BUCKEYE GP HOLDINGS LP (BGH)

18. CASH DISTRIBUTIONS

        BGH generally makes quarterly cash distributions of substantially all of its available cash, generally defined as consolidated cash receipts less consolidated cash expenditures and such retentions for working capital, anticipated cash expenditures and contingencies as MainLine Management deems appropriate. Distributions for the years ended December 31, 2007 and 2006 amounted to $27.7 million and $3.5 million, respectively. In 2006 BGH also used its available cash remaining after payment of the distribution to make distributions to its pre-IPO equity owners, and to pay cash bonuses of approximately $2.0 million to its named executive officers and certain other employees of Services Company.

        On January 24, 2008, MainLine Management announced a quarterly distribution of $0.285 per unit that was paid on February 29, 2008, to Unitholders of record on February 5, 2008. Total cash distributed to Unitholders on February 29, 2008 was approximately $8.1 million.

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BUCKEYE GP HOLDINGS L.P.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

18. CASH DISTRIBUTIONS

        BGH generally makes quarterly cash distributions of substantially all of its available cash, generally defined as consolidated cash receipts less consolidated
cash expenditures and such retentions for working capital, anticipated cash expenditures and contingencies as MainLine Management deems appropriate. Distributions for the years ended
December 31, 2007 and 2006 amounted to $27.7 million and $3.5 million, respectively. In 2006 BGH also used its available cash remaining after payment of the distribution to make
distributions to its pre-IPO equity owners, and to pay cash bonuses of approximately $2.0 million to its named executive officers and certain other employees of Services Company.

        On
January 24, 2008, MainLine Management announced a quarterly distribution of $0.285 per unit that was paid on February 29, 2008, to Unitholders of record on
February 5, 2008. Total cash distributed to Unitholders on February 29, 2008 was approximately $8.1 million.

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BUCKEYE GP HOLDINGS L.P.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

19.   CASH DISTRIBUTIONS

BGH generally makes quarterly cash distributions of substan­tially all of its available cash, generally defined as consolidated cash receipts less consolidated cash expenditures and such retentions for working capital, anticipated cash expenditures and contingencies as MainLine Management deems appropriate. On October 26, 2006, MainLine Management declared a cash distribution of $0.125 per unit (after the proration described below) payable on November 30, 2006 to Unitholders of record on November 6, 2006. The initial quarterly distribution resulted from BGH’s proration of its available cash in the third quarter based upon the closing date of BGH’s IPO on August 9, 2006, to the end of the quarter on September 30, 2006. The total cash distribution to Unitholders with respect to the distribution of $0.125 per unit was approximately $3.5 million. BGH also used its available cash remaining after payment of the distribution to make distributions to its pre-IPO equity owners, and to pay cash bonuses of approximately $2.0 million to its named executive officers and certain other employees of Services Company.

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On January 26, 2007, the General Partner announced a quarterly distribution of $0.225 per unit payable on February 28, 2007, to Unitholders of record on February 6, 2007. The total cash distribution to Unitholders amounted to approximately $6.4 million.