UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(MARK ONE)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY
PERIOD ENDED JUNE 30, 1998 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 333-51713
MARKET HUB PARTNERS STORAGE, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 76-0558052
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
16420 Park Ten Place, Suite 420
Houston, Texas
77084
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(281) 597-6777
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES [ ] NO [X]
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MARKET HUB PARTNERS STORAGE, L.P.
(A DELAWARE LIMITED PARTNERSHIP)
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
JUNE 30, DECEMBER 31,
1998 1997
--------- ---------
(IN THOUSANDS)
ASSETS
Current Assets:
Cash and cash equivalents ................... $ 31,546 $ 2,153
Accounts and notes receivable ............... 8,904 3,418
Inventory and other current assets .......... 2,906 2,036
--------- ---------
Total current assets ................... 43,356 7,607
--------- ---------
Property and Equipment:
Natural gas storage facilities .................. 149,878 136,586
Construction in progress ........................ 16,362 21,778
Less accumulated depreciation ................... (13,217) (10,391)
--------- ---------
153,023 147,973
Other Assets and Restricted Cash .................... 4,308 4,307
--------- ---------
$ 200,687 $ 159,887
========= =========
LIABILITIES AND PARTNERS' CAPITAL
Current Liabilities:
Current portion of long-term debt ............... $ _ $ 4,449
Accounts payable:
Trade and other ........................ 1,257 3,955
Partners and affiliates ................ _ 943
Accrued liabilities ............................. 4,079 1,584
--------- ---------
Total current liabilities ....................... 5,336 10,931
Long-Term Debt, net of current portion .............. 115,000 49,043
Partners' capital ................................... 80,351 99,913
--------- ---------
$ 200,687 $ 159,887
========= =========
See Notes to Consolidated Financial Statements.
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<PAGE>
MARKET HUB PARTNERS STORAGE, L.P.
(A DELAWARE LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
---------------------- -------------------
JUNE 30, JUNE 30, JUNE 30, JUNE 30,
1998 1997 1998 1997
--------- --------- -------- --------
(IN THOUSANDS) (IN THOUSANDS)
<S> <C> <C> <C> <C>
Revenues:
Salt cavern storage revenues............ $ 6,665 $ 5,830 $ 13,169 $ 11,244
Hub services revenues................... 197 288 1,341 900
--------- --------- -------- --------
Total revenues.......................... 6,862 6,118 14,510 12,144
--------- --------- -------- --------
Operating Expense:
Operations and maintenance.............. 641 514 1,111 1,064
Plant administrative.................... 24 562 236 1,039
Property taxes.......................... 247 220 487 423
Royalty payments........................ 68 29 136 123
General and administrative.............. 661 460 1,477 931
Depreciation and amortization........... 1,633 1,237 2,939 2,417
--------- --------- -------- --------
Total operating expenses................ 3,274 3,022 6,386 5,997
--------- --------- -------- --------
Operating income............................. 3,588 3,096 8,124 6,147
Interest expense............................. 2,100 1,022 3,133 2,115
Interest income.............................. 559 26 766 39
--------- --------- -------- --------
Net Income Before Extraordinary Item......... 2,047 2,100 5,757 4,071
Extraordinary loss on early extinguishment of
debt......................................... - - (6,702) -
--------- --------- ---------- --------
Net Income (loss)............................ $ 2,047 $ 2,100 $ (945) $ 4,071
========= ========= ====================
</TABLE>
See Notes to Consolidated Financial Statements
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<PAGE>
MARKET HUB PARTNERS STORAGE, L.P.
