Enbridge Energy Partners 8-K Enbridge Energy Partners reports strong earnings for first quarter 2010 and declares higher cash distribution

Exhibit 99.2

ENBRIDGE ENERGY PARTNERS, L.P.

CONSOLIDATED STATEMENTS OF INCOME

	For the three month period ended March 31,
	2010		2009
	(unaudited; in millions, except per unit amounts)
Operating revenue	$	1,931.2	$	1,441.2
Operating expenses
Cost of natural gas		1,524.2		1,092.9
Operating and administrative		136.0		132.5
Power		32.3		33.4
Depreciation and amortization		67.9		60.4
		1,760.4		1,319.2
Operating income		170.8		122.0
Interest expense		59.3		51.3
Other income (expense)		16.8		(0.5	)
Income from continuing operations before income tax expense		128.3		70.2
Income tax expense		2.2		2.0
Income from continuing operations		126.1		68.2
Income from discontinued operations, net of tax		—		0.4
Net income		126.1		68.6
Less: Net income attributable to noncontrolling interest		10.7		—
Net income attributable to general and limited partner ownership interests in Enbridge Energy Partners, L.P.	$	115.4	$	68.6
Net income allocable to limited partner interests
Income from continuing operations	$	99.2	$	54.6
Income from discontinued operations		—		0.4
Net income allocable to limited partner interests	$	99.2	$	55.0
Basic and diluted earnings per limited partner unit
Income from continuing operations	$	0.84	$	0.47
Income from discontinued operations		—		—
Net income per limited partner unit (basic and diluted)	$	0.84	$	0.47
Weighted average limited partner units outstanding		117.9		115.0

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ENBRIDGE ENERGY PARTNERS, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the three month period ended March 31,
	2010			2009
	(unaudited; in millions)
Cash provided by operating activities
Net income	$	126.1		$	68.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		67.9			64.1
Derivative fair value losses (gains)		(8.1	)		16.9
Inventory market price adjustments		1.1			3.3
Other		(7.2	)		5.1
Changes in operating assets and liabilities, net of acquisitions:
Receivables, trade and other		27.3			(1.3	)
Due from General Partner and affiliates		3.1			15.7
Accrued receivables		(42.4	)		138.3
Inventory		(1.3	)		12.3
Current and long term other assets		1.7			(18.5	)
Due to General Partner and affiliates		23.4			3.0
Accounts payable and other		(4.7	)		(24.3	)
Accrued purchases		3.1			(60.3	)
Interest payable		32.7			51.9
Property and other taxes payable		(0.9	)		1.1
Settlement of interest rate derivatives		(13.2	)		(0.7	)
Net cash provided by operating activities		208.6			275.2
Cash used in investing activities
Additions to property, plant and equipment		(189.1	)		(212.9	)
Changes in construction payables		(26.3	)		(12.9	)
Other		0.1			0.1
Net cash used in investing activities		(215.3	)		(225.7	)
Cash provided by (used in) financing activities
Distributions to partners		(115.2	)		(93.2	)
Repayment of long-term debt		—			(175.0	)
Repayment of loan from General Partner		(324.6	)		—
Net proceeds from issuance of long-term debt		496.1			—
Net borrowings (repayments) under Credit Facility.		(765.0	)		53.2
Net commercial paper borrowings		274.9			—
Borrowings from General Partner		387.8			—
Contribution from noncontrolling interest		77.3			—
Net cash provided by (used in) financing activities		31.3			(215.0	)
Net increase (decrease) in cash and cash equivalents		24.6			(165.5	)
Cash and cash equivalents at beginning of year		143.6			339.9
Cash and cash equivalents at end of period	$	168.2		$	174.4

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ENBRIDGE ENERGY PARTNERS, L.P.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

