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Eagle Rock Energy Partners, L.P. Reports Second Quarter 2008 Results; Adjusted EBITDA...

Tue Aug 5, 2008 9:07pm EDT
Eagle Rock Energy Partners, L.P. Reports Second Quarter 2008 Results; Adjusted EBITDA of $57.5 million, Up 9.0% from $52.8 Million in the First Quarter

HOUSTON--(Business Wire)--
Eagle Rock Energy Partners, L.P. ("Eagle Rock" or the
"Partnership") (NASDAQ GS: EROC) today announced its financial results
for the three and six months ended June 30, 2008.

   Highlights:

   The Partnership highlighted the following achievements for the
second quarter of 2008 as compared to the first quarter of 2008:

   --  Increased Adjusted EBITDA by 9.0% to $57.5 million from $52.8
        million

   --  Increased quarterly distribution rate to $0.41 per unit from
        $0.40 per unit while maintaining a 122% coverage on all
        outstanding units (excluding non-recurring items)

   --  Increased daily gathering volumes in the midstream business by
        4.5% to 414 MMcf/d from 396 MMcf/d

   --  Completed the upstream acquisition of Stanolind Oil and Gas
        Corp. on April 30, 2008 (two months contribution to second
        quarter of 2008 earnings)

   The following are significant achievements for the second quarter
of 2008 as compared to the second quarter of 2007:

   --  Increased Adjusted EBITDA by 160% to $57.5 million from $22.2
        million

   --  Increased quarterly distribution rate by 13.1% to $0.41 per
        common unit from $0.3625 per common unit

   --  Increased Revenues (excluding unrealized, non-cash,
        mark-to-market commodity derivative losses) by 118%, to $442.5
        million from $203.2 million

   --  Increased daily gathering volumes in the midstream business by
        22.8%, to 414 MMcf/d from 337 MMcf/d

   For the second quarter of 2008, the Partnership reported
(excluding unrealized, non-cash, mark-to-market commodity derivative
losses) $442.5 million in revenues versus $203.2 million for the
second quarter of 2007 and $358.6 million for the first quarter of
2008.

   Adjusted EBITDA (see "Use of Non-GAAP Financial Measures" below)
for the second quarter of 2008 was $57.5 million as compared to $22.2
million in the same quarter of 2007 and $52.8 million in the first
quarter of 2008. The dramatic 160% improvement in Adjusted EBITDA in
the second quarter of 2008 over the second quarter of 2007 is a direct
result of the transformation that has occurred in the Partnership over
the last year. This transformation was driven by the introduction of
the Upstream and Minerals segments to our business and the significant
improvements in the Partnership's Midstream segments related to the
Laser acquisition and the Red Deer and Tyler County Pipeline Extension
organic growth projects. A strong commodity price environment has also
favorably impacted the Partnership's results during this period.
However, these gains in operating performance were partially offset by
a $4.9 million increase in general and administrative expenses in the
second quarter of 2008, as compared to the second quarter of 2007.
This increase in G&A expenses is primarily due to the growth in our
number of employees, which accompanied the growth of our asset base,
and increased outside professional fees and other expenses associated
with our public partnership status.

   The increase in Adjusted EBITDA reported in the second quarter of
2008 over the first quarter of 2008 reflects higher realized prices,
an increase in gathering volumes in the midstream business, and
increased production in the minerals business. Upstream volumes were
lower as compared to first quarter of 2008 due to a shut-in and
curtailed production in the Big Escambia Creek ("BEC") field as a
result of our scheduled turnaround of the facility in April and damage
that was sustained at the treating facility in May due to a lightning
strike. The reduction in upstream volumes was partially offset by two
strong months of production contributed by the Permian assets acquired
in the Stanolind acquisition and higher realized sulfur prices. Eagle
Rock believes the BEC treating facility turnaround and the lightning
strike negatively impacted Adjusted EBITDA for the second quarter of
2008 by $8 million to $9 million.

   Distributable Cash Flow (see "Use of Non-GAAP Financial Measures"
below) for the second quarter of 2008 (prior to any cash reserves
established by Eagle Rock's Board and excluding non-recurring items)
totaled $36.7 million compared to $38.7 million for the first quarter
of 2008, a decrease of 5.1%. The decrease in Distributable Cash Flow
is primarily related to increased maintenance capital expenditures
related to increased well connections in the midstream business, the
BEC treating facility turnaround and an increase in well recompletions
and workovers in the upstream business, which were partially offset by
an increase in Adjusted EBITDA. In the second quarter of 2008,
Distributable Cash Flow (excluding non-recurring items) represents
122% coverage of the announced second quarter of 2008 distribution of
$0.41 per unit based on total units outstanding.

   In July 2008, Eagle Rock partially exercised the accordion feature
under its revolving credit facility to increase its aggregate
commitments by $100 million to a total of $900 million in commitments.
The partial exercise of the accordion is to provide additional
financial resources as part of Eagle Rock's growth strategy.

