HOUSTON, Nov. 7, 2012 /PRNewswire/ -- Copano Energy, L.L.C. (NASDAQ: CPNO) today announced its financial results for the three months ended September 30, 2012.

Third Quarter 2012 Highlights:


    --  Fee-based Texas segment rich natural gas volumes drive third quarter
        performance
    --  Total distributable cash flow of $57.1 million, a 55% increase from
        third quarter 2011
    --  Total segment gross margin of $75.1 million, a 16% increase from the
        prior year period
    --  Adjusted EBITDA of $73.0 million, a 41% increase from the prior year
        period
    --  Volumes gathered from the Eagle Ford Shale play averaged 567,000
        MMBtu/d, a 248% increase from the prior year period
    --  Texas segment NGL production of over 54,000 Bbls/d, a 75% increase from
        third quarter 2011

"Our third quarter results highlight our strengthening operational performance and continued progress in executing on our Eagle Ford strategy," said R. Bruce Northcutt, Copano's President and Chief Executive Officer. "Despite lower NGL prices compared to the second quarter of this year, fee-based volumes from the Eagle Ford have continued to grow, delivering strong gross margins for our Texas business segment.

"Our organic growth projects in the play remain on track and we look forward to the positive impact they will have on total distributable cash flow as our Eagle Ford strategy continues to develop," Northcutt added.

Third Quarter Financial Results

Total distributable cash flow was $57.1 million, a 55% increase from the third quarter of 2011, and a 45% increase from the second quarter of 2012. The increase from the prior-year period was primarily due to:


    --  increased throughput from the Eagle Ford Shale, north Barnett Shale
        Combo and Woodford Shale plays, and
    --  a $9.7 million gain related to the sale of the Lake Charles plant in
        Louisiana.

These benefits were partially offset by lower natural gas liquids (NGL) prices and higher interest and operating expenses.

Third-quarter 2012 total distributable cash flow represents 124% coverage of the third-quarter distribution of $0.575 per unit, based on common units outstanding on the distribution record date, which included an additional 6,526,078 common units issued in our equity offering that closed in late October 2012. Excluding the gain on the sale of the Lake Charles plant, third-quarter 2012 total distributable cash flow coverage was approximately 103%. Excluding the newly issued units and the gain on sale of the Lake Charles plant, third-quarter 2012 total distributable cash flow coverage was approximately 112%.

Revenue for the third quarter of 2012 increased 4% from the third quarter of 2011 to $366.4 million, and 15% from the second quarter of 2012. Total segment gross margin increased 16% from the third quarter of 2011 to $75.1 million, and 3% from the second quarter of 2012. Adjusted EBITDA increased 41% from the third quarter of 2011 to $73.0 million, and 25% from the second quarter of 2012. Net income to common units was $19.8 million for the third quarter of 2012 compared to net loss of $166.0 million for the third quarter of 2011.

Corporate and other activities, which include Copano's commodity risk management efforts, resulted in a loss of $3.7 million for the third quarter of 2012, consisting of $5.9 million in non-cash amortization expense and $2.6 million of unrealized losses on commodity derivative instruments, offset by $4.8 million of net cash settlements received. Corporate and other activities resulted in a $8.0 million loss for the third quarter of 2011 consisting of $7.4 million of non-cash amortization expense and $2.9 million of net cash settlements paid, offset by $2.3 million of unrealized gain on commodity derivative instruments. Corporate and other activities resulted in a $3.4 million gain for the second quarter of 2012 consisting of $3.4 million of net cash settlements received and $5.0 million of unrealized gains on commodity derivative instruments, offset by $5.0 million of non-cash amortization expense.

Total distributable cash flow, total segment gross margin, adjusted EBITDA and segment gross margin are non-GAAP financial measures, which are reconciled to their most directly comparable GAAP measures at the end of this news release. Please read "Use of Non-GAAP Financial Measures" beginning on page 5 of this news release.

Third Quarter Operating Results by Segment

Texas

Segment gross margin for Texas increased 24% from the third quarter of 2011 to $55.2 million, and increased 12% from the second quarter of 2012. The increase from the prior year was primarily a result of volume growth from the Eagle Ford Shale and north Barnett Shale Combo plays, partially offset by a decline in leaner gas volumes at the Houston Central complex, which were displaced to accommodate richer Eagle Ford Gathering fee-based gas volumes.

During the third quarter of 2012, Texas segment service throughput volumes averaged 897,601 MMBtu/d of natural gas, an increase of 17% from the third quarter of 2011. The Texas segment gathered an average of 557,457 MMBtu/d of natural gas, an increase of 20% over the third quarter of 2011, primarily due to increased volumes from the Eagle Ford Shale and north Barnett Shale Combo plays. Volumes processed at Copano's plants and third-party plants in Texas averaged 824,196 MMBtu/d during the third quarter of 2012, an increase of 20% over the third quarter of 2011 primarily due to increased volumes from the north Barnett Shale Combo play and at the Lake Charles plant. Third-quarter NGL production averaged 54,142 Bbls/d at Copano-owned plants and third-party plants, an increase of 75% from the third quarter of 2011, reflecting a substantial increase in the NGL content of volumes at the Houston Central complex, and increased volumes at the Saint Jo plant in the north Barnett Shale Combo play.

