10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2012

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 333-21873

First Industrial, L.P.

(Exact Name of Registrant as Specified in its Charter)

Delaware	36-3924586
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

311 S. Wacker Drive, Suite 3900, Chicago, Illinois 60606

(Address of Principal Executive Offices)

(312) 344-4300

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.     Yes x     No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes x   No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	¨	Accelerated filer	þ
Non-accelerated filer	¨ (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

FIRST INDUSTRIAL, L.P.

Form 10-Q

For the Period Ended June 30, 2012

INDEX

		Page
PART I: FINANCIAL INFORMATION			3
Item 1.	Financial Statements		3
	Consolidated Balance Sheets as of June 30, 2012 and December 31, 2011		3
	Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2012 and June 30, 2011		4
	Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2012 and June 30, 2011		5
	Consolidated Statement of Changes in Partners’ Capital for the Six Months Ended June 30, 2012		6
	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2012 and June 30, 2011		7
	Notes to Consolidated Financial Statements		8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		31
Item 4.	Controls and Procedures		31
PART II: OTHER INFORMATION			32
Item 1.	Legal Proceedings		32
Item 1A.	Risk Factors		32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		32
Item 3.	Defaults Upon Senior Securities		32
Item 4.	Mine Safety Disclosures		32
Item 5.	Other Information		32
Item 6.	Exhibits		32
SIGNATURE			33
EXHIBIT INDEX			34

2

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

FIRST INDUSTRIAL, L.P.

CONSOLIDATED BALANCE SHEETS

	June 30, 2012			December 31, 2011
	(Unaudited) (In thousands except unit and per unit data)
ASSETS
Assets:
Investment in Real Estate:
Land	$	601,609		$	553,539
Buildings and Improvements		2,118,037			2,080,953
Construction in Progress		34,948			26,482
Less: Accumulated Depreciation		(612,784	)		(577,591	)
Net Investment in Real Estate		2,141,810			2,083,383
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $20,690 and $34,443		42,930			78,855
Investments in and Advances to Other Real Estate Partnerships		186,375			186,452
Cash and Cash Equivalents		4,301			7,624
Tenant Accounts Receivable, Net		1,146			2,685
Investments in Joint Ventures		1,258			1,674
Deferred Rent Receivable, Net		46,384			43,981
Deferred Financing Costs, Net		11,803			13,989
Deferred Leasing Intangibles, Net		33,028			33,375
Prepaid Expenses and Other Assets, Net		107,927			119,095
Total Assets	$	2,576,962		$	2,571,113
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities:
Mortgage and Other Loans Payable, Net	$	578,851		$	584,288
Senior Unsecured Notes, Net		492,341			640,227
Unsecured Credit Facility		306,000			149,000
Accounts Payable, Accrued Expenses and Other Liabilities, Net		76,391			77,379
Deferred Leasing Intangibles, Net		14,355			14,442
Rents Received in Advance and Security Deposits		22,744			23,095
Leasing Intangibles Held for Sale, Net of Accumulated Amortization of $0 and $415		—			690
Total Liabilities		1,490,682			1,489,121
Commitments and Contingencies		—			—
Partners’ Capital:
General Partner Preferred Units (1,550 units issued and outstanding) with a liquidation preference of $275,000		266,211			266,211
General Partner Units (88,912,253 and 86,807,402 units issued and outstanding)		741,989			737,914
Limited Partners’ Units (4,956,376 and 5,237,367 units issued and outstanding)		86,732			90,246
Accumulated Other Comprehensive Loss		(8,652	)		(12,379	)
Total Partners’ Capital		1,086,280			1,081,992
Total Liabilities and Partners’ Capital	$	2,576,962		$	2,571,113

The accompanying notes are an integral part of the consolidated financial statements.

3

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS

	Three Months Ended June  30, 2012			Three Months Ended June  30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
	(Unaudited) (In thousands except per unit data)
Revenues:
Rental Income	$	56,405		$	53,813		$	111,511		$	107,141
Tenant Recoveries and Other Income		17,157			16,587			34,508			34,227
Total Revenues		73,562			70,400			146,019			141,368
Expenses:
Property Expenses		24,203			23,960			48,800			50,035
General and Administrative		5,916			4,747			11,475			10,005
Restructuring Costs		—			393			—			1,553
Impairment of Real Estate		—			(5,335	)		7			(6,999	)
Depreciation and Other Amortization		26,898			25,310			55,374			49,558
Total Expenses		57,017			49,075			115,656			104,152
Other Income (Expense):
Interest Income		697			908			1,643			1,898
Interest Expense		(19,695	)		(24,534	)		(40,904	)		(50,333	)
Amortization of Deferred Financing Costs		(799	)		(1,034	)		(1,622	)		(2,085	)
Mark-to-Market Loss on Interest Rate Protection Agreements		(429	)		(232	)		(305	)		(188	)
Loss from Retirement of Debt		(6,223	)		(3,233	)		(6,222	)		(4,099	)
Total Other Income (Expense)		(26,449	)		(28,125	)		(47,410	)		(54,807	)
Loss from Continuing Operations Before Equity in Income of Other Real Estate Partnerships, Equity in Income of Joint Ventures, Gain on Change in Control of Interests and Income Tax Provision		(9,904	)		(6,800	)		(17,047	)		(17,591	)
Equity in Income of Other Real Estate Partnerships		2,468			2,852			3,566			7,707
Equity in Income of Joint Ventures		37			99			128			135
Gain on Change in Control of Interests		—			689			776			689
Income Tax Provision		(5,354	)		(162	)		(5,263	)		(86	)
Loss from Continuing Operations		(12,753	)		(3,322	)		(17,840	)		(9,146	)
Discontinued Operations:
Income Attributable to Discontinued Operations		994			1,229			986			417
Gain on Sale of Real Estate		1,415			3,537			7,614			6,279
Provision for Income Taxes Allocable to Discontinued Operations		—			(1,532	)		—			(2,039	)
Income from Discontinued Operations		2,409			3,234			8,600			4,657
Net Loss		(10,344	)		(88	)		(9,240	)		(4,489	)
Less: Preferred Unit Distributions		(4,798	)		(4,947	)		(9,560	)		(9,874	)
Net Loss Available to Unitholders and Participating Securities	$	(15,142	)	$	(5,035	)	$	(18,800	)	$	(14,363	)
Basic and Diluted Earnings Per Unit:
Loss from Continuing Operations Available to Unitholders	$	(0.19	)	$	(0.10	)	$	(0.30	)	$	(0.24	)
Income from Discontinued Operations Available to Unitholders	$	0.03		$	0.04		$	0.09		$	0.06
Net Loss Available to Unitholders and Participating Securities	$	(0.16	)	$	(0.06	)	$	(0.20	)	$	(0.18	)
Weighted Average Units Outstanding		93,106			85,029			92,458			80,540
Net Loss Available to Unitholders Attributable to:
General Partners	$	(14,304	)	$	(4,745	)	$	(17,755	)	$	(13,420	)
Limited Partners		(838	)		(290	)		(1,045	)		(943	)
Net Loss Available to Unitholders and Participating Securities	$	(15,142	)	$	(5,035	)	$	(18,800	)	$	(14,363	)

The accompanying notes are an integral part of the consolidated financial statements.

4

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	Three Months Ended June  30, 2012			Three Months Ended June  30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
	(Unaudited)
	(In thousands)
Net Loss	$	(10,344	)	$	(88	)	$	(9,240	)	$	(4,489	)
Amortization of Interest Rate Protection Agreements		571			546			1,111			1,102
Write-off of Unamortized Settlement Amounts of Interest Rate Protection Agreements		2,599			2,348			2,619			2,348
Foreign Currency Translation Adjustment, Net of Income Tax Provision		(31	)		(557	)		(3	)		(432	)
Comprehensive (Loss) Income	$	(7,205	)	$	2,249		$	(5,513	)	$	(1,471	)

The accompanying notes are an integral part of the consolidated financial statements.

5

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS’ CAPITAL

	General Partner Preferred Units			General Partner Units			Limited Partner Units			Accumulated Other Comprehensive Loss			Total
	(Unaudited)
	(In thousands)
Balance as of December 31, 2011	$	266,211		$	737,914		$	90,246		$	(12,379	)	$	1,081,992
Issuance of General Partner Units, Net of Issuance Costs		—			17,818			—			—			17,818
Stock Based Compensation Activity		—			1,543			—			—			1,543
Conversion of Limited Partner Units to General Partner Units		—			2,469			(2,469	)		—			—
Preferred Unit Distributions		(9,560	)		—			—			—			(9,560	)
Net Income (Loss)		9,560			(17,755	)		(1,045	)		—			(9,240	)
Other Comprehensive Income		—			—			—			3,727			3,727
Balance as of June 30, 2012	$	266,211		$	741,989		$	86,732		$	(8,652	)	$	1,086,280

The accompanying notes are an integral part of the consolidated financial statements.

6

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
	(Unaudited)
	(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$	(9,240	)	$	(4,489	)
Adjustments to Reconcile Net Loss to Net Cash Provided by Operating Activities:
Depreciation		45,445			39,201
Amortization of Deferred Financing Costs		1,622			2,085
Other Amortization		14,704			15,891
Impairment of Real Estate, Net		1,101			(3,942	)
Provision for Bad Debt		550			563
Equity in Income of Joint Ventures		(128	)		(135	)
Distributions from Joint Ventures		27			161
Gain on Sale of Real Estate		(7,614	)		(6,279	)
Gain on Change in Control of Interests		(776	)		(689	)
Loss from Retirement of Debt		6,222			4,099
Prepayment Penalties and Fees Associated with Retirement of Debt		(440	)		(1,194	)
Mark-to-Market Loss on Interest Rate Protection Agreements		305			188
Equity in Income of Other Real Estate Partnerships		(3,566	)		(7,707	)
Distributions from Investment in Other Real Estate Partnerships		3,566			7,707
Decrease in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net		3,223			714
Increase in Deferred Rent Receivable		(1,704	)		(3,971	)
Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits		1,571			(9,862	)
Decrease in Restricted Cash		—			101
Payments of Premiums and Discounts Associated with Senior Unsecured Notes		(2,847	)		(27	)
Net Cash Provided by Operating Activities		52,021			32,415
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of and Additions to Investment in Real Estate and Lease Costs		(83,626	)		(35,969	)
Net Proceeds from Sales of Investments in Real Estate		22,002			24,655
Investments in and Advances to Other Real Estate Partnerships		(7,970	)		(58,704	)
Distributions from Other Real Estate Partnerships in Excess of Equity in Income		8,047			108,018
Contributions to and Investments in Joint Ventures		(184	)		(16	)
Distributions from Joint Ventures		—			108
Repayment of Notes Receivable		8,306			10,049
Decrease in Lender Escrows		—			88
Net Cash (Used In) Provided by Investing Activities		(53,425	)		48,229
CASH FLOWS FROM FINANCING ACTIVITIES:
Debt and Equity Issuance Costs		(287	)		(1,701	)
Unit Contributions		18,063			202,845
Preferred Unit Distributions		(9,525	)		(9,874	)
Repurchase and Retirement of Restricted Units		(855	)		(1,001	)
Payments on Interest Rate Swap Agreement		(572	)		(292	)
Proceeds from Origination on Mortgage Loans Payable		—			132,463
Repayments on Mortgage and Other Loans Payable		(17,432	)		(60,148	)
Repayments on Senior Unsecured Notes		(148,310	)		(56,419	)
Proceeds from Unsecured Credit Facility		241,000			101,500
Repayments on Unsecured Credit Facility		(84,000	)		(378,553	)
Net Cash Used in Financing Activities		(1,918	)		(71,180	)
Net Effect of Exchange Rate Changes on Cash and Cash Equivalents		(1	)		36
Net (Decrease) Increase in Cash and Cash Equivalents		(3,322	)		9,464
Cash and Cash Equivalents, Beginning of Period		7,624			22,484
Cash and Cash Equivalents, End of Period	$	4,301		$	31,984

The accompanying notes are an integral part of the consolidated financial statements.

7

FIRST INDUSTRIAL, L.P.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(In thousands except Unit and per Unit data)

1. Organization and Formation of Partnership

First Industrial, L.P. (the “Operating Partnership”) was organized as a limited partnership in the state of Delaware on November 23, 1993. The sole general partner is First Industrial Realty Trust, Inc. (the “Company”) which owns common units in the Operating Partnership (“Units”) representing an approximate 94.7% common ownership interest at June 30, 2012. The Company also owns a preferred general partnership interest in the Operating Partnership represented by preferred Units (“Preferred Units”) with an aggregate liquidation priority of $275,000 at June 30, 2012. The Company is a real estate investment trust (“REIT”) as defined in the Internal Revenue Code of 1986 (the “Code”). The Company’s operations are conducted primarily through the Operating Partnership. The limited partners of the Operating Partnership owned, in the aggregate, approximately a 5.3% interest in the Operating Partnership at June 30, 2012. Operations are also conducted through other partnerships and limited liability companies (“L.L.C.s”) of which the Operating Partnership is the sole member, and taxable REIT subsidiaries (together with the Operating Partnership, other partnerships and the L.L.C.s, the “Consolidated Operating Partnership”), the operating data of which is consolidated with that of the Operating Partnership as presented herein. Unless the context otherwise requires, the term “Operating Partnership” refers to First Industrial, L.P. and the terms “we,” “us,” and “our” refer to First Industrial, L.P. and its controlled subsidiaries.

We also own noncontrolling equity interests in, and provide various services to, two joint ventures (the “2003 Net Lease Joint Venture” and the “2007 Europe Joint Venture” and, collectively, the “Joint Ventures”). The 2007 Europe Joint Venture does not own any properties. See Note 5 for more information on the Joint Ventures.

The Operating Partnership also holds at least a 99% limited partnership interest in each of eight limited partnerships (together, the “Other Real Estate Partnerships”).

The general partners of the Other Real Estate Partnerships are separate corporations, each with at least a .01% general partnership interest in the Other Real Estate Partnership for which it acts as a general partner. Each general partner of the Other Real Estate Partnerships is a wholly-owned subsidiary of the Company.

As of June 30, 2012, we owned 667 industrial properties located in 25 states in the United States and one province in Canada, containing an aggregate of approximately 58.3 million square feet of gross leasable area (“GLA”). On a combined basis, as of June 30, 2012, the Other Real Estate Partnerships owned 67 industrial properties containing an aggregate of approximately 7.6 million square feet of GLA.

The Other Real Estate Partnerships and the Joint Ventures are accounted for under the equity method of accounting. Accordingly, the operating data of the Other Real Estate Partnerships and the Joint Ventures are not consolidated with that of the Consolidated Operating Partnership as presented herein.

2. Summary of Significant Accounting Policies

The accompanying unaudited interim financial statements have been prepared in accordance with the accounting policies described in the financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2011 (“2011 Form 10-K”) and should be read in conjunction with such financial statements and related notes. The 2011 year end consolidated balance sheet data included in this Form 10-Q filing was derived from the audited financial statements in our 2011 Form 10-K, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). The following notes to these interim financial statements highlight significant changes to the notes included in the December 31, 2011 audited financial statements included in our 2011 Form 10-K and present interim disclosures as required by the Securities and Exchange Commission. In order to conform with GAAP, we, in preparation of our financial statements, are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of June 30, 2012 and December 31, 2011, and the reported amounts of revenues and expenses for the three and six months ended June 30, 2012 and 2011. Actual results could differ from those estimates. In our opinion, the accompanying unaudited interim financial statements reflect all adjustments necessary for a fair statement of our financial position as of June 30, 2012 and December 31, 2011, and the results of our operations and comprehensive income for each of the three and six months ended June 30, 2012 and 2011, and our cash flows for each of the six months ended June 30, 2012 and 2011, and all adjustments are of a normal recurring nature.

8

Investment in Real Estate and Depreciation

The results of operations for the three and six months ended June 30, 2012 includes $227 and $1,286, respectively, which should have been recorded as depreciation and amortization expense during previous periods. Management evaluated these depreciation and amortization expense adjustments and believes they are not material to the results of the current periods or projected annual results or any previous annual or quarterly period.

IRS Tax Refund

On August 24, 2009, we received a private letter ruling from the IRS granting favorable loss treatment under Sections 331 and 336 of the Code on the tax liquidation of one of our former taxable REIT subsidiaries. On November 6, 2009, legislation was signed that allowed businesses with net operating losses for 2008 or 2009 to carry back those losses for up to five years. As a result, we received a refund from the IRS of $40,418 in the fourth quarter of 2009 (the “Refund”) in connection with this tax liquidation. As previously reported, the IRS examination team, which is required by statute to review all refund claims in excess of $2,000 on behalf of the Joint Committee on Taxation, indicated to us that it disagrees with certain of the property valuations we obtained from an independent valuation expert in support of our fair value of the liquidated taxable REIT subsidiary and our claim for the Refund. We have reached a preliminary written agreement with the regional office of the IRS on a proposed adjustment to the Refund. The total agreed-upon adjustment to taxable income was $13,700, which equates to approximately $4,800 of taxes owed. We must also pay accrued interest which approximates $500 as of June 30, 2012. During the three months ended June 30, 2012, the Operating Partnership recorded a charge of $5,300 related to the preliminary agreed-upon adjustment which is reflected as a component of income tax expense.

The settlement amount is subject to final review and approval by the Joint Committee on Taxation. There can be no assurance that the settlement amount will be approved at the level we currently anticipate, nor can we provide an estimate of the timing of the final approval.

In addition, we are currently in discussions with the regional office of the IRS to determine the timing of the impact of the proposed tax settlement on the tax liability of the limited partners of the Operating Partnership and the stockholders of the Company.

Recent Accounting Pronouncements

Fair Value Measurements

In May 2011, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update No. 2011-04, “Fair Value Measurements and Disclosures (Topic 820)—Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS” (“ASU 2011-04”). ASU 2011-04 clarifies the application of existing fair value measurement requirements, changes certain principles related to measuring fair value and requires additional disclosures about fair value measurements. Specifically, the guidance provides that the concepts of highest and best use and valuation premise in a fair value measurement are only relevant when measuring the fair value of nonfinancial assets and are not relevant when measuring the fair value of financial assets and liabilities. Required disclosures are expanded under the new guidance, especially for fair value measurements that are categorized within Level 3 of the fair value hierarchy, for which quantitative information about the unobservable inputs used, and a narrative description of the valuation processes in place and sensitivity of recurring Level 3 measurements to changes in unobservable inputs are required. Entities are also required to disclose the categorization by level of the fair value hierarchy for items that are not measured at fair value in the balance sheet but for which the fair value is required to be disclosed. ASU 2011-04 is effective for annual periods beginning after December 15, 2011, and is to be applied prospectively. The adoption of this guidance did not have a material impact on our financial statements.

3. Investment in Real Estate

Acquisitions

During the six months ended June 30, 2012, we acquired one industrial property comprising approximately 0.4 million square feet of GLA through the purchase of the 85% equity interest in one property from the institutional investor in the 2003 Net Lease Joint Venture (see Note 5) and several land parcels.

The gross agreed-upon fair value for the industrial property was $21,819, excluding costs incurred in conjunction with the acquisition of the industrial property. The acquisition was funded through the assumption of a mortgage loan, which was subsequently paid off on the date of acquisition and whose carrying value approximated fair market value, in the amount of $12,026 and a cash payment of $8,324 (85% of the net fair value of the acquisition). We accounted for this transaction as a step acquisition utilizing the purchase method of accounting. Due to the change in control that occurred, we recorded a gain of approximately $776 related to the difference between our carrying value and fair value of our equity interest on the acquisition date.

The purchase price of the land parcels was approximately $39,983, excluding costs incurred in conjunction with the acquisition of the land parcels.

During the six months ended June 30, 2011, we acquired one industrial property comprising approximately 0.7 million square feet of GLA in connection with the purchase of the 85% equity interest in one property from the institutional investor in the 2003 Net Lease Joint Venture.

9

The gross agreed-upon fair value for the industrial property was $30,625, excluding costs incurred in conjunction with the acquisition of the industrial property. The acquisition was funded through the assumption of a mortgage loan, whose carrying value approximated fair market value, in the amount of $24,417 and a cash payment of $5,277 (85% of the net fair value of the acquisition). We accounted for this transaction as a step acquisition utilizing the purchase method of accounting. Due to the change in control that occurred, we recorded a gain of approximately $689 related to the difference between our carrying value and fair value of our equity interest on the acquisition date.

Intangible Assets (Liabilities) Subject to Amortization in the Period of Acquisition

The fair value at the date of acquisition of in-place leases, tenant relationships, above market leases and below market leases recorded due to the real estate property acquired during the six months ended June 30, 2012 and 2011, which is recorded as deferred leasing intangibles, is as follows:

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
In-Place Leases	$	1,750		$	2,511
Tenant Relationships	$	1,012		$	1,553
Above Market Leases	$	—		$	2,883
Below Market Leases	$	(102	)	$	—

The weighted average life in months of in-place leases, tenant relationships, above market leases and below market leases recorded at the time of acquisition as a result of the real estate property acquired during the six months ended June 30, 2012 and 2011 is as follows:

	Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
In-Place Leases		118		56
Tenant Relationships		178		116
Above Market Leases		N/A		56
Below Market Leases		118		N/A

Sales and Discontinued Operations

During the six months ended June 30, 2012, we sold six industrial properties comprising approximately 0.8 million square feet of GLA. Gross proceeds from the sales of the six industrial properties were approximately $22,677. The gain on sale of real estate was approximately $7,614, all of which is shown in discontinued operations. The six sold industrial properties meet the criteria to be included in discontinued operations. Therefore the results of operations and gain on sale of real estate for the six industrial properties sold are included in discontinued operations.

At June 30, 2012, we had 15 industrial properties comprising approximately 3.1 million square feet of GLA and one land parcel held for sale. The results of operations of the 15 industrial properties held for sale at June 30, 2012 are included in discontinued operations. There can be no assurance that such industrial properties or land parcel held for sale will be sold.

Income from discontinued operations for the six months ended June 30, 2011 reflects the results of operations of the six industrial properties that were sold during the six months ended June 30, 2012, the results of operations of 34 industrial properties that were sold during the year ended December 31, 2011, the results of operations of the 15 industrial properties identified as held for sale at June 30, 2012 and the gain on sale of real estate relating to 16 industrial properties that were sold during the six months ended June 30, 2011.

The following table discloses certain information regarding the industrial properties included in discontinued operations for the three and six months ended June 30, 2012 and 2011:

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Total Revenues	$	1,888		$	3,855		$	4,213		$	8,821
Property Expenses		(722	)		(1,507	)		(1,687	)		(3,644	)
Impairment of Real Estate		—			(564	)		(1,094	)		(3,057	)
Depreciation and Amortization		(172	)		(555	)		(446	)		(1,640	)

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	Three Months Ended June 30, 2012		Three Months Ended June 30, 2011			Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
Interest Expense		—		—			—		(63	)
Gain on Sale of Real Estate		1,415		3,537			7,614		6,279
Provision for Income Taxes		—		(1,532	)		—		(2,039	)
Income from Discontinued Operations	$	2,409	$	3,234		$	8,600	$	4,657

At June 30, 2012 and December 31, 2011, we had notes receivable outstanding of approximately $47,228 and $55,502, net of a discount of $287 and $319, respectively, which are included as a component of Prepaid Expenses and Other Assets, Net. At June 30, 2012 and December 31, 2011, the fair value of the notes receivable was $52,024 and $58,734, respectively. The fair value of our notes receivable was determined by discounting the future cash flows using current rates at which similar loans with similar remaining maturities would be made to other borrowers. The current market rates we utilized were internally estimated; therefore, we have concluded that our determination of fair value of our notes receivable was primarily based upon Level 3 inputs, as discussed below.

