Buckeye Partners (BPL) 10-Q 8 Aug 14 2014 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Aug. 01, 2014
Document Information	'	'
Entity Registrant Name	'BUCKEYE PARTNERS, L.P.	'
Entity Central Index Key	'0000805022	'
Document Type	'10-Q	'
Document Period End Date	30-Jun-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Large Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	116,247,887
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q2	'

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		6 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Revenue:	'	'	'	'
Product sales	$1,492,697	$734,396	$3,170,439	$1,803,613
Transportation, storage and other services	316,254	259,192	630,341	521,053
Total revenue	1,808,951	993,588	3,800,780	2,324,666
Costs and expenses:	'	'	'	'
Cost of product sales	1,510,043	725,300	3,175,422	1,788,598
Operating expenses	133,018	99,436	257,847	191,788
Depreciation and amortization	43,394	37,551	86,385	73,250
General and administrative	20,330	17,330	37,687	33,583
Total costs and expenses	1,706,785	879,617	3,557,341	2,087,219
Operating income	102,166	113,971	243,439	237,447
Other income (expense):	'	'	'	'
Earnings from equity investments	2,170	1,953	3,436	3,582
Interest and debt expense	-42,012	-30,237	-83,225	-60,486
Other income (expense)	-232	198	-96	299
Total other expense, net	-40,074	-28,086	-79,885	-56,605
Income from continuing operations before taxes	62,092	85,885	163,554	180,842
Income tax expense	-153	-195	-76	-326
Income from continuing operations	61,939	85,690	163,478	180,516
Loss from discontinued operations	-38,186	-8,320	-48,228	-12,647
Net income	23,753	77,370	115,250	167,869
Less: Net income attributable to noncontrolling interests	-733	-940	-1,762	-2,098
Net income attributable to Buckeye Partners, L.P.	$23,020	$76,430	$113,488	$165,771
Basic earnings (loss) per unit attributable to Buckeye Partners, L.P.:	'	'	'	'
Continuing operations (in dollars per unit)	$0.53	$0.80	$1.40	$1.71
Discontinued operations (in dollars per unit)	($0.33)	($0.08)	($0.42)	($0.12)
Total	$0.20	$0.72	$0.98	$1.59
Diluted earnings (loss) per unit attributable to Buckeye Partners, L.P.:	'	'	'	'
Continuing operations (in dollars per unit)	$0.53	$0.80	$1.39	$1.70
Discontinued operations (in dollars per unit)	($0.33)	($0.08)	($0.41)	($0.12)
Total	$0.20	$0.72	$0.98	$1.58
Weighted average units outstanding:	'	'	'	'
Basic (in units)	116,078	105,701	115,701	104,481
Diluted (in units)	116,652	106,171	116,226	104,878

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	'	'	'	'
Net income	$23,753	$77,370	$115,250	$167,869
Other comprehensive (loss) income:	'	'	'	'
Unrealized (losses) gains on derivative instruments	-9,208	23,907	-18,812	32,526
Reclassification of derivative gains and losses to net income	1,778	1,093	3,557	1,321
Recognition of costs related to benefit plans to net income	394	89	787	403
Adjustments to recognize the funded status of benefit plans	'	338	'	'
Total other comprehensive (loss) income	-7,036	25,427	-14,468	34,250
Comprehensive income	16,717	102,797	100,782	202,119
Less: Comprehensive income attributable to noncontrolling interests	-733	-940	-1,762	-2,098
Comprehensive income attributable to Buckeye Partners, L.P.	$15,984	$101,857	$99,020	$200,021

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Current assets:	'	'
Cash and cash equivalents	$21,906	$4,950
Trade receivables, net	376,478	326,243
Construction and pipeline relocation receivables	22,173	23,135
Inventories	443,909	312,135
Derivative assets	9,201	4,412
Prepaid and other current assets	60,013	48,503
Assets held for sale (Note 3)	138,984	181,708
Total current assets	1,072,664	901,086
Property, plant and equipment, net	5,034,269	4,925,294
Equity investments	75,513	72,349
Goodwill	821,500	821,500
Intangible assets, net	206,647	225,364
Other non-current assets	63,096	59,970
Total assets	7,273,689	7,005,563
Current liabilities:	'	'
Line of credit	400,000	226,000
Accounts payable	109,863	149,520
Derivative liabilities	61,955	44,672
Accrued and other current liabilities	227,582	227,084
Liabilities held for sale (Note 3)	35,984	37,767
Total current liabilities	835,384	685,043
Long-term debt	3,309,293	3,092,711
Other non-current liabilities	134,812	146,973
Total liabilities	4,279,489	3,924,727
Commitments and contingencies (Note 4)	'	'
Buckeye Partners, L.P. capital:	'	'
Accumulated other comprehensive loss	-118,020	-103,552
Total Buckeye Partners, L.P. capital	2,980,788	3,065,665
Noncontrolling interests	13,412	15,171
Total partners' capital	2,994,200	3,080,836
Total liabilities and partners' capital	7,273,689	7,005,563
Limited Partners	'	'
Buckeye Partners, L.P. capital:	'	'
Limited Partners	$3,098,808	$3,169,217

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Limited Partners)	Jun. 30, 2014	Dec. 31, 2013
Limited Partners	'	'
Limited Partners, units outstanding	116,247,624	115,063,617

CONDENSED_CONSOLIDATED_STATEME2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013
Cash flows from operating activities:	'	'
Net income	$115,250	$167,869
Adjustments to reconcile net income to net cash provided by (used in) operating activities:	'	'
Settlement of terminated interest rate swap agreement	'	-62,009
Depreciation and amortization	86,385	77,043
Asset impairment expense	26,254	'
Net changes in fair value of derivatives	-6,332	-12,374
Non-cash deferred lease expense	1,819	1,884
Amortization of unfavorable storage contracts	-5,536	-5,497
Earnings from equity investments	-3,436	-3,582
Distributions from equity investments	125	125
Other non-cash items	12,037	9,805
Change in assets and liabilities, net of amounts related to acquisitions:	'	'
Trade receivables	-51,213	48,932
Construction and pipeline relocation receivables	962	-1,846
Inventories	-131,774	64,287
Prepaid and other current assets	4,739	11,743
Accounts payable	-26,708	-19,277
Accrued and other current liabilities	12,264	15,508
Other non-current assets	-5,739	2,221
Other non-current liabilities	-6,977	-3,927
Net cash provided by operating activities	22,120	290,905
Cash flows from investing activities:	'	'
Capital expenditures	-201,515	-147,867
Net proceeds from insurance settlement	549	'
Proceeds from disposal of property, plant and equipment	691	578
Net cash used in investing activities	-200,275	-147,289
Cash flows from financing activities:	'	'
Net proceeds from issuance of LP Units	74,517	372,824
Net proceeds from exercise of unit options	615	980
Payment of tax withholding on issuance of LTIP awards	-4,791	-3,728
Issuance of long-term debt	'	499,050
Debt issuance costs	'	-3,250
Borrowings under BPL Credit Facility	847,000	601,000
Repayments under BPL Credit Facility	-631,000	-1,266,000
Net borrowings (repayments) under BES Credit Facility	174,000	-130,200
Acquisition of additional interest in WesPac Memphis	-9,510	-9,727
Distributions paid to noncontrolling interests	-3,549	-5,210
Distributions paid to unitholders	-252,171	-201,242
Net cash provided by (used in) financing activities	195,111	-145,503
Net increase (decrease) in cash and cash equivalents	16,956	-1,887
Cash and cash equivalents - Beginning of period	4,950	6,776
Cash and cash equivalents - End of period	$21,906	$4,889

CONDENSED_CONSOLIDATED_STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL (USD $)	Total	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests	Limited Partners	Class B Units
In Thousands
Beginning balance at Dec. 31, 2012	$2,388,840	($158,779)	$16,527	$2,117,788	$413,304
Net income	167,869	'	2,098	152,873	12,898
Acquisition of additional interest in WesPac Memphis	-9,727	'	-1,495	-8,232	'
Distributions paid to unitholders	-201,242	'	2,922	-204,164	'
Net proceeds from issuance of LPUnits	372,824	'	'	372,824	'
Amortization of unit-based compensation awards	7,327	'	'	7,327	'
Net proceeds from exercise of unit options	980	'	'	980	'
Payment of tax withholding on issuance of LTIP awards	-3,728	'	'	-3,728	'
Distributions paid to noncontrolling interests	-5,210	'	-5,210	'	'
Other comprehensive income (loss)	34,250	34,250	'	'	'
Noncash accrual for distribution equivalent rights	-667	'	'	-667	'
Other	31	'	41	-10	'
Ending balance at Jun. 30, 2013	2,751,547	-124,529	14,883	2,434,991	426,202
Beginning balance at Dec. 31, 2013	3,080,836	-103,552	15,171	3,169,217	'
Net income	115,250	'	1,762	113,488	'
Acquisition of additional interest in WesPac Memphis	-9,510	'	-1,577	-7,933	'
Distributions paid to unitholders	-252,171	'	1,678	-253,849	'
Net proceeds from issuance of LPUnits	74,517	'	'	74,517	'
Amortization of unit-based compensation awards	8,190	'	'	8,190	'
Net proceeds from exercise of unit options	615	'	'	615	'
Payment of tax withholding on issuance of LTIP awards	-4,791	'	'	-4,791	'
Distributions paid to noncontrolling interests	-3,549	'	-3,549	'	'
Other comprehensive income (loss)	-14,468	-14,468	'	'	'
Noncash accrual for distribution equivalent rights	-666	'	'	-666	'
Other	-53	'	-73	20	'
Ending balance at Jun. 30, 2014	$2,994,200	($118,020)	$13,412	$3,098,808	'

ORGANIZATION_AND_BASIS_OF_PRES

ORGANIZATION AND BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2014
ORGANIZATION AND BASIS OF PRESENTATION.	'
ORGANIZATION AND BASIS OF PRESENTATION	'
	1.  ORGANIZATION AND BASIS OF PRESENTATION
	Organization
	Buckeye Partners, L.P. is a publicly traded Delaware master limited partnership and its limited partnership units representing limited partner interests (“LP Units”) are listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “BPL.”  Buckeye GP LLC (“Buckeye GP”) is our general partner.  As used in these Notes to Unaudited Condensed Consolidated Financial Statements, “we,” “us,” “our” and “Buckeye” mean Buckeye Partners, L.P. and, where the context requires, includes our subsidiaries.
	Buckeye owns and operates a diversified network of integrated assets providing midstream logistic solutions, primarily consisting of the transportation, storage 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, miles of pipeline and active products terminals across our portfolio of pipelines, inland terminals and an integrated network of marine terminals located primarily on the U.S. East Coast and in the Caribbean.  Our flagship marine terminal in The Bahamas, Bahamas Oil Refining Company International Limited (“BORCO”), is one of the largest marine crude oil and petroleum products storage facilities in the world and provides an array of logistics and blending services for the global flow of petroleum products.  Our network of marine terminals enables us to facilitate global flows of crude oil, refined petroleum products, and other commodities, and to offer our customers connectivity to some of the world’s most important bulk storage and blending hubs.  We are also a wholesale distributor of refined petroleum products in areas served by our pipelines and terminals.  Finally, Buckeye operates and/or maintains third-party pipelines under agreements with major oil and gas, petrochemical and chemical companies, and performs certain engineering and construction management services for third parties.
	In December 2013, the Board of Directors of Buckeye GP (the “Board”) approved a plan to divest our Natural Gas Storage segment and its related assets as we no longer believe this business is aligned with our long-term business strategy.  In this report, we refer to this group of assets and related liabilities as our Natural Gas Storage disposal group.  Accordingly, we have classified the disposal group as “Assets held for sale” and “Liabilities held for sale” in our unaudited condensed consolidated balance sheets as of June 30, 2014 and December 31, 2013 and also reported the results of operations as discontinued operations for all periods presented in this report.  In July 2014, we signed a purchase and sale agreement to sell our Natural Gas Storage business for $105 million.  The transaction is expected to close in the fourth quarter of 2014 or the first quarter of 2015, subject to regulatory approvals and customary closing conditions.  For additional information, see Note 3 and Note 16 in the Notes to Unaudited Condensed Consolidated Financial Statements.
	Additionally, in December 2013, we changed our organizational structure to align our strategic business units into four reportable segments: Pipelines & Terminals, Global Marine Terminals, Merchant Services and Development & Logistics.  See Note 14 for additional information.  We have adjusted our prior period segment information to conform to the current alignment of our continuing business and discontinued operations.
	Basis of Presentation and Principles of Consolidation
	The unaudited condensed consolidated financial statements and the accompanying notes are prepared in accordance with U.S. generally accepted accounting principles (“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. We have eliminated all intercompany transactions in consolidation.
	We believe that the disclosures in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading.  These interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2013.
	Recent Accounting Developments
	Revenue from Contracts with Customers.  In May 2014, the Financial Accounting Standards Board issued guidance to clarify principles used to recognize revenue for all entities.  The standard’s core principle is that an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  In doing so, entities will need to use more judgment and make more estimates than under current guidance.  These may include identifying performance obligations in the contract, estimating the amount of variable consideration included in the transaction price and allocating the transaction price to each separate performance obligation.  The new guidance is effective for annual and interim periods beginning after December 15, 2016, with no early adoption permitted.  We are currently evaluating the impact, if any, the adoption of this guidance will have on our consolidated financial statements.