Eagle Ford Gathering, Copano's unconsolidated joint venture with Kinder Morgan, has been in full service since December 2011 and provided gathering services for an average of 319,919 MMBtu/d during the third quarter of 2012. Texas segment gross margin results do not include the financial results and volumes associated with Copano's interest in Eagle Ford Gathering, which is accounted for under the equity method of accounting and shown in Copano's financial statements under "Equity in (earnings) loss from unconsolidated affiliates." For the third quarter of 2012, equity earnings and distributions from Eagle Ford Gathering totaled $9.2 million and $6.3 million, respectively.

Oklahoma

Segment gross margin for Oklahoma was $22.9 million for the third quarter of 2012, a decrease of 18% compared to the third quarter of last year and an increase of 14% from the second quarter of 2012. The year-over-year decrease was due primarily to lower NGL and natural gas prices, which resulted in a 24% decrease in realized margins on service throughput compared to the third quarter of 2011 ($0.80 per MMBtu in 2012 compared to $1.05 per MMBtu in 2011). This decrease was partially offset by an increase in service throughput attributable to lean gas volume growth from the Woodford Shale play.

The Oklahoma segment gathered an average of 313,414 MMBtu/d of natural gas, an increase of 9% compared to the third quarter of 2011, due primarily to lean gas from the Woodford Shale area, which increased 20% compared to the third quarter of 2011. Volumes processed at wholly owned and third-party plants in Oklahoma were flat compared to the third quarter of 2011, averaging 157,775 MMBtu/d. Third-quarter NGL production at Copano-owned plants and third-party plants averaged 16,207 Bbls/d, a decrease of 7% from the third quarter of 2011.

Rocky Mountains

Segment gross margin for the Rocky Mountains segment totaled $0.6 million in the third quarter of 2012 compared to $0.4 million for the third quarter of 2011 and $0.2 million for the second quarter of 2012. Rocky Mountains segment gross margin results do not include the financial results and volumes associated with Copano's interest in Bighorn Gas Gathering and Fort Union Gas Gathering, which are accounted for under the equity method of accounting and shown in Copano's financial statements under "Equity in (earnings) loss from unconsolidated affiliates."

Average pipeline throughput for Bighorn and Fort Union on a combined basis increased 4% to 694,961 MMBtu/d in the third quarter of 2012 as compared to 670,543 MMBtu/d in the third quarter of 2011. The volume increase is due primarily to producers increasing volumes on Fort Union to access downstream markets; however, because Fort Union has firm volume commitments from these producers, the increase did not have a material impact on Copano's equity earnings or distributions. For the third quarter of 2012, combined equity earnings for Bighorn and Fort Union totaled $3.0 million compared to equity losses of $164.1 million for the same period in 2011, which included a $165.0 million impairment in 2011. Combined distributions from Bighorn and Fort Union totaled $5.1 million in the third quarter of 2012 compared to $5.0 million in the third quarter of last year.

Cash Distributions

On October 10, 2012, Copano announced its third quarter 2012 cash distribution of $0.575 per unit, or $2.30 per unit on an annualized basis, which will be paid on November 8, 2012 to common unitholders of record at the close of business on October 31, 2012. This distribution is unchanged from the second quarter of 2012.

Conference Call Information

Copano will hold a conference call on November 8, 2012 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) to discuss its third quarter 2012 financial results. To participate in the call, dial (480) 629-9643 and ask for the Copano call at least 10 minutes prior to the start time, or access it live over the internet at http://www.copano.com on the "Investor Overview" page of the "Investor Relations" section of Copano's website.

A replay of the audio webcast will be available shortly after the call on Copano's website. A telephonic replay will be available through November 15, 2012 by calling (303) 590-3030 and using the pass code 4570334#.

Use of Non-GAAP Financial Measures

This news release and the accompanying schedules include non-generally accepted accounting principles, or non-GAAP, financial measures of total distributable cash flow, total segment gross margin, adjusted EBITDA and segment gross margin. The accompanying schedules provide reconciliations of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States, or GAAP. Non-GAAP financial measures should not be considered as alternatives to GAAP measures such as net income (loss), operating income (loss), cash flows from operating activities or any other GAAP measure of liquidity or financial performance. Copano's non-GAAP financial measures may not be comparable to similarly titled measures of other companies, who may not calculate their measures in the same manner.

Copano's management team uses non-GAAP financial measures to evaluate its core profitability and to assess the financial performance of its assets. Subject to the limitations expressed above, Copano believes that investors and other market participants benefit from access to the various financial measures that its management uses in evaluating its performance because it allows them to independently evaluate Copano's performance with the same information used by management.

Copano Energy, L.L.C. is a midstream natural gas company with operations in Texas, Oklahoma and Wyoming. For more information, please visit http://www.copano.com.