Impairment Charges

Fifteen industrial properties comprising approximately 3.1 million square feet of GLA and one land parcel comprising approximately 55.9 acres were classified as held for sale as of June 30, 2012. The net impairment charges for assets that qualify to be classified as held for sale at June 30, 2012 were calculated as the difference of the carrying value of the properties and land parcel over the fair value less costs to sell. On the date an asset no longer qualifies to be classified as held for sale, the carrying value must be reestablished at the lower of the estimated fair market value of the asset or the carrying value of the asset prior to held for sale classification, adjusted for any depreciation and amortization that would have been recorded if the asset had not been classified as held for sale. Catch-up depreciation and amortization has been recorded during the three and six months ended June 30, 2012, if applicable, for certain assets that are no longer classified as held for sale. The net impairment charges recorded during the six months ended June 30, 2012 are due to updated fair market values for certain industrial properties whose estimated fair market values have changed since December 31, 2011 and are either classified as held for sale at June 30, 2012 or were classified as held for sale at December 31, 2011, but no longer qualify to be classified as held for sale at June 30, 2012.

During the three and six months ended June 30, 2012 and 2011, we recorded the following net non-cash impairment charges:

	Three Months Ended June 30, 2012		Three Months Ended June 30, 2011			Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
Operating Properties — Held for Sale and Sold Assets	$	—	$	564		$	1,094	$	3,057
Impairment — Discontinued Operations	$	—	$	564		$	1,094	$	3,057
Land Parcels — Held for Sale and Sold Assets	$	—	$	(5,879	)	$	—	$	(5,879	)
Operating Properties — Held for Use		—		544			7		(1,120	)
Impairment — Continuing Operations	$	—	$	(5,335	)	$	7	$	(6,999	)
Total Net Impairment	$	—	$	(4,771	)	$	1,101	$	(3,942	)

The guidance for the fair value measurement provisions for the impairment of long lived assets recorded at fair value establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair market values were determined using widely accepted valuation techniques including discounted cash flow analyses using expected cash flows, internal valuations of real estate and third party offers.

For operational real estate assets, the most significant assumptions used in the discounted cash flow analyses included the discount rate, projected occupancy levels, market rental rates, capital expenditures and the terminal capitalization rate. For the valuation of land parcels, we reviewed recent comparable sales transactions, to the extent available, or if not available, we considered older comparable transactions, adjusted upward or downward to reflect management’s assumptions about current market conditions. In all cases, members of our management team that were responsible for the individual markets where the land parcels were located determined the internal valuations. Valuations based on third party offers include bona fide contract prices and letter of intent amounts that we believe are indicative of fair value.

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The following tables present information about our assets that were measured at fair value on a non-recurring basis during the six months ended June 30, 2012 and 2011. The tables indicate the fair value hierarchy of the valuation techniques we utilized to determine fair value.

			Fair Value Measurements on a Non- Recurring Basis  Using:
Description	Six Months Ended June 30, 2012		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Impairment
Long-lived Assets Held for Sale*	$	24,069		—		—	$	24,069	$	(1,194	)

			Fair Value Measurements on a Non- Recurring Basis  Using:
Description	Six Months Ended June 30, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Impairment
Long-lived Assets Held for Sale**	$	31,405		—		—	$	31,405	$	(3,903	)
Long-lived Assets Held and Used**	$	80,983		—		—	$	80,983		(2,498	)
									$	(6,401	)

* Excludes industrial properties for which an impairment reversal of $93 was recorded during the six months ended June 30, 2012, since the related assets are recorded at carrying value, which is lower than estimated fair value at June 30, 2012.

** Excludes industrial properties and land parcels for which an impairment reversal of $10,343 was recorded during the six months ended June 30, 2011, since the related assets are recorded at carrying value, which is lower than estimated fair value at June 30, 2011.

The following table presents quantitative information about the Level 3 fair value measurements at June 30, 2012.

Quantitative Information about Level 3 Fair Value Measurements:
Description	Fair Value at June 30, 2012		Valuation Technique		Unobservable Inputs			Range
Five Industrial Properties comprising approximately 1.8 million square feet of GLA	$	24,069		3rd Party Pricing		(A	)		N/A

(A) The fair value for the properties is based upon the value of a third party purchase contract, which is subject to our corroboration for reasonableness.

4. Investments in and Advances to Other Real Estate Partnerships

The investments in and advances to Other Real Estate Partnerships reflects the Operating Partnership’s limited partnership equity interests in the entities referred to in Note 1 to these consolidated financial statements.

Summarized condensed financial information as derived from the financial statements of the Other Real Estate Partnerships is presented below:

Condensed Combined Balance Sheets

	June 30, 2012		December 31, 2011
ASSETS
Assets:
Net Investment in Real Estate	$	262,589	$	249,984
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $389 and $4,970		1,093		12,804
Note Receivable		145,362		131,908
Other Assets, Net		38,987		41,605
Total Assets	$	448,031	$	436,301
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities:
Mortgage Loans Payable	$	105,127	$	105,968
Other Liabilities, Net		7,753		8,577
Partners’ Capital		335,151		321,756
Total Liabilities and Partners’ Capital	$	448,031	$	436,301

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Condensed Combined Statements of Operations

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Total Revenues	$	10,258		$	10,005		$	20,294		$	20,285
Property Expenses		(2,913	)		(2,915	)		(5,910	)		(6,119	)
Impairment of Real Estate		—			—			172			881
Depreciation and Other Amortization		(3,350	)		(2,972	)		(7,635	)		(6,011	)
Interest Income		2,243			3,111			4,386			6,688
Interest Expense		(1,477	)		(1,212	)		(2,961	)		(2,152	)
Amortization of Deferred Financing Costs		(51	)		(43	)		(103	)		(77	)
Loss from Retirement of Debt		—			—			—			(160	)
Income from Continuing Operations		4,710			5,974			8,243			13,335
Discontinued Operations:
Income (Loss) Attributable to Discontinued Operations		65			25			(199	)		73
(Loss) Gain on Sale of Real Estate		(29	)		—			(29	)		1,062
Income (Loss) from Discontinued Operations		36			25			(228	)		1,135
Net Income	$	4,746		$	5,999		$	8,015		$	14,470

5. Investments in Joint Ventures

We acquired the 85% equity interest in one property on February 13, 2012 and the 85% equity interest in another property on May 26, 2011, in each case from the institutional investor in the 2003 Net Lease Joint Venture (See Note 3).

At June 30, 2012, the 2003 Net Lease Joint Venture owned six industrial properties comprising approximately 3.1 million square feet of GLA. The 2003 Net Lease Joint Venture is considered a variable interest entity in accordance with the FASB guidance on the consolidation of variable interest entities. However, we continue to conclude that we are not the primary beneficiary of this venture. As of June 30, 2012, our investment in the 2003 Net Lease Joint Venture is $1,258. Our maximum exposure to loss is equal to our investment plus any future contributions we make to the venture. We continue to hold our 10% equity interest in the 2007 Europe Joint Venture. As of June 30, 2012, the 2007 Europe Joint Venture did not own any properties.

At June 30, 2012 and December 31, 2011, we have receivables from the Joint Ventures (and/or our former Joint Venture partners) in the aggregate amount of $22 and $137, respectively. These receivable amounts are included in Prepaid Expenses and Other Assets, Net. During the three and six months ended June 30, 2012, we recognized fees of $68 and $144, respectively, from our Joint Ventures (and/or our former Joint Venture partners). During the three and six months ended June 30, 2011, we recognized fees of $277 and $587, respectively, from our Joint Ventures (and/or our former Joint Venture partners).

6. Indebtedness

The following table discloses certain information regarding our indebtedness:

	Outstanding Balance at						Interest Rate at June 30, 2012		Effective Interest Rate at Issuance		Maturity Date
	June 30, 2012			December 31, 2011
Mortgage and Other Loans Payable, Net	$	578,851		$	584,288			4.45% – 9.25%		4.45% – 9.25%		January 2013- October 2021
Unamortized Premiums		(274	)		(305	)
Mortgage and Other Loans Payable, Gross	$	578,577		$	583,983

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	Outstanding Balance at				Interest Rate at June 30, 2012			Effective Interest Rate at Issuance			Maturity Date
	June 30, 2012		December 31, 2011
Senior Unsecured Notes, Net
2016 Notes	$	159,483	$	159,455		5.750	%		5.91	%		01/15/16
2017 Notes		59,603		59,600		7.500	%		7.52	%		12/01/17
2027 Notes		6,066		6,065		7.150	%		7.11	%		05/15/27
2028 Notes		68,976		124,894		7.600	%		8.13	%		07/15/28
2012 Notes		—		61,817		6.875	%		6.85	%		04/15/12
2032 Notes		12,489		34,683		7.750	%		7.87	%		04/15/32
2014 Notes		78,994		86,997		6.420	%		6.54	%		06/01/14
2017 II Notes		106,730		106,716		5.950	%		6.37	%		05/15/17
Subtotal	$	492,341	$	640,227
Unamortized Discounts		3,327		4,625
Senior Unsecured Notes, Gross	$	495,668	$	644,852
Unsecured Credit Facility	$	306,000	$	149,000		2.191	%		2.191	%		12/12/14

As of June 30, 2012, mortgage and other loans payable are collateralized by, and in some instances cross-collateralized by, industrial properties with a net carrying value of $765,195 and one letter of credit in the amount of $537. We believe the Operating Partnership and the Company were in compliance with all covenants relating to mortgage and other loans payable as of June 30, 2012.

On April 16, 2012, we paid off and retired our 2012 Notes, at maturity, in the amount of $61,829.

On January 20, 2012, we repurchased and retired a portion of our 2028 Notes prior to maturity as reflected in the table below. In connection with this repurchase prior to maturity, we recognized $1 as gain on retirement of debt for the six months ended June 30, 2012, which is the difference between the repurchase price of $406 and the principal amount retired of $430, net of the pro rata write off of the unamortized debt issue discount, the unamortized loan fees and the unamortized settlement amount of the interest rate protection agreements related to the repurchases of $0, $3 and $20, respectively.

On March 29, 2012, we announced a cash tender offer to purchase up to an aggregate of $100,000 of our 2014 Notes, 2027 Notes, 2028 Notes and 2032 Notes. The tender offer expired on April 25, 2012. During the tender offer, we repurchased and retired certain of our senior unsecured debt prior to its maturity as reflected in the table below. In connection with these repurchases prior to maturity, we recognized $6,223 as loss from retirement of debt for the six months ended June 30, 2012, which is the difference between the repurchase price of $88,922 and the principal amount retired of $86,925, net of the pro rata write off of the unamortized debt issue discount, the unamortized loan fees, the unamortized settlement amount of the interest rate protection agreements and the professional services fees related to the repurchases of $578, $609, $2,599 and $440, respectively.

During the six months ended June 30, 2012, we repurchased and retired the following senior unsecured notes prior to maturity:

	Principal Amount Repurchased		Purchase Price
Senior Unsecured Notes Repurchases
2014 Notes	$	9,000	$	9,439
2028 Notes		55,955		57,041
2032 Notes		22,400		22,848
	$	87,355	$	89,328

The following is a schedule of the stated maturities and scheduled principal payments as of June 30, 2012 of our indebtedness, exclusive of premiums and discounts, for the next five years ending December 31, and thereafter:

	Amount
Remainder of 2012	$	5,577
2013		11,362
2014		451,160
2015		51,510
2016		287,172
Thereafter		573,464
Total	$	1,380,245

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Our unsecured credit facility (as amended, the “Unsecured Credit Facility”) and the indentures governing our senior unsecured notes contain certain financial covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility, an event of default can occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred which could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreement. We believe that we were in compliance with all covenants as of June 30, 2012. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our noteholders or lenders in a manner that could impose and cause us to incur material costs.

Fair Value

At June 30, 2012 and December 31, 2011, the fair values of our indebtedness were as follows:

	June 30, 2012				December 31, 2011
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Mortgage and Other Loans Payable, Net	$	578,851	$	631,036	$	584,288	$	630,400
Senior Unsecured Notes, Net		492,341		512,406		640,227		630,622
Unsecured Credit Facility		306,000		306,000		149,000		149,000
Total	$	1,377,192	$	1,449,442	$	1,373,515	$	1,410,022

The fair values of our mortgage and other loans payable were determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar leverage levels and similar remaining maturities. The current market rates we utilized were internally estimated; therefore, we have concluded that our determination of fair value for our mortgage and other loans payable was primarily based upon Level 3 inputs. The fair value of the senior unsecured notes was determined by quoted market prices (Level 1) or, for certain senior unsecured notes that are thinly traded, were based upon transactions for senior unsecured notes with comparable maturities (Level 2). The fair value of the Unsecured Credit Facility was determined by discounting the future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining term, assuming no repayment until maturity. The current market rate utilized for our Unsecured Credit Facility was internally estimated; therefore, we have concluded that our determination of fair value was primarily based upon Level 3 inputs.

7. Partners’ Capital

Unit Contributions

On March 1, 2012, the Company and the Operating Partnership entered into distribution agreements with sales agents to sell up to 12,500,000 shares of the Company’s common stock, for up to $125,000 aggregate gross sale proceeds, from time to time in “at-the-market” offerings (the “ATM”). During the six months ended June 30, 2012, the Company issued 1,532,598 shares of the Company’s common stock under the ATM at a weighted average sale price of $12.03 resulting in net proceeds to the Company of approximately $18,063, net of $369 paid to the sales agent. These proceeds were contributed to us in exchange for an equivalent number of Units and are reflected in our financial statements as a general partner contribution. Under the terms of the ATM, sales are to be made primarily in transactions that are deemed to be “at-the-market” offerings, including sales made directly on the New York Stock Exchange or sales made through a market maker other than on an exchange or by privately negotiated transactions.

During the six months ended June 30, 2012 and 2011, the Company awarded 365,137 and 292,339 shares, respectively, of restricted common stock to certain employees. We issued Units to the Company in the same amounts. The restricted common stock had a fair value of approximately $4,327 and $3,248, respectively, on the date of approval by the Compensation Committee of the Board of Directors. The restricted common stock vests over a three year period. Compensation expense will be charged to earnings over the vesting period for the shares expected to vest.

We recognized $1,299 and $1,081 for the three months ended June 30, 2012 and 2011, respectively, and $2,398 and $1,726 for the six months ended June 30, 2012 and 2011, respectively, in compensation expense related to restricted stock/unit awards. At June 30, 2012, we have $6,890 in unrecognized compensation related to unvested restricted stock/unit awards. The weighted average period that the unrecognized compensation is expected to be recognized is 0.97 years.

15

Distributions

The coupon rate of our Series F Preferred Units resets every quarter at 2.375% plus the greater of (i) the 30 year Treasury constant maturity treasury (“CMT”) Rate, (ii) the 10 year Treasury CMT Rate or (iii) 3 month LIBOR. For the second quarter of 2012, the new coupon rate was 5.705%. See Note 10 for additional derivative information related to the Series F Preferred Units coupon rate reset.

The following table summarizes distributions accrued during the six months ended June 30, 2012:

	Six Months Ended June 30, 2012
	Distribution per Unit		Total Distribution
Series F Preferred Units	$	2,810.89	$	1,405
Series G Preferred Units	$	3,618.00	$	905
Series J Preferred Units	$	9,062.60	$	5,438
Series K Preferred Units	$	9,062.60	$	1,812

8. Supplemental Information to Statements of Cash Flows

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Supplemental schedule of non-cash investing and financing activities:
Distribution payable on preferred units	$	4,798		$	452
Exchange of limited partnership units for general partnership units:
Limited partnership units	$	(2,469	)	$	(833	)
General partnership units		2,469			833
	$	—		$	—
Write-off of fully depreciated assets	$	(23,135	)	$	(21,150	)
Mortgage loan payable assumed in conjunction with a property acquisition	$	(12,026	)	$	(24,417	)
Notes receivable issued in conjunction with certain property sales	$	—		$	1,029

9. Earnings Per Unit (“EPU”)

The computation of basic and diluted EPU is presented below:

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Numerator:
Loss from Continuing Operations	$	(12,753	)	$	(3,322	)	$	(17,840	)	$	(9,146	)
Preferred Unit Distributions		(4,798	)		(4,947	)		(9,560	)		(9,874	)
Loss from Continuing Operations Available to Unitholders	$	(17,551	)	$	(8,269	)	$	(27,400	)	$	(19,020	)
Income from Discontinued Operations Available to Unitholders	$	2,409		$	3,234		$	8,600		$	4,657
Net Loss Available to Unitholders	$	(15,142	)	$	(5,035	)	$	(18,800	)	$	(14,363	)
Denominator:
Weighted Average Units — Basic and Diluted		93,106,227			85,028,883			92,458,387			80,540,253
Basic and Diluted EPU:
Loss from Continuing Operations Available to Unitholders	$	(0.19	)	$	(0.10	)	$	(0.30	)	$	(0.24	)
Income from Discontinued Operations Available to Unitholders	$	0.03		$	0.04		$	0.09		$	0.06
Net Loss Available to Unitholders	$	(0.16	)	$	(0.06	)	$	(0.20	)	$	(0.18	)

16

Participating securities include Units that correspond to the Company’s 750,051 and 694,708 unvested restricted stock awards outstanding at June 30, 2012 and 2011, respectively, which participate in non-forfeitable distributions of the Operating Partnership. Participating security holders are not obligated to share in losses, therefore, none of the net loss was allocated to participating securities for the three and six months ended June 30, 2012 and 2011.

The number of weighted average units—diluted is the same as the number of weighted average units — basic for the three and six months ended June 30, 2012 and 2011, as the effect of Units corresponding to the Company’s stock options and restricted stock unit awards (that do not participate in non-forfeitable dividends of the Operating Partnership) was excluded as its inclusion would have been antidilutive to the loss from continuing operations available to Unitholders. Units corresponding to the following awards of the Company were anti-dilutive and could be dilutive in future periods:

	Number of Awards Outstanding At June 30, 2012		Number of Awards Outstanding At June 30, 2011
Non-Participating Securities:
Restricted Stock Unit Awards		713,550		923,700
Options		—		31,901

10. Derivatives

Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our cash flow volatility and exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

Our Series F Preferred Units are subject to a coupon rate reset. The coupon rate resets every quarter at 2.375% plus the greater of i) the 30 year Treasury CMT Rate, ii) the 10 year Treasury CMT Rate or iii) 3 month LIBOR. For the second quarter of 2012, the new coupon rate was 5.705% (see Note 7). In October 2008, we entered into an interest rate swap agreement with a notional value of $50,000 to mitigate our exposure to floating interest rates related to the forecasted reset rate of the coupon rate of our Series F Preferred Units (the “Series F Agreement”). This Series F Agreement fixes the 30 year Treasury CMT rate at 5.2175%. Accounting guidance for derivatives does not permit hedge accounting treatment related to equity instruments and therefore the mark to market gains or losses related to this agreement are recorded in the statement of operations. For the three and six months ended June 30, 2012, losses of $429 and $305, respectively, are recognized as Mark-to-Market Loss on Interest Rate Protection Agreements. For the three and six months ended June 30, 2011, losses of $232 and $188, respectively, are recognized as Mark-to-Market Loss on Interest Rate Protection Agreements. Quarterly payments are treated as a component of the mark to market gains or losses and for the three and six months ended June 30, 2012, totaled $247 and $539, respectively, and for the three and six months ended June 30, 2011, totaled $89 and $188, respectively.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Other Comprehensive Income (“OCI”) and is subsequently reclassified to earnings through interest expense over the life of the derivative or over the life of the debt. In the next 12 months, we will amortize approximately $2,369 into net income by increasing interest expense for interest rate protection agreements we settled in previous periods.

The following is a summary of the terms of our derivatives and their fair values, which are included in Accounts Payable, Accrued Expenses and Other Liabilities, Net on the accompanying consolidated balance sheets:

Hedge Product	Notional Amount		Strike			Trade Date		Maturity Date		Fair Value As of June 30, 2012			Fair Value As of December 31, 2011
Derivatives not designated as hedging instruments:
Series F Agreement*	$	50,000		5.2175	%		October 2008		October 1, 2013	$	(1,433	)	$	(1,667	)

* Fair value excludes quarterly settlement payment due on Series F Agreement. As of June 30, 2012 and December 31, 2011, the outstanding payable was $247 and $280, respectively.

17

The following is a summary of the impact of the derivatives in cash flow hedging relationships on the statement of operations and the statement of OCI for the three and six months ended June 30, 2012 and 2011:

		Three Months Ended						Six Months Ended
Interest Rate Products	Location on Statement	June 30, 2012			June 30, 2011			June 30, 2012			June 30, 2011
Amortization Reclassified from OCI into Income	Interest Expense	$	(571	)	$	(546	)	$	(1,111	)	$	(1,102	)

Our agreements with our derivative counterparties contain provisions where if we default on any of our indebtedness, then we could also be declared in default on our derivative obligations subject to certain thresholds.

The guidance for fair value measurement of financial instruments includes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The following table sets forth our financial liabilities that are accounted for at fair value on a recurring basis as of June 30, 2012 and December 31, 2011:

	Fair Value			Fair Value Measurements at Reporting Date Using:
Description				Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Liabilities:
Series F Agreement at June 30, 2012	$	(1,433	)		—		—	$	(1,433	)
Series F Agreement at December 31, 2011	$	(1,667	)		—		—	$	(1,667	)

The following table presents the quantitative information about the Level 3 fair value measurements at June 30, 2012.

Quantitative Information about Level 3 Fair Value Measurements:
Description	Fair Value at June 30, 2012			Valuation Technique		Unobservable Inputs	Range
Series F Agreement	$	(1,433	)		Discounted Cash Flow	Long Dated Treasuries (A)	2.72% – 2.88%
						Own Credit Risk (B)	1.55% – 2.78%

(A) Represents the forward 30 year Treasury CMT Rate.

(B) Represents credit default swap spread curve used in the valuation analysis.

The valuation of the Series F Agreement is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of the instrument. This analysis reflects the contractual terms of the agreements including the period to maturity. In adjusting the fair value of the interest rate protection agreements for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements. To comply with the provisions of fair value measurement, we incorporated a credit valuation adjustment (“CVA”) to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. However, assessing significance of inputs is a matter of judgment that should consider a variety of factors. One factor we consider is the CVA and its materiality to the overall valuation of the derivatives on the balance sheet and to their related changes in fair value. We consider the Series F Agreement to be classified as Level 3 in the fair value hierarchy due to a significant number of unobservable inputs. The Series F Agreement swaps a fixed rate of 5.2175% for floating rate payments based on 30 year Treasury CMT rate. No market observable prices exist for long dated Treasuries. Therefore, we have classified the Series F Agreement in its entirety as Level 3.

