DCP Midstream Partners, LP (DPM)

NOTE 9 - BUSINESS COMBINATIONS

Michigan Pipeline and Processing, LLC became an active entity on January 1, 2007 when it acquired a 100 percent member interest in several limited liability companies in a business combination accounted for using the purchase method of accounting. The entities acquired were: CMS Antrim Gas, LLC; CMS Bay Area Pipeline, LLC; CMS Grand Lacs, LLC; CMS Litchfield, LLC; and CMS Jackson, LLC. The purchase resulted in the acquisition of net assets with a fair value in excess of the purchase price paid. In accordance with SFAS No. 141, the amount that would otherwise have been allocated to pipelines and processing plants has been reduced by the amount of the excess. The results of the operations of the acquired entity have been included in the consolidated financial statements since January 1, 2007.

The transaction closed in March 2007; however, effective control of the acquired entities was transferred on January 1, 2007 and that date has been used as the acquisition date. The Company recognized imputed interest totaling $765,000 covering the period from the acquisition date through the transaction closing date that has been reported as an adjustment to the cost of the acquisition.

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MICHIGAN PIPELINE AND PROCESSING, LLC AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the assets acquired and liabilities assumed at the date of acquisition: