Exhibit
Number
Description
10.23* Term Loan Agreement, dated January 3, 2012, among DCP Midstream Operating, LP, DCP
Midstream Partners, LP and Wells Fargo, National Association as Administrative Agent (attached
as Exhibit 10.2 to DCP Midstream Partners LP’s current report on Form 8-K (File No. 001-32678)
filed with the SEC on January 6, 2012).
10.24* Gas Processing Contract between DCP Midstream, LP and DCP Midstream Partners, LP dated as of
August 1, 2011 (attached as Exhibit 10.4 to DCP Midstream Partners LP’s quarterly report on Form
10-Q (File No. 001-32678) filed with the SEC on November 9, 2011).
10.25* Credit Agreement, dated November 10, 2011, among DCP Midstream Operating, LP, DCP
Midstream Partners, LP and Wells Fargo, National Association as Administrative Agent (attached
as Exhibit 10.1 to DCP Midstream Partners LP’s current report on Form 8-K (File No. 001-32678)
filed with the SEC on November 14, 2011).
10.26+ DCP Midstream Partners, LP 2012 Long-Term Incentive Plan
10.27+ Form of Phantom Unit and DERs Grant for Directors under the DCP Midstream Partners, LP 2012
Long-Term Incentive Plan.
10.28+ Form of Performance Phantom Unit Grant Agreement and DERs Grant for Officers/Employees
under the DCP Midstream Partners, LP 2012 Long-Term Incentive Plan.
10.29+ Form of Restricted Phantom Unit Grant Agreement and DERs Grant under the DCP Midstream
Partners, LP 2012 Long-Term Incentive Plan.
12.1 Ratio of Earnings to Fixed Charges.
21.1
List of Subsidiaries of DCP Midstream Partners, LP.
23.1 Consent of Deloitte & Touche LLP on Consolidated Financial Statements of DCP Midstream
Partners, LP and the effectiveness of DCP Midstream Partners, LP’s internal control over financial
reporting.
23.2 Consent of Ernst & Young LLP on Consolidated Financial Statements of Discovery Producer
Services LLC.
23.3 Consent of Deloitte & Touche LLP on Consolidated Financial Statements of DCP Southeast Texas
Holdings GP.
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
101
Financial statements from the Annual Report on Form 10-K of DCP Midstream Partners, LP for the
annual period ended December 31, 2011, formatted in XBRL: (i) the Consolidated Balance Sheets,
(ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive
Income, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of
Changes in Equity, and (vi) the Notes to the Consolidated Financial Statements.
* Each such exhibit has heretofore been filed with the SEC as part of the filing indicated and is incorporated
herein by reference.
+ Denotes management contract or compensatory plan or arrangement.
++ Confidential treatment has been requested with respect to portions of the exhibit. Such portions have been
redacted and filed separately with the SEC.
236