ACQUISITIONS

ACQUISITIONS	6 Months Ended
	Jun. 30, 2014
ACQUISITIONS	'
ACQUISITIONS	'
	2.  ACQUISITIONS
	In December 2013, we acquired certain wholesale distribution contracts and 20 liquid petroleum products terminals with total storage capacity of approximately 39 million barrels from Hess Corporation (“Hess”) for $856.4 million, net of cash acquired (the “Hess Terminals Acquisition”).  The acquisition cost has been allocated 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 represents both expected synergies from combining our operations from the Hess Terminals Acquisition with our existing operations and the economic value attributable to future expansion projects resulting from this acquisition.  Fair values have been developed using recognized business valuation techniques and are subject to change pending final valuation analysis.  The purchase price has been allocated to tangible and intangible assets acquired and liabilities assumed on a preliminary basis.  As of June 30, 2014, there has been no change to the purchase price allocation reported in our consolidated financial statements for the year ended December 31, 2013.
	The following table summarizes revenue and net income related to the assets acquired from Hess included in our unaudited condensed consolidated statement of operations for the periods indicated (in thousands):
		Three Months		Six Months
		Ended June 30,		Ended June 30,
		2014		2014
	Revenue	$	325,501	$	674,568
	Net income (1)	13,229		26,770
	(1)     Includes transition expenses of $2.0 million and $5.6 million for the three and six months ended June 30, 2014, respectively.
	Acquisition of Additional Interest in WesPac Pipelines — Memphis LLC
	In April 2014, our operating subsidiary, Buckeye Pipe Line Holdings, L.P. (“BPH”), purchased an additional 10% ownership interest in WesPac Pipelines — Memphis LLC (“WesPac Memphis”) from Kealine LLC for $9.5 million.  As a result of the acquisition, our ownership interest in WesPac Memphis increased from 80% to 90%.  Since BPH retains controlling interest in WesPac Memphis, this acquisition was accounted for as an equity transaction.

DISCONTINUED_OPERATIONS

DISCONTINUED OPERATIONS	6 Months Ended
	Jun. 30, 2014
DISCONTINUED OPERATIONS	'
DISCONTINUED OPERATIONS	'
	3.  DISCONTINUED OPERATIONS
	In December 2013, the Board approved a plan to divest our Natural Gas Storage segment and its related assets as we no longer believe this business is aligned with our long-term business strategy.  In this report, we refer to this group of assets as our Natural Gas Storage disposal group.  We expect to complete the disposition of these assets in 2014.  Accordingly, we have classified the disposal group as “Assets held for sale” and “Liabilities held for sale” in our accompanying unaudited condensed consolidated balance sheet as of June 30, 2014 and December 31, 2013.  We have reported the results of operations for the disposal group as discontinued operations for all periods presented in this report.  We discontinued depreciation and amortization of the Natural Gas Storage disposal group’s property, plant and equipment upon approval of a plan to sell our Natural Gas Storage business.
	In July 2014, we signed a purchase and sale agreement to sell our Natural Gas Storage business for $105 million.  The transaction is expected to close in the fourth quarter of 2014 or the first quarter of 2015, subject to regulatory approvals and customary closing conditions.  As a result of the sale, we recorded a non-cash asset impairment charge of $26.3 million within “Loss from discontinued operations” on our unaudited condensed consolidated statement of operations for the three and six months ended June 30, 2014.  See Note 9 and Note 16 for further discussion.
	The following table summarizes the results from discontinued operations (in thousands):
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	Revenue	$	5,223		$	11,791		$	17,769		$	25,674
	Loss from discontinued operations	(38,186		)	(8,320		)	(48,228		)	(12,647		)
	The total assets and liabilities held for sale consisted of the following at the dates indicated (in thousands):
		June 30,			December 31,
		2014			2013
	Property, plant and equipment, net	$	131,174		$	157,261
	Other current assets	7,803			24,443
	Other non-current assets	7			4
	Assets held for sale	$	138,984		$	181,708
	Accounts payable	$	1,117		$	2,182
	Accrued liabilities and other current liabilities	6,330			8,947
	Other non-current liabilities	28,537			26,638
	Liabilities held for sale	$	35,984		$	37,767

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2014
COMMITMENTS AND CONTINGENCIES	'
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.
	BORCO Jetty.  On May 25, 2012, a ship, Cape Bari, allided with a jetty at our BORCO facility while berthing, causing damage to portions of the jetty.  Buckeye has insurance to cover this loss, subject to a $5 million deductible.  On May 26, 2012, we commenced legal proceedings in The Bahamas against the vessel’s owner and the vessel to obtain security for the cost of repairs and other losses incurred as a result of the incident.  Full security for our claim has been provided by the vessel owner’s insurers, reserving all of their defenses.  We also have notified the customer on whose behalf the vessel was at the BORCO facility that we intend to hold them responsible for all damages and losses resulting from the incident pursuant to the terms of an agreement between the parties.  Any disputes between us and our customer on this matter are subject to arbitration in Houston, Texas.
	The vessel owner has claimed that it is entitled to limit its liability to approximately $17 million, but we are contesting the right of the vessel owner to such limitation.  The Bahamas court of first instance denied the vessel owner the right to limit its liability for the incident, leaving the vessel owner responsible for all provable damages.  The vessel interests appealed, and the Bahamas Court of Appeals reversed, holding that the vessel interests may limit their liability.  We have filed a motion for leave to appeal that decision to the Privy Council, which motion is pending.  We believe the motion for leave will be granted but can express no view on whether the Court of Appeals decision ultimately will be affirmed or reversed.
	We experienced no material interruption of service at the BORCO facility as a result of the incident, and the repairs of the damaged sections are complete.
	The aggregate cost to repair and reconstruct the damaged portions of the jetty and pursue recovery in court has been approximately $23 million.  We recorded a loss on disposal due to the assets destroyed in the incident and other related costs incurred; however, since we believe recovery of our losses is probable, we recorded a corresponding receivable.  As of June 30, 2014, we had a $5.9 million receivable included in “Other non-current assets” in our unaudited condensed consolidated balance sheet, representing reimbursement of the deductible.  Additionally, we have received cash proceeds of $15.8 million related to insurance reimbursements, and to the extent the aggregate proceeds from the recovery of our losses is in excess of the carrying value of the destroyed assets or other costs incurred, we will recognize a gain when such proceeds are received and are not refundable.  BORCO’s insurers have paid most of the claim and have now appeared in the Bahamas litigation.  As of June 30, 2014, no gain had been recognized; however, we recorded a $13.9 million deferred gain in “Accrued and other current liabilities” in our unaudited condensed consolidated balance sheet, representing excess proceeds received over the loss on disposal and other costs incurred.
	On May 12, 2014, the vessel interests filed a third-party complaint against a BORCO subsidiary, Borco Towing Company Limited, which provided pilots and tugs to assist the Cape Bari alleging that Borco Towing was negligent.  We are investigating those allegations, but, at this time, we believe that we have defenses and intend to vigorously defend ourselves and pursue our claims against the vessel interests.
	Federal Energy Regulatory Commission (“FERC”) Proceedings
	FERC Docket No. OR12-28-000 — Airlines Complaint against Buckeye Pipe Line Company, L.P. (“BPLC”) New York City Jet Fuel Rates.  On September 20, 2012, a complaint was filed with FERC by Delta Air Lines, JetBlue Airways, United/Continental Air Lines, and US Airways challenging BPLC’s rates for transportation of jet fuel from New Jersey to three New York City airports.  The complaint was not directed at BPLC’s rates for service to other destinations and does not involve pipeline systems and terminals owned by Buckeye’s other operating subsidiaries.  The complaint challenges these jet fuel transportation rates as generating revenues in excess of costs and thus being “unjust and unreasonable” under the Interstate Commerce Act.  On October 10, 2012, BPLC filed its answer to the complaint, contending that the airlines’ allegations are based on inappropriate adjustments to the pipeline’s costs and revenues, and that, in any event, any revenue recovery by BPLC in excess of costs would be irrelevant because BPLC’s rates are set under a FERC-approved program that ties rates to competitive levels.  BPLC also sought dismissal of the complaint to the extent it seeks to challenge the portion of BPLC’s rates that were deemed just and reasonable, or “grandfathered,” under Section 1803 of the Energy Policy Act of 1992.  BPLC further contested the airlines’ ability to seek relief as to past charges where the rates are lawful under BPLC’s FERC-approved rate program.  On October 25, 2012, the complainants filed their answer to BPLC’s motion to dismiss and answer.  On November 9, 2012, BPLC filed a response addressing newly raised arguments in the complainants’ October 25th answer.  On February 22, 2013, FERC issued an order setting the airline complaint in Docket (“Dkt.”) No. OR12-28-000 for hearing, but holding the hearing in abeyance and setting the dispute for settlement procedures before a settlement judge.  If FERC were to find these challenged rates to be in excess of costs and not otherwise protected by law, it could order BPLC to reduce these rates prospectively and could order repayment to the complaining airlines of any past charges found to be in excess of just and reasonable levels for up to two years prior to the filing date of the complaint.  BPLC intends to vigorously defend its rates.  On March 8, 2013, an order was issued consolidating, for settlement purposes, this complaint proceeding with the proceeding regarding BPLC’s application for market-based rates in the New York City market in Dkt. No. OR13-3-000 (discussed below), and settlement discussions under the supervision of the FERC settlement judge continued until April 2014.  On April 1, 2014, the FERC settlement judge issued a status report stating that the parties had been unable to reach a settlement, and recommending that both Dkt. Nos. OR12-28-000 and OR13-3-000 be set for hearing.  The settlement judge further recommended that settlement procedures under the supervision of the settlement judge continue concurrently because the parties hope to continue settlement talks after the commencement of litigation.  On April 17, 2014, the FERC Chief Administrative Law Judge (the “ALJ”) ruled in favor of separate proceedings and of continuing the existing settlement procedures concurrently with litigation.  The timing or outcome of final resolution of this matter cannot reasonably be determined at this time.
	FERC Docket No. OR13-3-000 — BPLC’s Market-Based Rate Application.  On October 15, 2012, BPLC filed an application with FERC seeking authority to charge market-based rates for deliveries of liquid petroleum products to the New York City-area market (the “Application”).  In the Application, BPLC seeks to charge market-based rates from its three origin points in northeastern New Jersey to its five destinations on its Long Island System, including deliveries of jet fuel to the Newark, LaGuardia, and JFK airports.  The jet fuel rates were also the subject of the airlines’ OR12-28-000 complaint discussed above.  On December 14, 2012, Delta Air Lines, JetBlue Airways, United/Continental Air Lines, and US Airways filed a joint intervention and protest challenging the Application and requesting its rejection.  On January 14, 2013, BPLC filed its answer to the protest and requested summary disposition as to those non-jet-fuel rates that were not challenged in the protest.  On January 29, 2013, the protestants responded to BPLC’s answer, and on February 13, 2013, BPLC filed a further answer to the protestants’ January 29, 2013 pleading.  On February 28, 2013, FERC issued an order setting the Application for hearing, holding the hearing in abeyance and setting the dispute for settlement procedures before a settlement judge.  As discussed above, the Application has been consolidated with the complaint proceeding in Dkt. No. OR12-28-000 for settlement purposes and the settlement judge has reported to the FERC and the Chief that the application should be set for hearing.  The settlement judge also recommended that settlement procedures under the supervision of the settlement judge continue concurrently because the parties hope to continue settlement talks after the commencement of litigation.  As noted above, the FERC Chief ALJ ruled that Dkt. No. OR13-3-000 will proceed separately from the Dkt. No. OR12-28-000 proceeding and that the existing settlement procedures will continue concurrently with litigation.  If FERC were to approve the Application, BPLC would be permitted prospectively to set these rates in response to competitive forces, and the basis for the airlines’ claim for relief in their OR12-28-000 complaint as to BPLC’s future rates would be irrelevant prospectively.  The timing or outcome of FERC’s review of the Application cannot reasonably be determined at this time.
	Environmental Contingencies
	We recorded operating expenses, net of insurance recoveries, of $1.6 million and $1.5 million during the three months ended June 30, 2014 and 2013, respectively, related to environmental remediation liabilities unrelated to claims and legal proceedings.  For the six months ended June 30, 2014 and 2013, we recorded operating expenses, net of recoveries, of $2.2 million and $3.0 million, respectively, related to environmental remediation liabilities unrelated to claims and legal proceedings.  Costs incurred may be in excess of our estimate, which may have a material impact on our financial condition, results of operations or cash flows.  As of June 30, 2014 and December 31, 2013, we recorded environmental remediation liabilities of $57.2 million for both periods, respectively.  At June 30, 2014 and December 31, 2013, we had $13.5 million and $10.6 million, respectively, of receivables related to these environmental remediation liabilities covered by insurance or third party claims.

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2014
INVENTORIES	'
INVENTORIES	'
	5.  INVENTORIES
	Our inventory amounts were as follows at the dates indicated (in thousands):
		June 30,		December 31,
		2014		2013
	Liquid petroleum products (1)	$	428,802	$	290,718
	Materials and supplies	15,107		21,417
	Total inventories	$	443,909	$	312,135
	(1)     Ending inventory was 155.5 million and 102.1 million gallons of liquid petroleum products at June 30, 2014 and December 31, 2013, respectively.
	At June 30, 2014 and December 31, 2013, approximately 83% and 81% of our liquid petroleum products inventory volumes were designated in a fair value hedge relationship, respectively.  Because we generally designate inventory as a hedged item upon purchase, hedged inventory is valued at current market prices with the change in value of the inventory reflected in our unaudited condensed consolidated statements of operations.  Our inventory volumes that are not designated as the hedged item in a fair value hedge relationship are economically hedged to reduce our commodity price exposure.  Inventory not accounted for as a fair value hedge is accounted for at the lower of cost or market using the weighted average cost method.

EQUITY_INVESTMENTS

EQUITY INVESTMENTS	6 Months Ended
	Jun. 30, 2014
EQUITY INVESTMENTS	'
EQUITY INVESTMENTS	'
	6.  EQUITY INVESTMENTS
	The following table presents earnings from equity investments for the periods indicated (in thousands):
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	West Shore Pipe Line Company	$	1,523		$	1,323		$	2,183		$	2,573
	Muskegon Pipeline LLC	322			390			571			631
	Transport4, LLC	186			140			253			196
	South Portland Terminal LLC	139			100			429			182
	Total earnings from equity investments	$	2,170		$	1,953		$	3,436		$	3,582
	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
		June 30,						June 30,
		2014			2013			2014			2013
	Revenue	$	21,771		$	18,940		$	41,465		$	36,316
	Costs and expenses	(13,223		)	(9,278		)	(24,645		)	(19,213		)
	Non-operating expenses	(2,859		)	(3,498		)	(5,580		)	(6,120		)
	Net income	$	5,689		$	6,164		$	11,240		$	10,983

LONGTERM_DEBT

LONG-TERM DEBT	6 Months Ended
	Jun. 30, 2014
LONG-TERM DEBT	'
LONG-TERM DEBT	'
	7.  LONG-TERM DEBT
	Current Maturities Expected to be Refinanced
	It is our intent to refinance the $275 million of 5.300% notes maturing on October 15, 2014 (the “5.300% Notes”) in the latter half of 2014.  If necessary, the 5.300% Notes could be refinanced using our $1.25 billion revolving credit facility dated September 26, 2011 (the “Credit Facility”) with SunTrust Bank.  At June 30, 2014, we had $605 million of additional borrowing capacity under our Credit Facility.  Therefore, we have classified the 5.300% Notes as long-term debt in our unaudited condensed consolidated balance sheet at June 30, 2014.  Additionally, our interest rate swaps that are designated as cash flow hedges related to the refinancing of the 5.300% Notes, which will expire on October 15, 2014, have a financial liability of $48.9 million at June 30, 2014 (see Note 8 below for additional information).

