Partners' Capital

12 Months Ended

Dec. 31, 2013

Shareholders' Equity [Abstract]

Partners' Capital

12. Partners' Capital

Class A Units

As of December 31, 2013, there were 187,284,688Class A units outstanding, respectively, that were held by Vornado. These units are classified as “partners' capital” on our consolidated balance sheets. As of December 31, 2013, there were 11,292,038Class A units outstanding, that were held by third parties. These units are classified outside of “partners' capital” as “redeemable partnership units” on our consolidated balance sheets (See Note 11 - Redeemable Partnership Units).During 2013, we paid an aggregate of $545,913,000 of distributionsto Vornadocomprised of quarterly common distributions of $0.73 per unit.

Preferred Units

On January 25, 2013, Vornado sold 12,000,000 5.40% Series L Cumulative Redeemable Preferred Shares at a price of $25.00 per share in an underwritten public offering pursuant to an effective registration statement. Vornado retained aggregate net proceeds of $290,306,000, after underwriters' discounts and issuance costs and contributed the net proceeds to us in exchange for 12,000,000 Series L Preferred Units (with economic terms that mirror those of the Series L Preferred Shares). Distributions on the Series L Preferred Units are cumulative and payable quarterly in arrears. The Series L Preferred Units are not convertible into, or exchangeable for, any of our properties or securities. On or after five years from the date of issuance (or sooner under limited circumstances), Vornado may require us to redeem the Series L Preferred Units at a redemption price of $25.00 per unit, plus accrued and unpaid distributions through the date of redemption. The Series L Preferred Units have no maturity date and will remain outstanding indefinitely unless redeemed.

On February 19, 2013, we redeemed all of the outstanding 6.75% Series F Cumulative Redeemable Preferred Units and 6.75% Series H Cumulative Redeemable Preferred Units at par, for an aggregate of $262,500,000 in cash, plus accrued and unpaid distributions through the date of redemption.

The following table sets forth the details of our preferred units of beneficial interest as of December 31,2013and2012.

(Amounts in thousands, except unit and		Balance as of				Units Outstanding at		Per Unit		Annual
per unit amounts)		December 31,				December 31,		Liquidation		Distribution
Preferred Units		2013		2012		2013	2012	Preference		Rate(1)
Convertible Preferred:
	6.5% Series A: authorized 83,977 units(2)	$	1,592	$	1,682	32,807	34,609	$	50.00	$	3.25
Cumulative Redeemable:
	6.625% Series G: authorized 8,000,000 units(3)		193,135		193,135	8,000,000	8,000,000	$	25.00	$	1.65625
	6.625% Series I: authorized 10,800,000 units(3)		262,379		262,379	10,800,000	10,800,000	$	25.00	$	1.65625
	6.875% Series J: authorized 9,850,000 units(3)		238,842		238,842	9,850,000	9,850,000	$	25.00	$	1.71875
	5.70% Series K: authorized 12,000,000 units(3)		290,971		290,971	12,000,000	12,000,000	$	25.00	$	1.425
	5.40% Series L: authorized 12,000,000 units(3)		290,306		-	12,000,000	-	$	25.00	$	1.35
	6.75% Series F: authorized 6,000,000 units		-		144,720	-	6,000,000	$	25.00	$	1.6875
	6.75% Series H: authorized 4,500,000 units		-		108,549	-	4,500,000	$	25.00	$	1.6875
		$	1,277,225	$	1,240,278	52,682,807	51,184,609
(1)	Distributions on preferred units are cumulative and are payable quarterly in arrears.
(2)	Redeemable at the option of Vornado under certain circumstances, at a redemption price of 1.4334 Class A units per Series A Preferred unit plus accrued and unpaid distributions through the date of redemption, or convertible at anytime at the option of the holder for 1.4334 Class A units per Series A Preferred unit.
(3)	Redeemable at Vornado's option at a redemption price of $25.00 per unit plus accrued and unpaid distributions through the date of redemption.

12. Partners' Capital – continued

Accumulated Other Comprehensive Income (Loss)

The following tables set forth the changes in accumulated comprehensive income (loss) by component.

			For the Year Ended December 31, 2013
					Securities			Pro rata share of		Interest
					available-			nonconsolidated		rate
(Amounts in thousands)			Total		for-sale			subsidiaries' OCI		swap		Other
Balance as of December 31, 2012			$	(18,946)	$	19,432		$	11,313	$	(50,065)	$	374
	OCI before reclassifications			132,887		142,281			(22,814)		18,183		(4,763)
	Amounts reclassified from AOCI			(42,404)		(42,404)	(1)		-		-		-
Net current period OCI				90,483		99,877			(22,814)		18,183		(4,763)
Balance as of December 31, 2013			$	71,537	$	119,309		$	(11,501)	$	(31,882)	$	(4,389)
(1)		Reclassified to "net gain on disposition of wholly owned and partially owned assets" on our consolidated statements of income.