   Chairman and Chief Executive Officer Joseph A. Mills said, "Eagle
Rock continues to deliver record cash flows for the benefit of our
unitholders while maintaining strong performance levels. Our
diversified asset base once again delivered strong financial results
and operating performance. Our midstream business experienced a 4.5%
improvement in its gathering volumes compared to the first quarter of
2008 driven largely by continued drilling activity in our East Texas /
Louisiana segment. Our minerals business continues to deliver strong,
steadily improving results as it enjoyed continued leasing and
drilling activity across the mineral holdings, as well as increases in
both realized prices and volumes. Our upstream business experienced a
reduction in volumes as compared to the first quarter of 2008 due to
downtime experienced at our BEC field. This reduction in volumes was
related to the previously-announced, scheduled turnaround of our BEC
treating facility in April and curtailed production in late May and
early June related to a direct lightning strike sustained by the
facility. We have made all necessary repairs and the facility has been
operating at normal levels since mid-June. Offsetting the reduced
volumes at our BEC field has been the favorable commodity price
environment, as well as the strong performance of the recently
acquired Stanolind assets in the Permian Basin of Texas. With a full
quarter of Stanolind's operations and normalized operations across all
of our assets, we expect to recommend a further increase to our third
quarter 2008 distribution to our Board of Directors."

   Unit Distributions

   The Partnership recently announced another increase in its cash
unit distribution. The next distribution, which will be paid August
14, 2008, to all holders of record as of August 8, 2008, will be paid
at the rate of $0.41 per unit, or a $1.64 per unit annualized rate.

   Net Income (Loss)

   The Partnership also reported a net loss for the second quarter of
2008 of $227.0 million versus a net loss of $23.8 million in the
second quarter of 2007 and a net loss of $28.3 million in the first
quarter of 2008. Included in the net loss for the second quarter of
2008 were $242.6 million of unrealized, non-cash, mark-to-market
derivative losses versus $22.3 million in the second quarter of 2007
and $46.7 million in the first quarter of 2008. Also affecting our
second quarter of 2008 net loss is the recording of a $6.2 million bad
debt reserve against receivables associated with the bankruptcy of
SemGroup, L.P. and certain related subsidiaries disclosed in our press
release issued on July 30, 2008.

   Mark-to-Market Accounting and Derivative Collateral

   The Partnership does not designate its derivatives as "hedges" for
accounting purposes but utilizes mark-to-market accounting for its
derivatives. Mark-to-market accounting requires the changes in the
fair value of derivatives, both positive and negative, to be included
in the statement of operations for the respective periods. All of the
Partnership's derivatives have been entered into by the Partnership in
order to reduce the Partnership's underlying exposure to commodity
prices and interest rates. The Partnership does not speculate on
commodity prices or interest rates, as it anticipates having, based on
its forecasts, the physical volumes and debt outstanding to support
its outstanding commodity and interest rate derivatives, respectively.
Substantially all of the Partnership's counterparties to its
derivatives are participating lenders in its revolving credit facility
and have their outstanding debt commitment and derivative exposure
collateralized pursuant to the revolving credit facility. The
Partnership does not have any exposure to "margin calls" on its
derivative instruments while its counterparties are participating
lenders in its revolving credit facility.

   Conference Call

   Eagle Rock will hold a conference call to discuss its second
quarter financial results and recent developments on Wednesday, August
6, 2008, at 9 a.m. Central Time (10 a.m. Eastern Time).

   Interested parties may listen live over the Internet or via
telephone. To listen live over the Internet, log on to the
Partnership's Web site at www.eaglerockenergy.com. To participate by
telephone, the call in number is 888-713-4214, confirmation code
40471280. Investors are advised to dial into the call at least 15
minutes prior to the call to register. Participants may pre-register
for the call by using the following link to pre-register and view
important information about this conference call. Pre-registering is
not mandatory but is recommended as it will provide you immediate
entry to the call and will facilitate the timely start of the call.
Pre-registration only takes a few moments and you may pre-register at
any time, including up to and after the call start. To pre-register,
please click
https://www.theconferencingservice.com/prereg/key.process?key=
PDLYW7C7J. (Due to its length, this URL may need to be copied/pasted
into your internet browser's address field. Remove the extra space if
one exists.) An audio replay of the conference call will also be
available for seven days by dialing 888-286-8010, confirmation code
61605687. In addition, a replay of the audio webcast will be available
by accessing the Partnership's website after the call is concluded.

   The Partnership is a growth-oriented master limited partnership
engaged in three businesses: a) midstream, which includes (i)
gathering, compressing, treating, processing, transporting and selling
natural gas, and (ii) fractionating and transporting natural gas
liquids; b) upstream, which includes acquiring, exploiting,
developing, and producing crude oil and natural gas interests; and c)
minerals, which includes acquiring and managing fee minerals and
royalty interests. Its corporate office is located in Houston, Texas.

   Use of Non-GAAP Financial Measures

   This news release and the accompanying schedules include the
non-generally accepted accounting principles, or non-GAAP, financial
measures of Adjusted EBITDA and Distributable Cash Flow. The
accompanying non-GAAP financial measures schedules (after the
financial schedules) provide reconciliations of these non-GAAP
financial measures to their most directly comparable financial
measures calculated and presented in accordance with accounting
principles generally accepted in the United States, or GAAP. Non-GAAP
financial measures should not be considered as alternatives to GAAP
measures such as net income (loss), operating income (loss), cash
flows from operating activities or any other GAAP measure of liquidity
or financial performance. Eagle Rock uses non-GAAP financial measures
as measures of its core profitability or to assess the financial
performance of its assets. Eagle Rock believes that investors benefit
from having access to the same financial measures that its management
uses in evaluating performance.

