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


following table provides information about our distributions for each of the years ended December 31, 2013, 2012 and 2011 (in millions except per unit and i-unit distributions amounts):
 
Year Ended December 31,
 
2013
 
2012
 
2011
Per unit cash distribution declared for the period
$
5.33

 
$
4.98

 
$
4.61

Per unit cash distribution paid in the period
$
5.26

 
$
4.85

 
$
4.58

Cash distributions paid in the period to all partners(a)(b)
$
3,209

 
$
2,560

 
$
2,243

i-Unit distributions made in the period to KMR(c)
7,565,200

 
6,488,946

 
6,601,402

General Partner’s incentive distribution(d):
 
 
 
 
 
Declared for the period
$
1,693

 
$
1,404

 
$
1,174

Paid in the period(b)(e)
$
1,632

 
$
1,322

 
$
1,147

__________
(a)
Consisting of our common and Class B unitholders, our general partner and noncontrolling interests.
(b)
The year-to-year increases in distributions paid primarily reflect the increases in amounts distributed per unit as well as the issuance of additional units.
(c)
Under the terms of our partnership agreement, we agreed that we will not, except in liquidation, make a distribution on an i-unit other than in additional i-units or a security that has in all material respects the same rights and privileges as our i-units.  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 will 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.  If additional units are distributed to the holders of our common units, we will issue an equivalent amount of i-units to KMR based on the number of i-units it owns. Based on the preceding, the i-units we distributed were based on the $5.26, $4.85 and $4.58 per unit paid to our common unitholders during 2013, 2012 and 2011, respectively.
(d)
Incentive distribution does not include the general partner’s initial 2% distribution of available cash.
(e)
Our general partner’s incentive distributions we paid in 2013 were reduced by a waived incentive amount of $50 million related to common units issued to finance our May 2013 Copano acquisition. Beginning with our distribution payments for the quarterly period ended June 30, 2013, and ending with our distribution payments for the quarterly period ended March 31, 2038, our general partner agreed not to take certain incentive distributions related to our acquisition of Copano. For more information about our May 2013 Copano acquisition, see Note 3 “Acquisitions and Divestitures—Business Combinations and Acquisitions of Investments—(7) Copano.” In addition, our general partner’s incentive distributions we paid in 2013, 2012 and 2011 were reduced by waived incentive amounts equal to $11 million, $27 million and $28 million, respectively, related to common units issued to finance a portion of our May 2010 and July 2011 KinderHawk acquisitions.  Beginning with our distribution payments for the quarterly period ended June 30, 2010, and ending with our distribution payments for the quarterly period ended March 31, 2013, our general partner agreed not to take certain incentive distributions related to our acquisition of KinderHawk.  For more information about our July 2011 KinderHawk acquisition, see Note 3 “Acquisitions and Divestitures—Business Combinations and Acquisitions of Investments—(3) KinderHawk and EagleHawk.” In addition, with regard to our declared distribution for the quarterly period ended December 31, 2013 (discussed below in “—Subsequent Events”), our general partner agreed not to take certain incentive distributions of $25 million for Copano.

For

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