for interest (net of capitalized interest) $ 104,541 $ 87,277 Cash paid for income taxes 977 577 Capitalized interest 2,211 2,085 Liabilities related to capital projects outstanding at June 30, 2017 and 2016 of $48.4 million and $79.5 million , respectively, are not included under “Capital expenditures” within the unaudited condensed consolidated statements of cash flows.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2017
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	14. SUBSEQUENT EVENT Repayment of Debt In July 2017, we repaid in full the $125.0 million principal amount and $3.2 million of accrued interest outstanding under our 5.125% notes , using funds available under our $1.5 billion revolving credit facility.

ORGANIZATION AND BASIS OF PRE22

ORGANIZATION AND BASIS OF PRESENTATION (Policies)	6 Months Ended
	Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization Buckeye Partners, L.P. is a publicly traded Delaware master limited partnership (“MLP”), and its limited partnership units representing limited partner interests (“LP Units”) are listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “BPL.” Buckeye GP LLC (“Buckeye GP”) is our general partner. As used in these Notes to Unaudited Condensed Consolidated Financial Statements, “ we ,” “ us ,” “ our ” and “ Buckeye ” mean Buckeye Partners, L.P. and, where the context requires, includes our subsidiaries. We own and operate a diversified network of integrated assets providing midstream logistic solutions, primarily consisting of the transportation, storage, processing and marketing of liquid petroleum products. We are one of the largest independent liquid petroleum products pipeline operators in the United States in terms of volumes delivered and miles of pipeline. We also use our service expertise to operate and/or maintain third-party pipelines and perform certain engineering and construction services for our customers. Additionally, we are one of the largest independent terminalling and storage operators in the United States in terms of capacity available for service. We own and operate one of the largest networks of active products terminals across our portfolio of pipelines, inland terminals and marine terminals located primarily in the East Coast, Midwest and Gulf Coast regions of the United States and in the Caribbean. Our network of marine terminals enables us to facilitate global flows of crude oil and refined petroleum products, offering our customers connectivity between supply areas and market centers through some of the world’s most important bulk liquid storage and blending hubs. Our flagship marine terminal in The Bahamas, Buckeye Bahamas Hub Limited (“BBH”), is one of the largest marine crude oil and refined petroleum products storage facilities in the world and provides an array of logistics and blending services for the global flow of petroleum products. Our Gulf Coast regional hub, Buckeye Texas Partners LLC (“Buckeye Texas”), offers world-class marine terminalling, storage and processing capabilities. Our 50% equity interest in VTTI B.V. (“VTTI”) expands our international presence, with premier storage and marine terminalling services for petroleum products in key global energy hubs, primarily in Northwest Europe, the United Arab Emirates and Singapore. We are also a wholesale distributor of refined petroleum products in areas served by our pipelines and terminals.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The unaudited condensed consolidated financial statements and the accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the U.S. Securities and Exchange Commission. Accordingly, our financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary for a fair presentation of our results of operations for the interim periods. The unaudited condensed consolidated financial statements include the accounts of our subsidiaries controlled by us and variable interest entities of which we are the primary beneficiary. We have eliminated all intercompany transactions in consolidation. We believe that the disclosures in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading. These interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2016 .
Recent Accounting Developments	Recent Accounting Developments Modifications to Share-Based Payment Awards . In May 2017, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify when changes in the terms or conditions of share-based payment awards must be accounted for as modifications under Topic 718. The guidance requires that entities apply modification accounting unless the award’s fair value, vesting conditions and classification as an equity or liability instrument are the same immediately before and after the change. The amendments are effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The amendments should be applied prospectively to awards modified on or after the adoption date. We expect to adopt this guidance on January 1, 2018, and it will be applied to modifications of our unit-based awards prospectively, if any. Retirement Benefits . In March 2017, the FASB issued guidance to amend the presentation of net periodic pension cost and net periodic postretirement benefit cost. The guidance requires that the service cost component of net periodic pension and postretirement benefit cost be presented in the same income statement line item as other employee compensation costs, while the other components are required to be presented separately within non-operating income. The guidance also allows only the service cost component to be eligible for capitalization when applicable. The amendments are effective for interim and annual periods beginning after December 15, 2017. The amendments should be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets. We are currently evaluating the impact the adoption of this guidance will have on our consolidated financial statements. Revenue from Contracts with Customers . In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which amended existing accounting standards for revenue recognition, including industry-specific requirements, and provides entities with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of ASU 2014-09 is that an entity should recognize revenue from contracts with customers when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Furthermore, additional disclosures will be required to describe the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. The two permitted transition methods under ASU 2014-09 are the full retrospective method, which would be applied to each prior reporting period presented and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which the cumulative effect of applying the standard would be recognized at the date of initial application. In July 2015, the FASB deferred the effective date of ASU 2014-09 and is effective for annual and interim periods beginning after December 15, 2017, with early adoption permitted for annual and interim periods beginning after December 15, 2016. In 2016, the FASB issued accounting standards updates that amended several aspects of ASU 2014-09. We continue to evaluate the provisions of the standard through our implementation work team, consisting of representatives from all of our business segments, and to assess and implement changes to business processes, systems and controls. In addition, we have implemented training on the new standard’s revenue recognition model and are continuing our contract review and documentation. We expect to adopt this guidance on January 1, 2018, and we are currently evaluating the impact that it will have on our consolidated financial statements, including our disclosures, under the elected modified retrospective transition method. Equity-Based Compensation . In March 2016, the FASB issued guidance to simplify several aspects of the accounting for employee equity-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows and classification of awards as liabilities or equity. The guidance was effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted. Amendments related to the timing of when excess tax benefits are recognized, statutory withholding requirements and forfeitures were to be applied using a modified retrospective transition method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. Amendments related to the presentation of employee taxes paid on the statement of cash flows were to be applied retrospectively. Amendments requiring recognition of excess tax benefits and tax deficiencies in the income statement were to be applied prospectively. Amendments related to the presentation of excess tax benefits on the statement of cash flows were to be applied using either a prospective transition method or a retrospective transition method. We adopted this guidance as of January 1, 2017 and did not recognize a retrospective transition adjustment. In addition, the adoption of this guidance did not have a material impact on our consolidated financial statements or on our disclosures.

ACQUISITIONS (Tables)

ACQUISITIONS (Tables)	6 Months Ended
	Jun. 30, 2017
Indianola Pipeline
Business Acquisition [Line Items]
Schedule of purchase price allocated to tangible and intangible assets acquired and liabilities assumed	The purchase price has been allocated to tangible and intangible assets acquired as follows (in thousands): Inventories $ 1,554 Property, plant and equipment 16,713 Goodwill 7,758 Allocated purchase price $ 26,025

INVENTORIES (Tables)

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2017
Inventory Disclosure [Abstract]
Schedule of inventory	Our inventory amounts were as follows at the dates indicated (in thousands): June 30, December 31, Liquid petroleum products (1) $ 263,238 $ 337,424 Materials and supplies 23,236 19,379 Total inventories $ 286,474 $ 356,803 (1) Ending inventory was 181.1 million and 198.2 million gallons of liquid petroleum products as of June 30, 2017 and December 31, 2016 , respectively.