(A DELAWARE LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
----------------------
JUNE 30, JUNE 30,
1998 1997
--------- ---------
(IN THOUSANDS)
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income (loss) ............................................ $ (945) $ 4,071
Adjustments to reconcile net income (loss) to cash provided by
operating activities
Depreciation and amortization ............................ 2,939 2,417
Extraordinary loss on early extinguishment of debt ....... 6,702 --
Changes in assets and liabilities:
Decrease (increase) in accounts receivable ............... (986) 1,065
Decrease (increase) in inventory and other current assets (870) 146
Decrease (increase) in other assets and restricted cash .. 10 (628)
Decrease in trade payables and accrued liabilities ....... (203) (988)
Decrease in payable to partners, affiliates and other .... (943) (101)
--------- ---------
Net cash provided by operating activities ................ 5,704 5,982
--------- ---------
Cash Flows from Investing Activities:
Capital expenditures ......................................... (7,876) (10,536)
Issuance of note to Tioga project ............................ (4,500) --
--------- ---------
Net cash used in investing activities ........................ 12,376 10,536
--------- ---------
Cash Flows from Financing Activities:
Issuance of long-term debt (net of expenses of $8,910) ...... 106,090 --
Repayments of long-term debt ................................ (53,492) (2,064)
Receipt of restricted cash .................................. 2,084 --
Capital contributions from partners ......................... -- 7,846
Capital distributions to partners ........................... (18,617) --
--------- ---------
Net cash provided by financing activities ................... 36,065 5,782
--------- ---------
Net increase in cash and cash equivalents ................... 29,393 1,228
Cash and cash equivalents at beginning of period ............ 2,153 326
--------- ---------
Cash and cash equivalents at end of period .................. $ 31,546 $ 1,554
========= =========
Supplementary Non-Cash Investing and Financing Activities:
Non-Cash Capital Contribution .............................. $ -- $ --
</TABLE>
See Notes to Consolidated Financial Statements
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<PAGE>
MARKET HUB PARTNERS STORAGE, L.P.
(A DELAWARE LIMITED PARTNERSHIP)
CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL
(UNAUDITED)
SIX MONTHS ENDED
----------------
JUNE 30,
1998
(IN THOUSANDS)
Partner Contributions (Distributions).......................... $ (18,617)
Net Income (loss).............................................. (945)
-----------
Net Increase (Decrease) in Capital............................. (19,562)
Partners' Capital Balance, Beginning of Period................. 99,913
-----------
Partners' Capital Balance, End of Period....................... $ 80,351
===========
See Notes to Consolidated Financial Statements
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<PAGE>
MARKET HUB PARTNERS STORAGE, L.P.
(A DELAWARE LIMITED PARTNERSHIP)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(ALL AMOUNTS IN THOUSANDS, UNLESS OTHERWISE NOTED)
NOTE 1. BASIS OF PRESENTATION
Market Hub Partners Storage, L.P. (the "Company") owns and operates two
natural gas market hubs, "Moss Bluff" and "Egan," located near Houston, Texas
and in Acadia Parish, Louisiana, respectively, which provide producers,
end-users, local distribution companies, pipelines and natural gas marketers
with "unbundled" high deliverability storage services, cash market trading, real
time title tracking and other hub services. The Company was formed on December
31, 1997 as a Delaware limited partnership. The Company is wholly owned by
Market Hub Partners, L.P. ("MHP") through its direct 99.99% limited partner
interest and its subsidiary's, Market Hub Partners Storage, L.L.C., .01% general
partner interest. MHP is owned by TPC Corporation, a wholly owned subsidiary of
PacifiCorp, and subsidiaries of NIPSCO Industries, Inc., DPL Inc., and Public
Service Enterprise Group, Inc.
The accompanying consolidated financial statements and notes for the
Company have been prepared pursuant to the rules and regulations of the
Securities and Exchange Commission. Accordingly, certain footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been omitted pursuant to such rules and
regulations. In connection with the preparation of these financial statements,
management was required to make estimates and assumptions that affect the
reported amount of assets, liabilities, revenues, expenses and disclosure of
contingent liabilities. Actual results could differ from such estimates.