DERIVATIVE_INSTRUMENTS_AND_HED

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	6 Months Ended
	Jun. 30, 2014
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	'
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	'
	8.  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 risks.
	Interest Rate Derivatives
	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 entered into six forward-starting interest rate swaps with a total aggregate notional amount of $275.0 million, which we entered into in anticipation of the issuance of debt on or before October 15, 2014.  We designated 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.  We expect to issue new fixed-rate debt on or before October 15, 2014 to repay the $275.0 million of 5.300% Notes that are due on October 15, 2014, although no assurances can be given that the issuance of fixed-rate debt will be possible on acceptable terms.
	During the three months ended June 30, 2014 and 2013, unrealized losses of $9.2 million and unrealized gains of $23.9 million, respectively, were recorded in accumulated other comprehensive loss to reflect the change in the fair values of the forward-starting interest rate swaps.  For the six months ended June 30, 2014 and 2013, unrealized losses of $18.8 million and unrealized gains of $32.5 million, respectively, were recorded in accumulated other comprehensive loss to that effect.  Additionally, over the next twelve months, we expect to reclassify $7.1 million of net losses from accumulated other comprehensive loss to interest and debt expense.  The loss consists of the forward-starting interest rate swaps that were settled in 2008 and 2013, partially offset by a gain attributable to the settlement of a treasury lock agreement settled in 2011.
	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.  The futures contracts used to hedge refined petroleum product inventories are designated as fair value hedges with changes in fair value of both the futures contracts and physical inventory reflected in earnings.  Physical contracts and futures contracts that have not been designated in a hedge relationship are marked-to-market.
	The following table summarizes our commodity derivative instruments outstanding at June 30, 2014 (amounts in thousands of gallons):
		Volume (1)				Accounting
	Derivative Purpose	Current		Long-Term		Treatment
	Derivatives NOT designated as hedging instruments:
	Physical fixed price derivative contracts	24,843		84		Mark-to-market
	Physical index derivative contracts	37,358		—		Mark-to-market
	Futures contracts for refined petroleum products	17,808		84		Mark-to-market
	Derivatives designated as hedging instruments:
	Futures contracts for refined petroleum products	129,108		—		Fair Value Hedge
	(1)     Volume represents absolute value of net notional volume position.
	The following table sets forth the fair value of each classification of derivative instruments and the locations of the derivative instruments on our unaudited condensed consolidated balance sheets at the dates indicated (in thousands):
		June 30, 2014
		Derivatives			Derivatives						Netting
		NOT Designated			Designated			Derivative			Balance
		as Hedging			as Hedging			Carrying			Sheet
		Instruments			Instruments			Value			Adjustment (1)			Total
	Physical fixed price derivative contracts	$	9,354		$	—		$	9,354		$	(187	)	$	9,167
	Physical index derivative contracts	34			—			34			—			34
	Futures contracts for refined products	93,845			929			94,774			(94,774		)	—
	Total current derivative assets	103,233			929			104,162			(94,961		)	9,201
	Physical fixed price derivative contracts	8			—			8			—			8
	Futures contracts for refined products	6			—			6			—			6
	Total non-current derivative assets	14			—			14			—			14
	Physical fixed price derivative contracts	(9,035		)	—			(9,035		)	187			(8,848		)
	Physical index derivative contracts	(274		)	—			(274		)	—			(274		)
	Futures contracts for refined products	(86,225		)	(12,525		)	(98,750		)	94,774			(3,976		)
	Interest rate derivatives	—			(48,857		)	(48,857		)	—			(48,857		)
	Total current derivative liabilities	(95,534		)	(61,382		)	(156,916		)	94,961			(61,955		)
	Net derivative assets (liabilities)	$	7,713		$	(60,453	)	$	(52,740	)	$	—		$	(52,740	)
	(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, 2013
		Derivatives			Derivatives						Netting
		NOT Designated			Designated			Derivative			Balance
		as Hedging			as Hedging			Carrying			Sheet
		Instruments			Instruments			Value			Adjustment (1)			Total
	Physical fixed price derivative contracts	$	5,164		$	—		$	5,164		$	(780	)	$	4,384
	Physical index derivative contracts	48			—			48			(20		)	28
	Futures contracts for refined products	45,589			66			45,655			(45,655		)	—
	Total current derivative assets	50,801			66			50,867			(46,455		)	4,412
	Physical fixed price derivative contracts	(7,027		)	—			(7,027		)	780			(6,247		)
	Physical index derivative contracts	(330		)	—			(330		)	20			(310		)
	Futures contracts for refined products	(52,240		)	(1,485		)	(53,725		)	45,655			(8,070		)
	Interest rate derivatives	—			(30,045		)	(30,045		)	—			(30,045		)
	Total current derivative liabilities	(59,597		)	(31,530		)	(91,127		)	46,455			(44,672		)
	Net derivative liabilities	$	(8,796	)	$	(31,464	)	$	(40,260	)	$	—		$	(40,260	)
	(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.
	Our hedged inventory portfolio extends to the first quarter of 2015.  The majority of the unrealized loss at June 30, 2014 for inventory hedges represented by futures contracts of $11.6 million will be realized by the fourth quarter of 2014 as the related inventory is sold.  At June 30, 2014, open refined petroleum product derivative contracts (represented by the physical fixed-price contracts, physical index contracts, and futures contracts for fixed-price sales contracts noted above) varied in duration in the overall portfolio, but did not extend beyond December 2015.  In addition, at June 30, 2014, 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
				June 30,						June 30,
		Location		2014			2013			2014			2013
	Derivatives NOT designated as hedging instruments:
	Physical fixed price derivative contracts	Product sales		$	(7,280	)	$	2,795		$	(10,652	)	$	3,376
	Physical index derivative contracts	Product sales		(79		)	700			(73		)	1,109
	Physical fixed price derivative contracts	Cost of product sales		7,210			(359		)	8,621			(445		)
Physical index derivative contracts	Cost of product sales		(521		)	(541		)	(713		)	(544		)
Futures contracts for refined products	Cost of product sales		(6,301		)	1,457			187			5,797
Derivatives designated as fair value hedging instruments:
Futures contracts for refined products	Cost of product sales		(13,732		)	8,159			(12,453		)	8,935
Physical inventory - hedged items	Cost of product sales		7,954			(8,959		)	1,729			(9,440		)
Ineffectiveness excluding the time value component on fair value hedging instruments:
Fair value hedge ineffectiveness (excluding time value)	Cost of product sales		(1,122		)	(5,212		)	3,610			(3,627		)
Time value excluded from hedge assessment	Cost of product sales		(4,656		)	4,412			(14,334		)	3,122
Net loss in income			$	(5,778	)	$	(800	)	$	(10,724	)	$	(505	)
The losses reclassified from accumulated other comprehensive income (“AOCI”) to income and the change in value recognized in other comprehensive income (“OCI”) on our derivatives were as follows for the periods indicated (in thousands):
			Loss Reclassified from AOCI to Income for the
			Three Months Ended						Six Months Ended
			June 30,						June 30,
	Location		2014			2013			2014			2013
Derivatives designated as cash flow hedging instruments:
Interest rate contracts	Interest and debt expense		$	(1,778	)	$	(1,093	)	$	(3,557	)	$	(1,321	)
			Gain (Loss) Recognized in OCI on Derivatives for the
			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2014			2013			2014			2013
Derivatives designated as cash flow hedging instruments:
Interest rate contracts			$	(9,208	)	$	23,907		$	(18,812	)	$	32,526

FAIR_VALUE_MEASUREMENTS

FAIR VALUE MEASUREMENTS	6 Months Ended
	Jun. 30, 2014
FAIR VALUE MEASUREMENTS	'
FAIR VALUE MEASUREMENTS	'
	9.  FAIR VALUE MEASUREMENTS
	We categorize our financial assets and liabilities using the three-tier 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, 2014						December 31, 2013
		Level 1			Level 2			Level 1			Level 2
	Financial assets:
	Physical fixed price derivative contracts	$	—		$	9,175		$	—		$	4,384
	Physical index derivative contracts	—			34			—			28
	Futures contracts for refined products	—			6			—			—
	Financial liabilities:
	Physical fixed price derivative contracts	—			(8,848		)	—			(6,247		)
	Physical index derivative contracts	—			(274		)	—			(310		)
	Futures contracts for refined products	(3,976		)	—			(8,070		)	—
	Interest rate derivatives	—			(48,857		)	—			(30,045		)
	Fair value	$	(3,976	)	$	(48,764	)	$	(8,070	)	$	(32,190	)
	The values of the Level 1 derivative assets and liabilities were based on quoted market prices obtained from the New York Mercantile Exchange.
	The values of the Level 2 interest rate derivatives were determined using expected cash flow models, which incorporated market inputs including the implied forward London Interbank Offered Rate yield curve for the same period as the future interest swap settlements.
	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 fixed price derivative assets are net of credit value adjustments (“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 Level 2 fixed price derivative assets of $9.2 million and $4.4 million as of June 30, 2014 and December 31, 2013, respectively, are net of CVAs of ($0.1) million for both periods, respectively.  As of June 30, 2014, 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 master limited partnerships with similar credit ratings and terms.  The fair values of our variable-rate debt are their carrying amounts, as the carrying amount reasonably approximates fair value due to the variability of the interest rates.  The carrying value and fair value, using Level 2 input values, of our debt were as follows at the dates indicated (in thousands):
		June 30, 2014						December 31, 2013
		Carrying			Fair Value			Carrying			Fair Value
		Amount						Amount
	Fixed-rate debt	$	3,064,293		$	3,301,393		$	3,063,711		$	3,148,634
	Variable-rate debt	645,000			645,000			255,000			255,000
	Total debt	$	3,709,293		$	3,946,393		$	3,318,711		$	3,403,634
	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, 2014 and 2013, 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.  During the three and six months ended June 30, 2014, we recorded a non-cash asset impairment charge of $26.3 million related to our Natural Gas Storage disposal group since the carrying amount of the disposal group exceeded the estimated fair value less costs to sell the disposal group.  We estimated fair value based on a market approach supported by a binding purchase and sale agreement for the disposal group.  For additional information, see Note 3 and Note 16 in the Notes to Unaudited Condensed Consolidated Financial Statements.

PENSIONS_AND_OTHER_POSTRETIREM

PENSIONS AND OTHER POSTRETIREMENT BENEFITS	6 Months Ended
	Jun. 30, 2014
PENSIONS AND OTHER POSTRETIREMENT BENEFITS	'
PENSIONS AND OTHER POSTRETIREMENT BENEFITS	'
	10.  PENSIONS AND OTHER POSTRETIREMENT BENEFITS
	Buckeye Pipe Line Services Company, which employs the majority of our workforce, sponsors a defined benefit plan, the Retirement Income Guarantee Plan (the “RIGP”), and an unfunded post-retirement benefit plan (the “Retiree Medical Plan”).  The components of the net periodic benefit cost for the RIGP and Retiree Medical Plan were as follows for the three months ended June 30, 2014 and 2013 (in thousands):
		RIGP						Retiree Medical Plan
		Three Months Ended						Three Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	Service cost	$	55		$	55		$	107		$	71
	Interest cost	135			187			352			404
	Expected return on plan assets	(98		)	(103		)	—			—
	Amortization of prior service credit	—			—			(406		)	(615		)
	Amortization of unrecognized losses	308			308			298			284
	Actuarial loss due to settlements	194			112			—			—
	Net periodic benefit cost	$	594		$	559		$	351		$	144
	The components of the net periodic benefit cost for the RIGP and the Retiree Medical Plan were as follows for the six months ended June 30, 2014 and 2013 (in thousands):
		RIGP						Retiree Medical Plan
		Six Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	Service cost	$	109		$	122		$	215		$	157
	Interest cost	269			414			704			897
	Expected return on plan assets	(196		)	(227		)	—			—
	Amortization of prior service credit	—			—			(812		)	(1,365		)
	Amortization of unrecognized losses	616			685			596			630
	Actuarial loss due to settlements	387			453			—			—
	Net periodic benefit cost	$	1,185		$	1,447		$	703		$	319
	During the three months ended June 30, 2014 and 2013, we contributed $0.5 million and $0.4 million, respectively, in aggregate to the RIGP and Retiree Medical Plans.  For the six months ended June 30, 2014 and 2013, we contributed $1.4 million and $0.7 million, respectively, in aggregate to the RIGP and Retiree Medical Plans.