PREPAID AND OTHER CURRENT ASS25

PREPAID AND OTHER CURRENT ASSETS (Tables)	6 Months Ended
	Jun. 30, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of prepaid and other current assets	Prepaid and other current assets consist of the following at the dates indicated (in thousands): June 30, December 31, Prepaid insurance $ 17,326 $ 7,609 Margin deposits 6,127 43,912 Unbilled revenue 2,118 1,615 Prepaid taxes 4,630 7,357 Vendor prepayments 1,165 1,863 Other 11,586 4,180 Total prepaid and other current assets $ 42,952 $ 66,536

EQUITY INVESTMENTS (Tables)

EQUITY INVESTMENTS (Tables)	6 Months Ended
	Jun. 30, 2017
Equity Method Investments and Joint Ventures [Abstract]
Earnings (losses) from equity investments	The following table presents earnings from equity investments for the periods indicated (in thousands): Three Months Ended Six Months Ended Segment 2017 2016 2017 2016 VTTI B.V. (1) Global Marine Terminals $ 326 $ — $ 8,715 $ — West Shore Pipe Line Company Domestic Pipelines & Terminals 1,799 1,565 3,141 3,896 Muskegon Pipeline LLC Domestic Pipelines & Terminals 468 419 802 796 Transport4, LLC Domestic Pipelines & Terminals 271 226 444 373 South Portland Terminal LLC Domestic Pipelines & Terminals 256 260 376 493 Total earnings from equity investments $ 3,120 $ 2,470 $ 13,478 $ 5,558 (1) We acquired an indirect 50% equity interest in VTTI in January 2017. For additional information, see Note 2 .
Summary of combined income statement data for equity method investments	Summarized combined income statement data for our equity method investments are as follows for the periods indicated (amounts represent 100% of investee income statement data in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Revenue $ 133,355 $ 20,835 $ 260,039 $ 43,046 Operating income 39,784 10,073 85,429 22,606 Net income 23,821 6,984 53,933 15,323 Net income attributable to investee 15,795 6,984 39,782 15,323

DERIVATIVE INSTRUMENTS AND HE27

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)	6 Months Ended
	Jun. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Summary of commodity derivative instruments outstanding	The following table summarizes our commodity derivative instruments outstanding at June 30, 2017 (amounts in thousands of gallons): Volume (1) Derivative Purpose Current Long-Term Derivatives NOT designated as hedging instruments: Physical fixed price derivative contracts 14,166 1,903 Physical index derivative contracts 34,959 — Futures contracts for refined petroleum products 6,675 13,566 Hedge Type Derivatives designated as hedging instruments: Cash flow hedge contracts 9,198 — Cash Flow Hedge Futures contracts for refined petroleum products 156,072 11,004 Fair Value Hedge (1) Volume represents absolute value of net notional volume position.
Fair value of each classification of derivative instrument and their location in the unaudited consolidated balance sheet	The following table sets forth the fair value of each classification of derivative instruments and the locations of the derivative instruments on our unaudited condensed consolidated balance sheets at the dates indicated (in thousands): June 30, 2017 Derivatives NOT Designated as Hedging Instruments Derivatives Designated as Hedging Instruments Derivative Carrying Value Netting Balance Sheet Adjustment (1) Net Total Physical fixed price derivative contracts $ 4,518 $ — $ 4,518 $ (53 ) $ 4,465 Physical index derivative contracts 331 — 331 (1 ) 330 Interest rates derivatives — 21,252 21,252 — 21,252 Total current derivative assets 4,849 21,252 26,101 (54 ) 26,047 Physical fixed price derivative contracts 238 — 238 — 238 Interest rates derivatives — 30,894 30,894 — 30,894 Total non-current derivative assets 238 30,894 31,132 — 31,132 Physical fixed price derivative contracts (170 ) — (170 ) 53 (117 ) Physical index derivative contracts (2 ) — (2 ) 1 (1 ) Total current derivative liabilities (172 ) — (172 ) 54 (118 ) Net derivative assets $ 4,915 $ 52,146 $ 57,061 $ — $ 57,061 December 31, 2016 Derivatives NOT Designated as Hedging Instruments Derivatives Designated as Hedging Instruments Derivative Carrying Value Netting Balance Sheet Adjustment (1) Net Total Physical fixed price derivative contracts $ 1,499 $ — $ 1,499 $ (306 ) $ 1,193 Physical index derivative contracts 334 — 334 (1 ) 333 Futures contracts for refined products 51,431 21 51,452 (51,452 ) — Total current derivative assets 53,264 21 53,285 (51,759 ) 1,526 Physical fixed price derivative contracts 164 — 164 (5 ) 159 Futures contracts for refined products 226 — 226 (226 ) — Interest rates derivatives — 62,609 62,609 — 62,609 Total non-current derivative assets 390 62,609 62,999 (231 ) 62,768 Physical fixed price derivative contracts (4,517 ) — (4,517 ) 306 (4,211 ) Physical index derivative contracts (1 ) — (1 ) 1 — Futures contracts for refined products (57,828 ) (15,685 ) (73,513 ) 51,452 (22,061 ) Total current derivative liabilities (62,346 ) (15,685 ) (78,031 ) 51,759 (26,272 ) Physical fixed price derivative contracts (61 ) — (61 ) 5 (56 ) Futures contracts for refined products (4,384 ) — (4,384 ) 226 (4,158 ) Total non-current derivative liabilities (4,445 ) — (4,445 ) 231 (4,214 ) Net derivative (liabilities) assets $ (13,137 ) $ 46,945 $ 33,808 $ — $ 33,808 (1) Amounts represent the netting of physical fixed and index contracts’ assets and liabilities when a legal right of offset exists. Futures contracts are subject to settlement through margin requirements and are additionally presented on a net basis.
Gains and losses on derivative instruments recognized in income	The gains and losses on our derivative instruments recognized in income were as follows for the periods indicated (in thousands): Three Months Ended Six Months Ended Location 2017 2016 2017 2016 Derivatives NOT designated as hedging instruments: Physical fixed price derivative contracts Product sales $ 4,465 $ (5,309 ) $ 6,952 $ (7,564 ) Physical index derivative contracts Product sales 17 15 1 (12 ) Physical fixed price derivative contracts Cost of product sales (549 ) 2,371 (82 ) 7,486 Physical index derivative contracts Cost of product sales 175 (51 ) 338 163 Futures contracts for refined products Cost of product sales (710 ) 6,115 (800 ) 4,633 Derivatives designated as fair value hedging instruments: Futures contracts for refined products Cost of product sales $ 19,274 $ (28,568 ) $ 52,851 $ (26,955 ) Physical inventory - hedged items Cost of product sales (20,349 ) 31,681 (40,700 ) 40,007 Ineffectiveness excluding the time value component on fair value hedging instruments: Fair value hedge ineffectiveness (excluding time value) Cost of product sales $ (1,671 ) $ (660 ) $ (2,630 ) $ (13 ) Time value excluded from hedge assessment Cost of product sales 596 3,773 14,781 13,065 Net (loss) gain in income $ (1,075 ) $ 3,113 $ 12,151 $ 13,052
Losses reclassified from AOCI to income (effective portion)	The change in value recognized in OCI and the gains and losses reclassified from AOCI to income attributable to our derivative instruments designated as cash flow hedges were as follows for the periods indicated (in thousands): (Loss) Gain Recognized in OCI on Derivatives for the Three Months Ended Six Months Ended 2017 2016 2017 2016 Derivatives designated as cash flow hedging instruments: Interest rate contracts $ (12,173 ) $ — $ (10,463 ) $ — Commodity derivatives 2,957 — 4,232 — Total $ (9,216 ) $ — $ (6,231 ) $ — (Loss) Gain Reclassified from AOCI to Income (Effective Portion) for the Three Months Ended Six Months Ended Location 2017 2016 2017 2016 Derivatives designated as cash flow hedging instruments: Interest rate contracts Interest and debt expense $ (3,037 ) $ (3,037 ) $ (6,075 ) $ (6,075 ) Commodity derivatives Product Sales — — — 1,266 Total $ (3,037 ) $ (3,037 ) $ (6,075 ) $ (4,809 )