This press release includes "forward-looking statements," as defined by the Securities and Exchange Commission. Statements that address activities or events that Copano believes will or may occur in the future are forward-looking statements. These statements include, but are not limited to, statements about future producer activity and Copano's total distributable cash flow and distribution coverage. These statements are based on management's experience and perception of historical trends, current conditions, expected future developments and other factors management believes are reasonable. Important factors that could cause actual results to differ materially from those in forward-looking statements include the following risks and uncertainties, many of which are beyond Copano's control: the volatility of prices and market demand for natural gas and natural gas liquids; Copano's ability to continue to connect new sources of natural gas, crude oil and condensate, and the NGL content of new gas supplies; the impact on volumes and resulting cash flow of technological, economic and other uncertainties inherent in estimating future production; producers' ability to drill and successfully complete and connect new natural gas supplies; Copano's ability to attract and retain key customers; performance by producers, customers and service providers under their contracts with Copano; the availability of downstream transportation and other facilities for natural gas and NGLs; operational risks affecting the performance of Copano or third-party processing, fractionation plants and other facilities; Copano's ability to access or construct new processing, fractionation and transportation capacity; higher construction costs or project delays due to inflation, limited availability of required resources, or the effects of operational, legal or other uncertainties; general economic conditions; the effects of government regulations and policies; and other financial, operational and legal risks and uncertainties detailed from time to time in Copano's quarterly and annual reports filed with the Securities and Exchange Commission. Copano does not undertake to update any forward-looking statement except as provided by law.


    Contacts:                  Carl A. Luna, SVP and CFO
                               Copano Energy, L.L.C.
                               713-621-9547

                               Jack Lascar / jlascar@drg-l.com
                               Anne Pearson/ apearson@drg-l.com
                               DRG&L/ 713-529-6600

-financial statements follow -


                                                                               COPANO ENERGY, L.L.C. AND SUBSIDIARIES
                                                                           UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                               Three Months Ended                                       Nine Months Ended
                                                                                                  September 30,                                           September 30,
                                                                                                  -------------                                           -------------
                                                                                             2012                    2011                             2012                    2011
                                                                                             ----                    ----                             ----                    ----
                                                                                                        (In thousands, except per unit information)
    Revenue:
                                           Natural gas
                                           sales                                           $97,614                            $120,815                                     $253,819              $348,538
                                           Natural gas
                                           liquids sales                                   205,464                             191,370                                      589,431               521,129
                                           Transportation,
                                           compression
                                           and
                                           processing
                                           fees                                             49,314                              30,337                                      132,394                82,706
                                           Condensate and
                                           other                                            14,001                              11,169                                       45,280                37,299

                                          Total revenue                                    366,393                             353,691                                    1,020,924               989,672
                                                                                           -------                             -------                                    ---------               -------

    Costs and expenses:
                                           Cost of
                                           natural gas
                                           and natural
                                           gas
                                           liquids(1)                                      284,936                             281,858                                      789,369               779,986
                                           Transportation(1)                                 6,365                               6,991                                       18,785                19,202
                                           Operations and
                                           maintenance                                      19,242                              16,091                                       56,171                46,953
                                           Depreciation
                                           and
                                           amortization                                     19,259                              16,911                                       57,409                51,143
                                          Impairment                                             -                               5,000                                       28,744                 5,000
                                           General and
                                           administrative                                   13,697                              10,031                                       38,939                34,530
                                           Taxes other
                                           than income                                       1,983                               1,502                                        5,459                 4,029
                                           Equity in
                                           (earnings)
                                           loss from
                                           unconsolidated
                                           affiliates                                      (12,558)                            161,589                                       89,733               158,581
                                           Gain on sale
                                           of operating
                                           assets                                           (9,716)                                  -                                       (9,716)                    -

                                          Total costs and expenses                         323,208                             499,973                                    1,074,893             1,099,424
                                                                                           -------                             -------                                    ---------             ---------

    Operating income (loss)                                          43,185                           (146,282)                                     (53,969)                          (109,752)
    Other income (expense):
                                           Interest and
                                           other income                                         11                                  16                                          570                    31
                                           Loss on
                                           refinancing
                                           of unsecured
                                           debt                                                  -                                   -                                            -               (18,233)
                                           Interest and
                                           other
                                           financing
                                           costs                                           (13,797)                            (11,080)                                     (42,823)              (34,450)

    Income (loss) before income taxes                                29,399                           (157,346)                                     (96,222)                          (162,404)
    Provision for income taxes                                         (474)                              (390)                                      (1,406)                            (1,161)
                                                                       ----                               ----                                       ------                             ------
    Net income (loss)                                                28,925                           (157,736)                                     (97,628)                          (163,565)
    Preferred unit distributions                                    (9,138)                             (8,279)                                     (26,751)                           (24,235)
                                                                     ------                             ------                                      -------                            -------
    Net income (loss) to common units                               $19,787                          $(166,015)                                   $(124,379)                         $(187,800)
                                                                    =======                          =========                                    =========                          =========

