Item 1. FINANCIAL STATEMENTS

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME
			Three Months Ended												Nine Months Ended
			September 30,												September 30,
(Unaudited)			2021						2020						2021						2020
			(Thousands of dollars, except per share amounts)
Revenues
Commodity sales			$	4,204,792					$	1,852,198					$	10,115,674					$	5,004,375
Services			331,383						322,066						1,004,144						967,290
Total revenues (Note K)			4,536,175						2,174,264						11,119,818						5,971,665
Cost of sales and fuel (exclusive of items shown separately below)			3,449,127						1,265,674						7,937,616						3,483,060
Operations and maintenance			225,364						173,548						644,841						538,782
Depreciation and amortization			154,542						153,245						468,583						426,014
Impairment charges			—						—						—						604,024
General taxes			39,753						31,381						126,132						97,651
Gain on sale of assets			(470)						(17)						(1,446)						(560)
Operating income			667,859						550,433						1,944,092						822,694
Equity in net earnings from investments (Note I)			28,573						38,046						87,613						108,001
Impairment of equity investments (Note I)			—						—						—						(37,730)
Allowance for equity funds used during construction			247						3,084						1,485						22,347
Other income			6,662						8,175						13,882						42,343
Other expense			(5,375)						(4,496)						(18,110)						(22,620)
Interest expense (net of capitalized interest of $6,083, $13,821, $16,621 and $61,439, respectively)			(184,049)						(176,371)						(554,529)						(535,955)
Income before income taxes			513,917						418,871						1,474,433						399,080
Income taxes			(121,899)						(106,555)						(354,100)						(94,300)
Net income			392,018						312,316						1,120,333						304,780
Less: Preferred stock dividends			275						275						825						825
Net income available to common shareholders			$	391,743					$	312,041					$	1,119,508					$	303,955
Basic EPS (Note G)			$	0.88					$	0.70					$	2.51					$	0.71
Diluted EPS (Note G)			$	0.88					$	0.70					$	2.50					$	0.71
Average shares (thousands)
Basic			446,634						445,103						446,288						426,369
Diluted			447,635						445,510						447,117						426,997

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
			Three Months Ended												Nine Months Ended
			September 30,												September 30,
(Unaudited)			2021						2020						2021						2020
			(Thousands of dollars)
Net income			$	392,018					$	312,316					$	1,120,333					$	304,780
Other comprehensive income (loss), net of tax
Change in fair value of derivatives, net of tax of $39,299, $4,704, $81,134 and $50,307, respectively			(131,566)						(15,750)						(271,622)						(168,421)
Derivative amounts reclassified to net income, net of tax of $(19,845), $(3,038), $(42,722) and $(3,360), respectively			66,438						5,361						143,029						11,210
Change in retirement and other postretirement benefit plan obligations, net of tax of $(1,355), $(1,064), $(4,009) and $(3,192), respectively			4,538						3,562						13,423						10,685
Other comprehensive income (loss) of unconsolidated affiliates, net of tax of $(60), $(332), $(1,429) and $3,015, respectively			197						1,112						4,783						(10,092)
Total other comprehensive loss, net of tax			(60,393)						(5,715)						(110,387)						(156,618)
Comprehensive income			$	331,625					$	306,601					$	1,009,946					$	148,162

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
						September 30,						December 31,
(Unaudited)						2021						2020
Assets						(Thousands of dollars)
Current assets
Cash and cash equivalents						$	224,337					$	524,496
Accounts receivable, net						1,497,549						829,796
Materials and supplies						147,800						143,178
NGLs and natural gas in storage						628,110						227,810
Commodity imbalances						22,396						11,959
Other current assets						146,669						132,536
Total current assets						2,666,861						1,869,775
Property, plant and equipment
Property, plant and equipment						23,580,308						23,072,935
Accumulated depreciation and amortization						4,358,361						3,918,007
Net property, plant and equipment						19,221,947						19,154,928
Investments and other assets
Investments in unconsolidated affiliates						797,233						805,032
Goodwill and net intangible assets						765,902						773,723
Other assets						420,388						475,296
Total investments and other assets						1,983,523						2,054,051
Total assets						$	23,872,331					$	23,078,754

ONEOK, Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(Continued)
						September 30,						December 31,
(Unaudited)						2021						2020
Liabilities and equity						(Thousands of dollars)
Current liabilities
Current maturities of long-term debt (Note D)						$	536,107					$	7,650
Accounts payable						1,442,984						719,302
Commodity imbalances						316,270						186,372
Accrued taxes						121,228						89,428
Accrued interest						140,689						245,153
Operating lease liability						14,378						13,610
Other current liabilities						231,214						83,032
Total current liabilities						2,802,870						1,344,547
Long-term debt, excluding current maturities (Note D)						13,640,467						14,228,421
Deferred credits and other liabilities
Deferred income taxes						981,823						669,697
Operating lease liability						78,497						87,610
Other deferred credits						527,799						706,081
Total deferred credits and other liabilities						1,588,119						1,463,388
Commitments and contingencies (Note J)
Equity (Note E)
ONEOK shareholders’ equity:
Preferred stock, $0.01 par value: authorized and issued 20,000 shares at September 30, 2021, and December 31, 2020						—						—
Common stock, $0.01 par value: authorized 1,200,000,000 shares; issued 474,916,234 shares and outstanding 445,933,921 shares at September 30, 2021; issued 474,916,234 shares and outstanding 444,872,383 shares at December 31, 2020						4,749						4,749
Paid-in capital						7,235,255						7,353,396
Accumulated other comprehensive loss (Note F)						(661,836)						(551,449)
Retained earnings						—						—
Treasury stock, at cost: 28,982,313 shares at September 30, 2021, and 30,043,851 shares at December 31, 2020						(737,293)						(764,298)
Total equity						5,840,875						6,042,398
Total liabilities and equity						$	23,872,331					$	23,078,754

See accompanying Notes to Consolidated Financial Statements.

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ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
						Nine Months Ended
						September 30,
(Unaudited)						2021						2020
						(Thousands of dollars)
Operating activities
Net income						$	1,120,333					$	304,780
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						468,583						426,014
Impairment charges						—						641,754
Equity in net earnings from investments						(87,613)						(108,001)
Distributions received from unconsolidated affiliates						88,389						109,595
Deferred income tax expense						344,808						93,174
Other, net						57,479						(17,599)
Changes in assets and liabilities:
Accounts receivable						(687,031)						111,629
NGLs and natural gas in storage						(400,300)						4,349
Accounts payable						756,072						(198,809)
Risk-management assets and liabilities						(254,163)						(136,543)
Other assets and liabilities						84,605						(127,215)
Cash provided by operating activities						1,491,162						1,103,128
Investing activities
Capital expenditures (less allowance for equity funds used during construction)						(490,329)						(1,924,003)
Distributions received from unconsolidated affiliates in excess of cumulative earnings						19,188						22,280
Other, net						(4,286)						(80,148)
Cash used in investing activities						(475,427)						(1,981,871)
Financing activities
Dividends paid						(1,250,204)						(1,189,575)
Repayment of short-term borrowings, net						—						(220,000)
Issuance of long-term debt, net of discounts						—						3,244,777
Repayment of long-term debt						(68,787)						(1,433,480)
Issuance of common stock						21,871						959,653
Other						(18,774)						(56,461)
Cash provided by (used in) financing activities						(1,315,894)						1,304,914
Change in cash and cash equivalents						(300,159)						426,171
Cash and cash equivalents at beginning of period						524,496						20,958
Cash and cash equivalents at end of period						$	224,337					$	447,129

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Unaudited)						Preferred Stock Issued						Common Stock Issued						Preferred Stock						Common Stock						Paid-in Capital
						(Shares)												(Thousands of dollars)
January 1, 2021						20,000						474,916,234						$	—					$	4,749					$	7,353,396
Net income						—						—						—						—						—
Other comprehensive income (Note F)						—						—						—						—						—
Preferred stock dividends - $13.75 per share (Note E)						—						—						—						—						—
Common stock issued						—						—						—						—						(10,159)
Common stock dividends - $0.935 per share (Note E)						—						—						—						—						(30,234)
Other, net						—						—						—						—						(7,729)
March 31, 2021						20,000						474,916,234						$	—					$	4,749					$	7,305,274
Net income						—						—						—						—						—
Other comprehensive loss (Note F)						—						—						—						—						—
Preferred stock dividends - $13.75 per share (Note E)						—						—						—						—						—
Common stock issued						—						—						—						—						7,115
Common stock dividends - $0.935 per share (Note E)						—						—						—						—						(74,765)
Other, net						—						—						—						—						9,710
June 30, 2021						20,000						474,916,234						$	—					$	4,749					$	7,247,334
Net income						—						—						—						—						—
Other comprehensive loss (Note F)						—						—						—						—						—
Preferred stock dividends - $13.75 per share (Note E)						—						—						—						—						—
Common stock issued						—						—						—						—						3,237
Common stock dividends - $0.935 per share (Note E)						—						—						—						—						(25,204)
Other net						—						—						—						—						9,888
September 30, 2021						20,000						474,916,234						$	—					$	4,749					$	7,235,255

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)
(Unaudited)						Accumulated Other Comprehensive Loss						Retained Earnings						Treasury Stock												Total Equity
						(Thousands of dollars)
January 1, 2021						$	(551,449)					$	—					$	(764,298)											$	6,042,398
Net income						—						386,176						—												386,176
Other comprehensive income (Note F)						85,853						—						—												85,853
Preferred stock dividends - $13.75 per share (Note E)						—						(275)						—												(275)
Common stock issued						—						—						16,836												6,677
Common stock dividends - $0.935 per share (Note E)						—						(385,901)						—												(416,135)
Other, net						—						—						—												(7,729)
March 31, 2021						$	(465,596)					$	—					$	(747,462)											$	6,096,965
Net income						—						342,139						—												342,139
Other comprehensive loss (Note F)						(135,847)						—						—												(135,847)
Preferred stock dividends - $13.75 per share (Note E)						—						(275)						—												(275)
Common stock issued						—						—						7,208												14,323
Common stock dividends - $0.935 per share (Note E)						—						(341,864)						—												(416,629)
Other, net						—						—						—												9,710
June 30, 2021						$	(601,443)					$	—					$	(740,254)											$	5,910,386
Net income						—						392,018						—												392,018
Other comprehensive loss (Note F)						(60,393)						—						—												(60,393)
Preferred stock dividends - $13.75 per share (Note E)						—						(275)						—												(275)
Common stock issued						—						—						2,961												6,198
Common stock dividends - $0.935 per share (Note E)						—						(391,743)						—												(416,947)
Other, net						—						—						—												9,888
September 30, 2021						$	(661,836)					$	—					$	(737,293)											$	5,840,875

See accompanying Notes to Consolidated Financial Statements.

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)
(Unaudited)						Preferred Stock Issued						Common Stock Issued						Preferred Stock						Common Stock						Paid-in Capital
						(Shares)												(Thousands of dollars)
January 1, 2020						20,000						445,016,234						$	—					$	4,450					$	7,403,895
Net loss						—						—						—						—						—
Other comprehensive loss						—						—						—						—						—
Preferred stock dividends - $13.75 per share						—						—						—						—						(275)
Common stock issued						—						—						—						—						(9,286)
Common stock dividends - $0.935 per share						—						—						—						—						(386,931)
Other, net						—						—						—						—						(17,950)
March 31, 2020						20,000						445,016,234						$	—					$	4,450					$	6,989,453
Net income						—						—						—						—						—
Other comprehensive loss						—						—						—						—						—
Preferred stock dividends - $13.75 per share						—						—						—						—						(275)
Common stock issued						—						29,900,000						—						299						939,038
Common stock dividends - $0.935 per share						—						—						—						—						(387,037)
Other, net						—						—						—						—						8,652
June 30, 2020						20,000						474,916,234						$	—					$	4,749					$	7,549,831
Net income						—						—						—						—						—
Other comprehensive loss						—						—						—						—						—
Preferred stock dividends - $13.75 per share						—						—						—						—						—
Common stock issued						—						—						—						—						803
Common stock dividends - $0.935 per share						—						—						—						—						(110,948)
Other, net						—						—						—						—						8,798
September 30, 2020						20,000						474,916,234						$	—					$	4,749					$	7,448,484

ONEOK, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)
(Unaudited)						Accumulated Other Comprehensive Loss						Retained Earnings (Accumulated Deficit)						Treasury Stock						Total Equity
						(Thousands of dollars)
January 1, 2020						$	(374,000)					$	—					$	(808,394)					$	6,225,951
Net loss						—						(141,857)						—						(141,857)
Other comprehensive loss						(125,386)						—						—						(125,386)
Preferred stock dividends - $13.75 per share						—						—						—						(275)
Common stock issued						—						—						16,375						7,089
Common stock dividends - $0.935 per share						—						—						—						(386,931)
Other, net						—						—						—						(17,950)
March 31, 2020						$	(499,386)					$	(141,857)					$	(792,019)					$	5,560,641
Net income						—						134,321						—						134,321
Other comprehensive loss						(25,517)						—						—						(25,517)
Preferred stock dividends - $13.75 per share						—						—						—						(275)
Common stock issued						—						—						10,530						949,867
Common stock dividends - $0.935 per share						—						—						—						(387,037)
Other, net						—						—						—						8,652
June 30, 2020						$	(524,903)					$	(7,536)					$	(781,489)					$	6,240,652
Net income						—						312,316						—						312,316
Other comprehensive loss						(5,715)						—						—						(5,715)
Preferred stock dividends - $13.75 per share						—						(275)						—						(275)
Common stock issued						—						—						4,986						5,789
Common stock dividends - $0.935 per share						—						(304,505)						—						(415,453)
Other, net						—						—						—						8,798
September 30, 2020						$	(530,618)					$	—					$	(776,503)					$	6,146,112

See accompanying Notes to Consolidated Financial Statements.

ONEOK, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

A. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Our accompanying unaudited Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the SEC. These statements have been prepared in accordance with GAAP and reflect all adjustments that, in our opinion, are necessary for a fair statement of the results for the interim periods presented. All such adjustments are of a normal recurring nature. The 2020 year-end Consolidated Balance Sheet data was derived from our audited Consolidated Financial Statements but does not include all disclosures required by GAAP. Certain reclassifications have been made in the prior year Consolidated Financial Statements to conform to the current year presentation. These unaudited Consolidated Financial Statements should be read in conjunction with our audited Consolidated Financial Statements in our Annual Report.

Goodwill Impairment Review - We assess our goodwill for impairment at least annually as of July 1, unless events or changes in circumstances indicate an impairment may have occurred before that time. At July 1, 2021, we assessed qualitative factors to determine whether it was more likely than not that the fair value of each of our reporting units was less than their carrying amount. After assessing qualitative factors (including macroeconomic conditions, industry and market considerations, costs and overall financial performance), we determined that it was more likely than not that the fair value of each reporting unit was not less than their respective carrying value, that no further testing was necessary and that goodwill was not considered impaired.

Recently Issued Accounting Standards Update - Changes to GAAP are established by the Financial Accounting Standards Board (FASB) in the form of ASUs to the FASB Accounting Standards Codification. We consider the applicability and impact of all ASUs. ASUs not discussed below or in our Annual Report were assessed and determined to be either not applicable or clarifications of ASUs previously issued. Except as discussed below or in our Annual Report, there have been no new accounting pronouncements that have become effective or have been issued that are of significance or potential significance to us.

In January 2021, we adopted ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which simplifies certain concepts in Topic 740, Income Taxes. The impact of adopting this standard was not material.

B. FAIR VALUE MEASUREMENTS

Determining Fair Value - For our fair value measurements, we utilize market prices, third-party pricing services, present value methods and standard option valuation models to determine the price we would receive from the sale of an asset or the transfer of a liability in an orderly transaction at the measurement date. We measure the fair value of a group of financial assets and liabilities consistent with how a market participant would price the net risk exposure at the measurement date.

Many of the contracts in our derivative portfolio are executed in liquid markets where price transparency exists. Our financial commodity derivatives are generally settled through a NYMEX or ICE clearing broker account with daily margin requirements. We validate our valuation inputs with third-party information and settlement prices from other sources, where available.

We compute the fair value of our derivative portfolio by discounting the projected future cash flows from our derivative assets and liabilities to present value using interest-rate yields to calculate present-value discount factors derived from the implied forward LIBOR yield curve. The fair value of our forward-starting interest-rate swaps is determined using financial models that incorporate the implied forward LIBOR yield curve for the same period as the future interest-rate swap settlements. We consider current market data in evaluating counterparties’, as well as our own, nonperformance risk, net of collateral, by using counterparty-specific bond yields. Although we use our best estimates to determine the fair value of the derivative contracts we have executed, the ultimate market prices realized could differ materially from our estimates.

Fair Value Hierarchy - At each balance sheet date, we utilize a fair value hierarchy to classify fair value amounts recognized or disclosed in our financial statements based on the observability of inputs used to estimate such fair value. The levels of the hierarchy are described below:

• Level 1 - fair value measurements are based on unadjusted quoted prices for identical securities in active markets. These balances are composed predominantly of exchange-traded derivative contracts for natural gas and crude oil.

• Level 2 - fair value measurements are based on significant observable pricing inputs, including quoted prices for similar assets and liabilities in active markets and inputs from third-party pricing services supported with corroborative evidence. These balances are composed of over-the-counter interest-rate derivatives.

• Level 3 - fair value measurements are based on inputs that may include one or more unobservable inputs, including internally developed commodity price curves that incorporate market data from broker quotes and third-party pricing services. These balances are composed predominantly of exchange-cleared and over-the-counter derivatives to hedge NGL price risk and natural gas basis risk between various transaction locations and the NYMEX Henry Hub. Our commodity derivatives are generally valued using forward quotes provided by third-party pricing services that are validated with other market data. We believe any measurement uncertainty at September 30, 2021, is immaterial as our Level 3 fair value measurements are based on unadjusted pricing information from broker quotes and third-party pricing services. We do not believe that our Level 3 fair value estimates have a material impact on our results of operations, as our derivatives are primarily accounted for as hedges.

Determining the appropriate classification of our fair value measurements within the fair value hierarchy requires management’s judgment regarding the degree to which market data is observable or corroborated by observable market data. We categorize derivatives for which fair value is determined using multiple inputs within a single level, based on the lowest level input that is significant to the fair value measurement in its entirety.

Recurring Fair Value Measurements - The following tables set forth our recurring fair value measurements for the periods indicated:

			September 30, 2021
			Level 1						Level 2						Level 3						Total - Gross						Netting (a)						Total - Net
			(Thousands of dollars)
Derivative assets
Commodity contracts
Financial contracts			$	78,930					$	—					$	430,855					$	509,785					$	(509,785)					$	—
Total derivative assets			$	78,930					$	—					$	430,855					$	509,785					$	(509,785)					$	—
Derivative liabilities
Commodity contracts
Financial contracts			$	(201,124)					$	—					$	(598,063)					$	(799,187)					$	799,187					$	—
Interest-rate contracts			—						(145,591)						—						(145,591)						—						(145,591)
Total derivative liabilities			$	(201,124)					$	(145,591)					$	(598,063)					$	(944,778)					$	799,187					$	(145,591)

(a) - Derivative assets and liabilities are presented in our Consolidated Balance Sheet on a net basis. We net derivative assets and liabilities when a legally enforceable master-netting arrangement exists between the counterparty to a derivative contract and us. At September 30, 2021, we held no cash and posted $319.2 million of cash with various counterparties, including $289.4 million of cash collateral that is offsetting derivative net liability positions under master-netting arrangements in the table above. The remaining $29.8 million of cash collateral in excess of derivative net liability positions is included in other current assets in our Consolidated Balance Sheet.

			December 31, 2020
			Level 1						Level 2						Level 3						Total - Gross						Netting (a)						Total - Net
			(Thousands of dollars)
Derivative assets
Commodity contracts
Financial contracts			$	6,697					$	—					$	103,801					$	110,498					$	(110,498)					$	—
Total derivative assets			$	6,697					$	—					$	103,801					$	110,498					$	(110,498)					$	—
Derivative liabilities
Commodity contracts
Financial contracts			$	(10,489)					$	—					$	(135,122)					$	(145,611)					$	145,611					$	—
Interest-rate contracts			—						(203,407)						—						(203,407)						—						(203,407)
Total derivative liabilities			$	(10,489)					$	(203,407)					$	(135,122)					$	(349,018)					$	145,611					$	(203,407)

(a) - Derivative assets and liabilities are presented in our Consolidated Balance Sheet on a net basis. We net derivative assets and liabilities when a legally enforceable master-netting arrangement exists between the counterparty to a derivative contract and us. At December 31, 2020, we held no cash and posted $63.1 million of cash with various counterparties, including $35.1 million of cash collateral that is offsetting derivative net liability positions under master-netting arrangements in the table above. The remaining $28.0 million of cash collateral in excess of derivative net liability positions is included in other current assets in our Consolidated Balance Sheet.

The following table sets forth a reconciliation of our Level 3 fair value measurements for the periods indicated:

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
Derivative Assets (Liabilities)			2021						2020						2021						2020
			(Thousands of dollars)
Net assets (liabilities) at beginning of period			$	(121,750)					$	5,583					$	(31,321)					$	30,772
Total changes in fair value:
Settlements included in net income (a)			46,797						(6,194)						28,028						(29,471)
New Level 3 derivatives included in other comprehensive loss (b)			(23,151)						(2,033)						(129,805)						(5,140)
Unrealized change included in other comprehensive loss (b)			(69,104)						(2,700)						(34,110)						(1,505)
Net liabilities at end of period			$	(167,208)					$	(5,344)					$	(167,208)					$	(5,344)

(a) - Included in commodity sales revenues/cost of sales and fuel in our Consolidated Statements of Income.

(b) - Included in change in fair value of derivatives in our Consolidated Statements of Comprehensive Income.

During the three and nine months ended September 30, 2021 and 2020, there were no transfers in or out of Level 3 of the fair value hierarchy.

Other Financial Instruments - The approximate fair value of cash and cash equivalents, accounts receivable, accounts payable and short-term borrowings is equal to book value due to the short-term nature of these items. Our cash and cash equivalents are composed of bank and money market accounts and are classified as Level 1. Our short-term borrowings are classified as Level 2 since the estimated fair value of the short-term borrowings can be determined using information available in the commercial paper market.

The estimated fair value of our consolidated long-term debt, including current maturities, was $16.5 billion and $16.3 billion at September 30, 2021, and December 31, 2020, respectively. The book value of our consolidated long-term debt, including current maturities, was $14.2 billion at September 30, 2021, and December 31, 2020. The estimated fair value of the aggregate long-term debt outstanding was determined using quoted market prices for similar issues with similar terms and maturities. The estimated fair value of our consolidated long-term debt is classified as Level 2.

C. RISK-MANAGEMENT AND HEDGING ACTIVITIES USING DERIVATIVES

Risk-management Activities - We are sensitive to changes in natural gas, crude oil and NGL prices, principally as a result of contractual terms under which these commodities are processed, purchased and sold. We are also subject to the risk of interest-rate fluctuation in the normal course of business. We use physical-forward purchases and sales and financial derivatives to secure a certain price for a portion of our natural gas, condensate and NGL products; to reduce our exposure to commodity price and interest-rate fluctuations; and to achieve more predictable cash flows. We follow established policies and procedures to assess risk and approve, monitor and report our risk-management activities. We have not used these instruments for trading purposes.

Commodity price risk - Commodity price risk refers to the risk of loss in cash flows and future earnings arising from adverse changes in the price of natural gas, NGLs and condensate. We may use the following commodity derivative instruments to reduce the near-term commodity price risk associated with a portion of the forecasted sales of these commodities:

• Futures contracts - Standardized contracts to purchase or sell natural gas and crude oil for future delivery or settlement under the provisions of exchange regulations;

• Forward contracts - Nonstandardized commitments between two parties to purchase or sell natural gas, crude oil or NGLs for future physical delivery. These contracts are typically nontransferable and can only be canceled with the consent of both parties;

• Swaps - Exchange of one or more payments based on the value of one or more commodities. These instruments transfer the financial risk associated with a future change in value between the counterparties of the transaction, without also conveying ownership interest in the asset or liability; and

• Options - Contractual agreements that give the holder the right, but not the obligation, to buy or sell a fixed quantity of a commodity at a fixed price within a specified period of time. Options may either be standardized and exchange-traded or customized and nonexchange-traded.

We may also use other instruments, including collars, to mitigate commodity price risk. A collar is a combination of a purchased put option and a sold call option, which places a floor and a ceiling price for commodity sales being hedged.

In our Natural Gas Gathering and Processing segment, we are exposed to commodity price risk as a result of retaining a portion of the commodity sales proceeds associated with our fee with POP contracts. Under certain fee with POP contracts, our fees and POP percentage may increase or decrease if production volumes, delivery pressures or commodity prices change relative to specified thresholds. In certain commodity price environments, our contractual fees on these fee with POP contracts may decrease, which would impact the average fee rate in our Natural Gas Gathering and Processing segment. We also are exposed to basis risk between the various production and market locations where we buy and sell commodities. As part of our hedging strategy, we use the previously described commodity derivative financial instruments and physical-forward contracts to reduce the impact of price fluctuations related to natural gas, NGLs and condensate.

In our Natural Gas Liquids segment, we are primarily exposed to commodity price risk resulting from the relative values of the various NGL products to each other, the value of NGLs in storage and the relative value of NGLs to natural gas. We are also exposed to location price differential risk as a result of the relative value of NGL purchases at one location and sales at another location, primarily related to our optimization and marketing activities. As part of our hedging strategy, we utilize physical-forward contracts and commodity derivative financial instruments to reduce the impact of price fluctuations related to NGLs.

In our Natural Gas Pipelines segment, we are primarily exposed to commodity price risk on our intrastate pipelines because they consume natural gas in operations and retain natural gas from our customers for operations or as part of our fee for services provided. When the amount consumed in operations differs from the amount provided by our customers, our pipelines must buy or sell natural gas, or store or use natural gas inventory, which can expose this segment to commodity price risk depending on the regulatory treatment for this activity. To the extent that commodity price risk in our Natural Gas Pipelines segment is not mitigated by fuel cost-recovery mechanisms, we may use physical-forward sales or purchases to reduce the impact of natural gas price fluctuations. At September 30, 2021, and December 31, 2020, there were no financial derivative instruments with respect to our natural gas pipeline operations.

Interest-rate risk - We may manage interest-rate risk through the use of fixed-rate debt, floating-rate debt and interest-rate swaps. Interest-rate swaps are agreements to exchange interest payments at some future point based on specified notional amounts.

At September 30, 2021, and December 31, 2020, we had forward-starting interest-rate swaps with notional amounts totaling $1.1 billion to hedge the variability of interest payments on a portion of our forecasted debt issuances. All of our interest-rate swaps are designated as cash flow hedges.

Accounting Treatment - Our accounting treatment of derivative instruments is consistent with that disclosed in Note A of the Notes to Consolidated Financial Statements in our Annual Report.

Fair Values of Derivative Instruments - See Note B for a discussion of the inputs associated with our fair value measurements. The following table sets forth the fair values of our derivative instruments presented on a gross basis for the periods indicated:

									September 30, 2021												December 31, 2020
			Location in our Consolidated Balance Sheets						Assets						(Liabilities)						Assets						(Liabilities)
Derivatives designated as hedging instruments									(Thousands of dollars)
Commodity contracts (a)
Financial contracts (b)									$	503,132					$	(792,548)					$	107,461					$	(142,573)
Interest-rate contracts			Other current liabilities						—						(91,081)						—						—
			Other deferred credits						—						(54,510)						—						(203,407)
Total derivatives designated as hedging instruments									503,132						(938,139)						107,461						(345,980)
Derivatives not designated as hedging instruments
Commodity contracts (a)
Financial contracts (b)									6,653						(6,639)						3,037						(3,038)
Total derivatives not designated as hedging instruments									6,653						(6,639)						3,037						(3,038)
Total derivatives									$	509,785					$	(944,778)					$	110,498					$	(349,018)

(a) - Derivative assets and liabilities are presented in our Consolidated Balance Sheets on a net basis when a legally enforceable master-netting arrangement exists between the counterparty to a derivative contract and us.

(b) - At September 30, 2021, and December 31, 2020, our derivative net liability positions under master-netting arrangements for financial contracts were fully offset by cash collateral of $289.4 million and $35.1 million, respectively.

Notional Quantities for Derivative Instruments - The following table sets forth the notional quantities for derivative instruments held for the periods indicated:

						September 30, 2021						December 31, 2020
			Contract Type			Net Purchased/Payor (Sold/Receiver)
Derivatives designated as hedging instruments: (a)
Cash flow hedges
Fixed price
- Natural gas (Bcf)			Futures			(38.1)						(43.3)
- Crude oil and NGLs (MMBbl)			Futures			(9.1)						(4.6)
Basis
- Natural gas (Bcf)			Futures			(35.8)						(43.3)
Interest-rate contracts (Billions of dollars)			Swaps			$	1.1					$	1.1

(a) - Notional amounts for derivatives not designated as hedging instruments are excluded from the table above due to fully offsetting notional quantities of 0.2 MMBbl and 0.8 MMBbl for NGLs fixed priced derivative instruments at September 30, 2021, and December 31, 2020, respectively.

Cash Flow Hedges - The following table sets forth the unrealized change in fair value of cash flow hedges in other comprehensive loss for the periods indicated:

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
2021						2020						2021						2020
			(Thousands of dollars)
Commodity contracts			$	(171,665)					$	(29,667)					$	(410,572)					$	18,472
Interest-rate contracts			800						9,213						57,816						(237,200)
Total unrealized change in fair value of cash flow hedges in other comprehensive loss			$	(170,865)					$	(20,454)					$	(352,756)					$	(218,728)

The following table sets forth the effect of cash flow hedges on net income for the periods indicated:

			Location of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Net Income			Three Months Ended												Nine Months Ended
September 30,												September 30,
2021						2020						2021						2020
						(Thousands of dollars)
Commodity contracts			Commodity sales revenues			$	(223,741)					$	2,167					$	(439,421)					$	100,304
			Cost of sales and fuel			147,360						(1,568)						283,153						(31,057)
Interest-rate contracts (a)			Interest expense			(9,902)						(8,998)						(29,483)						(83,817)
Total change in fair value of cash flow hedges reclassified from accumulated other comprehensive loss into net income on derivatives						$	(86,283)					$	(8,399)					$	(185,751)					$	(14,570)

(a) - The nine months ended September 30, 2020, include a loss of $48.3 million on the settlement of $1.3 billion of interest-rate swaps used to hedge our LIBOR-based interest payments.

Credit Risk - We monitor the creditworthiness of our counterparties and compliance with policies and limits established by our Risk Oversight and Strategy Committee. We maintain credit policies with regard to our counterparties that we believe minimize overall credit risk. These policies include an evaluation of potential counterparties’ financial condition (including credit ratings, bond yields and credit default swap rates), collateral requirements under certain circumstances and the use of standardized master-netting agreements that allow us to net the positive and negative exposures associated with a single counterparty. We use internally developed credit ratings for counterparties that do not have a credit rating.

Our financial commodity derivatives are generally settled through a NYMEX or ICE clearing broker account with daily margin requirements. However, we may enter into financial derivative instruments that contain provisions that require us to maintain an investment-grade credit rating from S&P, Fitch and/or Moody’s. If our credit ratings on our senior unsecured long-term debt were to decline below investment grade, the counterparties to the derivative instruments could request collateralization on derivative instruments in net liability positions. There were no financial derivative instruments with contingent features related to credit risk at September 30, 2021.

The counterparties to our derivative contracts typically consist of major energy companies, financial institutions and commercial and industrial end users. This concentration of counterparties may affect our overall exposure to credit risk, either positively or negatively, in that the counterparties may be affected similarly by changes in economic, regulatory or other conditions. Based on our policies, exposures, credit and other reserves, we do not anticipate a material adverse effect on our financial position or results of operations as a result of counterparty nonperformance.

At September 30, 2021, the credit exposure from our derivative assets is with investment-grade companies in the financial services sector.

D. DEBT

The following table sets forth our consolidated debt for the periods indicated:

						September 30, 2021						December 31, 2020
						(Thousands of dollars)
Commercial paper outstanding						$	—					$	—
Senior unsecured obligations:
$700,000 at 4.25% due February 2022						536,107						541,877
$900,000 at 3.375% due October 2022						895,814						895,814
$425,000 at 5.0% due September 2023						425,000						425,000
$500,000 at 7.5% due September 2023						500,000						500,000
$500,000 at 2.75% due September 2024						500,000						500,000
$500,000 at 4.9% due March 2025						500,000						500,000
$400,000 at 2.2% due September 2025						387,000						387,000
$600,000 at 5.85% due January 2026						600,000						600,000
$500,000 at 4.0% due July 2027						500,000						500,000
$800,000 at 4.55% due July 2028						800,000						800,000
$100,000 at 6.875% due September 2028						100,000						100,000
$700,000 at 4.35% due March 2029						700,000						700,000
$750,000 at 3.4% due September 2029						714,251						714,251
$850,000 at 3.1% due March 2030						780,093						780,093
$600,000 at 6.35% due January 2031						600,000						600,000
$400,000 at 6.0% due June 2035						400,000						400,000
$600,000 at 6.65% due October 2036						600,000						600,000
$600,000 at 6.85% due October 2037						600,000						600,000
$650,000 at 6.125% due February 2041						650,000						650,000
$400,000 at 6.2% due September 2043						400,000						400,000
$700,000 at 4.95% due July 2047						689,006						689,006
$1,000,000 at 5.2% due July 2048						1,000,000						1,000,000
$750,000 at 4.45% due September 2049						672,530						713,676
$500,000 at 4.5% due March 2050						443,015						451,270
$300,000 at 7.15% due January 2051						300,000						300,000
Guardian Pipeline
Weighted average 7.85% due December 2022						—						13,657
Total debt						14,292,816						14,361,644
Unamortized portion of terminated swaps						12,025						13,314
Unamortized debt issuance costs and discounts						(128,267)						(138,887)
Current maturities of long-term debt						(536,107)						(7,650)
Long-term debt						$	13,640,467					$	14,228,421

$2.5 Billion Credit Agreement - Our $2.5 Billion Credit Agreement is a revolving credit facility and contains certain financial, operational and legal covenants. Among other things, these covenants include maintaining a ratio of indebtedness to adjusted EBITDA (EBITDA, as defined in our $2.5 Billion Credit Agreement, adjusted for all noncash charges and increased for projected EBITDA from certain lender-approved capital expansion projects) of no more than 5.0 to 1 at September 30, 2021. At September 30, 2021, we had no outstanding borrowings, our ratio of indebtedness to adjusted EBITDA was 4.3 to 1, and we were in compliance with all covenants under our $2.5 Billion Credit Agreement.

Debt Repayments - On November 1, 2021, we redeemed the remaining $536.1 million of our $700 million, 4.25% senior notes due February 2022 at 100% of the principal amount, plus accrued and unpaid interest, with cash on hand and short-term borrowings. As of October 31, 2021, we had $150 million of short-term borrowings outstanding.

In June 2021, we repaid the remaining $11.7 million of Guardian Pipeline’s senior notes due December 2022 with cash on hand.

In the first quarter 2021, we repurchased in the open market outstanding principal of certain of our senior notes in the amount of $55.2 million for an aggregate repurchase price of $54.6 million with cash on hand.

Debt Guarantees - We, ONEOK Partners and the Intermediate Partnership have cross guarantees in place for our and ONEOK Partners’ indebtedness.

E. EQUITY

Dividends - Holders of our common stock share equally in any dividend declared by our Board of Directors, subject to the rights of the holders of outstanding Series E Preferred Stock. Dividends paid on our common stock in February 2021, May 2021 and August 2021 were $0.935 per share. A dividend of $0.935 per share was declared for shareholders of record at the close of business on November 1, 2021, payable November 15, 2021.

Our Series E Preferred Stock pays quarterly dividends on each share of Series E Preferred Stock, when, as and if declared by our Board of Directors, at a rate of 5.5% per year. We paid dividends for the Series E Preferred Stock of $0.3 million in February 2021, May 2021 and August 2021. Dividends totaling $0.3 million were declared for the Series E Preferred Stock and are payable November 15, 2021.

F. ACCUMULATED OTHER COMPREHENSIVE LOSS

The following table sets forth the balance in accumulated other comprehensive loss for the period indicated:

						Risk- Management Assets/Liabilities (a)						Retirement and Other Postretirement Benefit Plan Obligations (a) (b)						Risk- Management Assets/Liabilities of Unconsolidated Affiliates (a)						Accumulated Other Comprehensive Loss (a)
						(Thousands of dollars)
January 1, 2021						$	(377,446)					$	(157,635)					$	(16,368)					$	(551,449)
Other comprehensive income (loss) before reclassifications						(271,622)						(118)						3,350						(268,390)
Amounts reclassified to net income (c)						143,029						13,541						1,433						158,003
Other comprehensive income (loss)						(128,593)						13,423						4,783						(110,387)
September 30, 2021						$	(506,039)					$	(144,212)					$	(11,585)					$	(661,836)

(a) - All amounts are presented net of tax.

(b) - Includes amounts related to supplemental executive retirement plan.

(c) - See Note C for details of amounts reclassified to net income for risk-management assets/liabilities and Note H for retirement and other postretirement benefit plan obligations.

The following table sets forth information about the balance of accumulated other comprehensive loss at September 30, 2021, representing unrealized losses related to risk-management assets and liabilities:

						Risk- Management Assets/Liabilities (a)
						(Thousands of dollars)
Commodity derivative instruments expected to be realized within the next 27 months (b)						$	(223,117)
Settled interest-rate swaps to be recognized over the life of the long-term, fixed-rate debt (c)						(170,817)
Interest-rate swaps with future settlement dates expected to be amortized over the life of long-term debt						(112,105)
Accumulated other comprehensive loss at September 30, 2021						$	(506,039)

(a) - All amounts are presented net of tax.

(b) - Based on commodity prices on September 30, 2021, we expect $206.4 million in net losses, net of tax, over the next 12 months.

(c) - We expect net losses of $30.1 million, net of tax, will be reclassified into earnings during the next 12 months.

The remaining amounts in accumulated other comprehensive loss relate primarily to our retirement and other postretirement benefit plan obligations, which are expected to be amortized over the average remaining service period of employees participating in these plans.

G. EARNINGS PER SHARE

The following tables set forth the computation of basic and diluted EPS for the periods indicated:

			Three Months Ended September 30, 2021
			Income						Shares						Per Share Amount
			(Thousands, except per share amounts)
Basic EPS
Net income available for common stock			$	391,743					446,634						$	0.88
Diluted EPS
Effect of dilutive securities			—						1,001
Net income available for common stock and common stock equivalents			$	391,743					447,635						$	0.88

			Three Months Ended September 30, 2020
			Income						Shares						Per Share Amount
			(Thousands, except per share amounts)
Basic EPS
Net income available for common stock			$	312,041					445,103						$	0.70
Diluted EPS
Effect of dilutive securities			—						407
Net income available for common stock and common stock equivalents			$	312,041					445,510						$	0.70

			Nine Months Ended September 30, 2021
			Income						Shares						Per Share Amount
			(Thousands, except per share amounts)
Basic EPS
Net income available for common stock			$	1,119,508					446,288						$	2.51
Diluted EPS
Effect of dilutive securities			—						829
Net income available for common stock and common stock equivalents			$	1,119,508					447,117						$	2.50

			Nine Months Ended September 30, 2020
			Income						Shares						Per Share Amount
			(Thousands, except per share amounts)
Basic EPS
Net income available for common stock			$	303,955					426,369						$	0.71
Diluted EPS
Effect of dilutive securities			—						628
Net income available for common stock and common stock equivalents			$	303,955					426,997						$	0.71

H. EMPLOYEE BENEFIT PLANS

The following table sets forth the components of net periodic benefit cost for our retirement and other postretirement benefit plans for the periods indicated:

			Retirement Benefits												Other Postretirement Benefits
			Three Months Ended												Three Months Ended
			September 30,												September 30,
			2021						2020						2021						2020
			(Thousands of dollars)
Components of net periodic benefit cost (income)
Service cost			$	2,076					$	2,036					$	105					$	115
Interest cost			4,220						4,574						363						442
Expected return on plan assets			(6,269)						(6,232)						(340)						(722)
Amortization of prior service cost (a)			28						28						—						—
Amortization of net loss (a)			4,913						4,571						921						1
Net periodic benefit cost (income)			$	4,968					$	4,977					$	1,049					$	(164)

(a) - These components of net periodic benefit cost (income) are recognized in accumulated other comprehensive loss and are reclassified to other expense in our Consolidated Statements of Income, with related income tax benefits of $1.3 million and $1.1 million reclassified to income taxes for the three months ended September 30, 2021 and 2020, respectively.

			Retirement Benefits												Other Postretirement Benefits
			Nine Months Ended												Nine Months Ended
			September 30,												September 30,
			2021						2020						2021						2020
			(Thousands of dollars)
Components of net periodic benefit cost (income)
Service cost			$	6,228					$	6,108					$	315					$	345
Interest cost			12,660						13,722						1,089						1,326
Expected return on plan assets			(18,807)						(18,696)						(1,020)						(2,166)
Amortization of prior service cost (a)			84						84						—						—
Amortization of net loss (a)			14,739						13,713						2,763						3
Net periodic benefit cost (income)			$	14,904					$	14,931					$	3,147					$	(492)

(a) - These components of net periodic benefit cost (income) are recognized in accumulated other comprehensive loss and are reclassified to other expense in our Consolidated Statements of Income, with related income tax benefits of $4.0 million and $3.2 million reclassified to income taxes for the nine months ended September 30, 2021 and 2020, respectively.

I. UNCONSOLIDATED AFFILIATES

Equity in Net Earnings from Investments and Impairments - The following table sets forth our equity in net earnings from investments for the periods indicated:

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
			2021						2020						2021						2020
			(Thousands of dollars)
Northern Border Pipeline			$	14,634					$	22,037					$	47,459					$	57,028
Overland Pass Pipeline			5,241						8,007						12,952						30,090
Roadrunner			8,056						8,033						23,407						21,275
Other			642						(31)						3,795						(392)
Equity in net earnings from investments			$	28,573					$	38,046					$	87,613					$	108,001
Impairment of equity investments			$	—					$	—					$	—					$	(37,730)

In the first quarter 2020, we incurred a noncash impairment charge of $30.5 million related to our 10.2% investment in Venice Energy Services Company in our Natural Gas Gathering and Processing segment, which includes $22.3 million related to

equity-method goodwill, and a $7.2 million noncash impairment charge related to our 50% investment in Chisholm Pipeline Company in our Natural Gas Liquids segment.

We incurred expenses in transactions with unconsolidated affiliates of $16.2 million and $35.8 million for the three months ended September 30, 2021 and 2020, respectively, and $44.2 million and $108.4 million for the nine months ended September 30, 2021 and 2020, respectively, primarily related to Northern Border Pipeline and Overland Pass Pipeline. Revenue earned and accounts receivable from, and accounts payable to, our equity-method investees were not material.

We have an operating agreement with Roadrunner that provides for reimbursement or payment to us for management services and certain operating costs, which are included in operating income in our Consolidated Statements of Income.

J. COMMITMENTS AND CONTINGENCIES

Environmental Matters and Pipeline Safety - The operation of pipelines, plants and other facilities for the gathering, processing, fractionation, transportation and storage of natural gas, NGLs, condensate and other products is subject to numerous and complex laws and regulations pertaining to health, safety and the environment. As an owner and/or operator of these facilities, we must comply with laws and regulations that relate to air and water quality, hazardous and solid waste management and disposal, cultural resource protection and other environmental and safety matters. The cost of planning, designing, constructing and operating pipelines, plants and other facilities must incorporate compliance with these laws, regulations and safety standards. Failure to comply with these laws and regulations may trigger a variety of administrative, civil and potentially criminal enforcement measures, including citizen suits, which can include the assessment of monetary penalties, the imposition of remedial requirements and the issuance of injunctions or restrictions on operation or construction. Management does not believe that, based on currently known information, a material risk of noncompliance with these laws and regulations exists that will affect adversely our consolidated results of operations, financial condition or cash flows.

Legal Proceedings - We are a party to various legal proceedings that have arisen in the normal course of our operations. While the results of these proceedings cannot be predicted with certainty, we believe the reasonably possible losses from such proceedings, individually and in the aggregate, are not material. Additionally, we believe the probable final outcome of such proceedings will not have a material adverse effect on our consolidated results of operations, financial position or cash flows.

K. REVENUES

Accounting Policies - Many of the contract types described within Note A of the Notes to Consolidated Financial Statement in our Annual Report contain additional fees or charges payable by customers for nonperformance (e.g., minimum volume commitments or product specifications), which are considered to be variable consideration. These fees and charges are not recorded until it is probable that a significant reversal of the associated revenue will not occur.

Contract Assets and Contract Liabilities - Our contract asset balances at the beginning and end of the period primarily relate to our firm service transportation contracts with tiered rates, which are not material. The following table sets forth the balances in contract liabilities for the periods indicated:

Contract Liabilities						(Millions of dollars)
Balance at December 31, 2020 (a)						$	41.4
Revenue recognized included in beginning balance						(22.8)
Net additions						33.9
Balance at September 30, 2021 (b)						$	52.5

(a) - Contract liabilities of $23.7 million and $17.7 million are included in other current liabilities and other deferred credits, respectively, in our Consolidated Balance Sheet.

(b) - Contract liabilities of $35.8 million and $16.7 million are included in other current liabilities and other deferred credits, respectively, in our Consolidated Balance Sheet.

Receivables from Customers and Revenue Disaggregation - Substantially all of the balances in accounts receivable on our Consolidated Balance Sheets at September 30, 2021, and December 31, 2020, relate to customer receivables. Revenues sources are disaggregated in Note L.

Transaction Price Allocated to Unsatisfied Performance Obligations - We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) variable consideration on contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.