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
	Jun. 30, 2017
Fair Value Disclosures [Abstract]
Financial assets and liabilities measured at fair value on a recurring basis	The following table sets forth financial assets and liabilities measured at fair value on a recurring basis, as of the measurement dates indicated, and the basis for that measurement, by level within the fair value hierarchy (in thousands): June 30, 2017 December 31, 2016 Level 1 Level 2 Level 1 Level 2 Financial assets: Physical fixed price derivative contracts $ — $ 4,756 $ — $ 1,352 Physical index derivative contracts — 331 — 333 Interest rate derivatives — 52,146 — 62,609 Financial liabilities: Physical fixed price derivative contracts — (170 ) — (4,267 ) Physical index derivative contracts — (2 ) — — Futures contracts for refined products — — (26,219 ) — Fair value $ — $ 57,061 $ (26,219 ) $ 60,027
Carrying value and fair value using level 2 inputs of debt	The carrying value and fair value of our debt, using Level 2 input values, were as follows at the dates indicated (in thousands): June 30, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt $ 3,970,383 $ 4,145,757 $ 3,967,695 $ 4,083,488 Variable-rate debt 836,820 837,260 250,000 250,000 Total debt $ 4,807,203 $ 4,983,017 $ 4,217,695 $ 4,333,488

UNIT-BASED COMPENSATION PLANS (

UNIT-BASED COMPENSATION PLANS (Tables)	6 Months Ended
	Jun. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Awards activity under the LTIP	The following table sets forth the LTIP activity for the periods indicated (in thousands, except per unit amounts): Number of LP Units Weighted Average Grant Date Fair Value per LP Unit (1) Unvested at January 1, 2017 1,296 $ 63.54 Granted (2) 540 70.08 Performance adjustment (3) 32 71.50 Vested (324 ) 70.09 Forfeited (28 ) 64.45 Unvested at June 30, 2017 1,516 $ 64.61 (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. The weighted-average grant date fair value per LP Unit for forfeited and vested awards is determined before an allowance for forfeitures. (2) Includes both phantom and performance awards. Performance awards are granted at a target amount but, depending on our performance during the vesting period with respect to certain pre-established goals, the number of LP Units issued upon vesting of such performance awards can be greater or less than the target amount. (3) Represents the LP Units issued in excess of target amounts for performance awards that vested during the six months ended June 30, 2017 as a result of our above target performance with respect to applicable performance goals.
Summary of changes in options outstanding	The following is a summary of the changes in the options outstanding (all of which are vested) under the Option Plan for the periods indicated (in thousands, except per unit amounts): Number of LP Units Weighted Average Strike Price per LP Unit Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (1) Outstanding at January 1, 2017 10 $ 50.36 0.1 $ 151 Exercised (10 ) — Outstanding at June 30, 2017 — — — $ — Exercisable at June 30, 2017 — $ — — $ — (1) Aggregate intrinsic value reflects fully vested LP Unit options at the date indicated. Intrinsic value is determined by calculating the difference between our closing LP Unit price on the last trading day in June 2017 and the exercise price, multiplied by the number of exercisable, in-the-money options.

PARTNERS' CAPITAL AND DISTRIB30

PARTNERS' CAPITAL AND DISTRIBUTIONS (Tables)	6 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Summary of changes in LP units outstanding	The following is a summary of changes in Buckeye ’ s outstanding LP Units for the periods indicated (in thousands): Limited Partners LP Units outstanding at January 1, 2017 140,264 LP Units issued pursuant to the Option Plan (1) 10 LP Units issued pursuant to the LTIP (1) 205 Issuance of LP Units through the Equity Distribution Agreement 742 LP Units outstanding at June 30, 2017 141,221 (1) The number of LP Units issued represents issuance net of tax withholding.

EARNINGS PER UNIT (Tables)

EARNINGS PER UNIT (Tables)	6 Months Ended
	Jun. 30, 2017
Earnings Per Share [Abstract]
Reconciliation of weighted average units outstanding used in computing basic and diluted earnings per unit	The following table is a reconciliation of the weighted average units outstanding used in computing the basic and diluted earnings per unit for the periods indicated (in thousands, except per unit amounts): Three Months Ended Six Months Ended 2017 2016 2017 2016 Net income attributable to Buckeye Partners, L.P. $ 112,722 $ 140,456 $ 236,298 $ 271,569 Basic: Weighted average units outstanding - basic 140,826 130,494 140,603 130,099 Earnings per unit - basic $ 0.80 $ 1.08 $ 1.68 $ 2.09 Diluted: Weighted average units outstanding - basic 140,826 130,494 140,603 130,099 Dilutive effect of LP Unit options and LTIP awards granted 679 659 650 542 Weighted average units outstanding - diluted 141,505 131,153 141,253 130,641 Earnings per unit - diluted $ 0.80 $ 1.07 $ 1.67 $ 2.08

BUSINESS SEGMENTS (Tables)

