10-Q

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TABLE OF CONTENTS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)
ý	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2013
OR
o	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number: 001-32505

TRANSMONTAIGNE PARTNERS L.P.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization) 34-2037221
(I.R.S. Employer
Identification No.)

1670 Broadway
Suite 3100
Denver, Colorado 80202
(Address, including zip code, of principal executive offices)

(303) 626-8200
(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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

        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 ý    No o

        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.

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

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

        As of July 31, 2013, there were 16,124,566 units of the registrant's Common Limited Partner Units outstanding.

TABLE OF CONTENTS

		Page No.
Part I. Financial Information
Item 1.	Unaudited Consolidated Financial Statements		3
	Consolidated balance sheets as of June 30, 2013 and December 31, 2012		4
	Consolidated statements of comprehensive income for the three and six months ended June 30, 2013 and 2012		5
	Consolidated statements of partners' equity for the year ended December 31, 2012 and six months ended June 30, 2013		6
	Consolidated statements of cash flows for the three and six months ended June 30, 2013 and 2012		7
	Notes to consolidated financial statements		8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations		37
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		52
Item 4.	Controls and Procedures		52
Part II. Other Information
Item 1A.	Risk Factors		53
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		55
Item 6.	Exhibits		55

2

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

        This Quarterly Report contains forward-looking statements, including the following:

•

certain statements, including possible or assumed future results of operations, in "Management's Discussion and Analysis of Financial Condition and Results of Operations;"

•

any statements contained herein regarding the prospects for our business or any of our services;

•

any statements preceded by, followed by or that include the words "may," "seeks," "believes," "expects," "anticipates," "intends," "continues," "estimates," "plans," "targets," "predicts," "attempts," "is scheduled," or similar expressions; and

•

other statements contained herein regarding matters that are not historical facts.

        Our business and results of operations are subject to risks and uncertainties, many of which are beyond our ability to control or predict. Because of these risks and uncertainties, actual results may differ materially from those expressed or implied by forward-looking statements, and investors are cautioned not to place undue reliance on such statements, which speak only as of the date thereof. Important factors that could cause actual results to differ materially from our expectations and may adversely affect our business and results of operations, include, but are not limited to those risk factors set forth in this report in Part II. Other Information under the heading "Item 1A. Risk Factors."

Part I. Financial Information

ITEM 1.    UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

        The interim unaudited consolidated financial statements of TransMontaigne Partners L.P. as of and for the three and six months ended June 30, 2013 are included herein beginning on the following page. The accompanying unaudited interim consolidated financial statements should be read in conjunction with our consolidated financial statements and related notes for the year ended December 31, 2012, together with our discussion and analysis of financial condition and results of operations, included in our Annual Report on Form 10-K, filed on March 12, 2013 with the Securities and Exchange Commission (File No. 001-32505).

        TransMontaigne Partners L.P. is a holding company with the following active wholly-owned operating subsidiaries during the three and six months ended June 30, 2013:

•

TransMontaigne Operating GP L.L.C.

•

TransMontaigne Operating Company L.P.

•

TransMontaigne Terminals L.L.C.

•

Razorback L.L.C. (d/b/a Diamondback Pipeline L.L.C.)

•

TPSI Terminals L.L.C.

•

TMOC Corp.

•

TLP Finance Corp.

•

TPME L.L.C.

        The above omits non-operating subsidiaries that, considered in the aggregate, do not constitute significant subsidiaries as of June 30, 2013. We do not have off-balance-sheet arrangements (other than operating leases) or special-purpose entities.

3

TransMontaigne Partners L.P. and subsidiaries

Consolidated balance sheets (unaudited)

(Dollars in thousands)

	June 30, 2013			December 31, 2012
ASSETS
Current assets:
Cash and cash equivalents	$	6,176		$	6,745
Trade accounts receivable, net		6,048			5,035
Due from affiliates		2,650			3,035
Other current assets		4,839			4,579
Total current assets		19,713			19,394
Property, plant and equipment, net		420,172			427,701
Goodwill		8,736			8,736
Investments in unconsolidated affiliates		175,607			105,164
Other assets, net		7,953			8,806
	$	632,181		$	569,801
LIABILITIES AND EQUITY
Current liabilities:
Trade accounts payable	$	4,747		$	10,810
Due to affiliates		387			—
Accrued liabilities		17,265			15,606
Total current liabilities		22,399			26,416
Other liabilities		8,444			10,648
Long-term debt		254,000			184,000
Total liabilities		284,843			221,064
Partners' equity:
Common unitholders (14,457,066 units issued and outstanding at June 30, 2013 and December 31, 2012)		291,137			292,648
General partner interest (2% interest with 295,042 equivalent units outstanding at June 30, 2013 and December 31, 2012)		56,674			56,564
Accumulated other comprehensive loss		(473	)		(475	)
Total partners' equity		347,338			348,737
	$	632,181		$	569,801

See accompanying notes to consolidated financial statements.