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The following table presents a reconciliation of our liabilities classified as Level 3 at June 30, 2012:

	Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Derivatives
Ending liability balance at December 31, 2011	$	(1,667	)
Mark-to-Market of the Series F Agreement		234
Ending liability balance at June 30, 2012	$	(1,433	)

11. Commitments and Contingencies

In the normal course of business, we are involved in legal actions arising from the ownership of our industrial properties. In our opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a materially adverse effect on our consolidated financial position, operations or liquidity.

12. Subsequent Events

From July 1, 2012 to August 3, 2012, we sold two industrial properties for approximately $4,680. There were no industrial properties acquired during this period.

On July 3, 2012, the Operating Partnership entered into a loan commitment with a life insurance company lender for mortgage loans, aggregating to $97,561. The closings of the mortgage loans are subject to lender due diligence and documentation and there can be no assurance that the mortgage loans will close or, if closed, will generate the anticipated proceeds. The mortgage loans are expected to be cross-collateralized by 30 industrial properties, have a term of 10 years and bear interest at 4.03%.

On July 3, 2012, the Other Real Estate Partnerships entered into a loan commitment with a major life insurance company lender for a mortgage loan of $3,038. The closing of the mortgage loan is subject to lender due diligence and documentation and there can be no assurance that the mortgage loan will close or, if closed, will generate the anticipated proceeds. The mortgage loan is expected to be collateralized by one industrial property, have a term of 10 years and bear interest at 4.03%.

In 2009, we originated a mortgage loan receivable with a purchaser of one of our industrial properties. Subsequent to June 30, 2012, we were notified that the sole tenant in the industrial property that serves as collateral for the mortgage loan receivable filed for Chapter 7 bankruptcy. As of the date of this filing, the mortgagor is current on its loan payments. As of June 30, 2012, the mortgage loan receivable had an outstanding principal balance of $7,725, offset by an unamortized discount of $287, resulting in a carrying value of $7,438.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this Form 10-Q.

This report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” “seek,” “target,” “potential,” “focus,” “may,” “should,” or similar expressions. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a materially adverse effect on our operations and future prospects include, but are not limited to: changes in national, international, regional and local economic conditions generally and real estate markets specifically; changes in legislation/regulation (including changes to laws governing the taxation of real estate investment trusts) and actions of regulatory authorities (including the Internal Revenue Service); our ability to qualify and maintain our status as a real estate investment trust; the availability and attractiveness of financing (including both public and private capital) to us and to our potential counterparties; the availability and attractiveness of terms of additional debt repurchases; interest rates; our credit agency ratings; our ability to comply with applicable financial covenants; competition; changes in supply and demand for industrial properties (including land, the supply and demand for which is inherently more volatile than other types of industrial property) in the Company’s current and proposed market areas; difficulties in consummating acquisitions and dispositions; risks related to our investments in properties through joint ventures; environmental liabilities; slippages in development or lease-up schedules; tenant creditworthiness; higher-than-expected costs; changes in asset valuations and related impairment charges; changes in general accounting principles, policies and guidelines applicable to real estate investment trusts; international business risks and those additional factors described under the heading “Risk Factors” and elsewhere in the Operating Partnership’s annual report on Form 10-K for the year ended December 31, 2011 (“2011 Form 10-K”), and in this quarterly report. We caution you not to place undue reliance on forward looking statements, which reflect our analysis only and speak only as of the date of this report or the dates indicated in the statements. We assume no obligation to update or supplement forward-looking statements. Unless the context otherwise requires, the term “Operating Partnership” refers to First Industrial, L.P. and the terms “we,” “us,” and “our” refer to First Industrial, L.P. and its controlled subsidiaries.

GENERAL

First Industrial, L.P. (the “Operating Partnership”) was organized as a limited partnership in the state of Delaware on November 23, 1993. The sole general partner is First Industrial Realty Trust, Inc. (the “Company”) which owns common units in the Operating Partnership (“Units”) representing an approximate 94.7% ownership interest at June 30, 2012. The Company also owns a preferred general partnership interest in the Operating Partnership represented by preferred units (“Preferred Units”) with an aggregate liquidation priority of $275 million. The Company is a real estate investment trust (“REIT”) as defined in the Internal Revenue Code of 1986 (the “Code”). The Company’s operations are conducted primarily through the Operating Partnership. The limited partners of the Operating Partnership own, in the aggregate, an approximate 5.3% interest in the Operating Partnership at June 30, 2012. Operations are also conducted through other partnerships and limited liability companies (“L.L.C.s”) of which the Operating Partnership is the sole member, and taxable REIT subsidiaries (together with the Operating Partnership, other partnerships and the L.L.C.s, the “Consolidated Operating Partnership”), the operating data of which is consolidated with that of the Operating Partnership as presented herein.

We also own noncontrolling equity interests in, and provide various services to, two joint ventures (the “2003 Net Lease Joint Venture” and the “2007 Europe Joint Venture” and, collectively, the “Joint Ventures”). The 2007 Europe Joint Venture does not own any properties. See Note 5 to the Consolidated Financial Statements for more information on the Joint Ventures.

The Operating Partnership also holds at least a 99% limited partnership interest in each of eight limited partnerships (together, the “Other Real Estate Partnerships”).

The general partners of the Other Real Estate Partnerships are separate corporations, each with at least a .01% general partnership interest in the Other Real Estate Partnership for which it acts as a general partner. Each general partner of the Other Real Estate Partnerships is a wholly-owned subsidiary of the Company.

As of June 30, 2012, we owned 667 industrial properties located in 25 states in the United States and one province in Canada, containing an aggregate of approximately 58.3 million square feet of gross leasable area (“GLA”). On a combined basis, as of June 30, 2012, the Other Real Estate Partnerships owned 67 industrial properties containing an aggregate of approximately 7.6 million square feet of GLA.

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The Other Real Estate Partnerships and the Joint Ventures are accounted for under the equity method of accounting. Accordingly, the operating data of the Other Real Estate Partnerships and the Joint Ventures are not consolidated with that of the Consolidated Operating Partnership as presented herein.

We maintain a website at www.firstindustrial.com. Information on this website shall not constitute part of this Form 10-Q. Copies of our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports are available without charge on our website as soon as reasonably practicable after such reports are filed with or furnished to the Securities and Exchange Commission. In addition, our Corporate Governance Guidelines, Code of Business Conduct and Ethics, Audit Committee Charter, Compensation Committee Charter and Nominating/Corporate Governance Committee Charter, along with supplemental financial and operating information prepared by us, are all available without charge on our website or upon request to us. Amendments to, or waivers from, our Code of Business Conduct and Ethics that apply to our executive officers or directors will also be posted to our website. We also post or otherwise make available on our website from time to time other information that may be of interest to our investors. Please direct requests as follows:

First Industrial Realty Trust, Inc.

311 S. Wacker Drive, Suite 3900

Chicago, IL 60606

Attn: Investor Relations

MANAGEMENT’S OVERVIEW

We believe our financial condition and results of operations are, primarily, a function of our performance in four key areas: leasing of industrial properties, acquisition and development of additional industrial properties, disposition of industrial properties and access to external capital.

We generate revenue primarily from rental income and tenant recoveries from long-term (generally three to six years) operating leases of our industrial properties. Such revenue is offset by certain property specific operating expenses, such as real estate taxes, repairs and maintenance, property management, utilities and insurance expenses, along with certain other costs and expenses, such as depreciation and amortization costs and general and administrative and interest expenses. Our revenue growth is dependent, in part, on our ability to (i) increase rental income, through increasing either or both occupancy rates and rental rates at our properties, (ii) maximize tenant recoveries and (iii) minimize operating and certain other expenses. Revenues generated from rental income and tenant recoveries are a significant source of funds, in addition to proceeds generated from gains/losses on the sale of our properties (as discussed below), for our liquidity. The leasing of property, in general, and occupancy rates, rental rates, operating expenses and certain non-operating expenses, in particular, are impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The leasing of property also entails various risks, including the risk of tenant default. If we were unable to maintain or increase occupancy rates and rental rates at our properties or to maintain tenant recoveries and operating and certain other expenses consistent with historical levels and proportions, our revenue would decline. Further, if a significant number of our tenants were unable to pay rent (including tenant recoveries) or if we were unable to rent our properties on favorable terms, our financial condition, results of operations, cash flow and the Company’s ability to pay dividends on, and the market price of, the Company’s common stock would be adversely affected.

Our revenue growth is also dependent, in part, on our ability to acquire existing, and acquire and develop new, additional industrial properties on favorable terms. We seek to identify opportunities to acquire existing industrial properties on favorable terms, and, when conditions permit, seek to identify opportunities to acquire and develop new industrial properties on favorable terms. Existing properties, as they are acquired, and acquired and developed properties, as they are leased, generate revenue from rental income, tenant recoveries and fees, income from which, as discussed above, is a source of funds for our distributions. The acquisition and development of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The acquisition and development of properties also entails various risks, including the risk that our investments may not perform as expected. For example, acquired existing and acquired and developed new properties may not sustain and/or achieve anticipated occupancy and rental rate levels. With respect to acquired and developed new properties, we may not be able to complete construction on schedule or within budget, resulting in increased debt service expense and construction costs and delays in leasing the properties. Also, we face significant competition for attractive acquisition and development opportunities from other well-capitalized real estate investors, including both publicly-traded REITs and private investors. Further, as discussed below, we may not be able to finance the acquisition and development opportunities we identify. If we were unable to acquire and develop sufficient additional properties on favorable terms or if such investments did not perform as expected, our revenue growth would be limited and our financial condition, results of operations, cash flow and the Company’s ability to pay dividends on, and the market price of, the Company’s common stock would be adversely affected.

We also generate income from the sale of our properties (including existing buildings, buildings which we have developed or re-developed on a merchant basis and land). The gain/loss on, and fees from, the sale of such properties are included in our income and can be a significant source of funds, in addition to revenues generated from rental income and tenant recoveries, for our operations.

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Currently, a significant portion of our proceeds from sales are being used to repay outstanding debt. Market conditions permitting, however, a portion of our proceeds from such sales may be used to fund the acquisition of existing, and the acquisition and development of new, industrial properties. The sale of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The sale of properties also entails various risks, including competition from other sellers and the availability of attractive financing for potential buyers of our properties. Further, our ability to sell properties is limited by safe harbor rules applying to REITs under the Code which relate to the number of properties that may be disposed of in a year, their tax bases and the cost of improvements made to the properties, along with other tests which enable a REIT to avoid punitive taxation on the sale of assets. If we were unable to sell properties on favorable terms, our income growth would be limited and our financial condition, results of operations, cash flow and the Company’s ability to pay dividends on, and the market price of, the Company’s common stock would be adversely affected.

We utilize a portion of the net sales proceeds from property sales, borrowings under our unsecured credit facility (the “Unsecured Credit Facility”) and proceeds from the issuance, when and as warranted, of additional debt and equity securities to refinance debt and finance future acquisitions and developments. Access to external capital on favorable terms plays a key role in our financial condition and results of operations, as it impacts our cost of capital and our ability and cost to refinance existing indebtedness as it matures and to fund acquisitions and developments or through the issuance, when and as warranted, of additional equity securities. Our ability to access external capital on favorable terms is dependent on various factors, including general market conditions, interest rates, credit ratings on our capital stock and debt, the market’s perception of our growth potential, our current and potential future earnings and cash distributions and the market price of the Company’s capital stock. If we were unable to access external capital on favorable terms, our financial condition, results of operations, cash flow and the Company’s ability to pay dividends on, and the market price of, the Company’s common stock would be adversely affected.

RESULTS OF OPERATIONS

Comparison of Six Months Ended June 30, 2012 to Six Months Ended June 30, 2011

Our net loss available to unitholders was $18.8 million and $14.4 million for the six months ended June 30, 2012 and 2011, respectively. Basic and diluted net loss available to unitholders was $0.20 per Unit and $0.18 per Unit for the six months ended June 30, 2012 and 2011, respectively.

The tables below summarize our revenues, property expenses and depreciation and other amortization by various categories for the six months ended June 30, 2012 and 2011. Same store properties are properties owned prior to January 1, 2011 and held as an operating property through June 30, 2012 and developments and redevelopments that were placed in service prior to January 1, 2011 or were substantially completed for the 12 months prior to January 1, 2011. Properties which are at least 75% occupied at acquisition are placed in service. All other properties are placed in service as they reach the earlier of a) stabilized occupancy (generally defined as 90% occupied), or b) one year subsequent to acquisition or development completion. Acquired properties are properties that were acquired subsequent to December 31, 2010 and held as an operating property through June 30, 2012. Sold properties are properties that were sold subsequent to December 31, 2010. (Re)Developments and land are land parcels and developments and redevelopments that were not: a) substantially complete 12 months prior to January 1, 2011 or b) stabilized prior to January 1, 2011. Other revenues are derived from the operations of our maintenance company, fees earned from our Joint Ventures and other miscellaneous revenues. Other expenses are derived from the operations of our maintenance company and other miscellaneous regional expenses.

Our future financial condition and results of operations, including rental revenues, may be impacted by the future acquisition and sale of properties. Our future revenues and expenses may vary materially from historical rates.

For the six months ended June 30, 2012 and 2011, the average occupancy rates of our same store properties were 86.0% and 84.7%, respectively.

	Six Months Ended June 30,
	2012			2011			$ Change			% Change
	($ in 000’s)
REVENUES
Same Store Properties	$	144,518		$	142,806		$	1,712			1.2	%
Acquired Properties		2,038			210			1,828			870.5	%
Sold Properties		385			4,388			(4,003	)		(91.2	)%
(Re) Developments and Land, Not Included Above		513			291			222			76.3	%
Other		2,778			2,494			284			11.4	%
	$	150,232		$	150,189		$	43			0.0	%
Discontinued Operations		(4,213	)		(8,821	)		4,608			(52.2	)%
Total Revenues	$	146,019		$	141,368		$	4,651			3.3	%

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Revenues from same store properties increased $1.7 million primarily due to an increase in occupancy and an increase in termination and restoration fees. Revenues from acquired properties increased $1.8 million due to the two industrial properties acquired subsequent to December 31, 2010 totaling approximately 1.1 million square feet of GLA. Revenues from sold properties decreased $4.0 million due to the 40 industrial properties sold subsequent to December 31, 2010 totaling approximately 3.6 million square feet of GLA. Revenues from (re)developments and land increased $0.2 million primarily due to an increase in occupancy. Other revenues remained relatively unchanged.

	Six Months Ended June 30,
	2012			2011			$ Change			% Change
	($ in 000’s)
PROPERTY EXPENSES
Same Store Properties	$	44,290		$	45,933		$	(1,643	)		(3.6	)%
Acquired Properties		399			43			356			827.9	%
Sold Properties		20			1,963			(1,943	)		(99.0	)%
(Re) Developments and Land, Not Included Above		519			397			122			30.7	%
Other		5,259			5,343			(84	)		(1.6	)%
	$	50,487		$	53,679		$	(3,192	)		(5.9	)%
Discontinued Operations		(1,687	)		(3,644	)		1,957			(53.7	)%
Total Property Expenses	$	48,800		$	50,035		$	(1,235	)		(2.5	)%

Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties decreased $1.6 million due primarily to a decrease in repairs and maintenance expense resulting from lower snow removal costs incurred due to the mild 2012 winter. Property expenses from acquired properties increased $0.4 million due to properties acquired subsequent to December 31, 2010. Property expenses from sold properties decreased $1.9 million due to properties sold subsequent to December 31, 2010. Property expenses from (re)developments and land increased by $0.1 million due to an increase in real estate tax expense. Other expenses remained relatively unchanged.

General and administrative expense increased $1.5 million, or 14.7%, during the six months ended June 30, 2012 compared to the six months ended June 30, 2011 due primarily to an increase in incentive compensation expense, professional fees and an increase in franchise tax expense due to the reversal of a state franchise tax reserve relating to the 1996-2001 tax years during the six months ended June 30, 2011.

For the six months ended June 30, 2011, we incurred $1.6 million in restructuring charges to provide for costs associated with the termination of a certain office lease ($1.2 million) and other costs ($0.4 million) associated with implementing our restructuring plan

For industrial properties that no longer qualify to be classified as held for sale, any impairment charge or reversal recorded during the six months ended June 30, 2012 and 2011 is reflected in continuing operations. Additionally, any impairment charge or reversal related to a land parcel, whether held for sale or held for use, is reflected in continuing operations. The impairment included in continuing operations for the six months ended June 30, 2012 and 2011 of $0.01 million and $7.0 million, respectively, is primarily comprised of impairment relating to certain industrial properties and/or land parcels that no longer qualify for held for sale classification.

	Six Months Ended June 30,
	2012			2011			$ Change			% Change
	($ in 000’s)
DEPRECIATION AND OTHER AMORTIZATION
Same Store Properties	$	53,555		$	48,787		$	4,768			9.8	%
Acquired Properties		1,275			305			970			318.0	%
Sold Properties		81			1,053			(972	)		(92.3	)%
(Re) Developments and Land, Not Included Above		331			296			35			11.8	%
Corporate Furniture, Fixtures and Equipment		578			757			(179	)		(23.6	)%
	$	55,820		$	51,198		$	4,622			9.0	%
Discontinued Operations		(446	)		(1,640	)		1,194			(72.8	)%
Total Depreciation and Other Amortization	$	55,374		$	49,558		$	5,816			11.7	%

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Depreciation and other amortization for same store properties increased $4.8 million primarily due to depreciation taken for properties that were classified as held for sale in 2011 but no longer classified as held for sale in 2012. Depreciation and other amortization from acquired properties increased $1.0 million due to properties acquired subsequent to December 31, 2010. Depreciation and other amortization from sold properties decreased $1.0 million due to properties sold subsequent to December 31, 2010. Depreciation and other amortization for (re)developments and land and other remained relatively unchanged. Corporate furniture, fixtures and equipment depreciation expense decreased $0.2 million due to assets becoming fully depreciated.

Interest income decreased $0.3 million, or 13.4%, primarily due to a decrease in the weighted average mortgage loans interest rate for the six months ended June 30, 2012 as compared to the six months ended June 30, 2011.

Interest expense, inclusive of $0 and $0.1 million of interest expense included in discontinued operations, for the six months ended June 30, 2012 and 2011, respectively, decreased $9.5 million or 18.8%, primarily due to a decrease in the weighted average debt balance outstanding for the six months ended June 30, 2012 ($1,379.8 million) as compared to the six months ended June 30, 2011 ($1,604.5 million), an increase in capitalized interest for the six months ended June 30, 2012 due to an increase in development activities and a decrease in the weighted average interest rate for the six months ended June 30, 2012 (6.03%), as compared to the six months ended June 30, 2011 (6.33%).

Amortization of deferred financing costs decreased $0.5 million, or 22.2%, due primarily to the write off of financing costs related to the repurchase and retirement of certain of our senior unsecured notes, the replacement of our previous credit facility with the Unsecured Credit Facility in December 2011, and the early retirement of certain mortgage loans, partially offset by the costs associated with the origination of mortgage financings during 2011.

In October 2008, we entered into an interest rate swap agreement (the “Series F Agreement”) to mitigate our exposure to floating interest rates related to the coupon reset of the Company’s Series F Preferred Stock. The Series F Agreement has a notional value of $50.0 million and is effective from April 1, 2009 through October 1, 2013. The Series F Agreement fixes the 30 year Treasury constant maturity treasury (“CMT”) rate at 5.2175%. We recorded $0.3 million in mark to market loss, inclusive of $0.5 million in swap payments, which is included in Mark-to-Market Loss on Interest Rate Protection Agreements for the six months ended June 30, 2012, as compared to $0.2 million in mark to market loss, inclusive of $0.2 million in swap payments, for the six months ended June 30, 2011.

For the six months ended June 30, 2012, we recognized a net loss from retirement of debt of $6.2 million due to the partial repurchase of a certain series of our senior unsecured notes. For the six months ended June 30, 2011, we recognized a net loss from retirement of debt of $4.1 million due to the early payoff of certain mortgage loans and the partial repurchase of certain series of our senior unsecured notes.

Equity in Income of Other Real Estate Partnerships decreased $4.1 million, or 53.7%, primarily due to an increase in depreciation expense taken during the six months ended June 30, 2012 for properties that were classified as held for sale in 2011 but no longer classify as held for sale in 2012, an increase in impairment charges recorded on properties during the six months ended June 30, 2012 as compared to the six months ended June 30, 2011 and a decrease in gain on sale of real estate for the six months ended June 30, 2012 as compared to the six months ended June 30, 2011.

Equity in Income of Joint Ventures remained relatively unchanged.

For both the six months ended June 30, 2012 and six months ended June 30, 2011, Gain on Change in Control of Interests relates to the acquisition of the 85% equity interest in one property in each of those periods from the institutional investor in the 2003 Net Lease Joint Venture. For the six months ended June 30, 2012 and 2011, we recognized $0.8 million gain and $0.7 million gain, respectively, which is the difference between our carrying value and fair value of our equity interest in each of the properties on the respective acquisition date.

Income tax provision increased $3.1 million, or 147.7%, during the six months ended June 30, 2012 compared to the six months ended June 30, 2011 due primarily to a one time IRS audit adjustment on the 2009 liquidation of a former taxable REIT subsidiary, partially offset by a decrease in taxes related to the gain on sale of real estate in the new taxable REIT subsidiaries for the six months ended June 30, 2012 as compared to the six months ended June 30, 2011.

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The following table summarizes certain information regarding the industrial properties included in discontinued operations for the six months ended June 30, 2012 and 2011.

	Six Months Ended June 30,
	2012			2011
	($ in 000’s)
Total Revenues	$	4,213		$	8,821
Property Expenses		(1,687	)		(3,644	)
Impairment of Real Estate		(1,094	)		(3,057	)
Depreciation and Amortization		(446	)		(1,640	)
Interest Expense		—			(63	)
Gain on Sale of Real Estate		7,614			6,279
Provision for Income Taxes		—			(2,039	)
Income from Discontinued Operations	$	8,600		$	4,657

Income from discontinued operations for the six months ended June 30, 2012 reflects the results of operations and gain on sale of real estate relating to six industrial properties that were sold during the six months ended June 30, 2012 and the results of operations of 15 industrial properties that were identified as held for sale at June 30, 2012. The impairment loss for the six months ended June 30, 2012 of $1.1 million relates to an impairment charge related to certain industrial properties that were classified as held for sale at June 30, 2012.

Income from discontinued operations for the six months ended June 30, 2011 reflects the gain on sale of real estate relating to 16 industrial properties that were sold during the three months ended June 30, 2011, the results of operations of 34 industrial properties that were sold during the year ended December 31, 2011, the results of operations of six industrial properties that were sold during the six months ended June 30, 2012 and the results of operations of the 15 industrial properties identified as held for sale at June 30, 2012. The impairment loss for the six months ended June 30, 2011 of $3.1 million relates to an impairment charge related to certain industrial properties that were either sold or classified as held for sale at June 30, 2012.

