Edgar Filing: Marathon Petroleum Corp

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¨ (Do not check if a smaller reporting company)

Smaller reporting company

MPC-2014.06.30-10Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)



x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2014



¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-35054

Marathon Petroleum Corporation

(Exact name of registrant as specified in its charter)



Delaware		27-1284632
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

539 South Main Street, Findlay, Ohio		45840-3229
(Address of principal executive offices)		(Zip code)

(419) 422-2121

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ¨ No x

There were 283,325,153 shares of Marathon Petroleum Corporation common stock outstanding as of July 31, 2014.

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MARATHON PETROLEUM CORPORATION

Form 10-Q

Quarter Ended June 30, 2014

INDEX



	Page
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated Statements of Income (Unaudited)	2
Consolidated Statements of Comprehensive Income (Unaudited)	3
Consolidated Balance Sheets (Unaudited)	4
Consolidated Statements of Cash Flows (Unaudited)	5
Consolidated Statements of Equity (Unaudited)	6
Notes to Consolidated Financial Statements (Unaudited)	7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3. Quantitative and Qualitative Disclosures about Market Risk	44
Item 4. Controls and Procedures	45
Supplementary Statistics (Unaudited)	46

PART II – OTHER INFORMATION
Item 1. Legal Proceedings	49
Item 1A. Risk Factors	49
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	50
Item 6. Exhibits	51
Signatures	52

Unless otherwise stated or the context otherwise indicates, all references in this Form 10-Q to “MPC,” “us,” “our,” “we” or “the Company” mean Marathon Petroleum Corporation and its consolidated subsidiaries.

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Part I – Financial Information

Item 1. Financial Statements

Marathon Petroleum Corporation

Consolidated Statements of Income (Unaudited)



	Three Months Ended June 30,						Six Months Ended June 30,
(In millions, except per share data)	2014			2013			2014			2013
Revenues and other income:
Sales and other operating revenues (including consumer excise taxes)	$	26,844		$	25,677		$	50,129		$	49,007
Income from equity method investments	57			7			92			7
Net gain on disposal of assets	11			1			12			2
Other income	21			18			45			32
Total revenues and other income	26,933			25,703			50,278			49,048
Costs and expenses:
Cost of revenues (excludes items below)	23,096			22,320			43,636			42,354
Purchases from related parties	130			79			289			151
Consumer excise taxes	1,599			1,596			3,114			3,054
Depreciation and amortization	325			302			645			589
Selling, general and administrative expenses	316			358			662			607
Other taxes	98			88			202			177
Total costs and expenses	25,564			24,743			48,548			46,932
Income from operations	1,369			960			1,730			2,116
Net interest and other financial income (costs)	(48		)	(45		)	(94		)	(93		)
Income before income taxes	1,321			915			1,636			2,023
Provision for income taxes	457			316			565			694
Net income	864			599			1,071			1,329
Less net income attributable to noncontrolling interests	9			6			17			11
Net income attributable to MPC	$	855		$	593		$	1,054		$	1,318
Per Share Data (See Note 6)
Basic:
Net income attributable to MPC per share	$	2.97		$	1.84		$	3.63		$	4.03
Weighted average shares outstanding	287			322			290			326
Diluted:
Net income attributable to MPC per share	$	2.95		$	1.83		$	3.60		$	4.01
Weighted average shares outstanding	289			324			292			328
Dividends paid	$	0.42		$	0.35		$	0.84		$	0.70

The accompanying notes are an integral part of these consolidated financial statements.

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Marathon Petroleum Corporation

Consolidated Statements of Comprehensive Income (Unaudited)



	Three Months Ended June 30,						Six Months Ended June 30,
(In millions)	2014			2013			2014			2013
Net income	$	864		$	599		$	1,071		$	1,329
Other comprehensive income (loss):
Defined benefit postretirement and post-employment plans:
Actuarial changes, net of tax of ($3), $81, $1 and $135	(5		)	135			2			225
Prior service costs, net of tax of ($4), ($4), ($9) and ($9)	(8		)	(7		)	(16		)	(15		)
Other comprehensive income (loss)	(13		)	128			(14		)	210
Comprehensive income	851			727			1,057			1,539
Less comprehensive income attributable to noncontrolling interests	9			6			17			11
Comprehensive income attributable to MPC	$	842		$	721		$	1,040		$	1,528

The accompanying notes are an integral part of these consolidated financial statements.

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Marathon Petroleum Corporation

Consolidated Balance Sheets (Unaudited)



(In millions, except share data)	June 30, 2014			December 31, 2013
Assets
Current assets:
Cash and cash equivalents	$	2,125		$	2,292
Receivables, less allowance for doubtful accounts of $9 and $9	5,725			5,559
Inventories	5,621			4,689
Other current assets	125			197
Total current assets	13,596			12,737
Equity method investments	690			463
Property, plant and equipment, net	13,850			13,921
Goodwill	937			938
Other noncurrent assets	303			326
Total assets	$	29,376		$	28,385
Liabilities
Current liabilities:
Accounts payable	$	8,934		$	8,234
Payroll and benefits payable	286			406
Consumer excise taxes payable	381			373
Accrued taxes	909			513
Long-term debt due within one year	26			23
Other current liabilities	519			275
Total current liabilities	11,055			9,824
Long-term debt	3,612			3,373
Deferred income taxes	2,170			2,304
Defined benefit postretirement plan obligations	906			771
Deferred credits and other liabilities	596			781
Total liabilities	18,339			17,053
Commitments and contingencies (see Note 20)
Equity
MPC stockholders’ equity:
Preferred stock, no shares issued and outstanding (par value $0.01 per share, 30 million shares authorized)	—			—
Common stock:
Issued - 363 million and 362 million shares (par value $0.01 per share, 1 billion shares authorized)	4			4
Held in treasury, at cost - 78 million and 65 million shares	(5,313		)	(4,155		)
Additional paid-in capital	9,822			9,768
Retained earnings	6,325			5,507
Accumulated other comprehensive loss	(218		)	(204		)
Total MPC stockholders’ equity	10,620			10,920
Noncontrolling interests	417			412
Total equity	11,037			11,332
Total liabilities and equity	$	29,376		$	28,385

The accompanying notes are an integral part of these consolidated financial statements.

