PHILADELPHIA--(BUSINESS WIRE)--Atlas Pipeline Holdings, L.P. (NYSE:AHD - News) (the “Partnership”), the parent of the general partner of Atlas Pipeline Partners, L.P. (NYSE:APL - News) (“APL” or “Atlas Pipeline”) and its subsidiaries, today reported its results for the third quarter 2009. The Partnership, which owns the 2% general partner interest, all of the incentive distribution rights, 5.8 million common and 15,000 $1,000 par value 12% preferred limited partnership units of Atlas Pipeline, presents its financial results consolidated with those of Atlas Pipeline.

On a GAAP basis, the Partnership had a net loss attributable to common limited partners of $3.6 million for the third quarter 2009 compared with income of $34.0 million for the prior year third quarter. The decrease in net income attributable to common limited partners was primarily due to non-cash derivative gains incurred in third quarter 2008 as a result of the decline in crude oil prices, compounded by lower average commodity prices during the current period. Please see today’s APL press release regarding its third quarter 2009 earnings for further information regarding its results.

Interested parties are invited to access the live webcast of an investor call with management regarding Atlas Pipeline’s third quarter 2009 results on Wednesday, November 4, 2009 at 9:00 am EST by going to the home page of Atlas Pipeline’s website at www.atlaspipelinepartners.com. An audio replay of the conference call will also be available beginning at 11:00 am EST on Wednesday, November 4, 2009. To access the replay, dial 1-888-286-8010 and enter conference code 60143730.

Atlas Pipeline Holdings, L.P. is a limited partnership which owns and operates the general partner of Atlas Pipeline Partners, L.P., through which it owns a 2% general partner interest, all the incentive distribution rights, 5.8 million common and 15,000 $1,000 par value 12% preferred limited partner units of Atlas Pipeline Partners, L.P.

Atlas Pipeline Partners, L.P. is active in the gathering and processing segments of the midstream natural gas industry. In the Mid-Continent region of Oklahoma, southern Kansas, northern and western Texas and the Texas panhandle, APL owns and operates eight active gas processing plants and a treating facility, as well as approximately 8,750 miles of active intrastate gas gathering pipeline. In Appalachia, APL is a 49% joint venture partner with Williams in Laurel Mountain Midstream, LLC, which manages the natural gas gathering system in that region, namely from the Marcellus Shale in southwestern Pennsylvania. For more information, visit APL’s website at www.atlaspipelinepartners.com or contact investorrelations@atlaspipelinepartners.com.

Atlas Energy, Inc. is one of the largest independent natural gas producers in the Appalachian and Michigan Basins and a leading producer in the Marcellus Shale in southwestern Pennsylvania. Atlas Energy, Inc. is also the country’s largest sponsor and manager of tax-advantaged energy investment partnerships that finance the exploration and development of Atlas Energy, Inc.’s acreage. Atlas Energy, Inc. also owns 1.1 million common units in APL and a 64% interest in AHD. For more information, please visit our website at www.atlasamerica.com, or contact Investor Relations at InvestorRelations@atlasamerica.com.

Certain matters discussed within this press release are forward-looking statements. Although 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. Factors that could cause actual results to differ materially from expectations include financial performance, inability of Atlas Pipeline Partners to successfully integrate the operations at the acquired systems, regulatory changes, changes in local or national economic conditions and other risks detailed from time to time in Atlas Holdings’ reports filed with the SEC, including quarterly reports on Form 10-Q, current reports on Form 8-K and annual reports on Form 10-K.

