Exhibit 99.1 Pacific Energy Partners, L.P. Reports Earnings for Third Quarter 2004 and Announces Distribution Increase LONG BEACH, Calif.--(BUSINESS WIRE)--Oct. 27, 2004--Pacific Energy Partners, L.P. (NYSE:PPX) announced net income for the three months ended September 30, 2004, of $9.9 million, or $0.33 per diluted limited partner unit compared to $6.9 million, or $0.30 per diluted limited partner unit in the third quarter of 2003. The results of the current quarter reflect three acquisitions: the Pacific Terminals storage and distribution system, which was acquired on July 31, 2003; the Rangeland Pipeline system, which was acquired on May 11, 2004; and the Mid Alberta Pipeline ("MAPL"), which was acquired on June 30, 2004. Pacific Terminals experienced an increase in storage and distribution revenues due to increased storage capacity and higher utilization. The quarter also reflects the benefit of increased volumes and revenue on our Rocky Mountain pipelines. Partially offsetting these increases were lower gathering and blending margins of Pacific Marketing and Transportation ("PMT"). For the nine months ended September 30, 2004, recurring net income was $30.0 million, or $1.05 per diluted limited partner unit, compared with $18.6 million or $0.84 per diluted limited partner unit for the nine months ended September 30, 2003. Acquisitions and increased Rocky Mountain volumes, partly offset by lower West Coast pipeline volumes, accounted for the increase in net income per unit. Recurring net income for the nine months ending September 30, 2004 excludes a $2.9 million non-recurring financing expense. Of that expense, $2.3 million was a non-cash write-down of previously deferred financing costs, and $0.6 million was a cash payment to terminate interest swap agreements, both associated with our $250 million bond offering in June 2004 and repayment of our term loan. Including the non-recurring financing expense, net income for the nine months ended September 30, 2004 was $27.1 million or $0.94 per diluted limited partner unit. On October 22, 2004, the Partnership announced a cash distribution of $0.4875 per unit for the third quarter of 2004. The distribution will be paid on November 12, 2004, to record holders as of November 1, 2004. Distributable cash flow available to the limited partners' interest for the third quarter of 2004 was $16.0 million. On a weighted average and diluted basis, there were 29,682,000 limited partner units outstanding during the third quarter of 2004, approximately 31 percent more units outstanding than in the third quarter of 2003. The Partnership is announcing today that it expects, subject to final board approval, to increase its quarterly distribution rate to $0.50 per unit beginning with the fourth quarter 2004 distributions payable in February 2005. This would represent an increase of 2.6% over the current distribution level. In addition, the Partnership has previously announced that it expects to increase its distribution by 5% upon completion of its originating terminal and pump station in Edmonton, Alberta with the resultant expected increase in volumes. Completion of the Edmonton facility is expected by the end of the third quarter of 2005. "We are delighted to announce this distribution increase," stated Irvin Toole, Jr., President and CEO. "It demonstrates that we are making progress in growing and strengthening both of our strategic asset groups. Our West Coast segment is realizing the value of the Pacific Terminals storage and distribution system. Our Rocky Mountain segment is experiencing increasing volumes on the Western Corridor and Salt Lake City Core systems, and we remain extremely excited about the growth prospects for our recently acquired Canadian pipelines." Mr. Toole continued, "For the fourth quarter of 2004, we are forecasting net income of $0.30 to $0.34 per unit. For full year 2004, we expect recurring net income per unit to be in the range of $1.34 to $1.38 per limited partner unit. This revised guidance level primarily reflects lower fourth quarter volumes on the Partnership's pipelines from the San Joaquin Valley to Los Angeles, as a result of the recent announcement by Shell Oil that it will continue to operate its Bakersfield refinery through March 31, 2005, to allow time to consider purchase proposals