PARTNERS' CAPITAL	9 Months Ended
Sep. 30, 2017
Partners' Capital Notes [Abstract]
PARTNERS’ CAPITAL	11. PARTNERS' CAPITAL Redemption of Series 1 Preferred Units On April 27, 2017, we redeemed all of our outstanding Series 1 Preferred Units held by our General Partner at face value of $1.2 billion in cash. The remaining unamortized beneficial conversion feature discount of $8.5 million was recorded against the capital balance of the General Partner. Additionally, we repaid $357.3 million in deferred distributions on the Series 1 Preferred Units owed to our General Partner upon the closing of the Midcoast sale. Issuance of Class A Units On April 27, 2017, we funded the redemption of the Series 1 Preferred Units through the issuance of 64.3 million Class A common units to our General Partner at a price of $18.66 per Class A common unit. The Class A common units were recognized on April 27, 2017, at fair value. The fair value of the Class A common units was $18.57 per unit, the market closing price on April 27, 2017, resulting in a $1.2 billion increase to the Class A unit capital account. Simplification of Incentive Distributions On April 27, 2017, a wholly-owned subsidiary of our General Partner irrevocably waived all of its rights associated with its 66.1 million Class D units and 1,000 IDUs, in exchange for the issuance of 1,000 Class F units. The waiving of the Class D units and IDUs by a wholly-owned subsidiary of our General Partner represents an extinguishment, resulting in a de-recognition of the Class D units and IDUs at their carrying value. The Class F units were recorded at their fair value of $263.0 million and the difference between the fair value of the Class F units and the de-recognized Class D units and IDUs were recorded as an increase of $2.7 billion to our General Partner’s capital account. We determined the fair value of the Class F units using an income approach on the basis of discounted cash flows from expected quarterly distributions. The Class F units are entitled to (i) 13% of all distributions of available cash in excess of $0.295 per unit, but less than or equal to $0.35 per unit, and (ii) 23% of all distributions of available cash in excess of $0.35 per unit. Curing Our limited partnership agreement does not permit capital deficits to accumulate in the capital accounts of any limited partner and thus requires that such capital account deficits be “cured” by additional allocations from the positive capital accounts of the common units, i-units, and our General Partner, generally on a pro-rated basis. For the nine months ended September 30, 2017, the carrying amounts for the capital accounts of the Class B common units were reduced below zero due to distributions to limited partners in excess of earnings and were subsequently cured. Class A units and i-units had positive capital balances and therefore, as outlined in the partnership agreement, we allocated earnings of $75.3 million to our General Partner to recover previous curing allocations made by the General Partner.

11. PARTNERS' CAPITAL

Redemption of Series 1 Preferred Units

On April 27, 2017, we redeemed all of our outstanding Series 1 Preferred Units held by our General Partner at face value of $1.2 billion in cash. The remaining unamortized beneficial conversion feature discount of $8.5 million was recorded against the capital balance of the General Partner. Additionally, we repaid $357.3 million in deferred distributions on the Series 1 Preferred Units owed to our General Partner upon the closing of the Midcoast sale.

Issuance of Class A Units

On April 27, 2017, we funded the redemption of the Series 1 Preferred Units through the issuance of 64.3 million Class A common units to our General Partner at a price of $18.66 per Class A common unit. The Class A common units were recognized on April 27, 2017, at fair value. The fair value of the Class A common units was $18.57 per unit, the market closing price on April 27, 2017, resulting in a $1.2 billion increase to the Class A unit capital account.

Simplification of Incentive Distributions

On April 27, 2017, a wholly-owned subsidiary of our General Partner irrevocably waived all of its rights associated with its 66.1 million Class D units and 1,000 IDUs, in exchange for the issuance of 1,000 Class F units. The waiving of the Class D units and IDUs by a wholly-owned subsidiary of our General Partner represents an extinguishment, resulting in a de-recognition of the Class D units and IDUs at their carrying value. The Class F units were recorded at their fair value of $263.0 million and the difference between the fair value of the Class F units and the de-recognized Class D units and IDUs were recorded as an increase of $2.7 billion to our General Partner’s capital account. We determined the fair value of the Class F units using an income approach on the basis of discounted cash flows from expected quarterly distributions. The Class F units are entitled to (i) 13% of all distributions of available cash in excess of $0.295 per unit, but less than or equal to $0.35 per unit, and (ii) 23% of all distributions of available cash in excess of $0.35 per unit.

Curing

Our limited partnership agreement does not permit capital deficits to accumulate in the capital accounts of any limited partner and thus requires that such capital account deficits be “cured” by additional allocations from the positive capital accounts of the common units, i-units, and our General Partner, generally on a pro-rated basis. For the nine months ended September 30, 2017, the carrying amounts for the capital accounts of the Class B common units were reduced below zero due to distributions to limited partners in excess of earnings and were subsequently cured. Class A units and i-units had positive capital balances and therefore, as outlined in the partnership agreement, we allocated earnings of $75.3 million to our General Partner to recover previous curing allocations made by the General Partner.