Buckeye Partners (BPL) 10-Q 3 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Jul. 27, 2018
Entity Information [Line Items]
Entity Registrant Name	BUCKEYE PARTNERS, L.P.
Entity Central Index Key	805,022
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q2
Class C Units
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		6,439,316
Limited Partner Units
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		146,944,898

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenue:
Total revenue from contracts with customers	$ 783,196	$ 670,461	$ 1,763,458	$ 1,464,976
Total revenue	940,839	810,201	2,123,944	1,779,474
Costs and expenses:
Cost of product sales	552,399	392,578	1,337,726	940,628
Operating expenses	156,505	162,107	311,373	323,529
Depreciation and amortization	66,569	64,838	130,707	130,326
General and administrative	21,792	24,346	45,081	46,083
Other, net	(2,123)	(4,422)	(16,153)	(4,422)
Total costs and expenses	795,142	639,447	1,808,734	1,436,144
Operating income	145,697	170,754	315,210	343,330
Other income (expense):
Earnings from equity investments	8,265	3,120	15,754	13,478
Interest and debt expense	(59,566)	(56,424)	(118,671)	(112,309)
Other expense	(297)	(32)	(612)	(550)
Total other expense, net	(51,598)	(53,336)	(103,529)	(99,381)
Income before taxes	94,099	117,418	211,681	243,949
Income tax expense	(782)	(1,039)	(1,272)	(1,261)
Net income	93,317	116,379	210,409	242,688
Less: Net income attributable to noncontrolling interests	(1,413)	(3,657)	(6,132)	(6,390)
Net income attributable to Buckeye Partners, L.P.	$ 91,904	$ 112,722	$ 204,277	$ 236,298
Earnings per unit attributable to Buckeye Partners, L.P.:
Basic (in dollars per share)	$ 0.59	$ 0.80	$ 1.34	$ 1.68
Diluted (in dollars per share)	$ 0.59	$ 0.80	$ 1.33	$ 1.67
Weighted average units outstanding:
Basic (in shares)	153,258	140,826	151,093	140,603
Diluted (in shares)	153,989	141,505	151,770	141,253
Product sales
Revenue:
Total revenue from contracts with customers	$ 556,850	$ 399,805	$ 1,349,037	$ 965,225
Transportation, storage and other services
Revenue:
Total revenue from contracts with customers	$ 383,989	$ 410,396	$ 774,907	$ 814,249

CONDENSED CONSOLIDATED STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Statement of Comprehensive Income [Abstract]
Net income	$ 93,317	$ 116,379	$ 210,409	$ 242,688
Other comprehensive income:
Unrealized gains (losses) on derivative instruments, net	8,936	(9,216)	23,074	(6,231)
Reclassification of derivative losses to net income, net	2,295	3,037	4,632	6,075
Changes in benefit plan assets and benefit obligations	(18)	(161)	0	16
Other comprehensive (loss) income from equity method investments	(21,720)	24,855	(7,757)	27,746
Total other comprehensive (loss) income	(10,507)	18,515	19,949	27,606
Comprehensive income	82,810	134,894	230,358	270,294
Less: Comprehensive income attributable to noncontrolling interests	(1,413)	(3,657)	(6,132)	(6,390)
Comprehensive income attributable to Buckeye Partners, L.P.	$ 81,397	$ 131,237	$ 224,226	$ 263,904

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 1,657	$ 2,180
Accounts Receivable, net	218,723	270,648
Construction and pipeline relocation receivables	11,529	11,047
Inventories	155,923	301,425
Derivative assets	53,547	34,959
Prepaid and other current assets	65,604	36,339
Total current assets	506,983	656,598
Property, plant and equipment	8,177,763	7,928,240
Less: Accumulated depreciation	(1,288,328)	(1,192,448)
Property, plant and equipment, net	6,889,435	6,735,792
Equity investments	1,482,081	1,494,412
Goodwill	1,007,355	1,007,313
Intangible assets	615,086	615,086
Less: Accumulated amortization	(288,629)	(256,025)
Intangible assets, net	326,457	359,061
Other non-current assets	38,635	51,483
Total assets	10,250,946	10,304,659
Current liabilities:
Line of credit	171,006	252,204
Accounts payable	86,326	160,777
Derivative liabilities	2,854	7,172
Accrued and other current liabilities	242,755	265,207
Total current liabilities	502,941	685,360
Long-term debt	4,877,890	4,658,321
Other non-current liabilities	90,526	92,656
Total liabilities	5,471,357	5,436,337
Commitments and contingent liabilities (Note 4)	0	0
Buckeye Partners, L.P. capital:
Accumulated other comprehensive income	48,580	28,631
Total Buckeye Partners, L.P. capital	4,768,340	4,590,937
Noncontrolling interests	11,249	277,385
Total partners’ capital	4,779,589	4,868,322
Total liabilities and partners’ capital	10,250,946	10,304,659
Limited Partner Units
Buckeye Partners, L.P. capital:
Units outstanding	4,441,505	4,562,306
Class C Units
Buckeye Partners, L.P. capital:
Units outstanding	$ 278,255	$ 0

CONDENSED CONSOLIDATED BALANCE5

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Jun. 30, 2018	Dec. 31, 2017
Limited Partner Units
Limited Partners, units outstanding	146,944,570	146,677,459
Class C Units
Limited Partners, units outstanding	6,439,316	0

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities:
Net income	$ 210,409	$ 242,688
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	130,707	130,326
Amortization of debt issuance costs, discounts and terminated interest rate swaps	7,828	8,722
Non-cash unit-based compensation expense	16,772	17,665
Gain on asset impairments, disposals and recoveries, net	(15,655)	(4,621)
Changes in fair value of derivatives, net	190	(29,484)
Earnings from equity investments	(15,754)	(13,478)
Distributions of earnings from equity investments	15,613	17,700
Other non-cash items	1,785	1,105
Change in assets and liabilities, net of amounts related to acquisitions:
Accounts receivable, net	49,409	38,281
Construction and pipeline relocation receivables	(482)	(2,762)
Inventories	145,516	70,329
Prepaid and other current assets	(29,275)	16,557
Accounts payable	(79,125)	(45,361)
Accrued and other current liabilities	(24,036)	(8,164)
Other non-current assets and liabilities	17,239	(3,282)
Net cash provided by operating activities	431,141	436,221
Cash flows from investing activities:
Capital expenditures	(250,035)	(202,961)
Acquisition of and contribution to equity investments	(28,361)	(1,150,000)
Distributions from equity investments in excess of earnings	32,928	7,402
Acquisition working capital settlement	883	0
Proceeds from property disposals and recoveries	9,388	5,049
Net cash used in investing activities	(235,197)	(1,340,510)
Cash flows from financing activities:
Net proceeds from issuance of Units and exercise of Unit options	262,042	48,921
Payment of tax withholding on vesting of LTIP awards	(6,728)	(8,305)
Net proceeds from issuance of long-term debt	394,936	0
Repayment of long-term debt	(300,000)	0
Borrowings under the BPL Credit Facility	1,294,180	865,890
Repayments under the BPL Credit Facility	(1,172,340)	(505,890)
Net (repayments) borrowings under the BMSC Credit Facility	(81,198)	227,260
Acquisition of noncontrolling interest	(210,000)	0
Contributions from noncontrolling interests	7,400	5,600
Distributions to noncontrolling interests	(12,602)	(16,892)
Distributions to LP unitholders	(372,157)	(350,260)
Net cash (used in) provided by financing activities	(196,467)	266,324
Net decrease in cash and cash equivalents	(523)	(637,965)
Cash and cash equivalents — Beginning of period	2,180	640,340
Cash and cash equivalents — End of period	$ 1,657	$ 2,375

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL - USD ($) $ in Thousands	Total	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests	Limited Partners	Class C UnitsLimited Partners
Beginning balance at Dec. 31, 2016	$ 4,698,423	$ (25,593)	$ 286,700	$ 4,437,316	$ 0
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 units	48,440			48,440
Amortization of unit-based compensation awards	17,665			17,665
Payment of tax withholding on vesting of LTIP awards	(8,305)			(8,305)
Net proceeds from exercise of Unit options	481			481
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	0
Beginning balance at Dec. 31, 2017	4,868,322	28,631	277,385	4,562,306
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	210,409		6,132	198,923	5,354
Acquisition of noncontrolling interest	(210,000)		(267,006)	54,660	(2,346)
Distributions paid to unitholders	(372,157)		1,372	(373,529)
In-kind distribution to unitholders				(8,469)	8,469
Net proceeds from issuance of units	262,086				262,086
Amortization of unit-based compensation awards	16,772			16,772
Payment of tax withholding on vesting of LTIP awards	(6,728)			(6,728)
Distributions paid to noncontrolling interests	(14,034)		(14,034)
Contributions from noncontrolling interests	7,400		7,400
Other comprehensive income	19,949	19,949
Accrual of distribution equivalent rights	(2,386)			(2,386)
Other	(44)			(44)
Ending balance at Jun. 30, 2018	$ 4,779,589	$ 48,580	$ 11,249	$ 4,441,505	$ 278,255

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2018
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 partner units representing limited partnership interests (“LP Units”) are listed on the New York Stock Exchange 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, ” the “ Partnership ” and “ Buckeye ” mean Buckeye Partners, L.P. and, where the context requires, include our subsidiaries. We own and operate, or own a significant interest in, a diversified global 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, with approximately 6,000 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. Our global terminal network, including through our interest in VTTI B.V. (“VTTI”), comprises more than 135 liquid petroleum products terminals with aggregate tank capacity of over 176 million barrels 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 as well as in the Caribbean, Northwest Europe, the Middle East and Southeast Asia. Our global 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. Through our 50% equity interest in VTTI, our global terminal network offers premier storage and marine terminalling services for petroleum product logistics in key international energy hubs. We are also a wholesale distributor of refined petroleum products in certain 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 (“SEC”). 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. Intercompany transactions are eliminated in consolidation. The preparation of consolidated financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses during the reporting period and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates and assumptions about future events and their effects cannot be made with certainty. Estimates may change as new events occur, when additional information becomes available and if our operating environment changes. Actual results could differ from our estimates. 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, 2017 . Recently Adopted Accounting Guidance Revenue from Contracts with Customers. Effective January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), applying the modified retrospective transition method, which required us to apply the new standard to (i) all new revenue contracts entered into after January 1, 2018, and (ii) revenue contracts which were not completed as of January 1, 2018. ASC 606 replaces existing revenue recognition requirements in GAAP and requires entities to recognize revenue at an amount that reflects the consideration to which we expect to be entitled in exchange for transferring goods or services to a customer. ASC 606 also requires certain disclosures regarding qualitative and quantitative information regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not result in a transition adjustment nor did it have a material impact on the timing or amount of our revenue recognition. Please see Note 2 for additional information. Recognition and Measurement of Financial Assets and Liabilities . Effective January 1, 2018, we adopted Accounting Standards Update (“ASU”) 2016-01, and it will be applied prospectively. This ASU issued a new standard related to certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most prominent among the changes in this standard is the requirement for changes in the fair value of marketable equity investments, with certain exceptions, to be recognized through net income rather than other comprehensive income (“OCI”). Under the standard, marketable equity investments that do not have a readily determinable fair value are eligible for the measurement alternative. Using the measurement alternative, investments without readily determinable fair values will be valued at cost, with adjustments to fair value for changes in price or impairments reflected through net income. The adoption of this guidance did not have an impact on our unaudited condensed consolidated financial statements. Classification of Certain Cash Receipts and Cash Payments . Effective January 1, 2018, we adopted ASU 2016-15, applying the retrospective transition method. This ASU requires changes in the presentation of certain items, including but not limited to debt prepayment or debt extinguishment costs; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies and distributions received from equity method investees. The adoption of this guidance did not have a material impact on our unaudited condensed consolidated financial statements. Business Combinations . Effective January 1, 2018, we adopted ASU 2017-01, and it will be applied prospectively to future business combinations. This ASU clarifies the definition of a business in order to assist entities with evaluating whether transactions should be accounted for as acquisitions/disposals of assets or businesses. The guidance provides a screen to help entities determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set of assets is not a business. If the threshold of the screen is not met, the guidance further clarifies that the set of assets is not a business unless it includes an input and a substantive process that together significantly contribute to the ability to create output. Retirement Benefits . Effective January 1, 2018, we adopted ASU 2017-07, which improves the presentation of net periodic pension and postretirement benefit costs. The interest cost, expected return on plan assets, actuarial loss due to settlements, and the amortization of unrecognized loss have been reclassified from operating expenses to other expense, applying the retrospective transition method. We elected to apply the practical expedient which allows us to reclassify amounts disclosed previously in the retirement benefits note as the basis for applying retrospective presentation for comparative periods as it is impracticable to determine the disaggregation of the cost components for amounts capitalized and amortized in those periods. On a prospective basis, the components of net periodic benefit costs discussed above will not be included in amounts capitalized in property, plant, and equipment. The adoption of this guidance did not have a material impact on our unaudited condensed consolidated financial statements. In connection with the adoption of ASU 2017-07, using the retrospective transition method, we reclassified $0.2 million and $0.7 million of expenses related to our Retirement Income Guarantee Plan and unfunded post-retirement benefit plan, originally included in operating expenses for the three and six months ended June 30, 2017 , respectively, to other expense. Such reclassifications had no impact on net income. Modifications to Share-Based Payment Awards . Effective January 1, 2018, we adopted ASU 2017-09, and it will be applied prospectively to future modifications of our unit-based awards, if any. This guidance clarifies when changes in the terms or conditions of share-based payment awards must be accounted for as modifications under existing guidance. 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. Tax Cuts and Jobs Act . In December 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was passed into law. The Tax Act makes changes to the U.S. tax code including, but not limited to (i) reducing the U.S. federal corporate income tax rate from a top rate of 35% to 21% effective January 1, 2018, (ii) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that may electively be paid over eight years, and (iii) accelerated first-year expensing of certain capital expenditures. Shortly after the Tax Act was enacted, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”) which provides guidance on accounting for the Tax Act’s impact. SAB 118 provides a measurement period, which in no case should extend beyond one year from the Tax Act enactment date, during which an entity acting in good faith may complete the accounting for the impacts of the Tax Act under ASC Topic 740. In accordance with SAB 118, the entity must reflect the income tax effects of the Tax Act in the reporting period in which the accounting under ASC Topic 740 is complete. With the exception of federal and state income taxes from Buckeye Development & Logistics I LLC (“BDL”), the Partnership’s federal and certain state income taxes are the responsibility of the partners and are not reflected in these consolidated financial statements. Accordingly, the Tax Act did not have a material impact on our unaudited condensed consolidated financial statements or on our disclosures. We continue to evaluate certain aspects of the Tax Act and have recorded certain adjustments to our deferred taxes. Recent Accounting Guidance Not Yet Adopted Improvements to Nonemployee Share-Based Payment Accounting. In May 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-07 which conformed the current nonemployee share-based accounting with employee share-based accounting. The new standard is effective as of January 1, 2019, and early adoption is permitted. We expect to adopt this standard on January 1, 2019. We do not believe our adoption of this guidance will have a material impact on our consolidated financial statements or on our disclosures. Derivatives and Hedging . In August 2017, the FASB issued ASU 2017-12 which amends and simplifies existing guidance in order to improve the financial reporting of hedging relationships to better align risk management activities in financial statements and make targeted improvements to simplify the application of current guidance related to the assessment of hedge effectiveness. The amendments are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early application permitted. The new guidance requires prospective application, with a cumulative effect adjustment to the beginning balance of partners’ capital for existing hedging relationships. We expect to adopt this standard on January 1, 2019. We are currently evaluating the impact the adoption of this guidance will have on our consolidated financial statements. Goodwill Impairment. In January 2017, the FASB issued ASU 2017-04 simplifying the test for goodwill impairment. The guidance eliminates Step 2 from the goodwill impairment test, which required entities to calculate the implied fair value of a reporting unit’s goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Under the new guidance, entities will recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value. The guidance must be applied using a prospective approach and is effective for interim and annual goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. We expect to adopt this standard on January 1, 2020. We do not believe our adoption of this guidance will have a material impact on our consolidated financial statements or on our disclosures. Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued ASU 2016-13 which replaces the current incurred loss impairment method with a method that reflects expected credit losses on financial instruments. The new standard is effective as of January 1, 2020, and early adoption is permitted as of January 1, 2019. We expect to adopt this standard on January 1, 2020. We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. Leases . In February 2016, the FASB issued ASU 2016-02 requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for leases with lease terms greater than twelve months. This update also requires enhanced disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. The guidance must be applied using a modified retrospective approach. Our project team continues to (i) evaluate the provisions of the standard; (ii) assess and implement changes to business processes and controls; and (iii) evaluate the impact the adoption of this guidance will have on our consolidated financial statements, including our disclosures. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2018 and interim periods within those annual periods, with early adoption permitted. We expect to adopt this guidance on January 1, 2019.