   Eagle Rock defines Adjusted EBITDA as net income (loss) plus or
(minus) income tax provision (benefit), interest-net (including
realized interest rate risk management instruments and other expense),
depreciation, depletion and amortization expense, impairment expense,
other operating expense, other non-cash operating and general and
administrative expenses (including non-cash compensation related to
our equity-based compensation program), unrealized (gains) losses on
commodity and interest rate risk management related instruments and
other (income). Adjusted EBITDA is used as a supplemental financial
measure by external users of Eagle Rock's financial statements such as
investors, commercial banks and research analysts. Adjusted EBITDA is
useful in determining our ability to sustain or increase
distributions. By excluding unrealized derivative gains (losses), a
non-cash, mark-to-market benefit (charge) which represents the change
in fair market value of our executed derivative instruments and is
independent of our assets' performance or cash flow generating
ability, we believe Adjusted EBITDA reflects more accurately our
ability to generate cash sufficient to pay interest costs, support our
level of indebtedness, make cash distributions to our unitholders and
general partner and finance our maintenance capital expenditures. We
further believe that Adjusted EBITDA also describes more accurately
the underlying performance of our operating assets by isolating the
performance of our operating assets from the impact of an unrealized,
non-cash measure designed to describe the fluctuating inherent value
of a financial asset. Similarly, by excluding the impact of
non-recurring discontinued operations, Adjusted EBITDA provides users
of our financial statements a more accurate picture of our current
assets' cash generation ability, independently from that of assets
which are no longer a part of our operations. Eagle Rock's Adjusted
EBITDA definition may not be comparable to Adjusted EBITDA or
similarly titled measures of other entities, as other entities may not
calculate Adjusted EBITDA in the same manner as Eagle Rock. Eagle Rock
has reconciled Adjusted EBITDA to net income (loss).

   Distributable Cash Flow is defined as Adjusted EBITDA minus: (i)
maintenance capital expenditures; (ii) cash interest expense; (iii)
cash income taxes; and (iv) the addition of losses or subtraction of
gains relating to other miscellaneous non-cash amounts affecting net
income (loss) for the period. Maintenance capital expenditures
represent: a) in our midstream business, capital expenditures employed
to replace partially or fully depreciated assets to maintain the
existing operating capacity of the Partnership's assets and to extend
their useful lives, or other capital expenditures that are incurred in
maintaining existing system volumes and related cash flows, including
well connect expenditures; and b) in our upstream business, capital
expenditures employed to partially or fully replace production volumes
in order to maintain existing volumes and related cash flows.
Distributable Cash Flow is a significant performance metric used by
senior management to compare basic cash flows generated by the
Partnership (prior to the establishment of any retained cash reserves
by its Board of Directors) to the cash distributions expected to be
paid to unitholders. Using this metric, management can quickly compute
the coverage ratio of estimated cash flows to planned cash
distributions. Distributable Cash Flow is also an important non-GAAP
financial measure for unitholders since it serves as an indicator of
the Partnership's success in providing a cash return on investment.
Specifically, this financial measure indicates to investors whether or
not the Partnership is generating cash flow at a level that can
sustain or support an increase in quarterly distribution rates.
Distributable Cash Flow is also a quantitative standard used
throughout the investment community with respect to publicly-traded
partnerships and limited liability companies because the value of a
unit of such an entity generally is related to the amount of cash
distributions the entity can pay to its unitholders. The GAAP measure
most directly comparable to Distributable Cash Flow is net income
(loss).

   This news release may include "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
All statements, other than statements of historical facts, included in
this press release that address activities, events or developments
that the Partnership expects, believes or anticipates will or may
occur in the future are forward-looking statements. These statements
are based on certain assumptions made by the Partnership based on its
experience and perception of historical trends, current conditions,
expected future developments and other factors it believes are
appropriate under the circumstances. Such statements are subject to a
number of assumptions, risks and uncertainties, many of which are
beyond the control of the Partnership, which may cause the
Partnership's actual results to differ materially from those implied
or expressed by the forward-looking statements. For a detailed list of
the Partnership's risk factors, please consult the Partnership's Form
10-K, filed with the Securities and Exchange Commission for the year
ended December 31, 2007.