The consolidated financial statements included herein are unaudited;
however, they include adjustments (all of which are normal and recurring) which,
in the opinion of management, are necessary to fairly state the consolidated
financial position of the Company as of June 30, 1998, the results of its
operations for the three and six months ended June 30, 1998 and 1997, and its
cash flows for the six months ended June 30, 1998 and 1997.
NOTE 2. LONG-TERM DEBT
144A FINANCING. In March 1998, pursuant to an indenture among the
Company, certain of its subsidiaries and the trustee (the "Indenture"), the
Company completed the sale of $115,000 in 8 1/4% senior unsecured notes due 2008
(the "Unsecured Notes") in a private placement. The net proceeds from the sale
were approximately $111,400. Of such amount, the Company used approximately
$59,300 to repay the entire outstanding principal amount of certain secured
indebtedness owed to third parties (the "Old Notes"), including accrued interest
and prepayment penalties. Approximately $26,000 will be used to fund capital
expenditures for the continued expansion and development of its facilities and
to purchase incremental pad gas. The Company distributed to MHP approximately
$17,600 of the net proceeds from the Unsecured Notes offering, which was used by
MHP to repay debt owed by MHP to its partners, including accrued interest.
Additionally, as discussed in Note 3 below, the Company loaned $4,500 of the net
proceeds of the Unsecured Notes offering to a subsidiary of MHP to develop
another project. The Company intends to loan an additional $500 to this
subsidiary in the future. All remaining proceeds from the Unsecured Notes
offering will be used to fund the Company's working capital requirements and for
other general business purposes.
During August of 1998, the Company expects to complete an offering to
exchange all of the outstanding Unsecured Notes for newly issued notes ("New
Notes"). The New Notes have been registered with the Securities and Exchange
Commission under the Securities Act of 1933, as amended, but are otherwise
substantially the same in all material respects to the Unsecured Notes.
As a result of the repayment of the Old Notes discussed above, the
Company recorded a $6,702 extraordinary loss. Approximately $5,057 of the
extraordinary loss was a prepayment penalty made to holders of the Old Notes and
$1,645 was a write-off of unamortized deferred financing costs associated with
the Old Notes. In addition, $2,084 of restricted cash was made available to the
Company.
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<PAGE>
CREDIT FACILITY. In April 1998, the Company executed a credit facility
(the "Credit Facility") with Bank One, Texas, N.A. that expires December 2000.
The Credit Facility provides for revolving credit borrowings up to $20,000 in
the aggregate outstanding at any time. Borrowings under the Credit Facility will
bear interest at a rate per annum, at the Company's option, equal to: (i) the
bank's prime rate or (ii) the London Interbank Offered Rate plus 2%. The Credit
Facility is secured by substantially all the assets of the Company and includes
certain covenants applicable to the Company, including requirements that the
Company comply with certain financial ratios. The Company has not made any
borrowings under the Credit Facility as of June 30, 1998.
NOTE 3. NOTES RECEIVABLE
Included in the accounts and notes receivable balance is a $4,500 note,
bearing interest at prime plus 2%, issued by the Company to a wholly owned
subsidiary of MHP. The note covers pre-construction expenditures associated with
a development project in Tioga County, Pennsylvania. The Company expects that
the note will be repaid when financing is secured for the Tioga project.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with
the Company's Consolidated Financial Statements, and the notes thereto, included
in Item 1 of this Report.
GENERAL
The Company markets its natural gas storage services to utilities,
pipeline companies, local distribution companies, producers and natural gas
marketers. The Company receives fees for use of its salt cavern storage
facilities, which generally include a contractual demand charge for the
reservation of storage space and, in some instances, injection and withdrawal
fees for the actual use of the space. A relatively stable source of revenues
exists from several long-term, demand charge contracts with customers at the
Company's two operating facilities. These contracts provide a minimum level of
revenue regardless of usage by the customer.