UNITBASED_COMPENSATION_PLANS

UNIT-BASED COMPENSATION PLANS	6 Months Ended
	Jun. 30, 2014
UNIT-BASED COMPENSATION PLANS	'
UNIT-BASED COMPENSATION PLANS	'
	11.  UNIT-BASED COMPENSATION PLANS
	We award unit-based compensation to employees and directors primarily under the Buckeye Partners, L.P. 2013 Long-Term Incentive Plan (the “LTIP”).  We formerly awarded options to acquire LP Units to employees pursuant to the Buckeye Partners, L.P. Unit Option and Distribution Equivalent Plan (the “Option Plan”).  These compensation plans are further discussed below.
	We recognized compensation expense from continuing operations related to the LTIP, which includes awards under the 2009 Long-Term Incentive Plan (the “2009 Plan”), discussed below, and the Option Plan, of $4.8 million and $3.8 million for the three months ended June 30, 2014 and 2013, respectively.  For the six months ended June 30, 2014 and 2013, we recognized compensation expense of $7.9 million and $7.1 million, respectively.
	LTIP
	The LTIP is the successor long-term incentive compensation plan to the 2009 Plan.  The LTIP was approved by our unitholders in June 2013, and following such approval, (i) the 2009 Plan was merged with and into the LTIP, (ii) no further grants will be made under the 2009 Plan, and (iii) LP Units with respect to all grants outstanding under the 2009 Plan will be issued under the LTIP.  As of June 30, 2014, there were 2,921,300 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 July 31, 2013 (the “Deferral Plan”), pursuant to which we issue phantom and matching units under the LTIP to certain employees in lieu of a portion of the cash payments such employees would be entitled to receive under the Buckeye Partners, L.P. Annual Incentive Compensation Plan, as amended and restated, effective January 1, 2012.  At December 31, 2013 and 2012, actual compensation awards deferred under the Deferral Plan were $2.7 million and $1.4 million, for which 75,870 and 51,668 phantom units (including matching units) were granted during the six months ended June 30, 2014, and the year ended 2013, respectively.  These grants are included as granted in the LTIP activity table below.
	Awards under the LTIP
	During the six months ended June 30, 2014, the Compensation Committee of the Board granted 201,409 phantom units to employees (including the 75,870 phantom units granted pursuant to the Deferral Plan, as discussed above), 16,000 phantom units to independent directors of Buckeye GP and 174,221 performance units to employees.
	The following table sets forth the LTIP activity for the periods indicated (in thousands, except per unit amounts):
				Weighted
				Average
				Grant Date
		Number of		Fair Value
		LP Units		per LP Unit
	Unvested at January 1, 2014	813		$	59.36
	Granted	392		71.37
	Vested	(173	)	63.85
	Forfeited	(63	)	63.77
	Unvested at June 30, 2014	969		$	63.11
	At June 30, 2014, $31.5 million of compensation expense related to the LTIP is expected to be recognized over a weighted average period of 2 years.
	Unit Option Plan
	The following is a summary of the changes in the options outstanding (all of which are vested) under the Option Plan for the periods indicated (in thousands, except per unit amounts):
						Weighted
				Weighted		Average
				Average		Remaining	Aggregate
		Number of		Strike Price		Contractual	Intrinsic
		LP Units		per LP Unit		Term (in years)	Value (1)
	Outstanding at January 1, 2014	46		$	47.32	2.4	$	1,080
	Exercised	(13	)	45.88
	Forfeited, cancelled or expired	(2	)
	Outstanding at June 30, 2014	31		48.26		2.1	$	1,058
	Exercisable at June 30, 2014	31		$	48.26	2.1	$	1,058
	(1)     Aggregate intrinsic value reflects fully vested LP Unit options at the date indicated. Intrinsic value is determined by calculating the difference between our closing LP Unit price on the last trading day in June 2014 and the exercise price, multiplied by the number of exercisable, in-the-money options.
	The total intrinsic value of options exercised was $0.4 million during each of the six months ended June 30, 2014 and 2013.

PARTNERS_CAPITAL_AND_DISTRIBUT

PARTNERS' CAPITAL AND DISTRIBUTIONS	6 Months Ended
	Jun. 30, 2014
PARTNERS' CAPITAL AND DISTRIBUTIONS	'
PARTNERS' CAPITAL AND DISTRIBUTIONS	'
	12.  PARTNERS’ CAPITAL AND DISTRIBUTIONS
	During the six months ended June 30, 2014, we sold 1.0 million LP Units in aggregate under the equity distribution agreements entered into in May 2013 with each of Wells Fargo Securities, LLC, Barclays Capital Inc., SunTrust Robinson Humphrey, Inc. and UBS Securities LLC (each an “Equity Distribution Agreement” and collectively the “Equity Distribution Agreements”) and received $74.5 million in net proceeds after deducting commissions and other related expenses.  During the six months ended June 30, 2014, we paid $0.8 million of compensation in aggregate to the agents under the Equity Distribution Agreements.
	Summary of Changes in Outstanding Units
	The following is a summary of changes in LP Units outstanding for the periods indicated (in thousands):
		Limited
		Partners
	Outstanding at January 1, 2014	115,064
	LP Units issued pursuant to the Option Plan (1)	13
	LP Units issued pursuant to the LTIP (1)	159
	Issuance of LP Units through Equity Distribution Agreements	1,012
	Outstanding at June 30, 2014	116,248
	(1)     The number of units issued represents issuance net of tax withholding.
	Distributions
	We generally make quarterly cash distributions to unitholders of substantially all of our available cash, generally defined in our partnership agreement as consolidated cash receipts less consolidated cash expenditures and such retentions for working capital, anticipated cash expenditures and contingencies as our general partner deems  appropriate.  Actual cash distributions on our LP Units totaled $253.8 million and $204.2 million during the six months ended June 30, 2014 and 2013, respectively.
	On August 8, 2014, we announced a quarterly distribution of $1.1125 per LP Unit that will be paid on August 25, 2014 to unitholders of record on August 18, 2014.  Based on the LP Units outstanding as of June 30, 2014, cash distributed to unitholders on August 25, 2014 will total $129.8 million.

EARNINGS_PER_UNIT

EARNINGS PER UNIT	6 Months Ended
	Jun. 30, 2014
EARNINGS PER UNIT	'
EARNINGS PER UNIT	'
	13.  EARNINGS PER UNIT
	The following table is a reconciliation of the weighted average units outstanding used in computing the basic and diluted earnings per unit for the periods indicated (in thousands, except per unit amounts):
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2014		2013		2014		2013
	Net income attributable to Buckeye Partners, L.P.	$	23,020	$	76,430	$	113,488	$	165,771
	Basic:
	Weighted average units outstanding - basic	116,078		105,701		115,701		104,481
	Earnings per unit - basic	$	0.2	$	0.72	$	0.98	$	1.59
	Diluted:
	Weighted average units outstanding - basic	116,078		105,701		115,701		104,481
	Dilutive effect of LP Unit options and LTIP awards granted	574		470		525		397
	Weighted average units outstanding - diluted	116,652		106,171		116,226		104,878
	Earnings per unit - diluted	$	0.2	$	0.72	$	0.98	$	1.58

BUSINESS_SEGMENTS

BUSINESS SEGMENTS	6 Months Ended
	Jun. 30, 2014
BUSINESS SEGMENTS	'
BUSINESS SEGMENTS	'
	14.  BUSINESS SEGMENTS
	We operate and report in four business segments: (i) Pipelines & Terminals; (ii) Global Marine Terminals; (iii) Merchant Services; and (iv) Development & Logistics.  Each segment uses the same accounting policies as those used in the preparation of our unaudited condensed consolidated financial statements.  All inter-segment revenues, operating income and assets have been eliminated.  Reclassifications of prior period amounts were made to operating and general and administrative expenses between our segments. The reclassification impacted adjusted EBITDA by segment and had no impact on our unaudited condensed consolidated net income or partners’ capital.
	Pipelines & Terminals
	The Pipelines & Terminals segment receives liquid petroleum products from refineries, connecting pipelines, vessels, and bulk and marine terminals and transports those products to other locations for a fee and provides bulk storage and terminal throughput services in the continental United States.  This segment owns and operates pipeline systems and liquid petroleum products terminals in the continental United States, including five terminals owned by the Merchant Services segment but operated by the Pipelines & Terminals segment and 17 terminals acquired in conjunction with the Hess Terminals Acquisition in December 2013.  In addition, the segment provides crude oil services, including train off-loading, storage and throughput.
	Global Marine Terminals
	The Global Marine Terminals segment provides marine bulk storage and marine terminal throughput services along the U.S. East Coast and Caribbean.  The segment has liquid petroleum product terminals located in The Bahamas, Puerto Rico and St. Lucia in the Caribbean, and the New York Harbor.  The Global Marine Terminals segment operates three liquid petroleum products terminals acquired in conjunction with the Hess Terminals Acquisition in December 2013.
	Merchant Services
	The Merchant Services segment is a wholesale distributor of refined petroleum products in the United States and in the Caribbean. This segment recognizes revenues when products are delivered.  The segment’s products include gasoline, propane, ethanol, biodiesel and petroleum distillates such as heating oil, diesel fuel, kerosene and fuel oil.  The segment owns five terminals which are operated by the Pipelines & Terminals segment.  The segment’s customers consist principally of product wholesalers as well as major commercial users of these refined petroleum products.
	Development & Logistics
	The Development & Logistics segment consists primarily of our contract operations of third-party pipelines, which are owned principally by major oil and gas, petrochemical and chemical companies and are located primarily in Texas and Louisiana.  Additionally, this segment performs pipeline construction management services, typically for cost plus a fixed fee.  This segment also owns and operates two underground propane storage caverns in Indiana and Illinois and an ammonia pipeline, as well as our majority ownership of the Sabina Pipeline, located in Texas.
	Natural Gas Storage Disposal Group
	In December 2013, the Board approved a plan to divest the natural gas storage segment facility and related assets that our subsidiary Lodi Gas Storage, L.L.C. owns and operates in Northern California as we no longer believe this business is aligned with our long-term business strategy.  In this report, we refer to this group of assets as our Natural Gas Storage disposal group.  Accordingly, we have classified the disposal group as “Assets held for sale” and “Liabilities held for sale” in our unaudited condensed consolidated balance sheets as of June 30, 2014 and December 31, 2013 and reported the results of operations as discontinued operations for all periods presented in this report.  As such, we have adjusted our prior period segment information to conform to the current alignment of our continuing business and discontinued operations.  In July 2014, we signed a purchase and sale agreement to sell our Natural Gas Storage business for $105 million.  The transaction is expected to close in the fourth quarter of 2014 or the first quarter of 2015, subject to regulatory approvals and customary closing conditions.  As a result of the sale, we recorded a non-cash asset impairment charge of $26.3 million within “Loss from discontinued operations” on our unaudited condensed consolidated statement of operations for the three and six months ended June 30, 2014.  Please see Note 3 and Note 16 in the Notes to Unaudited Condensed Consolidated Financial Statements for additional information.
	The following table summarizes revenue by each segment for the periods indicated (in thousands):
			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2014			2013			2014			2013
	Revenue:
	Pipelines & Terminals		$	218,624		$	184,715		$	437,163		$	374,290
	Global Marine Terminals		90,791			64,146			179,560			125,283
	Merchant Services		1,495,441			736,466			3,173,743			1,812,623
	Development & Logistics		18,802			13,697			35,634			25,609
	Intersegment		(14,707		)	(5,436		)	(25,320		)	(13,139		)
	Total revenue		$	1,808,951		$	993,588		$	3,800,780		$	2,324,666
	For the three months ended June 30, 2014, one customer contributed 11% of the consolidated revenue.  For the three months ended June 30, 2013, no customers contributed 10% or more of consolidated revenue.  For the six months ended June 30, 2014 and 2013, no customers contributed 10% or more of consolidated revenue.
	The following table summarizes revenue for our continuing operations, by major geographic area, for the periods indicated (in thousands):
			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2014			2013			2014			2013
	Revenue:
	United States		$	1,726,435		$	939,458		$	3,633,787		$	2,217,836
	International		82,516			54,130			166,993			106,830
	Total revenue		$	1,808,951		$	993,588		$	3,800,780		$	2,324,666
	Adjusted EBITDA
	Adjusted EBITDA is the primary measure used by our senior management, including our Chief Executive Officer, 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. Adjusted EBITDA eliminates: (i) non-cash expenses, including but not limited to depreciation and amortization expense resulting from the significant capital investments we make in our businesses and from intangible assets recognized in business combinations; (ii) charges for obligations expected to be settled with the issuance of equity instruments; and (iii) items that are not indicative of our core operating performance results and business outlook.
	We believe that investors benefit from having access to the same financial measures that we use and that these measures are useful to investors because they aid in comparing our operating performance with that of other companies with similar operations.  The Adjusted EBITDA data presented by us may not be comparable to similarly titled measures at other companies because these items may be defined differently by other companies.
	The following tables present Adjusted EBITDA by segment and on a consolidated basis and a reconciliation of income from continuing operations to Adjusted EBITDA for the periods indicated (in thousands):
				Three Months Ended						Six Months Ended
				June 30,						June 30,
				2014			2013			2014			2013
	Adjusted EBITDA from continuing operations:
	Pipelines & Terminals			$	115,679		$	107,635		$	242,399		$	223,020
	Global Marine Terminals			55,559			37,803			109,262			73,282
	Merchant Services			(26,169		)	4,724			(23,036		)	10,918
	Development & Logistics			5,719			3,667			10,787			6,840
	Adjusted EBITDA from continuing operations			$	150,788		$	153,829		$	339,412		$	314,060
	Reconciliation of Income from continuing operations to Adjusted EBITDA from continuing operations:
	Income from continuing operations			$	61,939		$	85,690		$	163,478		$	180,516
	Less:	Net income attributable to noncontrolling interests		(733		)	(940		)	(1,762		)	(2,098		)
	Income from continuing operations attributable to Buckeye Partners, L.P.			61,206			84,750			161,716			178,418
	Add:	Interest and debt expense		42,012			30,237			83,225			60,486
		Income tax expense		153			195			76			326
		Depreciation and amortization		43,394			37,551			86,385			73,250
		Non-cash unit-based compensation expense		4,799			3,845			7,921			7,077
		Hess acquisition and transition expense		1,992			—			5,625			—
	Less:	Amortization of unfavorable storage contracts (1)		(2,768		)	(2,749		)	(5,536		)	(5,497		)
	Adjusted EBITDA from continuing operations			$	150,788		$	153,829		$	339,412		$	314,060
	(1)     Represents amortization of negative fair values allocated to certain unfavorable storage contracts acquired in connection with the BORCO acquisition.

SUPPLEMENTAL_CASH_FLOW_INFORMA

SUPPLEMENTAL CASH FLOW INFORMATION	6 Months Ended
	Jun. 30, 2014
SUPPLEMENTAL CASH FLOW INFORMATION	'
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
		June 30,
		2014			2013
	Cash paid for interest (net of capitalized interest)	$	78,471		$	57,813
	Cash paid for income taxes	399			542
	Capitalized interest	3,774			3,178
	Non-cash investing activities:
	Decrease in accounts payable and accrued and other current liabilities related to capital expenditures	$	(24,544	)	$	(6,020	)
	Non-cash financing activities:
	Issuance of Class B units in lieu of quarterly cash distribution (1)	$	—		$	16,843
	(1)     In September 2013, all of our Class B units, which represented a separate class of our limited partnership interests, converted into LP Units on a one-for-one basis.  No Class B units have been issued subsequent to the conversion of Class B units into LP Units.  See our Annual Report on Form 10-K for the year ended December 31, 2013 for further discussion.