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*T
                   Eagle Rock Energy Partners, L.P.
                Consolidated Statements of Operations
                           ($ in thousands)
                             (unaudited)


                                                              Three
                       Three Months          Six Months        Months
                      Ended June 30,       Ended June 30,      Ended
                   -------------------- --------------------
                                                             March 31,
                      2008      2007       2008      2007       2008
                   ---------- --------- ---------- --------- ---------

REVENUE:

 Natural gas,
  natural gas
  liquids,
  condensate, oil
  and sulfur sales $ 451,769  $191,621  $ 808,788  $301,742  $357,019
 Gathering,
  compression and
  processing fees      8,085     6,883     15,228    11,166     7,143
 Minerals and
  royalty income      10,255     3,192     17,213     3,192     6,958
 Unrealized
  commodity
  derivative
  losses            (256,265)  (28,757)  (289,337)  (39,398)  (33,072)
 Realized
  commodity
  derivative gains
  (losses)           (27,708)    1,502    (40,283)    4,501   (12,575)
 Other income            122         -        182         -        60
                   ---------- --------- ---------- --------- ---------
  Total Revenue      186,258   174,441    511,791   281,203   325,533

COSTS AND
 EXPENSES:
 Cost of natural
  gas and natural
  gas liquids        353,558   164,364    629,389   255,000   275,831
 Operations and
  maintenance         17,731    11,396     33,297    19,320    15,566
 Taxes other than
  income               5,263       728      9,610     1,430     4,347
 General and
  administrative      10,026     5,171     21,268     9,391    11,242
 Other operating       6,214         -      6,214     1,711         -
 Impairment                -         -          -         -         -
 Depreciation,
  depletion and
  amortization        26,457    14,149     52,202    25,779    25,745
                   ---------- --------- ---------- --------- ---------
  Total Costs and
   Expenses          419,249   195,808    751,980   312,631   332,731

OPERATING LOSS      (232,991)  (21,367)  (240,189)  (31,428)   (7,198)

Other Income
 (Expense):
 Interest income         160       176        461       300       301
 Other income            886        91      2,433        91     1,547
 Interest expense,
  net                 (6,974)   (8,519)   (16,078)  (16,399)   (9,104)
 Unrealized
  interest rate
  derivative gains
  (losses)            13,689     6,485         29     4,874   (13,660)
 Realized interest
  rate derivative
  gains (losses)      (2,444)      318     (2,545)      534      (101)
 Other expense          (232)     (711)      (447)   (1,003)     (215)
                   ---------- --------- ---------- --------- ---------
  Total Other
   Income
   (Expense)           5,085    (2,160)   (16,147)  (11,603)  (21,232)


LOSS BEFORE INCOME
 TAXES              (227,906)  (23,527)  (256,336)  (43,031)  (28,430)

 Income tax
  (benefit)
  provision             (886)      256       (988)      420      (102)

                   ---------- --------- ---------- --------- ---------
NET LOSS           $(227,020) $(23,783) $(255,348) $(43,451) $(28,328)
                   ========== ========= ========== ========= =========
*T

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                   Eagle Rock Energy Partners, L.P.
                     Consolidated Balance Sheets
                           ($ in thousands)
                             (unaudited)


                                               June 30,   December 31,
                                                 2008         2007
                                              ----------- ------------

Assets
   Current assets:
      Cash and cash equivalents               $   64,586  $    68,552
      Accounts receivable                        186,182      135,633
      Risk management assets                       4,528            -
      Prepayments and other current assets         5,603        3,992
                                              ----------- ------------
                                                 260,899      208,177

   Property plant and equipment - net          1,315,440    1,207,130
   Intangible assets - net                       145,634      153,948
   Goodwill                                       30,513       29,527
   Other assets                                   12,497       11,145
                                              ----------- ------------
   Total assets                               $1,764,983  $ 1,609,927
                                              =========== ============

Liabilities and Members' Equity
   Current liabilities:
      Accounts payable                        $  203,699  $   132,485
      Due to affiliate                            21,069       16,964
      Accrued liabilities                         16,893        9,776
      Taxes payable                                  316          723
      Risk management liabilities                164,006       33,089
                                              ----------- ------------
                                                 405,983      193,037

   Long-term debt                                623,000      567,069
   Asset retirement obligations                   16,773       11,337
   Deferred tax liability                         43,585       17,516
   Risk management liabilities                   259,985       94,200

   Members' equity
      Common unit holders                        398,886      617,563
      Subordinated unit holders                   23,556      112,360
      General partner                             (6,785)      (3,155)
                                              ----------- ------------
                                                 415,657      726,768
                                              ----------- ------------
   Total Liabilities and Members' Equity      $1,764,983  $ 1,609,927
                                              =========== ============
*T

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                   Eagle Rock Energy Partners, L.P.
                          Midstream Segment
                           Operating Income
                           ($ in thousands)
                             (unaudited)

                           Three Months    Six Months Ended   Three
                               Ended                           Months
                             June 30,          June 30,        Ended
                         ----------------- -----------------
                                                             March 31,
                           2008     2007     2008     2007      2008
                         -------- -------- -------- -------- ---------

Panhandle
Revenues:
  Sales of natural gas,
   NGLs, oil and
   condensate            $180,987 $107,884 $334,842 $200,664 $ 153,855
  Gathering and treating
   services                 2,524    2,206    4,993    4,342     2,469
                         -------- -------- -------- -------- ---------
    Total revenues        183,511  110,090  339,835  205,006   156,324
Cost of natural gas and
 natural gas liquids      140,282   86,057  260,400  161,704   120,118
Operating costs and
 expenses:
  Operations and
   maintenance              8,715    8,661   16,463   16,005     7,748
  Depreciation,
   depletion and
   amortization            10,894    9,983   21,603   19,765    10,709
                         -------- -------- -------- -------- ---------
    Total operating
     costs and expenses    19,609   18,644   38,066   35,770    18,457
                         -------- -------- -------- -------- ---------
Operating income         $ 23,620 $  5,389 $ 41,369 $  7,532 $  17,749
                         ======== ======== ======== ======== =========