The Company also offers short-term firm and interruptible hub services
to its customers. These services include balancing, wheeling, title transfer,
imbalance trading and loaning natural gas. The Company is currently using hub
services to generate incremental revenue and to provide existing and potential
long-term customers with an inexpensive way to incorporate these services in
their natural gas portfolios. The Company believes that hub service transactions
may lead to additional long-term storage contracts over time.
CAPACITY EXPANSIONS
The Company's financial condition and results of operations are directly
related to the working storage capacity of the Company's storage facilities. As
of June 30, 1998, working storage capacity was approximately 9.6 Bcf at Moss
Bluff and approximately 8.2 Bcf at Egan, for a total of 17.8 Bcf. At December
31, 1997, working storage capacity was approximately 9.5 Bcf at Moss Bluff and
approximately 6.5 Bcf at Egan, for a total storage capacity of 16.0 Bcf.
RESULTS OF OPERATIONS
The Company was formed by MHP on December 31, 1997 to hold the equity
interests of Moss Bluff, Egan and their respective general partners. Financial
and operating data for the periods presented have been restated to reflect the
financial position and results of operations as if the formation of the Company
had occurred at the beginning of the earliest period presented. However, such
restated data does not purport to represent what the Company's actual
performance would have been had the Company been formed and acquired those
equity interests at that time.
COMPARISON OF SECOND QUARTER 1998 AND SECOND QUARTER 1997
REVENUES. Revenues for the second quarter of 1998 were $6.9 million
compared to $6.1 million for the second quarter of 1997, an increase of $0.8
million, or 13%. This $0.8 million increase is attributable to an increase in
salt cavern storage revenues. The increase in salt cavern storage revenues is
principally due to an increase in working storage capacity from 13.9 Bcf at June
30, 1997 to 17.8 Bcf at June 30, 1998.
OPERATING EXPENSES. Operating expenses were $3.3 million for the second
quarter of 1998 compared to $3.0 million for the second quarter of 1997, an
increase of $0.3 million, or 10%. The increase is a result of increased
activities at the operating facilities resulting from the storage capacity
expansion program.
OPERATING INCOME. As a result of the factors described above, operating
income for the second quarter of 1998 increased to $3.6 million from $3.1
million in the second quarter 1997, an increase of $0.5 million, or 16%.
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<PAGE>
NET INTEREST EXPENSE. Net interest expense was $1.5 million for the
second quarter of 1998 compared to $1 million for the second quarter of 1997, an
increase of $0.5 million, or 50%. This increase is the result of issuance of
$115 million in aggregate principal amount of the Unsecured Notes in March 1998.
The increase in interest expense associated with the issuance is partially
offset by a $0.5 million increase in interest income associated with a higher
cash balance.
COMPARISON OF FIRST SIX MONTHS OF 1998 AND FIRST SIX MONTHS OF 1997
REVENUES. Revenues for the first six months of 1998 were $14.5 million
compared to $12.1 million for the first six months of 1997, an increase of $2.4
million, or 20%. This $2.4 million increase is attributable to a $1.9 million
increase in salt cavern storage revenues and to a $0.4 million increase in hub
services revenue. The increase in salt cavern storage revenues is principally
due to an increase in working storage capacity from 13.9 Bcf at June 30, 1997 to
17.8 Bcf at June 30, 1998. Increased hub service revenues reflect increased
provision of such services and expanded surface infrastructure at the Company's
facilities.
OPERATING EXPENSES. Operating expenses were $6.4 million for the first
six months of 1998 compared to $6.0 million for the first six months of 1997, an
increase of $0.4 million, or 7%. The increase is a result of increased
activities at the operating facilities resulting from the storage capacity
expansion program.
OPERATING INCOME. As a result of the factors described above, operating
income for the first six months of 1998 increased to $8.1 million from $6.1
million in the first six months 1997, an increase of $2.0 million, or 33%.
