AHD Atlas Energy L P

Atlas Energy, L.P. (NYSE: AHD) (the “Partnership”), formerly Atlas Pipeline Holdings, L.P., the parent of the general partner of Atlas Pipeline Partners, L.P. (NYSE: APL) (“APL” or “Atlas Pipeline”) and its subsidiaries, today reported its results for the quarter and year ended December 31, 2010. The Partnership, which at December 31, 2010 owned a 2.0% general partner interest, all of the incentive distribution rights, and 5.75 million common units of Atlas Pipeline, presents its financial results consolidated with those of Atlas Pipeline.

On a GAAP basis, the Partnership had net loss attributable to common limited partners of $4.0 million and net income attributable to common limited partners of $27.9 million for the fourth quarter of 2010 and full year 2010, respectively, compared with a net loss of $6.3 million for the prior year fourth quarter and net income of $4.0 million for the prior year. The increased earnings were primarily due to the $312.1 million gain on sale of discontinued operations from the sale of Elk City, or $39.9 million net of non-controlling interest in the current period. Please see today’s APL press release regarding its 2010 fourth quarter and full year earnings for further information regarding its results. On January 25, 2011, the Partnership declared a distribution for the fourth quarter of 2010 of $0.07 per common limited partner unit, to holders of record on February 7, 2011, which was paid on February 18, 2011.

On Thursday, February 17, 2011, Atlas Energy, Inc. ("ATLS") and Chevron Corporation completed their merger. Concurrently with the Chevron-ATLS merger, the Partnership acquired all of ATLS' interests in its investment management business as well as certain producing oil & gas assets. The Partnership paid approximately 23.4 million newly issued common units and $30 million in cash for these assets. The new Partnership common units, along with 17.8 million Partnership common units previously owned by ATLS, were distributed to all ATLS shareholders. Following the merger transactions, the Partnership has the following interests:

• The investment management business, including ongoing annual fee income of approximately $15 million for managing the existing partnerships;
• Over 187 Bcfe of proved reserves located in the Appalachian Basin, New Albany Shale, Antrim Shale, Chattanooga Shale and Niobrara formation; the Partnership is currently producing approximately 34 Mmcfe per day from interests in over 8,500 well locations;
• Ownership of the general partner of Atlas Pipeline Partners, L.P. (NYSE: APL), including all of the incentive distribution rights in APL, and approximately 5.75 million APL common units (10.8% of APL's outstanding units);
• An 18% interest in the general partner of Lightfoot Capital Partners and 100% interest in Atlas Energy GP, LLC (the Partnership's general partner)

Interested parties are invited to access the live webcast of an investor call with management regarding Atlas Pipeline’s fourth quarter and full year 2010 results on Tuesday, February 22, 2011 at 9:00 am ET by going to the home page of Atlas Pipeline’s website at www.atlaspipeline.com. An audio replay of the conference call will also be available beginning at 12:00 pm ET on Tuesday, February 22, 2011. To access the replay, dial 1-888-286-8010 and enter conference code 45687751.

Atlas Energy, L.P. (NYSE: AHD), formerly Atlas Pipeline Holdings, L.P., is a master limited partnership which owns and operates the general partner of Atlas Pipeline Partners, L.P. (NYSE: APL), through which it owns a 2% general partner interest, all the incentive distribution rights and approximately 5.75 million common limited partner units of APL. Additionally, AHD owns an interest in over 8,500 producing natural gas and oil wells, representing over 185 Bcfe of net proved developed reserves. For more information, please visit our website at www.atlasenergy.com, or contact Investor Relations at InvestorRelations@atlasenergy.com.

Atlas Pipeline Partners, L.P. (NYSE: APL) is active in the gathering and processing segments of the midstream natural gas industry. In the Mid-Continent region of Oklahoma, southern Kansas, and northern and western Texas, APL owns and operates five active gas processing plants as well as approximately 8,600 miles of active intrastate gas gathering pipeline. For more information, visit the Partnership's website at www.atlaspipeline.com or contact IR@atlaspipeline.com.