East Texas/Louisiana (1)
Revenues:
  Sales of natural gas,
   NGLs, oil and
   condensate            $ 93,176 $ 33,853 $160,135 $ 51,194 $  66,959
  Gathering and treating
   services                 4,700    3,785    8,148    5,932     3,448
                         -------- -------- -------- -------- ---------
    Total revenues         97,876   37,638  168,283   57,126    70,407
Cost of natural gas and
 natural gas liquids       83,911   29,105  143,930   44,094    60,019
Operating costs and
 expenses:
  Operations and
   maintenance              3,837    2,877    7,317    4,159     3,480
  Depreciation,
   depletion and
   amortization             2,988    2,056    5,857    3,731     2,869
                         -------- -------- -------- -------- ---------
    Total operating
     costs and expenses     6,825    4,933   13,174    7,890     6,349
                         -------- -------- -------- -------- ---------
Operating income         $  7,140 $  3,600 $ 11,179 $  5,142 $   4,039
                         ======== ======== ======== ======== =========


South Texas (1)
Revenues:
  Sales of natural gas,
   NGLs, oil and
   condensate            $131,794 $ 49,884  229,033 $ 49,884 $  97,239
  Gathering and treating
   services                   861      892    2,087      892     1,226
  Other                         -        -        2        -         2
                         -------- -------- -------- -------- ---------
    Total revenues        132,655   50,776  231,122   50,776    98,467
Cost of natural gas and
 natural gas liquids      129,365   49,202  225,059   49,202    95,694
Operating costs and
 expenses:
  Operations and
   maintenance                574      294    1,227      294       653
  Depreciation,
   depletion and
   amortization               934      379    1,873      379       939
                         -------- -------- -------- -------- ---------
    Total operating
     costs and expenses     1,508      673    3,100      673     1,592
                         -------- -------- -------- -------- ---------
Operating income         $  1,782 $    901 $  2,963 $    901 $   1,181
                         ======== ======== ======== ======== =========

------------------------
(1) Includes operations related to the Laser Acquisition starting on
 May 3, 2007.
*T

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                   Eagle Rock Energy Partners, L.P.
                           Segment Summary
                           Operating Income
                           ($ in thousands)
                             (unaudited)


                    Three Months Ended    Six Months Ended    Three
                                                               Months
                         June 30,             June 30,         Ended
                   -------------------- --------------------
                                                             March 31,
                      2008      2007       2008      2007       2008
                   ---------- --------- ---------- --------- ---------

Midstream
Revenues:
  Sales of natural
   gas, NGLs, oil
   and condensate  $ 405,957  $191,621  $ 724,010  $301,742  $318,053
  Gathering and
   treating
   services            8,085     6,883     15,228    11,166     7,143
  Other                    -         -          2         -         2
                   ---------- --------- ---------- --------- ---------
    Total revenues   414,042   198,504    739,240   312,908   325,198
Cost of natural
 gas and natural
 gas liquids         353,558   164,364    629,389   255,000   275,831
                   ---------- --------- ---------- --------- ---------
Segment gross
 profit               60,484    34,140    109,851    57,908    49,367
Operating costs
 and expenses:
  Operations and
   maintenance        13,126    11,832     25,007    20,458    11,881
  Depletion,
   depreciation
   and
   amortization       14,816    12,418     29,333    23,875    14,517
                   ---------- --------- ---------- --------- ---------
    Total
     operating
     costs and
     expenses         27,942    24,250     54,340    44,333    26,398
                   ---------- --------- ---------- --------- ---------
Operating income   $  32,542  $  9,890  $  55,511  $ 13,575  $ 22,969
                   ========== ========= ========== ========= =========


Upstream (1)
Revenues:
  Oil and
   condensate      $  21,126  $      -  $  39,459  $      -  $ 18,333
  Natural gas          9,431         -     16,557         -     7,126
  NGLs                 8,155         -     16,295         -     8,140
  Sulfur               7,100         -     12,467         -     5,367
  Other                  122                  180                  58
                   ---------- --------- ---------- --------- ---------
    Total revenues    45,934         -     84,958         -    39,024
                   ---------- --------- ---------- --------- ---------
Operating costs
 and expenses:
  Operations and
   maintenance         9,386         -     16,975         -     7,589
  Depreciation,
   depletion and
   amortization        9,914         -     18,339         -     8,425
                   ---------- --------- ---------- --------- ---------
    Total
     operating
     costs and
     expenses         19,300         -     35,314         -    16,014
                   ---------- --------- ---------- --------- ---------
Operating income   $  26,634  $      -  $  49,644  $      -  $ 23,010
                   ========== ========= ========== ========= =========