REVENUE FROM CONTRACTS WITH CUS

REVENUE FROM CONTRACTS WITH CUSTOMERS	6 Months Ended
	Jun. 30, 2018
Revenue from Contract with Customer [Abstract]
REVENUE FROM CONTRACTS WITH CUSTOMERS	2. REVENUE FROM CONTRACTS WITH CUSTOMERS The majority of our service-based revenue is derived from fee-based transportation, terminalling, and storage services that we provide to our customers. We also generate revenue from the marketing and sale of petroleum products. We recognize revenues from customer fees for services rendered or by selling petroleum products. Under ASC 606, we recognize revenue over time or at a point in time, depending on the nature of the performance obligations contained in the respective contract with our customer. A performance obligation is a promise in a contract to transfer goods or services to the customer. The contract transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. In certain situations, we recognize revenue pursuant to guidance in the Accounting Standards Codification other than ASC 606. These situations primarily relate to leases and derivatives. The adoption of ASC 606 did not have a material impact on the timing or amount of our revenue recognition. The following is an overview of our significant revenue streams, including a description of the respective performance obligation and related method of revenue recognition. Pipeline Transportation Revenue from pipeline operations is comprised of tariffs and fees associated with the transportation of liquid petroleum products generally at published tariffs, and in certain instances, revenue from committed capacity contracts at negotiated rates. Tariff revenue is recognized either at the point of delivery or at the point of receipt, pursuant to specifications outlined in the respective tariffs. Revenue associated with capacity reservation is recognized ratably over the respective term, regardless of whether the capacity is actually utilized. Our tariffs generally include product loss allowance factors intended to, among other things, compensate for losses due to evaporation, measurement tolerances, and other product losses in transit. We value the difference of allowance volumes to actual losses at the estimated net realizable value in the period the variance occurred, and the result is recorded as an adjustment to pipeline transportation revenue. The majority of our contracts have a single performance obligation to provide pipeline transportation service, and the performance obligation is primarily satisfied over time as transportation services are provided, whereby progress is generally measured based on the volume of product transported. Our services are typically billed on a weekly basis and we generally do not offer extended payment terms. In addition, we have certain agreements that require counterparties to throughput a minimum volume over an agreed-upon period. Revenue pursuant to such agreements is recognized at the earlier of when the volume is throughput or proportionally if we determine the customer is not expected to meet its commitment. Terminalling and Storage Services Revenue from storage and terminalling operations is recognized as services are performed. Storage and terminalling revenue includes storage fees, which are generated as we provide storage capacity, and terminalling or throughput fees, which are generated when we receive and redeliver liquid petroleum products from and to pipelines, sea-going vessels, trucks, or rail-cars. We generate revenue through a combination of month-to-month and multi-year storage capacity and terminalling service arrangements. The majority of our contracts have a single performance obligation to provide storage and terminalling services that is primarily satisfied over time as these services are provided. Storage fees for contract capacity are typically recognized in revenue ratably over the term of the contract, regardless of the amount of the contracted storage capacity utilized by the customer. Terminalling fees, as applicable, are recognized as the liquid petroleum product is delivered to a connecting carrier or to a customer’s designated mode of transport, which could include a pipeline, truck, marine vessel, or rail-car or, in certain situations, as product is received, based on the volume of product handled. As discussed above with respect to transportation services, progress in performing terminalling services is generally measured based upon the volume of product handled. Certain of our terminalling and storage services arrangements include product loss allowance provisions intended to, among other things, compensate for losses due to evaporation, measurement tolerances, and other product recoveries and losses. We value the difference of allowance volumes to actual losses at the estimated net realizable value in the period the variance occurred, and the result is recorded as an adjustment to terminalling and storage services revenue. We have certain contracts containing tiered pricing or volume based discounts, which are recognized in revenue as a purchase option to acquire additional services in the period the services are performed. In addition, we have certain agreements that require counterparties to throughput a minimum volume over an agreed-upon period. Revenue pursuant to such agreements is recognized at the earlier of when the volume is throughput or proportionally if we determine the customer is not expected to meet its commitment. Revenue from other ancillary services is recognized as services are rendered. Our services are typically billed on a monthly basis and we generally do not offer extended payment terms. Merchant Services Revenue from the sale of petroleum products, which are sold on a wholesale basis, is recognized at the time title to the product sold transfers to the purchaser, which generally occurs upon delivery of the product to the purchaser or its designee. Our contracts contain a single performance obligation to sell a particular petroleum product, which is generally satisfied as quantities are delivered to our customer. Our commodity sales are typically billed at the time product is delivered and we generally do not offer extended payment terms. Operation and Construction Services Revenue from contract operation and construction services for facilities and pipelines not directly owned by us is recognized as the services are performed. Contract and construction services revenue typically includes costs to be reimbursed by the customer plus an operator fee. Our contracts have a single performance obligation to provide operation and construction services, which is satisfied over time as services are provided. Revenue is generally recognized utilizing costs incurred to measure our progress in fulfilling our performance obligation. Our services are typically billed on a monthly basis and we generally do not offer extended payment terms. Contract Balances Contract assets primarily relate to our rights to consideration for completed performance obligations that are not billable at the reporting date. We recognize contract assets in situations where revenue recognition occurs prior to billing the customer based on our rights under the contract. Contract assets are transferred to accounts receivable when the rights become unconditional, which is generally upon billing. Contract liabilities primarily relate to consideration received from customers in advance of completing the performance obligation. We recognize contract liabilities under these arrangements as revenue once all contingencies or potential performance obligations have either been satisfied by the (i) transportation of volumes, (ii) performance of terminalling and storage services, or (iii) expiration of the customer’s rights under the contract. We also recognize contract liabilities in revenue to the extent it is determined that an amount of volume associated with a minimum volume commitment payment will not be shipped by the customer in a future period. The following table provides information about receivables from contracts with customers, contract assets and contract liabilities from contracts with customers (in thousands): June 30, December 31, 2017 Receivables from contracts with customers $ 199,330 $ 245,280 Contract assets 25,881 13,999 Contract liabilities (27,376 ) (15,778 ) During the three and six months ended June 30, 2018 , we reclassified approximately $0.1 million and $13.8 million , respectively, of contract assets at the beginning of the period to receivables as a result of the rights to the consideration becoming unconditional and billable. Revenue recognized during the three and six months ended June 30, 2018 from amounts included in contract liabilities at the beginning of the period was approximately $1.0 million and $6.6 million , respectively. The following table includes estimated revenue associated with contractual commitments in place, which are expected to be recognized in revenue in the specified period related to future performance obligations as of the end of the reporting period (in thousands): Estimated Revenue (1) Remainder of 2018 $ 213,494 2019 272,107 2020 185,453 2021 113,456 Thereafter 230,468 Total $ 1,014,978 (1) Excludes revenue arrangements accounted for as leases in the amount of $112.7 million for the remainder of 2018, $201.8 million for 2019, $194.2 million for 2020, $175.9 million for 2021, and $173.6 million thereafter. Our contractually committed revenue disclosure, for purposes of the tabular presentation above, excludes estimates of variable rate escalation clauses in our contracts with customers and is generally limited to contracts which have fixed pricing and minimum volume terms and conditions. Our contractually committed revenue disclosure generally excludes remaining performance obligations on contracts with index-based pricing or variable volume attributes.

ACQUISITIONS AND INVESTMENTS

ACQUISITIONS AND INVESTMENTS	6 Months Ended
	Jun. 30, 2018
Business Combinations [Abstract]
ACQUISITIONS AND INVESTMENTS	3. ACQUISITIONS AND INVESTMENTS South Texas Transactions In April 2018, as part of our strategy to serve the volume growth in crude oil and related products from the Permian Basin, we expanded our marine terminal presence in Corpus Christi, Texas, through the following transactions, (i) acquired our business partner’s 20% interest in our Buckeye Texas consolidated subsidiary, and (ii) formed a joint venture (the “South Texas Gateway Terminal”) to develop a new deep-water, open access marine terminal in Ingleside, Texas at the mouth of Corpus Christi Bay with Phillips 66 Partners LP (“Phillips 66 Partners”) and Gray Oak Gateway Holdings (“Andeavor”). We acquired our partner’s interest in Buckeye Texas for $210 million , and as a result we now own 100% of Buckeye Texas. The change in our ownership interest was accounted for as an equity transaction representing the acquisition of a noncontrolling interest. The South Texas Gateway Terminal, to be constructed and operated by us, will initially offer 3.4 million barrels of crude oil storage capacity, connectivity to the Gray Oak pipeline and two deep-water vessel docks capable of berthing very large crude carrier petroleum tankers as part of the initial scope of construction. The Gray Oak pipeline will provide crude oil transportation from West Texas to destinations in the Corpus Christi and Sweeny/Freeport markets. Both the terminal and the pipeline are expected to be placed in service by the end of 2019. South Texas Gateway Terminal is supported by long-term minimum volume throughput commitments from credit-worthy customers, including our partners. We own a 50% interest in South Texas Gateway Terminal and Phillips 66 Partners and Andeavor each own a 25% interest. During the three months ended June 30, 2018, we contributed an initial $28.4 million and committed to fund our proportionate share of the construction costs. We account for our interest in South Texas Gateway Terminal, which is included in our Global Marine Terminals segment, using the equity method of accounting. Business Combination Duck Island terminal acquisition In December 2017, we acquired Duck Island Terminal LLC, a liquid petroleum products terminalling business in Trenton, New Jersey, for approximately $26.1 million , net of cash acquired of $2.4 million . The final working capital settlement of $0.9 million was received in the first quarter of 2018. The assets of this entity are reported in our Domestic Pipelines & Terminals segment. The purchase price has been allocated on a preliminary basis to assets acquired and liabilities assumed 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, with inputs classified as Level 3 within the fair value hierarchy. The purchase price has been allocated to tangible and intangible assets acquired as follows (in thousands): Current assets, including cash acquired of $2,444 $ 8,989 Property, plant and equipment 18,306 Intangible assets 2,200 Goodwill 2,811 Current liabilities (3,516 ) Environmental liabilities (299 ) Allocated purchase price $ 28,491 Adjustments to the preliminary purchase price allocation during the six months ended June 30, 2018 resulted in nominal decreases to current assets and current liabilities, with a corresponding increase to goodwill. Unaudited Pro forma Financial Results for Duck Island terminal acquisition Our unaudited condensed consolidated statements of operations do not include earnings from the terminalling business prior to December 20, 2017, the closing date of the acquisition. Unaudited pro forma financial information for this acquisition was not prepared because the impact was immaterial to our financial results for the three and six months ended June 30, 2018 . 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 58 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 Middle East and Southeast Asia, and offer world-class storage and marine terminalling services for liquid petroleum products. 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. 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 OCI in our unaudited condensed consolidated financial statements. The 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 $584.4 million at the acquisition date and was comprised of the following components: (i) $240.7 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) $343.7 million of implied goodwill, which is not subject to amortization. The amortization of the excess net investment is included in earnings from equity investments on our unaudited condensed consolidated statements of operations. In September 2017, VTTI acquired all of the outstanding publicly held units of VTTI Energy Partners LP, formerly a publicly traded master limited partnership (“VTTI MLP”), for an aggregate cash consideration of $473.6 million (the “VTTI Merger”). In connection with the VTTI Merger, VTTI MLP merged with and into a direct wholly owned subsidiary of VTTI. We funded our 50% share of the aggregate cash consideration, in the amount of $236.8 million , excluding transaction costs, through a capital contribution to VTTI, using borrowings under our $1.5 billion revolving credit facility with SunTrust Bank (the “Credit Facility”).

