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Document And Entity Information	3 Months Ended
Document And Entity Information	Mar. 31, 2014 shares
Document Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Entity Registrant Name	Panhandle Eastern Pipe Line Co LP
Entity Central Index Key	0000076063
Document Period End Date	Mar. 31, 2014
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q1
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding	0

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Mar. 31, 2014	Dec. 31, 2013
CURRENT ASSETS:
Cash and cash equivalents	$ 74	$ 17
Accounts receivable, net	55	69
Accounts receivable from related companies	33	64
Exchanges receivable	62	19
System natural gas and operating supplies	160	203
Other current assets	15	18
Total current assets	399	390
PROPERTY, PLANT AND EQUIPMENT:
Plant in service	3,252	4,208
Construction work in progress	64	70
Total property, plant and equipment	3,316	4,278
Accumulated depreciation and amortization	(192)	(216)
Net property, plant and equipment	3,124	4,062
DEFERRED CHARGES	13	12
INVESTMENTS IN UNCONSOLIDATED AFFILIATES	1,502	1,525
GOODWILL	1,152	1,336
NOTE RECEIVABLE FROM RELATED PARTY	386	396
OTHER NON-CURRENT ASSETS	82	135
Total assets	6,658	7,856
CURRENT LIABILITIES:
Current maturities of long-term debt	1	1
Accounts payable and accrued liabilities	2	33
Accounts payable to related companies	467	181
Exchanges payable	214	207
Federal, state and local taxes payable	13	10
Accrued interest	24	12
Derivative instruments	10	10
Customer advances and deposits	16	17
Other current liabilities	29	42
Total current liabilities	776	513
LONG-TERM DEBT, less current maturities	1,203	1,246
NOTE PAYABLE TO RELATED PARTY	0	1,090
DEFERRED CREDITS	18	15
DEFERRED INCOME TAXES	1,469	1,659
OTHER NON-CURRENT LIABILITIES	264	265
COMMITMENTS AND CONTINGENCIES (Note 11)
PARTNERS’ CAPITAL:
Partners’ capital	2,926	3,551
Accumulated other comprehensive income	2	3
Total partners’ capital	2,928	3,554
NONCONTROLLING INTEREST	0	(486)
Total liabilities and partners’ capital	$ 6,658	$ 7,856

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
OPERATING REVENUES:
Transportation and storage of natural gas	$ 170	$ 138
LNG terminalling	0	59
NGL sales	0	172
Other	8	24
Total operating revenues	178	393
OPERATING EXPENSES:
Cost of natural gas and other energy	0	159
Operating, maintenance and general	57	120
Depreciation and amortization	31	59
Total operating expenses	88	338
OPERATING INCOME	90	55
OTHER INCOME (EXPENSE):
Interest expense, net of interest capitalized	(12)	(33)
Earnings (losses) from unconsolidated investments	(8)	1
Interest income - affiliates	5	0
Losses on interest rate derivatives	(6)	0
Other, net	2	1
Total other expenses, net	(19)	(31)
INCOME BEFORE INCOME TAX EXPENSE	71	24
Income tax expense	106	10
IINCOME FROM CONTINUING OPERATIONS	(35)	14
Income from discontinued operations	0	22
NET INCOME	(35)	36
Net Income (Loss) Attributable to Noncontrolling Interest	6	(6)
NET INCOME ATTRIBUTABLE TO PARTNERS	$ (41)	$ 42

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Statement of Income and Comprehensive Income
Net income (loss)	$ (35)	$ 36
Other comprehensive income (loss), net of tax:
Actuarial gain (loss) relating to postretirement benefits	(1)	0
Total other comprehensive income, net of tax	(1)	0
Comprehensive income (loss)	$ (36)	$ 36

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL - USD ($) $ in Millions	Total	Trunkline LNG Transaction [Member]	Panhandle Merger [Member]	Limited partner	Limited partner Trunkline LNG Transaction [Member]	Limited partner Panhandle Merger [Member]	Noncontrolling Interest [Member]	Noncontrolling Interest [Member] Trunkline LNG Transaction [Member]	Noncontrolling Interest [Member] Panhandle Merger [Member]	Accumulated Other Comprehensive Loss	Accumulated Other Comprehensive Loss Trunkline LNG Transaction [Member]	Accumulated Other Comprehensive Loss Panhandle Merger [Member]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ 3,068			$ 3,551			$ (486)			$ 3
Distribution to partners	(65)			(65)			0			0
Stockholders' Equity, Other		$ (40)	$ 0		$ (17)	$ (502)		$ (23)	$ 503		$ 0	$ (1)
Net income (loss)	(35)			(41)			6			0
Balance, at Mar. 31, 2014	2,928
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	$ 2,928			$ 2,926			$ 0			$ 2

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ (35)	$ 36
Reconciliation of net income to net cash provided by operating activities:
Depreciation and amortization	31	59
Deferred income taxes	(190)	22
Provision for bad debts	0	1
Amortization included in interest expense	(6)	(8)
Unrealized gain (loss) on derivatives	3	(5)
Non-cash compensation expense	1	2
Equity in (earnings) loss of unconsolidated affiliates	8	(1)
Distributions from unconsolidated affiliates	1	1
Other non-cash	(1)	3
Changes in operating assets and liabilities, net of merger impacts	318	128
Net cash flows provided by operating activities	130	238
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from affiliates	10	0
Capital expenditures	(12)	(123)
Distributions from unconsolidated affiliates In excess of cumulative earnings	16	1
Other	(22)	(1)
Net cash flows used in investing activities	(8)	(123)
CASH FLOWS FROM FINANCING ACTIVITIES:
Distribution to partners	(65)	(30)
Net change in revolving credit facilities	0	30
Other	0	1
Net cash flows provided by (used in) financing activities	(65)	1
INCREASE IN CASH AND CASH EQUIVALENTS	57	116
CASH AND CASH EQUIVALENTS, beginning of period	17	49
CASH AND CASH EQUIVALENTS, end of period	$ 74	$ 165