BUSINESS SEGMENTS (Tables)	6 Months Ended
	Jun. 30, 2017
Segment Reporting [Abstract]
Summary of revenue by each segment	The following table summarizes revenue by each segment for the periods indicated (in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Revenue: Domestic Pipelines & Terminals $ 253,649 $ 249,979 $ 507,161 $ 487,932 Global Marine Terminals 167,856 169,517 332,332 339,581 Merchant Services 400,468 369,408 971,594 759,145 Intersegment (11,772 ) (11,782 ) (31,613 ) (28,942 ) Total revenue $ 810,201 $ 777,122 $ 1,779,474 $ 1,557,716
Summary of revenue for continuing operations by major geographic area	The following table summarizes revenue by major geographic area for the periods indicated (in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Revenue: United States $ 730,905 $ 692,154 $ 1,618,767 $ 1,389,042 International 79,296 84,968 160,707 168,674 Total revenue $ 810,201 $ 777,122 $ 1,779,474 $ 1,557,716
Adjusted EBITDA by segment and Reconciliation of Net Income to Adjusted EBITDA	The following tables present Adjusted EBITDA by segment and on a consolidated basis and a reconciliation of net income, which is the most comparable financial measure under GAAP, to Adjusted EBITDA for the periods indicated (in thousands): Three Months Ended Six Months Ended 2017 2016 2017 2016 Adjusted EBITDA: Domestic Pipelines & Terminals $ 135,387 $ 141,979 $ 274,830 $ 270,460 Global Marine Terminals 131,757 108,382 262,388 215,005 Merchant Services 2,047 6,228 9,482 15,750 Total Adjusted EBITDA $ 269,191 $ 256,589 $ 546,700 $ 501,215 Reconciliation of Net Income to Adjusted EBITDA: Net income $ 116,379 $ 144,499 $ 242,688 $ 279,476 Less: Net income attributable to noncontrolling interests (3,657 ) (4,043 ) (6,390 ) (7,907 ) Net income attributable to Buckeye Partners, L.P. 112,722 140,456 236,298 271,569 Add: Interest and debt expense 56,424 47,834 112,309 95,617 Income tax expense (benefit) 1,039 (27 ) 1,261 588 Depreciation and amortization (1) 64,838 63,322 130,326 124,748 Non-cash unit-based compensation expense 8,902 7,724 17,580 14,059 Acquisition and transition expense (2) 799 48 1,828 170 Hurricane-related costs (3) 613 — 3,016 — Proportionate share of Adjusted EBITDA for the equity method investment in VTTI (4) 28,801 — 57,418 — Less: Amortization of unfavorable storage contracts (5) — (2,768 ) — (5,536 ) Gains on property damage recoveries (6) (4,621 ) — (4,621 ) — Earnings from the equity method investment in VTTI (4) (326 ) — (8,715 ) — Adjusted EBITDA $ 269,191 $ 256,589 $ 546,700 $ 501,215 (1) Includes 100% of the depreciation and amortization expense of $18.5 million and $17.2 million for Buckeye Texas for the three months ended June 30, 2017 and 2016 , respectively, and $36.0 million and $34.0 million for the six months ended June 30, 2017 and 2016 , respectively. (2) Represents transaction, internal and third-party costs related to asset acquisition and integration. (3) Represents operating expenses incurred at our BBH facility as a result of Hurricane Matthew, which occurred in October 2016. (4) Due to the significance of our equity method investment in VTTI, effective January 1, 2017, we applied the definition of Adjusted EBITDA, covered in our description of Adjusted EBITDA, with respect to our proportionate share of VTTI’s Adjusted EBITDA. The calculation of our proportionate share of the reconciling items used to derive Adjusted EBITDA is based upon our 50% equity interest in VTTI, prior to adjustments related to noncontrolling interests in several of its subsidiaries and partnerships, which are immaterial. (5) Represents amortization of negative fair value allocated to certain unfavorable storage contracts acquired in connection with the BBH acquisition. (6) Represents gains on recoveries of property damages caused by third parties, primarily related to an allision with a ship dock at our terminal located in Pennsauken, New Jersey.

SUPPLEMENTAL CASH FLOW INFORM33

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2017
Supplemental Cash Flow Elements [Abstract]
Supplemental cash flows and non-cash transactions	Supplemental cash flows and non-cash transactions were as follows for the periods indicated (in thousands): Six Months Ended 2017 2016 Cash paid for interest (net of capitalized interest) $ 104,541 $ 87,277 Cash paid for income taxes 977 577 Capitalized interest 2,211 2,085

ACQUISITIONS - Narrative (Detai

ACQUISITIONS - Narrative (Details) $ in Thousands, bbl in Millions	1 Months Ended		6 Months Ended
	Jan. 31, 2017USD ($)continentterminalbbl	Aug. 31, 2016USD ($)	Jun. 30, 2017USD ($)	Dec. 31, 2016USD ($)
Business Acquisition [Line Items]
Goodwill			$ 1,004,545	$ 1,004,545
Indianola Pipeline
Business Acquisition [Line Items]
Consideration for business acquisition		$ 26,000
Goodwill		$ 7,758
VTTI Acquisition
Business Acquisition [Line Items]
Percentage of interest acquired	50.00%
Cash consideration	$ 1,150,000
VTTI B.V.
Business Acquisition [Line Items]
Product storage capacity (in bbl) | bbl	57
Number of terminals | terminal	14
Number of continents | continent	5
VTTI B.V.
Business Acquisition [Line Items]
Excess net investment			580,800
Excess fair value of PPE and intangible assets			$ 233,000
Useful life of assets			28 years
Goodwill			$ 347,800

ACQUISITIONS - Purchase Price A

ACQUISITIONS - Purchase Price Allocation to Tangible and Intangible Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016	Aug. 31, 2016
Business Acquisition [Line Items]
Goodwill	$ 1,004,545	$ 1,004,545
Indianola Pipeline
Business Acquisition [Line Items]
Inventories			$ 1,554
Property, plant and equipment			16,713
Goodwill			7,758
Allocated purchase price			$ 26,025

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Environmental Contingencies (Details) - Environmental remediation unrelated to claims and legal proceedings - USD ($) $ in Millions	Jun. 30, 2017	Dec. 31, 2016
Commitments and Contingencies Disclosure
Environmental remediation liabilities	$ 44.8	$ 44.3
Receivables related to environmental remediation expenditures covered by insurance or third party claims	$ 5.9	$ 7.2

INVENTORIES (Details)

INVENTORIES (Details) $ in Thousands, gal in Millions	Jun. 30, 2017USD ($)gal	Dec. 31, 2016USD ($)gal
Inventory Disclosure [Abstract]
Liquid petroleum products	$ 263,238	$ 337,424
Materials and supplies	23,236	19,379
Total inventories	$ 286,474	$ 356,803
Refined petroleum products (in gallons) | gal	181.1	198.2
Percentage of hedged refined petroleum products inventory	92.00%	88.00%