SUBSEQUENT_EVENT

SUBSEQUENT EVENT	6 Months Ended
	Jun. 30, 2014
SUBSEQUENT EVENT	'
SUBSEQUENT EVENT	'
	16.  SUBSEQUENT EVENT
	In July 2014, we signed a purchase and sale agreement to sell our Natural Gas Storage business for $105 million.  The transaction is expected to close in the fourth quarter of 2014 or the first quarter of 2015, subject to regulatory approvals and customary closing conditions.  We intend to use the proceeds from the sale to reduce the indebtedness outstanding under our revolving credit facility.  For additional information, see Note 3 in the Notes to Unaudited Condensed Consolidated Financial Statements.

ORGANIZATION_AND_BASIS_OF_PRES1

ORGANIZATION AND BASIS OF PRESENTATION (Policies)	6 Months Ended
	Jun. 30, 2014
ORGANIZATION AND BASIS OF PRESENTATION.	'
Organization	'
	Organization
	Buckeye Partners, L.P. is a publicly traded Delaware master limited partnership and its limited partnership units representing limited partner interests (“LP Units”) are listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “BPL.”  Buckeye GP LLC (“Buckeye GP”) is our general partner.  As used in these Notes to Unaudited Condensed Consolidated Financial Statements, “we,” “us,” “our” and “Buckeye” mean Buckeye Partners, L.P. and, where the context requires, includes our subsidiaries.
	Buckeye owns and operates a diversified network of integrated assets providing midstream logistic solutions, primarily consisting of the transportation, storage 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, miles of pipeline and active products terminals across our portfolio of pipelines, inland terminals and an integrated network of marine terminals located primarily on the U.S. East Coast and in the Caribbean.  Our flagship marine terminal in The Bahamas, Bahamas Oil Refining Company International Limited (“BORCO”), is one of the largest marine crude oil and petroleum products storage facilities in the world and provides an array of logistics and blending services for the global flow of petroleum products.  Our network of marine terminals enables us to facilitate global flows of crude oil, refined petroleum products, and other commodities, and to offer our customers connectivity to some of the world’s most important bulk storage and blending hubs.  We are also a wholesale distributor of refined petroleum products in areas served by our pipelines and terminals.  Finally, Buckeye operates and/or maintains third-party pipelines under agreements with major oil and gas, petrochemical and chemical companies, and performs certain engineering and construction management services for third parties.
	In December 2013, the Board of Directors of Buckeye GP (the “Board”) approved a plan to divest our Natural Gas Storage segment and its related assets as we no longer believe this business is aligned with our long-term business strategy.  In this report, we refer to this group of assets and related liabilities as our Natural Gas Storage disposal group.  Accordingly, we have classified the disposal group as “Assets held for sale” and “Liabilities held for sale” in our unaudited condensed consolidated balance sheets as of June 30, 2014 and December 31, 2013 and also reported the results of operations as discontinued operations for all periods presented in this report.  In July 2014, we signed a purchase and sale agreement to sell our Natural Gas Storage business for $105 million.  The transaction is expected to close in the fourth quarter of 2014 or the first quarter of 2015, subject to regulatory approvals and customary closing conditions.  For additional information, see Note 3 and Note 16 in the Notes to Unaudited Condensed Consolidated Financial Statements.
	Additionally, in December 2013, we changed our organizational structure to align our strategic business units into four reportable segments: Pipelines & Terminals, Global Marine Terminals, Merchant Services and Development & Logistics.  See Note 14 for additional information.  We have adjusted our prior period segment information to conform to the current alignment of our continuing business and discontinued operations.
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 U.S. generally accepted accounting principles (“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. We have eliminated all intercompany transactions in consolidation.
	We believe that the disclosures in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading.  These interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2013.
Recent Accounting Developments	'
	Recent Accounting Developments
	Revenue from Contracts with Customers.  In May 2014, the Financial Accounting Standards Board issued guidance to clarify principles used to recognize revenue for all entities.  The standard’s core principle is that an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  In doing so, entities will need to use more judgment and make more estimates than under current guidance.  These may include identifying performance obligations in the contract, estimating the amount of variable consideration included in the transaction price and allocating the transaction price to each separate performance obligation.  The new guidance is effective for annual and interim periods beginning after December 15, 2016, with no early adoption permitted.  We are currently evaluating the impact, if any, the adoption of this guidance will have on our consolidated financial statements.

ACQUISITIONS_Tables

ACQUISITIONS (Tables) (Hess Terminals Acquisition)	6 Months Ended
	Jun. 30, 2014
Hess Terminals Acquisition	'
Statement	'
Schedule of revenue and net income related to the assets acquired	'
	The following table summarizes revenue and net income related to the assets acquired from Hess included in our unaudited condensed consolidated statement of operations for the periods indicated (in thousands):
		Three Months		Six Months
		Ended June 30,		Ended June 30,
		2014		2014
	Revenue	$	325,501	$	674,568
	Net income (1)	13,229		26,770
	(1)     Includes transition expenses of $2.0 million and $5.6 million for the three and six months ended June 30, 2014, respectively.

DISCONTINUED_OPERATIONS_Tables

DISCONTINUED OPERATIONS (Tables)	6 Months Ended
	Jun. 30, 2014
DISCONTINUED OPERATIONS	'
Summary of the results from discontinued operations	'
	The following table summarizes the results from discontinued operations (in thousands):
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	Revenue	$	5,223		$	11,791		$	17,769		$	25,674
	Loss from discontinued operations	(38,186		)	(8,320		)	(48,228		)	(12,647		)
Schedule of total assets and liabilities held for sale	'
	The total assets and liabilities held for sale consisted of the following at the dates indicated (in thousands):
		June 30,			December 31,
		2014			2013
	Property, plant and equipment, net	$	131,174		$	157,261
	Other current assets	7,803			24,443
	Other non-current assets	7			4
	Assets held for sale	$	138,984		$	181,708
	Accounts payable	$	1,117		$	2,182
	Accrued liabilities and other current liabilities	6,330			8,947
	Other non-current liabilities	28,537			26,638
	Liabilities held for sale	$	35,984		$	37,767

INVENTORIES_Tables

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2014
INVENTORIES	'
Inventory	'
	Our inventory amounts were as follows at the dates indicated (in thousands):
		June 30,		December 31,
		2014		2013
	Liquid petroleum products (1)	$	428,802	$	290,718
	Materials and supplies	15,107		21,417
	Total inventories	$	443,909	$	312,135
	(1)     Ending inventory was 155.5 million and 102.1 million gallons of liquid petroleum products at June 30, 2014 and December 31, 2013, respectively.

EQUITY_INVESTMENTS_Tables

EQUITY INVESTMENTS (Tables)	6 Months Ended
	Jun. 30, 2014
EQUITY INVESTMENTS	'
Earnings from equity investments	'
	The following table presents earnings from equity investments for the periods indicated (in thousands):
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	West Shore Pipe Line Company	$	1,523		$	1,323		$	2,183		$	2,573
	Muskegon Pipeline LLC	322			390			571			631
	Transport4, LLC	186			140			253			196
	South Portland Terminal LLC	139			100			429			182
	Total earnings from equity investments	$	2,170		$	1,953		$	3,436		$	3,582
Summary of combined financial information 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
		June 30,						June 30,
		2014			2013			2014			2013
	Revenue	$	21,771		$	18,940		$	41,465		$	36,316
	Costs and expenses	(13,223		)	(9,278		)	(24,645		)	(19,213		)
	Non-operating expenses	(2,859		)	(3,498		)	(5,580		)	(6,120		)
	Net income	$	5,689		$	6,164		$	11,240		$	10,983

DERIVATIVE_INSTRUMENTS_AND_HED1

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)	6 Months Ended
	Jun. 30, 2014
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES	'
Commodity Derivative Instruments Outstanding	'
	The following table summarizes our commodity derivative instruments outstanding at June 30, 2014 (amounts in thousands of gallons):
		Volume (1)				Accounting
	Derivative Purpose	Current		Long-Term		Treatment
	Derivatives NOT designated as hedging instruments:
	Physical fixed price derivative contracts	24,843		84		Mark-to-market
	Physical index derivative contracts	37,358		—		Mark-to-market
	Futures contracts for refined petroleum products	17,808		84		Mark-to-market
	Derivatives designated as hedging instruments:
	Futures contracts for refined petroleum products	129,108		—		Fair Value Hedge
	(1)     Volume represents absolute value of net notional volume position.
Fair Value of Each Classification of Derivative Instruments	'
	The following table sets forth the fair value of each classification of derivative instruments and the locations of the derivative instruments on our unaudited condensed consolidated balance sheets at the dates indicated (in thousands):
		June 30, 2014
		Derivatives			Derivatives						Netting
		NOT Designated			Designated			Derivative			Balance
		as Hedging			as Hedging			Carrying			Sheet
		Instruments			Instruments			Value			Adjustment (1)			Total
	Physical fixed price derivative contracts	$	9,354		$	—		$	9,354		$	(187	)	$	9,167
	Physical index derivative contracts	34			—			34			—			34
	Futures contracts for refined products	93,845			929			94,774			(94,774		)	—
	Total current derivative assets	103,233			929			104,162			(94,961		)	9,201
	Physical fixed price derivative contracts	8			—			8			—			8
	Futures contracts for refined products	6			—			6			—			6
	Total non-current derivative assets	14			—			14			—			14
	Physical fixed price derivative contracts	(9,035		)	—			(9,035		)	187			(8,848		)
	Physical index derivative contracts	(274		)	—			(274		)	—			(274		)
	Futures contracts for refined products	(86,225		)	(12,525		)	(98,750		)	94,774			(3,976		)
	Interest rate derivatives	—			(48,857		)	(48,857		)	—			(48,857		)
	Total current derivative liabilities	(95,534		)	(61,382		)	(156,916		)	94,961			(61,955		)
	Net derivative assets (liabilities)	$	7,713		$	(60,453	)	$	(52,740	)	$	—		$	(52,740	)
	(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, 2013
		Derivatives			Derivatives						Netting
		NOT Designated			Designated			Derivative			Balance
		as Hedging			as Hedging			Carrying			Sheet
		Instruments			Instruments			Value			Adjustment (1)			Total
	Physical fixed price derivative contracts	$	5,164		$	—		$	5,164		$	(780	)	$	4,384
	Physical index derivative contracts	48			—			48			(20		)	28
	Futures contracts for refined products	45,589			66			45,655			(45,655		)	—
	Total current derivative assets	50,801			66			50,867			(46,455		)	4,412
	Physical fixed price derivative contracts	(7,027		)	—			(7,027		)	780			(6,247		)
	Physical index derivative contracts	(330		)	—			(330		)	20			(310		)
	Futures contracts for refined products	(52,240		)	(1,485		)	(53,725		)	45,655			(8,070		)
	Interest rate derivatives	—			(30,045		)	(30,045		)	—			(30,045		)
	Total current derivative liabilities	(59,597		)	(31,530		)	(91,127		)	46,455			(44,672		)
	Net derivative liabilities	$	(8,796	)	$	(31,464	)	$	(40,260	)	$	—		$	(40,260	)
	(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
				June 30,						June 30,
		Location		2014			2013			2014			2013
	Derivatives NOT designated as hedging instruments:
	Physical fixed price derivative contracts	Product sales		$	(7,280	)	$	2,795		$	(10,652	)	$	3,376
	Physical index derivative contracts	Product sales		(79		)	700			(73		)	1,109
	Physical fixed price derivative contracts	Cost of product sales		7,210			(359		)	8,621			(445		)
	Physical index derivative contracts	Cost of product sales		(521		)	(541		)	(713		)	(544		)
	Futures contracts for refined products	Cost of product sales		(6,301		)	1,457			187			5,797
	Derivatives designated as fair value hedging instruments:
	Futures contracts for refined products	Cost of product sales		(13,732		)	8,159			(12,453		)	8,935
	Physical inventory - hedged items	Cost of product sales		7,954			(8,959		)	1,729			(9,440		)
	Ineffectiveness excluding the time value component on fair value hedging instruments:
	Fair value hedge ineffectiveness (excluding time value)	Cost of product sales		(1,122		)	(5,212		)	3,610			(3,627		)
	Time value excluded from hedge assessment	Cost of product sales		(4,656		)	4,412			(14,334		)	3,122
	Net loss in income			$	(5,778	)	$	(800	)	$	(10,724	)	$	(505	)
Losses reclassified from accumulated other comprehensive income	'
	The losses reclassified from accumulated other comprehensive income (“AOCI”) to income on our derivatives were as follows for the periods indicated (in thousands):
				Loss Reclassified from AOCI to Income for the
				Three Months Ended						Six Months Ended
				June 30,						June 30,
		Location		2014			2013			2014			2013
	Derivatives designated as cash flow hedging instruments:
	Interest rate contracts	Interest and debt expense		$	(1,778	)	$	(1,093	)	$	(3,557	)	$	(1,321	)
Gains and Losses Reclassified from accumulated other comprehensive income (AOCI) to Income and Change in Value Recognized in other comprehensive income (OCI) on Derivatives	'
	The change in value recognized in other comprehensive income (“OCI”) on our derivatives were as follows for the periods indicated (in thousands):
				Gain (Loss) Recognized in OCI on Derivatives for the
				Three Months Ended						Six Months Ended
				June 30,						June 30,
				2014			2013			2014			2013
	Derivatives designated as cash flow hedging instruments:
	Interest rate contracts			$	(9,208	)	$	23,907		$	(18,812	)	$	32,526