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	4. 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, 2018 and December 31, 2017 , we had $39.1 million and $41.0 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, 2018 and December 31, 2017 , we had $4.8 million and $5.3 million , respectively, of receivables related to these environmental remediation liabilities covered by insurance or third-party claims.

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2018
Inventory Disclosure [Abstract]
INVENTORIES	5. INVENTORIES Our inventory amounts were as follows at the dates indicated (in thousands): June 30, December 31, Liquid petroleum products (1) $ 134,011 $ 280,934 Materials and supplies 21,912 20,491 Total inventories $ 155,923 $ 301,425 (1) Ending inventory was 63.7 million and 142.1 million gallons of liquid petroleum products as of June 30, 2018 and December 31, 2017 , respectively. At June 30, 2018 and December 31, 2017 , approximately 90% and 85% 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.

PREPAID AND OTHER CURRENT ASSET

PREPAID AND OTHER CURRENT ASSETS	6 Months Ended
	Jun. 30, 2018
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
PREPAID AND OTHER CURRENT ASSETS	6. 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 $ 17,095 $ 7,146 Margin deposits 2,592 7,989 Contract assets 25,881 13,999 Prepaid taxes 5,781 2,865 Other 14,255 4,340 Total prepaid and other current assets $ 65,604 $ 36,339

EQUITY INVESTMENTS

EQUITY INVESTMENTS	6 Months Ended
	Jun. 30, 2018
Equity Method Investments and Joint Ventures [Abstract]
EQUITY INVESTMENTS	7. EQUITY INVESTMENTS The following table presents earnings (loss) from equity investments for the periods indicated (in thousands): Three Months Ended Six Months Ended Segment 2018 2017 2018 2017 VTTI B.V. Global Marine Terminals $ 4,882 $ 326 $ 9,272 $ 8,715 West Shore Pipe Line Company Domestic Pipelines & Terminals 2,466 1,799 4,792 3,141 Muskegon Pipeline LLC Domestic Pipelines & Terminals 431 468 756 802 Transport4, LLC Domestic Pipelines & Terminals 221 271 450 444 South Portland Terminal LLC Domestic Pipelines & Terminals 441 256 660 376 South Texas Gateway Terminal LLC (1) Global Marine Terminals (176 ) — (176 ) — Total earnings from equity investments $ 8,265 $ 3,120 $ 15,754 $ 13,478 (1) In April 2018, we formed the South Texas Gateway Terminal joint venture. For additional information, see Note 3. 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 2018 2017 2018 2017 Revenue $ 145,622 $ 133,355 $ 290,690 $ 260,039 Operating income 40,027 39,784 89,809 85,429 Net income 26,382 23,821 51,132 53,933 Net income attributable to investee 25,170 15,795 48,129 39,782

LONG-TERM DEBT

LONG-TERM DEBT	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
LONG-TERM DEBT	8. LONG-TERM DEBT Extinguishment of Debt In January 2018, we repaid in full the $300.0 million principal amount and $9.1 million of accrued interest outstanding under our 6.050% notes, using funds available under our Credit Facility. Notes Offerings In January 2018, we issued $400.0 million of junior subordinated notes (“Junior Notes”) maturing on January 22, 2078, which are redeemable at Buckeye’s option, in whole or in part, on or after January 22, 2023. The Junior Notes bear interest at a fixed rate of 6.375% per year up to, but not including, January 22, 2023. From January 22, 2023, the Junior Notes will bear interest at a floating rate based on the Three-Month London Interbank Offered Rate (“LIBOR”) plus 4.02% , reset quarterly. Total proceeds from this offering, after underwriting fees, expenses, and debt issuance costs, were $394.9 million . We used the net proceeds from this offering to reduce indebtedness outstanding under our Credit Facility and for general partnership purposes. Current Maturities Expected to be Refinanced We have classified $400.0 million of 2.650% notes due on November 15, 2018 as long-term debt in the unaudited condensed consolidated balance sheet at June 30, 2018 because we have the intent and the ability to refinance these obligations on a long-term basis under our Credit Facility. At June 30, 2018 , we had $1,038.1 million of additional borrowing capacity under our Credit Facility. Credit Facility At June 30, 2018, we had a $459.5 million outstanding balance under the Credit Facility. The weighted average interest rate for borrowing under the Credit Facility was 3.3% during the six months ended June 30, 2018.

DERIVATIVE INSTRUMENTS AND HEDG

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	6 Months Ended
	Jun. 30, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	9. 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 eleven forward-starting interest rate swaps with a total aggregate notional amount of $500.0 million , in anticipation of the issuance of debt on or before November 15, 2018. We expect to issue new fixed-rate debt 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, 2018 , unrealized gains of $5.7 million and $20.4 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 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 through earnings. The following table summarizes the notional volumes of the net long (short) positions of our commodity derivative instruments outstanding at June 30, 2018 (amounts in thousands of gallons): Volume Derivative Purpose Current Long-Term Derivatives NOT designated as hedging instruments: Physical fixed-price derivative contracts (7,212 ) (429 ) Physical index derivative contracts 34,189 — Futures contracts for refined petroleum products 1,127 714 Hedge Type Derivatives designated as hedging instruments: Cash flow hedge futures contracts — — Cash Flow Hedge Futures contracts for refined petroleum products (57,162 ) — Fair Value Hedge Our futures contracts designated as fair value hedges relate to our inventory portfolio and extend to the fourth quarter of 2018. Our futures contracts relate to forecasted purchases and sales of refined petroleum products and extend to the fourth quarter of 2019 . In accordance with the Chicago Mercantile Exchange (“CME”) rulebook, variation margin transfers are considered settlement payments, thereby reducing the corresponding derivative asset and liability balances for our exchange-settled derivative contracts. These settlement payments result in realized gains and losses on derivatives. The following table sets forth the fair value of each classification of derivative instruments and the derivative instruments’ location on our unaudited condensed consolidated balance sheets at the dates indicated (in thousands): June 30, 2018 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 $ 1,077 $ — $ 1,077 $ (155 ) $ 922 Physical index derivative contracts 215 — 215 (1 ) 214 Interest rate derivative contracts — 52,411 52,411 — 52,411 Total current derivative assets 1,292 52,411 53,703 (156 ) 53,547 Physical fixed-price derivative contracts 14 — 14 — 14 Total non-current derivative assets 14 — 14 — 14 Physical fixed-price derivative contracts (2,989 ) — (2,989 ) 155 (2,834 ) Physical index derivative contracts (21 ) — (21 ) 1 (20 ) Total current derivative liabilities (3,010 ) — (3,010 ) 156 (2,854 ) Physical fixed-price derivative contracts (36 ) — (36 ) — (36 ) Total non-current derivative liabilities (36 ) — (36 ) — (36 ) Net derivative (liabilities) assets $ (1,740 ) $ 52,411 $ 50,671 $ — $ 50,671 (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. December 31, 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 $ 2,582 $ — $ 2,582 $ (63 ) $ 2,519 Physical index derivative contracts 455 — 455 (9 ) 446 Interest rate derivative contracts — 31,994 31,994 — 31,994 Total current derivative assets 3,037 31,994 35,031 (72 ) 34,959 Total non-current derivative assets — — — — — Physical fixed-price derivative contracts (7,226 ) — (7,226 ) 63 (7,163 ) Physical index derivative contracts (18 ) — (18 ) 9 (9 ) Total current derivative liabilities (7,244 ) — (7,244 ) 72 (7,172 ) Total non-current derivative liabilities — — — — — Net derivative (liabilities) assets $ (4,207 ) $ 31,994 $ 27,787 $ — $ 27,787 (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, 2018 , open refined petroleum product derivative contracts (represented by the physical fixed-price contracts, and physical index contracts noted above) varied in duration in the overall portfolio, but did not extend beyond November 2019 . In addition, at June 30, 2018 , 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 2018 2017 2018 2017 Derivatives NOT designated as hedging instruments: Physical fixed-price derivative contracts Product sales $ (1,659 ) $ 4,465 $ (305 ) $ 6,952 Physical index derivative contracts Product sales (17 ) 17 160 1 Physical fixed-price derivative contracts Cost of product sales 552 (549 ) (53 ) (82 ) Physical index derivative contracts Cost of product sales 424 175 426 338 Futures contracts for refined products Cost of product sales (2,265 ) (710 ) (4,563 ) (800 ) Three Months Ended Six Months Ended Location 2018 2017 2018 2017 Derivatives designated as fair value hedging instruments: Futures contracts for refined products Cost of product sales $ (10,013 ) $ 19,274 $ (4,306 ) $ 52,851 Physical inventory - hedged items Cost of product sales 9,530 (20,349 ) 3,540 (40,700 ) Three Months Ended Six Months Ended Location 2018 2017 2018 2017 Ineffectiveness excluding the time value component on fair value hedging instruments: Fair value hedge ineffectiveness (excluding time value) Cost of product sales $ (114 ) $ (1,671 ) $ (196 ) $ (2,630 ) Time value excluded from hedge assessment Cost of product sales (369 ) 596 (570 ) 14,781 The change in value recognized in OCI and the 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): Gain (Loss) Recognized in OCI on Derivatives for the Three Months Ended Six Months Ended 2018 2017 2018 2017 Derivatives designated as cash flow hedging instruments: Interest rate derivative contracts $ 5,656 $ (12,173 ) $ 20,417 $ (10,463 ) Commodity derivatives 3,280 2,957 2,657 4,232 Total $ 8,936 $ (9,216 ) $ 23,074 $ (6,231 ) Loss Reclassified from AOCI to Income (Effective Portion) for the Three Months Ended Six Months Ended Location 2018 2017 2018 2017 Derivatives designated as cash flow hedging instruments: Interest rate derivative contracts Interest and debt expense $ (2,295 ) $ (3,037 ) $ (4,632 ) $ (6,075 ) Total $ (2,295 ) $ (3,037 ) $ (4,632 ) $ (6,075 ) Over the next twelve months, we expect to reclassify $5.0 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 $11.2 million of amortization of hedge losses on settled forward-starting interest rate swaps, partially offset by $6.2 million of amortization of hedge gains on settled forward-starting interest rate swaps settled in November 2017 and forecasted hedge gains on forward-starting interest rate swaps that we expect to settle in late 2018. Additionally, the unrealized gains and losses for refined petroleum products designated as cash flow hedges at June 30, 2018 , of $0.2 million , are 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, 2018 and 2017 .

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	6 Months Ended
	Jun. 30, 2018
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	10. 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, 2018 December 31, 2017 Level 1 Level 2 Level 1 Level 2 Financial assets: Physical fixed-price derivative contracts $ — $ 1,091 $ — $ 2,582 Physical index derivative contracts — 215 — 455 Interest rate derivatives — 52,411 — 31,994 Financial liabilities: Physical fixed-price derivative contracts — (3,025 ) — (7,226 ) Physical index derivative contracts — (21 ) — (18 ) Futures contracts for refined products — — — — Fair value $ — $ 50,671 $ — $ 27,787 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 for exchange-settled commodity derivatives at June 30, 2018 are presented in accordance with the CME rulebook, which deems that these instruments are settled daily via variation margin payments. As a result of this rulebook guidance, CME-settled derivatives, primarily comprised of our futures contracts for refined petroleum products, are considered to have no fair value at the balance sheet date for financial reporting purposes; however, the derivatives remain outstanding and subject to future commodity price fluctuations until they are settled in accordance with their contractual terms. 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 as of June 30, 2018 and December 31, 2017 . 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, 2018 and December 31, 2017 . As of June 30, 2018 and December 31, 2017 , 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 approximates the carrying amount since the associated interest rates are market-based. 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, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt $ 3,944,235 $ 3,849,403 $ 4,241,963 $ 4,384,336 Variable-rate debt 1,104,661 1,109,546 668,562 668,904 Total debt $ 5,048,896 $ 4,958,949 $ 4,910,525 $ 5,053,240 In addition, our pension plan assets are measured at fair value on a recurring basis, based on Level 1 and Level 3 inputs. 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, 2018 and 2017 , 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, 2018 and 2017 , there were no significant 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, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
UNIT-BASED COMPENSATION PLANS	11. UNIT-BASED COMPENSATION PLANS We award unit-based compensation to employees and directors primarily under the 2013 Long Term Incentive Plan of Buckeye Partners, L.P. (the “LTIP”), which was approved by the Partnership’s unitholders in June 2013 and subsequently amended and restated in June 2017. The LTIP replaced the 2009 Long-Term Incentive Plan (the “2009 Plan”), which was merged with and into the LTIP, and no further grants have since been made under the 2009 Plan. 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”). We recognized compensation expense related to awards under the LTIP and the Option Plan of $8.0 million and $9.0 million for the three months ended June 30, 2018 and 2017 , respectively. For the six months ended June 30, 2018 and 2017 , we recognized compensation expense of $16.8 million and $17.7 million , respectively. LTIP As of June 30, 2018 , there were 2,142,251 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 December 13, 2016 (the “Deferral Plan”), pursuant to which we issue phantom and matching units under the LTIP to certain employees in lieu of cash compensation at the election of the employee. During the six months ended June 30, 2018 , 149,726 phantom units (including matching units) were granted under this plan. These grants are included as granted in the LTIP activity table below. Awards under the LTIP During the six months ended June 30, 2018 , the Compensation Committee of the board of directors of Buckeye GP (the “Board”) granted 349,271 phantom units to employees (including the 149,726 phantom units granted pursuant to the Deferral Plan, as discussed above), 18,000 phantom units to independent directors of Buckeye GP and 273,944 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, 2018 1,450 $ 64.04 Granted (2) 641 51.50 Performance adjustment (3) 39 73.17 Vested (395 ) 72.65 Forfeited (22 ) 58.69 Unvested at June 30, 2018 1,713 $ 57.57 (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, 2018 as a result of our above target performance with respect to applicable performance goals. At June 30, 2018 , $50.0 million of compensation expense related to the unvested LTIP is expected to be recognized over a weighted average remaining period of 2.0 years . We ceased making additional grants under the Option Plan following the adoption of the 2009 Plan. At December 31, 2017, there was no unrecognized compensation cost related to unvested options, as all options were vested and exercised as of November 24, 2017. The total intrinsic value of options exercised during each of the six months ended June 30, 2018 and 2017 were zero and $0.2 million , respectively.