for the facility." OPERATING RESULTS BY SEGMENT WEST COAST OPERATIONS Operating income was $11.4 million for the three months ended September 30, 2004 compared to $10.8 million in the corresponding period in 2003. This increase was primarily due to the income earned by Pacific Terminals, which the Partnership acquired on July 31, 2003. PMT experienced lower gathering and blending margins due to competitive pricing pressures as a result of steeply discounted foreign crude entering the West Coast market. In addition, a change in refined products specifications reduced demand for PMT's blended crude. Pipeline volumes for the three months ended September 30, 2004 were 5% lower than in the corresponding period of 2003, primarily due to California Outer Continental Shelf ("OCS") production declines, as well as increased crude runs by Bakersfield refineries which reduces the volumes available to move south to Los Angeles. Helping to offset lower volumes were increased tariff rates, a more favorable tariff mix and other revenues. In the third quarter of 2004, producers began the development of the Rocky Point field in the California OCS, with the drilling of the first of eight planned wells. Rocky Point is estimated by the operator to have reserves of up to 50 million barrels of crude oil. The first well began producing at a rate of approximately 4,300 barrels per day, thereby increasing the supply of crude available to be transported by the Partnership into the Los Angeles Basin. The Partnership anticipates that a significant portion of the Rocky Point production will be transported on its pipelines. As previously noted, Shell has extended the operation of its Bakersfield refinery until March 31, 2005, during which time it plans to continue to explore the sale of the refinery. This is an extension to its previously announced October 1, 2004 closure date. Should Shell ultimately close the refinery, the Partnership continues to believe that volumes of crude oil transported by Pacific to the Los Angeles Basin will increase. If the Bakersfield refinery stays in operation, the Partnership believes there could be an opportunity to transport additional volumes to the Bakersfield refinery. On October 1, 2004, the Partnership applied for a 9.5% tariff increase on Line 63, to become effective on November 1, 2004 subject to approval from the California Public Utilities Commission ("CPUC"). Line 63 averaged approximately 58,000 barrels per day for the third quarter of 2004. During the fourth quarter, the Partnership will install vapor treating equipment at a cost of $0.6 million for its Pacific Terminals facilities which is expected to reduce third party contractor costs by approximately $1 million per year. In addition, it has filed an application with the CPUC for the sale of certain idle properties valued at approximately $10 million that were acquired as a part of the Pacific Terminals acquisition. ROCKY MOUNTAIN OPERATIONS Operating income was $7.5 million for the three months ended September 30, 2004, compared to $4.1 million in the corresponding period in 2003. The increase was the result of higher pipeline volumes on the Western Corridor system, an increase in volume to the Salt Lake City refineries, and a full quarter's benefit of the Rangeland Pipeline system, which was acquired on May 11, 2004. The volume increase into Salt Lake City was enhanced by the 9,000 barrel per day expansion that was completed during the second quarter. The Partnership is currently evaluating a second expansion phase into Salt Lake City. The Partnership is in the process of designing a new receiving terminal and pump station for the Rangeland Pipeline system, which will provide access to synthetic and other types of crude oil in Edmonton. Construction of this facility is expected to be completed and begin operations at the end of the third quarter of 2005. CAPITAL EXPENDITURES Capital expenditures were approximately $11.5 million for the nine months ended September 30, 2004, of which $8.8 million was related to expansion, $1.2 million was related to the transition of the Rangeland and Pacific Terminals systems, and $1.5 million was for sustaining capital projects. For the full year, we forecast total capital expenditures of $16 million, including $11 million for expansion projects, $3 