Note 8—Derivatives and Risk Management Activities

We identify the risks that underlie our core business activities and use risk management strategies to mitigate those risks when we determine that there is value in doing so. Our policy is to use derivative instruments for risk management purposes and not for the purpose of speculating on hydrocarbon commodity (referred to herein as “commodity”) price changes. We use various derivative instruments to (i) manage our exposure to commodity price risk, as well as to optimize our profits, (ii) manage our exposure to interest rate risk and (iii) manage our exposure to currency exchange rate risk. Our commodity risk management policies and procedures are designed to help ensure that our hedging activities address our risks by monitoring our derivative positions, as well as physical volumes, grades, locations, delivery schedules and storage capacity. Our interest rate and currency exchange rate risk management policies and procedures are designed to monitor our derivative positions and ensure that those positions are consistent with our objectives and approved strategies. When we apply hedge accounting, our policy is to formally document all relationships between hedging instruments and hedged items, as well as our risk management objectives for undertaking the hedge. This process includes specific identification of the hedging instrument and the hedged transaction, the nature of the risk being hedged and how the hedging instrument’s effectiveness will be assessed. Both at the inception of the hedge and on an ongoing basis, we assess whether the derivatives used in a transaction are highly effective in offsetting changes in cash flows or the fair value of hedged items.

Commodity Price Risk Hedging

Our core business activities involve certain commodity price-related risks that we manage in various ways, including through the use of derivative instruments. Our policy is to (i) only purchase inventory for which we have a market, (ii) structure our sales contracts so that price fluctuations do not materially affect our operating income and (iii) not acquire and hold physical inventory or derivatives for the purpose of speculating on commodity price changes. The material commodity-related risks inherent in our business activities can be divided into the following general categories:

Commodity Purchases and Sales — In the normal course of our operations, we purchase and sell commodities. We use derivatives to manage the associated risks and to optimize profits. As of September 30, 2015, net derivative positions related to these activities included:

An average of 159,000 barrels per day net long position (total of 4.9 million barrels) associated with our crude oil purchases, which was unwound ratably during October 2015 to match monthly average pricing.

A net short time spread position averaging 12,900 barrels per day (total of 5.9 million barrels), which hedges a portion of our anticipated crude oil lease gathering purchases through December 2016.

An average of 8,200 barrels per day (total of 2.2 million barrels) of crude oil grade spread positions through June 2016. These derivatives allow us to lock in grade basis differentials.

A net short position of 15.8 Bcf through May 2016 related to anticipated sales of natural gas inventory and base gas requirements.

A net short position of 22.7 million barrels through June 2017 related to anticipated net sales of our crude oil and NGL inventory.

Storage Capacity Utilization — We own a significant amount of crude oil, NGL and refined products storage capacity other than that used in our transportation operations. This storage may be leased to third parties or utilized in our own supply and logistics activities, including for the storage of inventory in a contango market. For capacity allocated to our supply and logistics operations, we have utilization risk in a backwardated market structure. As of September 30, 2015, we used derivatives to manage the risk of potentially not utilizing an average of approximately 2.0 million barrels per month of storage capacity through January 2018. These positions involve no outright price exposure, but instead enable us to profit in the event it is not economic to store oil.

Pipeline Loss Allowance Oil — As is common in the pipeline transportation industry, our tariffs incorporate a loss allowance factor that is intended to, among other things, offset losses due to evaporation, measurement and other losses in transit. We utilize derivative instruments to hedge a portion of the anticipated sales of the allowance oil that is to be collected under our tariffs. As of September 30, 2015, our PLA hedges included a net short position consisting of crude oil futures and swaps for an average of approximately 400 barrels per day (total of 0.2 million barrels) and a long call option position of approximately 1.7 million barrels through December 2018.