PARTNERS' CAPITAL AND DISTRIBUT

PARTNERS' CAPITAL AND DISTRIBUTIONS	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
PARTNERS' CAPITAL AND DISTRIBUTIONS	12. PARTNERS’ CAPITAL AND DISTRIBUTIONS Our LP Units and Class C Units represent limited partnership 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 and Class C Units (voting together as a single class), we cannot issue any limited partnership interests of a class or series having preferences or other special or senior rights over the LP Units and Class C Units. Equity Offering In March 2018, we issued approximately 6.2 million Class C Units in a private placement for aggregate gross proceeds of $265.0 million . The net proceeds were $262.1 million , after deducting issuance costs of approximately $2.9 million . We used the net proceeds from this offering to reduce the indebtedness outstanding under our Credit Facility, to partially fund growth capital expenditures and for general partnership purposes. Class C Units represent a separate class of our limited partnership interests. The Class C Units are substantially similar in all respects to our existing LP Units, except that Buckeye has the option to pay distributions on the Class C Units in cash or by issuing additional Class C Units, with the number of Class C Units issued based upon the volume-weighted average price per LP Unit, less a discount of 12.5% , for the 10 trading days immediately preceding the date the distributions are declared. The Class C Units will convert into LP Units on a one-for-one basis at the earliest of (i) March 2, 2020, (ii) the date on which the Partnership delivers notice to the holders of the Class C Units that the Class C Units have converted, (iii) the date on which a change of control of the Partnership occurs, (iv) the business day following any notice or press release from the Partnership of a cash distribution for any quarterly period in an amount less than $1.2625 per LP Unit and (v) the date on which the Partnership issues any class or series of LP Units having preferences or senior rights over the LP Units and Class C Units. At-the-Market Offering Program Our 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”) expired on January 15, 2018. During the six months ended June 30, 2018 , no LP Units were sold under the Equity Distribution Agreement. Summary of Changes in Outstanding Units The following is a summary of changes in Buckeye ’ s outstanding LP Units and Class C Units for the periods indicated (in thousands): LP Units Class C Units Total Units outstanding at January 1, 2018 146,677 — 146,677 LP units issued pursuant to the LTIP (1) 268 — 268 Issuance of Class C Units — 6,221 6,221 Issuance of Class C Units in lieu of quarterly cash distributions — 218 218 Units outstanding at June 30, 2018 146,945 6,439 153,384 (1) The number of LP Units issued represents issuance net of tax withholding. Distributions Cash distributions are paid for LP Units and for distribution equivalent rights (“DERs”) with respect to certain unit-based compensation awards outstanding as of each respective period. Actual cash distributions on our LP Units totaled $373.5 million ( $2.5250 per LP Unit) and $351.7 million ( $2.4875 per LP Unit) during the six months ended June 30, 2018 and 2017 , respectively. We also made distributions in-kind to our Class C unitholders by issuing approximately 218,000 Class C Units during the six months ended June 30, 2018 . On August 3, 2018 , we announced a quarterly distribution of $1.2625 per LP Unit that will be paid on August 20, 2018 to unitholders of record on August 13, 2018 . Based on the LP Units and DERs with respect to certain unit-based compensation awards outstanding as of June 30, 2018 , cash expected to be distributed to LP unitholders on August 20, 2018 is estimated to be approximately $186.8 million . We also expect to issue approximately 275,000 Class C Units to our Class C unitholders in lieu of cash distributions on August 20, 2018 .

EARNINGS PER UNIT

EARNINGS PER UNIT	6 Months Ended
	Jun. 30, 2018
Earnings Per Share [Abstract]
EARNINGS PER UNIT	13. EARNINGS PER UNIT The following tables set forth the calculation of basic and diluted earnings per unit, attributable to Buckeye’s unitholders (including LP Units and Class C Units), taking into consideration net income allocable to participating securities, as well as the reconciliation of basic weighted average units outstanding to diluted weighted average units outstanding (in thousands, except per unit amounts): Three Months Ended Six Months Ended 2018 2017 2018 2017 Net income attributable to unitholders $ 90,665 $ 112,722 $ 201,789 $ 236,298 Basic: Weighted average units outstanding - basic 153,258 140,826 151,093 140,603 Earnings per unit - basic $ 0.59 $ 0.80 $ 1.34 $ 1.68 Diluted: Weighted average units outstanding - basic 153,258 140,826 151,093 140,603 Effect of dilutive securities 731 679 677 650 Weighted average units outstanding - diluted 153,989 141,505 151,770 141,253 Earnings per unit - diluted $ 0.59 $ 0.80 $ 1.33 $ 1.67

BUSINESS SEGMENTS

BUSINESS SEGMENTS	6 Months Ended
	Jun. 30, 2018
Segment Reporting [Abstract]
BUSINESS SEGMENTS	14. BUSINESS SEGMENTS We operate and report in three business segments: (i) Domestic Pipelines & Terminals; (ii) Global Marine Terminals; and (iii) Merchant Services. All inter-segment revenues, expenses, operating income, assets and liabilities have been eliminated. Domestic Pipelines & Terminals The Domestic Pipelines & Terminals segment receives liquid petroleum products from refineries, connecting pipelines, vessels, trains, and bulk and marine terminals, transports those products to other locations for a fee, and provides bulk liquid 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 or variable fee. Global Marine Terminals The Global Marine Terminals segment, including through its interest in VTTI, provides marine accessible bulk storage and blending services, rail and truck rack loading/unloading along with petroleum processing services in the New York Harbor on the East Coast and Corpus Christi, Texas in the Gulf Coast region of the United States, as well as The Bahamas, Puerto Rico and St. Lucia in the Caribbean, Northwest Europe, the Middle East and Southeast Asia. The segment owns and operates, or owns a significant interest in, 21 liquid petroleum product terminals, located in these key domestic and international energy hubs, that enable us to facilitate global flows of crude and refined petroleum products, offer connectivity between supply areas and market centers, and provide premier storage, marine terminalling, blending, and processing services to a diverse customer base. Merchant Services The Merchant Services segment is a wholesale distributor of refined petroleum products, through bulk and rack sales, in the United States and the Caribbean. 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 For the three and six months ended June 30, 2018 and 2017 , no customer contributed 10% or more of consolidated revenue. The following tables provide information about our revenue types by reportable segment for the periods indicated (in thousands). Prior periods have been disaggregated for comparison purposes. Three Months Ended June 30, 2018 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 127,959 $ — $ — $ (2,163 ) $ 125,796 Terminalling and storage services 100,981 99,927 — (9,730 ) 191,178 Product sales — 7 455,185 (1,889 ) 453,303 Other services 10,694 320 1,920 (15 ) 12,919 Total revenue from contracts with customers 239,634 100,254 457,105 (13,797 ) 783,196 Revenue from leases 11,065 42,889 — — 53,954 Commodity derivative contracts, net (819 ) — 104,508 — 103,689 Total revenue $ 249,880 $ 143,143 $ 561,613 $ (13,797 ) $ 940,839 Three Months Ended June 30, 2017 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 123,819 $ — $ — $ (4,208 ) $ 119,611 Terminalling and storage services 106,053 123,930 — (6,154 ) 223,829 Product sales — 3,880 307,027 (1,282 ) 309,625 Other services 14,562 328 2,538 (32 ) 17,396 Total revenue from contracts with customers 244,434 128,138 309,565 (11,676 ) 670,461 Revenue from leases 9,119 39,718 — — 48,837 Commodity derivative contracts, net 96 — 90,903 (96 ) 90,903 Total revenue $ 253,649 $ 167,856 $ 400,468 $ (11,772 ) $ 810,201 Six Months Ended June 30, 2018 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 249,430 $ — $ — $ (5,803 ) $ 243,627 Terminalling and storage services 216,956 201,145 — (18,323 ) 399,778 Product sales — 20 1,098,693 (5,242 ) 1,093,471 Other services 22,783 341 4,820 (1,362 ) 26,582 Total revenue from contracts with customers 489,169 201,506 1,103,513 (30,730 ) 1,763,458 Revenue from leases 19,055 85,722 — — 104,777 Commodity derivative contracts, net (2,909 ) — 256,528 2,090 255,709 Total revenue $ 505,315 $ 287,228 $ 1,360,041 $ (28,640 ) $ 2,123,944 Six Months Ended June 30, 2017 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 239,756 $ — $ — $ (7,191 ) $ 232,565 Terminalling and storage services 215,639 249,662 — (13,733 ) 451,568 Product sales — 3,891 751,161 (5,007 ) 750,045 Other services 27,553 430 4,530 (1,715 ) 30,798 Total revenue from contracts with customers 482,948 253,983 755,691 (27,646 ) 1,464,976 Revenue from leases 20,246 78,349 — — 98,595 Commodity derivative contracts, net 3,967 — 215,903 (3,967 ) 215,903 Total revenue $ 507,161 $ 332,332 $ 971,594 $ (31,613 ) $ 1,779,474 The following table summarizes revenue by major geographic area for the periods indicated (in thousands): Three Months Ended Six Months Ended 2018 2017 2018 2017 Revenue: United States $ 878,607 $ 730,905 $ 2,000,827 $ 1,618,767 International 62,232 79,296 123,117 160,707 Total revenue $ 940,839 $ 810,201 $ 2,123,944 $ 1,779,474 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 table presents net income on a consolidated basis and a reconciliation of net income, which is the most comparable financial measure under GAAP, to Adjusted EBITDA, as well as Adjusted EBITDA by segment for the periods indicated (in thousands): Three Months Ended Six Months Ended 2018 2017 2018 2017 Reconciliation of Net Income to Adjusted EBITDA: Net income $ 93,317 $ 116,379 $ 210,409 $ 242,688 Less: Net income attributable to noncontrolling interests (1,413 ) (3,657 ) (6,132 ) (6,390 ) Net income attributable to Buckeye Partners, L.P. 91,904 112,722 204,277 236,298 Add: Interest and debt expense 59,566 56,424 118,671 112,309 Income tax expense 782 1,039 1,272 1,261 Depreciation and amortization (1) 66,569 64,838 130,707 130,326 Non-cash unit-based compensation expense 7,976 8,902 16,666 17,580 Acquisition and transition expense (2) 141 799 423 1,828 Hurricane-related costs, net of recoveries (3) (1,393 ) 613 (812 ) 3,016 Proportionate share of Adjusted EBITDA for the equity method investment in VTTI (4) 34,640 28,801 69,180 57,418 Less: Gains on property damage recoveries (5) (450 ) (4,621 ) (14,535 ) (4,621 ) Earnings from the equity method investment in VTTI (4) (4,882 ) (326 ) (9,272 ) (8,715 ) Adjusted EBITDA $ 254,853 $ 269,191 $ 516,577 $ 546,700 Adjusted EBITDA: Domestic Pipelines & Terminals $ 135,321 $ 135,387 $ 275,972 $ 274,830 Global Marine Terminals 120,728 131,757 238,146 262,388 Merchant Services (1,196 ) 2,047 2,459 9,482 Total Adjusted EBITDA $ 254,853 $ 269,191 $ 516,577 $ 546,700 (1) Includes 100% of the depreciation and amortization expense of $18.2 million and $18.5 million for Buckeye Texas for the three months ended June 30, 2018 and 2017 , respectively, and $36.0 million for both six months ended June 30, 2018 and 2017. In April 2018, we acquired our business partner’s 20% ownership interest in Buckeye Texas, and as a result, we now own 100% of Buckeye Texas. (2) Represents transaction, internal and third-party costs related to asset acquisition and integration. (3) Represents costs incurred at our BBH facility in the Bahamas, Yabucoa Terminal in Puerto Rico, Corpus Christi facilities in Texas, and certain terminals in Florida, as a result of hurricanes which occurred in 2017 and 2016, consisting of operating expenses and write-offs of damaged long-lived assets, net of insurance recoveries. (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 gains on recoveries, which during 2018, settled property damages caused by third parties, primarily related to a 2012 vessel allision with a jetty at our BBH facility in the Bahamas, as well as a 2014 allision with a ship dock at our terminal located in Pennsauken, New Jersey in the prior year.

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	6 Months Ended
	Jun. 30, 2018
Supplemental Cash Flow Elements [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	15. SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flows and non-cash transactions were as follows for the periods indicated (in thousands): Six Months Ended 2018 2017 Cash paid for interest (net of capitalized interest) $ 108,405 $ 104,541 Cash paid for income taxes 951 977 Capitalized interest 3,805 2,211 Non-cash financing activities: Issuance of Class C Units in lieu of quarterly cash distribution $ 8,469 $ — Distributions payable to noncontrolling interest 1,432 — Liabilities related to capital projects outstanding at June 30, 2018 and 2017 of $65.1 million and $48.4 million , respectively, are not included under capital expenditures within the unaudited condensed consolidated statements of cash flows.