Minerals (2)
Revenues:
  Oil and
   condensate      $   4,732  $  1,533  $   8,099  $  1,533  $  3,367
  Natural gas          3,565     1,490      5,774     1,490     2,209
  NGLs                   411        98        646        98       235
  Lease bonus,
   rentals and
   other               1,547        71      2,694        71     1,147
                   ---------- --------- ---------- --------- ---------
    Total revenues    10,255     3,192     17,213     3,192     6,958
                   ---------- --------- ---------- --------- ---------
Operating costs
 and expenses:
  Operations and
   maintenance           482       292        925       292       443
  Depreciation,
   depletion and
   amortization        1,528     1,532      4,139     1,532     2,611
                   ---------- --------- ---------- --------- ---------
    Total
     operating
     costs and
     expenses          2,010     1,824      5,064     1,824     3,054
                   ---------- --------- ---------- --------- ---------
Operating income   $   8,245  $  1,368  $  12,149  $  1,368  $  3,904
                   ========== ========= ========== ========= =========


Corporate
Revenues:
  Realized
   commodity
   derivative
   gains (losses)  $ (27,708) $  1,502  $ (40,283) $  4,501  $(12,575)
  Unrealized
   commodity
   derivative
   losses           (256,265)  (28,757)  (289,337)  (39,398)  (33,072)
                   -------------------- -------------------- ---------
    Total revenues  (283,973)  (27,255)  (329,620)  (34,897)  (45,647)
General and
 administrative       10,026     5,171     21,268     9,391    11,242
Depreciation,
 depletion and
 amortization            199       199        391       372       192
Other operating
 expense               6,214         -      6,214     1,711         -
                   ---------- --------- ---------- --------- ---------
Operating income   $(300,412) $(32,625) $(357,493) $(46,371) $(57,081)
                   ========== ========= ========== ========= =========


------------------
(1) Includes operations from the EAC and Redman acquisitions beginning
 on August 1, 2007 and from the Stanolind acquisition beginning on May
 1, 2008.
(2) Includes operations from the Montierra acquisition beginning on
 May 1, 2007 and from the MacLondon acquisition starting July 1, 2007.
*T

-0-
*T
                   Eagle Rock Energy Partners, L.P.
                     Consolidated Segment Summary
                           ($ in thousands)
                             (unaudited)


                    Three Months Ended    Six Months Ended    Three
                                                               Months
                         June 30,             June 30,         Ended
                   -------------------- --------------------
                                                             March 31,
                      2008      2007       2008      2007       2008
                   ---------- --------- ---------- --------- ---------

Total
Revenues:
  Sales of natural
   gas, NGLs, oil,
   condensate and
   sulfur          $ 451,769  $191,621  $ 808,788  $301,742  $357,019
  Gathering and
   treating
   services            8,085     6,883     15,228    11,166     7,143
  Minerals and
   royalty income     10,255     3,192     17,213     3,192     6,958
  Unrealized
   commodity
   derivative
   losses           (256,265)  (28,757)  (289,337)  (39,398)  (33,072)
  Realized
   commodity
   derivative
   gains (losses)    (27,708)    1,502    (40,283)    4,501   (12,575)
  Other                  122         -        182         -        60
                   ---------- --------- ---------- --------- ---------
    Total revenues   186,258   174,441    511,791   281,203   325,533
                   ---------- --------- ---------- --------- ---------

Cost of natural
 gas and natural
 gas liquids         353,558   164,364    629,389   255,000   275,831

Costs and
 expenses:
  Operating           17,731    11,396     33,297    19,320    15,566
  Taxes other than
   income              5,263       728      9,610     1,430     4,347
  General and
   administrative     10,026     5,171     21,268     9,391    11,242
  Other expense        6,214         -      6,214     1,711         -
  Depreciation,
   depletion and
   amortization       26,457    14,149     52,202    25,779    25,745
                   ---------- --------- ---------- --------- ---------
    Total costs
     and expenses     65,691    31,444    122,591    57,631    56,900
                   ---------- --------- ---------- --------- ---------

Operating loss      (232,991)  (21,367)  (240,189)  (31,428)   (7,198)

Other income
 (expense):
  Interest income        160       176        461       300       301
  Other income           886        91      2,433        91     1,547
  Interest expense    (6,974)   (8,519)   (16,078)  (16,399)   (9,104)
  Unrealized
   interest rate
   derivative
   gains (losses)     13,689     6,485         29     4,874   (13,660)
  Realized
   interest rate
   derivative
   gains (losses)     (2,444)      318     (2,545)      534      (101)
  Other income
   (expense)            (232)     (711)      (447)   (1,003)     (215)
                   ---------- --------- ---------- --------- ---------
    Total other
     income
     (expense)         5,085    (2,160)   (16,147)  (11,603)  (21,232)
                   ---------- --------- ---------- --------- ---------

Loss before income
 taxes              (227,906)  (23,527)  (256,336)  (43,031)  (28,430)

Income tax
 (benefit)
 provision              (886)      256       (988)      420      (102)

                   ---------- --------- ---------- --------- ---------
Net loss           $(227,020) $(23,783) $(255,348) $(43,451) $(28,328)
                   ========== ========= ========== ========= =========

Adjusted EBITDA    $  57,504  $ 22,159  $ 110,282  $ 36,252  $ 52,778
                   ========== ========= ========== ========= =========
*T