4

TransMontaigne Partners L.P. and subsidiaries

Consolidated statements of comprehensive income (unaudited)

(In thousands, except per unit amounts)

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Revenue:
External customers	$	12,283		$	11,502		$	26,571		$	22,810
Affiliates		26,415			26,940			53,725			54,465
Total revenue		38,698			38,442			80,296			77,275
Operating costs and expenses and other:
Direct operating costs and expenses		(17,294	)		(16,184	)		(34,022	)		(30,153	)
Direct general and administrative expenses, net		(651	)		785			(1,751	)		(2,403	)
Allocated general and administrative expenses		(2,741	)		(2,695	)		(5,481	)		(5,390	)
Allocated insurance expense		(935	)		(898	)		(1,893	)		(1,795	)
Reimbursement of bonus awards		(312	)		(312	)		(625	)		(625	)
Depreciation and amortization		(7,460	)		(6,940	)		(14,799	)		(13,870	)
Earnings (loss) from unconsolidated affiliates		(4	)		328			36			435
Total operating costs and expenses and other		(29,397	)		(25,916	)		(58,535	)		(53,801	)
Operating income		9,301			12,526			21,761			23,474
Other income (expenses):
Interest expense		(784	)		(648	)		(1,503	)		(1,329	)
Foreign currency transaction gain (loss)		(49	)		(37	)		(8	)		26
Amortization of deferred financing costs		(244	)		(187	)		(488	)		(375	)
Total other expenses, net		(1,077	)		(872	)		(1,999	)		(1,678	)
Net earnings		8,224			11,654			19,762			21,796
Other comprehensive income (loss)—foreign currency translation adjustments		(172	)		(145	)		2			93
Comprehensive income	$	8,052		$	11,509		$	19,764		$	21,889
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796
Less—earnings allocable to general partner interest including incentive distribution rights		(1,435	)		(1,365	)		(2,797	)		(2,560	)
Net earnings allocable to limited partners	$	6,789		$	10,289		$	16,965		$	19,236
Net earnings per limited partner unit—basic	$	0.47		$	0.71		$	1.17		$	1.33
Net earnings per limited partner unit—diluted	$	0.47		$	0.71		$	1.17		$	1.33
Weighted average limited partner units outstanding—basic		14,442			14,444			14,440			14,441
Weighted average limited partner units outstanding—diluted		14,451			14,457			14,449			14,455

See accompanying notes to consolidated financial statements.

5

TransMontaigne Partners L.P. and subsidiaries

Consolidated statements of partners' equity (unaudited)

Year ended December 31, 2012 and six months ended June 30, 2013

(In thousands, except unit amounts)

	Common unitholders			General partner interest			Accumulated other comprehensive loss			Total
Balance December 31, 2011	$	296,052		$	56,490		$	(666	)	$	351,876
Distributions to unitholders		(36,763	)		(5,083	)		—			(41,846	)
Deferred equity-based compensation related to restricted phantom units		398			—			—			398
Purchase of 12,716 common units by our long-term incentive plan and from affiliate		(454	)		—			—			(454	)
Issuance of 11,980 common units by our long-term incentive plan due to vesting of restricted phantom units		—			—			—			—
Net earnings for year ended December 31, 2012		33,415			5,157			—			38,572
Other comprehensive income		—			—			191			191
Balance December 31, 2012		292,648			56,564			(475	)		348,737
Distributions to unitholders		(18,514	)		(2,687	)		—			(21,201	)
Deferred equity-based compensation related to restricted phantom units		204			—			—			204
Purchase of 3,726 common units by our long-term incentive plan		(166	)		—			—			(166	)
Issuance of 5,267 common units by our long-term incentive plan due to vesting of restricted phantom units		—			—			—			—
Net earnings for six months ended June 30, 2013		16,965			2,797			—			19,762
Other comprehensive income		—			—			2			2
Balance June 30, 2013	$	291,137		$	56,674		$	(473	)	$	347,338

See accompanying notes to consolidated financial statements.