Operations and Organization (Notes)

3 Months Ended

Mar. 31, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Operations and Organization

OPERATIONS AND ORGANIZATION:

Business Operations

Panhandle Eastern Pipe Line Company, LP and its subsidiaries (collectively, “we,” “us,” the “Company” or “Panhandle”) are primarily engaged in the interstate transportation and storage of natural gas and are subject to the rules and regulations of the FERC. The Company’s entities include the following:


•	PEPL, an indirect wholly-owned subsidiary of ETP;


•	Trunkline, a direct wholly-owned subsidiary of PEPL;


•	Sea Robin, an indirect wholly-owned subsidiary of PEPL; and


•	Southwest Gas, a direct wholly-owned subsidiary of PEPL.

The Company’s operations currently consist of interstate pipelines that transport natural gas from the Gulf of Mexico, South Texas and the panhandle regions of Texas and Oklahoma to major U.S. markets in the Midwest and Great Lakes region, as well as owning underground storage capacity.

Southern Union Panhandle LLC, an indirect wholly-owned subsidiary of ETP, serves as the general partner of PEPL and owns a 1% general partnership interest in PEPL. ETP also indirectly owns a 99% limited partnership interest in PEPL.

See Note 2 for information related to the Panhandle Merger. We have accounted for this transaction as a reorganization of entities under common control; therefore, the consolidated financial statements of the Company were retrospectively adjusted to consolidate Southern Union for all periods. As a result of this retrospective consolidation, the Company’s consolidated results of operations for the three months ended March 31, 2013 include Southern Union’s former natural gas gathering and processing operations, which were contributed to an affiliate in 2013 as discussed in Note 2, and Southern Union’s former local distribution operations, which were sold in 2013 and were presented as discontinued operations as discussed in Note 2.

Preparation of Interim Financial Statements

The accompanying condensed consolidated balance sheet as of December 31, 2013, has been prepared on the same basis as the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. The accompanying unaudited interim condensed consolidated financial statements and notes thereto of the Company as of March 31, 2014 and for the three months ended March 31, 2014 and 2013 have been prepared in accordance with GAAP for interim condensed consolidated financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. However, management believes that the disclosures made are adequate to make the information not misleading. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year due to the seasonal nature of the Company’s operations.

The accompanying unaudited interim condensed consolidated financial statements reflect adjustments that are, in the opinion of management, necessary for a fair statement of results for the interim period. The unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the SEC on February 27, 2014.

New Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”), which changed the requirements for reporting discontinued operations. Under ASU 2014-08, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on an entity’s operations and financial results. ASU 2014-08 is effective for all disposals or classifications as held for sale of components of an entity that occur within fiscal years beginning after December 15, 2014, and early adoption is permitted. We expect to adopt this standard for the year ending December 31, 2015. ASU 2014-08 could have an impact on whether transactions will be reported in discontinued operations in the future, as well as the disclosures required when a component of an entity is disposed.

Mergers, Deconsolidations and Related Transactions (Notes)	3 Months Ended
	Mar. 31, 2014
Business Combinations [Abstract]
Mergers and Deconsolidations	MERGERS, DECONSOLIDATIONS AND RELATED TRANSACTIONS: 2014 Transactions Panhandle Merger On January 10, 2014, the Company consummated a merger with Southern Union, the indirect parent of the Company, and PEPL Holdings, the sole limited partner of the Company, pursuant to which each of Southern Union and PEPL Holdings, a wholly-owned subsidiary of Southern Union, were merged with and into the Company (the “Panhandle Merger”), with the Company surviving the Panhandle Merger. In connection with the Panhandle Merger, the Company assumed Southern Union’s obligations under its 7.6% Senior Notes due 2024, 8.25% Senior Notes due 2029 and Floating Rate Junior Subordinated Notes due 2066. At the time of the Panhandle Merger, Southern Union did not have material operations of its own, other than its ownership of the Company and noncontrolling interests in PEI Power II, LLC, Regency (31.4 million common units and 6.3 million Class F Units) and ETP (2.2 million common units). In connection with the Panhandle Merger, the Company also assumed PEPL Holdings’ guarantee of $600 million of Regency senior notes. Trunkline LNG Transaction On February 19, 2014, Panhandle transferred to ETP all of the interests in Trunkline LNG, the entity that owns a LNG regasification facility in Lake Charles, Louisiana, in exchange for the cancellation of a $1.09 billion note payable to ETP that was assumed by the Company in the merger with Southern Union on January 10, 2014. Also on February 19, 2014, ETE and ETP completed the transfer to ETE of Trunkline LNG from ETP in exchange for the redemption by ETP of 18.7 million ETP common units held by ETE. The transaction was effective as of January 1, 2014, at which time Panhandle deconsolidated Trunkline LNG, including goodwill of $184 million and intangible assets of $50 million related to Trunkline LNG. The results of Trunkline LNG’s operations have not been presented as discontinued operations and Trunkline LNG’s assets and liabilities have not been presented as held for sale in the Company’s consolidated financial statements due to continuing involvement among the entities. 2013 Transactions Sale of Southern Union’s Distribution Operations In September 2013, Southern Union completed its sale of the assets of MGE for an aggregate purchase price of $975 million, subject to customary post-closing adjustments. In December 2013, Southern Union completed its sale of the assets of NEG for cash proceeds of $40 million, subject to customary post-closing adjustments, and the assumption of $20 million of debt. MGE and NEG have been classified as discontinued operations in the condensed consolidated statements of operations. SUGS Contribution On April 30, 2013, Southern Union completed its contribution to Regency of all of the issued and outstanding membership interest in Southern Union Gathering Company, LLC, and its subsidiaries, including SUGS (the “SUGS Contribution”). The general partner and IDRs of Regency are owned by ETE. The consideration paid by Regency in connection with this transaction consisted of (i) the issuance of approximately 31.4 million Regency common units to Southern Union, (ii) the issuance of approximately 6.3 million Regency Class F units to Southern Union, (iii) the distribution of $463 million in cash to Southern Union, net of closing adjustments, and (iv) the payment of $30 million in cash to a subsidiary of ETP. This transaction was between commonly controlled entities; therefore, the amounts recorded in the consolidated balance sheet for the investment in Regency and the related deferred tax liabilities were based on the historical book value of SUGS. In addition, PEPL Holdings provided a guarantee of collection with respect to the payment of the principal amounts of Regency’s debt related to the SUGS Contribution. The Regency Class F units have the same rights, terms and conditions as the Regency common units, except that Southern Union will not receive distributions on the Regency Class F units for the first eight consecutive quarters following the closing, and the Regency Class F units will thereafter automatically convert into Regency common units on a one-for-one basis.