ATLAS PIPELINE HOLDINGS, L.P. AND SUBSIDIARIES
Financial Summary
(unaudited; in thousands, except per unit amounts)
	Three Months Ended								Nine Months Ended
	September 30,								September 30,
STATEMENTS OF OPERATIONS		2009				2008 (1)				2009				2008 (1)
Revenue:
Natural gas and liquids	$	194,440			$	396,739			$	526,478			$	1,186,688
Transportation, compression, and other fees – affiliates		380				11,916				16,877				32,496
Transportation, compression, and other fees – third parties		4,719				6,125				12,574				16,792
Equity income in joint venture		1,430				−				2,140				−
Gain on asset sales		1,499				−				111,440				−
Other income (loss), net		3,997				153,883				(6,694	)			(247,124	)
Total revenue and other income (loss), net		206,465				568,663				662,815				988,852
Costs and expenses:
Natural gas and liquids		144,990				314,315				409,411				937,852
Plant operating		14,762				16,652				42,713				46,418
Transportation and compression		134				2,883				6,256				7,842
General and administrative		9,159				(2,964	)			25,864				10,981
Compensation reimbursement – affiliates		375				1,175				1,125				3,694
Depreciation and amortization		21,896				20,741				67,563				61,200
Interest		29,283				22,564				77,800				63,960
Total costs and expenses		220,599				375,366				630,732				1,131,947
Income (loss) from continuing operations		(14,134	)			193,297				32,083				(143,095	)
Discontinued operations:
Gain on sale of discontinued operations		−				−				51,078				−
Income from discontinued operations		−				6,538				11,417				21,029
Income from discontinued operations		−				6,538				62,495				21,029
Net income (loss)		(14,134	)			199,835				94,578				(122,066	)
Income attributable to non-controlling interests		(954	)			(2,591	)			(2,075	)			(7,793	)
(Income) loss attributable to non-controlling interest in Atlas Pipeline Partners, L.P.		11,487				(163,239	)			(82,201	)			122,843
Net income (loss) attributable to common limited partners	$	(3,601	)		$	34,005			$	10,302			$	(7,016	)
Net income (loss) per common limited partner unit:
Basic:
Continuing operations	$	(0.13	)		$	1.18			$	0.05			$	(0.34	)
Discontinued operations		−				0.04				0.32				0.09
	$	(0.13	)		$	1.22			$	0.37			$	(0.25	)
Diluted:
Continuing operations	$	(0.13	)		$	1.16			$	0.05			$	(0.34	)
Discontinued operations		−				0.04				0.32				0.09
	$	(0.13	)		$	1.20			$	0.37			$	(0.25	)
Weighted average common limited partner units outstanding:
Basic		27,659				27,658				27,659				27,462
Diluted		27,659				27,987				27,659				27,462
Amounts attributable to common limited partners:
Continuing operations	$	(3,601	)		$	32,859			$	1,433			$	(9,556	)
Discontinued operations		–				1,146				8,869				2,540
Net income (loss) attributable to common limited partners	$	(3,601	)		$	34,005			$	10,302			$	(7,016	)

ATLAS PIPELINE HOLDINGS, L.P. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(unaudited; in thousands)
		September 30,				December 31,
ASSETS			2009				2008 (1)
Current assets:
Cash and cash equivalents		$	5,588			$	7,285
Accounts receivable − affiliates			−				341
Accounts receivable			71,118				100,000
Current portion of derivative asset			4,514				44,961
Prepaid expenses and other			15,315				10,998
Current assets of discontinued operations			−				13,441
Total current assets			96,535				177,026
Property, plant and equipment, net			1,698,226				1,781,011
Intangible assets, net			174,480				193,647
Investment in joint venture			133,740				−
Long-term portion of derivative asset			1,980				−
Other assets, net			35,013				25,135
Long-term assets of discontinued operations			−				242,165
		$	2,139,974			$	2,418,984
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities:
Current portion of long-term debt		$	31,658			$	−
Accounts payable − affiliates			852				−
Accounts payable			19,706				66,571
Accrued liabilities			31,546				15,862
Current portion of derivative liability			41,464				60,947
Accrued producer liabilities			45,539				66,846
Current liabilities of discontinued operations			−				10,572
Total current liabilities			170,765				220,798
Long-term derivative liability			9,256				48,333
Long-term debt, less current portion			1,243,050				1,539,427
Other long-term liability			448				574
Commitments and contingencies		−				−
Partners’ capital:
Common limited partners’ interests			(1,903	)			(5,463	)
Accumulated other comprehensive loss			(8,424	)			(15,788	)
			(10,327	)			(21,251	)
Non-controlling interests			(30,255	)			(32,337	)
Non-controlling interest in Atlas Pipeline Partners, L.P.			757,037				663,440
Total partners’ capital			716,455				609,852
		$	2,139,974			$	2,418,984

(1)

Restated to reflect amounts reclassified to discontinued operations due to APL’s sale of its NOARK gas gathering and interstate pipeline system.

Atlas Pipeline Holdings, L.P.
Brian J. Begley
Vice President, Investor Relations
215-546-5005
Facsimile: 215-553-8455