    Basic net income (loss) per common
     unit:
                                           Net income
                                           (loss) per
                                           common unit                                       $0.27                              $(2.51)                                      $(1.73)               $(2.84)

                                           Weighted
                                           average
                                           number of
                                           common units                                     72,395                              66,246                                       71,887                66,125


    Diluted net income (loss) per common
     unit:
                                           Net income
                                           (loss) per
                                           common unit                                       $0.23                              $(2.51)                                      $(1.73)               $(2.84)

                                           Weighted
                                           average
                                           number of
                                           common units                                     85,682                              66,246                                       71,887                66,125



    Distributions declared per common
     unit                                                            $0.575                             $0.575                                       $1.725                             $1.725
                                                               ===   ======                             ======                                       ======                             ======


    (1) Exclusive of operations and maintenance, depreciation and amortization and impairment shown separately below.

                                                         COPANO ENERGY, L.L.C. AND SUBSIDIARIES
                                                    UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                                                                                                           
                                                                                                         Nine Months Ended September 30,
                                                                                                         -------------------------------
                                                                                                              2012                          2011
                                                                                                              ----                          ----
    Cash Flows From Operating Activities:
                                                                                                                  (In thousands)
                                           Net loss                                                      $(97,628)                                $(163,565)
                                            Adjustments to
                                            reconcile net loss
                                            to net cash
                                            provided by
                                            operating
                                            activities:
                                            Depreciation and
                                            amortization                                                   57,409                                    51,143
                                           Impairment                                                      28,744                                     5,000
                                            Amortization of
                                            debt issue
                                            costs                                                           2,987                                     2,855
                                            Equity in loss
                                            from
                                            unconsolidated
                                            affiliates                                                     89,733                                   158,581
                                            Distributions
                                            from
                                            unconsolidated
                                            affiliates                                                     31,229                                    17,961
                                            Gain on sale of
                                            operating
                                            assets                                                         (9,716)                                        -
                                            Loss on
                                            refinancing of
                                            unsecured debt                                                                 -                                    18,233
                                            Non-cash gain
                                            on risk
                                            management
                                            activities, net                                                (4,327)                                   (4,723)
                                            Equity-based
                                            compensation                                                    5,246                                     7,445
                                            Deferred tax
                                            provision                                                         240                                       253
                                            Other non-cash
                                            items                                                           5,196                                       (86)
                                            Changes in
                                            assets and
                                            liabilities,
                                            net of
                                            acquisitions:                                                                  -                                         -
                                                     Accounts
                                                     receivable                                              8,032                                   (11,132)
                                                     Prepayments
                                                     and other
                                                     current
                                                     assets                                                  1,861                                    (2,952)
                                                     Risk
                                                     management
                                                     activities                                              8,135                                    11,353
                                                     Accounts
                                                     payable                                               (24,371)                                   17,459
                                                     Other current
                                                     liabilities                                            21,010                                    14,964
                                                                                                            ------                                    ------
                                                                     Net cash provided by
                                                                     operating activities                              123,780                                   122,789
                                                                                                                       -------                                   -------
                                                                                                                                                                          
    Cash Flows From Investing Activities:
                                            Additions to
                                            property, plant
                                            and equipment                                                (247,179)                                 (175,323)
                                            Additions to
                                            intangible assets                                              (6,869)                                   (5,316)
                                           Acquisitions                                                                    -                                   (16,084)
                                            Investments in
                                            unconsolidated
                                            affiliates                                                    (60,677)                                 (105,111)
                                            Distributions from
                                            unconsolidated
                                            affiliates                                                      3,279                                     2,368
                                           Escrow cash                                                                     -                                         6
                                            Proceeds from sale
                                            of assets                                                      23,850                                       248
                                           Other                                                            2,604                                        98
                                                                                                                                                  
                                                                     Net cash used in
                                                                     investing activities                             (284,992)                                 (299,114)
                                                                                                                      --------                                  --------
                                                                                                                                                                          
    Cash Flows From Financing Activities:
                                            Proceeds from long-
                                            term debt                                                     420,375                                   725,000
                                            Repayment of long-
                                            term debt                                                    (322,000)                                 (412,665)
                                            Payments of
                                            premiums and
                                            expenses on
                                            redemption of
                                            unsecured debt                                                                 -                                   (14,572)
                                            Deferred financing
                                            costs                                                          (3,539)                                  (15,743)
                                            Distributions to
                                            unitholders                                                  (126,090)                                 (114,834)
                                            Proceeds from
                                            public offering of
                                            common units, net
                                            of underwriting
                                            discounts
                                            and commissions
                                            of $7,590                                                     188,083                                         -
                                            Equity offering
                                            costs                                                            (379)                                       (4)
                                            Proceeds from
                                            option exercises                                                1,284                                     2,747
                                                                                                                                                  
                                                                     Net cash provided by
                                                                     financing activities                              157,734                                   169,929
                                                                                                                       -------                                   -------
                                                                                                                                                                          