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Marathon Petroleum Corporation

Consolidated Statements of Cash Flows (Unaudited)



	Six Months Ended June 30,
(In millions)	2014			2013
Increase (decrease) in cash and cash equivalents
Operating activities:
Net income	$	1,071		$	1,329
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	645			589
Pension and other postretirement benefits, net	109			(42		)
Deferred income taxes	(91		)	34
Net gain on disposal of assets	(12		)	(2		)
Equity method investments, net	(44		)	3
Changes in the fair value of derivative instruments	(2		)	(57		)
Changes in:
Current receivables	(161		)	(1,539		)
Inventories	(923		)	(455		)
Current accounts payable and accrued liabilities	994			1,789
All other, net	58			(6		)
Net cash provided by operating activities	1,644			1,643
Investing activities:
Additions to property, plant and equipment	(569		)	(424		)
Acquisitions	(42		)	(1,515		)
Disposal of assets	17			9
Investments—acquisitions, loans and contributions	(164		)	(38		)
—redemptions, repayments and return of capital	3			28
All other, net	74			22
Net cash used in investing activities	(681		)	(1,918		)
Financing activities:
Long-term debt – borrowings	270			—
– repayments	(26		)	(10		)
Debt issuance costs	—			(2		)
Issuance of common stock	17			34
Common stock repurchased	(1,148		)	(1,313		)
Dividends paid	(245		)	(229		)
Distributions to noncontrolling interests	(12		)	(9		)
All other, net	14			13
Net cash used in financing activities	(1,130		)	(1,516		)
Net decrease in cash and cash equivalents	(167		)	(1,791		)
Cash and cash equivalents at beginning of period	2,292			4,860
Cash and cash equivalents at end of period	$	2,125		$	3,069

The accompanying notes are an integral part of these consolidated financial statements.

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Marathon Petroleum Corporation

Consolidated Statements of Equity (Unaudited)



	MPC Stockholders’ Equity
(In millions)	Common Stock		Treasury Stock			Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total Equity
Balance as of December 31, 2012	$	4	$	(1,253	)	$	9,527	$	3,880		$	(464	)	$	411		$	12,105
Net income	—		—			—		1,318			—			11			1,329
Dividends declared	—		—			—		(229		)	—			—			(229		)
Distributions to noncontrolling interests	—		—			—		—			—			(9		)	(9		)
Other comprehensive income	—		—			—		—			210			—			210
Shares repurchased	—		(1,413		)	100		—			—			—			(1,313		)
Shares issued (returned) - stock based compensation	—		(6		)	33		—			—			—			27
Stock-based compensation	—		—			38		—			—			—			38
Tax settlement with Marathon Oil Corporation	—		—			39		—			—			—			39
Balance as of June 30, 2013	$	4	$	(2,672	)	$	9,737	$	4,969		$	(254	)	$	413		$	12,197
Balance as of December 31, 2013	$	4	$	(4,155	)	$	9,768	$	5,507		$	(204	)	$	412		$	11,332
Net income	—		—			—		1,054			—			17			1,071
Dividends declared	—		—			—		(245		)	—			—			(245		)
Distributions to noncontrolling interests	—		—			—		—			—			(12		)	(12		)
Other comprehensive loss	—		—			—		—			(14		)	—			(14		)
Shares repurchased	—		(1,148		)	—		—			—			—			(1,148		)
Shares issued (returned)—stock based compensation	—		(10		)	17		—			—			—			7
Stock-based compensation	—		—			37		—			—			—			37
Other	—		—			—		9			—			—			9
Balance as of June 30, 2014	$	4	$	(5,313	)	$	9,822	$	6,325		$	(218	)	$	417		$	11,037

(Shares in millions)	Common Stock		Treasury Stock
Balance as of December 31, 2012	361		(28		)
Shares repurchased	—		(17		)
Shares issued - stock-based compensation	1		—
Balance as of June 30, 2013	362		(45		)
Balance as of December 31, 2013	362		(65		)
Shares repurchased	—		(13		)
Shares issued—stock-based compensation	1		—
Balance as of June 30, 2014	363		(78		)

The accompanying notes are an integral part of these consolidated financial statements.

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Notes to Consolidated Financial Statements (Unaudited)

1. Description of the Business and Basis of Presentation

Description of the Business—As used in this report, the terms “MPC,” “we,” “us,” “the Company” or “our” may refer to Marathon Petroleum Corporation, one or more of its consolidated subsidiaries or all of them taken as a whole.

Our business consists of refining and marketing, retail marketing and pipeline transportation operations conducted primarily in the Midwest, Gulf Coast and Southeast regions of the United States, through subsidiaries, including Marathon Petroleum Company LP, Speedway LLC and MPLX LP and its subsidiaries (“MPLX”).

See Note 8 for additional information about our operations.

Basis of Presentation—All significant intercompany transactions and accounts have been eliminated.

These interim consolidated financial statements are unaudited; however, in the opinion of our management, these statements reflect all adjustments necessary for a fair statement of the results for the periods reported. All such adjustments are of a normal, recurring nature unless otherwise disclosed. These interim consolidated financial statements, including the notes, have been prepared in accordance with the rules of the Securities and Exchange Commission applicable to interim period financial statements and do not include all of the information and disclosures required by United States generally accepted accounting principles (“U.S. GAAP”) for complete financial statements.

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013. The results of operations for the three and six months ended June 30, 2014 are not necessarily indicative of the results to be expected for the full year.

During the first quarter of 2014, we recorded an out-of-period adjustment for additional expenses related to the prior year's bonus programs of $29 million, included in total costs and expenses on the consolidated statements of income. The impact to our consolidated results of operations for the six months ended June 30, 2014 and for the year ended December 31, 2013 was immaterial. We do not expect this adjustment to have a material impact to our results of operations for the year ended December 31, 2014.

