Exhibit
Number
Description
4.1*
Indenture dated as of September 30, 2010 for the issuance of debt securities between DCP
Midstream Operating, LP, as issuer, any Guarantors party hereto and The Bank of New York
Mellon Trust Company, N.A. (attached as Exhibit 4.1 to DCP Midstream Partners, LP’s Form 8-K
(File No. 001-32678) filed with the SEC on September 30, 2010).
4.2* First Supplemental Indenture Dated as of September 30, 2010 to Indenture dated September 30,
2010 for the issuance of 3.25% Senior Notes due 2015 by DCP Midstream Operating, LP as Issuer,
DCP Midstream Partners, LP as Guarantor and the Bank of New York Mellon Trust Company,
N.A. (attached as Exhibit 4.2 to DCP Midstream Partners, LP’s Form 8-K (File No. 001-32678)
filed with the SEC on September 30, 2010).
10.1* Omnibus Agreement, dated December 7, 2005, among Duke Energy Field Services, LLC, DCP
Midstream GP, LLC, DCP Midstream Partners, LP and DCP Midstream Operating, LP (attached as
Exhibit 10.4 to DCP Midstream Partners, LP’s Form 8-K (File No. 001-32678) filed with the SEC
on December 12, 2005).
10.2*+ DCP Midstream Partners, LP Long-Term Incentive Plan (attached as Exhibit 10.2 to DCP Midstream
Partners, LP’s Form 8-K (File No. 001-32678) filed with the SEC on December 12, 2005).
10.3*+ Form of Phantom Unit and DERs Grant for Directors under the DCP Midstream Partners, LP Long-
Term Incentive Plan (attached as Exhibit 4.3 to DCP Midstream Partners, LP’s Form S-8 (File No.
001-32678) filed with the SEC on April 20, 2007).
10.4*+ Form of Performance Phantom Unit Grant Agreement and DERs Grant for Officers/Employees
under the DCP Midstream Partners, LP Long-Term Incentive Plan (attached as Exhibit 10.1 to DCP
Midstream Partners, LP’s Form 8-K (File No. 001-32678) filed with the SEC on February 24,
2011).
10.5* Form of Restricted Phantom Unit Grant Agreement under the DCP Midstream Partners, LP Long-
Term Incentive Plan (attached as Exhibit 10.5 to DCP Midstream Partners, LP’s Form 10-K (File
No. 001-32678) filed with the SEC on March 1, 2011).
10.6* Contribution, Conveyance and Assumption Agreement, dated December 7, 2005, among DCP
Midstream Partners, LP, DCP Midstream Operating LP, DCP Midstream GP, LLC, DCP
Midstream GP, LP, Duke Energy Field Services, LLC, DEFS Holding 1, LLC, DEFS Holding,
LLC, DCP Assets Holdings, LP, DCP Assets Holdings, GP, LLC, Duke Energy Guadalupe Pipeline
Holdings, Inc., Duke Energy NGL Services, LP, DCP LP Holdings, LP and DCP Black Lake
Holdings, LLC (attached as Exhibit 10.3 to DCP Midstream Partners, LP’s Form 8-K (File No.
001-32678) filed with the SEC on December 12, 2005).
10.7* First Amendment to Omnibus Agreement, dated April 1, 2006, among Duke Energy Field Services,
LLC, DCP Midstream GP, LLC, DCP Midstream Partners, LP and DCP Midstream Operating, LP
(attached as Exhibit 10.6 to DCP Midstream Partners, LP’s Form 10-Q (File No. 001-32678) filed
with the SEC on August 11, 2006).
10.8* Second Amendment to Omnibus Agreement, dated November 1, 2006, among Duke Energy Field
Services, LLC, DCP Midstream GP, LLC, DCP Midstream GP, LP, DCP Midstream Partners, LP
and DCP Midstream Operating, LP (attached as Exhibit 10.2 to DCP Midstream Partners, LP’s
Form 8-K (File No. 001-32678) filed with the SEC on November 7, 2006).
10.9* Third Amendment to Omnibus Agreement, dated May 9, 2007, among DCP Midstream, LLC (f/k/a
Duke Energy Field Services, LLC), DCP Midstream GP, LLC, DCP Midstream Partners, LP, DCP
Midstream GP, LP, and DCP Midstream Operating, LP (attached as Exhibit 99.3 to DCP
Midstream Partners LP’s current report on Form 8-K (File No. 001-32678) filed with the SEC on
May 14, 2007).
10.10* Amended and Restated Credit Agreement, dated June 21, 2007, among DCP Midstream Operating,
LP, DCP Midstream Partners, LP and Wachovia Bank, National Association as Administrative
Agent (attached as Exhibit 10.1 to DCP Midstream Partners LP’s current report on Form 10-Q (File
No. 001-32678) filed with the SEC on November 9, 2010).
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