NET INTEREST EXPENSE. Net interest expense was $2.4 million for the
first six months of 1998 compared to $2.1 million for the first six months of
1997, an increase of $0.3 million, or 14%. This increase is the result of
issuance of $115 million in aggregate principal amount of the Unsecured Notes in
March 1998. The increase in interest expense associated with the issuance is
partially offset by a $0.7 million increase in interest income associated with a
higher cash balance.
LIQUIDITY AND CAPITAL RESOURCES
GENERAL. In April 1998, the Company executed a credit facility (the
"Credit Facility") with Bank One, Texas, N.A. that expires December 2000. The
Credit Facility provides for revolving credit borrowings up to $20.0 million in
the aggregate outstanding at any time. Borrowings under the Credit Facility will
bear interest at a rate per annum, at the Company's option, equal to: (i) the
bank's prime rate or (ii) the London Interbank Offered Rate plus 2%. The Credit
Facility is secured by substantially all the assets of the Company and includes
certain covenants applicable to the Company, including requirements that the
Company comply with certain financial ratios.
CASH FLOWS. Net cash provided by operating activities was $5.4 million
for the first six months of 1998 and $6.0 million for the first six months of
1997. The reduction in cash flows from operating activities is primarily due to
increases in accounts receivable during the first six months of 1998.
Net cash used in investing activities during the first six months of
1998 and 1997 consisted entirely of capital expenditures to increase working gas
storage capacity. The Company spent $7.9 million and $10.5 million during the
first six months of 1998 and 1997, respectively. During the first six months of
1998, working gas storage capacity increased 1.8 Bcf, to 17.8 Bcf from 16.0 Bcf
at December 31, 1997.
Net cash provided by financing activities was $31.9 million during the
first six months of 1998 and $5.8 million during the first six months of 1997.
During the first quarter of 1998, the Company issued $115 million in aggregate
principal amount of the Unsecured Notes and used approximately $59.3 million of
the proceeds thereof to repay the Old Notes. As discussed in Note 2 to the
Consolidated Financial Statements, the Company distributed $17.6 million to MHP
for repayment of certain indebtedness owed to certain limited partners of MHP,
including $0.6 million of accrued interest. In addition, a $4.5 million loan was
made to an MHP subsidiary for the Tioga project. The Company also received
$2,084 of cash that had been restricted under terms of the Old Notes. During the
second quarter of 1998, the Company distributed $1 million to MHP, as permitted
by the Indenture.
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<PAGE>
CAPITAL EXPENDITURES. With the consummation of the Unsecured Notes
offering, the Company expects that its primary capital requirements will be for
debt service, working capital and capital expenditures. The Company plans to use
approximately $26.0 million of the net proceeds of the Unsecured Notes offering
to expand the capacity of its current facilities at Moss Bluff and Egan and to
purchase incremental pad gas. After this additional capacity has been added,
management expects that capital expenditures needed to maintain these facilities
will be relatively low. The Company projects that its maintenance capital
expenditures for 1998 will be less than $1.0 million. The Company believes that
funds generated from operations and funds available under the Credit Facility
will be sufficient to meet its liquidity requirements for the foreseeable
future.
YEAR 2000 COMPLIANCE
The Company is conducting a program to review and, if necessary, resolve
data processing issues relating to whether its computer systems will recognize
the year 2000 or will treat any date after December 31, 1999 as a date during
the twentieth century. The Company does not currently have any information,
other than publicly available information, concerning the year 2000 compliance
status of its customers or vendors. Although the Company currently anticipates
that it will not incur material expenditures or disruption of operations
relating to year 2000 processing issues, if the Company or its customers or
vendors are unable to resolve any significant processing issues that may arise
in a timely manner, such inability could have an adverse effect on the Company's
business, financial condition and results of operations. Accordingly, the
Company plans to devote the necessary resources to resolve all significant year
2000 issues in a timely manner.