million for transition capital projects, and $2.0 to $2.5 million for sustaining capital projects. OTHER MATTERS The Partnership will host a conference call at 2:00 p.m. EDT (11:00 a.m. PDT) on Thursday, October 28, 2004, to discuss the results of the third quarter of 2004 and guidance for the balance of the year. Please join us at www.PacificEnergy.com for the live broadcast. The call, with questions and answers, will continue to be available on our web site following the call. Pacific Energy Partners, L.P. is a master limited partnership headquartered in Long Beach, California. Pacific Energy is engaged principally in the business of gathering, transporting, storing and distributing crude oil and other related products in California and the Rocky Mountain region, including Alberta, Canada. Pacific Energy generates revenues primarily by transporting crude oil on its pipelines and by leasing capacity in its storage facilities. Pacific Energy also buys, blends and sells crude oil, activities that are complementary to its pipeline transportation business. This news release includes "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included or incorporated herein may constitute forward-looking statements. Although the Partnership believes that the expectations reflected in the forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect the Partnership's operations and financial performance. Among the factors that could cause results to differ materially are those risks discussed in the Partnership's filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2003. PACIFIC ENERGY PARTNERS, L.P. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (Amounts in thousands, except per unit amounts) Three Months Nine Months Ended Sept. 30, Ended Sept. 30, 2004 2003 2004 2003 ---- ---- ---- ---- Operating revenues: Pipeline transportation revenue $28,160 $25,501 $79,879 $76,579 Storage and terminaling revenue 8,391 4,710 27,773 4,710 Pipeline buy/sell transportation revenue 7,972 -- 11,662 -- Crude oil sales, net of purchases 3,568 5,907 14,436 16,516 Net revenues 48,091 36,118 133,750 97,805 Expenses: Operating 22,589 16,630 62,189 43,622 Transition costs 199 -- 383 397 General and administrative 3,762 3,305 11,252 10,289 Depreciation and amortization 6,821 5,049 17,776 13,435 Total expenses 33,371 24,984 91,600 67,743 Share of net income of Frontier 406 414 1,190 1,141 Operating income 15,126 11,548 43,340 31,203 Net interest expense (5,234) (4,782)(13,743)(12,930) Write-off of deferred financing cost and interest rate swap termination expense -- -- (2,901) -- Other income 219 113 606 360 Income before foreign income tax expense 10,111 6,879 27,302 18,633 Foreign income tax expense: Current 118 -- 150 -- Deferred 103 -- 57 -- 221 -- 207 -- Net income $9,890 $6,879 $27,095 $18,633 Weighted average units outstanding: Basic 29,574 22,532 28,008 21,470 Diluted 29,682 22,725 28,125 21,648 Calculation of unitholders' interest in net income for the three and nine months ended September 30, 2004 and 2003: Net income $9,890 $6,879 $27,095 $18,633 Less: General Partner's interest (198) (138) (542) (373) Unitholders' interest in net income $9,692 $6,741 $26,553 $18,260 Basic net income per unit $0.33 $0.30 $0.95 $0.85 Diluted net income per unit $0.33 $0.30 $0.94 $0.84 PACIFIC ENERGY PARTNERS, L.P. (Unaudited) (In thousands) CONDENSED CONSOLIDATED BALANCE SHEETS Sept. 30, Dec. 31, 2004 2003 ---- ---- Assets Current assets $97,977 $68,796 Property and equipment, net 713,351 567,954 Investment in Frontier Pipeline Company 7,841 6,886 Other assets 48,771 6,567 Total assets $867,940 $650,203 Liabilities and Partners' Capital Current liabilities $61,011 $49,991 Long-term debt 341,493 298,000 Deferred income taxes 36,641 -- Other long term liabilities 7,185 7,145 Partners' capital 421,610 295,067 Total liabilities and partners' capital $867,940 $650,203 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 2004 2003 ---- ---- Cash flows from operating activities: Net income $27,095 $18,633 Depreciation, amortization, non-cash employee compensation under long-term incentive plan, deferred income taxes and Frontier adjustment 18,819 16,771 Non-cash write-off of deferred financing costs 2,321 -- Working capital adjustments (6,221) (2,003) Net cash provided by operating activities 