ORGANIZATION AND BASIS OF PRE23

ORGANIZATION AND BASIS OF PRESENTATION (Policies)	6 Months Ended
	Jun. 30, 2018
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 partner units representing limited partnership interests (“LP Units”) are listed on the New York Stock Exchange 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, ” the “ Partnership ” and “ Buckeye ” mean Buckeye Partners, L.P. and, where the context requires, include our subsidiaries. We own and operate, or own a significant interest in, a diversified global 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, with approximately 6,000 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. Our global terminal network, including through our interest in VTTI B.V. (“VTTI”), comprises more than 135 liquid petroleum products terminals with aggregate tank capacity of over 176 million barrels 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 as well as in the Caribbean, Northwest Europe, the Middle East and Southeast Asia. Our global 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. Through our 50% equity interest in VTTI, our global terminal network offers premier storage and marine terminalling services for petroleum product logistics in key international energy hubs. We are also a wholesale distributor of refined petroleum products in certain 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 (“SEC”). 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. Intercompany transactions are eliminated in consolidation. The preparation of consolidated financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses during the reporting period and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates and assumptions about future events and their effects cannot be made with certainty. Estimates may change as new events occur, when additional information becomes available and if our operating environment changes. Actual results could differ from our estimates. 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, 2017 .
Recently Adopted Accounting Guidance/Recent Accounting Guidance Not Yet Adopted	Recently Adopted Accounting Guidance Revenue from Contracts with Customers. Effective January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), applying the modified retrospective transition method, which required us to apply the new standard to (i) all new revenue contracts entered into after January 1, 2018, and (ii) revenue contracts which were not completed as of January 1, 2018. ASC 606 replaces existing revenue recognition requirements in GAAP and requires entities to recognize revenue at an amount that reflects the consideration to which we expect to be entitled in exchange for transferring goods or services to a customer. ASC 606 also requires certain disclosures regarding qualitative and quantitative information regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not result in a transition adjustment nor did it have a material impact on the timing or amount of our revenue recognition. Please see Note 2 for additional information. Recognition and Measurement of Financial Assets and Liabilities . Effective January 1, 2018, we adopted Accounting Standards Update (“ASU”) 2016-01, and it will be applied prospectively. This ASU issued a new standard related to certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most prominent among the changes in this standard is the requirement for changes in the fair value of marketable equity investments, with certain exceptions, to be recognized through net income rather than other comprehensive income (“OCI”). Under the standard, marketable equity investments that do not have a readily determinable fair value are eligible for the measurement alternative. Using the measurement alternative, investments without readily determinable fair values will be valued at cost, with adjustments to fair value for changes in price or impairments reflected through net income. The adoption of this guidance did not have an impact on our unaudited condensed consolidated financial statements. Classification of Certain Cash Receipts and Cash Payments . Effective January 1, 2018, we adopted ASU 2016-15, applying the retrospective transition method. This ASU requires changes in the presentation of certain items, including but not limited to debt prepayment or debt extinguishment costs; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies and distributions received from equity method investees. The adoption of this guidance did not have a material impact on our unaudited condensed consolidated financial statements. Business Combinations . Effective January 1, 2018, we adopted ASU 2017-01, and it will be applied prospectively to future business combinations. This ASU clarifies the definition of a business in order to assist entities with evaluating whether transactions should be accounted for as acquisitions/disposals of assets or businesses. The guidance provides a screen to help entities determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set of assets is not a business. If the threshold of the screen is not met, the guidance further clarifies that the set of assets is not a business unless it includes an input and a substantive process that together significantly contribute to the ability to create output. Retirement Benefits . Effective January 1, 2018, we adopted ASU 2017-07, which improves the presentation of net periodic pension and postretirement benefit costs. The interest cost, expected return on plan assets, actuarial loss due to settlements, and the amortization of unrecognized loss have been reclassified from operating expenses to other expense, applying the retrospective transition method. We elected to apply the practical expedient which allows us to reclassify amounts disclosed previously in the retirement benefits note as the basis for applying retrospective presentation for comparative periods as it is impracticable to determine the disaggregation of the cost components for amounts capitalized and amortized in those periods. On a prospective basis, the components of net periodic benefit costs discussed above will not be included in amounts capitalized in property, plant, and equipment. The adoption of this guidance did not have a material impact on our unaudited condensed consolidated financial statements. In connection with the adoption of ASU 2017-07, using the retrospective transition method, we reclassified $0.2 million and $0.7 million of expenses related to our Retirement Income Guarantee Plan and unfunded post-retirement benefit plan, originally included in operating expenses for the three and six months ended June 30, 2017 , respectively, to other expense. Such reclassifications had no impact on net income. Modifications to Share-Based Payment Awards . Effective January 1, 2018, we adopted ASU 2017-09, and it will be applied prospectively to future modifications of our unit-based awards, if any. This guidance clarifies when changes in the terms or conditions of share-based payment awards must be accounted for as modifications under existing guidance. 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. Tax Cuts and Jobs Act . In December 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was passed into law. The Tax Act makes changes to the U.S. tax code including, but not limited to (i) reducing the U.S. federal corporate income tax rate from a top rate of 35% to 21% effective January 1, 2018, (ii) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that may electively be paid over eight years, and (iii) accelerated first-year expensing of certain capital expenditures. Shortly after the Tax Act was enacted, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”) which provides guidance on accounting for the Tax Act’s impact. SAB 118 provides a measurement period, which in no case should extend beyond one year from the Tax Act enactment date, during which an entity acting in good faith may complete the accounting for the impacts of the Tax Act under ASC Topic 740. In accordance with SAB 118, the entity must reflect the income tax effects of the Tax Act in the reporting period in which the accounting under ASC Topic 740 is complete. With the exception of federal and state income taxes from Buckeye Development & Logistics I LLC (“BDL”), the Partnership’s federal and certain state income taxes are the responsibility of the partners and are not reflected in these consolidated financial statements. Accordingly, the Tax Act did not have a material impact on our unaudited condensed consolidated financial statements or on our disclosures. We continue to evaluate certain aspects of the Tax Act and have recorded certain adjustments to our deferred taxes. Recent Accounting Guidance Not Yet Adopted Improvements to Nonemployee Share-Based Payment Accounting. In May 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-07 which conformed the current nonemployee share-based accounting with employee share-based accounting. The new standard is effective as of January 1, 2019, and early adoption is permitted. We expect to adopt this standard on January 1, 2019. We do not believe our adoption of this guidance will have a material impact on our consolidated financial statements or on our disclosures. Derivatives and Hedging . In August 2017, the FASB issued ASU 2017-12 which amends and simplifies existing guidance in order to improve the financial reporting of hedging relationships to better align risk management activities in financial statements and make targeted improvements to simplify the application of current guidance related to the assessment of hedge effectiveness. The amendments are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early application permitted. The new guidance requires prospective application, with a cumulative effect adjustment to the beginning balance of partners’ capital for existing hedging relationships. We expect to adopt this standard on January 1, 2019. We are currently evaluating the impact the adoption of this guidance will have on our consolidated financial statements. Goodwill Impairment. In January 2017, the FASB issued ASU 2017-04 simplifying the test for goodwill impairment. The guidance eliminates Step 2 from the goodwill impairment test, which required entities to calculate the implied fair value of a reporting unit’s goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Under the new guidance, entities will recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value. The guidance must be applied using a prospective approach and is effective for interim and annual goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. We expect to adopt this standard on January 1, 2020. We do not believe our adoption of this guidance will have a material impact on our consolidated financial statements or on our disclosures. Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued ASU 2016-13 which replaces the current incurred loss impairment method with a method that reflects expected credit losses on financial instruments. The new standard is effective as of January 1, 2020, and early adoption is permitted as of January 1, 2019. We expect to adopt this standard on January 1, 2020. We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. Leases . In February 2016, the FASB issued ASU 2016-02 requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for leases with lease terms greater than twelve months. This update also requires enhanced disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. The guidance must be applied using a modified retrospective approach. Our project team continues to (i) evaluate the provisions of the standard; (ii) assess and implement changes to business processes and controls; and (iii) evaluate the impact the adoption of this guidance will have on our consolidated financial statements, including our disclosures. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2018 and interim periods within those annual periods, with early adoption permitted. We expect to adopt this guidance on January 1, 2019.

REVENUE FROM CONTRACTS WITH C24

REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)	6 Months Ended
	Jun. 30, 2018
Revenue from Contract with Customer [Abstract]
Contract with Customer, Asset and Liability	The following table provides information about receivables from contracts with customers, contract assets and contract liabilities from contracts with customers (in thousands): June 30, December 31, 2017 Receivables from contracts with customers $ 199,330 $ 245,280 Contract assets 25,881 13,999 Contract liabilities (27,376 ) (15,778 )
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction	The following table includes estimated revenue associated with contractual commitments in place, which are expected to be recognized in revenue in the specified period related to future performance obligations as of the end of the reporting period (in thousands): Estimated Revenue (1) Remainder of 2018 $ 213,494 2019 272,107 2020 185,453 2021 113,456 Thereafter 230,468 Total $ 1,014,978 (1) Excludes revenue arrangements accounted for as leases in the amount of $112.7 million for the remainder of 2018, $201.8 million for 2019, $194.2 million for 2020, $175.9 million for 2021, and $173.6 million thereafter.

ACQUISITIONS AND INVESTMENTS (T

ACQUISITIONS AND INVESTMENTS (Tables)	6 Months Ended
	Jun. 30, 2018
Business Combinations [Abstract]
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): Current assets, including cash acquired of $2,444 $ 8,989 Property, plant and equipment 18,306 Intangible assets 2,200 Goodwill 2,811 Current liabilities (3,516 ) Environmental liabilities (299 ) Allocated purchase price $ 28,491

INVENTORIES (Tables)

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2018
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) $ 134,011 $ 280,934 Materials and supplies 21,912 20,491 Total inventories $ 155,923 $ 301,425 (1) Ending inventory was 63.7 million and 142.1 million gallons of liquid petroleum products as of June 30, 2018 and December 31, 2017 , respectively.

PREPAID AND OTHER CURRENT ASS27

PREPAID AND OTHER CURRENT ASSETS (Tables)	6 Months Ended
	Jun. 30, 2018
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 $ 17,095 $ 7,146 Margin deposits 2,592 7,989 Contract assets 25,881 13,999 Prepaid taxes 5,781 2,865 Other 14,255 4,340 Total prepaid and other current assets $ 65,604 $ 36,339

EQUITY INVESTMENTS (Tables)

EQUITY INVESTMENTS (Tables)	6 Months Ended
	Jun. 30, 2018
Equity Method Investments and Joint Ventures [Abstract]
Earnings (losses) from equity investments	The following table presents earnings (loss) from equity investments for the periods indicated (in thousands): Three Months Ended Six Months Ended Segment 2018 2017 2018 2017 VTTI B.V. Global Marine Terminals $ 4,882 $ 326 $ 9,272 $ 8,715 West Shore Pipe Line Company Domestic Pipelines & Terminals 2,466 1,799 4,792 3,141 Muskegon Pipeline LLC Domestic Pipelines & Terminals 431 468 756 802 Transport4, LLC Domestic Pipelines & Terminals 221 271 450 444 South Portland Terminal LLC Domestic Pipelines & Terminals 441 256 660 376 South Texas Gateway Terminal LLC (1) Global Marine Terminals (176 ) — (176 ) — Total earnings from equity investments $ 8,265 $ 3,120 $ 15,754 $ 13,478 (1) In April 2018, we formed the South Texas Gateway Terminal joint venture. For additional information, see Note 3.
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 2018 2017 2018 2017 Revenue $ 145,622 $ 133,355 $ 290,690 $ 260,039 Operating income 40,027 39,784 89,809 85,429 Net income 26,382 23,821 51,132 53,933 Net income attributable to investee 25,170 15,795 48,129 39,782

DERIVATIVE INSTRUMENTS AND HE29

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)	6 Months Ended
	Jun. 30, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Summary of commodity derivative instruments outstanding	The following table summarizes the notional volumes of the net long (short) positions of our commodity derivative instruments outstanding at June 30, 2018 (amounts in thousands of gallons): Volume Derivative Purpose Current Long-Term Derivatives NOT designated as hedging instruments: Physical fixed-price derivative contracts (7,212 ) (429 ) Physical index derivative contracts 34,189 — Futures contracts for refined petroleum products 1,127 714 Hedge Type Derivatives designated as hedging instruments: Cash flow hedge futures contracts — — Cash Flow Hedge Futures contracts for refined petroleum products (57,162 ) — Fair Value Hedge
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 derivative instruments’ location on our unaudited condensed consolidated balance sheets at the dates indicated (in thousands): June 30, 2018 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 $ 1,077 $ — $ 1,077 $ (155 ) $ 922 Physical index derivative contracts 215 — 215 (1 ) 214 Interest rate derivative contracts — 52,411 52,411 — 52,411 Total current derivative assets 1,292 52,411 53,703 (156 ) 53,547 Physical fixed-price derivative contracts 14 — 14 — 14 Total non-current derivative assets 14 — 14 — 14 Physical fixed-price derivative contracts (2,989 ) — (2,989 ) 155 (2,834 ) Physical index derivative contracts (21 ) — (21 ) 1 (20 ) Total current derivative liabilities (3,010 ) — (3,010 ) 156 (2,854 ) Physical fixed-price derivative contracts (36 ) — (36 ) — (36 ) Total non-current derivative liabilities (36 ) — (36 ) — (36 ) Net derivative (liabilities) assets $ (1,740 ) $ 52,411 $ 50,671 $ — $ 50,671 (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. December 31, 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 $ 2,582 $ — $ 2,582 $ (63 ) $ 2,519 Physical index derivative contracts 455 — 455 (9 ) 446 Interest rate derivative contracts — 31,994 31,994 — 31,994 Total current derivative assets 3,037 31,994 35,031 (72 ) 34,959 Total non-current derivative assets — — — — — Physical fixed-price derivative contracts (7,226 ) — (7,226 ) 63 (7,163 ) Physical index derivative contracts (18 ) — (18 ) 9 (9 ) Total current derivative liabilities (7,244 ) — (7,244 ) 72 (7,172 ) Total non-current derivative liabilities — — — — — Net derivative (liabilities) assets $ (4,207 ) $ 31,994 $ 27,787 $ — $ 27,787 (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 2018 2017 2018 2017 Derivatives NOT designated as hedging instruments: Physical fixed-price derivative contracts Product sales $ (1,659 ) $ 4,465 $ (305 ) $ 6,952 Physical index derivative contracts Product sales (17 ) 17 160 1 Physical fixed-price derivative contracts Cost of product sales 552 (549 ) (53 ) (82 ) Physical index derivative contracts Cost of product sales 424 175 426 338 Futures contracts for refined products Cost of product sales (2,265 ) (710 ) (4,563 ) (800 ) Three Months Ended Six Months Ended Location 2018 2017 2018 2017 Derivatives designated as fair value hedging instruments: Futures contracts for refined products Cost of product sales $ (10,013 ) $ 19,274 $ (4,306 ) $ 52,851 Physical inventory - hedged items Cost of product sales 9,530 (20,349 ) 3,540 (40,700 ) Three Months Ended Six Months Ended Location 2018 2017 2018 2017 Ineffectiveness excluding the time value component on fair value hedging instruments: Fair value hedge ineffectiveness (excluding time value) Cost of product sales $ (114 ) $ (1,671 ) $ (196 ) $ (2,630 ) Time value excluded from hedge assessment Cost of product sales (369 ) 596 (570 ) 14,781
(Loss) gain recognized in OCI and gains (losses) reclassified from AOCI to income	The change in value recognized in OCI and the 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): Gain (Loss) Recognized in OCI on Derivatives for the Three Months Ended Six Months Ended 2018 2017 2018 2017 Derivatives designated as cash flow hedging instruments: Interest rate derivative contracts $ 5,656 $ (12,173 ) $ 20,417 $ (10,463 ) Commodity derivatives 3,280 2,957 2,657 4,232 Total $ 8,936 $ (9,216 ) $ 23,074 $ (6,231 ) Loss Reclassified from AOCI to Income (Effective Portion) for the Three Months Ended Six Months Ended Location 2018 2017 2018 2017 Derivatives designated as cash flow hedging instruments: Interest rate derivative contracts Interest and debt expense $ (2,295 ) $ (3,037 ) $ (4,632 ) $ (6,075 ) Total $ (2,295 ) $ (3,037 ) $ (4,632 ) $ (6,075 )

