Boardwalk Pipelines (Subsidiary Issuer) has issued securities which have been fully and unconditionally guaranteed by the Company (Parent Guarantor). The Subsidiary Issuer is 100% owned by the Parent Guarantor. The Company's subsidiaries had no significant restrictions on their ability to pay distributions or make loans to the Company except as noted in their debt covenants and had no restricted assets as of June 30, 2019, and December 31, 2018. Note 8 contains additional information regarding the Company's debt and related covenants.



Assets	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Cash and cash equivalents	$	0.2	$	6.2	$	60.8	$	—		$	67.2
Receivables	—		—		118.0		—			118.0
Receivables - affiliate	—		—		6.9		(6.9		)	—
Costs recoverable from customers	—		—		10.1		—			10.1
Prepayments	0.3		—		22.5		—			22.8
Advances to affiliates	3.1		7.7		2.7		(10.4		)	3.1
Other current assets	—		0.1		12.5		(1.8		)	10.8
Total current assets	3.6		14.0		233.5		(19.1		)	232.0
Investment in consolidated subsidiaries	2,977.5		7,158.0		—		(10,135.5		)	—
Property, plant and equipment, gross	0.6		—		11,481.0		—			11,481.6
Less–accumulated depreciation and amortization	0.6		—		3,094.9		—			3,095.5
Property, plant and equipment, net	—		—		8,386.1		—			8,386.1
Advances to affiliates – noncurrent	2,020.2		727.1		95.2		(2,842.5		)	—
Other noncurrent assets	—		4.8		477.9		0.3			483.0
Total other assets	2,020.2		731.9		573.1		(2,842.2		)	483.0

Total Assets	$	5,001.3	$	7,903.9	$	9,192.7	$	(12,996.8	)	$	9,101.1



Liabilities and Partners' Capital	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Payables	$	0.3	$	0.1	$	59.1	$	—		$	59.5
Payable to affiliates	0.5		—		6.9		(6.9		)	0.5
Advances from affiliates	3.1		2.7		7.7		(10.4		)	3.1
Other current liabilities	—		28.8		147.1		(1.5		)	174.4
Total current liabilities	3.9		31.6		220.8		(18.8		)	237.5
Long-term debt and finance lease obligation	—		2,777.0		841.8		—			3,618.8
Advances from affiliates - noncurrent	—		2,115.4		727.1		(2,842.5		)	—
Other noncurrent liabilities	—		2.4		245.0		—			247.4
Total other liabilities and deferred credits	—		2,117.8		972.1		(2,842.5		)	247.4
Total partners' capital	4,997.4		2,977.5		7,158.0		(10,135.5		)	4,997.4

Total Liabilities and Partners' Capital	$	5,001.3	$	7,903.9	$	9,192.7	$	(12,996.8	)	$	9,101.1



Assets	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Cash and cash equivalents	$	0.3	$	1.6	$	1.7	$	—		$	3.6
Receivables	—		—		153.7		—			153.7
Receivables - affiliate	—		—		9.5		(9.5		)	—
Costs recoverable from customers	—		—		23.6		—			23.6
Prepayments	0.3		—		21.0		—			21.3
Advances to affiliates	—		—		2.0		(2.0		)	—
Other current assets	—		—		14.3		(4.2		)	10.1
Total current assets	0.6		1.6		225.8		(15.7		)	212.3
Investment in consolidated subsidiaries	2,828.1		7,136.6		—		(9,964.7		)	—
Property, plant and equipment, gross	0.6		—		11,325.0		—			11,325.6
Less–accumulated depreciation and amortization	0.6		—		2,939.2		—			2,939.8
Property, plant and equipment, net	—		—		8,385.8		—			8,385.8
Advances to affiliates – noncurrent	2,034.2		460.1		431.8		(2,926.1		)	—
Other noncurrent assets	0.2		2.5		446.5		1.4			450.6
Total other assets	2,034.4		462.6		878.3		(2,924.7		)	450.6