-0-
*T
                   Eagle Rock Energy Partners, L.P.
                   Midstream Operations Information
                             (unaudited)



                      Three Months Ended         Six Months Ended
                           June 30,                  June 30,
                   ------------------------- -------------------------
                       2008         2007         2008         2007
                   ------------ ------------ ------------ ------------

Gas gathering
 volumes -
 (Average Mcf/d)
Texas Panhandle        149,881      138,032      152,225      138,544
East
 Texas/Louisiana       179,744      131,535      171,824      111,519
South Texas             84,514       67,574       81,312       33,787
                   ------------ ------------ ------------ ------------
  Total                414,139      337,141      405,361      283,850
                   ============ ============ ============ ============


NGLs and
 condensate - (Net
 equity gallons)
Texas Panhandle     19,650,791   21,641,964   41,535,043   41,634,155
East
 Texas/Louisiana     6,624,451    4,823,502   11,928,049    7,930,684
South Texas            377,706      155,904      827,568      155,904
                   ------------ ------------ ------------ ------------
  Total             26,652,948   26,621,370   54,290,660   49,720,743
                   ============ ============ ============ ============


Natural gas short
 position -
 (Average MMBtu/d)
Texas Panhandle         (4,974)      (9,320)      (6,112)      (7,919)
East
 Texas/Louisiana         1,543          668          958        1,664
South Texas                500          333          500          167
                   ------------ ------------ ------------ ------------
  Total                 (2,931)      (8,319)      (4,654)      (6,088)
                   ============ ============ ============ ============


Average realized
 NGL price - per
 gallon
Texas Panhandle    $      1.78  $      1.19  $      1.63  $      0.93
East
 Texas/Louisiana   $      1.40  $      0.97  $      1.33  $      0.94
South Texas        $      1.73  $      1.51  $      1.74  $      1.51
  Weighted average $      1.65  $      1.14  $      1.53  $      1.05


Average realized
 condensate price
 - per Bbl
Texas Panhandle    $    117.93  $     54.43  $    104.15  $     50.27
East
 Texas/Louisiana   $    116.33  $     72.82  $    111.37  $     62.04
South Texas        $    123.16  $     62.17  $    105.12  $     62.17
  Weighted average $    117.99  $     55.65  $    104.76  $     51.08


Average realized
 natural gas price
 - per MMbtu
Texas Panhandle    $      9.44  $      6.64  $      8.42  $      6.39
East
 Texas/Louisiana   $     12.32  $      7.24  $     10.67  $      7.04
South Texas        $     10.88  $      6.62  $      9.67  $      6.62
  Weighted average $     10.57  $      6.64  $      9.32  $      6.73



                                                        Three Months
                                                            Ended
                                                       March 31, 2008
                                                       ---------------

Gas gathering volumes - (Average Mcf/d)
Texas Panhandle                                               154,570
East Texas/Louisiana                                          163,817
South Texas                                                    78,075
                                                       ---------------
  Total                                                       396,462
                                                       ===============


NGLs and condensate - (Net equity gallons)
Texas Panhandle                                            21,884,252
East Texas/Louisiana                                        5,303,598
South Texas                                                   449,862
                                                       ---------------
  Total                                                    27,637,712
                                                       ===============


Natural gas short position - (Average MMBtu/d)
Texas Panhandle                                                (7,263)
East Texas/Louisiana                                              367
South Texas                                                       500
                                                       ---------------
  Total                                                        (6,396)
                                                       ===============


Average realized NGL price - per gallon
Texas Panhandle                                        $         1.50
East Texas/Louisiana                                   $         1.25
South Texas                                            $         2.05
  Weighted average                                     $         1.42


Average realized condensate price - per Bbl
Texas Panhandle                                        $        90.80
East Texas/Louisiana                                   $       102.59
South Texas                                            $        90.18
  Weighted average                                     $        91.44


Average realized natural gas price - per MMbtu
Texas Panhandle                                        $         7.41
East Texas/Louisiana                                   $         8.61
South Texas                                            $         8.24
  Weighted average                                     $         7.95
*T

-0-
*T
                   Eagle Rock Energy Partners, L.P.
             Upstream and Minerals Operations Information
                             (unaudited)


                    Three Months Ended   Six Months Ended     Three
                                                              Months
                         June 30,            June 30,         Ended
                    ------------------- -------------------
                                                            March 31,
                       2008      2007      2008      2007      2008
                    ---------- -------- ---------- -------- ----------

Upstream
Production:
  Oil and
   condensate (Bbl)    184,511      N/A    385,916      N/A    201,405
  Gas (Mcf)            873,093      N/A  1,715,290      N/A    842,197
  NGLs (Bbl)           118,644      N/A    246,097      N/A    127,453
Total Mcfe           2,692,023      N/A  5,507,368      N/A  2,815,345

Sulfur (Long ton)       19,724      N/A     45,956      N/A     26,232

Realized prices,
 excluding
 derivatives:
  Oil and
   condensate (per
   Bbl)             $   114.50      N/A $   102.25      N/A $    91.03
  Gas (per Mcf)     $    10.80      N/A $     9.65      N/A $     8.46
  NGLs (per Bbl)    $    68.74      N/A $    66.21      N/A $    63.87
  Sulfur (per Long
   ton)             $   359.97      N/A $   271.28      N/A $   204.60