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
	Jun. 30, 2018
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, 2018 December 31, 2017 Level 1 Level 2 Level 1 Level 2 Financial assets: Physical fixed-price derivative contracts $ — $ 1,091 $ — $ 2,582 Physical index derivative contracts — 215 — 455 Interest rate derivatives — 52,411 — 31,994 Financial liabilities: Physical fixed-price derivative contracts — (3,025 ) — (7,226 ) Physical index derivative contracts — (21 ) — (18 ) Futures contracts for refined products — — — — Fair value $ — $ 50,671 $ — $ 27,787
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, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt $ 3,944,235 $ 3,849,403 $ 4,241,963 $ 4,384,336 Variable-rate debt 1,104,661 1,109,546 668,562 668,904 Total debt $ 5,048,896 $ 4,958,949 $ 4,910,525 $ 5,053,240

UNIT-BASED COMPENSATION PLANS (

UNIT-BASED COMPENSATION PLANS (Tables)	6 Months Ended
	Jun. 30, 2018
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, 2018 1,450 $ 64.04 Granted (2) 641 51.50 Performance adjustment (3) 39 73.17 Vested (395 ) 72.65 Forfeited (22 ) 58.69 Unvested at June 30, 2018 1,713 $ 57.57 (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, 2018 as a result of our above target performance with respect to applicable performance goals.

PARTNERS' CAPITAL AND DISTRIB32

PARTNERS' CAPITAL AND DISTRIBUTIONS (Tables)	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
Summary of changes in LP units outstanding	The following is a summary of changes in Buckeye ’ s outstanding LP Units and Class C Units for the periods indicated (in thousands): LP Units Class C Units Total Units outstanding at January 1, 2018 146,677 — 146,677 LP units issued pursuant to the LTIP (1) 268 — 268 Issuance of Class C Units — 6,221 6,221 Issuance of Class C Units in lieu of quarterly cash distributions — 218 218 Units outstanding at June 30, 2018 146,945 6,439 153,384 (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, 2018
Earnings Per Share [Abstract]
Reconciliation of weighted average units outstanding used in computing basic and diluted earnings per unit	The following tables set forth the calculation of basic and diluted earnings per unit, attributable to Buckeye’s unitholders (including LP Units and Class C Units), taking into consideration net income allocable to participating securities, as well as the reconciliation of basic weighted average units outstanding to diluted weighted average units outstanding (in thousands, except per unit amounts): Three Months Ended Six Months Ended 2018 2017 2018 2017 Net income attributable to unitholders $ 90,665 $ 112,722 $ 201,789 $ 236,298 Basic: Weighted average units outstanding - basic 153,258 140,826 151,093 140,603 Earnings per unit - basic $ 0.59 $ 0.80 $ 1.34 $ 1.68 Diluted: Weighted average units outstanding - basic 153,258 140,826 151,093 140,603 Effect of dilutive securities 731 679 677 650 Weighted average units outstanding - diluted 153,989 141,505 151,770 141,253 Earnings per unit - diluted $ 0.59 $ 0.80 $ 1.33 $ 1.67

BUSINESS SEGMENTS (Tables)

BUSINESS SEGMENTS (Tables)	6 Months Ended
	Jun. 30, 2018
Segment Reporting [Abstract]
Disaggregation of revenue	The following tables provide information about our revenue types by reportable segment for the periods indicated (in thousands). Prior periods have been disaggregated for comparison purposes. Three Months Ended June 30, 2018 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 127,959 $ — $ — $ (2,163 ) $ 125,796 Terminalling and storage services 100,981 99,927 — (9,730 ) 191,178 Product sales — 7 455,185 (1,889 ) 453,303 Other services 10,694 320 1,920 (15 ) 12,919 Total revenue from contracts with customers 239,634 100,254 457,105 (13,797 ) 783,196 Revenue from leases 11,065 42,889 — — 53,954 Commodity derivative contracts, net (819 ) — 104,508 — 103,689 Total revenue $ 249,880 $ 143,143 $ 561,613 $ (13,797 ) $ 940,839 Three Months Ended June 30, 2017 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 123,819 $ — $ — $ (4,208 ) $ 119,611 Terminalling and storage services 106,053 123,930 — (6,154 ) 223,829 Product sales — 3,880 307,027 (1,282 ) 309,625 Other services 14,562 328 2,538 (32 ) 17,396 Total revenue from contracts with customers 244,434 128,138 309,565 (11,676 ) 670,461 Revenue from leases 9,119 39,718 — — 48,837 Commodity derivative contracts, net 96 — 90,903 (96 ) 90,903 Total revenue $ 253,649 $ 167,856 $ 400,468 $ (11,772 ) $ 810,201 Six Months Ended June 30, 2018 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 249,430 $ — $ — $ (5,803 ) $ 243,627 Terminalling and storage services 216,956 201,145 — (18,323 ) 399,778 Product sales — 20 1,098,693 (5,242 ) 1,093,471 Other services 22,783 341 4,820 (1,362 ) 26,582 Total revenue from contracts with customers 489,169 201,506 1,103,513 (30,730 ) 1,763,458 Revenue from leases 19,055 85,722 — — 104,777 Commodity derivative contracts, net (2,909 ) — 256,528 2,090 255,709 Total revenue $ 505,315 $ 287,228 $ 1,360,041 $ (28,640 ) $ 2,123,944 Six Months Ended June 30, 2017 Domestic Pipelines & Terminals Global Marine Terminals Merchant Services Intersegment Eliminations Total Revenue from contracts with customers Pipeline transportation $ 239,756 $ — $ — $ (7,191 ) $ 232,565 Terminalling and storage services 215,639 249,662 — (13,733 ) 451,568 Product sales — 3,891 751,161 (5,007 ) 750,045 Other services 27,553 430 4,530 (1,715 ) 30,798 Total revenue from contracts with customers 482,948 253,983 755,691 (27,646 ) 1,464,976 Revenue from leases 20,246 78,349 — — 98,595 Commodity derivative contracts, net 3,967 — 215,903 (3,967 ) 215,903 Total revenue $ 507,161 $ 332,332 $ 971,594 $ (31,613 ) $ 1,779,474
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 2018 2017 2018 2017 Revenue: United States $ 878,607 $ 730,905 $ 2,000,827 $ 1,618,767 International 62,232 79,296 123,117 160,707 Total revenue $ 940,839 $ 810,201 $ 2,123,944 $ 1,779,474
Adjusted EBITDA by segment and Reconciliation of Net Income to Adjusted EBITDA	The following table presents net income on a consolidated basis and a reconciliation of net income, which is the most comparable financial measure under GAAP, to Adjusted EBITDA, as well as Adjusted EBITDA by segment for the periods indicated (in thousands): Three Months Ended Six Months Ended 2018 2017 2018 2017 Reconciliation of Net Income to Adjusted EBITDA: Net income $ 93,317 $ 116,379 $ 210,409 $ 242,688 Less: Net income attributable to noncontrolling interests (1,413 ) (3,657 ) (6,132 ) (6,390 ) Net income attributable to Buckeye Partners, L.P. 91,904 112,722 204,277 236,298 Add: Interest and debt expense 59,566 56,424 118,671 112,309 Income tax expense 782 1,039 1,272 1,261 Depreciation and amortization (1) 66,569 64,838 130,707 130,326 Non-cash unit-based compensation expense 7,976 8,902 16,666 17,580 Acquisition and transition expense (2) 141 799 423 1,828 Hurricane-related costs, net of recoveries (3) (1,393 ) 613 (812 ) 3,016 Proportionate share of Adjusted EBITDA for the equity method investment in VTTI (4) 34,640 28,801 69,180 57,418 Less: Gains on property damage recoveries (5) (450 ) (4,621 ) (14,535 ) (4,621 ) Earnings from the equity method investment in VTTI (4) (4,882 ) (326 ) (9,272 ) (8,715 ) Adjusted EBITDA $ 254,853 $ 269,191 $ 516,577 $ 546,700 Adjusted EBITDA: Domestic Pipelines & Terminals $ 135,321 $ 135,387 $ 275,972 $ 274,830 Global Marine Terminals 120,728 131,757 238,146 262,388 Merchant Services (1,196 ) 2,047 2,459 9,482 Total Adjusted EBITDA $ 254,853 $ 269,191 $ 516,577 $ 546,700 (1) Includes 100% of the depreciation and amortization expense of $18.2 million and $18.5 million for Buckeye Texas for the three months ended June 30, 2018 and 2017 , respectively, and $36.0 million for both six months ended June 30, 2018 and 2017. In April 2018, we acquired our business partner’s 20% ownership interest in Buckeye Texas, and as a result, we now own 100% of Buckeye Texas. (2) Represents transaction, internal and third-party costs related to asset acquisition and integration. (3) Represents costs incurred at our BBH facility in the Bahamas, Yabucoa Terminal in Puerto Rico, Corpus Christi facilities in Texas, and certain terminals in Florida, as a result of hurricanes which occurred in 2017 and 2016, consisting of operating expenses and write-offs of damaged long-lived assets, net of insurance recoveries. (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 gains on recoveries, which during 2018, settled property damages caused by third parties, primarily related to a 2012 vessel allision with a jetty at our BBH facility in the Bahamas, as well as a 2014 allision with a ship dock at our terminal located in Pennsauken, New Jersey in the prior year.

SUPPLEMENTAL CASH FLOW INFORM35

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2018
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 2018 2017 Cash paid for interest (net of capitalized interest) $ 108,405 $ 104,541 Cash paid for income taxes 951 977 Capitalized interest 3,805 2,211 Non-cash financing activities: Issuance of Class C Units in lieu of quarterly cash distribution $ 8,469 $ — Distributions payable to noncontrolling interest 1,432 —

ORGANIZATION AND BASIS OF PRE36

ORGANIZATION AND BASIS OF PRESENTATION - Additional Information (Details) mi in Thousands, bbl in Millions, $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2017USD ($)	Jun. 30, 2018terminalmibbl	Jun. 30, 2017USD ($)	Jan. 31, 2017
Investment [Line Items]
Length of refined petroleum products pipelines (in miles) | mi		6
Number of terminals | terminal		135
Storage capacity of refined petroleum product terminals (in bbl) | bbl		176
VTTI Acquisition
Investment [Line Items]
Ownership percentage		50.00%		50.00%
ASU 2017-07
Investment [Line Items]
Decrease in operating expenses	$ 0.2		$ 0.7
Increase in other expense	$ 0.2		$ 0.7

REVENUE FROM CONTRACTS WITH C37

REVENUE FROM CONTRACTS WITH CUSTOMERS - Contract Asset and Liability (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018	Dec. 31, 2017
Revenue from Contract with Customer [Abstract]
Receivables from contracts with customers	$ 199,330	$ 199,330	$ 245,280
Contract assets	25,881	25,881	13,999
Contract liabilities	(27,376)	(27,376)	$ (15,778)
Reclassified to receivables	(100)	(13,800)
Amounts included in deferred revenue	$ (1,000)	$ (6,600)

REVENUE FROM CONTRACTS WITH C38

REVENUE FROM CONTRACTS WITH CUSTOMERS - Performance Obligations (Details) $ in Thousands	Jun. 30, 2018USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	$ 213,494
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	272,107
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	185,453
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	113,456
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	1,014,978
Leasing arrangement | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	112,700
Leasing arrangement | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	201,800
Leasing arrangement | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	194,200
Leasing arrangement | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	175,900
Leasing arrangement | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	$ 173,600

ACQUISITIONS AND INVESTMENTS -

ACQUISITIONS AND INVESTMENTS - Narrative (Details) $ in Thousands, bbl in Millions	1 Months Ended				3 Months Ended		6 Months Ended
	Apr. 30, 2018USD ($)bbl	Dec. 31, 2017USD ($)	Sep. 30, 2017USD ($)	Jan. 31, 2017USD ($)continentterminalbbl	Jun. 30, 2018USD ($)	Mar. 31, 2018USD ($)	Jun. 30, 2018USD ($)terminal	Jun. 30, 2017USD ($)
Business Acquisition [Line Items]
Capital expenditures							$ 65,100	$ 48,400
Acquisition working capital settlement							$ 883	$ 0
Number of terminals | terminal							135
Goodwill		$ 1,007,313			$ 1,007,355		$ 1,007,355
Buckeye Texas Partners LLC
Business Acquisition [Line Items]
Percentage of interest acquired	20.00%
Consideration for business acquisition	$ 210,000
Duck Island Terminal Inc.
Business Acquisition [Line Items]
Consideration for business acquisition		26,100
Cash acquired		2,400
Acquisition working capital settlement						$ 900
Goodwill		$ 2,811
VTTI Acquisition
Business Acquisition [Line Items]
Percentage of interest acquired				50.00%	50.00%		50.00%
Cash consideration				$ 1,150,000
VTTI MLP
Business Acquisition [Line Items]
Percentage of cash consideration			50.00%
VTTI B.V.
Business Acquisition [Line Items]
Product storage capacity (in bbl) | bbl				58
Number of terminals | terminal				14
Number of continents | continent				5
Proceeds from capital contribution			$ 236,800
VTTI B.V. | VTTI MLP
Business Acquisition [Line Items]
Cash consideration			$ 473,600
Joint Venture
Business Acquisition [Line Items]
Ownership percentage	50.00%
Capital expenditures					$ 28,400
Product storage capacity (in bbl) | bbl	3.4
Joint Venture | Phillips 66 Partners LP
Business Acquisition [Line Items]
Ownership percentage	25.00%
Joint Venture | Andeavor
Business Acquisition [Line Items]
Ownership percentage	25.00%
Buckeye Texas Partners LLC
Business Acquisition [Line Items]
Ownership percentage	100.00%				100.00%		100.00%
VTTI B.V.
Business Acquisition [Line Items]
Ownership percentage				50.00%
Excess net investment				$ 584,400
Excess fair value of PPE and intangible assets				$ 240,700
Useful life of assets				28 years
Goodwill				$ 343,700
Line of Credit | Revolving Credit Facility
Business Acquisition [Line Items]
Borrowing capacity					$ 1,500,000		$ 1,500,000