Natural Gas Processing/NGL Fractionation — We purchase natural gas for processing and operational needs. Additionally, we purchase NGL mix for fractionation and sell the resulting individual specification products (including ethane, propane, butane and condensate). In conjunction with these activities, we hedge the price risk associated with the purchase of the natural gas and the subsequent sale of the individual specification products. As of September 30, 2015, we had a long natural gas position of 9.7 Bcf through December 2016, a short propane position of 2.2 million barrels through December 2016, a short butane position of 0.6 million barrels through December 2016 and a short WTI position of 0.2 million barrels through December 2016. In addition, we had a long power position of 0.5 million megawatt hours, which hedges a portion of our power supply requirements at our Canadian natural gas processing and fractionation plants through December 2018.

To the extent they qualify and we decide to make the election, all of our commodity derivatives for which we elect hedge accounting are designated as cash flow hedges. Physical commodity contracts that meet the definition of a derivative but are ineligible, or not designated, for the normal purchases and normal sales scope exception are recorded on the balance sheet at fair value, with changes in fair value recognized in earnings. We have determined that substantially all of our physical purchase and sale agreements qualify for the normal purchases and normal sales scope exception.

Interest Rate Risk Hedging

We use interest rate derivatives to hedge interest rate risk associated with anticipated and outstanding interest payments occurring as a result of debt issuances. The derivative instruments we use to manage this risk consist of forward starting interest rate swaps and treasury locks. As of September 30, 2015, AOCI includes deferred losses of $192 million that relate to open and terminated interest rate derivatives that were designated as cash flow hedges. The terminated interest rate derivatives were cash-settled in connection with the issuance or refinancing of debt agreements. The deferred loss related to these instruments is being amortized to interest expense over the terms of the hedged debt instruments.

We have entered into forward starting interest rate swaps to hedge the underlying benchmark interest rate related to forecasted interest payments through 2049. The following table summarizes the terms of our forward starting interest rate swaps as of September 30, 2015 (notional amounts in millions):

Number and Types of

Notional

Expected

Average Rate

Accounting

Hedged Transaction

Derivatives Employed

Amount

Termination Date

Locked

Treatment

Anticipated interest payments

8 forward starting
swaps (30-year)

200

6/15/2016

3.06

Cash flow hedge

Anticipated interest payments

8 forward starting
swaps (30-year)

200

6/15/2017

3.14

Cash flow hedge

Anticipated interest payments

8 forward starting
swaps (30-year)

200

6/15/2018

3.20

Cash flow hedge

Anticipated interest payments

8 forward starting
swaps (30-year)

200

6/14/2019

2.83

Cash flow hedge

In June 2015, we made a cash payment of approximately $31 million in connection with the termination of ten forward starting swaps that had an aggregate notional amount of $250 million and an average fixed rate of 3.60%. In August 2015, we made a cash payment of approximately $21 million in connection with the termination of seven forward starting swaps that had an aggregate notional amount of $250 million and an average fixed rate of 3.03%. In conjunction with these terminations, we recognized a loss of $4 million in interest expense attributable to an anticipated hedged transaction that is no longer probable of occurring.

Currency Exchange Rate Risk Hedging

Because a significant portion of our Canadian business is conducted in CAD and, at times, a portion of our debt is denominated in CAD, we use foreign currency derivatives to minimize the risk of unfavorable changes in exchange rates. These instruments include foreign currency exchange contracts and forwards.

As of September 30, 2015, our outstanding foreign currency derivatives include derivatives we use to (i) hedge currency exchange risk associated with USD-denominated commodity purchases and sales in Canada and (ii) hedge currency exchange risk created by the use of USD-denominated commodity derivatives to hedge commodity price risk associated with CAD-denominated commodity purchases and sales.