    Net decrease in cash and cash equivalents                                                                           (3,478)                                   (6,396)
    Cash and cash equivalents, beginning of year                                                                        56,962                                    59,930
                                                                                                                        ------                                    ------
    Cash and cash equivalents, end of period                                                                           $53,484                                   $53,534
                                                                                                                       =======                                   =======

                                                        COPANO ENERGY, L.L.C. AND SUBSIDIARIES
                                                         UNAUDITED CONSOLIDATED BALANCE SHEETS
                                                                                                                                                                                                                                         
                                                                                                                                                                                         September 30,                     December 31,
                                                                                                                                                                                                         2012                      2011
                                                                                                                                                                                                         ----                      ----
                                                                                                                                                                                                               
                                                                                                                                                                                   (In thousands, except unit
                                                                                                                                                                                           information)
                                                                        ASSETS
    Current assets:
                                                                                                                                                     Cash and cash
                                                                                                                                                     equivalents                                                  $53,484                              $56,962
                                                                                                                                                     Accounts
                                                                                                                                                     receivable,
                                                                                                                                                     net                                                          112,165                              119,193
                                                                                                                                                     Risk
                                                                                                                                                     management
                                                                                                                                                     assets                                                        16,420                                4,322
                                                                                                                                                     Prepayments
                                                                                                                                                     and other
                                                                                                                                                     current
                                                                                                                                                     assets                                                         3,254                                5,114
                                                                                                                                                                                                                                                    
                                                                                                                                                    Total current assets                                          185,323                              185,591
                                                                                                                                                                                                                  -------                              -------
                                                                                                                                                                                                                                                                
    Property, plant and equipment, net                                                                                                                                                              1,301,813                            1,103,699
    Intangible assets, net                                                                                                                                                                            161,652                              192,425
    Investments in unconsolidated affiliates                                                                                                                                                          480,118                              544,687
    Escrow cash                                                                                                                                                                                         1,848                                1,848
    Risk management assets                                                                                                                                                                              6,941                                6,452
    Other assets, net                                                                                                                                                                                  28,163                               29,895
                                                                                                                                                                                                       ------                               ------
                                                                                                                                                    Total assets                                               $2,165,858                           $2,064,597
                                                                                                                                                                                                               ==========                           ==========
                                                                                                                                                                                                                                                                
                                                           LIABILITIES AND MEMBERS' CAPITAL
    Current liabilities:
                                                                                                                                                     Accounts
                                                                                                                                                     payable                                                     $137,232                             $155,921
                                                                                                                                                     Accrued
                                                                                                                                                     capital
                                                                                                                                                     expenditures                                                   9,841                                7,033
                                                                                                                                                     Accrued
                                                                                                                                                     interest                                                      25,022                                8,686
                                                                                                                                                     Accrued tax
                                                                                                                                                     liability                                                      1,148                                1,182
                                                                                                                                                     Risk
                                                                                                                                                     management
                                                                                                                                                     liabilities                                                    1,512                                3,565
                                                                                                                                                     Other current
                                                                                                                                                     liabilities                                                   22,974                               15,007
                                                                                                                                                                                                                                                    
                                                                                                                                                    Total current liabilities                                     197,729                              191,394
                                                                                                                                                                                                                  -------                              -------
                                                                                                                                                                                                                                                                
                                                                                                                                                                                                    1,092,719                              994,525
    Long term debt (includes $3,194 and $0
     bond premium as of September 30, 2012 and
     December 31, 2011, respectively)
    Deferred tax liability                                                                                                                                                                              2,440                                2,199
    Other noncurrent liabilities                                                                                                                                                                        9,893                                4,581
                                                                                                                                                                                                                                                                
    Commitments and contingencies
    Members' capital:
                                                                                                                                                                                                      285,168                              285,168
                                                                                                                                                     Series A
                                                                                                                                                     convertible
                                                                                                                                                     preferred
                                                                                                                                                     units, no
                                                                                                                                                     par value,
                                                                                                                                                     12,582,468
                                                                                                                                                     units
                                                                                                                                                     and11,684,074
                                                                                                                                                     units issued
                                                                                                                                                     and
                                                                                                                                                     outstanding
                                                                                                                                                     as of
                                                                                                                                                     September
                                                                                                                                                     30, 2012 and
                                                                                                                                                     December 31,
                                                                                                                                                     2011,
                                                                                                                                                     respectively
                                                                                                                                                                                                    1,353,900                            1,164,853
                                                                                                                                                     Common units,
                                                                                                                                                     no par
                                                                                                                                                     value,
                                                                                                                                                     72,411,407
                                                                                                                                                     units and
                                                                                                                                                     66,341,458
                                                                                                                                                     units issued
                                                                                                                                                     andoutstanding
                                                                                                                                                     as of
                                                                                                                                                     September
                                                                                                                                                     30, 2012 and
                                                                                                                                                     December 31,
                                                                                                                                                     2011,
                                                                                                                                                     respectively
    Paid in capital                                                                                                                                                                                    69,966                               62,277
    Accumulated deficit                                                                                                                                                                              (848,066)                           (624,121)
    Accumulated other comprehensive income
     (loss)                                                                                                                                                                                             2,109                              (16,279)
                                                                                                                                                                                                        -----                              -------
                                                                                                                                                                                                                  863,077                              871,898
                                                                                                                                                                                                                  -------                              -------
                                                                                                                                                     Total liabilities and
                                                                                                                                                     members' capital                                          $2,165,858                           $2,064,597
                                                                                                                                                                                                               ==========                           ==========