6

TransMontaigne Partners L.P. and subsidiaries

Consolidated statements of cash flows (unaudited)

(In thousands)

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Cash flows from operating activities:
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		7,460			6,940			14,799			13,870
Earnings (loss) from unconsolidated affiliates		4			(328	)		(36	)		(435	)
Distributions from unconsolidated affiliates		371			461			549			831
Deferred equity-based compensation		115			100			204			207
Amortization of deferred financing costs		244			187			488			375
Amortization of deferred revenue		(1,079	)		(1,134	)		(2,185	)		(2,278	)
Amounts due under long-term terminaling services agreements, net		349			140			643			268
Changes in operating assets and liabilities:
Trade accounts receivable, net		1,464			(1,050	)		(1,012	)		(994	)
Due from affiliates		602			(482	)		385			665
Other current assets		962			(1,959	)		(269	)		(1,791	)
Trade accounts payable		(2,446	)		450			(2,852	)		(2,668	)
Due to affiliates		(511	)		(31	)		347			(23	)
Accrued liabilities		5,480			1,488			1,659			(3,849	)
Net cash provided by operating activities		21,239			16,436			32,482			25,974
Cash flows from investing activities:
Proceeds from sale of assets		—			—			—			18,000
Investments in unconsolidated affiliates		(13,993	)		—			(70,956	)		—
Capital expenditures—expansion of facilities		(2,131	)		(3,708	)		(5,291	)		(7,866	)
Capital expenditures—maintain existing facilities		(2,473	)		(1,735	)		(5,085	)		(2,636	)
Net cash provided by (used in) investing activities		(18,597	)		(5,443	)		(81,332	)		7,498
Cash flows from financing activities:
Borrowings of debt under credit facility		28,000			13,000			119,500			34,500
Repayments of debt under credit facility		(20,000	)		(13,000	)		(49,500	)		(48,000	)
Deferred issuance costs		(226	)		—			(398	)		—
Distributions paid to unitholders		(10,602	)		(10,323	)		(21,201	)		(20,642	)
Purchase of common units by our long-term incentive plan		(94	)		(58	)		(166	)		(115	)
Net cash provided by (used in) financing activities		(2,922	)		(10,381	)		48,235			(34,257	)
Increase (decrease) in cash and cash equivalents		(280	)		612			(615	)		(785	)
Foreign currency translation effect on cash		23			(65	)		46			12
Cash and cash equivalents at beginning of period		6,433			5,818			6,745			7,138
Cash and cash equivalents at end of period	$	6,176		$	6,365		$	6,176		$	6,365
Supplemental disclosures of cash flow information:
Cash paid for interest	$	756		$	670		$	1,354		$	1,367
Property, plant and equipment acquired with accounts payable	$	246		$	836		$	246		$	836

See accompanying notes to consolidated financial statements.

7

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited)

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)   Nature of business

        TransMontaigne Partners L.P. ("Partners") was formed in February 2005 as a Delaware limited partnership initially to own and operate refined petroleum products terminaling and transportation facilities. We conduct our operations primarily in the United States along the Gulf Coast, in the Midwest, in Houston and Brownsville, Texas, along the Mississippi and Ohio rivers, and in the Southeast. We provide integrated terminaling, storage, transportation and related services for companies engaged in the trading, distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products.

        We are controlled by our general partner, TransMontaigne GP L.L.C. ("TransMontaigne GP"), which is a wholly-owned subsidiary of TransMontaigne Inc. Morgan Stanley Capital Group Inc. ("Morgan Stanley Capital Group"), a wholly-owned subsidiary of Morgan Stanley, owns all of the issued and outstanding capital stock of TransMontaigne Inc., and, as a result, Morgan Stanley is the indirect owner of our general partner. Morgan Stanley Capital Group is the principal commodities trading arm of Morgan Stanley. At June 30, 2013, TransMontaigne Inc. and Morgan Stanley have a significant interest in our partnership through their indirect ownership of a 22% limited partner interest, a 2% general partner interest and the incentive distribution rights.