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<PAGE>
PART II-OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Use of Proceeds
The Company currently has no securities registered pursuant to the
Securities Exchange Act of 1934, nor has it issued any equity securities during
the first quarter of 1998. On March 4, 1998, the Company sold $115 million
aggregate principal amount of 8 1/4% Unsecured Notes due 2008 to SBC Warburg
Dillon Read, Inc. (the "Initial Purchaser") in a transaction exempt from
registration under Rule 144A. Following the discount to the Initial Purchaser of
2 1/4% and after deducting $1.0 million in expenses payable by the Company, net
proceeds to the Company from the offering of the Unsecured Notes were
approximately $111.4 million.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
This Report contains certain forward-looking statements regarding the
intent, belief and current expectations of the Company's management. Although
the Company believes that the expectations reflected in such forward-looking
statements are reasonable, it can give no assurance that such expectations will
prove to be correct. Generally, these statements relate to business plans or
strategies, projected or anticipated benefits or other consequences of such
plans or strategies, or projections involving anticipated revenues, expenses,
earnings, levels of capital expenditures or other aspects of operating results.
The operations of the Company are subject to a number of uncertainties, risks
and other influences, many of which are outside the control of the Company and
any one of which, or a combination of which, could materially affect the results
of the Company's operations and whether the forward-looking statements made by
the Company ultimately prove to be accurate. Important factors that could cause
actual results to differ materially from the Company's expectations are
disclosed in "Risk Factors" and elsewhere in the Company's Registration
Statement on Form S-4 (Registration No. 333-51713) filed with the Securities and
Exchange Commission. The Company assumes no obligation to update any
forward-looking statements.
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<PAGE>
Item 6. Index to Exhibits
3.1* Certificate of Limited Partnership of Market Hub Partners Storage,
L.P., as amended as of January 30, 1998 (incorporated by reference to
Exhibit 3.1 to the Registration Statement on Form S-4 (Registration No.
33-51713)).
3.2* Limited Partnership Agreement of Market Hub Partners Storage, L.P., as
amended as of December 31, 1997 by and between Market Hub Partners
Finance, L.L.C. and Market Hub Partners, L.P. (incorporated by
reference to Exhibit 3.2 to the Company's Registration Statement on
Form S-4 (Registration No. 33-51713)).
3.3* Certificate of Incorporation of Market Hub Partners Finance, Inc., as
of January 30, 1998 (incorporated by reference to Exhibit 3.3 to the
Company's Registration Statement on Form S-4 (Registration No.
33-51713)).
3.4* Amended and Restated By-Laws of Market Hub Partners Finance, Inc., as
of January 30, 1998 (incorporated by reference to Exhibit 3.4 to the
Company's Registration Statement on Form S-4 (Registration No.
33-51713)).
4.1* Indenture dated March 1, 1998 by and among Market Hub Partners Storage,
L.P., Market Hub Partners Finance, Inc., the Subsidiary Guarantors and
IBJ Schroder Bank & Trust Company, as Trustee (incorporated by
reference to Exhibit 4.1 to the Company's Registration Statement on
Form S-4 (Registration No. 33-51713)).
4.2* Registration Rights Agreement dated March 4, 1998 by and among Market
Hub Partners Storage, L.P., Market Hub Partners Finance, Inc., the
Subsidiary Guarantors and SBC Warburg Dillon Read Inc. (incorporated by
reference to Exhibit 4.2 to the Company's Registration Statement on
Form S-4 (Registration No. 33-51713)).
4.3* Note Purchase Agreement dated April 11, 1997 by and among Market Hub
Partners, L.P. and the Note Purchasers Party Thereto (incorporated by
reference to Exhibit 4.3 to the Company's Registration Statement on
Form S-4 (Registration No. 33-51713)).
4.4* Waiver and Amendment Agreement dated February 11, 1998 by and among
Market Hub Partners, L.P. and the Note Purchasers Party Thereto of the
Note Purchase Agreement dated April 11, 1997 (incorporated by reference
to Exhibit 4.4 to the Company's Registration Statement on Form S-4
(Registration No. 33-51713)).