PREPAID AND OTHER CURRENT ASS38

PREPAID AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid insurance	$ 17,326	$ 7,609
Margin deposits	6,127	43,912
Unbilled revenue	2,118	1,615
Prepaid taxes	4,630	7,357
Vendor prepayments	1,165	1,863
Other	11,586	4,180
Total prepaid and other current assets	$ 42,952	$ 66,536

EQUITY INVESTMENTS - Equity Inv

EQUITY INVESTMENTS - Equity Investments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Jan. 31, 2017
Equity investments
Total earnings from equity investments	$ 3,120	$ 2,470	$ 13,478	$ 5,558
VTTI B.V.
Equity investments
Total earnings from equity investments	326	0	8,715	0
Ownership percentage					50.00%
Global Marine Terminals | VTTI B.V.
Equity investments
Total earnings from equity investments	326	0	8,715	0
Domestic Pipelines & Terminals | West Shore Pipe Line Company
Equity investments
Total earnings from equity investments	1,799	1,565	3,141	3,896
Domestic Pipelines & Terminals | Muskegon Pipeline LLC
Equity investments
Total earnings from equity investments	468	419	802	796
Domestic Pipelines & Terminals | Transport4, LLC
Equity investments
Total earnings from equity investments	271	226	444	373
Domestic Pipelines & Terminals | South Portland Terminal LLC
Equity investments
Total earnings from equity investments	$ 256	$ 260	$ 376	$ 493

EQUITY INVESTMENTS - Income Fro

EQUITY INVESTMENTS - Income From Equity Method Investments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Equity Method Investments and Joint Ventures [Abstract]
Representation of investee financial information in the summarized equity method investments (as a percent)			100.00%
INCOME STATEMENT DATA:
Revenue	$ 133,355	$ 20,835	$ 260,039	$ 43,046
Operating income	39,784	10,073	85,429	22,606
Net income	23,821	6,984	53,933	15,323
Net income attributable to investee	$ 15,795	$ 6,984	$ 39,782	$ 15,323

DERIVATIVE INSTRUMENTS AND HE41

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Additional Information (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Dec. 31, 2016USD ($)instrument
Interest Rate Swap Entered Into In Anticipation of Debt Due January 2018
Derivative [Line Items]
Number of instruments entered into | instrument					7
Notional amount					$ 350,000,000
Interest Rate Swap Entered Into In Anticipation of Debt Due November 2018
Derivative [Line Items]
Number of instruments entered into | instrument					11
Notional amount					$ 500,000,000
Settled Forward-Starting Interest Rate Swaps
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			$ (10,500,000)
Interest rate contracts
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			(11,700,000)
Forward-Starting Interest Rate Swaps
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			(1,200,000)
Commodity derivatives
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			4,200,000
6.050% Notes Due January 2018 | Notes Payable
Derivative [Line Items]
Face amount					$ 300,000,000
Interest rate percentage					6.05%
2.650% Notes Due November 2018 | Notes Payable
Derivative [Line Items]
Face amount					$ 400,000,000
Interest rate percentage					2.65%
Cash Flow Hedge
Derivative [Line Items]
Loss recognized in OCI on derivatives	$ 9,216,000	$ 0	6,231,000	$ 0
Cash Flow Hedge | Interest rate contracts
Derivative [Line Items]
Loss recognized in OCI on derivatives	12,173,000	0	10,463,000	0
Cash Flow Hedge | Commodity derivatives
Derivative [Line Items]
Loss recognized in OCI on derivatives	$ (2,957,000)	$ 0	$ (4,232,000)	$ 0

DERIVATIVE INSTRUMENTS AND HE42

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Commodity Derivative Instruments (Details) gal in Thousands	6 Months Ended
	Jun. 30, 2017gal
Derivatives NOT Designated as Hedging Instruments | Physical fixed price derivative contracts | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	14,166
Derivatives NOT Designated as Hedging Instruments | Physical fixed price derivative contracts | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	1,903
Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	34,959
Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	0
Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	6,675
Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	13,566
Derivatives Designated as Hedging Instruments | Cash Flow Hedge | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	9,198
Derivatives Designated as Hedging Instruments | Cash Flow Hedge | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	0
Derivatives Designated as Hedging Instruments | Fair Value Hedge | Futures contracts for refined petroleum products | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	156,072
Derivatives Designated as Hedging Instruments | Fair Value Hedge | Futures contracts for refined petroleum products | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	11,004