2. Accounting Standards

Not Yet Adopted

In June 2014, the Financial Accounting Standards Board ("FASB") issued an accounting standards update for the elimination of the concept of development stage entity ("DSE") from U.S. GAAP and removes the related incremental reporting. The standards update eliminates the additional financial statement requirements specific to a DSE. In addition, it amends the consolidation model by eliminating the special provisions in the variable interest entity rules for assessing the sufficiency of the equity of a DSE. The portion of the accounting standards update related to the amendment to the consolidation guidance will be effective on a retrospective basis for annual reporting periods beginning after December 15, 2015, and interim periods within those years, with early adoption permitted. The portion of the accounting standards update related to the removal of the DSE reporting requirements will be effective on a retrospective basis for annual reporting periods beginning after December 15, 2014, and interim periods within those years, with early adoption permitted. Adoption of this standards update in the first quarters of 2015 and 2016 is not expected to have an impact on our consolidated results of operations, financial position or cash flows.

In May 2014, the FASB issued an accounting standards update for revenue recognition that is aligned with the International Accounting Standards Board's revenue recognition standard issued on the same day. The guidance in the update states that revenue is recognized when a customer obtains control of a good or service. Recognition of the revenue will involve a multiple step approach including identifying the contract, identifying the separate performance obligations, determining the transaction price, allocating the price to the performance obligations and then recognizing the revenue as the obligations are satisfied. Additional disclosures will be required to provide adequate information to understand the nature, amount, timing and uncertainty of reported revenues and revenues expected to be recognized. The accounting standards update will be effective on a retrospective or modified retrospective basis for annual reporting periods beginning after December 15, 2016, and interim periods within those years, with no early adoption permitted. At this point, a final determination has not been made as to the impact of the adoption of this standards update in the first quarter of 2017. However, we do not expect it to have a material impact on our consolidated results of operations, financial position or cash flows.

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In April 2014, the FASB issued an accounting standards update that redefines the criteria for determining discontinued operations and introduces new disclosures related to these disposals. The updated definition of a discontinued operation is the disposal of a component(s) of an entity or the classification of a component(s) of an entity as held for sale that represents a strategic shift for an entity and has (or will have) a major impact on an entity's operations and financial results. The standard requires disclosure of additional financial information for discontinued operations and individually material components not qualifying for discontinued operation presentation, as well as information regarding an entity's continuing involvement with the discontinued operation. The accounting standards update is effective prospectively for annual periods beginning on or after December 15, 2014, and interim periods within those years. Early adoption is permitted. Adoption of this standards update in the first quarter of 2015 is not expected to have an impact on our consolidated results of operations, financial position or cash flows.

3. MPLX LP

MPLX is a publicly traded master limited partnership that was formed by us to own, operate, develop and acquire pipelines and other midstream assets related to the transportation and storage of crude oil, refined products and other hydrocarbon-based products. We own a 73.6 percent interest in MPLX, including the two percent general partner interest. We consolidate this entity for financial reporting purposes since we have a controlling financial interest, and we record a noncontrolling interest for the interest owned by the public.

MPLX’s initial assets consisted of a 51 percent general partner interest in MPLX Pipe Line Holdings LP (“Pipe Line Holdings”), which owns a network of common carrier crude oil and product pipeline systems and associated storage assets in the Midwest and Gulf Coast regions of the United States, and a 100 percent interest in a butane storage cavern in West Virginia. On May 1, 2013, we sold a five percent interest in Pipe Line Holdings to MPLX for $100 million.

Effective March 1, 2014, we sold MPLX a 13 percent interest in Pipe Line Holdings for $310 million, increasing MPLX's ownership interest in Pipe Line Holdings to 69 percent. MPLX financed this transaction with $40 million of cash on-hand and $270 million of borrowings on its bank revolving credit agreement.

The sales of interests in Pipeline Holdings to MPLX resulted in a change of our ownership in Pipeline Holdings, but not a change in control. We accounted for the sales as equity transactions, with the excess cash paid over historical carrying value recorded as a change within equity. We did not record a gain or loss on the transactions.

4. Acquisitions and Investments

Acquisition of Refinery and Related Logistics and Marketing Assets

On February 1, 2013, we acquired from BP Products North America Inc. and BP Pipelines (North America) Inc. (collectively, “BP”) the 451,000 barrel per calendar day refinery in Texas City, Texas, three intrastate natural gas liquid pipelines originating at the refinery, four light product terminals, branded-jobber marketing contract assignments for the supply of approximately 1,200 branded sites, a 1,040 megawatt electric cogeneration facility and a 50,000 barrel per day allocation of space on Colonial Pipeline. We refer to these assets as the “Galveston Bay Refinery and Related Assets.” We paid $1.49 billion for these assets, which included $935 million for inventory. The transaction was funded with cash on hand. Pursuant to the purchase and sale agreement, we may also be required to pay to BP a contingent earnout of up to an additional $700 million over six years, subject to certain conditions. In July 2014, we paid BP $180 million for the first period's contingent earnout. See Note 13 for additional information on the contingent consideration.

The following unaudited pro forma financial information presents consolidated results assuming the Galveston Bay Refinery and Related Assets acquisition occurred on January 1, 2012. The pro forma financial information does not give effect to potential synergies that could result from the acquisition and is not necessarily indicative of the results of future operations.



(In millions, except per share data)	Six Months Ended June 30, 2013
Sales and other operating revenues (including consumer excise taxes)	$	50,975
Net income attributable to MPC	1,373
Net income attributable to MPC per share - basic	$	4.21
Net income attributable to MPC per share - diluted	4.19

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The pro forma information includes adjustments to align accounting policies, an adjustment to depreciation expense to reflect the fair value of property, plant and equipment, increased amortization expense related to identifiable intangible assets and the related income tax effects.

