1. 1 IPAA Annual Conference November 9, 2007 BreitBurn Energy Partners LP

2. 2 Forward-Looking Statements Cautionary Statement Relevant to Forward - Looking Information for the Purpose of "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995 This presentation contains forward-looking statements relating to BreitBurn Energy Partners L.P's ("BBEP") operations that are based on management's current expectations, estimates and projections about its operations. Statements made in the course of this presentation that are not historical facts are forward-looking statements. Words such as "anticipates," "expects," "intends," "plans," "targets," "projects," "believes," "seeks," "schedules," "estimated," "guidance," "recommends," "will recommend”, and future projections shown in charts and tables and similar presentations and expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. Unless legally required, BBEP undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Among the important factors that could cause actual results to differ materially from those in the forward-looking statements are crude oil and natural gas prices; the competitiveness of alternate energy sources or product substitutes; technological developments; delays in planned or expected drilling and development programs; the future performance of the properties acquired from Quicksilver Resources Inc.; potential disruption or interruption of BreitBurn's net production due to accidents or severe weather; the effects of changed accounting rules under generally accepted accounting principles promulgated by rule-setting bodies; and the factors set forth under the heading "Risk Factors" incorporated by reference from our Annual Report on Form 10-K for the year ended December 31, 2006, Quarterly Report on Form 10-Q for the quarters ended March 31, 2007 and June 30, 2007 and other filings with the Securities and Exchange Commission. Unpredictable or unknown factors not discussed herein also could have material adverse effects on forward-looking statements. Except as otherwise noted, information in this presentation relating to the properties acquired from Quicksilver is based on information provided to BreitBurn by Quicksilver as of June 30, 2007. BreitBurn intends to issue 2008 guidance before year-end and notes that its earlier guidance (issued August 14, 2007) for 2007 was prepared prior to the acquisition from Quicksilver and is no longer current or applicable.

3. 3 Agenda ► Overview of BreitBurn Energy Partners ► Overview of Upstream MLPs

4. 4 Overview of BreitBurn Energy Partners

5. 5 History of BreitBurn Energy Partners L.P. ► BreitBurn Energy Company was formed in 1988 by Randall Breitenbach and Halbert Washburn, Co- CEOs of BreitBurn Energy Partners L.P. (BBEP) ► BBEP was formed in March 2006 as an independent oil and gas partnership focused on the acquisition, exploitation and development of oil and gas properties with the objective of generating stable cash flows and making distributions to unitholders ► As of the IPO, BBEP held primarily of long-lived oil and gas assets in the Los Angeles Basin in California and the Wind River and Big Horn Basins in Wyoming with estimated proved reserves of 29.7 MMBoe and daily production of approximately 4,300 Boe/d* ► Since the IPO, BreitBurn has made four significant acquisitions, including additional assets in the Permian Basin, Florida and California ► On November 1, 2007 BreitBurn completed the acquisition of all of the natural gas, oil and midstream assets of Quicksilver Resources Inc. in Michigan, Indiana and Kentucky for approximately $1.5 billion ► The Quicksilver acquisition more than doubled BreitBurn’s estimated proved reserves and daily production ► Our recently announced quarterly distribution of $.4425 represents a 7.3% increase over our initial quarterly distribution of $.4125 paid in February 2007 *Amounts as of December 31, 2005.

6. 6 ► Acquire long-lived assets with low-risk exploitation and development opportunities ► Use our technical expertise and state-of-the-art technologies to identify and implement successful exploitation techniques to maximize reserve recovery ► Reduce cash flow volatility through commodity price hedging ► Maximize asset value and cash flow stability through operating control Business Strategy

7. 7 ► High-quality asset base characterized by stable, long-lived production ► Experienced management, operating and technical teams share a long working history at BreitBurn  Executive officers and key employees have on average over 20 years of experience in the oil and gas industry, finance and acquisitions ► Management has proven acquisition, development and integration expertise ► Cost of capital provides competitive advantage in pursuing acquisitions  No entity-level income tax  No incentive distribution rights (IDRs) ► Significant financial flexibility Competitive Strengths

8. 8 Summary of Quicksilver Acquisition Transaction Assets Acquired ► Approximately 530 Bcfe of estimated proved reserves located primarily in the Michigan Antrim Shale (84%) ► Mature properties characterized by long-lived, predictable production profiles, shallow decline rates and low maintenance capital requirements ► Integrated midstream assets in Michigan, Indiana and Kentucky ► Acquisition of natural gas and midstream assets located in Michigan, Indiana and Kentucky ► Acquisition financed with $750 million cash and 21.348 million BreitBurn Common Units ► Acquisition provides quality operating and technical team, which operates as a stand-alone business unit Financial Impact ► Immediately accretive to distributable cash flow ► Expect to recommend to the Board a Q1 2008 distribution of $0.575/unit ($2.30/unit annualized) with a 2008 exit rate of $0.625/unit ($2.50/unit annualized) (1) ► Maintaining strong distribution coverage ratio  1.2x – 1.3x 2008E distribution coverage ratio ► Price protection - swapped approximately 80% of PDP production for 3 years at $8.01/mcf (1) All distributions subject to Board approval.