Comparison of Three Months Ended June 30, 2012 to Three Months Ended June 30, 2011

Our net loss available to unitholders was $15.1 million and $5.0 million for the three months ended June 30, 2012 and 2011, respectively. Basic and diluted net loss available to unitholders was $0.16 per Unit and $0.06 per Unit for the three months ended June 30, 2012 and 2011, respectively.

The tables below summarize our revenues, property expenses and depreciation and other amortization by various categories for the three months ended June 30, 2012 and 2011. Same store properties are properties owned prior to January 1, 2011 and held as an operating property through June 30, 2012 and developments and redevelopments that were placed in service prior to January 1, 2011 or were substantially completed for the 12 months prior to January 1, 2011. Properties which are at least 75% occupied at acquisition are placed in service. All other properties are placed in service as they reach the earlier of a) stabilized occupancy (generally defined as 90% occupied), or b) one year subsequent to acquisition or development completion. Acquired properties are properties that were acquired subsequent to December 31, 2010 and held as an operating property through June 30, 2012. Sold properties are properties that were sold subsequent to December 31, 2010. (Re)Developments and land are land parcels and developments and redevelopments that were not: a) substantially complete 12 months prior to January 1, 2011 or b) stabilized prior to January 1, 2011. Other revenues are derived from the operations of our maintenance company, fees earned from our Joint Ventures and other miscellaneous revenues. Other expenses are derived from the operations of our maintenance company and other miscellaneous regional expenses.

Our future financial condition and results of operations, including rental revenues, may be impacted by the future acquisition and sale of properties. Our future revenues and expenses may vary materially from historical rates.

For the three months ended June 30, 2012 and 2011, the average occupancy rates of our same store properties were 86.5% and 85.3%, respectively.

	Three Months Ended June 30,
	2012			2011			$ Change			% Change
	($ in 000’s)
REVENUES
Same Store Properties	$	72,588		$	71,206		$	1,382			1.9	%
Acquired Properties		1,169			210			959			456.7	%
Sold Properties		(35	)		1,621			(1,656	)		(102.2	)%
(Re) Developments and Land, Not Included Above		220			164			56			34.1	%
Other		1,508			1,054			454			43.1	%
	$	75,450		$	74,255		$	1,195			1.6	%
Discontinued Operations		(1,888	)		(3,855	)		1,967			(51.0	)%
Total Revenues	$	73,562		$	70,400		$	3,162			4.5	%

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Revenues from same store properties increased $1.4 million due to an increase in occupancy and an increase in termination and restoration fees. Revenues from acquired properties increased $1.0 million due to the two industrial properties acquired subsequent to December 31, 2010 totaling approximately 1.1 million square feet of GLA. Revenues from sold properties decreased $1.7 million due to the 40 industrial properties sold subsequent to December 31, 2010 totaling approximately 3.6 million square feet of GLA. Revenues from (re)developments and land remained relatively unchanged. Other revenues remained relatively unchanged.

	Three Months Ended June 30,
	2012			2011			$ Change			% Change
	($ in 000’s)
PROPERTY EXPENSES
Same Store Properties	$	21,794		$	21,465		$	329			1.5	%
Acquired Properties		244			43			201			467.4	%
Sold Properties		(93	)		832			(925	)		(111.2	)%
(Re) Developments and Land, Not Included Above		281			143			138			96.5	%
Other		2,699			2,984			(285	)		(9.6	)%
	$	24,925		$	25,467		$	(542	)		(2.1	)%
Discontinued Operations		(722	)		(1,507	)		785			(52.1	)%
Total Property Expenses	$	24,203		$	23,960		$	243			1.0	%

Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties remained relatively unchanged. Property expenses from acquired properties increased $0.2 million due to properties acquired subsequent to December 31, 2010. Property expenses from sold properties decreased $0.9 million due to properties sold subsequent to December 31, 2010. Property expenses from (re)developments and land increased $0.1 million due to an increase in real estate tax expense. Other expenses remained relatively unchanged.

General and administrative expense increased $1.2 million, or 24.6%, during the three months ended June 30, 2012 compared to the three months ended June 30, 2011 due primarily to an increase in incentive compensation expense, professional fees and an increase in franchise tax expense related to the reversal of a state franchise tax reserve relating to the 1996-2001 tax years during the three months ended June 30, 2011.

For the three months ended June 30, 2011, we incurred $0.4 million in restructuring charges to provide for costs associated with the termination of a certain office lease ($0.2 million) and other costs ($0.2 million) associated with implementing our restructuring plan.

For industrial properties that no longer qualify to be classified as held for sale, any impairment charge or reversal recorded during the three months ended June 30, 2011 is reflected in continuing operations. Additionally, any impairment charge or reversal related to a land parcel, whether held for sale or held for use, is reflected in continuing operations. The impairment reversal included in continuing operations for the three months ended June 30, 2011 of $5.3 million is primarily comprised of a reversal of impairment relating to certain industrial properties and a land parcel that no longer qualify for held for sale classification.

	Three Months Ended June 30,
	2012			2011			$ Change			% Change
	($ in 000’s)
DEPRECIATION AND OTHER AMORTIZATION
Same Store Properties	$	25,951		$	24,837		$	1,114			4.5	%
Acquired Properties		664			305			359			117.7	%
Sold Properties		1			235			(234	)		(99.6	)%
(Re) Developments and Land, Not Included Above		176			136			40			29.4	%
Corporate Furniture, Fixtures and Equipment		278			352			(74	)		(21.0	)%
	$	27,070		$	25,865		$	1,205			4.7	%
Discontinued Operations		(172	)		(555	)		383			(69.0	)%
Total Depreciation and Other Amortization	$	26,898		$	25,310		$	1,588			6.3	%

26

Depreciation and other amortization for same store properties increased $1.1 million primarily due to depreciation taken for properties that were classified as held for sale in 2011 but no longer classified as held for sale in 2012. Depreciation and other amortization from acquired properties increased $0.4 million due to properties acquired subsequent to December 31, 2010. Depreciation and other amortization from sold properties decreased $0.2 million due to properties sold subsequent to December 31, 2010. Depreciation and other amortization for (re)developments and land and other remained relatively unchanged. Corporate furniture, fixtures and equipment depreciation expense decreased $0.1 million due to assets becoming fully depreciated.

Interest income decreased $0.2 million, or 23.2%, primarily due to a decrease in the weighted average mortgage loans interest rate for the three months ended June 30, 2012 as compared to the three months ended June 30, 2011.

Interest expense for the three months ended June 30, 2012 and 2011, respectively, decreased $4.8 million, or 19.7%, primarily due to a decrease in the weighted average debt balance outstanding for the three months ended June 30, 2012 ($1,362.8 million) as compared to the three months ended June 30, 2011 ($1,550.5 million), an increase in capitalized interest for the three months ended June 30, 2012 due to an increase in development activities and a decrease in the weighted average interest rate for the three months ended June 30, 2012 (5.84%), as compared to the three months ended June 30, 2011 (6.35%).

Amortization of deferred financing costs decreased $0.2 million, or 22.7%, due primarily to the write off of financing costs related to the repurchase and retirement of certain of our senior unsecured notes, the replacement of our previous credit facility with the Unsecured Credit Facility in December 2011, and the early retirement of certain mortgage loans, partially offset by the costs associated with the origination of mortgage financings during 2011.

We recorded $0.4 million in mark to market loss, inclusive of $0.2 million in swap payments, which is included in Mark-to-Market Loss on Interest Rate Protection Agreements for the three months ended June 30, 2012, as compared to $0.2 million in mark to market loss, inclusive of $0.1 million in swap payments, for the three months ended June 30, 2011.

For the three months ended June 30, 2012, we recognized a net loss from retirement of debt of $6.2 million due to the partial repurchase of a certain series of our senior unsecured notes. For the three months ended June 30, 2011, we recognized a net loss from retirement of debt of $3.2 million due to the early payoff of certain mortgage loans and the partial repurchase of certain series of our senior unsecured notes.

Equity in Income of Other Real Estate Partnerships decreased $0.4 million, or 13.5%, primarily due to an increase in depreciation expense taken during the three months ended June 30, 2012 for properties that were classified as held for sale in 2011 but no longer classify as held for sale in 2012.

Equity in Income of Joint Ventures remained relatively unchanged.

For the three months ended June 30, 2011, Gain on Change in Control of Interests relates to the acquisition of the 85% equity interest in one property from the institutional investor in the 2003 Net Lease Joint Venture. The $0.7 million gain is the difference between our carrying value and fair value of our equity interest on the acquisition date.

Income tax provision increased $3.7 million, or 216.1%, during the three months ended June 30, 2012 compared to the three months ended June 30, 2011 due primarily to a one time IRS audit adjustment on the 2009 liquidation of a former taxable REIT subsidiary, partially offset by a decrease in taxes related to the gain on sale of real estate in the new taxable REIT subsidiaries for the three months ended June 30, 2012 as compared to the three months ended June 30, 2011.

27

The following table summarizes certain information regarding the industrial properties included in discontinued operations for the three months ended June 30, 2012 and 2011.

	Three Months Ended June 30,
	2012			2011
	($ in 000’s)
Total Revenues	$	1,888		$	3,855
Property Expenses		(722	)		(1,507	)
Impairment of Real Estate		—			(564	)
Depreciation and Amortization		(172	)		(555	)
Interest Expense		—			—
Gain on Sale of Real Estate		1,415			3,537
Provision for Income Taxes		—			(1,532	)
Income from Discontinued Operations	$	2,409		$	3,234

Income from discontinued operations for the three months ended June 30, 2012 reflects the results of operations and gain on sale of real estate relating to three industrial properties that were sold during the three months ended June 30, 2012 and the results of operations of 15 industrial properties that were identified as held for sale at June 30, 2012.

Income from discontinued operations for the three months ended June 30, 2011 reflects the gain on sale of real estate relating to four industrial properties that were sold during the three months ended June 30, 2011, the results of operations of 34 industrial properties that were sold during the year ended December 31, 2011, the results of operations of six industrial properties that were sold during the six months ended June 30, 2012 and the results of operations of the 15 industrial properties identified as held for sale at June 30, 2012. The impairment loss for the three months ended June 30, 2011 of $0.6 million relates to an impairment charge related to certain industrial properties that were either sold or classified as held for sale at June 30, 2012.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2012, our cash and cash equivalents was approximately $4.3 million. We also had $143.4 million available for additional borrowings under our Unsecured Credit Facility, subject to certain restrictions.

We considered our short-term (through June 30, 2013) liquidity needs and the adequacy of our estimated cash flow from operations and other expected liquidity sources to meet these needs. We believe that our principal short-term liquidity needs are to fund normal recurring expenses, property acquisitions, developments, renovations, expansions and other nonrecurring capital improvements, debt service requirements and the minimum distributions required to maintain the Company’s REIT qualification under the Code. We anticipate that these needs will be met with cash flows provided by operating and investing activities, including the disposition of select assets.

We expect to meet long-term (after June 30, 2013) liquidity requirements such as property acquisitions, developments, scheduled debt maturities, major renovations, expansions and other nonrecurring capital improvements through the disposition of select assets, long-term unsecured and secured indebtedness and the issuance of additional Units and preferred Units, subject to market conditions.

We also financed the development or acquisition of additional properties through borrowings under our Unsecured Credit Facility and may finance the development or acquisition of additional properties through such borrowings, to the extent capacity is available, in the future. At June 30, 2012, borrowings under our Unsecured Credit Facility bore interest at a weighted average interest rate of 2.191%. As of August 3, 2012, we had approximately $123.4 million available for additional borrowings under our Unsecured Credit Facility, subject to certain restrictions. Our Unsecured Credit Facility contains certain financial covenants including limitations on incurrence of debt and debt service coverage. Our access to borrowings may be limited if we fail to meet any of these covenants. We believe that we were in compliance with our financial covenants as of June 30, 2012, and we anticipate that we will be able to operate in compliance with our financial covenants for the remainder of 2012.

Our senior unsecured notes have been assigned credit ratings from Standard & Poor’s, Moody’s and Fitch Ratings of BB-/Ba3/BB, respectively. In the event of a downgrade, we believe we would continue to have access to sufficient capital; however, our cost of borrowing would increase and our ability to access certain financial markets may be limited.

Six Months Ended June 30, 2012

Net cash provided by operating activities of approximately $52.0 million for the six months ended June 30, 2012 was comprised primarily of the non-cash adjustments of approximately $59.6 million and the net change in operating assets and liabilities of $4.8 million, offset by a net loss of approximately $9.2 million, prepayment penalties and fees associated with retirement of debt of approximately $0.4 million and payments of premiums and discounts associated with senior unsecured notes of $2.8 million. The adjustments for the non-cash items of approximately $59.6 million are primarily comprised of depreciation

28

and amortization of approximately $61.7 million, the loss from retirement of debt of approximately $6.2 million, the impairment of real estate of $1.1 million, the provision for bad debt of approximately $0.5 million, the mark to market loss related to the Series F Agreement of approximately $0.3 million, offset by the gain on sale of real estate of approximately $7.6 million, the gain on the change in control of interests in connection with the purchase of the 85% equity interest in one property from the 2003 Net Lease Joint Venture of approximately $0.8 million, equity in income of our Joint Ventures of $0.1 million and the effect of the straight-lining of rental income of approximately $1.7 million.

Net cash used in investing activities of approximately $53.4 million for the six months ended June 30, 2012 was comprised primarily of investments in and advances to the Other Real Estate Partnerships, the acquisition of one property and several land parcels, the development of real estate, capital expenditures related to the improvement of existing real estate and payments related to leasing activities, offset by distributions from the Other Real Estate Partnerships in excess of equity in income, net proceeds from the sale of real estate and the repayments on our mortgage notes receivable.

During the six months ended June 30, 2012, we sold six industrial properties comprising approximately 0.8 million square feet of GLA. Proceeds from the sales of the six industrial properties, net of closing costs, were approximately $22.0 million. We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale for the remainder of 2012.

During the six months ended June 30, 2012, we acquired one industrial property comprising approximately 0.4 million square feet of GLA through the purchase of the 85% equity interest in one property from the institutional investor in the 2003 Net Lease Joint Venture. The acquisition was funded with a cash payment of $8.3 million and the assumption of a mortgage loan in the amount of $12.0 million, which was subsequently paid off on the date of acquisition. We also acquired several land parcels. The purchase price of these land parcel acquisitions totaled approximately $40.0 million, excluding costs incurred in conjunction with the acquisition of these land parcels.

Net cash used in financing activities of approximately $1.9 million for the six months ended June 30, 2012 was comprised primarily of repayments on our senior unsecured notes and mortgage and other loans payable, payments of debt and equity issuance costs, preferred general partnership Unit distributions, the repurchase and retirement of restricted units and payments on the interest rate swap agreement, offset by the net proceeds from the issuance of Units and net proceeds from our Unsecured Credit Facility.

During the six months ended June 30, 2012, we repurchased $87.4 million of our unsecured notes at an aggregate purchase price of $89.3 million. Additionally, we also paid off and retired our 2012 Notes, at maturity, in the amount of $61.8 million. We may from time to time repay additional amounts of our outstanding debt. Any repayments would depend upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors we consider important. Future repayments may materially impact our liquidity, taxable income and results of operations.

During the six months ended June 30, 2012, the Company issued 1,532,598 shares of its common stock in “at-the-market” offerings, resulting in net proceeds of approximately $18.1 million. These proceeds were contributed to us in exchange for an equivalent number of Units. We may access the equity markets again, subject to contractual restrictions and market conditions. To the extent additional equity offerings occur, we expect to use at least a portion of the proceeds received to reduce our indebtedness or fund property acquisitions.

Market Risk

The following discussion about our risk-management activities includes “forward-looking statements” that involve risk and uncertainties. Actual results could differ materially from those projected in the forward- looking statements. Our business subjects us to market risk from interest rates, and to a much lesser extent, foreign currency fluctuations.

Interest Rate Risk

This analysis presents the hypothetical gain or loss in earnings, cash flows or fair value of the financial instruments and derivative instruments which are held by us at June 30, 2012 that are sensitive to changes in the interest rates. While this analysis may have some use as a benchmark, it should not be viewed as a forecast.

In the normal course of business, we also face risks that are either non-financial or non-quantifiable. Such risks principally include credit risk and legal risk and are not represented in the following analysis.

At June 30, 2012, approximately $1,071.2 million (approximately 77.8% of total debt at June 30, 2012) of our debt was fixed rate debt and approximately $306.0 million (approximately 22.2% of total debt at June 30, 2012) was variable rate debt. Currently, we do not enter into financial instruments for trading or other speculative purposes.

29

For fixed rate debt, changes in interest rates generally affect the fair value of the debt, but not our earnings or cash flows. Conversely, for variable rate debt, changes in the base interest rate used to calculate the all-in interest rate generally do not impact the fair value of the debt, but would affect our future earnings and cash flows. The interest rate risk and changes in fair market value of fixed rate debt generally do not have a significant impact on us until we are required to refinance such debt. See Note 6 to the Consolidated Financial Statements for a discussion of the maturity dates of our various fixed rate debt.

Based upon the amount of variable rate debt outstanding at June 30, 2012, a 10% increase or decrease in the interest rate on our variable rate debt would decrease or increase, respectively, future net income and cash flows by approximately $0.7 million per year. The foregoing calculation assumes an instantaneous increase or decrease in the rates applicable to the amount of borrowings outstanding under our Unsecured Credit Facility at June 30, 2012. Changes in LIBOR could result in a greater than 10% increase to such rates. In addition, the calculation does not account for our option to elect the lower of two different interest rates under our borrowings or other possible actions, such as prepayment, that we might take in response to any rate increase.

The use of derivative financial instruments allows us to manage risks of increases in interest rates with respect to the effect these fluctuations would have on our earnings and cash flows. As of June 30, 2012, we had one outstanding derivative with a notional amount of $50.0 million which mitigates our exposure to floating interest rates related to the reset rate of our Series F Preferred Units (see Note 10 to the Consolidated Financial Statements).

Foreign Currency Exchange Rate Risk

Owning, operating and developing industrial property outside of the United States exposes the Company to the possibility of volatile movements in foreign exchange rates. Changes in foreign currencies can affect the operating results of international operations reported in U.S. dollars and the value of the foreign assets reported in U.S. dollars. The economic impact of foreign exchange rate movements is complex because such changes are often linked to variability in real growth, inflation, interest rates, governmental actions and other factors. At June 30, 2012, we owned one land parcel for which the U.S. dollar was not the functional currency. The land parcel is located in Ontario, Canada and uses the Canadian dollar as its functional currency.

IRS Tax Refund

On August 24, 2009, we received a private letter ruling from the IRS granting favorable loss treatment under Sections 331 and 336 of the Code on the tax liquidation of one of our former taxable REIT subsidiaries. On November 6, 2009, legislation was signed that allowed businesses with net operating losses for 2008 or 2009 to carry back those losses for up to five years. As a result, we received a refund from the IRS of $40.4 million in the fourth quarter of 2009 (the “Refund”) in connection with this tax liquidation. As previously reported, the IRS examination team, which is required by statute to review all refund claims in excess of $2.0 million on behalf of the Joint Committee on Taxation, indicated to us that it disagrees with certain of the property valuations we obtained from an independent valuation expert in support of our fair value of the liquidated taxable REIT subsidiary and our claim for the Refund. We have reached a preliminary written agreement with the regional office of the IRS on a proposed adjustment to the Refund. The total agreed-upon adjustment to taxable income was $13.7 million, which equates to approximately $4.8 million of taxes owed. We must also pay accrued interest which approximates $0.5 million as of June 30, 2012. During the three months ended June 30, 2012, the Operating Partnership recorded a charge of $5.3 million related to the preliminary agreed-upon adjustment which is reflected as a component of income tax expense.

The settlement amount is subject to final review and approval by the Joint Committee on Taxation. There can be no assurance that the settlement amount will be approved at the level we currently anticipate, nor can we provide an estimate of the timing of the final approval.

In addition, we are currently in discussions with the regional office of the IRS to determine the timing of the impact of the proposed tax settlement on the tax liability of the limited partners of the Operating Partnership and the stockholders of the Company.

Recent Accounting Pronouncements

Refer to Note 2 to the Consolidated Financial Statements.

Subsequent Events

From July 1, 2012 to August 3, 2012, we sold two industrial properties for approximately $4.7 million. There were no industrial properties acquired during this period.

On July 3, 2012, the Operating Partnership entered into a loan commitment with a life insurance company lender for mortgage loans, aggregating to $97.6 million. The closings of the mortgage loans are subject to lender due diligence and documentation and there can be no assurance that the mortgage loans will close or, if closed, will generate the anticipated proceeds. The mortgage loans are expected to be cross-collateralized by 30 industrial properties, have a term of 10 years and bear interest at 4.03%.

On July 3, 2012, the Other Real Estate Partnerships entered into a loan commitment with a major life insurance company lender for a mortgage loan of $3.0 million. The closing of the mortgage loan is subject to lender due diligence and documentation and there can be no assurance that the mortgage loan will close or, if closed, will generate the anticipated proceeds. The mortgage loan is expected to be collateralized by one industrial property, have a term of 10 years and bear interest at 4.03%.

In 2009, we originated a mortgage loan receivable with a purchaser of one of our industrial properties. Subsequent to June 30, 2012, we were notified that the sole tenant in the industrial property that serves as collateral for the mortgage loan receivable filed for Chapter 7 bankruptcy. As of the date of this filing, the mortgagor is current on its loan payments. As of June 30, 2012, the mortgage loan receivable had an outstanding principal balance of $7.7 million, offset by an unamortized discount of $0.3 million, resulting in a carrying value of $7.4 million.

30

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Response to this item is included in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” above.

Item 4. Controls and Procedures

Our principal executive officer and principal financial officer, in evaluating the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report, based on the evaluation of these controls and procedures required by Exchange Act Rules 13a-15(b) or 15d-15(b), have concluded that as of the end of such period our disclosure controls and procedures were effective.

There has been no change in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

31

PART II: OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

None.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit Number	Description
31.1*	Certification of the Principal Executive Officer of First Industrial Realty Trust, Inc., registrant’s sole general partner, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2*	Certification of the Principal Financial Officer of First Industrial Realty Trust, Inc., registrant’s sole general partner, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32.1**	Certification of the Principal Executive Officer and the Principal Financial Officer of First Industrial Realty Trust, Inc., registrant’s sole general partner, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes—Oxley Act of 2002.
101.1*	The following financial statements from First Industrial, L.P.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, formatted in XBRL: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Statements of Operations (unaudited), (iii) Consolidated Statements of Comprehensive Income (unaudited), (iv) Consolidated Statement of Changes in Stockholders’ Equity (unaudited), (v) Consolidated Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Financial Statements (unaudited).