ACQUISITIONS AND INVESTMENTS 40

ACQUISITIONS AND INVESTMENTS - Purchase Price Allocation to Tangible and Intangible Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Goodwill	$ 1,007,355	$ 1,007,313
Duck Island Terminal Inc.
Business Acquisition [Line Items]
Current assets, including cash acquired of $2,444		8,989
Property, plant and equipment		18,306
Intangible assets		2,200
Goodwill		2,811
Current liabilities		(3,516)
Environmental liabilities		(299)
Allocated purchase price		28,491
Cash acquired		$ 2,444

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Environmental Contingencies (Details) - Environmental remediation unrelated to claims and legal proceedings - USD ($) $ in Millions	Jun. 30, 2018	Dec. 31, 2017
Commitments and Contingencies Disclosure
Environmental remediation liabilities	$ 39.1	$ 41
Receivables related to environmental remediation expenditures covered by insurance or third party claims	$ 4.8	$ 5.3

INVENTORIES (Details)

INVENTORIES (Details) $ in Thousands, gal in Millions	Jun. 30, 2018USD ($)gal	Dec. 31, 2017USD ($)gal
Inventory Disclosure [Abstract]
Liquid petroleum products	$ 134,011	$ 280,934
Materials and supplies	21,912	20,491
Total inventories	$ 155,923	$ 301,425
Refined petroleum products (in gallons) | gal	63.7	142.1
Percentage of hedged refined petroleum products inventory	90.00%	85.00%

PREPAID AND OTHER CURRENT ASS43

PREPAID AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid insurance	$ 17,095	$ 7,146
Margin deposits	2,592	7,989
Contract assets	25,881	13,999
Prepaid taxes	5,781	2,865
Other	14,255	4,340
Total prepaid and other current assets	$ 65,604	$ 36,339

EQUITY INVESTMENTS - Equity Inv

EQUITY INVESTMENTS - Equity Investments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Equity investments
Total earnings from equity investments	$ 8,265	$ 3,120	$ 15,754	$ 13,478
Global Marine Terminals | VTTI B.V.
Equity investments
Total earnings from equity investments	4,882	326	9,272	8,715
Global Marine Terminals | South Texas Gateway Terminal LLC
Equity investments
Total earnings from equity investments	(176)	0	(176)	0
Domestic Pipelines & Terminals | West Shore Pipe Line Company
Equity investments
Total earnings from equity investments	2,466	1,799	4,792	3,141
Domestic Pipelines & Terminals | Muskegon Pipeline LLC
Equity investments
Total earnings from equity investments	431	468	756	802
Domestic Pipelines & Terminals | Transport4, LLC
Equity investments
Total earnings from equity investments	221	271	450	444
Domestic Pipelines & Terminals | South Portland Terminal LLC
Equity investments
Total earnings from equity investments	$ 441	$ 256	$ 660	$ 376

EQUITY INVESTMENTS - Income Fro

EQUITY INVESTMENTS - Income From Equity Method Investments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
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	$ 145,622	$ 133,355	$ 290,690	$ 260,039
Operating income	40,027	39,784	89,809	85,429
Net income	26,382	23,821	51,132	53,933
Net income attributable to investee	$ 25,170	$ 15,795	$ 48,129	$ 39,782

LONG-TERM DEBT (Details)

LONG-TERM DEBT (Details) - USD ($)	1 Months Ended
	Jan. 31, 2018	Jun. 30, 2018
Junior Subordinated Debt
Debt instrument
Interest rate percentage	6.375%
Face amount	$ 400,000,000
Proceeds from issuance of debt	394,900,000
Revolving Credit Facility
Debt instrument
Long-term debt		$ 459,500,000
Weighted average interest rate		3.30%
Revolving Credit Facility | Line of Credit
Debt instrument
Additional borrowing capacity		$ 1,038,100,000
6.050% Notes Due January 2018
Debt instrument
Principal amount repaid	300,000,000
Accrued interest amount repaid	$ 9,100,000
Interest rate percentage	6.05%
2.650% Notes due November 2018
Debt instrument
Interest rate percentage		2.65%
Long-term debt		$ 400,000,000
LIBOR | Junior Subordinated Debt
Debt instrument
Variable rate	4.02%

DERIVATIVE INSTRUMENTS AND HE47

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Additional Information (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2018USD ($)	Jun. 30, 2017USD ($)	Jun. 30, 2018USD ($)	Jun. 30, 2017USD ($)	Dec. 31, 2017USD ($)	Dec. 31, 2016USD ($)instrument
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			$ (11,200,000)
Interest rate derivative contracts
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			(5,000,000)
Forward-Starting Interest Rate Swaps
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			6,200,000
Commodity derivatives
Derivative [Line Items]
Cash flow hedge gain (loss) to be reclassified within twelve months			200,000
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	$ (8,936,000)	$ 9,216,000	(23,074,000)	$ 6,231,000
Cash Flow Hedge | Interest rate derivative contracts
Derivative [Line Items]
Loss recognized in OCI on derivatives	(5,656,000)	12,173,000	(20,417,000)	10,463,000
Cash Flow Hedge | Commodity derivatives
Derivative [Line Items]
Loss recognized in OCI on derivatives	$ (3,280,000)	$ (2,957,000)	$ (2,657,000)	$ (4,232,000)

DERIVATIVE INSTRUMENTS AND HE48

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Commodity Derivative Instruments (Details) gal in Thousands	6 Months Ended
	Jun. 30, 2018gal
Short | Derivatives NOT Designated as Hedging Instruments | Physical fixed-price derivative contracts | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	7,212
Short | Derivatives NOT Designated as Hedging Instruments | Physical fixed-price derivative contracts | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	429
Short | Derivatives Designated as Hedging Instruments | Fair Value Hedge | Futures contracts for refined petroleum products | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	57,162
Short | Derivatives Designated as Hedging Instruments | Fair Value Hedge | Futures contracts for refined petroleum products | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	0
Long | Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	34,189
Long | Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	0
Long | Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	1,127
Long | Derivatives NOT Designated as Hedging Instruments | Futures contracts for refined petroleum products | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	714
Long | Derivatives Designated as Hedging Instruments | Cash Flow Hedge | Cash flow hedge futures contracts | Current
Derivative Instruments And Hedging Activities
Volume (in gallons)	0
Long | Derivatives Designated as Hedging Instruments | Cash Flow Hedge | Cash flow hedge futures contracts | Long-Term
Derivative Instruments And Hedging Activities
Volume (in gallons)	0

DERIVATIVE INSTRUMENTS AND HE49

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Value of Each Classification of Derivative Instrument (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Derivatives, Fair Value
Fair value	$ 50,671	$ 27,787
Netting balance sheet adjustment	0	0
Net Total
Derivatives, Fair Value
Fair value	50,671	27,787
Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	(1,740)	(4,207)
Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	52,411	31,994
Total current derivative assets
Derivatives, Fair Value
Fair value	53,703	35,031
Netting balance sheet adjustment	(156)	(72)
Total current derivative assets | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	1,077	2,582
Netting balance sheet adjustment	(155)	(63)
Total current derivative assets | Physical index derivative contracts
Derivatives, Fair Value
Fair value	215	455
Netting balance sheet adjustment	(1)	(9)
Total current derivative assets | Interest rate derivative contracts
Derivatives, Fair Value
Fair value	52,411	31,994
Netting balance sheet adjustment	0	0
Total current derivative assets | Net Total
Derivatives, Fair Value
Fair value	53,547	34,959
Total current derivative assets | Net Total | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	922	2,519
Total current derivative assets | Net Total | Physical index derivative contracts
Derivatives, Fair Value
Fair value	214	446
Total current derivative assets | Net Total | Interest rate derivative contracts
Derivatives, Fair Value
Fair value	52,411	31,994
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	1,292	3,037
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	1,077	2,582
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts
Derivatives, Fair Value
Fair value	215	455
Total current derivative assets | Derivatives NOT Designated as Hedging Instruments | Interest rate derivative contracts
Derivatives, Fair Value
Fair value	0	0
Total current derivative assets | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	52,411	31,994
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 derivative contracts
Derivatives, Fair Value
Fair value	52,411	31,994
Total non-current derivative assets
Derivatives, Fair Value
Fair value	14	0
Netting balance sheet adjustment	0	0
Total non-current derivative assets | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	14
Netting balance sheet adjustment	0
Total non-current derivative assets | Net Total
Derivatives, Fair Value
Fair value	14	0
Total non-current derivative assets | Net Total | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	14
Total non-current derivative assets | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	14	0
Total non-current derivative assets | Derivatives NOT Designated as Hedging Instruments | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	14
Total non-current derivative assets | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	0	0
Total non-current derivative assets | Derivatives Designated as Hedging Instruments | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	0
Total current derivative liabilities
Derivatives, Fair Value
Fair value	(3,010)	(7,244)
Netting balance sheet adjustment	156	72
Total current derivative liabilities | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	(2,989)	(7,226)
Netting balance sheet adjustment	155	63
Total current derivative liabilities | Physical index derivative contracts
Derivatives, Fair Value
Fair value	(21)	(18)
Netting balance sheet adjustment	1	9
Total current derivative liabilities | Net Total
Derivatives, Fair Value
Fair value	(2,854)	(7,172)
Total current derivative liabilities | Net Total | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	(2,834)	(7,163)
Total current derivative liabilities | Net Total | Physical index derivative contracts
Derivatives, Fair Value
Fair value	(20)	(9)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	(3,010)	(7,244)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	(2,989)	(7,226)
Total current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Physical index derivative contracts
Derivatives, Fair Value
Fair value	(21)	(18)
Total current derivative liabilities | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	0	0
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 non-current derivative liabilities
Derivatives, Fair Value
Fair value	(36)	0
Netting balance sheet adjustment	0	0
Total non-current derivative liabilities | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	(36)
Netting balance sheet adjustment	0
Total non-current derivative liabilities | Net Total
Derivatives, Fair Value
Fair value	(36)	0
Total non-current derivative liabilities | Net Total | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	(36)
Total non-current derivative liabilities | Derivatives NOT Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	(36)	0
Total non-current derivative liabilities | Derivatives NOT Designated as Hedging Instruments | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	(36)
Total non-current derivative liabilities | Derivatives Designated as Hedging Instruments
Derivatives, Fair Value
Fair value	0	$ 0
Total non-current derivative liabilities | Derivatives Designated as Hedging Instruments | Physical fixed-price derivative contracts
Derivatives, Fair Value
Fair value	$ 0

DERIVATIVE INSTRUMENTS AND HE50

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Gains and Losses on Derivative Instruments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
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	$ (1,659)	$ 4,465	$ (305)	$ 6,952
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)	17	160	1
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	552	(549)	(53)	(82)
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	424	175	426	338
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	(2,265)	(710)	(4,563)	(800)
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)	(114)	(1,671)	(196)	(2,630)
Time value excluded from hedge assessment	(369)	596	(570)	14,781
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	(10,013)	19,274	(4,306)	52,851
Derivatives Designated as Hedging Instruments | Cost of product sales | Physical inventory - hedged items
Derivatives designated as fair value hedging instruments:
Physical inventory - hedged items	$ 9,530	$ (20,349)	$ 3,540	$ (40,700)

DERIVATIVE INSTRUMENTS AND HE51

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, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Losses reclassified from AOCI to income
(Loss) Gain Recognized in OCI on Derivatives	$ 8,936	$ (9,216)	$ 23,074	$ (6,231)
(Loss) Gain Reclassified from AOCI to Income (Effective Portion)	(2,295)	(3,037)	(4,632)	(6,075)
Interest rate derivative contracts
Losses reclassified from AOCI to income
(Loss) Gain Recognized in OCI on Derivatives	5,656	(12,173)	20,417	(10,463)
Commodity derivatives
Losses reclassified from AOCI to income
(Loss) Gain Recognized in OCI on Derivatives	3,280	2,957	2,657	4,232
Interest and debt expense | Interest rate derivative contracts
Losses reclassified from AOCI to income
(Loss) Gain Reclassified from AOCI to Income (Effective Portion)	$ (2,295)	$ (3,037)	$ (4,632)	$ (6,075)

FAIR VALUE MEASUREMENTS - Asset

FAIR VALUE MEASUREMENTS - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Fair value measurements
Fair value	$ 50,671	$ 27,787
Fair Value, Measurements, Recurring | Level 1
Fair value measurements
Fair value	0	0
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	0
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	50,671	27,787
Fair Value, Measurements, Recurring | Level 2 | Physical fixed-price derivative contracts
Fair value measurements
Financial assets	1,091	2,582
Financial liabilities	(3,025)	(7,226)
Fair Value, Measurements, Recurring | Level 2 | Physical index derivative contracts
Fair value measurements
Financial assets	215	455
Financial liabilities	(21)	(18)
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	$ 52,411	$ 31,994

FAIR VALUE MEASUREMENTS - Carry

FAIR VALUE MEASUREMENTS - Carrying Value and Fair Value of Debt (Details) - Level 2 - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Carrying Amount
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	$ 5,048,896	$ 4,910,525
Carrying Amount | Fixed-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	3,944,235	4,241,963
Carrying Amount | Variable-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	1,104,661	668,562
Fair Value
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	4,958,949	5,053,240
Fair Value | Fixed-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	3,849,403	4,384,336
Fair Value | Variable-rate debt
Fair Value And Carrying Value By Balance Sheet Grouping
Total debt	$ 1,109,546	$ 668,904