DERIVATIVE INSTRUMENTS AND HE43

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Value of Each Classification of Derivative Instrument (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Derivatives, Fair Value
Fair value	$ 57,061	$ 33,808
Netting balance sheet adjustment	0	0
Net Total
Derivatives, Fair Value
Fair value	57,061	33,808
Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	4,915	(13,137)
Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	52,146	46,945
Total current derivative assets
Derivatives, Fair Value
Fair value	26,101	53,285
Netting balance sheet adjustment	(54)	(51,759)
Total current derivative assets | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	4,518	1,499
Netting balance sheet adjustment	(53)	(306)
Total current derivative assets | Physical index derivative contracts
Derivatives, Fair Value
Fair value	331	334
Netting balance sheet adjustment	(1)	(1)
Total current derivative assets | Interest rate derivatives
Derivatives, Fair Value
Fair value	21,252
Netting balance sheet adjustment	0
Total current derivative assets | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		51,452
Netting balance sheet adjustment		(51,452)
Total current derivative assets | Net Total
Derivatives, Fair Value
Fair value	26,047	1,526
Total current derivative assets | Net Total | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	4,465	1,193
Total current derivative assets | Net Total | Physical index derivative contracts
Derivatives, Fair Value
Fair value	330	333
Total current derivative assets | Net Total | Interest rate derivatives
Derivatives, Fair Value
Fair value	21,252
Total current derivative assets | Net Total | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		0
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	4,849	53,264
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	4,518	1,499
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts
Derivatives, Fair Value
Fair value	331	334
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Interest rate derivatives
Derivatives, Fair Value
Fair value	0
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		51,431
Total current derivative assets | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	21,252	21
Total current derivative assets | Derivatives Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	0	0
Total current derivative assets | Derivatives Designated as Hedging Instruments | Physical index derivative contracts
Derivatives, Fair Value
Fair value	0	0
Total current derivative assets | Derivatives Designated as Hedging Instruments | Interest rate derivatives
Derivatives, Fair Value
Fair value	21,252
Total current derivative assets | Derivatives Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		21
Total non-current derivative assets
Derivatives, Fair Value
Fair value	31,132	62,999
Netting balance sheet adjustment	0	(231)
Total non-current derivative assets | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	238	164
Netting balance sheet adjustment	0	(5)
Total non-current derivative assets | Interest rate derivatives
Derivatives, Fair Value
Fair value	30,894	62,609
Netting balance sheet adjustment	0	0
Total non-current derivative assets | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		226
Netting balance sheet adjustment		(226)
Total non-current derivative assets | Net Total
Derivatives, Fair Value
Fair value	31,132	62,768
Total non-current derivative assets | Net Total | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	238	159
Total non-current derivative assets | Net Total | Interest rate derivatives
Derivatives, Fair Value
Fair value	30,894	62,609
Total non-current derivative assets | Net Total | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		0
Total non-current derivative assets | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	238	390
Total non-current derivative assets | Derivatives NOT Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	238	164
Total non-current derivative assets | Derivatives NOT Designated as Hedging Instruments | Interest rate derivatives
Derivatives, Fair Value
Fair value	0	0
Total non-current derivative assets | Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		226
Total non-current derivative assets | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	30,894	62,609
Total non-current derivative assets | Derivatives Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	0	0
Total non-current derivative assets | Derivatives Designated as Hedging Instruments | Interest rate derivatives
Derivatives, Fair Value
Fair value	30,894	62,609
Total non-current derivative assets | Derivatives Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		0
Total current derivative liabilities
Derivatives, Fair Value
Fair value	(172)	(78,031)
Netting balance sheet adjustment	54	51,759
Total current derivative liabilities | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	(170)	(4,517)
Netting balance sheet adjustment	53	306
Total current derivative liabilities | Physical index derivative contracts
Derivatives, Fair Value
Fair value	(2)	(1)
Netting balance sheet adjustment	1	1
Total current derivative liabilities | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(73,513)
Netting balance sheet adjustment		51,452
Total current derivative liabilities | Net Total
Derivatives, Fair Value
Fair value	(118)	(26,272)
Total current derivative liabilities | Net Total | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	(117)	(4,211)
Total current derivative liabilities | Net Total | Physical index derivative contracts
Derivatives, Fair Value
Fair value	(1)	0
Total current derivative liabilities | Net Total | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(22,061)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	(172)	(62,346)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	(170)	(4,517)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts
Derivatives, Fair Value
Fair value	(2)	(1)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(57,828)
Total current derivative liabilities | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	0	(15,685)
Total current derivative liabilities | Derivatives Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value	0	0
Total current derivative liabilities | Derivatives Designated as Hedging Instruments | Physical index derivative contracts
Derivatives, Fair Value
Fair value	$ 0	0
Total current derivative liabilities | Derivatives Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(15,685)
Total non-current derivative liabilities
Derivatives, Fair Value
Fair value		(4,445)
Netting balance sheet adjustment		231
Total non-current derivative liabilities | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value		(61)
Netting balance sheet adjustment		5
Total non-current derivative liabilities | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(4,384)
Netting balance sheet adjustment		226
Total non-current derivative liabilities | Net Total
Derivatives, Fair Value
Fair value		(4,214)
Total non-current derivative liabilities | Net Total | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value		(56)
Total non-current derivative liabilities | Net Total | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(4,158)
Total non-current derivative liabilities | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value		(4,445)
Total non-current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value		(61)
Total non-current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		(4,384)
Total non-current derivative liabilities | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value		0
Total non-current derivative liabilities | Derivatives Designated as Hedging Instruments | Physical fixed price derivative contracts
Derivatives, Fair Value
Fair value		0
Total non-current derivative liabilities | Derivatives Designated as Hedging Instruments | Futures contracts for refined petroleum products
Derivatives, Fair Value
Fair value		$ 0

DERIVATIVE INSTRUMENTS AND HE44

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Gains and Losses on Derivative Instruments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Hedge Ineffectiveness
Ineffectiveness excluding the time value component on fair value hedging instruments:
Net (loss) gain in income	$ (1,075)	$ 3,113	$ 12,151	$ 13,052
Derivatives NOT Designated as Hedging Instruments | Product sales | Physical fixed price derivative contracts
Derivatives NOT designated as hedging instruments:
Gains (losses) on derivative instruments recognized in income	4,465	(5,309)	6,952	(7,564)
Derivatives NOT Designated as Hedging Instruments | Product sales | Physical index derivative contracts
Derivatives NOT designated as hedging instruments:
Gains (losses) on derivative instruments recognized in income	17	15	1	(12)
Derivatives NOT Designated as Hedging Instruments | Cost of product sales | Physical fixed price derivative contracts
Derivatives NOT designated as hedging instruments:
Gains (losses) on derivative instruments recognized in income	(549)	2,371	(82)	7,486
Derivatives NOT Designated as Hedging Instruments | Cost of product sales | Physical index derivative contracts
Derivatives NOT designated as hedging instruments:
Gains (losses) on derivative instruments recognized in income	175	(51)	338	163
Derivatives NOT Designated as Hedging Instruments | Cost of product sales | Futures contracts for refined products
Derivatives NOT designated as hedging instruments:
Gains (losses) on derivative instruments recognized in income	(710)	6,115	(800)	4,633
Derivatives Designated as Hedging Instruments | Cost of product sales | Hedge Ineffectiveness
Ineffectiveness excluding the time value component on fair value hedging instruments:
Fair value hedge ineffectiveness (excluding time value)	(1,671)	(660)	(2,630)	(13)
Time value excluded from hedge assessment	596	3,773	14,781	13,065
Derivatives Designated as Hedging Instruments | Cost of product sales | Futures contracts for refined products
Derivatives designated as fair value hedging instruments:
Futures contracts for refined products	19,274	(28,568)	52,851	(26,955)
Derivatives Designated as Hedging Instruments | Cost of product sales | Physical inventory - hedged items
Derivatives designated as fair value hedging instruments:
Physical inventory - hedged items	$ (20,349)	$ 31,681	$ (40,700)	$ 40,007

DERIVATIVE INSTRUMENTS AND HE45

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Changes in Value Recognized in OCI (Details) - Cash Flow Hedge - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Losses reclassified from AOCI to income
Gain Recognized in OCI on Derivatives	$ (9,216)	$ 0	$ (6,231)	$ 0
(Loss) Gain Reclassified from AOCI to Income (Effective Portion)	(3,037)	(3,037)	(6,075)	(4,809)
Interest rate contracts
Losses reclassified from AOCI to income
Gain Recognized in OCI on Derivatives	(12,173)	0	(10,463)	0
Commodity derivatives
Losses reclassified from AOCI to income
Gain Recognized in OCI on Derivatives	2,957	0	4,232	0
Interest and debt expense | Interest rate contracts
Losses reclassified from AOCI to income
(Loss) Gain Reclassified from AOCI to Income (Effective Portion)	(3,037)	(3,037)	(6,075)	(6,075)
Product sales | Commodity derivatives
Losses reclassified from AOCI to income
(Loss) Gain Reclassified from AOCI to Income (Effective Portion)	$ 0	$ 0	$ 0	$ 1,266