                                                                         COPANO ENERGY, L.L.C. AND SUBSIDIARIES
                                                                             UNAUDITED RESULTS OF OPERATIONS


                                                                                                  Three Months Ended September
                                                                                                               30,                           Nine Months Ended September 30,
                                                                                                -----------------------------               -------------------------------
                                                                                                    2012                 2011                 2012                    2011
                                                                                                    ----                 ----                 ----                    ----

                                                                                                                              ($ In thousands)
    Total segment gross margin(1)                                                      $75,092                         $64,842                         $212,770               $190,484
    Operations and maintenance expenses                                                 19,242                          16,091                           56,171                 46,953
    Depreciation and amortization                                                       19,259                          16,911                           57,409                 51,143
    Impairment                                                                               -                           5,000                           28,744                  5,000
    General and administrative expenses                                                 13,697                          10,031                           38,939                 34,530
    Taxes other than income                                                              1,983                           1,502                            5,459                  4,029
    Equity in (earnings) loss from
     unconsolidated affiliates(2)(3)                                                   (12,558)                        161,589                           89,733                158,581
    Gain on sale of operating assets                                                    (9,716)                              -                           (9,716)                     -
                                                                                        ------                             ---                           ------                    ---
                                         Operating income
                                         (loss)                                                    43,185                         (146,282)                         (53,969)            (109,752)
    Loss on refinancing of unsecured
     debt                                                                                    -                               -                                -                (18,233)
    Interest and other financing costs,
     net                                                                               (13,786)                        (11,064)                         (42,253)               (34,419)
    Provision for income taxes                                                            (474)                           (390)                          (1,406)                (1,161)
                                                                                          ----                            ----                           ------                 ------
    Net income (loss)                                                                   28,925                        (157,736)                         (97,628)              (163,565)
    Preferred unit distributions                                                        (9,138)                         (8,279)                         (26,751)               (24,235)
                                                                                        ------                          ------                          -------                -------
    Net income (loss) to common units                                                  $19,787                       $(166,015)                       $(124,379)             $(187,800)
                                                                                       =======                       =========                        =========              =========

    Basic net income (loss) per common
     unit                                                                                $0.27                          $(2.51)                          $(1.73)                $(2.84)
                                                                                         =====                          ======                           ======                 ======
    Weighted average number of common
     units -basic                                                                       72,395                          66,246                           71,887                 66,125
                                                                                        ======                          ======                           ======                 ======
    Diluted net income (loss) per
     common unit                                                                         $0.23                          $(2.51)                          $(1.73)                $(2.84)
                                                                                         =====                          ======                           ======                 ======
    Weighted average number of common
     units -diluted                                                                     85,682                          66,246                           71,887                 66,125
                                                                                        ======                          ======                           ======                 ======

    Total segment gross margin:
                                        Texas                                                     $55,236                          $44,540                         $149,678             $135,685
                                        Oklahoma                                                   22,948                           27,876                           67,318               79,623
                                         Rocky
                                         Mountains(4)                                                 624                              432                            1,169                2,245

                                        Segment gross margin                                       78,808                           72,848                          218,165              217,553
                                         Corporate and
                                         other(5)                                                  (3,716)                          (8,006)                          (5,395)             (27,069)

                                        Total segment gross margin(1)                             $75,092                          $64,842                         $212,770             $190,484
                                                                                                  =======                          =======                         ========             ========

    Segment gross margin per unit:
                                        Texas:
                                        Service throughput ($/MMBtu)                                $0.67                            $0.63                            $0.59                $0.71
                                        Oklahoma:
                                        Service throughput ($/MMBtu)                                $0.80                            $1.05                            $0.77                $1.04

    Volumes:
                                        Texas:(6)
                                        Service throughput (MMBtu/d)(7)                           897,601                          765,744                          922,256              694,802
                                        Pipeline throughput (MMBtu/d)                             557,457                          463,321                          563,404              436,210
                                        Plant inlet volumes (MMBtu/d)                             824,196                          686,398                          830,755              612,405
                                        NGLs produced (Bbls/d)                                     54,142                           30,904                           46,239               27,040
                                        Oklahoma:(8)
                                        Service throughput (MMBtu/d)(7)                           313,414                          288,440                          318,851              280,689
                                        Plant inlet volumes (MMBtu/d)                             157,775                          158,070                          157,645              154,439
                                        NGLs produced (Bbls/d)                                     16,207                           17,453                           16,729               16,945

    Capital Expenditures:
                                         Maintenance
                                         capital
                                         expenditures                                              $1,743                           $3,510                           $7,984              $11,111
                                         Expansion
                                         capital
                                         expenditures                                              95,869                           82,675                          259,794              203,576

                                        Total capital expenditures                                $97,612                          $86,185                         $267,778             $214,687
                                                                                                  =======                          =======                         ========             ========

    Operations and maintenance
     expenses:
                                        Texas                                                     $11,548                           $9,082                          $33,441              $26,815
                                        Oklahoma                                                    7,649                            6,930                           22,592               19,943
                                        Rocky Mountains                                                45                               79                              138                  195

                                         Total operations and maintenance
                                         expenses                                                 $19,242                          $16,091                          $56,171              $46,953
                                                                                                  =======                          =======                          =======              =======


             (1)   Total segment gross margin is a non-
                   GAAP financial measure.  Please read
                   Unaudited Non-GAAP Financial
                   Measures" for a reconciliation of
                   total segment gross margin to its
                   most directly comparable GAAP
                   measure of operating income.
             (2)   During the three months ended March
                   31, 2012, Copano recorded a $120
                   million non-cash impairment charge
                   relating to its investments in
                   Bighorn and Fort Union.
             (3)   The following table summarizes the
                   results and volumes associated with
                   Copano's unconsolidated affiliates
                   ($ in thousands):



                                          Three Months Ended September 30,
                                                                      2012                                  2011
                                                                      ----                                  ----
                                                       Volume              Equity (Earnings)/Loss                Volume         Equity (Earnings)/Loss
                                                       ------              ----------------------                ------         ----------------------
    Eagle Ford Gathering                                                                           $(9,174)                                            $(2,016)
         Pipeline throughput(a) (MMBtu/d)                          319,919                                               38,652
         NGLs produced(b)        (Bbls/d)                           12,526                                                    -
    Liberty Pipeline Group(c)    (Bbls/d)                           25,083                              37                2,635                             59
    Webb Duval(d)               (MMBtu/d)                           53,483                             (65)              48,628                             73
    Southern Dome                                                                                     (291)                                               (652)
         Plant inlet            (MMBtu/d)                           10,354                                               11,970
         NGLs produced           (Bbls/d)                              375                                                  429
    Bighorn and Fort Union(e)   (MMBtu/d)                          694,961                          (2,970)             670,543                        164,136

                                          Nine Months Ended September 30,
                                                                      2012                                  2011
                                                                      ----                                  ----
                                                       Volume              Equity (Earnings)/Loss                Volume         Equity (Earnings)/Loss
                                                       ------              ----------------------                ------         ----------------------
    Eagle Ford Gathering                                                                          $(21,082)                                            $(1,978)
         Pipeline throughput(a) (MMBtu/d)                          260,212                                               13,026
         NGLs produced(a)        (Bbls/d)                           10,875                                                    -
    Liberty Pipeline Group(c)    (Bbls/d)                           20,172                             311                  888                             60
    Webb Duval(b)               (MMBtu/d)                           59,517                            (255)              48,705                            257
    Southern Dome                                                                                     (692)                                             (2,023)
         Plant inlet            (MMBtu/d)                            9,245                                               11,630
         NGLs produced           (Bbls/d)                              329                                                  418
    Bighorn and Fort Union(e)   (MMBtu/d)                          742,937                         111,740              595,302                        162,302

            (a)               For the three and nine months ended
                              September 30, 2011, the volume has been
                              recast from 58,295 (MMBtu/d), as
                              previously stated, to show daily flow
                              averaged over the 92 days and 273 days of
                              the three and nine month periods,
                              respectively, instead of the 63 days of
                              physical flow.
            (b)               Net of NGLs produced at Copano's Houston
                              Central complex.
            (c)               For the three and nine months ended
                              September 30, 2011, the volume has been
                              recast from 4,252 (MMBtu/d), as
                              previously stated, to show daily flow
                              averaged over the 92 days and 273 days of
                              the three and nine month periods,
                              respectively, instead of the 57 days of
                              physical flow.
            (d)              Net of intercompany volumes.
            (e)               Changes in pipeline throughput at Fort
                              Union did not have a material impact on
                              gross margin because Fort Union received
                              payments for additional volumes under
                              long-term contractual commitments in each
                              of the periods indicated.


             (4)   Rocky Mountains segment gross
                   margin includes results from
                   producer services, including
                   volumes purchased for resale,
                   volumes gathered under firm
                   capacity gathering agreements
                   with Fort Union, volumes
                   transported using Copano's firm
                   capacity agreements with
                   Wyoming Interstate Gas Company
                   and compressor rental services
                   provided to Bighorn.
             (5)   Corporate and other includes
                   results attributable to
                   Copano's commodity risk
                   management activities.
             (6)   Plant inlet volumes and NGLs
                   produced represent total
                   volumes processed and produced
                   by the Texas segment at all
                   plants, including plants owned
                   by the Texas segment and plants
                   owned by third parties.
             (7)   "Service throughput" means the
                   volume of natural gas delivered
                   to Copano's 100%-owned
                   processing plants by third-
                   party pipelines plus Copano's
                   "pipeline throughput," which is
                   the volume of natural gas
                   transported or gathered through
                   Copano's pipelines.
             (8)   Plant inlet volumes and NGLs
                   produced represent total
                   volumes processed and produced
                   by the Oklahoma segment at all
                   plants, including plants owned
                   by the Oklahoma segment and
                   plants owned by third parties.