FAIR_VALUE_MEASUREMENTS_Tables

FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
	Jun. 30, 2014
FAIR VALUE MEASUREMENTS	'
Financial Assets and Liabilities, Measured at Fair Value on 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, 2014						December 31, 2013
		Level 1			Level 2			Level 1			Level 2
	Financial assets:
	Physical fixed price derivative contracts	$	—		$	9,175		$	—		$	4,384
	Physical index derivative contracts	—			34			—			28
	Futures contracts for refined products	—			6			—			—
	Financial liabilities:
	Physical fixed price derivative contracts	—			(8,848		)	—			(6,247		)
	Physical index derivative contracts	—			(274		)	—			(310		)
	Futures contracts for refined products	(3,976		)	—			(8,070		)	—
	Interest rate derivatives	—			(48,857		)	—			(30,045		)
	Fair value	$	(3,976	)	$	(48,764	)	$	(8,070	)	$	(32,190	)
Carrying Value and Fair Value using Level 2 Input Values of Debt	'
	The carrying value and fair value, using Level 2 input values, of our debt were as follows at the dates indicated (in thousands):
		June 30, 2014						December 31, 2013
		Carrying			Fair Value			Carrying			Fair Value
		Amount						Amount
	Fixed-rate debt	$	3,064,293		$	3,301,393		$	3,063,711		$	3,148,634
	Variable-rate debt	645,000			645,000			255,000			255,000
	Total debt	$	3,709,293		$	3,946,393		$	3,318,711		$	3,403,634

PENSIONS_AND_OTHER_POSTRETIREM1

PENSIONS AND OTHER POSTRETIREMENT BENEFITS (Tables)	6 Months Ended
	Jun. 30, 2014
PENSIONS AND OTHER POSTRETIREMENT BENEFITS	'
Components of Net Periodic Benefit Cost for RIGP and Retiree Medical Plan	'
	The components of the net periodic benefit cost for the RIGP and Retiree Medical Plan were as follows for the three months ended June 30, 2014 and 2013 (in thousands):
		RIGP						Retiree Medical Plan
		Three Months Ended						Three Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	Service cost	$	55		$	55		$	107		$	71
	Interest cost	135			187			352			404
	Expected return on plan assets	(98		)	(103		)	—			—
	Amortization of prior service credit	—			—			(406		)	(615		)
	Amortization of unrecognized losses	308			308			298			284
	Actuarial loss due to settlements	194			112			—			—
	Net periodic benefit cost	$	594		$	559		$	351		$	144
	The components of the net periodic benefit cost for the RIGP and the Retiree Medical Plan were as follows for the six months ended June 30, 2014 and 2013 (in thousands):
		RIGP						Retiree Medical Plan
		Six Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
	Service cost	$	109		$	122		$	215		$	157
	Interest cost	269			414			704			897
	Expected return on plan assets	(196		)	(227		)	—			—
	Amortization of prior service credit	—			—			(812		)	(1,365		)
	Amortization of unrecognized losses	616			685			596			630
	Actuarial loss due to settlements	387			453			—			—
	Net periodic benefit cost	$	1,185		$	1,447		$	703		$	319

UNITBASED_COMPENSATION_PLANS_T

UNIT-BASED COMPENSATION PLANS (Tables)	6 Months Ended
	Jun. 30, 2014
UNIT-BASED COMPENSATION PLANS	'
Awards activity under the LTIP	'
	The following table sets forth the LTIP activity for the periods indicated (in thousands, except per unit amounts):
				Weighted
				Average
				Grant Date
		Number of		Fair Value
		LP Units		per LP Unit
	Unvested at January 1, 2014	813		$	59.36
	Granted	392		71.37
	Vested	(173	)	63.85
	Forfeited	(63	)	63.77
	Unvested at June 30, 2014	969		$	63.11
Summary of Changes in LP Unit Options Outstanding, All of Which are Vested	'
	The following is a summary of the changes in the options outstanding (all of which are vested) under the Option Plan for the periods indicated (in thousands, except per unit amounts):
						Weighted
				Weighted		Average
				Average		Remaining	Aggregate
		Number of		Strike Price		Contractual	Intrinsic
		LP Units		per LP Unit		Term (in years)	Value (1)
	Outstanding at January 1, 2014	46		$	47.32	2.4	$	1,080
	Exercised	(13	)	45.88
	Forfeited, cancelled or expired	(2	)
	Outstanding at June 30, 2014	31		48.26		2.1	$	1,058
	Exercisable at June 30, 2014	31		$	48.26	2.1	$	1,058
	(1)     Aggregate intrinsic value reflects fully vested LP Unit options at the date indicated. Intrinsic value is determined by calculating the difference between our closing LP Unit price on the last trading day in June 2014 and the exercise price, multiplied by the number of exercisable, in-the-money options.

PARTNERS_CAPITAL_AND_DISTRIBUT1

PARTNERS' CAPITAL AND DISTRIBUTIONS (Tables)	6 Months Ended
	Jun. 30, 2014
PARTNERS' CAPITAL AND DISTRIBUTIONS	'
Reconciliation of LP Units Outstanding	'
	The following is a summary of changes in LP Units outstanding for the periods indicated (in thousands):
		Limited
		Partners
	Outstanding at January 1, 2014	115,064
	LP Units issued pursuant to the Option Plan (1)	13
	LP Units issued pursuant to the LTIP (1)	159
	Issuance of LP Units through Equity Distribution Agreements	1,012
	Outstanding at June 30, 2014	116,248
	(1)     The number of units issued represents issuance net of tax withholding.

EARNINGS_PER_UNIT_Tables

EARNINGS PER UNIT (Tables)	6 Months Ended
	Jun. 30, 2014
EARNINGS PER UNIT	'
Reconciliation of Weighted Average Number of LP Units Used in Basic and Diluted Earnings Per LP Unit Calculations	'
	The following table is a reconciliation of the weighted average units outstanding used in computing the basic and diluted earnings per unit for the periods indicated (in thousands, except per unit amounts):
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2014		2013		2014		2013
	Net income attributable to Buckeye Partners, L.P.	$	23,020	$	76,430	$	113,488	$	165,771
	Basic:
	Weighted average units outstanding - basic	116,078		105,701		115,701		104,481
	Earnings per unit - basic	$	0.2	$	0.72	$	0.98	$	1.59
	Diluted:
	Weighted average units outstanding - basic	116,078		105,701		115,701		104,481
	Dilutive effect of LP Unit options and LTIP awards granted	574		470		525		397
	Weighted average units outstanding - diluted	116,652		106,171		116,226		104,878
	Earnings per unit - diluted	$	0.2	$	0.72	$	0.98	$	1.58

BUSINESS_SEGMENTS_Tables

BUSINESS SEGMENTS (Tables)	6 Months Ended
	Jun. 30, 2014
BUSINESS SEGMENTS	'
Summary of revenue by each segment	'
	The following table summarizes revenue by each segment for the periods indicated (in thousands):
			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2014			2013			2014			2013
	Revenue:
	Pipelines & Terminals		$	218,624		$	184,715		$	437,163		$	374,290
	Global Marine Terminals		90,791			64,146			179,560			125,283
	Merchant Services		1,495,441			736,466			3,173,743			1,812,623
	Development & Logistics		18,802			13,697			35,634			25,609
	Intersegment		(14,707		)	(5,436		)	(25,320		)	(13,139		)
	Total revenue		$	1,808,951		$	993,588		$	3,800,780		$	2,324,666
Summary of revenue for continuing operations by major geographical area	'
	The following table summarizes revenue for our continuing operations, by major geographic area, for the periods indicated (in thousands):
			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2014			2013			2014			2013
	Revenue:
	United States		$	1,726,435		$	939,458		$	3,633,787		$	2,217,836
	International		82,516			54,130			166,993			106,830
	Total revenue		$	1,808,951		$	993,588		$	3,800,780		$	2,324,666
Adjusted EBITDA by segment and reconciliation of income from continuing operations to Adjusted EBITDA	'
	The following tables present Adjusted EBITDA by segment and on a consolidated basis and a reconciliation of income from continuing operations to Adjusted EBITDA for the periods indicated (in thousands):
				Three Months Ended						Six Months Ended
				June 30,						June 30,
				2014			2013			2014			2013
	Adjusted EBITDA from continuing operations:
	Pipelines & Terminals			$	115,679		$	107,635		$	242,399		$	223,020
	Global Marine Terminals			55,559			37,803			109,262			73,282
	Merchant Services			(26,169		)	4,724			(23,036		)	10,918
	Development & Logistics			5,719			3,667			10,787			6,840
	Adjusted EBITDA from continuing operations			$	150,788		$	153,829		$	339,412		$	314,060
	Reconciliation of Income from continuing operations to Adjusted EBITDA from continuing operations:
	Income from continuing operations			$	61,939		$	85,690		$	163,478		$	180,516
	Less:	Net income attributable to noncontrolling interests		(733		)	(940		)	(1,762		)	(2,098		)
	Income from continuing operations attributable to Buckeye Partners, L.P.			61,206			84,750			161,716			178,418
	Add:	Interest and debt expense		42,012			30,237			83,225			60,486
		Income tax expense		153			195			76			326
		Depreciation and amortization		43,394			37,551			86,385			73,250
		Non-cash unit-based compensation expense		4,799			3,845			7,921			7,077
		Hess acquisition and transition expense		1,992			—			5,625			—
	Less:	Amortization of unfavorable storage contracts (1)		(2,768		)	(2,749		)	(5,536		)	(5,497		)
	Adjusted EBITDA from continuing operations			$	150,788		$	153,829		$	339,412		$	314,060
	(1)     Represents amortization of negative fair values allocated to certain unfavorable storage contracts acquired in connection with the BORCO acquisition.

SUPPLEMENTAL_CASH_FLOW_INFORMA1

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2014
SUPPLEMENTAL CASH FLOW INFORMATION	'
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
		June 30,
		2014			2013
	Cash paid for interest (net of capitalized interest)	$	78,471		$	57,813
	Cash paid for income taxes	399			542
	Capitalized interest	3,774			3,178
	Non-cash investing activities:
	Decrease in accounts payable and accrued and other current liabilities related to capital expenditures	$	(24,544	)	$	(6,020	)
	Non-cash financing activities:
	Issuance of Class B units in lieu of quarterly cash distribution (1)	$	—		$	16,843
	(1)     In September 2013, all of our Class B units, which represented a separate class of our limited partnership interests, converted into LP Units on a one-for-one basis.  No Class B units have been issued subsequent to the conversion of Class B units into LP Units.  See our Annual Report on Form 10-K for the year ended December 31, 2013 for further discussion.

ORGANIZATION_AND_BASIS_OF_PRES2

ORGANIZATION AND BASIS OF PRESENTATION (Details) (USD $)	6 Months Ended	1 Months Ended
In Millions, unless otherwise specified	Jun. 30, 2014	Jul. 31, 2014
	item	Natural Gas Storage
		Subsequent events
Organization and basis of presentation	'	'
Amount to be received from sale of business	'	$105
Number of reportable segments	4	'

ACQUISITIONS_Details

ACQUISITIONS (Details) (USD $)	3 Months Ended		6 Months Ended		1 Months Ended	0 Months Ended	3 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Apr. 30, 2014	Dec. 11, 2013	Jun. 30, 2014	Jun. 30, 2014
					WesPac Memphis	Hess Terminals Acquisition	Hess Terminals Acquisition	Hess Terminals Acquisition
						MMBbls
						item
Business Acquisition	'	'	'	'	'	'	'	'
Number of liquid petroleum product terminals acquired	'	'	'	'	'	20	'	'
Total storage capacity of refined petroleum product terminals	'	'	'	'	'	39,000,000	'	'
Purchase price, net of cash acquired	'	'	'	'	'	$856,400,000	'	'
Revenue	1,808,951,000	993,588,000	3,800,780,000	2,324,666,000	'	'	325,501,000	674,568,000
Net income	23,753,000	77,370,000	115,250,000	167,869,000	'	'	13,229,000	26,770,000
Transition expenses	1,992,000	'	5,625,000	'	'	'	2,000,000	5,600,000
Acquisition cost and other information	'	'	'	'	'	'	'	'
Additional interest acquired, percentage	'	'	'	'	0.1	'	'	'
Consideration transferred	'	'	$9,510,000	$9,727,000	$9,500,000	'	'	'
Ownership interest percentage, before acquisition	'	'	'	'	80.00%	'	'	'
Ownership interest percentage, after acquisition	'	'	'	'	90.00%	'	'	'

DISCONTINUED_OPERATIONS_Detail

DISCONTINUED OPERATIONS (Details) (USD $)	6 Months Ended		3 Months Ended		6 Months Ended		1 Months Ended
	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Jul. 31, 2014
			Natural Gas Storage	Natural Gas Storage	Natural Gas Storage	Natural Gas Storage	Natural Gas Storage
							Subsequent events
Discontinued operations	'	'	'	'	'	'	'
Amount to be received from sale of business	'	'	'	'	'	'	$105,000,000
Non-cash asset impairment charge	26,254,000	'	26,300,000	'	26,300,000	'	'
Results from discontinued operations	'	'	'	'	'	'	'
Revenue	'	'	5,223,000	11,791,000	17,769,000	25,674,000	'
Loss from discontinued operations	'	'	-38,186,000	-8,320,000	-48,228,000	-12,647,000	'
Assets held for sale	'	'	'	'	'	'	'
Property, plant and equipment, net	131,174,000	157,261,000	'	'	'	'	'
Other current assets	7,803,000	24,443,000	'	'	'	'	'
Other non-current assets	7,000	4,000	'	'	'	'	'
Assets held for sale	138,984,000	181,708,000	'	'	'	'	'
Liabilities held for sale	'	'	'	'	'	'	'
Accounts payable	1,117,000	2,182,000	'	'	'	'	'
Accrued liabilities and other current liabilities	6,330,000	8,947,000	'	'	'	'	'
Other non-current liabilities	28,537,000	26,638,000	'	'	'	'	'
Liabilities held for sale	$35,984,000	$37,767,000	'	'	'	'	'

