PARTNERS' CAPITAL AND DISTRIBUTIONS (Tables)

6 Months Ended

Jun. 30, 2013

PARTNERS' CAPITAL AND DISTRIBUTIONS

Reconciliation of Units Outstanding

The following is a summary of changes in units outstanding for the periods indicated (in thousands):

	Limited	Class B
	Partners	Units	Total
Units outstanding at January 1, 2013	90,371	7,975	98,346
LP Units issued pursuant to the Option Plan (1)	21	—	21
LP Units issued pursuant to the LTIP (1)	152	—	152
Issuance of units to institutional investors	6,900	—	6,900
Issuance of units through Equity Distribution Agreements	351	—	351
Issuance of Class B Units in lieu of quarterly cash distributions	—	349	349
Units outstanding at June 30, 2013	97,795	8,324	106,119

(1) The number of units issued represents issuance net of tax withholding.