Operating
 statistics:
  Operating costs
   per Mcfe (incl
   production
   taxes)           $     3.49      N/A $     3.08      N/A $     2.70
  Operating Income
   per Mcfe         $     9.89      N/A $     9.01      N/A $     8.17

Drilling program
 (gross wells):
  Development wells          6      N/A         12      N/A          6
  Completions                6      N/A         12      N/A          6
  Workovers                  1      N/A          1      N/A          -
  Recompletions              3      N/A          7      N/A          4


Minerals
Production:
  Oil and
   condensate (Bbl)     40,907   24,412     78,740   24,412     37,833
  Gas (Mcf)            339,518  172,212    655,474  172,212    315,956
  NGLs (Bbl)             6,215    2,895     10,400    2,895      4,185
Total Mcfe             622,250  336,054  1,129,400  336,054    568,064

Realized prices,
 excluding
 derivatives:
  Oil and
   condensate (per
   Bbl)             $   115.68 $  62.80 $   102.86 $  62.80 $    89.00
  Gas (per Mcf)     $    10.50 $   8.65 $     8.81 $   8.65 $     6.99
  NGLs (per Bbl)    $    66.13 $  33.85 $    62.12 $  33.85 $    56.15
*T

   Non-GAAP Financial Measures

   The following tables present a reconciliation of the non-GAAP
financial measures of (i) Adjusted EBITDA to the GAAP financial
measure of net income (loss) and (ii) Distributable Cash Flow to the
GAAP financial measure of net income (loss) for each of the periods
indicated.

-0-
*T
                   Eagle Rock Energy Partners, L.P.
                   GAAP to Non-GAAP Reconciliations
                           ($ in thousands)
                             (unaudited)



Net loss to
 adjusted EBITDA
                    Three Months Ended    Six Months Ended    Three
                                                               Months
                         June 30,             June 30,         Ended
                   -------------------- --------------------
                                                             March 31,
                      2008      2007       2008      2007       2008
                   ---------- --------- ---------- --------- ---------

Net loss, as
 reported          $(227,020) $(23,783) $(255,348) $(43,451) $(28,328)

Depreciation,
 depletion and
 amortization
 expense              26,457    14,149     52,202    25,779    25,745
Risk management
 interest related
 instruments-
 unrealized          (13,689)   (6,485)       (29)   (4,874)   13,660
Risk management
 commodity related
 instruments-
 unrealized          256,265    28,757    289,337    39,398    33,072
Non-recurring
 operating items
 (1)                   6,214         -      6,214     1,711         -
Restricted units
 non-cash
 amortization
 expense               1,559       620      2,718       792     1,159
Income tax
 provision
 (benefit)              (886)      256       (988)      420      (102)
Interest - net
 including
 realized risk
 management
 instruments and
 other expense         9,490     8,736     18,609    16,568     9,119
Other income            (886)      (91)    (2,433)      (91)   (1,547)

                   ---------- --------- ---------- --------- ---------
   Adjusted EBITDA $  57,504  $ 22,159  $ 110,282  $ 36,252  $ 52,778
                   ========== ========= ========== ========= =========


Net loss to
 distributable
 cash flow

Net loss, as
 reported          $(227,020) $(23,783) $(255,348) $(43,451) $(28,328)

Depreciation,
 depletion and
 amortization
 expense              26,457    14,149     52,202    25,779    25,745
Risk management
 interest related
 instruments-
 unrealized          (13,689)   (6,485)       (29)   (4,874)   13,660
Risk management
 commodity related
 instruments-
 unrealized          256,265    28,757    289,337    39,398    33,072
Capital
 expenditures-
 maintenance
 related             (11,152)   (4,574)   (16,012)   (6,728)   (4,860)
Restricted units
 non-cash
 amortization
 expense               1,559       620      2,718       792     1,159
Income tax
 provision
 (benefit)              (886)      256       (988)      420      (102)
Other income            (886)      (91)    (2,433)      (91)   (1,547)
Cash income taxes       (166)     (174)      (304)     (175)     (138)

                   ---------- --------- ---------- --------- ---------
   Distributable
    cash flow      $  30,482  $  8,675  $  69,143  $ 11,070  $ 38,661
                   ========== ========= ========== ========= =========

   Distributable
    cash flow
    excluding non-
    recurring
    items (2)      $  36,696  $  8,675  $  75,357  $ 12,781  $ 38,661
                   ========== ========= ========== ========= =========

------------------
(1) Includes the SemGroup bad debt expense for the three and six
 months ended June 30, 2008 and a settlement of arbitration for $1.4
 million and severance to a former executive of $0.3 million for the
 six months ended June 30, 2007.
(2) Represents distributable cash flows ("DCF") adjusted to exclude
 the non-recurring operating items in footnote (1) above. This
 presentation allows for the trend analysis of DCF with the exclusion
 of non-recurring items.
*T

Eagle Rock Energy Partners, L.P.
Elizabeth Wilkinson, 281-408-1329 (Investor Relations)

Copyright Business Wire 2008



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