The following table summarizes our open forward exchange contracts as of September 30, 2015 (in millions):


						Average Exchange Rate
		USD		CAD		USD to CAD
Forward exchange contracts that exchange CAD for USD:
	2015	$	152	$	202	$	1.00	-	$	1.33
	2016		57		76	$	1.00	-	$	1.33
		$	209	$	278

Forward exchange contracts that exchange USD for CAD:
	2015	$	173	$	222	$	1.00	-	$	1.28
	2016		57		73	$	1.00	-	$	1.28
		$	230	$	295

Summary of Financial Impact

We record all open derivatives on the balance sheet as either assets or liabilities measured at fair value. Changes in the fair value of derivatives are recognized currently in earnings unless specific hedge accounting criteria are met. For derivatives that qualify as cash flow hedges, changes in fair value of the effective portion of the hedges are deferred in AOCI and recognized in earnings in the periods during which the underlying physical transactions are recognized in earnings. Derivatives that do not qualify for hedge accounting and the portion of cash flow hedges that are not highly effective in offsetting changes in cash flows of the hedged items are recognized in earnings each period. Cash settlements associated with our derivative activities are classified within the same category as the related hedged item in our Condensed Consolidated Statements of Cash Flows.

A summary of the impact of our derivative activities recognized in earnings for the periods indicated is as follows (in millions):


	Three Months Ended September 30, 2015
	Derivatives in Hedging Relationships
	Gain/(Loss)		Other
	Reclassified		Gain/(Loss)		Derivatives Not
	from AOCI		Recognized		Designated
Location of Gain/(Loss)	into Income (1) (2)		in Income (3)		as a Hedge		Total
Commodity Derivatives

Supply and Logistics segment revenues	$	42	$	—	$	14	$	56

Transportation segment revenues		—		—		2		2

Field operating costs		—		—		(9)		(9)

Interest Rate Derivatives

Interest expense		(2)		(2)		—		(4)

Foreign Currency Derivatives

Supply and Logistics segment revenues		—		—		(9)		(9)

Total Gain/(Loss) on Derivatives Recognized in Net Income	$	40	$	(2)	$	(2)	$	36


	Three Months Ended September 30, 2014
	Derivatives in Hedging Relationships
	Gain/(Loss)		Other
	Reclassified		Gain/(Loss)		Derivatives Not
	from AOCI		Recognized		Designated
Location of Gain/(Loss)	into Income (1) (2)		in Income (3)		as a Hedge		Total
Commodity Derivatives

Supply and Logistics segment revenues	$	(4)	$	—	$	(17)	$	(21)

Field operating costs		—		—		(2)		(2)

Interest Rate Derivatives

Interest expense		(1)		—		—		(1)

Foreign Currency Derivatives

Supply and Logistics segment revenues		—		—		(17)		(17)

Total Gain/(Loss) on Derivatives Recognized in Net Income	$	(5)	$	—	$	(36)	$	(41)


	Nine Months Ended September 30, 2015
	Derivatives in Hedging Relationships
	Gain/(Loss)		Other
	Reclassified		Gain/(Loss)		Derivatives Not
	from AOCI		Recognized		Designated
Location of Gain/(Loss)	into Income (1) (2)		in Income (3)		as a Hedge		Total
Commodity Derivatives

Supply and Logistics segment revenues	$	30	$	—	$	24	$	54

Transportation segment revenues		—		—		6		6

Field operating costs		—		—		(11)		(11)

Interest Rate Derivatives

Interest expense		(9)		—		—		(9)

Foreign Currency Derivatives

Supply and Logistics segment revenues		—		—		(26)		(26)

Total Gain/(Loss) on Derivatives Recognized in Net Income	$	21	$	—	$	(7)	$	14


	Nine Months Ended September 30, 2014
	Derivatives in Hedging Relationships
	Gain/(Loss)		Other
	Reclassified		Gain/(Loss)		Derivatives Not
	from AOCI		Recognized		Designated
Location of Gain/(Loss)	into Income (1) (2)		in Income (3)		as a Hedge		Total
Commodity Derivatives

Supply and Logistics segment revenues	$	(12)	$	—	$	(17)	$	(29)

Field operating costs		—		—		(3)		(3)

Interest Rate Derivatives

Interest expense		(4)		—		—		(4)

Foreign Currency Derivatives

Supply and Logistics segment revenues		—		—		(17)		(17)

Total Gain/(Loss) on Derivatives Recognized in Net Income	$	(16)	$	—	$	(37)	$	(53)

⁽¹⁾

Represents gains/(losses) on cash flow hedges reclassified from AOCI to income during the period.