Pending Acquisition of Hess Retail Holdings LLC

On May 21, 2014, Speedway entered into a purchase and sale agreement with Hess Corporation to purchase Hess Retail Holdings LLC ("Hess Retail"). This acquisition will incorporate all of Hess' retail locations, transport operations and shipper history on various pipelines, including approximately 40,000 barrels per day on Colonial Pipeline. The total consideration is $2.874 billion comprised of a cash purchase price of $2.37 billion, an estimated $230 million of net working capital and $274 million of capital lease obiligations. The acquisition is expected to be funded with a combination of debt and available cash and is anticipated to close later this year, subject to customary closing conditions.

This acquisition will significantly expand our Speedway presence from nine to 23 states throughout the East Coast and Southeast and is aligned with our strategy to grow higher-valued, stable cash flow businesses. This acquisition will also enable us to further leverage our integrated refining and transportation operations, providing an outlet for an incremental 200,000 barrels per day of assured sales from our refining system.

Acquisitions of Convenience Stores

During 2013, Speedway acquired nine convenience stores located in Tennessee, western Indiana and western Pennsylvania. In connection with these acquisitions, our Speedway segment recorded $8 million of goodwill, which is deductible for income tax purposes.

The principal factors contributing to a purchase price resulting in goodwill included the acquired stores complementing our existing network in our Midwest market, access to our refined product transportation systems and the potential for higher merchandise sales.

Acquisition of Biodiesel Facility

On April 1, 2014, we purchased a facility in Cincinnati, Ohio from Felda Iffco Sdn Bhd, Malaysia for $40 million. The plant currently produces biodiesel, glycerin and other by-products. The capacity of the plant is approximately 60 million gallons per year.

Neither goodwill nor a gain from a bargain purchase was recognized in conjunction with the biodiesel facility acquisition.

Assuming the acquisitions of the convenience stores and the biodiesel facility had been made at the beginning of any period presented, the consolidated pro forma results would not be materially different from reported results.

Investments in Ethanol Companies

On August 1, 2013, we acquired from Mitsui & Co. (U.S.A.), Inc. its interests in three ethanol companies for $75 million. Under the purchase agreement, we acquired an additional 24 percent interest in The Andersons Clymers Ethanol LLC ("TACE"), bringing our ownership interest to 60 percent; a 34 percent interest in The Andersons Ethanol Investment LLC, which holds a 50 percent ownership in The Andersons Marathon Ethanol LLC ("TAME"), bringing our direct and indirect ownership interest in TAME to 67 percent; and a 40 percent interest in The Andersons Albion Ethanol LLC ("TAAE"), which owns an ethanol production facility in Albion, Michigan. On October 1, 2013, our ownership interest in TAAE increased to 43 percent as a result of TAAE acquiring one of the owner's interest. We hold a noncontrolling interest in each of these entities and account for them using the equity method of accounting since the minority owners have substantive participating rights.

Investments in Pipeline Companies

We made contributions of $75 million to North Dakota Pipeline Company LLC ("North Dakota Pipeline") during the six months ended June 30, 2014. We have contributed $99 million since project inception. These contributions funded 37.5 percent of the construction costs incurred to-date on the Sandpiper pipeline project. In conjunction with our commitment to be an anchor shipper for the Sandpiper pipeline and our investment in the project, we will earn an approximate 27 percent equity interest in Enbridge Energy Partner L.P.'s North Dakota System when the Sandpiper pipeline is placed into service, which is projected to occur in early 2016. We also have the option to increase our ownership interest to approximately 30 percent through additional investments in future system improvements. We account for our interest in North Dakota Pipeline using the equity method of accounting. See Note 20 for information on future contributions to North Dakota Pipeline.

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In March 2014, we acquired from Chevron Raven Ridge Pipe Line Company an additional seven percent interest in Explorer Pipeline Company ("Explorer") for $77 million, bringing our ownership interest to 25 percent. As a result of this increase in our ownership, we now account for our investment in Explorer using the equity method of accounting rather than the cost method. The cumulative impact of the change was applied as an adjustment to 2014 retained earnings.

5. Related Party Transactions

Our related parties include:


•	TAAE, in which we have a 43 percent noncontrolling interest, TACE, in which we have a 60 percent noncontrolling interest and TAME, in which we have a 67 percent direct and indirect noncontrolling interest. These companies each own an ethanol production facility.


•	Centennial Pipeline LLC (“Centennial”), in which we have a 50 percent noncontrolling interest. Centennial owns a refined products pipeline and storage facility.


•	Explorer, in which we have a 25 percent interest. Explorer owns and operates a refined products pipeline.


•	LOCAP LLC ("LOCAP"), in which we have a 59 percent noncontrolling interest. LOCAP owns and operates a crude oil pipeline.


•	LOOP LLC (“LOOP”), in which we have a 51 percent noncontrolling interest. LOOP owns and operates the only U.S. deepwater oil port.


•	Other equity method investees.

Sales to related parties, which are included in sales and other operating revenues (including consumer excise taxes) on the consolidated statements of income, were as follows:



	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2014		2013		2014		2013
Other equity method investees	$	2	$	2	$	4	$	4

Fees received for operating Centennial's pipeline, which are included in other income on the consolidated statements of income, were $1 million for the three and six months ended June 30, 2014 and 2013.

Purchases from related parties were as follows:



	Three Months Ended June 30,					Six Months Ended June 30,
(In millions)	2014			2013		2014		2013
Centennial	$	(2	)	$	—	$	7	$	—
Explorer	9			—		22		—
LOCAP	5			4		10		8
LOOP	12			11		65		21
TAAE	26			—		42		—
TACE	30			24		57		50
TAME	48			37		82		67
Other equity method investees	2			3		4		5
Total	$	130		$	79	$	289	$	151

Related party purchases from Centennial consist primarily of refinery feedstocks and refined product transportation costs. Related party purchases from Explorer consist primarily of refined product transportation costs. Related party purchases from LOCAP, LOOP and other equity method investees consist primarily of crude oil transportation costs and crude oil purchases. Related party purchases from TAAE, TACE and TAME consist of ethanol purchases.