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details) (USD $)	6 Months Ended	0 Months Ended			6 Months Ended
	Jun. 30, 2014	Feb. 22, 2013	Sep. 20, 2012	Oct. 15, 2012	Jun. 30, 2014
		FERC Docket No. OR12-28 - Airlines Complaint against Buckeye Pipe Line Company, L.P. ("BPLC") New York City Jet Fuel Rates	FERC Docket No. OR12-28 - Airlines Complaint against Buckeye Pipe Line Company, L.P. ("BPLC") New York City Jet Fuel Rates	FERC Docket No. OR13-3 - BPLC's Market-Based Rate Application	BORCO facility jetty collision damage
			item	item
Commitments and Contingencies Disclosure	'	'	'	'	'
Insurance deductible	'	'	'	'	$5,000,000
Limitation claimed by defendant to damages sought in legal proceedings	'	'	'	'	17,000,000
Cost of repairs	'	'	'	'	23,000,000
Loss on disposal to assets destroyed, recorded receivable for loss on disposal	'	'	'	'	5,900,000
Proceeds from insurance reimbursements	549,000	'	'	'	15,800,000
Deferred gain representing excess proceeds received over loss on disposal and other costs incurred	'	'	'	'	13,900,000
Gain recognized during the period	'	'	'	'	$0
New York City airports included in legal action	'	'	3	'	'
Past charges, maximum potential look-back period for repayment	'	'2 years	'	'	'
Number of origin points	'	'	'	3	'
Number of destinations	'	'	'	5	'

COMMITMENTS_AND_CONTINGENCIES_1

COMMITMENTS AND CONTINGENCIES (Details 2) (Environmental remediation unrelated to claims and legal proceedings, USD $)	3 Months Ended		6 Months Ended
In Millions, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Environmental remediation unrelated to claims and legal proceedings	'	'	'	'	'
Commitments and Contingencies Disclosure	'	'	'	'	'
Operating expenses, net of insurance recoveries related to environmental liabilities	$1.60	$1.50	$2.20	$3	'
Environmental remediation liabilities	57.2	'	57.2	'	57.2
Receivables related to environmental remediation expenditures covered by insurance or third party claims	$13.50	'	$13.50	'	$10.60

INVENTORIES_Details

INVENTORIES (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified	gal	gal
INVENTORIES	'	'
Liquid petroleum products	$428,802	$290,718
Materials and supplies	15,107	21,417
Total inventories	$443,909	$312,135
Refined petroleum products (in gallons)	155,500,000	102,100,000
Percentage of hedged refined petroleum products inventory	83.00%	81.00%

EQUITY_INVESTMENTS_Details

EQUITY INVESTMENTS (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Equity investments	'	'	'	'
Total earnings from equity investments	$2,170	$1,953	$3,436	$3,582
West Shore Pipe Line Company	'	'	'	'
Equity investments	'	'	'	'
Total earnings from equity investments	1,523	1,323	2,183	2,573
Muskegon Pipeline LLC	'	'	'	'
Equity investments	'	'	'	'
Total earnings from equity investments	322	390	571	631
Transport4, LLC	'	'	'	'
Equity investments	'	'	'	'
Total earnings from equity investments	186	140	253	196
South Portland Terminal LLC	'	'	'	'
Equity investments	'	'	'	'
Total earnings from equity investments	$139	$100	$429	$182

EQUITY_INVESTMENTS_Details_2

EQUITY INVESTMENTS (Details 2) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
EQUITY INVESTMENTS	'	'	'	'
Representation of investee financial information in the summarized equity method investments (as a percent)	'	'	100.00%	'
INCOME STATEMENT DATA:	'	'	'	'
Revenue	$21,771	$18,940	$41,465	$36,316
Costs and expenses	-13,223	-9,278	-24,645	-19,213
Non-operating expenses	-2,859	-3,498	-5,580	-6,120
Net income	$5,689	$6,164	$11,240	$10,983

LONGTERM_DEBT_Details

LONG-TERM DEBT (Details) (USD $)	Jun. 30, 2014	Sep. 26, 2011
Credit Facility	'	'
Debt instrument	'	'
Maximum borrowing capacity	'	$1,250,000,000
Credit facility, additional borrowing capacity	605,000,000	'
Fair value of financial liability	48,900,000	'
5.300% notes	'	'
Debt instrument	'	'
Long-term notes payable	$275,000,000	'
Notes payable, interest rate	5.30%	'

DERIVATIVE_INSTRUMENTS_AND_HED2

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Derivative Instruments And Hedging Activities	'	'	'	'
Forward-starting interest rate swaps, unrealized gains (losses)	($9,208,000)	$23,907,000	($18,812,000)	$32,526,000
5.300% Notes due October 15, 2014	'	'	'	'
Derivative Instruments And Hedging Activities	'	'	'	'
Debt instrument, stated percentage rate	5.30%	'	5.30%	'
Interest rate Swap	'	'	'	'
Derivative Instruments And Hedging Activities	'	'	'	'
Forward-starting interest rate swaps, unrealized gains (losses)	-9,200,000	23,900,000	-18,800,000	32,500,000
Interest rate Swap | 4.625% Notes due July 15, 2013	'	'	'	'
Derivative Instruments And Hedging Activities	'	'	'	'
Number of forward-starting interest rate swaps	6	'	6	'
Derivative liability, notional amount	275,000,000	'	275,000,000	'
Interest rate Swap | 5.300% Notes due October 15, 2014	'	'	'	'
Derivative Instruments And Hedging Activities	'	'	'	'
Derivative liability, notional amount	275,000,000	'	275,000,000	'
Debt instrument, stated percentage rate	5.30%	'	5.30%	'
Interest rate contracts and treasury lock agreements	'	'	'	'
Derivative Instruments And Hedging Activities	'	'	'	'
Interest rate swaps, expected net losses reclassified from accumulated other comprehensive loss to earnings over the next twelve months	'	'	$7,100,000	'

DERIVATIVE_INSTRUMENTS_AND_HED3

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details 2)	6 Months Ended
	Jun. 30, 2014
	gal
Derivatives NOT Designated as Hedging Instruments | Physical Fixed Price Derivative Contracts | Current Derivative Contract	'
Derivative Instruments And Hedging Activities	'
Volume	24,843,000
Derivatives NOT Designated as Hedging Instruments | Physical Fixed Price Derivative Contracts | Noncurrent Derivative Contract	'
Derivative Instruments And Hedging Activities	'
Volume	84,000
Derivatives NOT Designated as Hedging Instruments | Physical Index Derivative Contracts | Current Derivative Contract	'
Derivative Instruments And Hedging Activities	'
Volume	37,358,000
Derivatives NOT Designated as Hedging Instruments | Refined products | Futures Contracts | Current Derivative Contract	'
Derivative Instruments And Hedging Activities	'
Volume	17,808,000
Derivatives NOT Designated as Hedging Instruments | Refined products | Futures Contracts | Noncurrent Derivative Contract	'
Derivative Instruments And Hedging Activities	'
Volume	84,000
Derivatives Designated as Hedging Instruments | Refined products | Futures Contracts | Current Derivative Contract	'
Derivative Instruments And Hedging Activities	'
Volume	129,108,000

DERIVATIVE_INSTRUMENTS_AND_HED4

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details 3) (USD $)

6 Months Ended

In Thousands, unless otherwise specified

Jun. 30, 2014

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Futures Contracts

Derivative Carrying Value

Derivative Carrying Value

Total

Total

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Non-current derivative assets

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Current derivative liabilities

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Total

Total

Total

Total

Total

Total

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Total

Total

Total

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Derivative Carrying Value

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Netting Balance Sheet Adjustment

Total

Total

Total

Total

Total

Total

Total

Total

Total

Total

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives NOT Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Derivatives Designated as Hedging Instruments

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Physical Index Derivative Contracts

Refined products

Refined products

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Refined products

Refined products

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Physical Index Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Physical Index Derivative Contracts

Refined products

Refined products

Refined products

Refined products

Physical Fixed Price Derivative Contracts

Refined products

Physical Fixed Price Derivative Contracts

Refined products

Physical Fixed Price Derivative Contracts

Refined products

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Physical Index Derivative Contracts

Interest rate Swap

Interest rate Swap

Refined products

Refined products

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Refined products

Refined products

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Physical Index Derivative Contracts

Interest rate Swap

Interest rate Swap

Refined products

Refined products

Physical Fixed Price Derivative Contracts

Physical Fixed Price Derivative Contracts

Physical Index Derivative Contracts

Physical Index Derivative Contracts

Refined products

Refined products

Interest rate Swap

Interest rate Swap

Refined products

Refined products

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Futures Contracts

Derivatives, Fair Value

'

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'

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'

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'

'

'

'

'

'

'

'

'

'

'

Net derivative assets (liabilities)

'

($52,740)

($40,260)

($52,740)

($40,260)

$7,713

($8,796)

($60,453)

($31,464)

$104,162

$50,867

$9,354

$5,164

$34

$48

$94,774

$45,655

($94,961)

($46,455)

($187)

($780)

($20)

($94,774)

($45,655)

$9,201

$4,412

$9,167

$4,384

$34

$28

$103,233

$50,801

$9,354

$5,164

$34

$48

$93,845

$45,589

$929

$66

$929

$66

$14

$8

$6

$14

$8

$6

$14

$8

$6

($156,916)

($91,127)

($9,035)

($7,027)

($274)

($330)

($48,857)

($30,045)

($98,750)

($53,725)

$94,961

$46,455

$187

$780

$20

$94,774

$45,655

($61,955)

($44,672)

($8,848)

($6,247)

($274)

($310)

($48,857)

($30,045)

($3,976)

($8,070)

($95,534)

($59,597)

($9,035)

($7,027)

($274)

($330)

($86,225)

($52,240)

($61,382)

($31,530)

($48,857)

($30,045)

($12,525)

($1,485)

Unrealized loss on inventory hedges

$11,600

'

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'

DERIVATIVE_INSTRUMENTS_AND_HED5

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details 4) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Hedge Ineffectiveness	'	'	'	'
Ineffectiveness excluding the time value component on fair value hedging instruments, net gain (loss) in income:	'	'	'	'
Ineffectiveness and the time value component on fair value hedging instruments, net loss in income:	($5,778)	($800)	($10,724)	($505)
Futures Contracts	'	'	'	'
Derivatives designated as fair value hedging instruments:	'	'	'	'
Futures contracts for refined petroleum products	'	'	-11,600	'
Derivatives NOT Designated as Hedging Instruments | Product sales | Physical Fixed Price Derivative Contracts	'	'	'	'
Gains (losses), derivative instruments	'	'	'	'
Gains (losses) on derivative instruments recognized in income	-7,280	2,795	-10,652	3,376
Derivatives NOT Designated as Hedging Instruments | Product sales | Physical Index Derivative Contracts	'	'	'	'
Gains (losses), derivative instruments	'	'	'	'
Gains (losses) on derivative instruments recognized in income	-79	700	-73	1,109
Derivatives NOT Designated as Hedging Instruments | Cost of product sales | Physical Fixed Price Derivative Contracts	'	'	'	'
Gains (losses), derivative instruments	'	'	'	'
Gains (losses) on derivative instruments recognized in income	7,210	-359	8,621	-445
Derivatives NOT Designated as Hedging Instruments | Cost of product sales | Physical Index Derivative Contracts	'	'	'	'
Gains (losses), derivative instruments	'	'	'	'
Gains (losses) on derivative instruments recognized in income	-521	-541	-713	-544
Derivatives NOT Designated as Hedging Instruments | Cost of product sales | Refined products | Futures Contracts	'	'	'	'
Gains (losses), derivative instruments	'	'	'	'
Gains (losses) on derivative instruments recognized in income	-6,301	1,457	187	5,797
Derivatives Designated as Hedging Instruments | Cost of product sales | Hedge Ineffectiveness	'	'	'	'
Ineffectiveness excluding the time value component on fair value hedging instruments, net gain (loss) in income:	'	'	'	'
Fair value hedge ineffectiveness (excluding time value)	-1,122	-5,212	3,610	-3,627
Time value excluded from hedge assessment	-4,656	4,412	-14,334	3,122
Derivatives Designated as Hedging Instruments | Cost of product sales | Refined products	'	'	'	'
Derivatives designated as fair value hedging instruments:	'	'	'	'
Physical inventory - hedged items	7,954	-8,959	1,729	-9,440
Derivatives Designated as Hedging Instruments | Cost of product sales | Refined products | Futures Contracts	'	'	'	'
Derivatives designated as fair value hedging instruments:	'	'	'	'
Futures contracts for refined petroleum products	($13,732)	$8,159	($12,453)	$8,935

DERIVATIVE_INSTRUMENTS_AND_HED6

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details 5) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Losses reclassified from AOCI to income	'	'	'	'
Interest and debt expense	($42,012)	($30,237)	($83,225)	($60,486)
Interest rate contracts	'	'	'	'
Gain (Loss) Recognized in OCI on Derivatives	'	'	'	'
Change in Value Recognized in OCI on Derivatives	-9,208	23,907	-18,812	32,526
Accumulated net gain (loss) from derivatives designated as cash flow hedging instruments | Interest rate contracts | Loss Reclassified From AOCI to Income	'	'	'	'
Losses reclassified from AOCI to income	'	'	'	'
Interest and debt expense	($1,778)	($1,093)	($3,557)	($1,321)

FAIR_VALUE_MEASUREMENTS_Detail

FAIR VALUE MEASUREMENTS (Details) (Fair Value, Measurements, Recurring, USD $)	Jun. 30, 2014	Dec. 31, 2013
Level 1	'	'
Fair value measurements	'	'
Fair value	($3,976,000)	($8,070,000)
Level 1 | Refined products | Futures Contracts	'	'
Fair value measurements	'	'
Financial liabilities	-3,976,000	-8,070,000
Level 2	'	'
Fair value measurements	'	'
Fair value	-48,764,000	-32,190,000
Level 2 | Physical Fixed Price Derivative Contracts	'	'
Fair value measurements	'	'
Financial assets	9,175,000	4,384,000
Financial liabilities	-8,848,000	-6,247,000
Level 2 fixed-price contracts assets, CVA	-100,000	-100,000
Level 2 | Physical Index Derivative Contracts	'	'
Fair value measurements	'	'
Financial assets	34,000	28,000
Financial liabilities	-274,000	-310,000
Level 2 | Refined products	'	'
Fair value measurements	'	'
Financial assets	6,000	'
Level 2 | Interest rate contracts	'	'
Fair value measurements	'	'
Financial liabilities	($48,857,000)	($30,045,000)