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

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+ Details

Related Party Transactions (Notes)

3 Months Ended

Mar. 31, 2014

Related Party Transactions

RELATED PARTY TRANSACTIONS:

Accounts receivable from related companies reflected on the condensed consolidated balance sheets primarily related to services provided for ETE, ETP and other affiliates. Accounts payable to related companies reflected on the condensed consolidated balance sheets primarily related to payroll funding and overhead allocation provided by ETP and other affiliates.

The following table provides a summary of the related party activity included in our condensed consolidated statements of operations:



	Three Months Ended March 31,
	2014			2013
Operating revenues	$	20		$	20
Operating, maintenance and general	12			13
Interest expense, net of interest capitalized	—			25
Interest income - affiliates	5			—
Earnings (losses) from unconsolidated investments	(8		)	1

The Company received $2 million and $2 million in distributions related to its investment in ETP during the three months ended March 31, 2014 and 2013, respectively. The Company also received $15 million in distributions related to its investment in Regency during the three months ended March 31, 2014.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References + Details

INVESTMENTS IN UNCONSOLIDATED AFFILIATES INVESTMENTS IN UNCONSOLIDATED AFFILATES (Notes)

3 Months Ended

Mar. 31, 2014

Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures [Abstract]

Equity Method Investments and Joint Ventures Disclosure [Text Block]

INVESTMENTS IN UNCONSOLIDATED AFFILIATES:

The Company’s investment in Regency is reflected in our consolidated financial statements using the equity method. This investment consists of approximately 31.4 million Regency common units and approximately 6.3 million Regency Class F units that were issued to Southern Union as consideration for the SUGS Contribution.

The following table presents aggregated selected income statement data for Regency (on a 100% basis for all periods presented).



	Three Months Ended March 31,
	2014
Revenue	$	863
Operating income	22
Net income	12

In addition to the equity method investment described above, we have other equity method investments which are not individually significant to our consolidated financial statements.

Comprehensive Income (Notes)	3 Months Ended
Comprehensive Income (Notes)	Mar. 31, 2014
Statement of Comprehensive Income [Abstract]
Comprehensive Income	ACCUMULATED OTHER COMPREHENSIVE INCOME: As of March 31, 2014 and December 31, 2013, accumulated other comprehensive income consists of net actuarial gains and prior service costs related to our OPEB plans.

- Definition

The entire disclosure for comprehensive income, which includes, but is not limited to, 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income.

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+ Details

Debt Obligations (Notes)	3 Months Ended
Debt Obligations (Notes)	Mar. 31, 2014
Debt Disclosure [Abstract]
Debt Obligations	DEBT OBLIGATIONS: Based on the estimated borrowing rates currently available to the Company and its subsidiaries for loans with similar terms and average maturities, the aggregate fair value of the Company’s consolidated debt obligations at March 31, 2014 and December 31, 2013 was $1.26 billion and $2.38 billion, respectively. As of March 31, 2014 and December 31, 2013, the aggregate carrying amount of the Company’s consolidated debt obligations was $1.20 billion and $2.34 billion, respectively. The fair value of the Company’s consolidated debt obligations is a Level 2 valuation based on the observable inputs used for similar liabilities. Assumption of Southern Union Debt In connection with the consummation of the Panhandle Merger, Panhandle assumed Southern Union’s long-term debt obligations. As of March 31, 2014, the long-term debt assumed in the Panhandle Merger consisted of $83 million in aggregate principal amount of 7.6% Senior Notes due 2024, $33 million in aggregate principal amount of 8.25% Senior Notes due 2029 and $54 million in aggregate principal amount of Floating Rate Junior Subordinated Notes due 2066. The amounts recorded in the condensed consolidated balance sheet also reflected unamortized fair value adjustments, which were $10 million in the aggregate at March 31, 2014. In connection with the Trunkline LNG Transaction, the $1.09 billion note payable to ETP that was assumed by the Company in the merger with Southern Union on January 10, 2014 was canceled. Compliance With Our Covenants The Company’s notes are subject to certain requirements, such as the maintenance of a fixed charge coverage ratio and a leverage ratio, which if not maintained, restrict the ability of the Company to make certain payments and impose limitations on the ability of the Company to subject its property to liens. Other covenants impose limitations on restricted payments, including dividends and loans to affiliates, and additional indebtedness. As of March 31, 2014, the Company was in compliance with these covenants.

