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 the Partnership’s 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 Partnership’s Long-Term Incentive Plan (“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 that quarterly period.

Basic and diluted net income per limited partner unit is 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 June 30,						Six Months Ended June 30,
	2014			2013			2014			2013
	($ in thousands, except per unit data)
Net income attributable to Access Midstream Partners, L.P.	$	67,454		$	69,213		$	128,532		$	128,751
Less general partner interest in net income		(23,526	)		(5,995	)		(43,142	)		(10,787	)

Limited partner interest in net income	$	43,928		$	63,218		$	85,390		$	117,964

Net income allocable to common units⁽¹⁾	$	33,915		$	19,116		$	61,257		$	32,563
Net income allocable to subordinated units		—			21,721			—			41,558
Net income allocable to Class B units⁽¹⁾		10,013			10,755			19,663			20,985
Net income allocable to Class C units⁽¹⁾		—			11,626			4,470			22,858
Limited partner interest in net income	$	43,928		$	63,218		$	85,390		$	117,964
Net income per limited partner unit – basic and diluted
Common units	$	0.18		$	0.18		$	0.33		$	0.32
Subordinated units	$	—		$	0.31		$	—		$	0.60
Weighted average limited partner units outstanding - basic and diluted
Common units		190,953,800			108,673,392			187,609,231			103,575,719
Subordinated units		—			69,076,122			—			69,076,122
Total		190,953,800			177,749,514			187,609,231			172,651,841

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