                                                                                                                                                                                                                                                                                                     
                                                                                                                                                                                                                                                                                                     
                                                                                                                                                                                                                                                                                                     
                                                                                                                              COPANO ENERGY, L.L.C. AND SUBSIDIARIES
                                                                                                                              UNAUDITED NON-GAAP FINANCIAL MEASURES
                                                                                                                                                           
                                                                                Three Months Ended                             Nine Months Ended September 30,
                                                                                   September 30,
                                                                                   -------------
                                                                                              2012                                   2011                                        2012                      2011
                                                                                              ----                                   ----                                        ----                      ----
    Reconciliation of total segment gross margin to operating income
     (loss):                                                                                                (In thousands)
                           Operating income
                           (loss)                                                          $43,185                                            $(146,282)                                               $(53,969)                                            $(109,752)
                           Add:  Operations
                           and maintenance
                           expenses                                                         19,242                                               16,091                                                  56,171                                                46,953
                           Depreciation
                           and
                           amortization                                                     19,259                                               16,911                                                  57,409                                                51,143
                          Impairment                                                             -                                                5,000                                                  28,744                                                 5,000
                           General and
                           administrative
                           expenses                                                         13,697                                               10,031                                                  38,939                                                34,530
                           Taxes other
                           than income                                                       1,983                                                1,502                                                   5,459                                                 4,029
                           Equity in
                           (earnings)
                           loss from
                           unconsolidated
                           affiliates                                                      (12,558)                                             161,589                                                  89,733                                               158,581
                           Gain on sale of
                           operating
                           assets                                                           (9,716)                                                   -                                                  (9,716)                                                    -
                                                                                            ------                                                  ---                                                  ------                                                   ---
                           Total segment gross
                           margin                                                          $75,092                                              $64,842                                                $212,770                                              $190,484
                                                                                                                                                                                                                                                         
                                                                                                                                                                                                                                                                                                     
                                                                                                                                                                                                                                                                                                     
    Reconciliation of EBITDA, adjusted EBITDA and total distributable
     cash flow to net income (loss):
                          Net income (loss)                                                $28,925                                            $(157,736)                                               $(97,628)                                            $(163,565)
                           Add:  Depreciation
                           and amortization                                                 19,259                                               16,911                                                  57,409                                                51,143
                           Interest and
                           other
                           financing
                           costs                                                            13,797                                               11,080                                                  42,823                                                34,450
                           Provision for
                           income taxes                                                        474                                                  390                                                   1,406                                                 1,161
                                                                                               ---                                                  ---                                                   -----                                                 -----
                          EBITDA                                                            62,455                                             (129,355)                                                  4,010                                               (76,811)
                           Add:  Amortization
                           of commodity
                           derivative options                                                5,924                                                7,442                                                  16,002                                                22,069
                           Distributions
                           from
                           unconsolidated
                           affiliates                                                       11,994                                                6,757                                                  34,508                                                20,329
                           Loss on
                           refinancing of
                           unsecured debt                                                        -                                                    -                                                       -                                                18,233
                           Equity-based
                           compensation                                                      3,223                                                2,093                                                   7,575                                                 9,184
                           Equity in
                           (earnings)
                           loss from
                           unconsolidated
                           affiliates                                                      (12,558)                                             161,589                                                  89,733                                               158,581
                           Unrealized loss
                           (gain) from
                           commodity risk
                           management
                           activities                                                        2,583                                               (2,332)                                                 (1,818)                                               (2,695)
                          Impairment                                                             -                                                5,000                                                  28,744                                                 5,000
                           Other non-cash
                           operating
                           items                                                              (591)                                                 576                                                   2,894                                                  (272)
                                                                                              ----                                                  ---                                                   -----                                                  ----
                          Adjusted EBITDA                                                   73,030                                               51,770                                                 181,648                                               153,618
                           Less:  Interest
                           expense                                                         (13,745)                                             (11,029)                                                (42,526)                                              (33,623)
                           Current income
                           tax expense
                           and other                                                          (419)                                                (305)                                                 (1,166)                                                 (929)
                           Maintenance
                           capital
                           expenditures                                                     (1,743)                                              (3,510)                                                 (7,984)                                              (11,111)
                                                                                            ------                                               ------                                                  ------                                               -------
                           Total distributable
                           cash flow                                                       $57,123                                              $36,926                                                $129,972                                              $107,955
                                                                                                                                                                                                                                                         
                                                                                                                                                                                                                                                                                                     
    Actual quarterly distribution                                                                                     $46,087                                                 $38,705
                                                                                               ===                    =======                                                 =======
    Total distributable cash flow coverage                                                                                124%                                                     95%
                                                                                                                          ===                                                     ===

SOURCE Copano Energy, L.L.C.