⁽²⁾

During the nine months ended September 30, 2015 we reclassified a loss of approximately $4 million from AOCI to Interest expense as a result of an anticipated hedged transaction that is no longer probable of occurring. All of our anticipated hedged transactions were deemed probable of occurring during the three months ended September 30, 2015 and the three and nine months ended September 30, 2014.

⁽³⁾

Amounts represent ineffective portion of cash flow hedges.

The following table summarizes the derivative assets and liabilities on our Condensed Consolidated Balance Sheets on a gross basis as of September 30, 2015 (in millions):


	Asset Derivatives			Liability Derivatives
	Balance Sheet			Balance Sheet
	Location	Fair Value		Location	Fair Value
Derivatives designated as hedging instruments:
Commodity derivatives	Other current assets	$	7	Other current assets	$	(1)
	Other long-term assets, net		1

Interest rate derivatives				Other current liabilities		(19)
				Other long-term liabilities and deferred credits		(38)
Total derivatives designated as hedging instruments		$	8		$	(58)

Derivatives not designated as hedging instruments:
Commodity derivatives	Other current assets	$	220	Other current assets	$	(33)
	Other long-term assets, net		16	Other long-term assets, net		(5)
				Other current liabilities		(19)
				Other long-term liabilities and deferred credits		(3)

Foreign currency derivatives				Other current liabilities		(9)
Total derivatives not designated as hedging instruments		$	236		$	(69)

Total derivatives		$	244		$	(127)

The following table summarizes the derivative assets and liabilities on our Condensed Consolidated Balance Sheets on a gross basis as of December 31, 2014 (in millions):


	Asset Derivatives			Liability Derivatives
	Balance Sheet			Balance Sheet
	Location	Fair Value		Location	Fair Value
Derivatives designated as hedging instruments:
Commodity derivatives	Other current assets	$	23	Other current assets	$	(12)
	Other long-term assets, net		8	Other long-term assets, net		(1)

Interest rate derivatives				Other current liabilities		(44)
				Other long-term liabilities and deferred credits		(26)
Total derivatives designated as hedging instruments		$	31		$	(83)

Derivatives not designated as hedging instruments:
Commodity derivatives	Other current assets	$	439	Other current assets	$	(246)
	Other long-term assets, net		23	Other long-term assets, net		(3)
				Other current liabilities		(35)
				Other long-term liabilities and deferred credits		(5)

Foreign currency derivatives				Other current liabilities		(12)
Total derivatives not designated as hedging instruments		$	462		$	(301)

Total derivatives		$	493		$	(384)

Our derivative transactions are governed through ISDA (International Swaps and Derivatives Association) master agreements and clearing brokerage agreements. These agreements include stipulations regarding the right of set off in the event that we or our counterparty default on performance obligations. If a default were to occur, both parties have the right to net amounts payable and receivable into a single net settlement between parties.

Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists. Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin. Our exchange-traded derivatives are transacted through clearing brokerage accounts and are subject to margin requirements as established by the respective exchange. On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin. As of September 30, 2015, we had a net broker payable of $121 million (consisting of initial margin of $70 million reduced by $191 million of variation margin that had been returned to us). As of December 31, 2014, we had a net broker payable of $133 million (consisting of initial margin of $126 million reduced by $259 million of variation margin that had been returned to us).

The following table presents information about derivatives and financial assets and liabilities that are subject to offsetting, including enforceable master netting arrangements as of the dates indicated (in millions):


	September 30, 2015				December 31, 2014
	Derivative		Derivative		Derivative		Derivative
	Asset Positions		Liability Positions		Asset Positions		Liability Positions
Netting Adjustments:
Gross position - asset/(liability)	$	244	$	(127)	$	493	$	(384)
Netting adjustment		(39)		39		(262)		262
Cash collateral paid/(received)		(121)		—		(133)		—
Net position - asset/(liability)	$	84	$	(88)	$	98	$	(122)