* Filed herewith

** Furnished herewith

32

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FIRST INDUSTRIAL, L.P.
By: FIRST INDUSTRIAL REALTY TRUST, INC. Its Sole General Partner
By:	/s/    SCOTT A. MUSIL
	Scott A. Musil Chief Financial Officer (Principal Financial Officer)

Date: August 3, 2012

33

EXHIBIT INDEX

Exhibit Number	Description
31.1*	Certification of the Principal Executive Officer of First Industrial Realty Trust, Inc., registrant’s sole general partner, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2*	Certification of the Principal Financial Officer of First Industrial Realty Trust, Inc., registrant’s sole general partner, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32.1**	Certification of the Principal Executive Officer and the Principal Financial Officer of First Industrial Realty Trust, Inc., registrant’s sole general partner, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes—Oxley Act of 2002.
101.1*	The following financial statements from First Industrial, L.P.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, formatted in XBRL: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Statements of Operations (unaudited), (iii) Consolidated Statements of Comprehensive Income (unaudited), (iv) Consolidated Statement of Changes in Stockholders’ Equity (unaudited), (v) Consolidated Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Financial Statements (unaudited).

* Filed herewith

** Furnished herewith

34

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Bruce W. Duncan, certify that:

1. I have reviewed this quarterly report on Form 10-Q of First Industrial, L.P.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ BRUCE W. DUNCAN

Bruce W. Duncan

President and Chief Executive Officer

First Industrial Realty Trust, Inc.

Date: August 3, 2012

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

I, Scott A. Musil, certify that:

1. I have reviewed this quarterly report on Form 10-Q of First Industrial, L.P.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/S/ SCOTT A. MUSIL

Scott A. Musil

Chief Financial Officer

First Industrial Realty Trust, Inc.

Date: August 3, 2012

EX-32.1

EXHIBIT 32.1

CERTIFICATION

Accompanying Form 10-Q Report

of First Industrial, L.P.

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Chapter 63, Title 18 U.S.C. §1350(a) and (b))

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chapter 63, Title 18 U.S.C. § 1350(a) and (b)), each of the undersigned hereby certifies, to his knowledge, that the Quarterly Report on Form 10-Q for the period ended June 30, 2012 of First Industrial, L.P. (the “Company”) fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ BRUCE W. DUNCAN

Bruce W. Duncan

President and Chief Executive Officer

(Principal Executive Officer)

First Industrial Realty Trust, Inc.

Date: August 3, 2012

/s/ SCOTT A. MUSIL

Scott A. Musil

Chief Financial Officer

(Principal Financial Officer)

First Industrial Realty Trust, Inc.

Date: August 3, 2012

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. The information contained in this written statement shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference to such filing.

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Investments in Joint Ventures (Details Textual) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012 sqft IndustrialProperty	Jun. 30, 2011	Jun. 30, 2012 sqft IndustrialProperty	Jun. 30, 2011	Dec. 31, 2011	Jun. 30, 2012 2003 Net Lease Joint Venture [Member] sqft IndustrialProperty	Feb. 13, 2012 2003 Net Lease Joint Venture [Member] IndustrialProperty	May 26, 2011 2003 Net Lease Joint Venture [Member] IndustrialProperty	Jun. 30, 2012 2007 Europe Joint Venture [Member] IndustrialProperty
Investments in Joint Ventures (Textual) [Abstract]
Equity interest acquired							85.00%	85.00%
Number of industrial properties owned	667		667			6	1	1	0
Equity interest									10.00%
Gross Leasable Area (GLA) of industrial properties owned	58,300,000		58,300,000			3,100,000
Investment in 2003 Net Lease Joint Venture	$ 1,258		$ 1,258		$ 1,674	$ 1,258
Investments In Joint Ventures Other (Textual) [Abstract]
Receivables from joint ventures	22		22		137
Fees received from joint ventures	$ 68	$ 277	$ 144	$ 587

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Derivatives (Details 3) (Discounted Cash Flow [Member], Level 3 Fair Value Measurements [Member], Series F Agreement [Member], USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012
Quantitative information about Level 3 fair value measurements
Fair Value of Liabilities	(1,433)
Maximum [Member]
Quantitative information about Level 3 fair value measurements
Fair value inputs, long dated treasuries	2.88%
Fair value inputs, own credit risk	2.78%
Minimum [Member]
Quantitative information about Level 3 fair value measurements
Fair value inputs, long dated treasuries	2.72%
Fair value inputs, own credit risk	1.55%

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Earnings Per Unit (EPU)(Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Numerator:
Loss from Continuing Operations	$ (12,753)	$ (3,322)	$ (17,840)	$ (9,146)
Preferred Unit Distributions	(4,798)	(4,947)	(9,560)	(9,874)
Loss from Continuing Operations Available to Unitholders	(17,551)	(8,269)	(27,400)	(19,020)
Income from Discontinued Operations Available to Unitholders	2,409	3,234	8,600	4,657
Net Loss Available to Unitholders	$ (15,142)	$ (5,035)	$ (18,800)	$ (14,363)
Denominator:
Weighted Average Units - Basic and Diluted	93,106	85,029	92,458	80,540
Basic and Diluted EPU:
Loss from Continuing Operations Available to Unitholders	$ (0.19)	$ (0.10)	$ (0.30)	$ (0.24)
Income from Discontinued Operations Available to Unitholders	$ 0.03	$ 0.04	$ 0.09	$ (0.06)
Net Loss Available to Unitholders	$ (0.16)	$ (0.06)	$ (0.20)	$ (0.18)

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Derivatives (Details 4) (USD $) In Thousands, unless otherwise specified			6 Months Ended
	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2012 Mark-to-Market on Series F Agreement [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Mark-to-Market of the Series F Agreement			$ 234
Reconciliation of liabilities classified as Level 3
Ending liability balance at December 31, 2011	(1,433)	(1,667)
Ending liability balance at June 30, 2012	$ (1,433)	$ (1,667)

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Partners' Capital (Details Textual) (USD $) In Thousands, except Share data, unless otherwise specified		6 Months Ended		3 Months Ended		6 Months Ended
	Mar. 01, 2012 Maximum [Member]	Jun. 30, 2012 Series F Preferred Stock [Member]	Jun. 30, 2012 Series F Cumulative Preferred Stock [Member]	Jun. 30, 2012 Restricted Stock Unit Awards [Member]	Jun. 30, 2011 Restricted Stock Unit Awards [Member]	Jun. 30, 2012 Restricted Stock Unit Awards [Member]	Jun. 30, 2011 Restricted Stock Unit Awards [Member]	Jun. 30, 2012 ATM [Member]	Jun. 30, 2012 ATM [Member] Common Stock [Member]	Mar. 01, 2012 ATM [Member] Common Stock [Member]
Partners' Capital (Textual) [Abstract]
Shares of common stock issuable under the At-the-Market offering	12,500,000
Aggregate gross sale proceeds of common stock under the At-the Market offering										$ 125,000
Issuance of common stock under the at-the-Market offering								1,532,598
Weighted average price of common stock issued under the At-the-Market offering								$ 12.03
Net proceeds from issuance of common stock under the At-the-Market offering								18,063
Sales agent commission									369
Restricted stock/unit awards to employees						365,137	292,339
Fair value of restricted stock/unit awards						4,327	3,248
Vesting period of restricted stock/unit awards to employees						3 years
Recognized compensation expense related to restricted stock/unit awards				1,299	1,081	2,398	1,726
Unrecognized compensation expense related to restricted stock/unit awards				$ 6,890		$ 6,890
Weighted average period during which unrecognized compensation expense is expected to be recognized						11 months 19 days
Minimum fixed coupon rate of preferred stock			2.375%
Number of years of U.S treasury rate one		30 years
Number of years of U.S treasury rate two		10 years
New coupon rate of preferred stock		5.705%	5.705%
LIBOR rate		3 month LIBOR

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Investment in Real Estate (Details 3) (Fair Value, Measurements, Nonrecurring [Member], USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Long-lived Assets Held for Sale	$ 24,069	$ 31,405
Long-lived Assets Held and Used		80,983
Long-lived Assets Held for Sale Impairment	(1,194)	(3,903)
Long-lived Assets Held and Used Impairment		(2,498)
Long-lived Assets Impairment		(6,401)
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Long-lived Assets Held for Sale
Long-lived Assets Held and Used
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Long-lived Assets Held for Sale
Long-lived Assets Held and Used
Level 3 Fair Value Measurements [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Long-lived Assets Held for Sale	24,069	31,405
Long-lived Assets Held and Used		$ 80,983

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Subsequent Events (Details Textual) (USD $) In Thousands, unless otherwise specified			1 Months Ended		1 Months Ended
	Jun. 30, 2012	Dec. 31, 2011	Aug. 03, 2012 Subsequent Event [Member] IndustrialProperty	Jul. 03, 2012 Subsequent Event [Member] IndustrialProperty	Aug. 03, 2012 Subsequent Event [Member] Other Real Estate Partnership [Member]	Jul. 03, 2012 Subsequent Event [Member] Other Real Estate Partnership [Member] IndustrialProperty	Jun. 30, 2012 Mortgage Receivable [Member] Subsequent Event [Member]
Subsequent Events (Textual) [Abstract]
Number of industrial properties sold			2
Gross proceeds from the sale of industrial properties			$ 4,680
Number of industrial properties acquired			0
Loan commitment for mortgage loan				97,561		3,038
Number of properties mortgage loan are cross collateralized				30		1
Term of mortgage loans			10 years		10 years
Interest rate on mortgage loan			4.03%		4.03%
Mortgage loan receivable outstanding principal balance							7,725
Unamortized Discounts	3,327	4,625					287
Carrying value of mortgage loan							$ 7,438

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Supplemental Information To Statements Of Cash Flows (Tables)

6 Months Ended

Jun. 30, 2012

Supplemental Information to Statements of Cash Flows [Abstract]

Cash flow information

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Supplemental schedule of non-cash investing and financing activities:
Distribution payable on preferred units	$	4,798		$	452
Exchange of limited partnership units for general partnership units:
Limited partnership units	$	(2,469	)	$	(833	)
General partnership units		2,469			833
	$	—		$	—
Write-off of fully depreciated assets	$	(23,135	)	$	(21,150	)
Mortgage loan payable assumed in conjunction with a property acquisition	$	(12,026	)	$	(24,417	)
Notes receivable issued in conjunction with certain property sales	$	—		$	1,029

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Earnings Per Unit (Details Textual)	Jun. 30, 2012	Jun. 30, 2011
Earnings Per Unit (EPU) (Textual) [Abstract]
Unvested Restricted Stock Awards Outstanding	750,051	694,708

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Indebtedness (Details 2) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012
Summary of the stated maturities and scheduled principal payments
Remainder of 2012	$ 5,577
2013	11,362
2014	451,160
2015	51,510
2016	287,172
Thereafter	573,464
Total	$ 1,380,245

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Investments in and Advances to Other Real Estate Partnerships (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Condensed Combined Statements of Operations
Total Revenues	$ 73,562	$ 70,400	$ 146,019	$ 141,368
Property Expenses	(24,203)	(23,960)	(48,800)	(50,035)
Impairment of Real Estate		5,335	(7)	6,999
Depreciation and Other Amortization	(26,898)	(25,310)	(55,374)	(49,558)
Interest Income	697	908	1,643	1,898
Interest Expense	(19,695)	(24,534)	(40,904)	(50,333)
Amortization of Deferred Financing Costs	(799)	(1,034)	(1,622)	(2,085)
Loss from Retirement of Debt	(6,223)	(3,233)	(6,222)	(4,099)
Discontinued Operations:
Income Attributable to Discontinued Operations	994	1,229	986	417
Gain on Sale of Real Estate	1,415	3,537	7,614	6,279
Income from Discontinued Operations	2,409	3,234	8,600	4,657
Net Loss	(10,344)	(88)	(9,240)	(4,489)
Other Real Estate Partnership [Member]
Condensed Combined Statements of Operations
Total Revenues	10,258	10,005	20,294	20,285
Property Expenses	(2,913)	(2,915)	(5,910)	(6,119)
Impairment of Real Estate			172	881
Depreciation and Other Amortization	(3,350)	(2,972)	(7,635)	(6,011)
Interest Income	2,243	3,111	4,386	6,688
Interest Expense	(1,477)	(1,212)	(2,961)	(2,152)
Amortization of Deferred Financing Costs	(51)	(43)	(103)	(77)
Loss from Retirement of Debt				(160)
Income from Continuing Operations	4,710	5,974	8,243	13,335
Discontinued Operations:
Income Attributable to Discontinued Operations	65	25	(199)	73
Gain on Sale of Real Estate	(29)		(29)	1,062
Income from Discontinued Operations	36	25	(228)	1,135
Net Loss	$ 4,746	$ 5,999	$ 8,015	$ 14,470

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Derivatives (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net [Abstract]
Amortization of Interest Rate Protection Agreements	$ 571	$ 546	$ 1,111	$ 1,102
Interest Expense [Member]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net [Abstract]
Amortization of Interest Rate Protection Agreements	$ (571)	$ (546)	$ (1,111)	$ (1,102)

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Supplemental Information to Statements of Cash Flows (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Supplemental schedule of noncash investing and financing activities:
Distribution payable on preferred units	$ 4,798	$ 452
Write-off of fully depreciated assets	(23,135)	(21,150)
Mortgage loan payable assumed in conjunction with a property acquisition	(12,026)	(24,417)
Notes receivable issued in conjunction with certain property sales		1,029
Exchange of Limited partnership units for general partnership units:
Conversion of Limited Partner Units to General Partner Units
Limited Partner Units
Exchange of Limited partnership units for general partnership units:
Conversion of Limited Partner Units to General Partner Units	(2,469)	(833)
General Partner Units
Exchange of Limited partnership units for general partnership units:
Conversion of Limited Partner Units to General Partner Units	$ 2,469	$ 833

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Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2012

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

The accompanying unaudited interim financial statements have been prepared in accordance with the accounting policies described in the financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2011 (“2011 Form 10-K”) and should be read in conjunction with such financial statements and related notes. The 2011 year end consolidated balance sheet data included in this Form 10-Q filing was derived from the audited financial statements in our 2011 Form 10-K, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). The following notes to these interim financial statements highlight significant changes to the notes included in the December 31, 2011 audited financial statements included in our 2011 Form 10-K and present interim disclosures as required by the Securities and Exchange Commission. In order to conform with GAAP, we, in preparation of our financial statements, are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of June 30, 2012 and December 31, 2011, and the reported amounts of revenues and expenses for the three and six months ended June 30, 2012 and 2011. Actual results could differ from those estimates. In our opinion, the accompanying unaudited interim financial statements reflect all adjustments necessary for a fair statement of our financial position as of June 30, 2012 and December 31, 2011, and the results of our operations and comprehensive income for each of the three and six months ended June 30, 2012 and 2011, and our cash flows for each of the six months ended June 30, 2012 and 2011, and all adjustments are of a normal recurring nature.

Investment in Real Estate and Depreciation

The results of operations for the three and six months ended June 30, 2012 includes $227 and $1,286, respectively, which should have been recorded as depreciation and amortization expense during previous periods. Management evaluated these depreciation and amortization expense adjustments and believes they are not material to the results of the current periods or projected annual results or any previous annual or quarterly period.

IRS Tax Refund

On August 24, 2009, we received a private letter ruling from the IRS granting favorable loss treatment under Sections 331 and 336 of the Code on the tax liquidation of one of our former taxable REIT subsidiaries. On November 6, 2009, legislation was signed that allowed businesses with net operating losses for 2008 or 2009 to carry back those losses for up to five years. As a result, we received a refund from the IRS of $40,418 in the fourth quarter of 2009 (the “Refund”) in connection with this tax liquidation. As previously reported, the IRS examination team, which is required by statute to review all refund claims in excess of $2,000 on behalf of the Joint Committee on Taxation, indicated to us that it disagrees with certain of the property valuations we obtained from an independent valuation expert in support of our fair value of the liquidated taxable REIT subsidiary and our claim for the Refund. We have reached a preliminary written agreement with the regional office of the IRS on a proposed adjustment to the Refund. The total agreed-upon adjustment to taxable income was $13,700, which equates to approximately $4,800 of taxes owed. We must also pay accrued interest which approximates $500 as of June 30, 2012. During the three months ended June 30, 2012, the Operating Partnership recorded a charge of $5,300 related to the preliminary agreed-upon adjustment which is reflected as a component of income tax expense.

The settlement amount is subject to final review and approval by the Joint Committee on Taxation. There can be no assurance that the settlement amount will be approved at the level we currently anticipate, nor can we provide an estimate of the timing of the final approval.

In addition, we are currently in discussions with the regional office of the IRS to determine the timing of the impact of the proposed tax settlement on the tax liability of the limited partners of the Operating Partnership and the stockholders of the Company.

Recent Accounting Pronouncements

Fair Value Measurements

In May 2011, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update No. 2011-04, “Fair Value Measurements and Disclosures (Topic 820)—Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS” (“ASU 2011-04”). ASU 2011-04 clarifies the application of existing fair value measurement requirements, changes certain principles related to measuring fair value and requires additional disclosures about fair value measurements. Specifically, the guidance provides that the concepts of highest and best use and valuation premise in a fair value measurement are only relevant when measuring the fair value of nonfinancial assets and are not relevant when measuring the fair value of financial assets and liabilities. Required disclosures are expanded under the new guidance, especially for fair value measurements that are categorized within Level 3 of the fair value hierarchy, for which quantitative information about the unobservable inputs used, and a narrative description of the valuation processes in place and sensitivity of recurring Level 3 measurements to changes in unobservable inputs are required. Entities are also required to disclose the categorization by level of the fair value hierarchy for items that are not measured at fair value in the balance sheet but for which the fair value is required to be disclosed. ASU 2011-04 is effective for annual periods beginning after December 15, 2011, and is to be applied prospectively. The adoption of this guidance did not have a material impact on our financial statements.

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Indebtedness (Details 3) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Fair value of indebtedness
Mortgage and Other Loans Payable, Net	$ 578,851	$ 584,288
Mortgage and Other Loans Payable, Net (Fair Value)	631,036	630,400
Senior Unsecured Notes, Net (Carrying Amount)	492,341	640,227
Senior Unsecured Notes, Net (Fair Value)	512,406	630,622
Unsecured Credit Facility (Carrying Amount)	306,000	149,000
Unsecured Credit Facility (Fair Value)	306,000	149,000
Total (Carrying Amount)	1,377,192	1,373,515
Total (Fair Value)	$ 1,449,442	$ 1,410,022

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Summary of Significant Accounting Policies (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Dec. 31, 2009	Jun. 30, 2012
Summary of Significant Accounting Policies (Textual) [Abstract]
Depreciation and amortization expense	$ 227		$ 1,286
Period to carry back net operating losses		up to 5 years
IRS Tax Refund		40,418
Refunds in excess are required to be reviewed by Joint Committee on Taxation		2,000
Agreed refund adjustment to taxable income		13,700
Reduction in amount of refund		4,800
Interest repay to IRS	500
Reserve related to income tax expense	$ 5,300

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Organization and Formation of Partnership (Details Textual) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012 Province State JointVentures IndustrialProperty sqft	Dec. 31, 2011
Organization and Formation of Company (Textual) [Abstract]
Number of industrial properties owned	667
Gross Leasable Area (GLA) of industrial properties owned	58,300,000
Organization and Formation of Company (Additional Textual) [Abstract]
Ownership interest of sole general partner	94.70%
General Partner Preferred Units Liquidation Preference	$ 275,000	$ 275,000
Ownership interest of limited partners	5.30%
Number of Joint Ventures	2
Number of states in which industrial properties are located	25
Number of provinces in which industrial properties are located	1
Other Real Estate Partnership [Member]
Organization and Formation of Company (Textual) [Abstract]
Number of industrial properties owned	67
Gross Leasable Area (GLA) of industrial properties owned	7,600,000
Number of limited partnerships	8
Minimum ownership interest in limited partnerships	99.00%
Minimum ownership interest of limited partnerships	0.01%
2007 Europe Joint Venture [Member]
Organization and Formation of Company (Textual) [Abstract]
Number of industrial properties owned	0

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Derivatives (Details Textual) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012 Series F Preferred Stock [Member]	Dec. 31, 2011 Series F Preferred Stock [Member]	Oct. 31, 2008 Series F Preferred Stock [Member]
Derivatives (Textual) [Abstract]
Minimum fixed coupon rate of preferred stock					2.375%
Number of years of U.S treasury rate one					30 years
Number of years of U.S treasury rate two					10 years
LIBOR rate					3 month LIBOR
New coupon rate of preferred stock					5.705%
Notional value of interest rate swap agreement							$ 50,000
Treasury Rate					5.2175%
Outstanding settlement payment due on Series F Agreement					247	280
Derivatives (Additional Textual) [Abstract]
Unrealized mark to market loss on interest rate protection agreement	429	232	305	188
Settlement payments of mark to market gains or losses	247	89	539	188
Amortization to be reclassified from OCI into Income			$ 2,369
Number of years of long dated treasuries			30 years

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Indebtedness (Details Textual) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended			6 Months Ended			6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Apr. 16, 2012 2012 Notes [Member]	Jun. 30, 2012 2028 Notes [Member]	Jun. 30, 2012 Tender Offer Repurchases [Member]	Mar. 29, 2012 Tender Offer Repurchases [Member]	Jun. 30, 2012 Senior Unsecured Debt Repurchases [Member]	Jun. 30, 2012 Senior Unsecured Debt Repurchases [Member] 2028 Notes [Member]
Indebtedness (Textual) [Abstract]
Amount of notes paid off and retired at maturity					$ 61,829
Maximum aggregate cash tender offer price								100,000
Gain/Loss on retirement of debt	(6,223)	(3,233)	(6,222)	(4,099)			6,223		1
Purchase price senior unsecured notes			89,328			57,041	88,922			406
Principal amount repurchased			87,355			55,955	86,925			430
Unamortized debt issue discount							578		0
Unamortized loan commitment and origination fee							609		3
Unamortized settlement amount of interest rate protection agreements							2,599		20
Professional Service Fee							440
Indebtedness (Additional Textual) [Abstract]
Carrying value of industrial properties held under mortgage and other loan	765,195		765,195
Letter of credit, amount	$ 537		$ 537

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Investment in Real Estate (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
In-Place Leases [Member]
Summary of intangible assets subject to amortization in the period of acquisition
Acquired finite lived intangible asset, fair value	$ 1,750	$ 2,511
Acquired finite lived intangible asset, weighted average life	118 months	56 months
Tenant Relationships [Member]
Summary of intangible assets subject to amortization in the period of acquisition
Acquired finite lived intangible asset, fair value	1,012	1,553
Acquired finite lived intangible asset, weighted average life	178 months	116 months
Above Market Leases [Member]
Summary of intangible assets subject to amortization in the period of acquisition
Acquired finite lived intangible asset, fair value		2,883
Acquired finite lived intangible asset, weighted average life		56 months
Below Market Leases [Member]
Summary of intangible assets subject to amortization in the period of acquisition
Acquired finite lived intangible asset, fair value	$ (102)
Acquired finite lived intangible asset, weighted average life	118 months

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Investment in Real Estate (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Discontinued Operations and Disposal Groups [Abstract]
Total Revenues	$ 1,888	$ 3,855	$ 4,213	$ 8,821
Property Expenses	(722)	(1,507)	(1,687)	(3,644)
Impairment of Real Estate		(564)	(1,094)	(3,057)
Depreciation and Amortization	(172)	(555)	(446)	(1,640)
Interest Expense				(63)
Gain on Sale of Real Estate	1,415	3,537	7,614	6,279
Provision for Income Taxes Allocable to Discontinued Operations		(1,532)		(2,039)
Income from Discontinued Operations	$ 2,409	$ 3,234	$ 8,600	$ 4,657

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Organization and Formation of Partnership

6 Months Ended

Jun. 30, 2012

Organization and Formation of Partnership [Abstract]

Organization and Formation of Partnership

1. Organization and Formation of Partnership

First Industrial, L.P. (the “Operating Partnership”) was organized as a limited partnership in the state of Delaware on November 23, 1993. The sole general partner is First Industrial Realty Trust, Inc. (the “Company”) which owns common units in the Operating Partnership (“Units”) representing an approximate 94.7% common ownership interest at June 30, 2012. The Company also owns a preferred general partnership interest in the Operating Partnership represented by preferred Units (“Preferred Units”) with an aggregate liquidation priority of $275,000 at June 30, 2012. The Company is a real estate investment trust (“REIT”) as defined in the Internal Revenue Code of 1986 (the “Code”). The Company’s operations are conducted primarily through the Operating Partnership. The limited partners of the Operating Partnership owned, in the aggregate, approximately a 5.3% interest in the Operating Partnership at June 30, 2012. Operations are also conducted through other partnerships and limited liability companies (“L.L.C.s”) of which the Operating Partnership is the sole member, and taxable REIT subsidiaries (together with the Operating Partnership, other partnerships and the L.L.C.s, the “Consolidated Operating Partnership”), the operating data of which is consolidated with that of the Operating Partnership as presented herein. Unless the context otherwise requires, the term “Operating Partnership” refers to First Industrial, L.P. and the terms “we,” “us,” and “our” refer to First Industrial, L.P. and its controlled subsidiaries.