Benefits (Notes)

3 Months Ended

Mar. 31, 2014

Postemployment Benefits [Abstract]

Benefits

RETIREMENT BENEFITS:

Components of Net Periodic Benefit Cost

The following tables set forth the components of net periodic benefit cost of the Company’s pension and OPEB plans:



	Pension Benefits					Other Postretirement Benefits
	Three Months Ended March 31,					Three Months Ended March 31,
	2014		2013			2014			2013
Net Periodic Benefit Cost:
Service cost	$	—	$	1		$	—		$	—
Interest cost	—		2			—			1
Expected return on plan assets	—		(3		)	(1		)	(2		)
Actuarial loss amortization	—		1			—			—
	—		1			(1		)	(1		)
Regulatory adjustment⁽¹⁾	—		2			—			—
Net periodic benefit cost	$	—	$	3		$	(1	)	$	(1	)

⁽¹⁾

The Company has historically recovered certain qualified pension benefit plan and other postretirement benefit plan costs through rates charged to utility customers. Certain utility commissions require that the recovery of these costs be based on the Employee Retirement Income Security Act of 1974, as amended, or other utility commission specific guidelines. The difference between these regulatory-based amounts and the periodic benefit cost calculated pursuant to GAAP is deferred as a regulatory asset or liability and amortized to expense over periods in which this difference will be recovered in rates, as promulgated by the applicable utility commission.

The Company no longer has pension plans after the sale of the assets of MEG and NEG in 2013.

TAXES ON INCOME Taxes on Income (Notes)	3 Months Ended
TAXES ON INCOME Taxes on Income (Notes)	Mar. 31, 2014
Income Tax Disclosure [Abstract]
Income Tax Disclosure [Text Block]	TAXES ON INCOME: The increase in the effective tax rate for the three months ended March 31, 2014 was primarily due to the Trunkline LNG Transaction (see Note 2). The Trunkline LNG Transaction, which was treated as a sale for tax purposes, resulted in $80 million of incremental income tax expense.

Derivative Instruments and Hedging Activities (Notes)

3 Months Ended

Mar. 31, 2014

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES:

The Company is exposed to certain risks in its ongoing business operations. The primary risk managed by using derivative instruments is interest rate risk. Interest rate swaps and treasury rate locks are the principal derivative instruments used by the Company to manage interest rate risk associated with its long-term borrowings, although other interest rate derivative contracts may also be used from time to time. Southern Union was also previously exposed to commodity price risk in its gathering and processing and distribution operations. Natural gas price swaps were the principal derivative instruments used by Southern Union to manage commodity price risk associated with purchases and/or sales of natural gas, although other commodity derivative contracts were used from time to time. The Company recognizes all derivative assets and liabilities at fair value on the condensed consolidated balance sheets.

Interest Rate Contracts

The Company may enter into interest rate swaps to manage its exposure to changes in interest payments on long-term debt attributable to movements in market interest rates, and may enter into treasury rate locks to manage its exposure to changes in future interest payments attributable to changes in treasury rates prior to the issuance of new long-term debt instruments.

Interest Rate Swaps. The Company has outstanding interest rate swap agreements to hedge floating rate notes with an aggregate notional amount of $275 million, all of which are for ten-year periods. The Company settled $50 million of five-year swaps during the third quarter of 2013, $175 million of ten-year swaps during the fourth quarter of 2013 and $25 million of five-year swaps during the fourth quarter of 2013. These interest rate swaps became effective on November 1, 2011. The Company pays interest on the floating rate notes based on three-month LIBOR plus a credit spread of 3.0175% beginning November 1, 2011. The interest rate swaps effectively fix the floating rate LIBOR-based portion of the interest payments on the swapped notes to a weighted average fixed rate of 3.801%.

Summary Financial Statement Information

The following table summarizes the fair value amounts of the Company’s asset and liability derivative instruments and their location reported in the condensed consolidated balance sheets:



	Fair Value
	Asset Derivatives				Liability Derivatives
Balance Sheet Location	March 31, 2014		December 31, 2013		March 31, 2014		December 31, 2013
Economic Hedges:
Interest rate contracts:
Derivative instruments — liabilities	$	—	$	—	$	10	$	10
Deferred credits	—		—		18		15
Total	$	—	$	—	$	28	$	25

The following tables summarize the location and amount (excluding income tax effects) of derivative instrument gains and losses reported in the Company’s condensed consolidated financial statements:



	Three Months Ended March 31,
	2014			2013
Economic Hedges:
Interest rate contracts:
Change in fair value — increase (decrease) in interest expense	$	(3	)	$	5
Commodity contracts:
Change in fair value — decrease in deferred natural gas purchases	—			(13		)

- Definition

The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.