Certain matters discussed within this press release are forward-looking statements. Although Atlas Energy, L.P. (formerly Atlas Pipeline Holdings, L.P.) believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Atlas Energy, L.P. does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law. Factors that could cause actual results to differ materially from expectations include general industry considerations, regulatory changes, changes in commodity prices and local or national economic conditions and other risks detailed from time to time in the Partnership’s reports filed with the SEC, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K.

    ATLAS ENERGY, L.P. AND SUBSIDIARIES

FINANCIAL SUMMARY(1)

(in thousands, except per unit data) (Unaudited)   Three Months Ended Year Ended December 31, December 31, 2010  

2009(2)

2010  

2009(2)

Revenue: Natural gas and liquids $ 248,070 $ 201,528 $ 890,048 $ 636,231 Transportation, processing and other fees(3) 11,149 9,277 41,093 59,075 Other income (loss), net   (6,129 )   (8,866 )   4,422     (23,061 ) Total revenue and other income (loss), net   253,090     201,939     935,563     672,245     Costs and expenses: Natural gas and liquids 198,720 159,072 720,215 527,730 Plant operating 12,178 12,501 48,670 45,566 Transportation and compression 340 401 1,061 6,657 General and administrative(4) 11,044 12,345 36,394 38,931 Depreciation and amortization 19,250 20,117 74,897 75,684 Goodwill and other asset impairment – 10,325 – 10,325 Acquisition costs 1,167 – 1,167 – Interest   14,219     28,607     94,807     106,531   Total costs and expenses   256,918     243,368     977,211     811,424     Equity income in joint venture 783 1,903 4,920 4,043 Gain (loss) on asset sale and other   (10,729 )   –     (10,729 )   108,947   Loss from continuing operations   (13,774 )   (39,526 )   (47,457 )   (26,189 )   Discontinued operations: Gain on sale of discontinued operations 610 – 312,102 53,571 Earnings from discontinued operations   (139 )   2,907     9,053     30,577   Income from discontinued operations   471     2,907     321,155     84,148     Net income (loss) (13,303 ) (36,619 ) 273,698 57,959 Income attributable to non-controlling interests (1,400 ) (1,101 ) (4,738 ) (3,176 ) (Income) loss attributable to non-controlling interest in Atlas Pipeline Partners, L.P.   10,695     31,453     (241,026 )   (50,748 )   Net income (loss) attributable to common limited partners $ (4,008 ) $ (6,267 ) $ 27,934   $ 4,035     Amounts attributable to common limited partners: Continuing operations $ (4,076 ) $ (6,580 ) $ (11,994 ) $ (7,768 ) Discontinued operations   68     313     39,928     11,803   Net income (loss) attributable to common limited partners $ (4,008 ) $ (6,267 ) $ 27,934   $ 4,035     Net income (loss) attributable to common limited partners per unit: Basic:

Continuing operations

$ (0.14 ) $ (0.24 ) $ (0.43 ) $ (0.28 ) Discontinued operations   0.00     0.01     1.44     0.43   $ (0.14 ) $ (0.23 ) $ 1.01   $ 0.15   Diluted:

Continuing operations

$ (0.14 ) $ (0.24 ) $ (0.43 ) $ (0.28 ) Discontinued operations   0.00     0.01     1.44     0.43   $ (0.14 ) $ (0.23 ) $ 1.01   $ 0.15     Weighted average common limited partner units outstanding: Basic   27,762     27,677     27,718     27,663   Diluted   27,762     27,677     27,718     27,663     (1) Based on the GAAP statements of operations to be included in Form 10-K, with certain items summarized. (2) Restated to reflect amounts reclassified to discontinued operations due to the Partnership’s sale of the Elk City gas gathering and processing systems. (3) Includes affiliate revenues related to transportation and processing provided to Atlas Energy Resources, LLC. (4) Includes compensation reimbursement to affiliates.