FAIR_VALUE_MEASUREMENTS_Detail1

FAIR VALUE MEASUREMENTS (Details 2) (Level 2, USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Carrying Value	'	'
Fair Value And Carrying Value By Balance Sheet Grouping	'	'
Total debt	$3,709,293	$3,318,711
Carrying Value | Fixed Rate Debt	'	'
Fair Value And Carrying Value By Balance Sheet Grouping	'	'
Total debt	3,064,293	3,063,711
Carrying Value | Variable Rate Debt	'	'
Fair Value And Carrying Value By Balance Sheet Grouping	'	'
Total debt	645,000	255,000
Fair Value	'	'
Fair Value And Carrying Value By Balance Sheet Grouping	'	'
Total debt	3,946,393	3,403,634
Fair Value | Fixed Rate Debt	'	'
Fair Value And Carrying Value By Balance Sheet Grouping	'	'
Total debt	3,301,393	3,148,634
Fair Value | Variable Rate Debt	'	'
Fair Value And Carrying Value By Balance Sheet Grouping	'	'
Total debt	$645,000	$255,000

FAIR_VALUE_MEASUREMENTS_Detail2

FAIR VALUE MEASUREMENTS (Details 3) (USD $)	3 Months Ended	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2014
Fair value measurements	'	'
Non-cash asset impairment charge	'	$26,254
Natural Gas Storage	'	'
Fair value measurements	'	'
Non-cash asset impairment charge	26,300	26,300
Fair Value, Measurements, Non-Recurring | Natural Gas Storage	'	'
Fair value measurements	'	'
Non-cash asset impairment charge	$26,300	$26,300

PENSIONS_AND_OTHER_POSTRETIREM2

PENSIONS AND OTHER POSTRETIREMENT BENEFITS (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Components of net periodic benefit cost:	'	'	'	'
Defined benefit plan contributions	$500,000	$400,000	$1,400,000	$700,000
RIGP	'	'	'	'
Components of net periodic benefit cost:	'	'	'	'
Service cost	55,000	55,000	109,000	122,000
Interest cost	135,000	187,000	269,000	414,000
Expected return on plan assets	-98,000	-103,000	-196,000	-227,000
Amortization of unrecognized losses	308,000	308,000	616,000	685,000
Actuarial loss due to settlements	194,000	112,000	387,000	453,000
Net periodic benefit cost	594,000	559,000	1,185,000	1,447,000
Retiree Medical Plan	'	'	'	'
Components of net periodic benefit cost:	'	'	'	'
Service cost	107,000	71,000	215,000	157,000
Interest cost	352,000	404,000	704,000	897,000
Amortization of prior service credit	-406,000	-615,000	-812,000	-1,365,000
Amortization of unrecognized losses	298,000	284,000	596,000	630,000
Net periodic benefit cost	$351,000	$144,000	$703,000	$319,000

UNITBASED_COMPENSATION_PLANS_D

UNIT-BASED COMPENSATION PLANS (Details) (USD $)

3 Months Ended

6 Months Ended

12 Months Ended

6 Months Ended

In Millions, except Share data, unless otherwise specified

Jun. 30, 2014

Jun. 30, 2013

Jun. 30, 2014

Jun. 30, 2013

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Dec. 31, 2013

Dec. 31, 2012

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

LTIP and Option Plan

LTIP and Option Plan

LTIP and Option Plan

LTIP and Option Plan

LTIP

LTIP

LTIP

LTIP

LTIP

LTIP

LTIP

LTIP

Phantom Stock Units

Phantom Stock Units

Phantom Stock Units

Phantom Stock Units

Phantom Stock Units

Performance Shares

Maximum

Employee

Employee

Employee

Employee

Independent directors

Employee

2012 and 2011 Deferred Awards

2012 and 2011 Deferred Awards

2012 and 2011 Deferred Awards

Share-based Compensation Arrangement by Share-based Payment Award

'

'

'

'

'

'

'

'

'

'

'

'

Compensation expense

$4.80

$3.80

$7.90

$7.10

'

'

'

'

'

'

'

'

LP Units, available for issuance

'

'

'

'

'

'

'

'

'

'

'

2,921,300

Compensation awards deferred

'

'

'

'

'

'

'

$2.70

$1.40

'

'

'

Awards granted

'

'

'

'

392,000

201,409

75,870

51,668

'

16,000

174,221

'

UNITBASED_COMPENSATION_PLANS_D1

UNIT-BASED COMPENSATION PLANS (Details 2) (LTIP, USD $)	6 Months Ended
In Millions, except Share data, unless otherwise specified	Jun. 30, 2014
LTIP	'
Number of LP Units	'
Beginning Balance	813,000
Granted	392,000
Vested	-173,000
Forfeited	-63,000
Ending Balance	969,000
Weighted Average Grant Date Fair Value per LP Unit	'
Beginning Balance	$59.36
Granted	$71.37
Vested	$63.85
Forfeited	$63.77
Ending Balance	$63.11
Additional disclosures	'
Compensation expense expected to be recognized	$31.50
Unrecognized compensation cost, weighted average period of recognition (in years)	'2 years

UNITBASED_COMPENSATION_PLANS_D2

UNIT-BASED COMPENSATION PLANS (Details 3) (Option Plan, Limited Partners, USD $)	6 Months Ended		12 Months Ended
Share data in Thousands, except Per Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Option Plan | Limited Partners	'	'	'
Change in the options outstanding	'	'	'
Beginning Balance	46	'	'
Exercised	-13	'	'
Forfeited, cancelled or expired	-2	'	'
Ending Balance	31	'	46
Exercisable at June 30, 2014	31	'	'
Weighted-Average Strike Price LP Unit	'	'	'
Beginning Balance	$47.32	'	'
Exercised	$45.88	'	'
Ending Balance	$48.26	'	$47.32
Exercisable at June 30, 2014	$48.26	'	'
Weighted-Average Remaining Contractual Term (in years)	'	'	'
Beginning Balance	'2 years 1 month 6 days	'	'2 years 4 months 24 days
Ending Balance	'2 years 1 month 6 days	'	'2 years 4 months 24 days
Exercisable at June 30, 2014	'2 years 1 month 6 days	'	'
Aggregate Intrinsic Value	'	'	'
Outstanding at period beginning	$1,080,000	'	'
Outstanding at period end	1,058,000	'	1,080,000
Exercisable at June 30, 2014	1,058,000	'	'
Additional disclosures	'	'	'
Total intrinsic value of options exercised	$400,000	$400,000	'

PARTNERS_CAPITAL_AND_DISTRIBUT2

PARTNERS' CAPITAL AND DISTRIBUTIONS (Details) (Limited Partners, Equity Distribution Agreements, USD $)	6 Months Ended
In Millions, unless otherwise specified	Jun. 30, 2014
Limited Partners | Equity Distribution Agreements	'
Partner's capital and distributions	'
Public offering, LP units issued	1
Net proceeds from issuance of units	$74.50
Aggregate compensation expense paid to the agents under the Equity Distribution Agreements	$0.80

PARTNERS_CAPITAL_AND_DISTRIBUT3

PARTNERS' CAPITAL AND DISTRIBUTIONS (Details 2) (Limited Partners)	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014
In Thousands, unless otherwise specified			Equity Distribution Agreements	Option Plan	Long Term Incentive Plan 2009
Partner's capital and distributions	'	'	'	'	'
Beginning Balance	116,248	115,064	'	'	'
LP Units issued	'	'	'	13	159
Issuance of LP Units through Equity Distribution Agreements	'	'	1,012	'	'
Ending Balance	116,248	115,064	'	'	'

PARTNERS_CAPITAL_AND_DISTRIBUT4

PARTNERS' CAPITAL AND DISTRIBUTIONS (Details 3) (USD $)	6 Months Ended		0 Months Ended	6 Months Ended		0 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Aug. 08, 2014	Jun. 30, 2014	Jun. 30, 2013	Aug. 25, 2014
			Limited Partners	Limited Partner	Limited Partner	Limited Partner
			Subsequent events			Subsequent events
Distributions to unitholders	'	'	'	'	'	'
Actual cash distributions	$252,171	$201,242	'	$253,800	$204,200	$129,800
Distribution declaration date	'	'	8-Aug-14	'	'	'
Cash distributions declared	'	'	$1.11	'	'	'
Distribution date	'	'	25-Aug-14	'	'	'
Distribution record date	'	'	18-Aug-14	'	'	'

EARNINGS_PER_UNIT_Details

EARNINGS PER UNIT (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
EARNINGS PER UNIT	'	'	'	'
Net income attributable to Buckeye Partners, L.P.	$23,020	$76,430	$113,488	$165,771
Basic:	'	'	'	'
Weighted average units outstanding - basic	116,078	105,701	115,701	104,481
Earnings per unit - basic	$0.20	$0.72	$0.98	$1.59
Diluted:	'	'	'	'
Weighted average units outstanding - basic	116,078	105,701	115,701	104,481
Dilutive effect of LP Unit options and LTIP awards granted	574	470	525	397
Weighted average units outstanding - diluted	116,652	106,171	116,226	104,878
Earnings per unit - diluted	$0.20	$0.72	$0.98	$1.58

BUSINESS_SEGMENTS_Details

BUSINESS SEGMENTS (Details) (USD $)	6 Months Ended	3 Months Ended	6 Months Ended	1 Months Ended	6 Months Ended	1 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Jul. 31, 2014	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014
	item	Natural Gas Storage	Natural Gas Storage	Natural Gas Storage	Pipelines & Terminals	Pipelines & Terminals	Development & Logistics	Global Marine Terminals	Merchant Services
				Subsequent events	item	Hess Terminals Acquisition	Indiana and Illinois	item	item
						item	item
Segment information	'	'	'	'	'	'	'	'	'
Number of business segments	4	'	'	'	'	'	'	'	'
Number of liquid petroleum products terminals operated	'	'	'	'	5	'	'	3	'
Number of liquid petroleum products terminals acquired	'	'	'	'	'	17	'	'	'
Number of liquid petroleum products terminals owned	'	'	'	'	'	'	'	'	5
Number of underground propane storage caverns	'	'	'	'	'	'	2	'	'
Amount to be received from sale of business	'	'	'	$105,000,000	'	'	'	'	'
Non-cash asset impairment charge	$26,254,000	$26,300,000	$26,300,000	'	'	'	'	'	'

BUSINESS_SEGMENTS_Details_2

BUSINESS SEGMENTS (Details 2) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Revenue:	'	'	'	'
Revenue	$1,808,951	$993,588	$3,800,780	$2,324,666
Operating Segments | Pipelines & Terminals	'	'	'	'
Revenue:	'	'	'	'
Revenue	218,624	184,715	437,163	374,290
Operating Segments | Global Marine Terminals	'	'	'	'
Revenue:	'	'	'	'
Revenue	90,791	64,146	179,560	125,283
Operating Segments | Merchant Services	'	'	'	'
Revenue:	'	'	'	'
Revenue	1,495,441	736,466	3,173,743	1,812,623
Operating Segments | Development & Logistics	'	'	'	'
Revenue:	'	'	'	'
Revenue	18,802	13,697	35,634	25,609
Intersegment Eliminations	'	'	'	'
Revenue:	'	'	'	'
Revenue	($14,707)	($5,436)	($25,320)	($13,139)

BUSINESS_SEGMENTS_Details_3

BUSINESS SEGMENTS (Details 3) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Segment information	'	'	'	'
Total revenue	$1,808,951	$993,588	$3,800,780	$2,324,666
Adjusted EBITDA from continuing operations	150,788	153,829	339,412	314,060
United States	'	'	'	'
Segment information	'	'	'	'
Total revenue	1,726,435	939,458	3,633,787	2,217,836
International	'	'	'	'
Segment information	'	'	'	'
Total revenue	82,516	54,130	166,993	106,830
Pipelines & Terminals	'	'	'	'
Segment information	'	'	'	'
Adjusted EBITDA from continuing operations	115,679	107,635	242,399	223,020
Global Marine Terminals	'	'	'	'
Segment information	'	'	'	'
Adjusted EBITDA from continuing operations	55,559	37,803	109,262	73,282
Merchant Services	'	'	'	'
Segment information	'	'	'	'
Adjusted EBITDA from continuing operations	-26,169	4,724	-23,036	10,918
Development & Logistics	'	'	'	'
Segment information	'	'	'	'
Adjusted EBITDA from continuing operations	$5,719	$3,667	$10,787	$6,840

BUSINESS_SEGMENTS_Details_4

BUSINESS SEGMENTS (Details 4) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Reconciliation of Income from continuing operations to Adjusted EBITDA from continuing operations:	'	'	'	'
Income from continuing operations	$61,939	$85,690	$163,478	$180,516
Less: Net income attributable to noncontrolling interests	-733	-940	-1,762	-2,098
Income from continuing operations attributable to Buckeye Partners, L.P.	61,206	84,750	161,716	178,418
Add: Interest and debt expense	42,012	30,237	83,225	60,486
Income tax expense	153	195	76	326
Depreciation and amortization	43,394	37,551	86,385	73,250
Non-cash unit-based compensation expense	4,799	3,845	7,921	7,077
Hess acquisition and transition expense	1,992	'	5,625	'
Less: Amortization of unfavorable storage contracts	-2,768	-2,749	-5,536	-5,497
Adjusted EBITDA from continuing operations	$150,788	$153,829	$339,412	$314,060

SUPPLEMENTAL_CASH_FLOW_INFORMA2

SUPPLEMENTAL CASH FLOW INFORMATION (Details) (USD $)	6 Months Ended
In Thousands, except Share data in Millions, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Sep. 30, 2013
Cash paid for interest (net of capitalized interest)	$78,471	$57,813	'
Cash paid for income taxes	399	542	'
Capitalized interest	3,774	3,178	'
Non-cash investing activities:	'	'	'
Decrease in accounts payable and accrued and other current liabilities related to capital expenditures	-24,544	-6,020	'
Non-cash financing activities:	'	'	'
LP Unit conversion ratio	'	'	1
Class B units	'	'	'
Non-cash financing activities:	'	'	'
Issuance of Class B units in lieu of quarterly cash distribution	'	$16,843	'
Public offering, LP units issued	0	'	'

SUBSEQUENT_EVENT_Details

SUBSEQUENT EVENT (Details) (Subsequent event, Natural Gas Storage, USD $)	1 Months Ended
In Millions, unless otherwise specified	Jul. 31, 2014
Subsequent event | Natural Gas Storage	'
Subsequent event	'
Amount to be received from sale of business	$105