We also own noncontrolling equity interests in, and provide various services to, two joint ventures (the “2003 Net Lease Joint Venture” and the “2007 Europe Joint Venture” and, collectively, the “Joint Ventures”). The 2007 Europe Joint Venture does not own any properties. See Note 5 for more information on the Joint Ventures.

The Operating Partnership also holds at least a 99% limited partnership interest in each of eight limited partnerships (together, the “Other Real Estate Partnerships”).

The general partners of the Other Real Estate Partnerships are separate corporations, each with at least a .01% general partnership interest in the Other Real Estate Partnership for which it acts as a general partner. Each general partner of the Other Real Estate Partnerships is a wholly-owned subsidiary of the Company.

As of June 30, 2012, we owned 667 industrial properties located in 25 states in the United States and one province in Canada, containing an aggregate of approximately 58.3 million square feet of gross leasable area (“GLA”). On a combined basis, as of June 30, 2012, the Other Real Estate Partnerships owned 67 industrial properties containing an aggregate of approximately 7.6 million square feet of GLA.

The Other Real Estate Partnerships and the Joint Ventures are accounted for under the equity method of accounting. Accordingly, the operating data of the Other Real Estate Partnerships and the Joint Ventures are not consolidated with that of the Consolidated Operating Partnership as presented herein.

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Investment in Real Estate (Details 2) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Summary of net non-cash impairment charges
Total Net Impairment		$ (4,771)	$ 1,101	$ (3,942)
Operating Properties - Held for Sale and Sold Assets [Member]
Summary of net non-cash impairment charges
Total Net Impairment		564	1,094	3,057
Impairment - Discontinued Operations [Member]
Summary of net non-cash impairment charges
Total Net Impairment		564	1,094	3,057
Land Parcels - Held for Sale and Sold Assets [Member]
Summary of net non-cash impairment charges
Total Net Impairment		(5,879)		(5,879)
Operating Properties - Held for Use [Member]
Summary of net non-cash impairment charges
Total Net Impairment		544	7	(1,120)
Impairment - Continuing Operations [Member]
Summary of net non-cash impairment charges
Total Net Impairment		$ (5,335)	$ 7	$ (6,999)

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Indebtedness (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Dec. 31, 2011
Information regarding indebtedness
Senior Unsecured Notes, Net	$ 492,341	$ 640,227
Unamortized Discounts	3,327	4,625
Senior Unsecured Notes, Gross	495,668	644,852
Unsecured Credit Facility	306,000	149,000
Mortgage and Other Loans
Mortgage and Other Loans Payable, Net	578,851	584,288
Unamortized Premiums	(274)	(305)
Mortgage and Other Loans Payable, Gross	578,577	583,983
Secured Debt [Member]
Information regarding indebtedness
Interest Rate, Maximum	9.25%
Interest Rate, Minimum	4.45%
Effective Interest Rate, Maximum	9.25%
Effective Interest Rate, Minimum	4.45%
Maturity Date Range, Start	Jan. 01, 2013
Maturity Date Range, End	Oct. 31, 2021
Unsecured Debt [Member]
Information regarding indebtedness
Interest Rate	2.191%
Effective Interest Rate	2.191%
Maturity Date	Dec. 12, 2014
2016 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	159,483	159,455
Interest Rate	5.75%
Effective Interest Rate	5.91%
Maturity Date	Jan. 15, 2016
2017 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	59,603	59,600
Interest Rate	7.50%
Effective Interest Rate	7.52%
Maturity Date	Dec. 01, 2017
2027 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	6,066	6,065
Interest Rate	7.15%
Effective Interest Rate	7.11%
Maturity Date	May 15, 2027
2028 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	68,976	124,894
Interest Rate	7.60%
Effective Interest Rate	8.13%
Maturity Date	Jul. 15, 2028
2012 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	0	61,817
Interest Rate	6.875%
Effective Interest Rate	6.85%
Maturity Date	Apr. 15, 2012
2032 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	12,489	34,683
Interest Rate	7.75%
Effective Interest Rate	7.87%
Maturity Date	Apr. 15, 2032
2014 Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	78,994	86,997
Interest Rate	6.42%
Effective Interest Rate	6.54%
Maturity Date	Jun. 01, 2014
2017 II Notes [Member]
Information regarding indebtedness
Senior Unsecured Notes, Net	$ 106,730	$ 106,716
Interest Rate	5.95%
Effective Interest Rate	6.37%
Maturity Date	May 15, 2017

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Derivatives (Details 2) (Fair Value, Measurements, Recurring [Member], Series F Preferred Stock [Member], USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Fair value liabilities measured on recurring basis
Fair Value of Liabilities	$ (1,433)	$ (1,667)
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair value liabilities measured on recurring basis
Fair Value of Liabilities
Significant Other Observable Inputs (Level 2) [Member]
Fair value liabilities measured on recurring basis
Fair Value of Liabilities
Level 3 Fair Value Measurements [Member]
Fair value liabilities measured on recurring basis
Fair Value of Liabilities	$ (1,433)	$ (1,667)

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Consolidated Balance Sheets (Unaudited) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Investment in Real Estate:
Land	$ 601,609	$ 553,539
Buildings and Improvements	2,118,037	2,080,953
Construction in Progress	34,948	26,482
Less: Accumulated Depreciation	(612,784)	(577,591)
Net Investment in Real Estate	2,141,810	2,083,383
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $20,690 and $34,443	42,930	78,855
Investments in and Advances to Other Real Estate Partnerships	186,375	186,452
Cash and Cash Equivalents	4,301	7,624
Tenant Accounts Receivable, Net	1,146	2,685
Investments in Joint Ventures	1,258	1,674
Deferred Rent Receivable, Net	46,384	43,981
Deferred Financing Costs, Net	11,803	13,989
Deferred Leasing Intangibles, Net	33,028	33,375
Prepaid Expenses and Other Assets, Net	107,927	119,095
Total Assets	2,576,962	2,571,113
Liabilities:
Mortgage and Other Loans Payable, Net	578,851	584,288
Senior Unsecured Notes, Net	492,341	640,227
Unsecured Credit Facility	306,000	149,000
Accounts Payable, Accrued Expenses and Other Liabilities, Net	76,391	77,379
Deferred Leasing Intangibles, Net	14,355	14,442
Rents Received in Advance and Security Deposits	22,744	23,095
Leasing Intangibles Held for Sale, Net of Accumulated Amortization of $0 and $415		690
Total Liabilities	1,490,682	1,489,121
Commitments and Contingencies
Partners' Capital:
General Partner Preferred Units (1,550 units issued and outstanding) with a liquidation preference of $275,000	266,211	266,211
General Partner Units (88,912,253 and 86,807,402 units issued and outstanding)	741,989	737,914
Limited Partners' Units (4,956,376 and 5,237,367 units issued and outstanding)	86,732	90,246
Accumulated Other Comprehensive Loss	(8,652)	(12,379)
Total Partners' Capital	1,086,280	1,081,992
Total Liabilities and Partners' Capital	$ 2,576,962	$ 2,571,113

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Partners' Capital (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Dividend Distributions
Total Distribution	$ 4,798	$ 4,947	$ 9,560	$ 9,874
Series F Preferred Unit [Member]
Dividend Distributions
Distribution per Unit			$ 2,811
Total Distribution			1,405
Series G Preferred Unit [Member]
Dividend Distributions
Distribution per Unit			$ 3,618
Total Distribution			905
Series J Preferred Unit [Member]
Dividend Distributions
Distribution per Unit			$ 9,063
Total Distribution			5,438
Series K Preferred Unit [Member]
Dividend Distributions
Distribution per Unit			$ 9,063
Total Distribution			$ 1,812

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Consolidated Statement of Changes in Partners' Capital (Unaudited) (USD $) In Thousands	Total	General Partner Preferred Units	General Partner Units	Limited Partner Units	Accumulated Other Comprehensive Loss
Beginning balance at Dec. 31, 2011	$ 1,081,992	$ 266,211	$ 737,914	$ 90,246	$ (12,379)
Issuance of General Partner Units, Net of Issuance Costs	17,818		17,818
Stock Based Compensation Activity	1,543		1,543
Conversion of Limited Partner Units to General Partner Units			2,469	(2,469)
Preferred Unit Distributions	(9,560)	(9,560)
Net Income (Loss)	(9,240)	9,560	(17,755)	(1,045)
Other Comprehensive Income	3,727				3,727
Ending balance at Jun. 30, 2012	$ 1,086,280	$ 266,211	$ 741,989	$ 86,732	$ (8,652)

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Investment In Real Estate (Details Textual) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2012 LandParcel IndustrialProperty	Jun. 30, 2011	Jun. 30, 2012 sqft acre IndustrialProperty LandParcel	Jun. 30, 2011 sqft IndustrialProperty	Dec. 31, 2011 IndustrialProperty
Investment in Real Estate (Textual) [Abstract]
Number of industrial properties acquired			1	1
Square footage of real estate property acquired			400,000	700,000
Percentage of consideration paid of net fair value of acquisition			85.00%	85.00%
Purchase price of industrial property	$ 21,819	$ 30,625	$ 21,819	$ 30,625
Carrying value of mortgage loan assumed from acquisition	12,026	24,417	12,026	24,417
Cash payment of acquisition	8,324	5,277	8,324	5,277
Approximate gain due to the difference between carrying value and fair value of acquisition			776	689
Purchase price of land parcel	39,983		39,983
Number of industrial properties sold			6
Square footage of real estate property sold			800,000
Gross proceeds from the sale of industrial properties			22,677
Gain on Sale of Real Estate			7,614	6,279
Gain on Sale of Real Estate Discontinued Operations	1,415	3,537	7,614	6,279
Number of industrial properties held for sale	15		15
Number of land parcels held for sale	1		1
Square footage of real estate property held for sale			3,100,000
Number of industrial properties included in discontinued operations				16	34
Notes receivable outstanding	47,228		47,228		55,502
Net discount of notes receivable outstanding	287		287		319
Fair value of notes receivable	52,024		52,024		58,734
Area of land parcel held for sale			55.9
Impairment reversal of industrial properties and land parcels			$ 93	$ 10,343
3rd Party Pricing [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Number of industrial properties level 3 fair value measurements	5		5
Square footage of industrial properties level 3 fair value measurements	1,800,000		1,800,000
2003 Net Lease Joint Venture [Member]
Investment In Real Estate Other (Textual) [Abstract]
Ownership percentage purchased	85.00%	85.00%	85.00%	85.00%

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Investments in and Advances to Other Real Estate Partnerships (Tables)

6 Months Ended

Jun. 30, 2012

Investments in and Advances to Other Real Estate Partnerships [Abstract]

Condensed Combined Balance Sheets

	June 30, 2012		December 31, 2011
ASSETS
Assets:
Net Investment in Real Estate	$	262,589	$	249,984
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $389 and $4,970		1,093		12,804
Note Receivable		145,362		131,908
Other Assets, Net		38,987		41,605
Total Assets	$	448,031	$	436,301
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities:
Mortgage Loans Payable	$	105,127	$	105,968
Other Liabilities, Net		7,753		8,577
Partners’ Capital		335,151		321,756
Total Liabilities and Partners’ Capital	$	448,031	$	436,301

Condensed Combined Statements of Operations

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Total Revenues	$	10,258		$	10,005		$	20,294		$	20,285
Property Expenses		(2,913	)		(2,915	)		(5,910	)		(6,119	)
Impairment of Real Estate		—			—			172			881
Depreciation and Other Amortization		(3,350	)		(2,972	)		(7,635	)		(6,011	)
Interest Income		2,243			3,111			4,386			6,688
Interest Expense		(1,477	)		(1,212	)		(2,961	)		(2,152	)
Amortization of Deferred Financing Costs		(51	)		(43	)		(103	)		(77	)
Loss from Retirement of Debt		—			—			—			(160	)
Income from Continuing Operations		4,710			5,974			8,243			13,335
Discontinued Operations:
Income (Loss) Attributable to Discontinued Operations		65			25			(199	)		73
(Loss) Gain on Sale of Real Estate		(29	)		—			(29	)		1,062
Income (Loss) from Discontinued Operations		36			25			(228	)		1,135
Net Income	$	4,746		$	5,999		$	8,015		$	14,470

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Investments in and Advances to Other Real Estate Partnerships (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Assets:
Net Investment in Real Estate	$ 2,141,810	$ 2,083,383
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $389 and $4,970	42,930	78,855
Total Assets	2,576,962	2,571,113
Liabilities:
Mortgage Loans Payable	578,851	584,288
Partners' Capital	1,086,280	1,081,992
Total Liabilities and Partners' Capital	2,576,962	2,571,113
Other Real Estate Partnership [Member]
Assets:
Net Investment in Real Estate	262,589	249,984
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $389 and $4,970	1,093	12,804
Note Receivable	145,362	131,908
Other Assets, Net	38,987	41,605
Total Assets	448,031	436,301
Liabilities:
Mortgage Loans Payable	105,127	105,968
Other Liabilities, Net	7,753	8,577
Partners' Capital	335,151	321,756
Total Liabilities and Partners' Capital	$ 448,031	$ 436,301

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Partners' Capital (Tables)

6 Months Ended

Jun. 30, 2012

Partners Capital [Abstract]

Dividend Distributions

	Six Months Ended June 30, 2012
	Distribution per Unit		Total Distribution
Series F Preferred Units	$	2,810.89	$	1,405
Series G Preferred Units	$	3,618.00	$	905
Series J Preferred Units	$	9,062.60	$	5,438
Series K Preferred Units	$	9,062.60	$	1,812

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Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$ (9,240)	$ (4,489)
Adjustments to Reconcile Net Loss to Net Cash Provided by Operating Activities:
Depreciation	45,445	39,201
Amortization of Deferred Financing Costs	1,622	2,085
Other Amortization	14,704	15,891
Impairment of Real Estate, Net	1,101	(3,942)
Provision for Bad Debt	550	563
Equity in Income of Joint Ventures	(128)	(135)
Distributions from Joint Ventures	27	161
Gain on Sale of Real Estate	(7,614)	(6,279)
Gain on Change in Control of Interests	(776)	(689)
Loss from Retirement of Debt	6,222	4,099
Prepayment Penalties and Fees Associated with Retirement of Debt	(440)	(1,194)
Mark-to-Market Loss on Interest Rate Protection Agreements	305	188
Equity in Income of Other Real Estate Partnerships	(3,566)	(7,707)
Distributions from Investment in Other Real Estate Partnerships	3,566	7,707
Decrease in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net	3,223	714
Increase in Deferred Rent Receivable	(1,704)	(3,971)
Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits	1,571	(9,862)
Decrease in Restricted Cash		101
Payments of Premiums and Discounts Associated with Senior Unsecured Notes	(2,847)	(27)
Net Cash Provided by Operating Activities	52,021	32,415
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of and Additions to Investment in Real Estate and Lease Costs	(83,626)	(35,969)
Net Proceeds from Sales of Investments in Real Estate	22,002	24,655
Investments in and Advances to Other Real Estate Partnerships	(7,970)	(58,704)
Distributions from Other Real Estate Partnerships in Excess of Equity in Income	8,047	108,018
Contributions to and Investments in Joint Ventures	(184)	(16)
Distributions from Joint Ventures		108
Repayment of Notes Receivable	8,306	10,049
Decrease in Lender Escrows		88
Net Cash (Used In) Provided by Investing Activities	(53,425)	48,229
CASH FLOWS FROM FINANCING ACTIVITIES:
Debt and Equity Issuance Costs	(287)	(1,701)
Unit Contributions	18,063	202,845
Preferred Unit Distributions	(9,525)	(9,874)
Repurchase and Retirement of Restricted Units	(855)	(1,001)
Payments on Interest Rate Swap Agreement	(572)	(292)
Proceeds from Origination on Mortgage Loans Payable		132,463
Repayments on Mortgage and Other Loans Payable	(17,432)	(60,148)
Repayments on Senior Unsecured Notes	(148,310)	(56,419)
Proceeds from Unsecured Credit Facility	241,000	101,500
Repayments on Unsecured Credit Facility	(84,000)	(378,553)
Net Cash Used in Financing Activities	(1,918)	(71,180)
Net Effect of Exchange Rate Changes on Cash and Cash Equivalents	(1)	36
Net (Decrease) Increase in Cash and Cash Equivalents	(3,322)	9,464
Cash and Cash Equivalents, Beginning of Period	7,624	22,484
Cash and Cash Equivalents, End of Period	$ 4,301	$ 31,984

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Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Consolidated Balance Sheets [Abstract]
Real Estate and Other Assets Held for Sale, Accumulated Depreciation and Amortization	$ 20,690	$ 34,443
Deferred Costs, Leasing, Accumulated Amortization	0	415
General Partner Preferred Units, Issued	1,550	1,550
General Partner Preferred Units, Outstanding	1,550	1,550
General Partner Preferred Units Liquidation Preference	$ 275,000	$ 275,000
General Partner Units, Issued	88,912,253	86,807,402
General Partner Units, Outstanding	88,912,253	86,807,402
Limited Partners' Units, Issued	4,956,376	5,237,367
Limited Partners' Units, Outstanding	4,956,376	5,237,367

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Derivatives

6 Months Ended

Jun. 30, 2012

Derivatives [Abstract]

Derivatives

10. Derivatives

Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our cash flow volatility and exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

Our Series F Preferred Units are subject to a coupon rate reset. The coupon rate resets every quarter at 2.375% plus the greater of i) the 30 year Treasury CMT Rate, ii) the 10 year Treasury CMT Rate or iii) 3 month LIBOR. For the second quarter of 2012, the new coupon rate was 5.705% (see Note 7). In October 2008, we entered into an interest rate swap agreement with a notional value of $50,000 to mitigate our exposure to floating interest rates related to the forecasted reset rate of the coupon rate of our Series F Preferred Units (the “Series F Agreement”). This Series F Agreement fixes the 30 year Treasury CMT rate at 5.2175%. Accounting guidance for derivatives does not permit hedge accounting treatment related to equity instruments and therefore the mark to market gains or losses related to this agreement are recorded in the statement of operations. For the three and six months ended June 30, 2012, losses of $429 and $305, respectively, are recognized as Mark-to-Market Loss on Interest Rate Protection Agreements. For the three and six months ended June 30, 2011, losses of $232 and $188, respectively, are recognized as Mark-to-Market Loss on Interest Rate Protection Agreements. Quarterly payments are treated as a component of the mark to market gains or losses and for the three and six months ended June 30, 2012, totaled $247 and $539, respectively, and for the three and six months ended June 30, 2011, totaled $89 and $188, respectively.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Other Comprehensive Income (“OCI”) and is subsequently reclassified to earnings through interest expense over the life of the derivative or over the life of the debt. In the next 12 months, we will amortize approximately $2,369 into net income by increasing interest expense for interest rate protection agreements we settled in previous periods.

The following is a summary of the terms of our derivatives and their fair values, which are included in Accounts Payable, Accrued Expenses and Other Liabilities, Net on the accompanying consolidated balance sheets:

Hedge Product	Notional Amount		Strike			Trade Date		Maturity Date		Fair Value As of June 30, 2012			Fair Value As of December 31, 2011
Derivatives not designated as hedging instruments:
Series F Agreement*	$	50,000		5.2175	%		October 2008		October 1, 2013	$	(1,433	)	$	(1,667	)

* Fair value excludes quarterly settlement payment due on Series F Agreement. As of June 30, 2012 and December 31, 2011, the outstanding payable was $247 and $280, respectively.

The following is a summary of the impact of the derivatives in cash flow hedging relationships on the statement of operations and the statement of OCI for the three and six months ended June 30, 2012 and 2011:

		Three Months Ended						Six Months Ended
Interest Rate Products	Location on Statement	June 30, 2012			June 30, 2011			June 30, 2012			June 30, 2011
Amortization Reclassified from OCI into Income	Interest Expense	$	(571	)	$	(546	)	$	(1,111	)	$	(1,102	)

Our agreements with our derivative counterparties contain provisions where if we default on any of our indebtedness, then we could also be declared in default on our derivative obligations subject to certain thresholds.

The guidance for fair value measurement of financial instruments includes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The following table sets forth our financial liabilities that are accounted for at fair value on a recurring basis as of June 30, 2012 and December 31, 2011:

	Fair Value			Fair Value Measurements at Reporting Date Using:
Description				Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Liabilities:
Series F Agreement at June 30, 2012	$	(1,433	)		—		—	$	(1,433	)
Series F Agreement at December 31, 2011	$	(1,667	)		—		—	$	(1,667	)

The following table presents the quantitative information about the Level 3 fair value measurements at June 30, 2012.

Quantitative Information about Level 3 Fair Value Measurements:
Description	Fair Value at June 30, 2012			Valuation Technique		Unobservable Inputs	Range
Series F Agreement	$	(1,433	)		Discounted Cash Flow	Long Dated Treasuries (A)	2.72% – 2.88%
						Own Credit Risk (B)	1.55% – 2.78%

(A) Represents the forward 30 year Treasury CMT Rate.

(B) Represents credit default swap spread curve used in the valuation analysis.