10.1* Assumption Agreement dated March 1, 1998 by and among Market Hub
Partners Storage, L.P. and Market Hub Partners Finance, Inc.
(incorporated by reference to Exhibit 10.1 to the Company's
Registration Statement on Form S-4 (Registration No.
33-51713)).
10.2* Credit Agreement dated April 15, 1998 by and among Market Hub Partners
Storage, L.P., the Guarantors party thereto and Bank One, Texas,
National Association (incorporated by reference to Exhibit 10.2 to the
Company's Registration Statement on Form S-4 (Registration No.
33-51713)).
10.3* Employment Agreement dated January 1, 1998 by and among Market Hub
Partners, L.P., Market Hub Partners Storage, L.P., Market Hub Partners
Storage, L.L.C. and Donald B. Russell (incorporated by reference to
Exhibit 10.3 to the Company's Registration Statement on Form S-4
(Registration No. 33-51713)).
10.4* Agreement dated February 24, 1998 by and between Market Hub Partners,
Inc. and Donald B. Russell (incorporated by reference to Exhibit 10.4
to the Company's Registration Statement on Form S-4 (Registration No.
33-51713)).
10.5* Employment Agreement dated January 1, 1998 by and among Market Hub
Partners, L.P., Market Hub Partners Storage, L.P., Market Hub Partners
Storage, L.L.C. and David W. Hooker (incorporated by reference to
Exhibit 10.5 to the Company's Registration Statement on Form S-4
(Registration No. 33-51713)).
10.6* Agreement dated February 6, 1998 by and between Market Hub Partners,
Inc. and David W. Hooker (incorporated by reference to Exhibit 10.6 to
the Company's Registration Statement on Form S-4 (Registration No.
33-51713)).
10.7* Employment Agreement dated January 1, 1998 by and among Market Hub
Partners, L.P., Market Hub Partners Storage, L.P., Market Hub Partners
Storage, L.L.C. and Anthony J. Clark (incorporated by reference to
Exhibit 10.7 to the Company's Registration Statement on Form S-4
(Registration No. 33-51713)).
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<PAGE>
10.8* Employment Agreement dated January 1, 1998 by and among Market Hub
Partners, L.P., Market Hub Partners Storage, L.P., Market Hub Partners
Storage, L.L.C. and Jack W. Gatewood (incorporated by reference to
Exhibit 10.8 to the Company's Registration Statement on Form S-4
(Registration No. 33-51713)).
10.9* Employment Agreement dated February 8, 1998 by and among Market Hub
Partners, L.P., Market Hub Partners Storage, L.P., Market Hub Partners
Storage, L.L.C. and Patrick Lorio (incorporated by reference to Exhibit
10.9 to the Company's Registration Statement on Form S-4 (Registration
No. 33-51713)).
10.10* Employment Agreement dated January 1, 1998 by and among Market Hub
Partners, L.P., Market Hub Partners Storage, L.P., Market Hub Partners
Storage, L.L.C. and Mark D. Cook (incorporated by reference to Exhibit
10.10 to the Company's Registration Statement on Form S-4 (Registration
No. 33-51713)).
27.1 Financial Data Schedule
* Incorporated herein by reference as indicated.
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<PAGE>
SIGNATURE
In accordance with the requirements of the Securities Exchange Act of 1934,
as amended, the Company has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MARKET HUB PARTNERS STORAGE, L.P.
By: MARKET HUB PARTNERS STORGE, LLC.,
its general partner
Date: August 6, 1998
By: /s/ ANTHONY J. CLARK
Anthony J. Clark
Vice President and Chief Financial
Officer
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 31,546
<SECURITIES> 0
<RECEIVABLES> 8,904
<ALLOWANCES> 0
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0
0
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</TABLE>