42,014 33,401 Cash flows from investing activities: Acquisitions (139,000)(159,939) Net additions to property and equipment (11,522) (2,320) Other (621) 137 Net cash used in investing activities (151,143)(162,122) Cash flows from financing activities: Issuance of common units, net of fees and offering expenses 125,881 131,716 Capital contribution from the general partner 2,708 1,955 Redemption of common units held by the general partner, net of underwriters' fee -- (40,780) Net proceeds from senior note offering 241,086 -- Repayment of term loan (225,000) -- Proceeds from bank credit facilities 157,924 149,000 Repayment of bank credit facilities (145,453) (90,000) Deferred bank financing costs (1,388) -- Distributions to partners (41,800) (29,657) Net cash provided by financing activities 113,958 122,234 Net increase (decrease) in cash and cash equivalents 4,829 (6,487) Cash and cash equivalents, beginning of period 9,699 23,873 Cash and cash equivalents, end of period $14,528 $17,386 PACIFIC ENERGY PARTNERS, L.P. CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND OPERATING HIGHLIGHTS BY SEGMENT Three Months Ended September 30, 2004 and 2003 (Unaudited) (In thousands) Intersegment Rocky and West Coast Mountain Intrasegment Operations Operations Eliminations(1) Total ---------- ---------- --------------- ----- Three Months Ended September 30, 2004: Segment revenue: Pipeline transportation revenue $16,985 $12,500 $(1,325)$28,160 Storage and terminaling revenue 8,544 -- (153) 8,391 Pipeline buy/sell transportation revenue -- 7,972 7,972 Crude oil sales, net of purchases 3,568 -- 3,568 Net revenue 29,097 20,472 48,091 Segment expenses: Operating expense 14,309 9,758 (1,478) 22,589 Transition costs -- 199 199 Depreciation and amortization 3,433 3,388 6,821 Total expenses 17,742 13,345 29,609 Share of net income of Frontier -- 406 406 Operating income(2) $11,355 $7,533 $18,888 Operating Data (barrels per day, in thousands) Line 2000 and Line 63 pipeline volume 139.7 Rangeland pipeline system: Sundre - North 21.8 Sundre - South 46.8 Western Corridor system volume 23.1 Salt Lake City Core system volume 75.2 AREPI pipeline volume 47.4 Frontier pipeline volume 51.4 Three Months Ended September 30, 2003: Segment revenue: Pipeline transportation revenue $16,662 $11,006 $(2,167)$25,501 Storage and distribution 4,710 -- 4,710 Pipeline buy/sell transportation revenue -- -- -- Crude oil sales, net of purchases 5,907 -- 5,907 Net revenue 27,279 11,006 36,118 Segment expenses: Operating expense 12,997 5,800 (2,167) 16,630 Transition costs -- -- -- Depreciation and amortization 3,529 1,520 5,049 Total expenses 16,526 7,320 21,679 Share of net income of Frontier -- 414 414 Operating income(2) $10,753 $4,100 $14,853 Operating Data (barrels per day, in thousands) Line 2000 and Line 63 pipeline volume 146.4 Western Corridor system volume 17.7 Salt Lake City Core system volume 68.3 AREPI pipeline volume 47.8 Frontier pipeline volume 47.9 (1) Eliminations are required to account for revenue on services provided by one subsidiary to another. (2) General and administrative expense is not allocated to segments PACIFIC ENERGY PARTNERS, L.P. CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND OPERATING HIGHLIGHTS BY SEGMENT Nine Months Ended September 30, 2004 and 2003 (Unaudited) (In thousands) Intersegment Rocky and West Coast Mountain Intrasegment Operations Operations Eliminations(1) Total ---------- ---------- --------------- ----- Nine Months Ended September 30, 2004: Segment revenue: Pipeline transportation revenue $49,170 $34,847 $(4,138)$79,879 Storage and terminaling revenue 28,126 -- (353) 27,773 Pipeline buy/sell transportation revenue -- 11,662 11,662 Crude oil sales, net of purchases 14,436 -- 14,436 Net revenue 91,732 46,509 133,750 Segment expenses: Operating expense 43,197 23,483 (4,491) 62,189 Transition costs -- 383 383 Depreciation and amortization 10,833 6,943 17,776 Total expenses 54,030 30,809 80,348 Share of net income of Frontier -- 1,190 1,190 Operating income(2) $37,702 $16,890 $54,592 Operating Data (barrels per day, in thousands) Line 2000 and Line 63 pipeline volume 137.6 Rangeland pipeline system: Sundre - North 21.6 Sundre - South 47.6 Western Corridor system volume 19.7 Salt Lake City Core system volume 70.3 AREPI pipeline volume 45.8 Frontier