Buckeye GP Holdings L.P. Reports 2009 Second Quarter Results and Increases Quarterly Distribution

HOUSTON, July 28  /PRNewswire-FirstCall/ -- Buckeye GP Holdings L.P. (NYSE: BGH) ("BGH") today reported its financial results for the second quarter of 2009.  BGH's net income for the second quarter of 2009 was $9.8 million, or $0.35 per common unit, compared with net income of $5.3 million, or $0.19 per common unit, for the second quarter of 2008.  BGH recorded an operating loss in the second quarter of 2009 of $35.4 million compared with operating income of $57.0 million in the second quarter of 2008.  This operating loss was the result of special charges of $100.7 million recorded by Buckeye Partners, L.P. (NYSE:BPL) ("Buckeye") during the second quarter to recognize an asset impairment and for expenses related to an organizational restructuring.

BGH owns the general partner interest and incentive distribution rights associated with Buckeye and reports its financial results on a consolidated basis with the financial results of Buckeye.  BGH currently has no operating activities separate from those conducted by Buckeye, and its cash flow is derived solely from cash distributions received from Buckeye and Buckeye's operating subsidiaries.

Forrest E. Wylie, Chairman and CEO of BGH's general partner, stated, "Despite serious challenges presented in the current economic climate, BGH continued to perform well through the second quarter of 2009.  In addition, BGH expects to benefit from the improvements to Buckeye's financial position that are anticipated to result from its recently announced organizational changes.  We are pleased to announce that, in light of BGH's solid operating results for the second quarter, the Board of Directors of BGH's general partner has approved a $0.02 increase in the quarterly cash distribution to unitholders."

The Board of Directors of MainLine Management LLC, the general partner of BGH, declared a regular quarterly partnership cash distribution of $0.37 per common unit, or $1.48 per common unit on an annualized basis, payable on August 31, 2009 to unitholders of record on August 7, 2009.  As indicated by Mr. Wylie, this cash distribution represents an increase in the quarterly distribution of 5.7 percent compared to the quarterly cash distribution of $0.35 paid in May 2009 and an increase of 19.4 percent compared to the quarterly cash distribution of $0.31 paid in August 2008.

BGH will host a conference call to discuss its financial results for the second quarter of 2009 on Wednesday, July 29, 2009, at 11:00 a.m. Eastern Time.  Investors are invited to listen to the conference call via the Internet, on either a live or replay basis, at:  http://www.videonewswire.com/event.asp?id=60543.  Interested parties may participate in the call by joining the conference at [phone] or [phone] and referencing conference ID 6982489.  An audio replay of the conference call also will be available through August 3, 2009 by dialing [phone] and referencing conference ID 6982489.

Buckeye GP Holdings L.P. is a limited partnership that owns Buckeye GP LLC, the general partner of Buckeye Partners, L.P., and 100 percent of the incentive distribution rights in Buckeye Partners, L.P.  Buckeye GP Holdings L.P. also owns the general partnership interests in certain of the operating subsidiaries of Buckeye Partners, L.P.  More information concerning Buckeye GP Holdings L.P. is available at http://www.buckeyegp.com/.  More information concerning Buckeye Partners, L.P. is available at http://www.buckeye.com/.

This press release includes forward-looking statements that we believe to be reasonable as of today's date.  Such statements are identified by use of the words "anticipates", "believes", "estimates", "expects", "intends", "plans", "predicts", "projects", "should", and similar expressions.  Actual results may differ significantly because of risks and uncertainties that are difficult to predict and that may be beyond the control of Buckeye GP Holdings L.P.  Among them are (1) our expected receipt of distributions and incentive distributions from Buckeye Partners, L.P. ("Buckeye"), (2) conflicts of interest between Buckeye, its general partner, and us, and (3) changes in laws or regulations to which we or Buckeye are subject, including those that permit the treatment of Buckeye and us as partnerships for federal income tax purposes.  Additionally, Buckeye's ability to generate cash sufficient to make distributions to us is subject to the following factors:  (1) terrorism, adverse weather conditions, environmental releases, and natural disasters; (2) changes in the marketplace for Buckeye's products or services, such as increased competition, better energy efficiency, or general reductions in demand; (3) adverse regional or national economic conditions or adverse capital market conditions; (4) shutdowns or interruptions at the source points for the products Buckeye transports, stores, or sells; (5) unanticipated capital expenditures in connection with the construction, repair, or replacement of Buckeye's assets; (6) volatility in the price of refined petroleum products and the value of natural gas storage services; (7) nonpayment or nonperformance by Buckeye's customers; and (8) Buckeye's ability to realize the efficiencies expected to result from its recently announced reorganization.  You should read our Annual Report on Form 10-K and our most recent Quarterly Report on Form 10-Q for a more extensive list of factors that could affect results.  We undertake no obligation to revise our forward-looking statements to reflect events or circumstances occurring after today's date.

                           BUCKEYE GP HOLDINGS L.P.
                       CONSOLIDATED STATEMENTS OF INCOME
                    (In thousands, except per unit amounts)
                                  (UNAUDITED)

                                        Three months         Six months
                                           ended               ended
                                          June 30,            June 30,
                                         ----------          ----------
                                         2009      2008      2009      2008
                                         ----      ----      ----      ----

  Revenues:
    Product sales                    $201,777  $346,436  $470,556  $587,482
    Transportation and other          149,443   146,112   297,504   285,342
                                      -------   -------   -------   -------
      Total revenue                   351,220   492,548   768,060   872,824
                                      -------   -------   -------   -------

  Costs and expenses:
   Cost of product sales              193,440   341,591   444,116   578,203
   Operating expenses                  68,842    69,991   142,742   136,282
   Depreciation and amortization       13,559    12,342    26,923    23,725
   Asset impairment expense            72,540         -    72,540         -
   General and administrative          10,158    11,638    20,193    21,534
   Reorganization expense              28,113         -    28,113         -
                                       ------       ---    ------       ---
       Total costs and expenses       386,652   435,562   734,627   759,744
                                      -------   -------   -------   -------

   Operating (loss) income            (35,432)   56,986    33,433   113,080
                                      -------    ------    ------   -------

  Other income (expense):
   Investment income                      142       237       294       851
   Interest and debt expense          (16,236)  (18,270)  (33,639)  (36,448)
                                      -------   -------   -------   -------
   Total other expense                (16,094)  (18,033)  (33,345)  (35,597)
                                      -------   -------   -------   -------

   (Loss) income before equity
    income                            (51,526)   38,953        88    77,483

   Equity income                        3,142     1,344     5,224     3,399
                                        -----     -----     -----     -----
   Net (loss) income                  (48,384)   40,297     5,312    80,882

   Less: net loss (income)
    attributable to noncontrolling
    interest                           58,156   (34,980)   14,609   (69,716)
                                       ------   -------    ------   -------

  Amounts attributable to Buckeye
   GP Holdings L.P.                    $9,772    $5,317   $19,921   $11,166
                                       ======    ======   =======   =======

  Net income per partnership unit:
                  Diluted               $0.35     $0.19     $0.70     $0.39
                                        =====     =====     =====     =====

  Weighted average number of
   limited partner units outstanding:
                  Diluted              28,300    28,300    28,300    28,300
                                       ======    ======    ======    ======


DATASOURCE: Buckeye GP Holdings L.P.



CONTACT:  Stephen R. Milbourne, Manager, Investor Relations,

[phone], 



Web Site:  http://www.buckeyegp.com/ 

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