9. 9 BreitBurn Asset Map Significant Presence in Seven States

10. 10 Overview of Upstream MLPs

11. 11 Evolution of the MLP Market Growth of the MLP Asset ClassMLP Public Equity Issuance Market data as of 11/2/07. YTD

12. 12 E&P MLP Characteristics: Then and Now 1980sToday Reserve Characteristics ► High decline, short reserve life ► Low decline, long reserve life ► Mature, well-known basins Drilling ► Included high risk, exploration wells ► Low risk exploitation and development wells Reinvestment Requirements ► High CAPEX as a % of cash flow ► Low CAPEX as a % of cash flow Ability to Hedge ► No NYMEX ► Can hedge 5+ years Balance Sheet ► High leverage ► Low coverage ► Low leverage ► High coverage

13. 13 E&P MLP / LLCs at the Time of IPO Source: Company filings – S-1 Market data as of 11/2/07 (1) Distributions on management incentive units increase from on par with common units to ~4.8x common unit distribution.

14. 14 Post-IPO Acquisitions Driving Equity Performance Source: John S. Herold, Inc. - Upstream Reserve Acquisitions. * Reserves valuation adjusted for integrated midstream assets.

15. 15 E&P MLP vs. C-Corps: Relative Price Performance Source: Factset. Note: Data as of November 2, 2007. 1. E&P MLP/LLCs: ATN, BBEP, CEP, EVEP, LGCY, and LINE. 2. Oil Weighted C-Corps: BRY, CLR, EAC, DNR, PXP, VQ, and WLL. 3. Gas Weighted C-Corps: CHK, COG, CXG, EOG, KWK, RRC, SWN, and XCO. 39.7% 35.1% 56.3%

16. 16 MLP IPO Issuance Market Overview MLP Backlog – Announced Transactions Source: Commscan Equidesk.

17. 17 Key Considerations for an E&P MLP ► Determination of initial assets to contribute  Production decline rate  PUD / Probable component  “Maintenance capex” / reserve replacement; predictability and level of operating costs ► Potential benefit / size of value arbitrage  Vs. Risk  Vs. Sponsor’s objectives  Need to assess the true cost of capital comparison ► Degree of leverage – cushion / dry powder  Especially important for an acquisition story  Commodity price volatility ► Strategy / conflicts of interest between Sponsor and MLP (if sponsor is public)  Which entity acquires which assets? ► Hedging production smoothes volatility in commodity prices  Investor expectations  Enhances the expected stability of cash flows ► Questions for sponsor  Is there a need for capital?  Will an MLP drive sponsor’s stock price higher?  Will an MLP facilitate future strategy / growth (e.g., acquisitions)? ► Articulation of MLP growth strategy  Drop down, acquisitions, organic  Is the organization well suited to the intended growth strategy? ► Reserve Profile  Ability to separate PDP/PDNP from PUD/Probable  Regional segregation? ► Development capex requirements  Maintenance vs. growth ► Liquidity objectives / needs  Acquisition financing vs. secondary equity sales ► Tax and accounting issues ► Standalone financial statements ► Liability management issues E&P ConsiderationsCompany - Specific Issues

18. 18 Structural Considerations ItemConsideration Corporate Structure MLP vs LLC Holdco vs asset drop-downs Distribution Coverage/Growth High coverage vs distribution growth – impact on valuation / yield Variability of operations influences coverage needs Capital Structure High leverage reduces distributable cash (interest payments) and hinders acquisition flexibility Impacted by other factors – acquisition profile, financing needs, hedge profile, etc. Hedging Investors prefer visibility for near-term distribution stability Retain some upside to future commodity price increases Manage cost structure variability Management Significant management overlap is acceptable and has precedent Board composition requirements Incentive Distribution Rights Broad spectrum of precedents Marketing impact Impact to sponsor IPO Size Depends on objectives $150 million minimum to establish float and market visibility Target institutional and retail investors – significant market capacity

19. 19 Management Incentive: No IncentiveIncentive Distribution Rights (IDR) Management Incentive Interests (MII) Management Incentive Units (MIU) Description: ► Investors share equally in all cash flows ► Acquisitions are more accretive long-term without IDRs due to lower cost of equity ► Increasing % of cash distributions paid out to management as per unit distributions increase. Range for 2% interest to 25% ► If distributions per unit paid exceeds 115% of the initial quarterly distribution (IQD), LLC would earn a fee equal to 15% of the distributions in excess of 115% of the IQD ► Fee not payable unless distributions have exceeded the Target Distribution on average for 12 consecutive quarters ► Management granted 550,000 Management Incentive Units ► Distributions on MIUs increase by 37% for each 10% increase in common unit distributions ► Eligible for conversion to common units on a cash parity basis once common unit distributions are $2.74 per unit Companies: Subordination: ► No subordination ► Regular subordination ► Subordination period for 5 years ► Early subordination termination in year 3 for 25% of the units and year 4 for 25% of the units provided certain tests are met ► Structural subordination ► No subordination ► Unlike midstream MLPs, where issuers have gravitated toward 50% splits, there is a wide divergence of management incentives currently used in E&P MLPs Management Incentives EV Energy Partners

20. 20 IPAA Annual Conference November 9, 2007 BreitBurn Energy Partners LP