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Receivables from related parties, which are included in receivables, less allowance for doubtful accounts on the consolidated balance sheets, were as follows:



(In millions)	June 30, 2014		December 31, 2013
Centennial	$	1	$	1
TAME	2		1
Total	$	3	$	2

We also had a long-term receivable from Centennial of $2 million at June 30, 2014 and December 31, 2013, which is included in other noncurrent assets on the consolidated balance sheets.

Payables to related parties, which are included in accounts payable on the consolidated balance sheets, were as follows:



(In millions)	June 30, 2014		December 31, 2013
Explorer	$	3	$	—
LOCAP	1		2
LOOP	4		3
TAAE	3		2
TACE	2		4
TAME	4		5
Other equity method investees	1		—
Total	$	18	$	16

6. Income per Common Share

We compute basic earnings per share by dividing net income attributable to MPC by the weighted average number of shares of common stock outstanding. Diluted income per share assumes exercise of certain stock-based compensation awards, provided the effect is not anti-dilutive.

MPC grants certain incentive compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, we have calculated our earnings per share using the two-class method.

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	Three Months Ended June 30,				Six Months Ended June 30,
(In millions, except per share data)	2014		2013		2014		2013
Basic earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	855	$	593	$	1,054	$	1,318
Income allocated to participating securities	1		1		2		2
Income available to common stockholders - basic	$	854	$	592	$	1,052	$	1,316
Weighted average common shares outstanding	287		322		290		326
Basic earnings per share	$	2.97	$	1.84	$	3.63	$	4.03
Diluted earnings per share:
Allocation of earnings:
Net income attributable to MPC	$	855	$	593	$	1,054	$	1,318
Income allocated to participating securities	1		1		2		2
Income available to common stockholders - diluted	$	854	$	592	$	1,052	$	1,316
Weighted average common shares outstanding	287		322		290		326
Effect of dilutive securities	2		2		2		2
Weighted average common shares, including dilutive effect	289		324		292		328
Diluted earnings per share	$	2.95	$	1.83	$	3.60	$	4.01

The following table summarizes the shares that were anti-dilutive and, therefore, were excluded from the diluted share calculation.



	Three Months Ended June 30,		Six Months Ended June 30,
(In millions)	2014	2013	2014	2013
Shares issued under stock-based compensation plans	—	1	—	1

7. Equity

As of June 30, 2014, our board of directors had approved $6.0 billion in total share repurchase authorizations since January 1, 2012 and we have repurchased a total of $5.29 billion of our common stock, leaving $709 million available for repurchases through September 2015. Under these authorizations, we have acquired 78 million shares at an average cost per share of $67.65. On July 30, 2014, our board of directors approved an additional $2.0 billion share repurchase authorization expiring in July 2016.

We may utilize various methods to effect the repurchases, which could include open market repurchases, negotiated block transactions, accelerated share repurchases or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. The timing and amount of future repurchases, if any, will depend upon several factors, including market and business conditions, and such repurchases may be discontinued at any time.

Total share repurchases were as follows for the three and six months ended June 30, 2014 and 2013:



	Three Months Ended June 30,				Six Months Ended June 30,
(In millions, except per share data)	2014		2013		2014		2013
Number of shares repurchased^(a)	5		11		13		17
Cash paid for shares repurchased	$	459	$	882	$	1,148	$	1,313
Effective average cost per delivered share	$	88.14	$	80.31	$	87.82	$	80.54


^(a)	The six months ended June 30, 2013 includes one million shares received under the November 2012 accelerated share repurchase program, which were paid for in 2012.

At June 30, 2014, we had agreements to acquire additional common shares for $12 million, which were settled in early July 2014.

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8. Segment Information

We have three reportable segments: Refining & Marketing; Speedway; and Pipeline Transportation. Each of these segments is organized and managed based upon the nature of the products and services it offers.

•

Refining & Marketing – refines crude oil and other feedstocks at our refineries in the Gulf Coast and Midwest regions of the United States, purchases ethanol and refined products for resale and distributes refined products through various means, including barges, terminals and trucks that we own or operate. We sell refined products to wholesale marketing customers domestically and internationally, to buyers on the spot market, to our Speedway segment and to independent entrepreneurs who operate Marathon^® retail outlets;


•	Speedway – sells transportation fuels and convenience products in retail markets in the Midwest, primarily through Speedway^® convenience stores; and


•	Pipeline Transportation – transports crude oil and other feedstocks to our refineries and other locations, delivers refined products to wholesale and retail market areas and includes the aggregated operations of MPLX and MPC’s retained pipeline assets and investments.

On February 1, 2013, we acquired the Galveston Bay Refinery and Related Assets, which are part of the Refining & Marketing and Pipeline Transportation segments. Segment information for the period prior to the acquisition does not include amounts for these operations. See Note 4.

Segment income represents income from operations attributable to the reportable segments. Corporate administrative expenses and costs related to certain non-operating assets are not allocated to the reportable segments. In addition, certain items that affect comparability (as determined by the chief operating decision maker) are not allocated to the reportable segments.



(In millions)	Refining & Marketing		Speedway		Pipeline Transportation		Total
Three Months Ended June 30, 2014
Revenues:
Customer	$	22,917	$	3,908	$	19	$	26,844
Intersegment^(a)	2,590		1		131		2,722
Segment revenues	$	25,507	$	3,909	$	150	$	29,566
Segment income from operations^(b)	$	1,260	$	94	$	81	$	1,435
Income from equity method investments	35		—		22		57
Depreciation and amortization^(c)	264		29		19		312
Capital expenditures and investments^(d)	235		44		64		343



(In millions)	Refining & Marketing		Speedway		Pipeline Transportation		Total
Three Months Ended June 30, 2013
Revenues:
Customer	$	21,890	$	3,768	$	19	$	25,677
Intersegment^(a)	2,434		1		119		2,554
Segment revenues	$	24,324	$	3,769	$	138	$	28,231
Segment income from operations^(b)	$	903	$	123	$	58	$	1,084
Income from equity method investments	3		—		4		7
Depreciation and amortization^(c)	252		27		18		297
Capital expenditures and investments^(d)	134		76		41		251