FAIR VALUE MEASUREMENTS - Asset

FAIR VALUE MEASUREMENTS - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Fair value measurements
Fair value	$ 57,061	$ 33,808
Fair Value, Measurements, Recurring | Level 1
Fair value measurements
Fair value	0	(26,219)
Fair Value, Measurements, Recurring | Level 1 | Physical fixed price derivative contracts
Fair value measurements
Financial assets	0	0
Financial liabilities	0	0
Fair Value, Measurements, Recurring | Level 1 | Physical index derivative contracts
Fair value measurements
Financial assets	0	0
Financial liabilities	0	0
Fair Value, Measurements, Recurring | Level 1 | Futures contracts for refined petroleum products
Fair value measurements
Financial liabilities	0	(26,219)
Fair Value, Measurements, Recurring | Level 1 | Interest rate derivatives
Fair value measurements
Financial assets	0	0
Fair Value, Measurements, Recurring | Level 2
Fair value measurements
Fair value	57,061	60,027
Fair Value, Measurements, Recurring | Level 2 | Physical fixed price derivative contracts
Fair value measurements
Financial assets	4,756	1,352
Financial liabilities	(170)	(4,267)
Fair Value, Measurements, Recurring | Level 2 | Physical index derivative contracts
Fair value measurements
Financial assets	331	333
Financial liabilities	(2)	0
Fair Value, Measurements, Recurring | Level 2 | Futures contracts for refined petroleum products
Fair value measurements
Financial liabilities	0	0
Fair Value, Measurements, Recurring | Level 2 | Interest rate derivatives
Fair value measurements
Financial assets	$ 52,146	$ 62,609

FAIR VALUE MEASUREMENTS - Carry

FAIR VALUE MEASUREMENTS - Carrying Value and Fair Value of Debt (Details) - Level 2 - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Carrying Amount
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	$ 4,807,203	$ 4,217,695
Carrying Amount | Fixed-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	3,970,383	3,967,695
Carrying Amount | Variable-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	836,820	250,000
Fair Value
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	4,983,017	4,333,488
Fair Value | Fixed-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	4,145,757	4,083,488
Fair Value | Variable-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	$ 837,260	$ 250,000

UNIT-BASED COMPENSATION PLANS -

UNIT-BASED COMPENSATION PLANS - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016	Dec. 31, 2015
LTIP and Option Plan
Share-based Compensation Arrangement by Share-based Payment Award
Compensation expense	$ 9	$ 7.7	$ 17.7	$ 14.1
Long Term Incentive Plan 2013
Share-based Compensation Arrangement by Share-based Payment Award
LP Units, available for issuance (in shares)	2,645,369		2,645,369
Awards granted (in shares)			540,000
Long Term Incentive Plan 2013 | Phantom Stock Units | Employee
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			311,205
Long Term Incentive Plan 2013 | Phantom Stock Units | Independent directors
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			18,000
Long Term Incentive Plan 2013 | Performance Shares | Employee
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			211,144
Long Term Incentive Plan 2009, Deferral Plan
Share-based Compensation Arrangement by Share-based Payment Award
Compensation awards deferred					$ 4.4	$ 3.1
Long Term Incentive Plan 2009, Deferral Plan | Phantom Stock Units
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			145,138		139,526

UNIT-BASED COMPENSATION PLANS49

UNIT-BASED COMPENSATION PLANS - LTIP Activity for the Period (Details) - Long Term Incentive Plan 2013 $ / shares in Units, shares in Thousands, $ in Millions	6 Months Ended
	Jun. 30, 2017USD ($)$ / sharesshares
Number of LP Units
Beginning Balance (in shares) | shares	1,296
Granted (in shares) | shares	540
Performance adjustment (in shares) | shares	32
Vested (in shares) | shares	(324)
Forfeited (in shares) | shares	(28)
Ending Balance (in shares) | shares	1,516
Weighted Average Grant Date Fair Value per LP Unit
Beginning Balance (in dollars per share) | $ / shares	$ 63.54
Granted (in dollars per share) | $ / shares	70.08
Performance adjustment (in dollars per share) | $ / shares	71.50
Vested (in dollars per share) | $ / shares	70.09
Forfeited (in dollars per share) | $ / shares	64.45
Ending Balance (in dollars per share) | $ / shares	$ 64.61
Additional disclosures
Compensation expense expected to be recognized | $	$ 48.3
Unrecognized compensation cost, weighted average period of recognition	1 year 11 months 23 days

UNIT-BASED COMPENSATION PLANS50

UNIT-BASED COMPENSATION PLANS - Summary of Changes in the Options Outstanding Under the Option Plan (Details) - Option Plan - Limited Partners - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Number of LP Units
Beginning Balance (in units)	10
Exercised (in units)	(10)
Ending Balance (in units)	0		10
Exercisable (in units)	0
Weighted Average Strike Price per LP Unit
Beginning Balance (in dollars per share)	$ 50.36
Exercised (in dollars per share)	0
Ending Balance (in dollars per share)	0		$ 50.36
Exercisable (in dollars per share)	$ 0
Weighted Average Remaining Contractual Term (in years)
Outstanding	0 years		1 month 6 days
Exercisable	0 years
Aggregate Intrinsic Value
Outstanding	$ 0		$ 151
Exercisable	0
Additional disclosures
Total intrinsic value of options exercised	$ 200	$ 100

PARTNERS' CAPITAL AND DISTRIB51

PARTNERS' CAPITAL AND DISTRIBUTIONS - Narrative (Details) - Equity Distribution Agreements - USD ($) shares in Thousands	1 Months Ended	6 Months Ended
	Mar. 31, 2016	Jun. 30, 2017
Partner's capital and distributions
LP Units authorized to sell (in shares)	$ 500,000,000
Proceeds from issuance of units		$ 48,400,000
Compensation fees paid		$ 500,000
Limited Partners
Partner's capital and distributions
Public offering, LP units issued (in shares)		742

PARTNERS' CAPITAL AND DISTRIB52

PARTNERS' CAPITAL AND DISTRIBUTIONS - Summary of Changes in Outstanding Units (Details) - Limited Partner shares in Thousands	6 Months Ended
	Jun. 30, 2017shares
Summary of Changes in Outstanding Units for the Period
Beginning Balance (in shares)	140,264
Ending Balance (in shares)	141,221
Equity Distribution Agreements
Summary of Changes in Outstanding Units for the Period
Issuance of units through Equity Distribution Agreements (in shares)	742
Option Plan
Summary of Changes in Outstanding Units for the Period
LP Units issued (in shares)	10
Long Term Incentive Plan 2013
Summary of Changes in Outstanding Units for the Period
LP Units issued (in shares)	205