pipeline volume 48.5 Nine Months Ended September 30, 2003: Segment revenue: Pipeline transportation revenue $51,550 $30,726 $(5,697)$76,579 Storage and terminaling revenue 4,710 -- 4,710 Pipeline buy/sell transportation revenue -- -- -- Crude oil sales, net of purchases 16,516 -- 16,516 Net revenue 72,776 30,726 97,805 Segment expenses: Operating expense 32,793 16,526 (5,697) 43,622 Transition costs -- 397 397 Depreciation and amortization 9,210 4,225 13,435 Total expenses 42,003 21,148 57,454 Share of net income of Frontier -- 1,141 1,141 Operating income(2) $30,773 $10,719 $41,492 Operating Data (barrels per day, in thousands) Line 2000 and Line 63 pipeline volume 154.0 Western Corridor system volume 16.2 Salt Lake City Core system volume 65.9 AREPI pipeline volume 41.6 Frontier pipeline volume 41.5 (1) Eliminations are required to account for revenue on services provided by one subsidiary to another. (2) General and administrative expense is not allocated to segments PACIFIC ENERGY PARTNERS, L.P. (Unaudited) (Amounts in thousands, except per unit amounts) RECONCILIATION OF OPERATING INCOME BY SEGMENT TO CONDENSED CONSOLIDATED STATEMENTS OF INCOME Three Months Nine Months Ended Sept. 30, Ended Sept. 30, 2004 2003 2004 2003 ---- ---- ---- ---- Operating income by segment: West Coast $11,355 $10,753 $37,702 $30,773 Rocky Mountain 7,533 4,100 16,890 10,719 18,888 14,853 54,592 41,492 General expenses and other income/(expense):(1) General and administrative expense (3,762) (3,305)(11,252)(10,289) Net interest expense (5,234) (4,782)(13,743)(12,930) Other income 219 113 606 360 Write-off of deferred financing cost and interest rate swap termination expense(2) -- -- (2,901) -- Foreign income tax expense (221) -- (207) -- Net income $9,890 $6,879 $27,095 $18,633 RECONCILIATION OF NET INCOME TO RECURRING NET INCOME Three Months Nine Months Ended Sept. 30, Ended Sept. 30, 2004 2003 2004 2003 ---- ---- ---- ---- Net income $9,890 $6,879 $27,095 $18,633 Add: write-off of deferred financing cost and interest rate swap termination expense(2) -- -- 2,901 -- Recurring net income 9,890 6,879 29,996 18,633 Less: General Partner's interest (198) (138) (600) (373) Unitholders' interest in recurring net income $9,692 $6,741 $29,396 $18,260 Basic recurring net income per unit $0.33 $0.30 $1.05 $0.85 Diluted recurring net income per unit $0.33 $0.30 $1.05 $0.84 CALCULATION OF DISTRIBUTABLE CASH FLOW(3) Three Months Nine Months Ended Sept. 30, Ended Sept. 30, 2004 2003 2004 2003 ---- ---- ---- ---- Net income $9,890 $6,879 $27,095 $18,633 Plus: depreciation and amortization 6,821 5,049 17,776 13,435 Plus: amortization of bond discount and debt issue costs 430 188 1,100 745 Plus (less): non-cash employee compensation under long-term incentive plan (231) 111 1,120 1,954 Plus: write-off of deferred financing cost -- -- 2,321 -- Plus: deferred income tax expense 103 -- 57 -- Less: sustaining capital expenditures (729) (590) (1,454) (1,282) Distributable Cash Flow 16,284 11,637 48,015 33,485 Less: General Partner's interest (326) (233) (960) (670) Unitholders' interest in Distributable Cash Flow $15,958 $11,404 $47,055 $32,815 (1) General and administrative expenses, net interest expense and other income are not allocated among the West Coast and Rocky Mountain operations. (2) In June 2004, in connection with the repayment of our term loan, we had a $2.3 million non-cash write-down of deferred financing costs and incurred a $0.6 million cash expense to terminate related interest rate swaps. (3) Distributable Cash Flow provides additional information for evaluating our ability to make the minimum quarterly distribution and is presented solely as a supplemental measure. You should not consider Distributable Cash Flow as an alternative to net income, income before taxes, cash flow from operations, or any other measure of financial performance presented in accordance with accounting principles generally accepted in the United States. Our Distributable Cash Flow may not be comparable to similarly titled measures of other entities. Additional information regarding distributable cash flow is included in our annual report on Form 10-K for the year ended December 31, 2003. CONTACT: Pacific Energy Partners, L.P. Aubrye Harris, 562-728-2871 fax: 562-728-2881 email: aharris@PacificEnergy.com