Total Assets	$	4,863.1	$	7,600.8	$	9,489.9	$	(12,905.1	)	$	9,048.7



Liabilities and Partners' Capital	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Payables	$	0.6	$	0.1	$	70.4	$	—		$	71.1
Payable to affiliates	0.5		—		9.5		(9.5		)	0.5
Advances from affiliates	—		2.0		—		(2.0		)	—
Other current liabilities	0.1		24.3		164.2		(2.8		)	185.8
Total current liabilities	1.2		26.4		244.1		(14.3		)	257.4
Long-term debt and finance lease obligation	—		2,280.1		1,421.2		—			3,701.3
Advances from affiliates - noncurrent	—		2,466.0		460.1		(2,926.1		)	—
Other noncurrent liabilities	—		0.2		227.9		—			228.1
Total other liabilities and deferred credits	—		2,466.2		688.0		(2,926.1		)	228.1
Total partners' capital	4,861.9		2,828.1		7,136.6		(9,964.7		)	4,861.9

Total Liabilities and Partners' Capital	$	4,863.1	$	7,600.8	$	9,489.9	$	(12,905.1	)	$	9,048.7



	Parent Guarantor			Subsidiary Issuer			Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Operating Revenues:
Transportation	$	—		$	—		$	314.1	$	(20.8	)	$	293.3
Storage, parking and lending	—			—			23.0		(0.1		)	22.9
Other	—			—			11.1		—			11.1
Total operating revenues	—			—			348.2		(20.9		)	327.3

Operating Costs and Expenses:
Fuel and transportation	—			—			25.1		(20.9		)	4.2
Operation and maintenance	—			—			50.7		—			50.7
Administrative and general	(0.1		)	—			37.1		—			37.0
Other operating costs and expenses	0.1			—			112.9		—			113.0
Total operating costs and expenses	—			—			225.8		(20.9		)	204.9
Operating income	—			—			122.4		—			122.4

Other Deductions (Income):
Interest expense	—			33.2			12.3		—			45.5
Interest (income) expense - affiliates, net	(18.3		)	15.2			3.1		—			—
Equity in earnings of subsidiaries	(57.4		)	(105.8		)	—		163.2			—
Miscellaneous other expense, net	—			—			1.1		—			1.1
Total other (income) deductions	(75.7		)	(57.4		)	16.5		163.2			46.6

Income (loss) before income taxes	75.7			57.4			105.9		(163.2		)	75.8
Income taxes	—			—			0.1		—			0.1
Net income (loss)	$	75.7		$	57.4		$	105.8	$	(163.2	)	$	75.7



	Parent Guarantor			Subsidiary Issuer			Non-guarantor Subsidiaries			Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Operating Revenues:
Transportation	$	—		$	—		$	268.9		$	(20.4	)	$	248.5
Storage, parking and lending	—			—			21.6			—			21.6
Other	—			—			15.2			—			15.2
Total operating revenues	—			—			305.7			(20.4		)	285.3

Operating Costs and Expenses:
Fuel and transportation	—			—			24.5			(20.4		)	4.1
Operation and maintenance	—			—			50.9			—			50.9
Administrative and general	(0.1		)	—			35.8			—			35.7
Other operating costs and expenses	0.2			—			108.7			—			108.9
Total operating costs and expenses	0.1			—			219.9			(20.4		)	199.6
Operating (loss) income	(0.1		)	—			85.8			—			85.7

Other Deductions (Income):
Interest expense	—			30.7			12.6			—			43.3
Interest (income) expense - affiliates, net	(17.5		)	13.3			4.2			—			—
Interest income	—			—			(0.1		)	—			(0.1		)
Equity in earnings of subsidiaries	(24.8		)	(68.8		)	—			93.6			—
Miscellaneous other expense, net	—			—			0.2			—			0.2
Total other (income) deductions	(42.3		)	(24.8		)	16.9			93.6			43.4

Income (loss) before income taxes	42.2			24.8			68.9			(93.6		)	42.3
Income taxes	—			—			0.1			—			0.1
Net income (loss)	$	42.2		$	24.8		$	68.8		$	(93.6	)	$	42.2