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(In millions)	Refining & Marketing		Speedway		Pipeline Transportation		Total
Six Months Ended June 30, 2014
Revenues:
Customer	$	42,727	$	7,366	$	36	$	50,129
Intersegment^(a)	4,823		2		260		5,085
Segment revenues	$	47,550	$	7,368	$	296	$	55,214
Segment income from operations^(b)	$	1,622	$	152	$	153	$	1,927
Income from equity method investments	59		—		33		92
Depreciation and amortization^(c)	525		57		38		620
Capital expenditures and investments^(d)	413		76		194		683



(In millions)	Refining & Marketing			Speedway		Pipeline Transportation		Total
Six Months Ended June 30, 2013
Revenues:
Customer	$	41,764		$	7,209	$	40	$	49,013
Intersegment^(a)	4,633			2		223		4,858
Segment revenues	$	46,397		$	7,211	$	263	$	53,871
Segment income from operations^(b)	$	2,008		$	190	$	109	$	2,307
Income (loss) from equity method investments	(1		)	—		8		7
Depreciation and amortization^(c)	488			54		36		578
Capital expenditures and investments^(d)(e)	1,554			112		131		1,797


^(a)	Management believes intersegment transactions were conducted under terms comparable to those with unaffiliated parties.


^(b)	Corporate overhead expenses attributable to MPLX are included in the Pipeline Transportation segment. These expenses are not allocated to the Refining & Marketing and Speedway segments.


^(c)	Differences between segment totals and MPC totals represent amounts related to unallocated items and are included in “Items not allocated to segments” in the reconciliation below.


^(d)	Capital expenditures include changes in capital accruals, acquisitions and investments in affiliates.


^(e)	The Refining & Marketing and Pipeline Transportation segments include the acquisition of the Galveston Bay Refinery and Related Assets. See Note 4.

The following reconciles segment income from operations to income before income taxes as reported in the consolidated statements of income:



	Three Months Ended June 30,						Six Months Ended June 30,
(In millions)	2014			2013			2014			2013
Segment income from operations	$	1,435		$	1,084		$	1,927		$	2,307
Items not allocated to segments:
Corporate and other unallocated items^(a)(b)	(61		)	(64		)	(128		)	(131		)
Pension settlement expenses^(c)	(5		)	(60		)	(69		)	(60		)
Net interest and other financial income (costs)	(48		)	(45		)	(94		)	(93		)
Income before income taxes	$	1,321		$	915		$	1,636		$	2,023


^(a)	Corporate and other unallocated items consists primarily of MPC’s corporate administrative expenses and costs related to certain non-operating assets.


^(b)	Corporate overhead expenses attributable to MPLX are included in the Pipeline Transportation segment. These expenses are not allocated to the Refining & Marketing and Speedway segments.


^(c)	See Note 18.

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The following reconciles segment capital expenditures and investments to total capital expenditures:



	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2014		2013		2014		2013
Segment capital expenditures and investments	$	343	$	251	$	683	$	1,797
Less: Investments in equity method investees	41		6		164		11
Plus: Items not allocated to segments:
Capital expenditures not allocated to segments	13		28		38		52
Capitalized interest	7		4		13		8
Total capital expenditures^(a)(b)	$	322	$	277	$	570	$	1,846


^(a)	Capital expenditures include changes in capital accruals and acquisitions.


^(b)	See Note 16 for a reconciliation of total capital expenditures to additions to property, plant and equipment as reported in the consolidated statements of cash flows.

The following reconciles customer revenues to sales and other operating revenues (including consumer excise taxes) as reported in the consolidated statements of income:



	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2014		2013		2014		2013
Customer revenues (as reported above)	$	26,844	$	25,677	$	50,129	$	49,013
Corporate and other unallocated items	—		—		—		(6		)
Sales and other operating revenues (including consumer excise taxes)	$	26,844	$	25,677	$	50,129	$	49,007

Total assets by reportable segment were:



(In millions)	June 30, 2014		December 31, 2013
Refining & Marketing	$	20,708	$	19,573
Speedway	2,185		2,064
Pipeline Transportation	2,135		1,947
Corporate and Other	4,348		4,801
Total consolidated assets	$	29,376	$	28,385

9. Other Items

Net interest and other financial income (costs) was:



	Three Months Ended June 30,						Six Months Ended June 30,
(In millions)	2014			2013			2014			2013
Interest:
Interest income	$	1		$	3		$	3		$	5
Interest expense	(49		)	(49		)	(98		)	(97		)
Interest capitalized	7			4			13			8
Total net interest	(41		)	(42		)	(82		)	(84		)
Other:
Net foreign currency gains (losses)	(1		)	2			(1		)	1
Bank service and other fees	(6		)	(5		)	(11		)	(10		)
Total other	(7		)	(3		)	(12		)	(9		)
Net interest and other financial income (costs)	$	(48	)	$	(45	)	$	(94	)	$	(93	)

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10. Income Taxes

The combined federal, state and foreign income tax rate was 35 percent for both the three months ended June 30, 2014 and 2013 and 35 percent and 34 percent for the six months ended June 30, 2014 and 2013, respectively. The effective tax rate for the three and six months ended June 30, 2014 and 2013 is equivalent to or slightly less than the U.S. statutory rate of 35 percent primarily due to certain permanent benefit differences, including the domestic manufacturing deduction, partially offset by state and local tax expense.

Prior to the June 30, 2011 spinoff transaction from Marathon Oil Corporation (“Marathon Oil”), we were included in Marathon Oil’s income tax returns for all applicable years. During 2011, we anticipated a future settlement between Marathon Oil and us upon the filing of Marathon Oil’s consolidated U.S. federal and state income tax returns for the period prior to June 30, 2011. During the second quarter of 2013, we settled with Marathon Oil for the 2011 period based on filed tax returns, resulting in a $39 million increase to additional paid-in capital.