+ References

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-Name Accounting Standards Codification
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+ Details

FAIR VALUE Fair Value (Notes)

3 Months Ended

Mar. 31, 2014

Fair Value Disclosures [Abstract]

Fair Value Disclosures [Text Block]

FAIR VALUE MEASUREMENT:

The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis:



	Fair Value as of		Fair Value Measurements at March 31, 2014 Using Fair Value Hierarchy
	March 31, 2014		Level 1		Level 2
Assets:
Total	$	—	$	—	$	—
Liabilities:
Interest rate swaps	$	28	$	—	$	28
Total	$	28	$	—	$	28

The Company’s Level 2 instruments primarily include interest rate swap derivatives that are valued using pricing models based on an income approach that discounts future cash flows to a present value amount. The significant pricing model inputs for interest rate swaps include published rates for U.S. Dollar LIBOR interest rate swaps. The pricing models also adjust for nonperformance risk associated with the counterparty or Company, as applicable, through the use of credit risk adjusted discount rates based on published default rates. During the period ended March 31, 2014, no transfers were made between any levels within the fair value hierarchy.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies

3 Months Ended

Mar. 31, 2014

Commitments and Contingencies [Abstract]

Commitments and Contingencies Disclosure

REGULATORY MATTERS, COMMITMENTS, CONTINGENCIES AND ENVIRONMENTAL LIABILITIES:

Sea Robin Rate Case

On December 2, 2013, Sea Robin filed a general NGA Section 4 rate case at the FERC as required by a previous rate case settlement. In the filing, Sea Robin seeks to increase its authorized rates to recover costs related to asset retirement obligations, depreciation, and return and taxes. The outcome of the filing will be determined by a regulatory process that includes a hearing currently scheduled for the fourth quarter of 2014, with a Commission order expected in 2015.

PEPL Holdings Guarantee of Collection

In connection with the SUGS Contribution, Regency issued $600 million of 4.50% Senior Notes due 2023 (the “Regency Debt”), the proceeds of which were used by Regency to fund the cash portion of the consideration, as adjusted, and pay certain other expenses or disbursements directly related to the closing of the SUGS Contribution. Pursuant to an agreement between Regency and PEPL Holdings, PEPL Holdings provided a guarantee of collection (on a nonrecourse basis to Southern Union) to Regency and Regency Energy Finance Corp. with respect to the payment of the principal amount of the Regency Debt through maturity in 2023. In connection with the completion of the Panhandle Merger, in which PEPL Holdings was merged with and into Panhandle, the guarantee of collection for the Regency Debt was assumed by Panhandle.

Environmental Matters

The Company’s operations are subject to federal, state and local laws, rules and regulations regarding water quality, hazardous and solid waste management, air quality control and other environmental matters. These laws, rules and regulations require the Company to conduct its operations in a specified manner and to obtain and comply with a wide variety of environmental registrations, licenses, permits, inspections and other approvals. Failure to comply with environmental laws, rules and regulations may expose the Company to significant fines, penalties and/or interruptions in operations. The Company’s environmental policies and procedures are designed to achieve compliance with such applicable laws and regulations. These evolving laws and regulations and claims for damages to property, employees, other persons and the environment resulting from current or past operations may result in significant expenditures and liabilities in the future. The Company engages in a process of updating and revising its procedures for the ongoing evaluation of its operations to identify potential environmental exposures and enhance compliance with regulatory requirements.

Environmental Remediation

The Company is responsible for environmental remediation at certain sites on its natural gas transmission systems for contamination resulting from the past use of lubricants containing PCBs in compressed air systems; the past use of paints containing PCBs; and the prior use of wastewater collection facilities and other on-site disposal areas. The Company has implemented a program to remediate such contamination. The primary remaining remediation activity on the Panhandle systems is associated with past use of paints containing PCBs or PCB impacts to equipment surfaces and to a building at one location. The PCB assessments are ongoing and the related estimated remediation costs are subject to further change. Other remediation typically involves the management of contaminated soils and may involve remediation of groundwater. Activities vary with site conditions and locations, the extent and nature of the contamination, remedial requirements, complexity and sharing of responsibility. The ultimate liability and total costs associated with these sites will depend upon many factors. If remediation activities involve statutory joint and several liability provisions, strict liability, or cost recovery or contribution actions, the Company could potentially be held responsible for contamination caused by other parties. In some instances, the Company may share liability associated with contamination with other potentially responsible parties. The Company may also benefit from contractual indemnities that cover some or all of the cleanup costs. These sites are generally managed in the normal course of business or operations.

The Company’s environmental remediation activities are undertaken in cooperation with and under the oversight of appropriate regulatory agencies, enabling the Company under certain circumstances to take advantage of various voluntary cleanup programs in order to perform the remediation in the most effective and efficient manner.

Environmental Remediation Liabilities

The table below reflects the amount of accrued liabilities recorded on the condensed consolidated balance sheets at the dates indicated to cover environmental remediation actions where management believes a loss is probable and reasonably estimable. The Company does not have any material environmental remediation matters assessed as reasonably possible.



	March 31, 2014		December 31, 2013
Current	$	2	$	2
Non-current	3		3
Total environmental liabilities	$	5	$	5

Litigation and Other Claims

The Company is involved in legal, tax and regulatory proceedings before various courts, regulatory commissions and governmental agencies regarding matters arising in the ordinary course of business.