	Parent Guarantor			Subsidiary Issuer			Non-guarantor Subsidiaries			Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Operating Revenues:
Transportation	$	—		$	—		$	640.7		$	(41.0	)	$	599.7
Storage, parking and lending	—			—			46.9			(0.6		)	46.3
Other	—			—			27.2			—			27.2
Total operating revenues	—			—			714.8			(41.6		)	673.2

Operating Costs and Expenses:
Fuel and transportation	—			—			48.4			(41.6		)	6.8
Operation and maintenance	—			—			93.7			—			93.7
Administrative and general	(0.1		)	—			70.3			—			70.2
Other operating costs and expenses	0.2			—			226.8			—			227.0
Total operating costs and expenses	0.1			—			439.2			(41.6		)	397.7
Operating (loss) income	(0.1		)	—			275.6			—			275.5

Other Deductions (Income):
Interest expense	—			62.7			28.1			—			90.8
Interest (income) expense - affiliates, net	(37.3		)	34.3			3.0			—			—
Interest income	—			—			(0.3		)	—			(0.3		)
Equity in earnings of subsidiaries	(146.6		)	(243.6		)	—			390.2			—
Miscellaneous other expense, net	—			—			0.9			—			0.9
Total other (income) deductions	(183.9		)	(146.6		)	31.7			390.2			91.4

Income (loss) before income taxes	183.8			146.6			243.9			(390.2		)	184.1
Income taxes	—			—			0.3			—			0.3
Net income (loss)	$	183.8		$	146.6		$	243.6		$	(390.2	)	$	183.8



	Parent Guarantor			Subsidiary Issuer			Non-guarantor Subsidiaries			Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Operating Revenues:
Transportation	$	—		$	—		$	588.2		$	(41.2	)	$	547.0
Storage, parking and lending	—			—			47.0			(0.3		)	46.7
Other	—			—			27.0			—			27.0
Total operating revenues	—			—			662.2			(41.5		)	620.7

Operating Costs and Expenses:
Fuel and transportation	—			—			50.0			(41.5		)	8.5
Operation and maintenance	—			—			97.3			—			97.3
Administrative and general	(0.1		)	—			67.9			—			67.8
Other operating costs and expenses	0.2			—			220.5			—			220.7
Total operating costs and expenses	0.1			—			435.7			(41.5		)	394.3
Operating (loss) income	(0.1		)	—			226.5			—			226.4

Other Deductions (Income):
Interest expense	—			62.6			24.8			—			87.4
Interest (income) expense - affiliates, net	(31.8		)	24.1			7.7			—			—
Interest income	—			—			(0.1		)	—			(0.1		)
Equity in earnings of subsidiaries	(107.7		)	(194.4		)	—			302.1			—
Miscellaneous other income, net	—			—			(0.6		)	—			(0.6		)
Total other (income) deductions	(139.5		)	(107.7		)	31.8			302.1			86.7

Income (loss) before income taxes	139.4			107.7			194.7			(302.1		)	139.7
Income taxes	—			—			0.3			—			0.3
Net income (loss)	$	139.4		$	107.7		$	194.4		$	(302.1	)	$	139.4



	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Net income (loss)	$	75.7	$	57.4	$	105.8	$	(163.2	)	$	75.7
Other comprehensive income (loss):
Reclassification adjustment transferred to Net income from cash flow hedges	0.1		0.1		0.1		(0.2		)	0.1
Pension and other postretirement benefit costs, net of tax	1.9		1.9		1.9		(3.8		)	1.9
Total Comprehensive Income (Loss)	$	77.7	$	59.4	$	107.8	$	(167.2	)	$	77.7



	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Net income (loss)	$	42.2	$	24.8	$	68.8	$	(93.6	)	$	42.2
Other comprehensive income (loss):
Reclassification adjustment transferred to Net income from cash flow hedges	0.2		0.2		0.2		(0.4		)	0.2
Pension and other postretirement benefit costs, net of tax	1.2		1.2		1.2		(2.4		)	1.2
Total Comprehensive Income (Loss)	$	43.6	$	26.2	$	70.2	$	(96.4	)	$	43.6