The following table presents aggregate value allocated to unsatisfied performance obligations as of September 30, 2021, and the amounts we expect to recognize in revenue in future periods, related primarily to firm transportation and storage contracts with remaining contract terms ranging from one month to 23 years:

Expected Period of Recognition in Revenue						(Millions of dollars)
Remainder of 2021						$	93.4
2022						327.0
2023						282.2
2024						240.7
2025 and beyond						953.9
Total estimated transaction price allocated to unsatisfied performance obligations						$	1,897.2

The table above excludes variable consideration allocated entirely to wholly unsatisfied performance obligations, wholly unsatisfied promises to transfer distinct goods or services that are part of a single performance obligation and consideration we determine to be fully constrained. The amounts we determined to be fully constrained relate to future sales obligations under long-term sales contracts where the transaction price is not known and minimum volume agreements, which we consider to be fully constrained until invoiced.

L. SEGMENTS

Segment Descriptions - Our operations are divided into three reportable business segments as follows:

• our Natural Gas Gathering and Processing segment gathers, treats and processes natural gas;

• our Natural Gas Liquids segment gathers, treats, fractionates and transports NGLs and stores, markets and distributes NGL products; and

• our Natural Gas Pipelines segment transports and stores natural gas via regulated intrastate and interstate natural gas transmission pipelines and natural gas storage facilities.

Other and eliminations consist of corporate costs, the operating and leasing activities of our headquarters building and related parking facility and eliminations necessary to reconcile our reportable segments to our Consolidated Financial Statements.

Accounting Policies - The accounting policies of the segments are described in Note A of the Notes to Consolidated Financial Statements in our Annual Report.

Operating Segment Information - The following tables set forth certain selected financial information for our operating segments for the periods indicated:

Three Months Ended September 30, 2021			Natural Gas Gathering and Processing						Natural Gas Liquids (a)						Natural Gas Pipelines (b)						Total Segments
			(Thousands of dollars)
NGL and condensate sales			$	815,993					$	3,853,078					$	—					$	4,669,071
Residue natural gas sales			370,801						—						19						370,820
Gathering, processing and exchange services revenue			35,395						133,574						—						168,969
Transportation and storage revenue			—						40,465						120,294						160,759
Other			6,294						2,499						167						8,960
Total revenues (c)			1,228,483						4,029,616						120,480						5,378,579
Cost of sales and fuel (exclusive of depreciation and operating costs)			(913,931)						(3,377,903)						(344)						(4,292,178)
Operating costs			(95,210)						(128,809)						(41,020)						(265,039)
Equity in net earnings from investments			499						5,384						22,690						28,573
Noncash compensation expense and other			9,816						3,871						920						14,607
Segment adjusted EBITDA			$	229,657					$	532,159					$	102,726					$	864,542
Depreciation and amortization			$	(63,750)					$	(74,986)					$	(14,821)					$	(153,557)
Capital expenditures			$	80,839					$	53,778					$	24,587					$	159,204

(a) - Our Natural Gas Liquids segment has regulated and nonregulated operations. Our Natural Gas Liquids segment’s regulated operations had revenues of $618.8 million, of which $567.7 million related to revenues within the segment, and cost of sales and fuel of $160.0 million.

(b) - Our Natural Gas Pipelines segment has regulated and nonregulated operations. Our Natural Gas Pipelines segment’s regulated operations had revenues of $72.4 million and cost of sales and fuel of $3.9 million.

(c) - Intersegment revenues are primarily commodity sales which are based on the contracted selling price that is generally index-based and settled monthly, and for the Natural Gas Gathering and Processing segment totaled $837.7 million. Intersegment revenues for the Natural Gas Liquids and Natural Gas Pipelines segments were not material.

Three Months Ended September 30, 2021						Total Segments						Other and Eliminations						Total
						(Thousands of dollars)
Reconciliations of total segments to consolidated
NGL and condensate sales						$	4,669,071					$	(838,279)					$	3,830,792
Residue natural gas sales						370,820						—						370,820
Gathering, processing and exchange services revenue						168,969						—						168,969
Transportation and storage revenue						160,759						(3,500)						157,259
Other						8,960						(625)						8,335
Total revenues (a)						$	5,378,579					$	(842,404)					$	4,536,175
Cost of sales and fuel (exclusive of depreciation and operating costs)						$	(4,292,178)					$	843,051					$	(3,449,127)
Operating costs						$	(265,039)					$	(78)					$	(265,117)
Depreciation and amortization						$	(153,557)					$	(985)					$	(154,542)
Equity in net earnings from investments						$	28,573					$	—					$	28,573
Capital expenditures						$	159,204					$	7,003					$	166,207

(a) - Noncustomer revenue for the three months ended September 30, 2021, totaled $(178.7) million related primarily to losses from derivatives on commodity contracts.

Three Months Ended September 30, 2020			Natural Gas Gathering and Processing						Natural Gas Liquids (a)						Natural Gas Pipelines (b)						Total Segments
			(Thousands of dollars)
NGL and condensate sales			$	239,810					$	1,658,123					$	—					$	1,897,933
Residue natural gas sales			178,492						—						3,998						182,490
Gathering, processing and exchange services revenue			36,459						132,210						—						168,669
Transportation and storage revenue			—						39,774						113,047						152,821
Other			4,644						2,110						251						7,005
Total revenues (c)			459,405						1,832,217						117,296						2,408,918
Cost of sales and fuel (exclusive of depreciation and operating costs)			(207,519)						(1,289,667)						(3,389)						(1,500,575)
Operating costs			(69,351)						(101,223)						(34,567)						(205,141)
Equity in net earnings (loss) from investments			(42)						8,018						30,070						38,046
Noncash compensation expense and other			655						1,898						427						2,980
Segment adjusted EBITDA			$	183,148					$	451,243					$	109,837					$	744,228
Depreciation and amortization			$	(66,459)					$	(71,534)					$	(14,243)					$	(152,236)
Capital expenditures			$	63,030					$	298,891					$	12,978					$	374,899

(a) - Our Natural Gas Liquids segment has regulated and nonregulated operations. Our Natural Gas Liquids segment’s regulated operations had revenues of $541.7 million, of which $495.4 million related to revenues within the segment, and cost of sales and fuel of $137.5 million.

(b) - Our Natural Gas Pipelines segment has regulated and nonregulated operations. Our Natural Gas Pipelines segment’s regulated operations had revenues of $71.8 million and cost of sales and fuel of $9.6 million.

(c) - Intersegment revenues are primarily commodity sales which are based on the contracted selling price that is generally index-based and settled monthly, and for the Natural Gas Gathering and Processing segment totaled $235.6 million. Intersegment revenues for the Natural Gas Liquids and Natural Gas Pipelines segments were not material.

Three Months Ended September 30, 2020						Total Segments						Other and Eliminations						Total
						(Thousands of dollars)
Reconciliations of total segments to consolidated
NGL and condensate sales						$	1,897,933					$	(224,731)					$	1,673,202
Residue natural gas sales						182,490						(5,897)						176,593
Gathering, processing and exchange services revenue						168,669						—						168,669
Transportation and storage revenue						152,821						(3,597)						149,224
Other						7,005						(429)						6,576
Total revenues (a)						$	2,408,918					$	(234,654)					$	2,174,264
Cost of sales and fuel (exclusive of depreciation and operating costs)						$	(1,500,575)					$	234,901					$	(1,265,674)
Operating costs						$	(205,141)					$	212					$	(204,929)
Depreciation and amortization						$	(152,236)					$	(1,009)					$	(153,245)
Equity in net earnings from investments						$	38,046					$	—					$	38,046
Capital expenditures						$	374,899					$	5,143					$	380,042

(a) - Noncustomer revenue for the three months ended September 30, 2020, totaled $4.0 million related primarily to gains from derivatives on commodity contracts.