Attorney General of the Commonwealth of Massachusetts v New England Gas Company. On July 7, 2011, the Massachusetts Attorney General (“AG”) filed a regulatory complaint with the Massachusetts Department of Public Utilities (“MDPU”) against New England Gas Company with respect to certain environmental cost recoveries. The AG is seeking a refund to New England Gas Company customers for alleged “excessive and imprudently incurred costs” related to legal fees associated with Southern Union’s environmental response activities. In the complaint, the AG requests that the MDPU initiate an investigation into the New England Gas Company’s collection and reconciliation of recoverable environmental costs including: (i) the prudence of any and all legal fees, totaling $19 million, that were charged by the Kasowitz, Benson, Torres & Friedman firm and passed through the recovery mechanism since 2005, the year when a partner in the firm, Southern Union’s former Vice Chairman, President and Chief Operating Officer, joined Southern Union’s management team; (ii) the prudence of any and all legal fees that were charged by the Bishop, London & Dodds firm and passed through the recovery mechanism since 2005, the period during which a member of the firm served as Southern Union’s Chief Ethics Officer; and (iii) the propriety and allocation of certain legal fees charged that were passed through the recovery mechanism that the AG contends only qualify for a lesser, 50%, level of recovery. Southern Union has filed its answer denying the allegations and moved to dismiss the complaint, in part on a theory of collateral estoppel. The hearing officer has deferred consideration of Southern Union’s motion to dismiss. The AG’s motion to be reimbursed expert and consultant costs by Southern Union of up to $150,000 was granted. By tariff, these costs are recoverable through rates charged to New England Gas Company customers. The hearing officer previously stayed discovery pending resolution of a dispute concerning the applicability of attorney-client privilege to legal billing invoices. The MDPU issued an interlocutory order on June 24, 2013 that lifted the stay, and discovery has resumed. The Company (as successor to Southern Union) believes it has complied with all applicable requirements regarding its filings for cost recovery and has not recorded any accrued liability; however, the Company will continue to assess its potential exposure for such cost recoveries as the matter progresses.

Liabilities for Litigation and Other Claims

The Company records accrued liabilities for litigation and other claim costs when management believes a loss is probable and reasonably estimable. When management believes there is at least a reasonable possibility that a material loss or an additional material loss may have been incurred, the Company discloses (i) an estimate of the possible loss or range of loss in excess of the amount accrued; or (ii) a statement that such an estimate cannot be made. As of March 31, 2014 and December 31, 2013, the Company recorded litigation and other claim-related accrued liabilities of $23 million and $24 million, respectively. The Company does not have any material litigation or other claim contingency matters assessed as probable or reasonably possible that would require disclosure in the financial statements.

Other Commitments and Contingencies

Unclaimed Property Audits. The Company is subject to the laws and regulations of states and other jurisdictions concerning the identification, reporting and escheatment (the transfer of property to the state) of unclaimed or abandoned funds, and is subject to audit and examination for compliance with these requirements. The Company is currently being examined by a third party auditor on behalf of nine states for compliance with unclaimed property laws.

OPERATIONS AND ORGANIZATION OPERATIONS AND ORGANIZATION (Policies) (Policies)	3 Months Ended
	Mar. 31, 2014
Accounting Policies [Abstract]
New Accounting Pronouncements, Policy [Policy Text Block]	New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”), which changed the requirements for reporting discontinued operations. Under ASU 2014-08, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on an entity’s operations and financial results. ASU 2014-08 is effective for all disposals or classifications as held for sale of components of an entity that occur within fiscal years beginning after December 15, 2014, and early adoption is permitted. We expect to adopt this standard for the year ending December 31, 2015. ASU 2014-08 could have an impact on whether transactions will be reported in discontinued operations in the future, as well as the disclosures required when a component of an entity is disposed.

Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2014

The following table provides a summary of the related party activity included in our condensed consolidated statements of operations:



	Three Months Ended March 31,
	2014			2013
Operating revenues	$	20		$	20
Operating, maintenance and general	12			13
Interest expense, net of interest capitalized	—			25
Interest income - affiliates	5			—
Earnings (losses) from unconsolidated investments	(8		)	1

INVESTMENTS IN UNCONSOLIDATED AFFILIATES INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Tables)

3 Months Ended

Mar. 31, 2014

Equity Method Investments and Joint Ventures [Abstract]

Investments in and Advances to Affiliates [Table Text Block]

The following table presents aggregated selected income statement data for Regency (on a 100% basis for all periods presented).



	Three Months Ended March 31,
	2014
Revenue	$	863
Operating income	22
Net income	12

Benefits (Tables)

3 Months Ended

Mar. 31, 2014

Postemployment Benefits [Abstract]

Schedule of Net Benefit Costs [Table Text Block]

The following tables set forth the components of net periodic benefit cost of the Company’s pension and OPEB plans:



	Pension Benefits					Other Postretirement Benefits
	Three Months Ended March 31,					Three Months Ended March 31,
	2014		2013			2014			2013
Net Periodic Benefit Cost:
Service cost	$	—	$	1		$	—		$	—
Interest cost	—		2			—			1
Expected return on plan assets	—		(3		)	(1		)	(2		)
Actuarial loss amortization	—		1			—			—
	—		1			(1		)	(1		)
Regulatory adjustment⁽¹⁾	—		2			—			—
Net periodic benefit cost	$	—	$	3		$	(1	)	$	(1	)