UNIT-BASED COMPENSATION PLANS -

UNIT-BASED COMPENSATION PLANS - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
LTIP and Option Plan
Share-based Compensation Arrangement by Share-based Payment Award
Compensation expense	$ 8	$ 9	$ 16.8	$ 17.7
Long Term Incentive Plan 2013
Share-based Compensation Arrangement by Share-based Payment Award
LP Units, available for issuance (in shares)	2,142,251		2,142,251
Awards granted (in shares)			641,000
Long Term Incentive Plan 2013 | Phantom Stock Units | Independent directors
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			18,000,000
Long Term Incentive Plan 2013 | Performance Shares | Employee
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			273,944
Long Term Incentive Plan 2009, Deferral Plan | Phantom Stock Units
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			349,271
Long Term Incentive Plan 2009, Deferral Plan | Phantom Stock Units | Employee
Share-based Compensation Arrangement by Share-based Payment Award
Awards granted (in shares)			149,726

UNIT-BASED COMPENSATION PLANS55

UNIT-BASED COMPENSATION PLANS - LTIP Activity for the Period (Details) - USD ($) $ / shares in Units, shares in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Long Term Incentive Plan 2013
Number of LP Units
Beginning Balance (in shares)	1,450
Granted (in shares)	641
Performance adjustment (in shares)	39
Vested (in shares)	(395)
Forfeited (in shares)	(22)
Ending Balance (in shares)	1,713
Weighted Average Grant Date Fair Value per LP Unit
Beginning Balance (in dollars per share)	$ 64.04
Granted (in dollars per share)	51.50
Performance adjustment (in dollars per share)	73.17
Vested (in dollars per share)	72.65
Forfeited (in dollars per share)	58.69
Ending Balance (in dollars per share)	$ 57.57
Additional disclosures
Compensation expense expected to be recognized	$ 50,000,000
Unrecognized compensation cost, weighted average period of recognition	1 year 11 months 23 days
Limited Partner Units | Option Plan
Additional disclosures
Total intrinsic value of options exercised	$ 0	$ 200,000

PARTNERS' CAPITAL AND DISTRIB56

PARTNERS' CAPITAL AND DISTRIBUTIONS - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	1 Months Ended	6 Months Ended
	Mar. 30, 2018	Jun. 30, 2018	Jun. 30, 2017
Partner's capital and distributions
Ownership interest		66.67%
Units issued in private placements		6,221
Net proceeds from issuance of Units and exercise of Unit options		$ 262,042	$ 48,921
Consecutive trading days		10 days
Discount rate		12.50%
Class C Units
Partner's capital and distributions
Units issued in private placements	6,200	6,221
Aggregate proceeds of private placement	$ 265,000
Net proceeds from issuance of Units and exercise of Unit options	$ 262,100
Issuance costs		$ 2,900
Limited Partner Units
Partner's capital and distributions
Cash distributions declared (in dollars per share)		$ 1.2625

PARTNERS' CAPITAL AND DISTRIB57

PARTNERS' CAPITAL AND DISTRIBUTIONS - Summary of Changes in Outstanding Units (Details) - shares shares in Thousands	1 Months Ended	6 Months Ended
	Mar. 30, 2018	Jun. 30, 2018
Summary of Changes in Outstanding Units for the Period
Beginning Balance (in shares)		146,677
Issuance of Class C units (in shares)		6,221
Issuance of Class C Units in lieu of quarterly cash distributions (in shares)		218
Ending Balance (in shares)		153,384
Long Term Incentive Plan 2013
Summary of Changes in Outstanding Units for the Period
LP units issued pursuant to the LTIP (in shares)		268
Limited Partner
Summary of Changes in Outstanding Units for the Period
Beginning Balance (in shares)		146,677
Issuance of Class C units (in shares)		0
Issuance of Class C Units in lieu of quarterly cash distributions (in shares)		0
Ending Balance (in shares)		146,945
Limited Partner | Long Term Incentive Plan 2013
Summary of Changes in Outstanding Units for the Period
LP units issued pursuant to the LTIP (in shares)		268
Class C Units
Summary of Changes in Outstanding Units for the Period
Beginning Balance (in shares)		0
Issuance of Class C units (in shares)	6,200	6,221
Issuance of Class C Units in lieu of quarterly cash distributions (in shares)		218
Ending Balance (in shares)		6,439
Class C Units | Long Term Incentive Plan 2013
Summary of Changes in Outstanding Units for the Period
LP units issued pursuant to the LTIP (in shares)		0

PARTNERS' CAPITAL AND DISTRIB58

PARTNERS' CAPITAL AND DISTRIBUTIONS - Distributions (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	Aug. 20, 2018	Aug. 03, 2018	Jun. 30, 2018	Jun. 30, 2017
Distributions to unitholders
Actual cash distributions			$ 372,157	$ 350,260
Limited Partner Units
Distributions to unitholders
Actual cash distributions			$ 373,500	$ 351,700
Distribution per LP unit (in dollars per share)			$ 2.525	$ 2.4875
Cash distributions declared (in dollars per share)			$ 1.2625
Class C Units
Distributions to unitholders
In kind distributions (in shares)			218
Forecast | Limited Partner Units
Distributions to unitholders
Actual cash distributions	$ 186,800
Forecast | Class C Units
Distributions to unitholders
Units issued in lieu of cash distributions (in shares)	275
Subsequent event | Limited Partner Units
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, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Earnings Per Share [Abstract]
Net income attributable to unitholders	$ 90,665	$ 112,722	$ 201,789	$ 236,298
Basic:
Weighted average units outstanding - basic (in shares)	153,258	140,826	151,093	140,603
Earnings per unit - basic (in dollars per share)	$ 0.59	$ 0.80	$ 1.34	$ 1.68
Diluted:
Weighted average units outstanding - basic (in shares)	153,258	140,826	151,093	140,603
Effect of dilutive securities (in shares)	731	679	677	650
Weighted average units outstanding - diluted (in shares)	153,989	141,505	151,770	141,253
Earnings per unit - diluted (in dollars per share)	$ 0.59	$ 0.80	$ 1.33	$ 1.67

BUSINESS SEGMENTS - Narrative (

BUSINESS SEGMENTS - Narrative (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018USD ($)propane_storage	Jun. 30, 2017USD ($)	Jun. 30, 2018USD ($)terminalsegmentpropane_storage	Jun. 30, 2017USD ($)	Apr. 30, 2018	Jan. 31, 2017
Segment information
Number of business segments | segment			3
Depreciation and amortization | $	$ 66,569	$ 64,838	$ 130,707	$ 130,326
Domestic Pipelines & Terminals
Segment information
Number of terminals operated			3
Global Marine Terminals
Segment information
Number of terminals owned			21
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
Buckeye Texas Partners LLC
Segment information
Ownership percentage	100.00%		100.00%
Depreciation and amortization | $	$ 18,200	$ 18,500	$ 36,000	$ 36,000
Buckeye Texas Partners LLC
Segment information
Ownership percentage	100.00%		100.00%		100.00%
VTTI B.V.
Segment information
Ownership percentage						50.00%
Buckeye Texas Partners LLC
Segment information
Percentage of interest acquired					20.00%

BUSINESS SEGMENTS - Revenue by

BUSINESS SEGMENTS - Revenue by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenue:
Total revenue from contracts with customers	$ 783,196	$ 670,461	$ 1,763,458	$ 1,464,976
Revenue from leases	53,954	48,837	104,777	98,595
Commodity derivative contracts, net	103,689	90,903	255,709	215,903
Total revenue	940,839	810,201	2,123,944	1,779,474
United States
Revenue:
Total revenue	878,607	730,905	2,000,827	1,618,767
International
Revenue:
Total revenue	62,232	79,296	123,117	160,707
Domestic Pipelines & Terminals
Revenue:
Total revenue from contracts with customers	239,634	244,434	489,169	482,948
Revenue from leases	11,065	9,119	19,055	20,246
Commodity derivative contracts, net	(819)	96	(2,909)	3,967
Total revenue	249,880	253,649	505,315	507,161
Global Marine Terminals
Revenue:
Total revenue from contracts with customers	100,254	128,138	201,506	253,983
Revenue from leases	42,889	39,718	85,722	78,349
Commodity derivative contracts, net	0	0	0	0
Total revenue	143,143	167,856	287,228	332,332
Merchant Services
Revenue:
Total revenue from contracts with customers	457,105	309,565	1,103,513	755,691
Revenue from leases	0	0	0	0
Commodity derivative contracts, net	104,508	90,903	256,528	215,903
Total revenue	561,613	400,468	1,360,041	971,594
Intersegment
Revenue:
Total revenue from contracts with customers	(13,797)	(11,676)	(30,730)	(27,646)
Revenue from leases	0	0	0	0
Commodity derivative contracts, net	0	(96)	2,090	(3,967)
Total revenue	(13,797)	(11,772)	(28,640)	(31,613)
Pipeline transportation
Revenue:
Total revenue from contracts with customers	125,796	119,611	243,627	232,565
Pipeline transportation | Domestic Pipelines & Terminals
Revenue:
Total revenue from contracts with customers	127,959	123,819	249,430	239,756
Pipeline transportation | Global Marine Terminals
Revenue:
Total revenue from contracts with customers	0	0	0	0
Pipeline transportation | Merchant Services
Revenue:
Total revenue from contracts with customers	0	0	0	0
Pipeline transportation | Intersegment
Revenue:
Total revenue from contracts with customers	(2,163)	(4,208)	(5,803)	(7,191)
Terminalling and storage services
Revenue:
Total revenue from contracts with customers	191,178	223,829	399,778	451,568
Terminalling and storage services | Domestic Pipelines & Terminals
Revenue:
Total revenue from contracts with customers	100,981	106,053	216,956	215,639
Terminalling and storage services | Global Marine Terminals
Revenue:
Total revenue from contracts with customers	99,927	123,930	201,145	249,662
Terminalling and storage services | Merchant Services
Revenue:
Total revenue from contracts with customers	0	0	0	0
Terminalling and storage services | Intersegment
Revenue:
Total revenue from contracts with customers	(9,730)	(6,154)	(18,323)	(13,733)
Product sales
Revenue:
Total revenue from contracts with customers	453,303	309,625	1,093,471	750,045
Product sales | Domestic Pipelines & Terminals
Revenue:
Total revenue from contracts with customers	0	0	0	0
Product sales | Global Marine Terminals
Revenue:
Total revenue from contracts with customers	7	3,880	20	3,891
Product sales | Merchant Services
Revenue:
Total revenue from contracts with customers	455,185	307,027	1,098,693	751,161
Product sales | Intersegment
Revenue:
Total revenue from contracts with customers	(1,889)	(1,282)	(5,242)	(5,007)
Other services
Revenue:
Total revenue from contracts with customers	12,919	17,396	26,582	30,798
Other services | Domestic Pipelines & Terminals
Revenue:
Total revenue from contracts with customers	10,694	14,562	22,783	27,553
Other services | Global Marine Terminals
Revenue:
Total revenue from contracts with customers	320	328	341	430
Other services | Merchant Services
Revenue:
Total revenue from contracts with customers	1,920	2,538	4,820	4,530
Other services | Intersegment
Revenue:
Total revenue from contracts with customers	$ (15)	$ (32)	$ (1,362)	$ (1,715)

BUSINESS SEGMENTS - Adjusted EB

BUSINESS SEGMENTS - Adjusted EBITDA from Continuing Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Reconciliation of Net Income to Adjusted EBITDA:
Net income	$ 93,317	$ 116,379	$ 210,409	$ 242,688
Less: Net income attributable to noncontrolling interests	(1,413)	(3,657)	(6,132)	(6,390)
Net income attributable to Buckeye Partners, L.P.	91,904	112,722	204,277	236,298
Add: Interest and debt expense	59,566	56,424	118,671	112,309
Income tax expense	782	1,039	1,272	1,261
Depreciation and amortization	66,569	64,838	130,707	130,326
Earnings from the equity-method investment in VTTI	(8,265)	(3,120)	(15,754)	(13,478)
Total Adjusted EBITDA	254,853	269,191	516,577	546,700
Segment Reconciling Items
Reconciliation of Net Income to Adjusted EBITDA:
Non-cash unit-based compensation expense	7,976	8,902	16,666	17,580
Acquisition and transition expense	141	799	423	1,828
Hurricane-related costs, net of recoveries	(1,393)	613	(812)	3,016
Proportionate share of Adjusted EBITDA for the equity-method investment in VTTI	34,640	28,801	69,180	57,418
Less: Gains on property damage recoveries	(450)	(4,621)	(14,535)	(4,621)
Segment Reconciling Items | VTTI B.V.
Reconciliation of Net Income to Adjusted EBITDA:
Earnings from the equity-method investment in VTTI	(4,882)	(326)	(9,272)	(8,715)
Domestic Pipelines & Terminals
Reconciliation of Net Income to Adjusted EBITDA:
Total Adjusted EBITDA	135,321	135,387	275,972	274,830
Global Marine Terminals
Reconciliation of Net Income to Adjusted EBITDA:
Total Adjusted EBITDA	120,728	131,757	238,146	262,388
Global Marine Terminals | VTTI B.V.
Reconciliation of Net Income to Adjusted EBITDA:
Earnings from the equity-method investment in VTTI	(4,882)	(326)	(9,272)	(8,715)
Merchant Services
Reconciliation of Net Income to Adjusted EBITDA:
Total Adjusted EBITDA	$ (1,196)	$ 2,047	$ 2,459	$ 9,482

SUPPLEMENTAL CASH FLOW INFORM63

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Supplemental Cash Flow Elements [Abstract]
Cash paid for interest (net of capitalized interest)	$ 108,405	$ 104,541
Cash paid for income taxes	951	977
Capitalized interest	3,805	2,211
Issuance of Class C Units in lieu of quarterly cash distribution	8,469	0
Distributions payable to noncontrolling interest	1,432	0
Capital expenditures incurred but not yet paid	$ 65,100	$ 48,400