Nine Months Ended September 30, 2021			Natural Gas Gathering and Processing						Natural Gas Liquids (a)						Natural Gas Pipelines (b)						Total Segments
			(Thousands of dollars)
NGL and condensate sales			$	1,874,183					$	9,097,512					$	—					$	10,971,695
Residue natural gas sales			940,850						—						115,478						1,056,328
Gathering, processing and exchange services revenue			101,221						376,429						—						477,650
Transportation and storage revenue			—						127,057						365,578						492,635
Other			15,422						38,161						682						54,265
Total revenues (c)			2,931,676						9,639,159						481,738						13,052,573
Cost of sales and fuel (exclusive of depreciation and operating costs)			(2,019,723)						(7,838,141)						(10,901)						(9,868,765)
Operating costs			(266,237)						(382,012)						(121,843)						(770,092)
Equity in net earnings from investments			2,669						14,078						70,866						87,613
Noncash compensation expense and other			15,254						14,994						3,737						33,985
Segment adjusted EBITDA			$	663,639					$	1,448,078					$	423,597					$	2,535,314
Depreciation and amortization			$	(198,050)					$	(223,679)					$	(43,786)					$	(465,515)
Investments in unconsolidated affiliates			$	25,734					$	417,573					$	353,926					$	797,233
Total assets			$	6,725,753					$	14,898,568					$	2,129,406					$	23,753,727
Capital expenditures			$	177,362					$	225,766					$	73,540					$	476,668

(a) - Our Natural Gas Liquids segment has regulated and nonregulated operations. Our Natural Gas Liquids segment’s regulated operations had revenues of $1.8 billion, of which $1.6 billion related to revenues within the segment, and cost of sales and fuel of $449.1 million.

(b) - Our Natural Gas Pipelines segment has regulated and nonregulated operations. Our Natural Gas Pipelines segment’s regulated operations had revenues of $323.2 million and cost of sales and fuel of $20.5 million.

(c) - Intersegment revenues are primarily commodity sales which are based on the contracted selling price that is generally index-based and settled monthly, and for the Natural Gas Gathering and Processing segment totaled $1.9 billion. Intersegment revenues for the Natural Gas Liquids and Natural Gas Pipelines segments were not material.

Nine Months Ended September 30, 2021						Total Segments						Other and Eliminations						Total
						(Thousands of dollars)
Reconciliations of total segments to consolidated
NGL and condensate sales						$	10,971,695					$	(1,920,483)					$	9,051,212
Residue natural gas sales						1,056,328						—						1,056,328
Gathering, processing and exchange services revenue						477,650						—						477,650
Transportation and storage revenue						492,635						(10,541)						482,094
Other						54,265						(1,731)						52,534
Total revenues (a)						$	13,052,573					$	(1,932,755)					$	11,119,818
Cost of sales and fuel (exclusive of depreciation and operating costs)						$	(9,868,765)					$	1,931,149					$	(7,937,616)
Operating costs						$	(770,092)					$	(881)					$	(770,973)
Depreciation and amortization						$	(465,515)					$	(3,068)					$	(468,583)
Equity in net earnings from investments						$	87,613					$	—					$	87,613
Investments in unconsolidated affiliates						$	797,233					$	—					$	797,233
Total assets						$	23,753,727					$	118,604					$	23,872,331
Capital expenditures						$	476,668					$	13,661					$	490,329

(a) - Noncustomer revenue for the nine months ended September 30, 2021, totaled $(386.9) million related primarily to losses from derivatives on commodity contracts.

Nine Months Ended September 30, 2020			Natural Gas Gathering and Processing						Natural Gas Liquids (a)						Natural Gas Pipelines (b)						Total Segments
			(Thousands of dollars)
NGL and condensate sales			$	569,308					$	4,429,414					$	—					$	4,998,722
Residue natural gas sales			518,435						—						6,033						524,468
Gathering, processing and exchange services revenue			110,345						370,920						—						481,265
Transportation and storage revenue			—						131,410						353,188						484,598
Other			11,106						6,779						916						18,801
Total revenues (c)			1,209,194						4,938,523						360,137						6,507,854
Cost of sales and fuel (exclusive of depreciation and operating costs)			(541,910)						(3,473,575)						(5,096)						(4,020,581)
Operating costs			(232,489)						(297,771)						(100,966)						(631,226)
Equity in net earnings (loss) from investments			(1,385)						31,083						78,303						108,001
Noncash compensation expense and other			(1,865)						1,541						(184)						(508)
Segment adjusted EBITDA			$	431,545					$	1,199,801					$	332,194					$	1,963,540
Depreciation and amortization			$	(180,634)					$	(198,440)					$	(43,937)					$	(423,011)
Impairment charges (d)			$	(564,353)					$	(77,401)					$	—					$	(641,754)
Investments in unconsolidated affiliates			$	2,276					$	426,621					$	361,476					$	790,373
Total assets			$	6,437,301					$	13,449,529					$	2,082,846					$	21,969,676
Capital expenditures			$	362,811					$	1,504,881					$	40,478					$	1,908,170

(a) - Our Natural Gas Liquids segment has regulated and nonregulated operations. Our Natural Gas Liquids segment’s regulated operations had revenues of 1.5 billion, of which 1.3 billion related to revenues within the segment, and cost of sales and fuel of $375.0 million.

(b) - Our Natural Gas Pipelines segment has regulated and nonregulated operations. Our Natural Gas Pipelines segment’s regulated operations had revenues of $225.6 million and cost of sales and fuel of $22.4 million.

(c) - Intersegment revenues are primarily commodity sales, which are based on the contracted selling price that is generally index-based and settled monthly, and for the Natural Gas Gathering and Processing segment totaled $557.1 million. Intersegment revenues for the Natural Gas Liquids and Natural Gas Pipelines segments were not material.

(d) - Includes noncash impairment charges of $380.5 million related primarily to long-lived assets, $153.4 million related to goodwill and $30.5 million related to an investment in an unconsolidated affiliate in our Natural Gas Gathering and Processing segment; and $70.2 million related to long-lived assets and $7.2 million related to an investment in an unconsolidated affiliate in our Natural Gas Liquids segment.

Nine Months Ended September 30, 2020						Total Segments						Other and Eliminations						Total
						(Thousands of dollars)
Reconciliations of total segments to consolidated
NGL and condensate sales						$	4,998,722					$	(513,170)					$	4,485,552
Residue natural gas sales						524,468						(10,860)						513,608
Gathering, processing and exchange services revenue						481,265						—						481,265
Transportation and storage revenue						484,598						(11,033)						473,565
Other						18,801						(1,126)						17,675
Total revenues (a)						$	6,507,854					$	(536,189)					$	5,971,665
Cost of sales and fuel (exclusive of depreciation and operating costs)						$	(4,020,581)					$	537,521					$	(3,483,060)
Operating costs						$	(631,226)					$	(5,207)					$	(636,433)
Depreciation and amortization						$	(423,011)					$	(3,003)					$	(426,014)
Impairment charges						$	(641,754)					$	—					$	(641,754)
Equity in net earnings from investments						$	108,001					$	—					$	108,001
Investments in unconsolidated affiliates						$	790,373					$	—					$	790,373
Total assets						$	21,969,676					$	811,200					$	22,780,876
Capital expenditures						$	1,908,170					$	15,833					$	1,924,003

(a) - Noncustomer revenue for the nine months ended September 30, 2020, totaled $103.0 million related primarily to gains from derivatives on commodity contracts.

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
			2021						2020						2021						2020
			(Thousands of dollars)
Reconciliation of net income to total segment adjusted EBITDA
Net income			$	392,018					$	312,316					$	1,120,333					$	304,780
Add:
Interest expense, net of capitalized interest			184,049						176,371						554,529						535,955
Depreciation and amortization			154,542						153,245						468,583						426,014
Income tax expense			121,899						106,555						354,100						94,300
Impairment charges			—						—						—						641,754
Noncash compensation expense			12,978						1,606						37,086						1,261
Other corporate costs and equity AFUDC (a)			(944)						(5,865)						683						(40,524)
Total segment adjusted EBITDA			$	864,542					$	744,228					$	2,535,314					$	1,963,540

(a) - The three and nine months ended September 30, 2020, include corporate gains of $2.2 million and $22.2 million, respectively, on extinguishment of debt related to open market repurchases.