KINDER MORGAN ENERGY PARTNERS L P | 2013 | FY | 3


As of December 31, 2013 and 2012, our partners’ capital included the following limited partner units:
 
December 31,
 
2013
 
2012
Common units:
 
 
 
Held by third parties
290,504,106

 
231,718,422

Held by KMI and affiliates (excluding our general partner)
20,563,455

 
19,314,003

Held by our general partner
1,724,000

 
1,724,000

Total common units
312,791,561

 
252,756,425

Class B units(a)
5,313,400

 
5,313,400

i-units(b)
125,323,734

 
115,118,338

Total limited partner units
443,428,695

 
373,188,163

__________
(a)
As of both December 31, 2013 and December 31, 2012, all of our Class B units were held by a wholly-owned subsidiary of KMI.  The Class B units are similar to our common units except that they are not eligible for trading on the NYSE
(b)
As of both December 31, 2013 and 2012, all of our i-units were held by KMR. Our i-units are a separate class of limited partner interests in us and are not publicly traded.  In accordance with KMR’s LLC agreement, KMR’s activities are restricted to being a limited partner in us, and to controlling and managing our business and affairs and the business and affairs of our operating limited partnerships and their subsidiaries.  Through the combined effect of the provisions in our partnership agreement and the provisions of KMR’s LLC agreement, the number of outstanding KMR shares and the number of our i-units will at all times be equal. The number of i-units we distribute to KMR is based upon the amount of cash we distribute to the owners of our common units. When cash is paid to the holders of our common units, we issue additional i-units to KMR. The fraction of an i-unit paid per i-unit owned by KMR will have a value based on the cash payment on the common units.

The total limited partner units represent our limited partners’ interest and an effective 98% interest in us, exclusive of our general partner’s right to receive incentive distributions.  Our general partner has an effective 2% interest in us, excluding its right to receive incentive distributions.


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