	March 31,			December 31,
	2010			2009
	(unaudited; dollars in millions)
ASSETS
Current assets
Cash and cash equivalents	$	168.2		$	143.6
Receivables, trade and other, net of allowance for doubtful accounts of $2.1 in 2010 and $6.8 in 2009		126.3			148.5
Due from General Partner and affiliates		14.9			18.0
Accrued receivables		482.8			440.4
Inventory		72.1			71.9
Other current assets		44.1			47.5
		908.4			869.9
Property, plant and equipment, net		7,855.3			7,716.7
Goodwill		246.7			246.7
Intangibles, net		81.9			82.9
Other assets, net		67.7			72.1
	$	9,160.0		$	8,988.3
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities
Due to General Partner and affiliates	$	69.6		$	46.2
Accounts payable and other		161.6			205.4
Accrued purchases		431.7			428.6
Interest payable		78.0			45.3
Property and other taxes payable		37.9			38.8
Loan from General Partner		—			269.7
Current maturities of long-term debt		31.0			31.0
		809.8			1,065.0
Long-term debt		3,801.1			3,791.2
Note payable to General Partner		332.9			—
Other long-term liabilities		49.7			62.2
		4,993.5			4,918.4
Commitments and contingencies
Partners’ capital
Class A common units (97,443,352 at March 31, 2010 and December 31, 2009)		2,871.3			2,884.9
Class B common units (3,912,750 at March 31, 2010 and December 31, 2009)		78.1			78.6
i-units (16,699,977 at March 31, 2010 and 16,388,867 at December 31, 2009)		602.8			588.8
General Partner		253.3			251.1
Accumulated other comprehensive income		(68.1	)		(74.6	)
Total Enbridge Energy Partners, L.P. partners’ capital		3,737.4			3,728.8
Noncontrolling interest		429.1			341.1
Total partners’ capital		4,166.5			4,069.9
	$	9,160.0		$	8,988.3

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NET INCOME PER LIMITED PARTNER AND GENERAL PARTNER UNIT

We allocate our net income among our general partner and limited partners using the two-class method in accordance with applicable authoritative accounting guidance. Under the two-class method, we allocate our net income, including any incentive distribution rights, or IDRs, embedded in the general partner interest, to our general partner, Enbridge Energy Company, Inc. and our limited partners according to the distribution formula for available cash as set forth in our partnership agreement. We also allocate any earnings in excess of distributions to our general partner and limited partners utilizing the distribution formula for available cash specified in our partnership agreement. We allocate any distributions in excess of earnings for the period to our general partner and limited partners based on their sharing of losses of 2% and 98%, respectively, as set forth in our partnership agreement. The formula for distributing available cash as set forth in our partnership agreement is as follows:

Distribution Targets	Portion of Quarterly Distribution Per Unit	Percentage Distributed to General Partner	Percentage Distributed to Limited Partners
Minimum Quarterly Distribution	Up to $0.59	2%	98%
First Target Distribution	> $0.59 to $0.70	15%	85%
Second Target Distribution	> $0.70 to $0.99	25%	75%
Over Second Target Distribution	In excess of $0.99	50%	50%

We determined basic and diluted net income per limited partner unit as follows:

	For the three month period ended March 31,
	2010			2009
	(in millions, except per unit amounts)
Net income	$	126.1		$	68.6
Less: Net income attributable to noncontrolling interest		10.7			—
Net income attributable to general and limited partner interests in Enbridge Energy Partners, L.P.		115.4			68.6
Less: Net income from discontinued operations		—			0.4
Net income from continuing operations attributable to general and limited partner interests in Enbridge Energy Partners, L.P.		115.4			68.2
Less distributions paid:
Incentive distributions to our general partner		(14.2	)		(12.5	)
Distributed earnings allocated to our general partner (2%)		(2.4	)		(2.3	)
Total distributed earnings to our general partner		(16.6	)		(14.8	)
Total distributed earnings to our limited partners (98%)		(118.3	)		(114.4	)
Total distributed earnings		(134.9	)		(129.2	)
Overdistributed earnings	$	(19.5	)	$	(61.0	)
Weighted average limited partner units outstanding		117.9			115.0
Basic and diluted earnings per unit:
Distributed earnings per limited partner unit(1)	$	1.00		$	0.99
Overdistributed earnings per limited partner unit(2)		(0.16	)		(0.52	)
Net income from continuing operations attributable to our limited partner interests per limited partner unit		0.84			0.47
Net income from discontinued operations attributable to our limited partner interests per limited partner unit		—			—
Net income per limited partner unit (basic and diluted)	$	0.84		$	0.47

⁽¹⁾ Represents the total distributed earnings to limited partners divided by the weighted average number of limited partner interests outstanding for the period.