⁽¹⁾

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES Derivative Instruments (Tables)

3 Months Ended

Mar. 31, 2014

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block]

The following table summarizes the fair value amounts of the Company’s asset and liability derivative instruments and their location reported in the condensed consolidated balance sheets:



	Fair Value
	Asset Derivatives				Liability Derivatives
Balance Sheet Location	March 31, 2014		December 31, 2013		March 31, 2014		December 31, 2013
Economic Hedges:
Interest rate contracts:
Derivative instruments — liabilities	$	—	$	—	$	10	$	10
Deferred credits	—		—		18		15
Total	$	—	$	—	$	28	$	25

Derivative Instruments, Gain (Loss) [Table Text Block]



	Three Months Ended March 31,
	2014			2013
Economic Hedges:
Interest rate contracts:
Change in fair value — increase (decrease) in interest expense	$	(3	)	$	5
Commodity contracts:
Change in fair value — decrease in deferred natural gas purchases	—			(13		)

FAIR VALUE Fair Value (Tables)

3 Months Ended

Mar. 31, 2014

Fair Value [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

The following table sets forth the Company’s assets and liabilities that are measured at fair value on a recurring basis:



	Fair Value as of		Fair Value Measurements at March 31, 2014 Using Fair Value Hierarchy
	March 31, 2014		Level 1		Level 2
Assets:
Total	$	—	$	—	$	—
Liabilities:
Interest rate swaps	$	28	$	—	$	28
Total	$	28	$	—	$	28

Commitments and Contingencies (Tables)

3 Months Ended

Mar. 31, 2014

Commitments and Contingencies [Abstract]

Environmental Liabilities Table



	March 31, 2014		December 31, 2013
Current	$	2	$	2
Non-current	3		3
Total environmental liabilities	$	5	$	5

Operations and Organizaton (Details) - Panhandle [Member]	3 Months Ended
	Mar. 31, 2014
General partnership
Description of the Business
General partnership interest	1.00%
Limited partner
Description of the Business
Limited partnership interest	99.00%

Mergers, Deconsolidations and Related Transactions (Narrative) (Details) - USD ($) shares in Millions, $ in Millions	1 Months Ended			12 Months Ended
	Feb. 28, 2014	Dec. 31, 2013	Apr. 30, 2013	Dec. 31, 2013	Mar. 31, 2014	Feb. 19, 2014	Jan. 10, 2014
Business Acquisition
NOTE PAYABLE TO RELATED PARTY		$ 1,090		$ 1,090	$ 0
Goodwill		1,336		1,336	$ 1,152
7.60% Senior Notes, due February 1, 2024 [Member]
Business Acquisition
Debt Instrument, Interest Rate, Stated Percentage					7.60%		7.60%
8.25% Senior Notes, due November 14, 2029 [Member]
Business Acquisition
Debt Instrument, Interest Rate, Stated Percentage					8.25%		8.25%
Regency 4.50% Senior Notes Due 2023 [Member]
Business Acquisition
Debt Instrument, Interest Rate, Stated Percentage					4.50%
Guarantor Obligations, Current Carrying Value					$ 600
New England Gas Company [Member]
Business Acquisition
Proceeds from Divestiture of Businesses		40
Noncash or Part Noncash Divestiture, Amount of Consideration Received		$ 20
Missouri Gas Energy [Member]
Business Acquisition
Proceeds from Divestiture of Businesses				$ 975
SUGS Contribution [Member]
Business Acquisition
Business Combination, Consideration Transferred			$ 463
Cash Acquired from Acquisition			$ 30
Trunkline LNG Transaction [Member]
Business Acquisition
Partners' Capital Account, Units, Redeemed	18.7
Goodwill						$ 184
Impairment of Intangible Assets (Excluding Goodwill)						$ 50

Related Party (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
Related Party (Narrative) (Details) - USD ($) $ in Millions	Mar. 31, 2014	Mar. 31, 2013
Related Party Transaction
Proceeds from Equity Method Investment, Dividends or Distributions	$ 1	$ 1
ETP
Related Party Transaction
Proceeds from Equity Method Investment, Dividends or Distributions	2	$ 2
Regency [Member]
Related Party Transaction
Proceeds from Equity Method Investment, Dividends or Distributions	$ 15

Related Party Transactions (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Related Party Transaction
Transportation and storage of natural gas	$ 20	$ 20
Operating, maintenance and general	12	13
Interest Expense, Related Party	0	25
Interest income - affiliates	5	0
Earnings (losses) from unconsolidated investments	$ (8)	$ 1

INVESTMENTS IN UNCONSOLIDATED AFFILIATES INV IN UNCONSOLIDATED AFF. - Schedule of Equity Method Investments (Details) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2014 USD ($) shares
Schedule of Equity Method Investments [Line Items]
Equity Method Investment, Summarized Financial Information, Revenue	$ 863
Equity Method Investment, Summarized Financial Information, Income (Loss) from Continuing Operations before Extraordinary Items	22
Equity Method Investment, Summarized Financial Information, Net Income (Loss)	$ 12
Regency [Member]
Schedule of Equity Method Investments [Line Items]
Number of common units of a subsidiary partnership that are held by a less than wholly-owned subsidiary of the Parent. \| shares	31.4
Class F Units [Member] \| Regency [Member]
Schedule of Equity Method Investments [Line Items]
Number of common units of a subsidiary partnership that are held by a less than wholly-owned subsidiary of the Parent. \| shares	6.3