We are continuously undergoing examination of our income tax returns, which have been completed for our U.S. federal and state income tax returns through the 2009 and 2003 tax years, respectively. We had $20 million of unrecognized tax benefits as of June 30, 2014. Pursuant to our tax sharing agreement with Marathon Oil, the unrecognized tax benefits related to pre-spinoff operations for which Marathon Oil was the taxpayer remain the responsibility of Marathon Oil and we have indemnified Marathon Oil accordingly. See Note 20 for indemnification information.

11. Inventories



(In millions)	June 30, 2014		December 31, 2013
Crude oil and refinery feedstocks	$	2,835	$	1,797
Refined products	2,367		2,367
Materials and supplies	333		425
Merchandise	86		100
Total (at cost)	$	5,621	$	4,689

Inventories are carried at the lower of cost or market value. The cost of inventories of crude oil and refinery feedstocks, refined products and merchandise is determined primarily under the last-in, first-out (“LIFO”) method. There were no liquidations of LIFO inventories for the six months ended June 30, 2014 and 2013.

12. Property, Plant and Equipment



(In millions)	June 30, 2014		December 31, 2013
Refining & Marketing	$	17,329	$	16,982
Speedway	2,412		2,344
Pipeline Transportation	1,948		1,921
Corporate and Other	588		546
Total	22,277		21,793
Less accumulated depreciation	8,427		7,872
Property, plant and equipment, net	$	13,850	$	13,921

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13. Fair Value Measurements

Fair Values—Recurring

The following tables present assets and liabilities accounted for at fair value on a recurring basis as of June 30, 2014 and December 31, 2013 by fair value hierarchy level. We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty, including any related cash collateral as shown below; however, fair value amounts by hierarchy level are presented on a gross basis in the following tables.



	June 30, 2014
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral^(a)			Net Carrying Value on Balance Sheet^(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	44	$	—	$	—	$	(44	)	$	—	$	60
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	46	$	—	$	—	$	(44	)	$	2	$	60

Commodity derivative instruments, liabilities	$	91	$	—	$	—	$	(91	)	$	—	$	—
Contingent consideration, liability^(c)	—		—		647		N/A			647		—
Total liabilities at fair value	$	91	$	—	$	647	$	(91	)	$	647	$	—



	December 31, 2013
	Fair Value Hierarchy
(In millions)	Level 1		Level 2		Level 3		Netting and Collateral^(a)			Net Carrying Value on Balance Sheet^(b)		Collateral Pledged Not Offset
Commodity derivative instruments, assets	$	21	$	—	$	—	$	(21	)	$	—	$	61
Other assets	2		—		—		N/A			2		—
Total assets at fair value	$	23	$	—	$	—	$	(21	)	$	2	$	61

Commodity derivative instruments, liabilities	$	53	$	—	$	—	$	(53	)	$	—	$	—
Contingent consideration, liability^(c)	—		—		625		N/A			625		—
Total liabilities at fair value	$	53	$	—	$	625	$	(53	)	$	625	$	—


^(a)	Represents the impact of netting assets, liabilities and cash collateral when a legal right of offset exists. As of June 30, 2014 and December 31, 2013, cash collateral of $47 million and $32 million, respectively, was netted with mark-to-market derivative liabilities.


^(b)	We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet.


^(c)	Includes $370 million and $159 million classified as current at June 30, 2014 and December 31, 2013, respectively.

Commodity derivatives in Level 1 are exchange-traded contracts for crude oil and refined products measured at fair value with a market approach using the close-of-day settlement prices for the market. Commodity derivatives are covered under master netting agreements with an unconditional right to offset. Collateral deposits in futures commission merchant accounts covered by master netting agreements related to Level 1 commodity derivatives are classified as Level 1 in the fair value hierarchy.

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The contingent consideration represents the fair value as of June 30, 2014 of the amount we expect to pay to BP related to the earnout provision for the Galveston Bay Refinery and Related Assets acquisition. See Note 4. The fair value of the contingent consideration was estimated using an income approach and is therefore a Level 3 liability. The amount of cash to be paid under the arrangement is based on both a market-based crack spread and refinery throughput volumes for the months during which the contract applies, as well as established thresholds that cap the annual and total payment. The earnout payment cannot exceed $200 million per year for the first three years of the arrangement or $250 million per year for the last three years of the arrangement, with the total cumulative payment capped at $700 million over the six-year period. Any excess or shortfall from the annual cap for a current year’s earnout calculation will not affect subsequent years’ calculations. The fair value calculation used significant unobservable inputs, including (1) an estimate of refinery throughput volumes; (2) a range of internal and external crack spread forecasts from $14 to $19 per barrel; and (3) a range of risk-adjusted discount rates from five percent to 10 percent. An increase or decrease in crack spread forecasts or refinery throughput volume expectations may result in a corresponding increase or decrease in the fair value. Increases to the fair value as a result of increasing forecasts for both of these unobservable inputs, however, are limited as the earnout payment is subject to annual thresholds. An increase or decrease in the discount rate may result in a decrease or increase to the fair value, respectively. The fair value of the contingent consideration is reassessed each quarter, with changes in fair value recorded in cost of revenues.

The following is a reconciliation of the beginning and ending balances recorded for liabilities classified as Level 3 in the fair value hierarchy.



	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2014		2013		2014		2013
Beginning balance	$	639	$	600	$	625	$	—
Contingent consideration agreement	—		—		—		600
Unrealized losses included in net income	8		11		22		11
Ending balance	$	647	$	611	$	647	$	611

We did not hold any Level 3 derivative instruments during the three and six months ended June 30, 2014 and 2013. See Note 14 for the income statement impacts of our derivative instruments.

Fair Values – Nonrecurring

The following table shows the values of assets, by major category, measured at fair value on a nonrecurring basis in periods subsequent to their initial recognition.



	Six Months Ended June 30,
	2014				2013
(In millions)	Fair Value		Impairment		Fair Value		Impairment
Property, plant and equipment, net	$	—	$	—	$	1	$	8
Other noncurrent assets	—		11		—		—

Based on the financial and operational status of a company in which we have an interest in, we fully impaired our $11 million investment in that company during the second quarter of 2014. Our investment in this company was accounted for using the cost method and was included in our Refining & Marketing segment. The impairment is included in other income on the consolidated statements of income. The fair value of our investment in this cost company was measured using an income approach. This measurement is classified as Level 3.