	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Net income (loss)	$	183.8	$	146.6	$	243.6	$	(390.2	)	$	183.8
Other comprehensive income (loss):
Reclassification adjustment transferred to Net income from cash flow hedges	0.4		0.4		0.4		(0.8		)	0.4
Pension and other postretirement benefit costs, net of tax	2.4		2.4		2.4		(4.8		)	2.4
Total Comprehensive Income (Loss)	$	186.6	$	149.4	$	246.4	$	(395.8	)	$	186.6



	Parent Guarantor		Subsidiary Issuer		Non-guarantor Subsidiaries		Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Net income (loss)	$	139.4	$	107.7	$	194.4	$	(302.1	)	$	139.4
Other comprehensive income (loss):
Reclassification adjustment transferred to Net income from cash flow hedges	0.8		0.8		0.4		(1.2		)	0.8
Pension and other postretirement benefit costs, net of tax	1.5		1.5		1.5		(3.0		)	1.5
Total Comprehensive Income (Loss)	$	141.7	$	110.0	$	196.3	$	(306.3	)	$	141.7



	Parent Guarantor			Subsidiary Issuer			Non-guarantor Subsidiaries			Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Net cash provided by (used in) operating activities	$	37.0		$	(91.0	)	$	431.3		$	—		$	377.3

INVESTING ACTIVITIES:
Capital expenditures	—			—			(179.7		)	—			(179.7		)
Proceeds from sale of operating assets	—			—			2.2			—			2.2
Advances to affiliates, net	10.9			(274.7		)	110.9			149.8			(3.1		)
Net cash provided by (used in) investing activities	10.9			(274.7		)	(66.6		)	149.8			(180.6		)

FINANCING ACTIVITIES:
Proceeds from long-term debt, net of issuance cost	—			495.2			—			—			495.2
Proceeds from borrowings on revolving credit agreement	—			—			165.0			—			165.0
Repayment of borrowings on revolving credit agreement	—			—			(745.0		)	—			(745.0		)
Principal payment of finance lease obligation	—			—			(0.3		)	—			(0.3		)
Advances from affiliates, net	3.1			(124.9		)	274.7			(149.8		)	3.1
Distributions paid	(51.1		)	—			—			—			(51.1		)
Net cash (used in) provided by financing activities	(48.0		)	370.3			(305.6		)	(149.8		)	(133.1		)

(Decrease) increase in cash and cash equivalents	(0.1		)	4.6			59.1			—			63.6
Cash and cash equivalents at beginning of period	0.3			1.6			1.7			—			3.6
Cash and cash equivalents at end of period	$	0.2		$	6.2		$	60.8		$	—		$	67.2



	Parent Guarantor			Subsidiary Issuer			Non-guarantor Subsidiaries			Eliminations			Consolidated Boardwalk Pipeline Partners, LP
Net cash provided by (used in) operating activities	$	31.4		$	(85.1	)	$	359.2		$	—		$	305.5

INVESTING ACTIVITIES:
Capital expenditures	—			—			(228.9		)	—			(228.9		)
Proceeds from sale of operating assets	—			—			0.6			—			0.6
Advances to affiliates, net	19.3			62.1			(223.8		)	142.4			—
Net cash provided by (used in) investing activities	19.3			62.1			(452.1		)	142.4			(228.3		)

FINANCING ACTIVITIES:
Repayment of borrowings from long-term debt	—			(185.0		)	—			—			(185.0		)
Proceeds from borrowings on revolving credit agreement	—			—			365.0			—			365.0
Repayment of borrowings on revolving credit agreement	—			—			(215.0		)	—			(215.0		)
Principal payment of finance lease obligation	—			—			(0.3		)	—			(0.3		)
Advances from affiliates, net	0.1			204.5			(62.1		)	(142.4		)	0.1
Distributions paid	(51.1		)	—			—			—			(51.1		)
Net cash (used in) provided by financing activities	(51.0		)	19.5			87.6			(142.4		)	(86.3		)

Decrease in cash and cash equivalents	(0.3		)	(3.5		)	(5.3		)	—			(9.1		)
Cash and cash equivalents at beginning of period	0.3			4.6			12.7			—			17.6
Cash and cash equivalents at end of period	$	—		$	1.1		$	7.4		$	—		$	8.5