The valuation of the Series F Agreement is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of the instrument. This analysis reflects the contractual terms of the agreements including the period to maturity. In adjusting the fair value of the interest rate protection agreements for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements. To comply with the provisions of fair value measurement, we incorporated a credit valuation adjustment (“CVA”) to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. However, assessing significance of inputs is a matter of judgment that should consider a variety of factors. One factor we consider is the CVA and its materiality to the overall valuation of the derivatives on the balance sheet and to their related changes in fair value. We consider the Series F Agreement to be classified as Level 3 in the fair value hierarchy due to a significant number of unobservable inputs. The Series F Agreement swaps a fixed rate of 5.2175% for floating rate payments based on 30 year Treasury CMT rate. No market observable prices exist for long dated Treasuries. Therefore, we have classified the Series F Agreement in its entirety as Level 3.

The following table presents a reconciliation of our liabilities classified as Level 3 at June 30, 2012:

	Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Derivatives
Ending liability balance at December 31, 2011	$	(1,667	)
Mark-to-Market of the Series F Agreement		234
Ending liability balance at June 30, 2012	$	(1,433	)

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2012
Document and Entity Information [Abstract]
Entity Registrant Name	FIRST INDUSTRIAL LP
Entity Central Index Key	0001033128
Document Type	10-Q
Document Period End Date	Jun. 30, 2012
Amendment Flag	false
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding	0

XML

Commitments and Contingencies

6 Months Ended

Jun. 30, 2012

Commitments and Contingencies [Abstract]

Commitments and Contingencies

11. Commitments and Contingencies

In the normal course of business, we are involved in legal actions arising from the ownership of our industrial properties. In our opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a materially adverse effect on our consolidated financial position, operations or liquidity.

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Consolidated Statements of Operations (Unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Revenues:
Rental Income	$ 56,405	$ 53,813	$ 111,511	$ 107,141
Tenant Recoveries and Other Income	17,157	16,587	34,508	34,227
Total Revenues	73,562	70,400	146,019	141,368
Expenses:
Property Expenses	24,203	23,960	48,800	50,035
General and Administrative	5,916	4,747	11,475	10,005
Restructuring Costs		393		1,553
Impairment of Real Estate		(5,335)	7	(6,999)
Depreciation and Other Amortization	26,898	25,310	55,374	49,558
Total Expenses	57,017	49,075	115,656	104,152
Other Income (Expense):
Interest Income	697	908	1,643	1,898
Interest Expense	(19,695)	(24,534)	(40,904)	(50,333)
Amortization of Deferred Financing Costs	(799)	(1,034)	(1,622)	(2,085)
Mark-to-Market (Loss) on Interest Rate Protection Agreements	(429)	(232)	(305)	(188)
Loss from Retirement of Debt	(6,223)	(3,233)	(6,222)	(4,099)
Total Other Income (Expense)	(26,449)	(28,125)	(47,410)	(54,807)
Loss from Continuing Operations Before Equity in Income of Other Real Estate Partnerships, Equity in Income of Joint Ventures, Gain on Change in Control of Interests and Income Tax Provision	(9,904)	(6,800)	(17,047)	(17,591)
Equity in Income of Other Real Estate Partnerships	2,468	2,852	3,566	7,707
Equity in Income of Joint Ventures	37	99	128	135
Gain on Change in Control of Interests		689	776	689
Income Tax Provision	(5,354)	(162)	(5,263)	(86)
Loss from Continuing Operations	(12,753)	(3,322)	(17,840)	(9,146)
Discontinued Operations:
Income Attributable to Discontinued Operations	994	1,229	986	417
Gain on Sale of Real Estate	1,415	3,537	7,614	6,279
Provision for Income Taxes Allocable to Discontinued Operations		(1,532)		(2,039)
Income from Discontinued Operations	2,409	3,234	8,600	4,657
Net Loss	(10,344)	(88)	(9,240)	(4,489)
Preferred Unit Distributions	(4,798)	(4,947)	(9,560)	(9,874)
Net Loss Available to Unitholders and Participating Securities	(15,142)	(5,035)	(18,800)	(14,363)
Basic and Diluted Earnings Per Unit:
Loss from Continuing Operations Available to Unitholders	$ (0.19)	$ (0.10)	$ (0.30)	$ (0.24)
Income from Discontinued Operations Available to Unitholders	$ 0.03	$ 0.04	$ 0.09	$ (0.06)
Net Loss Available to Unitholders and Participating Securities	$ (0.16)	$ (0.06)	$ (0.20)	$ (0.18)
Weighted Average Units Outstanding	93,106	85,029	92,458	80,540
Net Loss Available to Unitholders Attributable to:
General Partners	(14,304)	(4,745)	(17,755)	(13,420)
Limited Partners	(838)	(290)	(1,045)	(943)
Net Loss Available to Unitholders and Participating Securities	$ (15,142)	$ (5,035)	$ (18,800)	$ (14,363)

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Investments in Joint Ventures

6 Months Ended

Jun. 30, 2012

Investments in Joint Ventures [Abstract]

Investments in Joint Ventures

5. Investments in Joint Ventures

We acquired the 85% equity interest in one property on February 13, 2012 and the 85% equity interest in another property on May 26, 2011, in each case from the institutional investor in the 2003 Net Lease Joint Venture (See Note 3).

At June 30, 2012, the 2003 Net Lease Joint Venture owned six industrial properties comprising approximately 3.1 million square feet of GLA. The 2003 Net Lease Joint Venture is considered a variable interest entity in accordance with the FASB guidance on the consolidation of variable interest entities. However, we continue to conclude that we are not the primary beneficiary of this venture. As of June 30, 2012, our investment in the 2003 Net Lease Joint Venture is $1,258. Our maximum exposure to loss is equal to our investment plus any future contributions we make to the venture. We continue to hold our 10% equity interest in the 2007 Europe Joint Venture. As of June 30, 2012, the 2007 Europe Joint Venture did not own any properties.

At June 30, 2012 and December 31, 2011, we have receivables from the Joint Ventures (and/or our former Joint Venture partners) in the aggregate amount of $22 and $137, respectively. These receivable amounts are included in Prepaid Expenses and Other Assets, Net. During the three and six months ended June 30, 2012, we recognized fees of $68 and $144, respectively, from our Joint Ventures (and/or our former Joint Venture partners). During the three and six months ended June 30, 2011, we recognized fees of $277 and $587, respectively, from our Joint Ventures (and/or our former Joint Venture partners).

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Investments in and Advances to Other Real Estate Partnerships

6 Months Ended

Jun. 30, 2012

Investments in and Advances to Other Real Estate Partnerships [Abstract]

Investments in and Advances to Other Real Estate Partnerships

4. Investments in and Advances to Other Real Estate Partnerships

The investments in and advances to Other Real Estate Partnerships reflects the Operating Partnership’s limited partnership equity interests in the entities referred to in Note 1 to these consolidated financial statements.

Summarized condensed financial information as derived from the financial statements of the Other Real Estate Partnerships is presented below:

Condensed Combined Balance Sheets

	June 30, 2012		December 31, 2011
ASSETS
Assets:
Net Investment in Real Estate	$	262,589	$	249,984
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $389 and $4,970		1,093		12,804
Note Receivable		145,362		131,908
Other Assets, Net		38,987		41,605
Total Assets	$	448,031	$	436,301
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities:
Mortgage Loans Payable	$	105,127	$	105,968
Other Liabilities, Net		7,753		8,577
Partners’ Capital		335,151		321,756
Total Liabilities and Partners’ Capital	$	448,031	$	436,301

Condensed Combined Statements of Operations

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Total Revenues	$	10,258		$	10,005		$	20,294		$	20,285
Property Expenses		(2,913	)		(2,915	)		(5,910	)		(6,119	)
Impairment of Real Estate		—			—			172			881
Depreciation and Other Amortization		(3,350	)		(2,972	)		(7,635	)		(6,011	)
Interest Income		2,243			3,111			4,386			6,688
Interest Expense		(1,477	)		(1,212	)		(2,961	)		(2,152	)
Amortization of Deferred Financing Costs		(51	)		(43	)		(103	)		(77	)
Loss from Retirement of Debt		—			—			—			(160	)
Income from Continuing Operations		4,710			5,974			8,243			13,335
Discontinued Operations:
Income (Loss) Attributable to Discontinued Operations		65			25			(199	)		73
(Loss) Gain on Sale of Real Estate		(29	)		—			(29	)		1,062
Income (Loss) from Discontinued Operations		36			25			(228	)		1,135
Net Income	$	4,746		$	5,999		$	8,015		$	14,470

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Indebtedness (Tables)

6 Months Ended

Jun. 30, 2012

Indebtedness [Abstract]

Information regarding indebtedness

	Outstanding Balance at						Interest Rate at June 30, 2012		Effective Interest Rate at Issuance		Maturity Date
	June 30, 2012			December 31, 2011
Mortgage and Other Loans Payable, Net	$	578,851		$	584,288			4.45% – 9.25%		4.45% – 9.25%		January 2013- October 2021
Unamortized Premiums		(274	)		(305	)
Mortgage and Other Loans Payable, Gross	$	578,577		$	583,983

	Outstanding Balance at				Interest Rate at June 30, 2012			Effective Interest Rate at Issuance			Maturity Date
	June 30, 2012		December 31, 2011
Senior Unsecured Notes, Net
2016 Notes	$	159,483	$	159,455		5.750	%		5.91	%		01/15/16
2017 Notes		59,603		59,600		7.500	%		7.52	%		12/01/17
2027 Notes		6,066		6,065		7.150	%		7.11	%		05/15/27
2028 Notes		68,976		124,894		7.600	%		8.13	%		07/15/28
2012 Notes		—		61,817		6.875	%		6.85	%		04/15/12
2032 Notes		12,489		34,683		7.750	%		7.87	%		04/15/32
2014 Notes		78,994		86,997		6.420	%		6.54	%		06/01/14
2017 II Notes		106,730		106,716		5.950	%		6.37	%		05/15/17
Subtotal	$	492,341	$	640,227
Unamortized Discounts		3,327		4,625
Senior Unsecured Notes, Gross	$	495,668	$	644,852
Unsecured Credit Facility	$	306,000	$	149,000		2.191	%		2.191	%		12/12/14

Senior Unsecured Notes Repurchases

	Principal Amount Repurchased		Purchase Price
Senior Unsecured Notes Repurchases
2014 Notes	$	9,000	$	9,439
2028 Notes		55,955		57,041
2032 Notes		22,400		22,848
	$	87,355	$	89,328

Schedule of Maturities of Long-term Debt

	Amount
Remainder of 2012	$	5,577
2013		11,362
2014		451,160
2015		51,510
2016		287,172
Thereafter		573,464
Total	$	1,380,245

Summary of Indebtedness At Estimated Fair Value

	June 30, 2012				December 31, 2011
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Mortgage and Other Loans Payable, Net	$	578,851	$	631,036	$	584,288	$	630,400
Senior Unsecured Notes, Net		492,341		512,406		640,227		630,622
Unsecured Credit Facility		306,000		306,000		149,000		149,000
Total	$	1,377,192	$	1,449,442	$	1,373,515	$	1,410,022

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Subsequent Events

6 Months Ended

Jun. 30, 2012

Subsequent Events [Abstract]

Subsequent Events

12. Subsequent Events

From July 1, 2012 to August 3, 2012, we sold two industrial properties for approximately $4,680. There were no industrial properties acquired during this period.

On July 3, 2012, the Operating Partnership entered into a loan commitment with a life insurance company lender for mortgage loans, aggregating to $97,561. The closings of the mortgage loans are subject to lender due diligence and documentation and there can be no assurance that the mortgage loans will close or, if closed, will generate the anticipated proceeds. The mortgage loans are expected to be cross-collateralized by 30 industrial properties, have a term of 10 years and bear interest at 4.03%.

On July 3, 2012, the Other Real Estate Partnerships entered into a loan commitment with a major life insurance company lender for a mortgage loan of $3,038. The closing of the mortgage loan is subject to lender due diligence and documentation and there can be no assurance that the mortgage loan will close or, if closed, will generate the anticipated proceeds. The mortgage loan is expected to be collateralized by one industrial property, have a term of 10 years and bear interest at 4.03%.

In 2009, we originated a mortgage loan receivable with a purchaser of one of our industrial properties. Subsequent to June 30, 2012, we were notified that the sole tenant in the industrial property that serves as collateral for the mortgage loan receivable filed for Chapter 7 bankruptcy. As of the date of this filing, the mortgagor is current on its loan payments. As of June 30, 2012, the mortgage loan receivable had an outstanding principal balance of $7,725, offset by an unamortized discount of $287, resulting in a carrying value of $7,438.

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Supplemental Information to Statements of Cash Flows

6 Months Ended

Jun. 30, 2012

Supplemental Information to Statements of Cash Flows [Abstract]

Supplemental Information to Statements of Cash Flows

8. Supplemental Information to Statements of Cash Flows

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Supplemental schedule of non-cash investing and financing activities:
Distribution payable on preferred units	$	4,798		$	452
Exchange of limited partnership units for general partnership units:
Limited partnership units	$	(2,469	)	$	(833	)
General partnership units		2,469			833
	$	—		$	—
Write-off of fully depreciated assets	$	(23,135	)	$	(21,150	)
Mortgage loan payable assumed in conjunction with a property acquisition	$	(12,026	)	$	(24,417	)
Notes receivable issued in conjunction with certain property sales	$	—		$	1,029

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Indebtedness

6 Months Ended

Jun. 30, 2012

Indebtedness [Abstract]

Indebtedness

6. Indebtedness

The following table discloses certain information regarding our indebtedness:

	Outstanding Balance at						Interest Rate at June 30, 2012		Effective Interest Rate at Issuance		Maturity Date
	June 30, 2012			December 31, 2011
Mortgage and Other Loans Payable, Net	$	578,851		$	584,288			4.45% – 9.25%		4.45% – 9.25%		January 2013- October 2021
Unamortized Premiums		(274	)		(305	)
Mortgage and Other Loans Payable, Gross	$	578,577		$	583,983

	Outstanding Balance at				Interest Rate at June 30, 2012			Effective Interest Rate at Issuance			Maturity Date
	June 30, 2012		December 31, 2011
Senior Unsecured Notes, Net
2016 Notes	$	159,483	$	159,455		5.750	%		5.91	%		01/15/16
2017 Notes		59,603		59,600		7.500	%		7.52	%		12/01/17
2027 Notes		6,066		6,065		7.150	%		7.11	%		05/15/27
2028 Notes		68,976		124,894		7.600	%		8.13	%		07/15/28
2012 Notes		—		61,817		6.875	%		6.85	%		04/15/12
2032 Notes		12,489		34,683		7.750	%		7.87	%		04/15/32
2014 Notes		78,994		86,997		6.420	%		6.54	%		06/01/14
2017 II Notes		106,730		106,716		5.950	%		6.37	%		05/15/17
Subtotal	$	492,341	$	640,227
Unamortized Discounts		3,327		4,625
Senior Unsecured Notes, Gross	$	495,668	$	644,852
Unsecured Credit Facility	$	306,000	$	149,000		2.191	%		2.191	%		12/12/14

As of June 30, 2012, mortgage and other loans payable are collateralized by, and in some instances cross-collateralized by, industrial properties with a net carrying value of $765,195 and one letter of credit in the amount of $537. We believe the Operating Partnership and the Company were in compliance with all covenants relating to mortgage and other loans payable as of June 30, 2012.

On April 16, 2012, we paid off and retired our 2012 Notes, at maturity, in the amount of $61,829.

On January 20, 2012, we repurchased and retired a portion of our 2028 Notes prior to maturity as reflected in the table below. In connection with this repurchase prior to maturity, we recognized $1 as gain on retirement of debt for the six months ended June 30, 2012, which is the difference between the repurchase price of $406 and the principal amount retired of $430, net of the pro rata write off of the unamortized debt issue discount, the unamortized loan fees and the unamortized settlement amount of the interest rate protection agreements related to the repurchases of $0, $3 and $20, respectively.

On March 29, 2012, we announced a cash tender offer to purchase up to an aggregate of $100,000 of our 2014 Notes, 2027 Notes, 2028 Notes and 2032 Notes. The tender offer expired on April 25, 2012. During the tender offer, we repurchased and retired certain of our senior unsecured debt prior to its maturity as reflected in the table below. In connection with these repurchases prior to maturity, we recognized $6,223 as loss from retirement of debt for the six months ended June 30, 2012, which is the difference between the repurchase price of $88,922 and the principal amount retired of $86,925, net of the pro rata write off of the unamortized debt issue discount, the unamortized loan fees, the unamortized settlement amount of the interest rate protection agreements and the professional services fees related to the repurchases of $578, $609, $2,599 and $440, respectively.

During the six months ended June 30, 2012, we repurchased and retired the following senior unsecured notes prior to maturity:

	Principal Amount Repurchased		Purchase Price
Senior Unsecured Notes Repurchases
2014 Notes	$	9,000	$	9,439
2028 Notes		55,955		57,041
2032 Notes		22,400		22,848
	$	87,355	$	89,328

The following is a schedule of the stated maturities and scheduled principal payments as of June 30, 2012 of our indebtedness, exclusive of premiums and discounts, for the next five years ending December 31, and thereafter:

	Amount
Remainder of 2012	$	5,577
2013		11,362
2014		451,160
2015		51,510
2016		287,172
Thereafter		573,464
Total	$	1,380,245

Our unsecured credit facility (as amended, the “Unsecured Credit Facility”) and the indentures governing our senior unsecured notes contain certain financial covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility, an event of default can occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred which could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreement. We believe that we were in compliance with all covenants as of June 30, 2012. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our noteholders or lenders in a manner that could impose and cause us to incur material costs.

Fair Value

At June 30, 2012 and December 31, 2011, the fair values of our indebtedness were as follows:

	June 30, 2012				December 31, 2011
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Mortgage and Other Loans Payable, Net	$	578,851	$	631,036	$	584,288	$	630,400
Senior Unsecured Notes, Net		492,341		512,406		640,227		630,622
Unsecured Credit Facility		306,000		306,000		149,000		149,000
Total	$	1,377,192	$	1,449,442	$	1,373,515	$	1,410,022

The fair values of our mortgage and other loans payable were determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar leverage levels and similar remaining maturities. The current market rates we utilized were internally estimated; therefore, we have concluded that our determination of fair value for our mortgage and other loans payable was primarily based upon Level 3 inputs. The fair value of the senior unsecured notes was determined by quoted market prices (Level 1) or, for certain senior unsecured notes that are thinly traded, were based upon transactions for senior unsecured notes with comparable maturities (Level 2). The fair value of the Unsecured Credit Facility was determined by discounting the future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining term, assuming no repayment until maturity. The current market rate utilized for our Unsecured Credit Facility was internally estimated; therefore, we have concluded that our determination of fair value was primarily based upon Level 3 inputs.

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Partners' Capital

6 Months Ended

Jun. 30, 2012

Partners Capital [Abstract]

Partners' Capital

7. Partners’ Capital

Unit Contributions

On March 1, 2012, the Company and the Operating Partnership entered into distribution agreements with sales agents to sell up to 12,500,000 shares of the Company’s common stock, for up to $125,000 aggregate gross sale proceeds, from time to time in “at-the-market” offerings (the “ATM”). During the six months ended June 30, 2012, the Company issued 1,532,598 shares of the Company’s common stock under the ATM at a weighted average sale price of $12.03 resulting in net proceeds to the Company of approximately $18,063, net of $369 paid to the sales agent. These proceeds were contributed to us in exchange for an equivalent number of Units and are reflected in our financial statements as a general partner contribution. Under the terms of the ATM, sales are to be made primarily in transactions that are deemed to be “at-the-market” offerings, including sales made directly on the New York Stock Exchange or sales made through a market maker other than on an exchange or by privately negotiated transactions.

During the six months ended June 30, 2012 and 2011, the Company awarded 365,137 and 292,339 shares, respectively, of restricted common stock to certain employees. We issued Units to the Company in the same amounts. The restricted common stock had a fair value of approximately $4,327 and $3,248, respectively, on the date of approval by the Compensation Committee of the Board of Directors. The restricted common stock vests over a three year period. Compensation expense will be charged to earnings over the vesting period for the shares expected to vest.

We recognized $1,299 and $1,081 for the three months ended June 30, 2012 and 2011, respectively, and $2,398 and $1,726 for the six months ended June 30, 2012 and 2011, respectively, in compensation expense related to restricted stock/unit awards. At June 30, 2012, we have $6,890 in unrecognized compensation related to unvested restricted stock/unit awards. The weighted average period that the unrecognized compensation is expected to be recognized is 0.97 years.

Distributions

The coupon rate of our Series F Preferred Units resets every quarter at 2.375% plus the greater of (i) the 30 year Treasury constant maturity treasury (“CMT”) Rate, (ii) the 10 year Treasury CMT Rate or (iii) 3 month LIBOR. For the second quarter of 2012, the new coupon rate was 5.705%. See Note 10 for additional derivative information related to the Series F Preferred Units coupon rate reset.

The following table summarizes distributions accrued during the six months ended June 30, 2012:

	Six Months Ended June 30, 2012
	Distribution per Unit		Total Distribution
Series F Preferred Units	$	2,810.89	$	1,405
Series G Preferred Units	$	3,618.00	$	905
Series J Preferred Units	$	9,062.60	$	5,438
Series K Preferred Units	$	9,062.60	$	1,812

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Earnings Per Unit (EPU)

6 Months Ended

Jun. 30, 2012

Earnings Per Unit (EPU) [Abstract]

Earnings Per Unit ("EPU")

9. Earnings Per Unit (“EPU”)

The computation of basic and diluted EPU is presented below:

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Numerator:
Loss from Continuing Operations	$	(12,753	)	$	(3,322	)	$	(17,840	)	$	(9,146	)
Preferred Unit Distributions		(4,798	)		(4,947	)		(9,560	)		(9,874	)
Loss from Continuing Operations Available to Unitholders	$	(17,551	)	$	(8,269	)	$	(27,400	)	$	(19,020	)
Income from Discontinued Operations Available to Unitholders	$	2,409		$	3,234		$	8,600		$	4,657
Net Loss Available to Unitholders	$	(15,142	)	$	(5,035	)	$	(18,800	)	$	(14,363	)
Denominator:
Weighted Average Units — Basic and Diluted		93,106,227			85,028,883			92,458,387			80,540,253
Basic and Diluted EPU:
Loss from Continuing Operations Available to Unitholders	$	(0.19	)	$	(0.10	)	$	(0.30	)	$	(0.24	)
Income from Discontinued Operations Available to Unitholders	$	0.03		$	0.04		$	0.09		$	0.06
Net Loss Available to Unitholders	$	(0.16	)	$	(0.06	)	$	(0.20	)	$	(0.18	)

Participating securities include Units that correspond to the Company’s 750,051 and 694,708 unvested restricted stock awards outstanding at June 30, 2012 and 2011, respectively, which participate in non-forfeitable distributions of the Operating Partnership. Participating security holders are not obligated to share in losses, therefore, none of the net loss was allocated to participating securities for the three and six months ended June 30, 2012 and 2011.