Due to changing market conditions, we assessed one of our light products terminals for impairment. The terminal is operated by our Refining & Marketing segment. We recorded an impairment charge of $8 million for this terminal in 2013. The impairment is included in depreciation and amortization on the consolidated statements of income. The fair value of the terminal was measured using a market approach based on comparable area property values, which are Level 3 inputs.

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Fair Values – Reported

The following table summarizes financial instruments on the basis of their nature, characteristics and risk at June 30, 2014 and December 31, 2013, excluding the derivative financial instruments and contingent consideration reported above.



	June 30, 2014				December 31, 2013
(In millions)	Fair Value		Carrying Value		Fair Value		Carrying Value
Financial assets:
Investments	$	25	$	2	$	336	$	14
Other	31		29		31		30
Total financial assets	$	56	$	31	$	367	$	44
Financial liabilities:
Long-term debt^(a)	$	3,691	$	3,254	$	3,306	$	3,001
Deferred credits and other liabilities	20		20		21		21
Total financial liabilities	$	3,711	$	3,274	$	3,327	$	3,022


^(a)	Excludes capital leases

Our current assets and liabilities include financial instruments, the most significant of which are trade accounts receivable and payables. We believe the carrying values of our current assets and liabilities approximate fair value. Our fair value assessment incorporates a variety of considerations, including (1) the short-term duration of the instruments, (2) our investment-grade credit rating and (3) our historical incurrence of and expected future insignificance of bad debt expense, which includes an evaluation of counterparty credit risk.

Fair values of our financial assets included in investments and other financial assets and of our financial liabilities included in deferred credits and other liabilities are measured primarily using an income approach and most inputs are internally generated, which results in a Level 3 classification. Estimated future cash flows are discounted using a rate deemed appropriate to obtain the fair value. Other financial assets primarily consist of environmental remediation receivables. Deferred credits and other liabilities primarily consist of insurance liabilities and environmental remediation liabilities.

Fair value of fixed-rate long-term debt is measured using a market approach, based upon the average of quotes from major financial institutions and a third-party service for our debt. Because these quotes cannot be independently verified to the market, they are considered Level 3 inputs. Fair value of variable-rate long-term debt approximates the carrying value.

14. Derivatives

For further information regarding the fair value measurement of derivative instruments, including any effect of master netting agreements or collateral, see Note 13. We do not designate any of our commodity derivative instruments as hedges for accounting purposes.

Derivatives that are not designated as accounting hedges may include commodity derivatives used to hedge price risk on (1) inventories, (2) fixed price sales of refined products, (3) the acquisition of foreign-sourced crude oil and (4) the acquisition of ethanol for blending with refined products.

The following table presents the gross fair values of derivative instruments, excluding cash collateral, and where they appear on the consolidated balance sheets as of June 30, 2014 and December 31, 2013:



	June 30, 2014
(In millions)	Asset		Liability		Balance Sheet Location
Commodity derivatives	$	44	$	91	Other current assets

	December 31, 2013
(In millions)	Asset		Liability		Balance Sheet Location
Commodity derivatives	$	21	$	53	Other current assets

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The table below summarizes open commodity derivative contracts as of June 30, 2014.



	Position	Total Barrels (In thousands)
Crude oil^(a)
Exchange-traded	Long	14,775
Exchange-traded	Short	(33,812	)
Refined Products^(a)
Exchange-traded	Long	4,618
Exchange-traded	Short	(2,541	)


^(a)	100 percent of these contracts expire in the third quarter of 2014.

The following table summarizes the effect of all commodity derivative instruments in our consolidated statements of income:



	Gain (Loss)					Gain (Loss)
(In millions)	Three Months Ended June 30,					Six Months Ended June 30,
Income Statement Location	2014			2013		2014			2013
Sales and other operating revenues	$	(2	)	$	3	$	8		$	4
Cost of revenues	(114		)	51		(175		)	(9		)
Total	$	(116	)	$	54	$	(167	)	$	(5	)

15. Debt

Our outstanding borrowings at June 30, 2014 and December 31, 2013 consisted of the following:



(In millions)	June 30, 2014			December 31, 2013
Marathon Petroleum Corporation:
Revolving credit agreement due 2017	$	—		$	—
3.500% senior notes due March 1, 2016	750			750
5.125% senior notes due March 1, 2021	1,000			1,000
6.500% senior notes due March 1, 2041	1,250			1,250
Consolidated subsidiaries:
Capital lease obligations due 2014-2028	384			395
MPLX Operations LLC revolving credit agreement due 2017	255			—
Trade receivables securitization facility due 2016	—			—
Total	3,639			3,395
Unamortized discount	(10		)	(10		)
Fair value adjustments^(a)	9			11
Amounts due within one year	(26		)	(23		)
Total long-term debt due after one year	$	3,612		$	3,373


^(a)	The $20 million gain on the termination of our interest rate swap agreements in 2012 is being amortized over the remaining life of the 3.50 percent senior notes.

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There were no borrowings or letters of credit outstanding under the MPC revolving credit agreement or the trade receivables securitization facility at June 30, 2014. During the six months ended June 30, 2014, MPLX borrowed $270 million under the MPLX Operations LLC revolving credit agreement (the "MPLX Credit Agreement"), at an average interest rate of 1.5 percent, per annum, and had repayments of $15 million. The borrowings were used to fund MPLX's acquisition of an additional interest in Pipe Line Holdings. At June 30, 2014, MPLX had $255 million of borrowings and no letters of credit outstanding under the MPLX Credit Agreement, resulting in total unused loan availability of $245 million, or 49 percent of the borrowing capacity. The MPLX Credit Agreement is scheduled to mature on October 31, 2017.

16. Supplemental Cash Flow Information



	Six Months Ended June 30,