PARTNERS' CAPITAL AND DISTRIB53

PARTNERS' CAPITAL AND DISTRIBUTIONS - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands	Aug. 21, 2017	Aug. 04, 2017	Jun. 30, 2017	Jun. 30, 2016
Distributions to unitholders
Actual cash distributions			$ 350,260	$ 310,634
Limited Partners
Distributions to unitholders
Actual cash distributions			$ 351,700	$ 312,200
Distribution per LP unit (in dollars per share)			$ 2.4875	$ 2.3875
Limited Partners | Forecast
Distributions to unitholders
Actual cash distributions	$ 179,400
Limited Partners | Subsequent event
Distributions to unitholders
Cash distributions declared (in dollars per share)		$ 1.2625

EARNINGS PER UNIT (Details)

EARNINGS PER UNIT (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Earnings Per Share [Abstract]
Net income attributable to Buckeye Partners, L.P.	$ 112,722	$ 140,456	$ 236,298	$ 271,569
Basic:
Weighted average units outstanding - basic (in shares)	140,826	130,494	140,603	130,099
Earnings per unit - basic (in dollars per share)	$ 0.80	$ 1.08	$ 1.68	$ 2.09
Diluted:
Weighted average units outstanding - basic (in shares)	140,826	130,494	140,603	130,099
Dilutive effect of LP Unit options and LTIP awards granted (in shares)	679	659	650	542
Weighted average units outstanding - diluted (in shares)	141,505	131,153	141,253	130,641
Earnings per unit - diluted (in dollars per share)	$ 0.80	$ 1.07	$ 1.67	$ 2.08

BUSINESS SEGMENTS - Narrative (

BUSINESS SEGMENTS - Narrative (Details) $ in Thousands, bbl in Millions	1 Months Ended	3 Months Ended		6 Months Ended
	Jan. 31, 2017continentterminalbbl	Jun. 30, 2017USD ($)propane_storage	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)terminalsegmentpropane_storage	Jun. 30, 2016USD ($)
Segment information
Number of business segments | segment				3
Depreciation and amortization | $		$ 64,838	$ 63,322	$ 130,326	$ 124,748
Domestic Pipelines & Terminals
Segment information
Number of terminals operated				3
Global Marine Terminals
Segment information
Number of terminals owned				7
Merchant Services
Segment information
Number of terminals owned				3
Indiana and Illinois | Domestic Pipelines & Terminals
Segment information
Number of underground propane storage caverns | propane_storage		2		2
VTTI B.V.
Segment information
Product storage capacity (in bbl) | bbl	57
Number of terminals	14
Number of continents | continent	5
Buckeye Texas Partners LLC
Segment information
Ownership percentage		100.00%		100.00%
Depreciation and amortization | $		$ 18,500	$ 17,200	$ 36,000	$ 34,000
VTTI B.V.
Segment information
Ownership percentage	50.00%

BUSINESS SEGMENTS - Revenue by

BUSINESS SEGMENTS - Revenue by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue:
Total revenue	$ 810,201	$ 777,122	$ 1,779,474	$ 1,557,716
United States
Revenue:
Total revenue	730,905	692,154	1,618,767	1,389,042
International
Revenue:
Total revenue	79,296	84,968	160,707	168,674
Operating Segments | Domestic Pipelines & Terminals
Revenue:
Total revenue	253,649	249,979	507,161	487,932
Operating Segments | Global Marine Terminals
Revenue:
Total revenue	167,856	169,517	332,332	339,581
Operating Segments | Merchant Services
Revenue:
Total revenue	400,468	369,408	971,594	759,145
Intersegment
Revenue:
Total revenue	$ (11,772)	$ (11,782)	$ (31,613)	$ (28,942)

BUSINESS SEGMENTS - Adjusted EB

BUSINESS SEGMENTS - Adjusted EBITDA from Continuing Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Segment information
Adjusted EBITDA	$ 269,191	$ 256,589	$ 546,700	$ 501,215
Reconciliation of Net Income to Adjusted EBITDA:
Net income	116,379	144,499	242,688	279,476
Less: Net income attributable to noncontrolling interests	(3,657)	(4,043)	(6,390)	(7,907)
Net income attributable to Buckeye Partners, L.P.	112,722	140,456	236,298	271,569
Add: Interest and debt expense	56,424	47,834	112,309	95,617
Income tax expense (benefit)	1,039	(27)	1,261	588
Depreciation and amortization	64,838	63,322	130,326	124,748
Non-cash unit-based compensation expense	8,902	7,724	17,580	14,059
Acquisition and transition expense	799	48	1,828	170
Hurricane-related costs	613	0	3,016	0
Proportionate share of Adjusted EBITDA for the equity-method investment in VTTI	28,801	0	57,418	0
Less: Amortization of unfavorable storage contracts	0	(2,768)	0	(5,536)
Gains on property damage recoveries	(4,621)	0	(4,621)	0
Earnings from the equity-method investment in VTTI	(3,120)	(2,470)	(13,478)	(5,558)
Adjusted EBITDA	269,191	256,589	546,700	501,215
Domestic Pipelines & Terminals
Segment information
Adjusted EBITDA	135,387	141,979	274,830	270,460
Reconciliation of Net Income to Adjusted EBITDA:
Adjusted EBITDA	135,387	141,979	274,830	270,460
Global Marine Terminals
Segment information
Adjusted EBITDA	131,757	108,382	262,388	215,005
Reconciliation of Net Income to Adjusted EBITDA:
Adjusted EBITDA	131,757	108,382	262,388	215,005
Merchant Services
Segment information
Adjusted EBITDA	2,047	6,228	9,482	15,750
Reconciliation of Net Income to Adjusted EBITDA:
Adjusted EBITDA	2,047	6,228	9,482	15,750
VTTI B.V.
Reconciliation of Net Income to Adjusted EBITDA:
Earnings from the equity-method investment in VTTI	(326)	0	(8,715)	0
VTTI B.V. | Global Marine Terminals
Reconciliation of Net Income to Adjusted EBITDA:
Earnings from the equity-method investment in VTTI	$ (326)	$ 0	$ (8,715)	$ 0

SUPPLEMENTAL CASH FLOW INFORM58

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Supplemental Cash Flow Elements [Abstract]
Cash paid for interest (net of capitalized interest)	$ 104,541	$ 87,277
Cash paid for income taxes	977	577
Capitalized interest	2,211	2,085
Capital expenditures incurred but not yet paid	$ 48,400	$ 79,500

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($)	1 Months Ended
	Jul. 31, 2017	Jun. 30, 2017
Revolving Credit Facility | Line of Credit
Subsequent events.
Amount of maximum borrowing capacity		$ 1,500,000,000
5.125% Notes | Subsequent event
Subsequent events.
Principal amount repaid	$ 125,000,000
Accrued interest amount repaid	$ 3,200,000
5.125% Notes | Revolving Credit Facility | Line of Credit | Subsequent event
Subsequent events.
Interest rate percentage	5.125%