Balance Sheet Location After Netting Adjustments:
Other current assets	$	72	$	—	$	71	$	—
Other long-term assets, net		12		—		27		—
Other current liabilities		—		(47)		—		(91)
Other long-term liabilities and deferred credits		—		(41)		—		(31)
	$	84	$	(88)	$	98	$	(122)

As of September 30, 2015, there was a net loss of $208 million deferred in AOCI. The deferred net loss recorded in AOCI is expected to be reclassified to future earnings contemporaneously with (i) the earnings recognition of the underlying hedged commodity transaction or (ii) interest expense accruals associated with underlying debt instruments. Of the total net loss deferred in AOCI at September 30, 2015, we do not expect to reclassify a material amount to earnings in the next twelve months. A deferred loss of $16 million is expected to be reclassified to earnings through 2018 and the remainder is expected to be reclassified through 2049. A portion of these amounts is based on market prices as of September 30, 2015; thus, actual amounts to be reclassified will differ and could vary materially as a result of changes in market conditions.

The net deferred gain/(loss), including tax effects, recognized in AOCI for derivatives for the periods indicated was as follows (in millions):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2015		2014		2015		2014
Commodity derivatives, net	$	37	$	2	$	12	$	(10)
Interest rate derivatives, net		(85)		(8)		(40)		(47)
Total	$	(48)	$	(6)	$	(28)	$	(57)

At September 30, 2015 and December 31, 2014, none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings. Although we may be required to post margin on our cleared derivatives as described above, we do not require our non-cleared derivative counterparties to post collateral with us.

Recurring Fair Value Measurements

Derivative Financial Assets and Liabilities

The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis as of the dates indicated (in millions):


	Fair Value as of September 30, 2015								Fair Value as of December 31, 2014
Recurring Fair Value Measures (1)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Commodity derivatives	$	90	$	82	$	11	$	183	$	(85)	$	261	$	15	$	191
Interest rate derivatives		—		(57)		—		(57)		—		(70)		—		(70)
Foreign currency derivatives		—		(9)		—		(9)		—		(12)		—		(12)
Total net derivative asset/(liability)	$	90	$	16	$	11	$	117	$	(85)	$	179	$	15	$	109

⁽¹⁾

Derivative assets and liabilities are presented above on a net basis but do not include related cash margin deposits.

Level 1

Level 1 of the fair value hierarchy includes exchange-traded commodity derivatives such as futures and options. The fair value of exchange-traded commodity derivatives is based on unadjusted quoted prices in active markets.

Level 2

Level 2 of the fair value hierarchy includes exchange-cleared commodity derivatives and over-the-counter commodity, interest rate and foreign currency derivatives that are traded in active markets. In addition, it includes certain physical commodity contracts. The fair value of these derivatives is based on broker price quotations which are corroborated with market observable inputs.

Level 3

Level 3 of the fair value hierarchy includes certain physical commodity contracts. The fair value of our Level 3 physical commodity contracts is based on a valuation model utilizing broker-quoted forward commodity prices, and timing estimates, which involve management judgment. The significant unobservable inputs used in the fair value measurement of our Level 3 derivatives are forward prices obtained from brokers. A significant increase or decrease in these forward prices could result in a material change in fair value to our Level 3 derivatives. We report unrealized gains and losses associated with Level 3 commodity derivatives in our Condensed Consolidated Statements of Operations as Supply and Logistics segment revenues.

Rollforward of Level 3 Net Asset/(Liability)

The following table provides a reconciliation of changes in fair value of the beginning and ending balances for our derivatives classified as Level 3 for the periods indicated (in millions):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2015		2014		2015		2014
Beginning Balance	$	9	$	1	$	15	$	(3)
Gains for the period included in earnings		2		1		1		—
Settlements		(2)		—		(13)		3
Derivatives entered into during the period		2		1		8		3
Ending Balance	$	11	$	3	$	11	$	3

Change in unrealized gains included in earnings relating to Level 3 derivatives still held at the end of the period	$	4	$	2	$	9	$	3