Debt Obligations - Narrative (Details) - USD ($) $ in Millions	Mar. 31, 2014	Feb. 19, 2014	Jan. 10, 2014	Dec. 31, 2013
Debt Instrument
Notes Payable, Related Parties, Noncurrent	$ 0			$ 1,090
Estimate of Fair Value, Fair Value Disclosure
Debt Instrument
Debt Instrument, Fair Value Disclosure	1,260			2,380
Carrying (Reported) Amount, Fair Value Disclosure [Member]
Debt Instrument
Long term debt, amount outstanding	1,200			$ 2,340
Junior Subordinated Debt [Member]
Debt Instrument
Senior Notes, Noncurrent	$ 54
7.60% Senior Notes, due February 1, 2024 [Member]
Debt Instrument
Debt Instrument, Interest Rate, Stated Percentage	7.60%		7.60%
Senior Notes, Noncurrent	$ 83
8.25% Senior Notes, due November 14, 2029 [Member]
Debt Instrument
Debt Instrument, Interest Rate, Stated Percentage	8.25%		8.25%
Senior Notes, Noncurrent	$ 33
Southern Union [Member]
Debt Instrument
Unamortized Net Premiums And Fair Value Adjustments	$ 10
ETP
Debt Instrument
Notes Payable, Related Parties, Noncurrent		$ 1,090

Benefits - Components of Net Periodic Benefit Cost (Details) - USD ($)
$ in Millions

3 Months Ended

Mar. 31, 2014

Mar. 31, 2013

Pension Plan, Defined Benefit [Member]

Defined Benefit Plan Disclosure

Service cost

$ 0

$ 1

Interest cost

Expected return on plan assets

(3)

Actuarial loss amortization

Net periodic benefit cost subtotal

Regulatory Adjustment

^[1]

Net periodic benefit cost

Other Postretirement Benefit Plan, Defined Benefit [Member]

Defined Benefit Plan Disclosure

Service cost

Interest cost

Expected return on plan assets

(1)

(2)

Actuarial loss amortization

Net periodic benefit cost subtotal

(1)

Regulatory Adjustment

^[1]

Net periodic benefit cost

$ (1)

[1]

TAXES ON INCOME Taxes on Income (Details) $ in Millions	3 Months Ended
TAXES ON INCOME Taxes on Income (Details) $ in Millions	Mar. 31, 2014 USD ($)
Trunkline LNG [Member]
Income Tax Expense (Benefit)	$ 80

Derivative Instrument and Hedging Activities (Details) - Interest Rate Contract [Member] - USD ($) $ in Millions	Mar. 31, 2014	Dec. 31, 2013
Derivative
Derivative Asset, Fair Value, Gross Asset	$ 0	$ 0
Derivative Liability, Fair Value, Gross Liability	28	25
Derivative Financial Instruments, Liabilities [Member]
Derivative
Derivative Asset, Fair Value, Gross Asset	0	0
Derivative Liability, Fair Value, Gross Liability	10	10
Deferred Credits [Member]
Derivative
Derivative Asset, Fair Value, Gross Asset	0	0
Derivative Liability, Fair Value, Gross Liability	$ 18	$ 15

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES Derivative Instruments - Income Statement Impact (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	$ (3)	$ 5
Gain (Loss) on Derivative Instruments, Net, Pretax	$ 0	$ (13)

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES Derivative Instruments Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013
Derivative Instruments, Gain (Loss) [Line Items]
Debt Instrument, Basis Spread on Variable Rate	3.0175%
Interest Rate Swap, Ten Year Period [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Notional Amount	$ 275	$ 175
Derivative, Average Fixed Interest Rate	3.801%
Interest Rate Swap, Five Year Period [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Notional Amount		$ 25	$ 50

FAIR VALUE Fair Value (Details) - Fair Value, Measurements, Recurring [Member] $ in Millions	Mar. 31, 2014 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	$ 0
Interest Rate Derivative Liabilities, at Fair Value	28
Liabilities, Fair Value Disclosure, Recurring	28
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	0
Interest Rate Derivative Liabilities, at Fair Value	0
Liabilities, Fair Value Disclosure, Recurring	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	0
Interest Rate Derivative Liabilities, at Fair Value	28
Liabilities, Fair Value Disclosure, Recurring	$ 28

Commitments and Contingencies - Accrued Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2014	Dec. 31, 2013
Loss Contingencies
Current	$ 2	$ 2
Non-current	3	3
Total environmental liabilities	$ 5	$ 5

Commitment and Contingenices (Narrative) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2014	Dec. 31, 2013
Loss Contingencies
Estimated litigation liability	$ 23,000,000	$ 24,000,000
Regency 4.50% Senior Notes Due 2023 [Member]
Loss Contingencies
Guarantor Obligations, Current Carrying Value	$ 600,000,000
Debt Instrument, Interest Rate, Stated Percentage	4.50%
Attorney General of Commonwealth [Member]
Loss Contingencies
Legal Fees	$ 19,000,000
Percentage Of Recovery	50.00%
Reimbursement expert and consultant cost, maximum	$ 150,000

Label	Element	Value
ETP [Member]
Number of common units of a subsidiary partnership that are held by a wholly-owned subsidiary of the Parent.	pepl_NumberofcommonunitsofasubsidiarypartnershipthatareheldbyawhollyownedsubsidiaryoftheParent.	2,200,000