The number of weighted average units—diluted is the same as the number of weighted average units — basic for the three and six months ended June 30, 2012 and 2011, as the effect of Units corresponding to the Company’s stock options and restricted stock unit awards (that do not participate in non-forfeitable dividends of the Operating Partnership) was excluded as its inclusion would have been antidilutive to the loss from continuing operations available to Unitholders. Units corresponding to the following awards of the Company were anti-dilutive and could be dilutive in future periods:

	Number of Awards Outstanding At June 30, 2012		Number of Awards Outstanding At June 30, 2011
Non-Participating Securities:
Restricted Stock Unit Awards		713,550		923,700
Options		—		31,901

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Investment in Real Estate (Details 4) (Level 3 Fair Value Measurements [Member], 3rd Party Pricing [Member], USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012
Level 3 Fair Value Measurements [Member] | 3rd Party Pricing [Member]
Quantitative information about Level 3 fair value measurements
Fair Value Measurements	$ 24,069
Fair value inputs third party purchase contract or letters of intent

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Derivatives (Details) (Derivatives not designated as hedging instruments [Member], USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Dec. 31, 2011
Derivatives not designated as hedging instruments [Member]
Summary of derivatives and their fair values
Notional Amount	$ 50,000
Strike	5.2175%
Trade Date	Oct. 01, 2008
Maturity Date	Oct. 01, 2013
Fair Value of Derivative Liabilities	$ (1,433)	$ (1,667)

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Investment in Real Estate (Tables)

6 Months Ended

Jun. 30, 2012

Investment in Real Estate [Abstract]

Summary of intangible assets subject to amortization in the period of acquisition

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
In-Place Leases	$	1,750		$	2,511
Tenant Relationships	$	1,012		$	1,553
Above Market Leases	$	—		$	2,883
Below Market Leases	$	(102	)	$	—

	Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
In-Place Leases		118		56
Tenant Relationships		178		116
Above Market Leases		N/A		56
Below Market Leases		118		N/A

Summary regarding the industrial properties included in discontinued operations

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Total Revenues	$	1,888		$	3,855		$	4,213		$	8,821
Property Expenses		(722	)		(1,507	)		(1,687	)		(3,644	)
Impairment of Real Estate		—			(564	)		(1,094	)		(3,057	)
Depreciation and Amortization		(172	)		(555	)		(446	)		(1,640	)

	Three Months Ended June 30, 2012		Three Months Ended June 30, 2011			Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
Interest Expense		—		—			—		(63	)
Gain on Sale of Real Estate		1,415		3,537			7,614		6,279
Provision for Income Taxes		—		(1,532	)		—		(2,039	)
Income from Discontinued Operations	$	2,409	$	3,234		$	8,600	$	4,657

Net non-cash impairment charges

	Three Months Ended June 30, 2012		Three Months Ended June 30, 2011			Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
Operating Properties — Held for Sale and Sold Assets	$	—	$	564		$	1,094	$	3,057
Impairment — Discontinued Operations	$	—	$	564		$	1,094	$	3,057
Land Parcels — Held for Sale and Sold Assets	$	—	$	(5,879	)	$	—	$	(5,879	)
Operating Properties — Held for Use		—		544			7		(1,120	)
Impairment — Continuing Operations	$	—	$	(5,335	)	$	7	$	(6,999	)
Total Net Impairment	$	—	$	(4,771	)	$	1,101	$	(3,942	)

Fair Value Measurements on a Non-Recurring Basis

			Fair Value Measurements on a Non- Recurring Basis  Using:
Description	Six Months Ended June 30, 2012		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Impairment
Long-lived Assets Held for Sale*	$	24,069		—		—	$	24,069	$	(1,194	)

			Fair Value Measurements on a Non- Recurring Basis  Using:
Description	Six Months Ended June 30, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Impairment
Long-lived Assets Held for Sale**	$	31,405		—		—	$	31,405	$	(3,903	)
Long-lived Assets Held and Used**	$	80,983		—		—	$	80,983		(2,498	)
									$	(6,401	)

* Excludes industrial properties for which an impairment reversal of $93 was recorded during the six months ended June 30, 2012, since the related assets are recorded at carrying value, which is lower than estimated fair value at June 30, 2012.

** Excludes industrial properties and land parcels for which an impairment reversal of $10,343 was recorded during the six months ended June 30, 2011, since the related assets are recorded at carrying value, which is lower than estimated fair value at June 30, 2011.

Quantitative information about fair value measurements

Quantitative Information about Level 3 Fair Value Measurements:
Description	Fair Value at June 30, 2012		Valuation Technique		Unobservable Inputs			Range
Five Industrial Properties comprising approximately 1.8 million square feet of GLA	$	24,069		3rd Party Pricing		(A	)		N/A

(A) The fair value for the properties is based upon the value of a third party purchase contract, which is subject to our corroboration for reasonableness.

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Earnings Per Unit (Tables)

6 Months Ended

Jun. 30, 2012

Earnings Per Unit (EPU) [Abstract]

Computation of basic and diluted EPU

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Numerator:
Loss from Continuing Operations	$	(12,753	)	$	(3,322	)	$	(17,840	)	$	(9,146	)
Preferred Unit Distributions		(4,798	)		(4,947	)		(9,560	)		(9,874	)
Loss from Continuing Operations Available to Unitholders	$	(17,551	)	$	(8,269	)	$	(27,400	)	$	(19,020	)
Income from Discontinued Operations Available to Unitholders	$	2,409		$	3,234		$	8,600		$	4,657
Net Loss Available to Unitholders	$	(15,142	)	$	(5,035	)	$	(18,800	)	$	(14,363	)
Denominator:
Weighted Average Units — Basic and Diluted		93,106,227			85,028,883			92,458,387			80,540,253
Basic and Diluted EPU:
Loss from Continuing Operations Available to Unitholders	$	(0.19	)	$	(0.10	)	$	(0.30	)	$	(0.24	)
Income from Discontinued Operations Available to Unitholders	$	0.03		$	0.04		$	0.09		$	0.06
Net Loss Available to Unitholders	$	(0.16	)	$	(0.06	)	$	(0.20	)	$	(0.18	)

Non-Participating Securities

	Number of Awards Outstanding At June 30, 2012		Number of Awards Outstanding At June 30, 2011
Non-Participating Securities:
Restricted Stock Unit Awards		713,550		923,700
Options		—		31,901

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Earnings Per Unit (EPU)(Details 1) (Non Participating Securities [Member])	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Restricted Stock Unit Awards [Member]
Non-Participating Securities
Number of Awards Outstanding to Non-Participating Securities	713,550	923,700
Options [Member]
Non-Participating Securities
Number of Awards Outstanding to Non-Participating Securities		31,901

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Indebtedness (Details 1) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012
Senior Unsecured Notes Repurchases
Principal Amount Repurchased	$ 87,355
Purchase Price	89,328
2014 Notes [Member]
Senior Unsecured Notes Repurchases
Principal Amount Repurchased	9,000
Purchase Price	9,439
2028 Notes [Member]
Senior Unsecured Notes Repurchases
Principal Amount Repurchased	55,955
Purchase Price	57,041
2032 Notes [Member]
Senior Unsecured Notes Repurchases
Principal Amount Repurchased	22,400
Purchase Price	$ 22,848

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Consolidated Statements of Comprehensive Income (Unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Consolidated Statements of Comprehensive Income [Abstract]
Net Loss	$ (10,344)	$ (88)	$ (9,240)	$ (4,489)
Amortization of Interest Rate Protection Agreements	571	546	1,111	1,102
Write-off of Unamortized Settlement Amounts of Interest Rate Protection Agreements	2,599	2,348	2,619	2,348
Foreign Currency Translation Adjustment, Net of Income Tax Provision	(31)	(557)	(3)	(432)
Comprehensive (Loss) Income	$ (7,205)	$ 2,249	$ (5,513)	$ (1,471)

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Investment in Real Estate

6 Months Ended

Jun. 30, 2012

Investment in Real Estate [Abstract]

Investment in Real Estate

3. Investment in Real Estate

Acquisitions

During the six months ended June 30, 2012, we acquired one industrial property comprising approximately 0.4 million square feet of GLA through the purchase of the 85% equity interest in one property from the institutional investor in the 2003 Net Lease Joint Venture (see Note 5) and several land parcels.

The gross agreed-upon fair value for the industrial property was $21,819, excluding costs incurred in conjunction with the acquisition of the industrial property. The acquisition was funded through the assumption of a mortgage loan, which was subsequently paid off on the date of acquisition and whose carrying value approximated fair market value, in the amount of $12,026 and a cash payment of $8,324 (85% of the net fair value of the acquisition). We accounted for this transaction as a step acquisition utilizing the purchase method of accounting. Due to the change in control that occurred, we recorded a gain of approximately $776 related to the difference between our carrying value and fair value of our equity interest on the acquisition date.

The purchase price of the land parcels was approximately $39,983, excluding costs incurred in conjunction with the acquisition of the land parcels.

During the six months ended June 30, 2011, we acquired one industrial property comprising approximately 0.7 million square feet of GLA in connection with the purchase of the 85% equity interest in one property from the institutional investor in the 2003 Net Lease Joint Venture.

The gross agreed-upon fair value for the industrial property was $30,625, excluding costs incurred in conjunction with the acquisition of the industrial property. The acquisition was funded through the assumption of a mortgage loan, whose carrying value approximated fair market value, in the amount of $24,417 and a cash payment of $5,277 (85% of the net fair value of the acquisition). We accounted for this transaction as a step acquisition utilizing the purchase method of accounting. Due to the change in control that occurred, we recorded a gain of approximately $689 related to the difference between our carrying value and fair value of our equity interest on the acquisition date.

Intangible Assets (Liabilities) Subject to Amortization in the Period of Acquisition

The fair value at the date of acquisition of in-place leases, tenant relationships, above market leases and below market leases recorded due to the real estate property acquired during the six months ended June 30, 2012 and 2011, which is recorded as deferred leasing intangibles, is as follows:

	Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
In-Place Leases	$	1,750		$	2,511
Tenant Relationships	$	1,012		$	1,553
Above Market Leases	$	—		$	2,883
Below Market Leases	$	(102	)	$	—

The weighted average life in months of in-place leases, tenant relationships, above market leases and below market leases recorded at the time of acquisition as a result of the real estate property acquired during the six months ended June 30, 2012 and 2011 is as follows:

	Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
In-Place Leases		118		56
Tenant Relationships		178		116
Above Market Leases		N/A		56
Below Market Leases		118		N/A

Sales and Discontinued Operations

During the six months ended June 30, 2012, we sold six industrial properties comprising approximately 0.8 million square feet of GLA. Gross proceeds from the sales of the six industrial properties were approximately $22,677. The gain on sale of real estate was approximately $7,614, all of which is shown in discontinued operations. The six sold industrial properties meet the criteria to be included in discontinued operations. Therefore the results of operations and gain on sale of real estate for the six industrial properties sold are included in discontinued operations.

At June 30, 2012, we had 15 industrial properties comprising approximately 3.1 million square feet of GLA and one land parcel held for sale. The results of operations of the 15 industrial properties held for sale at June 30, 2012 are included in discontinued operations. There can be no assurance that such industrial properties or land parcel held for sale will be sold.

Income from discontinued operations for the six months ended June 30, 2011 reflects the results of operations of the six industrial properties that were sold during the six months ended June 30, 2012, the results of operations of 34 industrial properties that were sold during the year ended December 31, 2011, the results of operations of the 15 industrial properties identified as held for sale at June 30, 2012 and the gain on sale of real estate relating to 16 industrial properties that were sold during the six months ended June 30, 2011.

The following table discloses certain information regarding the industrial properties included in discontinued operations for the three and six months ended June 30, 2012 and 2011:

	Three Months Ended June 30, 2012			Three Months Ended June 30, 2011			Six Months Ended June 30, 2012			Six Months Ended June 30, 2011
Total Revenues	$	1,888		$	3,855		$	4,213		$	8,821
Property Expenses		(722	)		(1,507	)		(1,687	)		(3,644	)
Impairment of Real Estate		—			(564	)		(1,094	)		(3,057	)
Depreciation and Amortization		(172	)		(555	)		(446	)		(1,640	)

	Three Months Ended June 30, 2012		Three Months Ended June 30, 2011			Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
Interest Expense		—		—			—		(63	)
Gain on Sale of Real Estate		1,415		3,537			7,614		6,279
Provision for Income Taxes		—		(1,532	)		—		(2,039	)
Income from Discontinued Operations	$	2,409	$	3,234		$	8,600	$	4,657

At June 30, 2012 and December 31, 2011, we had notes receivable outstanding of approximately $47,228 and $55,502, net of a discount of $287 and $319, respectively, which are included as a component of Prepaid Expenses and Other Assets, Net. At June 30, 2012 and December 31, 2011, the fair value of the notes receivable was $52,024 and $58,734, respectively. The fair value of our notes receivable was determined by discounting the future cash flows using current rates at which similar loans with similar remaining maturities would be made to other borrowers. The current market rates we utilized were internally estimated; therefore, we have concluded that our determination of fair value of our notes receivable was primarily based upon Level 3 inputs, as discussed below.

Impairment Charges

Fifteen industrial properties comprising approximately 3.1 million square feet of GLA and one land parcel comprising approximately 55.9 acres were classified as held for sale as of June 30, 2012. The net impairment charges for assets that qualify to be classified as held for sale at June 30, 2012 were calculated as the difference of the carrying value of the properties and land parcel over the fair value less costs to sell. On the date an asset no longer qualifies to be classified as held for sale, the carrying value must be reestablished at the lower of the estimated fair market value of the asset or the carrying value of the asset prior to held for sale classification, adjusted for any depreciation and amortization that would have been recorded if the asset had not been classified as held for sale. Catch-up depreciation and amortization has been recorded during the three and six months ended June 30, 2012, if applicable, for certain assets that are no longer classified as held for sale. The net impairment charges recorded during the six months ended June 30, 2012 are due to updated fair market values for certain industrial properties whose estimated fair market values have changed since December 31, 2011 and are either classified as held for sale at June 30, 2012 or were classified as held for sale at December 31, 2011, but no longer qualify to be classified as held for sale at June 30, 2012.

During the three and six months ended June 30, 2012 and 2011, we recorded the following net non-cash impairment charges:

	Three Months Ended June 30, 2012		Three Months Ended June 30, 2011			Six Months Ended June 30, 2012		Six Months Ended June 30, 2011
Operating Properties — Held for Sale and Sold Assets	$	—	$	564		$	1,094	$	3,057
Impairment — Discontinued Operations	$	—	$	564		$	1,094	$	3,057
Land Parcels — Held for Sale and Sold Assets	$	—	$	(5,879	)	$	—	$	(5,879	)
Operating Properties — Held for Use		—		544			7		(1,120	)
Impairment — Continuing Operations	$	—	$	(5,335	)	$	7	$	(6,999	)
Total Net Impairment	$	—	$	(4,771	)	$	1,101	$	(3,942	)

The guidance for the fair value measurement provisions for the impairment of long lived assets recorded at fair value establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair market values were determined using widely accepted valuation techniques including discounted cash flow analyses using expected cash flows, internal valuations of real estate and third party offers.

For operational real estate assets, the most significant assumptions used in the discounted cash flow analyses included the discount rate, projected occupancy levels, market rental rates, capital expenditures and the terminal capitalization rate. For the valuation of land parcels, we reviewed recent comparable sales transactions, to the extent available, or if not available, we considered older comparable transactions, adjusted upward or downward to reflect management’s assumptions about current market conditions. In all cases, members of our management team that were responsible for the individual markets where the land parcels were located determined the internal valuations. Valuations based on third party offers include bona fide contract prices and letter of intent amounts that we believe are indicative of fair value.

The following tables present information about our assets that were measured at fair value on a non-recurring basis during the six months ended June 30, 2012 and 2011. The tables indicate the fair value hierarchy of the valuation techniques we utilized to determine fair value.

			Fair Value Measurements on a Non- Recurring Basis  Using:
Description	Six Months Ended June 30, 2012		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Impairment
Long-lived Assets Held for Sale*	$	24,069		—		—	$	24,069	$	(1,194	)

			Fair Value Measurements on a Non- Recurring Basis  Using:
Description	Six Months Ended June 30, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Impairment
Long-lived Assets Held for Sale**	$	31,405		—		—	$	31,405	$	(3,903	)
Long-lived Assets Held and Used**	$	80,983		—		—	$	80,983		(2,498	)
									$	(6,401	)

* Excludes industrial properties for which an impairment reversal of $93 was recorded during the six months ended June 30, 2012, since the related assets are recorded at carrying value, which is lower than estimated fair value at June 30, 2012.

** Excludes industrial properties and land parcels for which an impairment reversal of $10,343 was recorded during the six months ended June 30, 2011, since the related assets are recorded at carrying value, which is lower than estimated fair value at June 30, 2011.

The following table presents quantitative information about the Level 3 fair value measurements at June 30, 2012.

Quantitative Information about Level 3 Fair Value Measurements:
Description	Fair Value at June 30, 2012		Valuation Technique		Unobservable Inputs			Range
Five Industrial Properties comprising approximately 1.8 million square feet of GLA	$	24,069		3rd Party Pricing		(A	)		N/A

(A) The fair value for the properties is based upon the value of a third party purchase contract, which is subject to our corroboration for reasonableness.

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Derivatives (Tables)

6 Months Ended

Jun. 30, 2012

Derivatives [Abstract]

Summary of derivatives and fair values

Hedge Product	Notional Amount		Strike			Trade Date		Maturity Date		Fair Value As of June 30, 2012			Fair Value As of December 31, 2011
Derivatives not designated as hedging instruments:
Series F Agreement*	$	50,000		5.2175	%		October 2008		October 1, 2013	$	(1,433	)	$	(1,667	)

* Fair value excludes quarterly settlement payment due on Series F Agreement. As of June 30, 2012 and December 31, 2011, the outstanding payable was $247 and $280, respectively.

Summary of the impact of the derivatives in cash flow hedging relationships on the statement of operations and the statement of OCI

		Three Months Ended						Six Months Ended
Interest Rate Products	Location on Statement	June 30, 2012			June 30, 2011			June 30, 2012			June 30, 2011
Amortization Reclassified from OCI into Income	Interest Expense	$	(571	)	$	(546	)	$	(1,111	)	$	(1,102	)

Fair Value Measurements on a Recurring Basis

	Fair Value			Fair Value Measurements at Reporting Date Using:
Description				Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Liabilities:
Series F Agreement at June 30, 2012	$	(1,433	)		—		—	$	(1,433	)
Series F Agreement at December 31, 2011	$	(1,667	)		—		—	$	(1,667	)

Quantitative information about Level 3 fair value measurements

Quantitative Information about Level 3 Fair Value Measurements:
Description	Fair Value at June 30, 2012			Valuation Technique		Unobservable Inputs	Range
Series F Agreement	$	(1,433	)		Discounted Cash Flow	Long Dated Treasuries (A)	2.72% – 2.88%
						Own Credit Risk (B)	1.55% – 2.78%

(A) Represents the forward 30 year Treasury CMT Rate.

(B) Represents credit default swap spread curve used in the valuation analysis.

Reconciliation of liabilities classified as Level 3

	Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Derivatives
Ending liability balance at December 31, 2011	$	(1,667	)
Mark-to-Market of the Series F Agreement		234
Ending liability balance at June 30, 2012	$	(1,433	)

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Investments in and Advances to Other Real Estate Partnerships (Details Textual) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Investments in and Advances to Other Real Estate Partnerships (Textual) [Abstract]
Real Estate and Other Assets Held for Sale, Accumulated Depreciation and Amortization	$ 20,690	$ 34,443
Other Real Estate Partnership [Member]
Investments in and Advances to Other Real Estate Partnerships (Textual) [Abstract]
Real Estate and Other Assets Held for Sale, Accumulated Depreciation and Amortization	$ 389	$ 4,970

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2012

Summary of Significant Accounting Policies [Abstract]

Investment in Real Estate and Depreciation

Investment in Real Estate and Depreciation

The results of operations for the three and six months ended June 30, 2012 includes $227 and $1,286, respectively, which should have been recorded as depreciation and amortization expense during previous periods. Management evaluated these depreciation and amortization expense adjustments and believes they are not material to the results of the current periods or projected annual results or any previous annual or quarterly period.

IRS Tax Refund

IRS Tax Refund

On August 24, 2009, we received a private letter ruling from the IRS granting favorable loss treatment under Sections 331 and 336 of the Code on the tax liquidation of one of our former taxable REIT subsidiaries. On November 6, 2009, legislation was signed that allowed businesses with net operating losses for 2008 or 2009 to carry back those losses for up to five years. As a result, we received a refund from the IRS of $40,418 in the fourth quarter of 2009 (the “Refund”) in connection with this tax liquidation. As previously reported, the IRS examination team, which is required by statute to review all refund claims in excess of $2,000 on behalf of the Joint Committee on Taxation, indicated to us that it disagrees with certain of the property valuations we obtained from an independent valuation expert in support of our fair value of the liquidated taxable REIT subsidiary and our claim for the Refund. We have reached a preliminary written agreement with the regional office of the IRS on a proposed adjustment to the Refund. The total agreed-upon adjustment to taxable income was $13,700, which equates to approximately $4,800 of taxes owed. We must also pay accrued interest which approximates $500 as of June 30, 2012. During the three months ended June 30, 2012, the Operating Partnership recorded a charge of $5,300 related to the preliminary agreed-upon adjustment which is reflected as a component of income tax expense.

The settlement amount is subject to final review and approval by the Joint Committee on Taxation. There can be no assurance that the settlement amount will be approved at the level we currently anticipate, nor can we provide an estimate of the timing of the final approval.

In addition, we are currently in discussions with the regional office of the IRS to determine the timing of the impact of the proposed tax settlement on the tax liability of the limited partners of the Operating Partnership and the stockholders of the Company.

Fair Value Measurements

Recent Accounting Pronouncements

Fair Value Measurements

In May 2011, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update No. 2011-04, “Fair Value Measurements and Disclosures (Topic 820)—Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS” (“ASU 2011-04”). ASU 2011-04 clarifies the application of existing fair value measurement requirements, changes certain principles related to measuring fair value and requires additional disclosures about fair value measurements. Specifically, the guidance provides that the concepts of highest and best use and valuation premise in a fair value measurement are only relevant when measuring the fair value of nonfinancial assets and are not relevant when measuring the fair value of financial assets and liabilities. Required disclosures are expanded under the new guidance, especially for fair value measurements that are categorized within Level 3 of the fair value hierarchy, for which quantitative information about the unobservable inputs used, and a narrative description of the valuation processes in place and sensitivity of recurring Level 3 measurements to changes in unobservable inputs are required. Entities are also required to disclose the categorization by level of the fair value hierarchy for items that are not measured at fair value in the balance sheet but for which the fair value is required to be disclosed. ASU 2011-04 is effective for annual periods beginning after December 15, 2011, and is to be applied prospectively. The adoption of this guidance did not have a material impact on our financial statements.