3. Net Income per Limited Partner Unit

The Partnership’s net income attributable to the Partnership’s assets for periods including and subsequent to the Partnership’s acquisitions of such assets is allocated to the general partner and the limited partners, including any subordinated, Class B and Class C unitholders, in accordance with their respective ownership percentages, and when applicable, giving effect to unvested units granted under the LTIP and incentive distributions allocable to the general partner. The allocation of undistributed earnings, or net income in excess of distributions, to the IDRs is limited to available cash (as defined by the partnership agreement) for the period. The Partnership’s net income allocable to the limited partners is allocated between the common, subordinated, Class B and Class C unitholders by applying the provisions of the partnership agreement that govern actual cash distributions as if all earnings for the period had been distributed. Accordingly, for any quarterly period, if current net income allocable to the limited partners is less than the minimum quarterly distribution, or if cumulative net income allocable to the limited partners since August 3, 2010 is less than the cumulative minimum quarterly distributions, more income is allocated to the common unitholders than the subordinated, Class B and Class C unitholders for such quarterly period.

Basic and diluted net income per limited partner unit are calculated by dividing the limited partners’ interest in net income by the weighted average number of limited partner units outstanding during the period. Any common units issued during the period are included on a weighted average basis for the days in which they were outstanding.

The following table illustrates the Partnership’s calculation of net income per unit for common and subordinated limited partner units (in thousands, except per-unit information):

	Three Months Ended September 30,
	2013				2012				2013				2012
	($ in thousands, except per unit data)
Net income attributable to Access Midstream Partners, L.P.	$	78,217		$		50,228		$		206,968		$		154,200
Less general partner interest in net income		(12,591	)			(2,364	)			(23,378	)			(5,545	)

Limited partner interest in net income	$	65,626		$		47,864		$		183,590		$		148,655

Net income allocable to common units(1)	$	31,735		$		25,603		$		64,298		$		79,463
Net income allocable to subordinated units		11,006				22,261				52,564				69,192
Net income allocable to Class B units(1)		11,044				—				32,029				—
Net income allocable to Class C units(1)		11,841				—				34,699				—
Limited partner interest in net income	$	65,626		$		47,864		$		183,590		$		148,655
Net income per limited partner unit – basic and diluted
Common units	$	0.22		$		0.32		$		0.54		$		1.00
Subordinated units	$	0.33		$		0.32		$		0.93		$		1.00
Weighted average limited partner units outstanding - basic and diluted
Common units		144,247,636				79,433,799				117,282,006				79,329,679
Subordinated units		33,787,234				69,076,122				57,183,896				69,076,122
Total		178,034,870				148,509,921				174,465,902				148,405,801

(1) Adjusted to reflect amortization for the beneficial conversion feature.