⁽²⁾ Represents the limited partners’ share (98%) of distributions in excess of earnings divided by the weighted average number of limited partner interests outstanding for the period and underdistributed earnings allocated to the limited partners based on the distribution waterfall that is outlined in our partnership agreement.

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SEGMENT INFORMATION

Our business is divided into operating segments, defined as components of the enterprise, about which financial information is available and evaluated regularly by our Chief Operating Decision Maker in deciding how resources are allocated and performance is assessed.

Each of our reportable segments is a business unit that offers different services and products that is managed separately, since each business segment requires different operating strategies. We have segregated our business activities into three distinct operating segments: Liquids, Natural Gas, and Marketing.

The following tables present financial information about our business segments and corporate activities:

	As of and for the three month period ended March 31, 2010
	Liquids		Natural Gas		Marketing		Corporate(1)			Total
	(unaudited; in millions)
Total revenue	$	262.1	$	1,390.6	$	693.8	$	—		$	2,346.5
Less: Intersegment revenue		0.3		405.9		9.1		—			415.3
Operating revenue		261.8		984.7		684.7		—			1,931.2
Cost of natural gas		—		847.8		676.4		—			1,524.2
Operating and administrative		63.7		69.6		2.7		—			136.0
Power		32.3		—		—		—			32.3
Depreciation and amortization		37.1		30.7		0.1		—			67.9
Operating income		128.7		36.6		5.5		—			170.8
Interest expense		—		—		—		59.3			59.3
Other income		—		—		—		16.8			16.8
Income from continuing operations before income tax expense		128.7		36.6		5.5		(42.5	)		128.3
Income tax expense		—		—		—		2.2			2.2
Net income		128.7		36.6		5.5		(44.7	)		126.1
Less: Net income attributable to the noncontrolling interest		—		—		—		10.7			10.7
Net income attributable to general and limited partner ownership interests in Enbridge Energy Partners, L.P.	$	128.7	$	36.6	$	5.5	$	(55.4	)	$	115.4
Total assets	$	5,323.1	$	3,324.4	$	243.9	$	268.6		$	9,160.0
Capital expenditures (excluding acquisitions)	$	162.9	$	24.3	$	—	$	1.9		$	189.1

(1) Corporate consists of interest expense, interest income, allowance for equity during construction, noncontrolling interest and other costs such as income taxes, which are not allocated to the business segments.

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	As of and for the three month period ended March 31, 2009
	Liquids		Natural Gas		Marketing		Corporate(1)			Total
	(unaudited; in millions)
Total revenue	$	219.7	$	975.4	$	649.3	$	—		$	1,844.4
Less: Intersegment revenue		0.3		392.3		10.6		—			403.2
Operating revenue		219.4		583.1		638.7		—			1,441.2
Cost of natural gas		—		460.8		632.1		—			1,092.9
Operating and administrative		54.4		75.4		1.8		0.9			132.5
Power		33.4		—		—		—			33.4
Depreciation and amortization		29.4		30.6		0.4		—			60.4
Operating income		102.2		16.3		4.4		(0.9	)		122.0
Interest expense		—		—		—		51.3			51.3
Other expense		—		—		—		0.5			0.5
Income from continuing operations before income tax expense		102.2		16.3		4.4		(52.7	)		70.2
Income tax expense		—		—		—		2.0			2.0
Income from continuing operations		102.2		16.3		4.4		(54.7	)		68.2
Income from discontinued operations		—		0.4		—		—			0.4
Net income	$	102.2	$	16.7	$	4.4	$	(54.7	)	$	68.6
Total assets	$	4,262.9	$	3,529.0	$	206.8	$	260.2		$	8,258.9
Capital expenditures (excluding acquisitions)	$	162.5	$	47.0	$	—	$	3.4		$	212.9

(1) Corporate consists of interest expense, interest income, allowance for equity during construction, noncontrolling interest and other costs such as income taxes, which are not allocated to the business segments.

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