(b)   Basis of presentation and use of estimates

        Our accounting and financial reporting policies conform to accounting principles and practices generally accepted in the United States of America. The accompanying consolidated financial statements include the accounts of TransMontaigne Partners L.P., a Delaware limited partnership, and its controlled subsidiaries. Investments where we do not have the ability to exercise control, but do have the ability to exercise significant influence, are accounted for using the equity method of accounting. All inter-company accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. The accompanying consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly our financial position as of June 30, 2013, our results of operations for the three and six months ended June 30, 2013 and 2012 and our cash flows for the three and six months ended June 30, 2013 and 2012.

        The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. The following estimates, in management's opinion, are subjective in nature, require the exercise of judgment, and involve complex analyses: useful lives of our plant and equipment, accrued environmental obligations and determining the fair value of our reporting units when analyzing goodwill. Changes in these estimates and assumptions will occur as a result of the passage of time and the occurrence of future events. Actual results could differ from these estimates.

        The accompanying consolidated financial statements include allocated general and administrative charges from TransMontaigne Inc. for indirect corporate overhead to cover costs of functions such as legal, accounting, treasury, engineering, environmental safety, information technology, and other corporate services (see Note 2 of Notes to consolidated financial statements). The allocated general and administrative expenses were approximately $2.7 million and $2.7 million for the three months

8

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

ended June 30, 2013 and 2012, respectively. The allocated general and administrative expenses were approximately $5.5 million and $5.4 million for the six months ended June 30, 2013 and 2012, respectively. The accompanying consolidated financial statements also include allocated insurance charges from TransMontaigne Inc. for insurance premiums to cover costs of insuring activities such as property, casualty, pollution, automobile, directors' and officers' liability, and other insurable risks. The allocated insurance charges were approximately $0.9 million and $0.9 million for the three months ended June 30, 2013 and 2012, respectively. The allocated insurance charges were approximately $1.9 million and $1.8 million for the six months ended June 30, 2013 and 2012, respectively. The accompanying consolidated financial statements also include reimbursement of bonus awards paid to TransMontaigne Services Inc. (a wholly-owned subsidiary of TransMontaigne Inc.) towards bonus awards granted by TransMontaigne Services Inc. to certain key officers and employees who provide services to Partners that vest over future periods. The reimbursement of bonus awards was approximately $0.3 million for each of the three months ended June 30, 2013 and 2012. The reimbursement of bonus awards was approximately $0.6 million for each of the six months ended June 30, 2013 and 2012.

(c)   Accounting for terminal and pipeline operations

        In connection with our terminal and pipeline operations, we utilize the accrual method of accounting for revenue and expenses. We generate revenue in our terminal and pipeline operations from terminaling services fees, transportation fees, management fees and cost reimbursements, fees from other ancillary services and gains from the sale of refined products. Terminaling services revenue is recognized ratably over the term of the agreement for storage fees and minimum revenue commitments that are fixed at the inception of the agreement and when product is delivered to the customer for fees based on a rate per barrel throughput; transportation revenue is recognized when the product has been delivered to the customer at the specified delivery location; management fee revenue and cost reimbursements are recognized as the services are performed or as the costs are incurred; ancillary service revenue is recognized as the services are performed; and revenue from the sale of product gains is recognized when the title to the product is transferred.

        Pursuant to terminaling services agreements with certain of our throughput customers, we are entitled to the volume of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities. Consistent with recognized industry practices, measurement differentials occur as the result of the inherent variances in measurement devices and methodology. We recognize as revenue the net proceeds from the sale of the product gained. For the three months ended June 30, 2013 and 2012, we recognized revenue of approximately $3.6 million and $4.0 million, respectively, for net product gained. Within these amounts, approximately $3.1 million and $3.2 million, respectively, were pursuant to terminaling services agreements with affiliate customers. For the six months ended June 30, 2013 and 2012, we recognized revenue of approximately $7.7 million and $8.5 million, respectively, for net product gained. Within these amounts, approximately $6.9 million and $7.0 million, respectively, were pursuant to terminaling services agreements with affiliate customers.

(d)   Cash and cash equivalents

        We consider all short-term investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents.

9

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(e)   Property, plant and equipment

        Depreciation is computed using the straight-line method. Estimated useful lives are 15 to 25 years for terminals and pipelines and 3 to 25 years for furniture, fixtures and equipment. All items of property, plant and equipment are carried at cost. Expenditures that increase capacity or extend useful lives are capitalized. Repairs and maintenance are expensed as incurred.

        We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable based on expected undiscounted future cash flows attributable to that asset group. If an asset group is impaired, the impairment loss to be recognized is the excess of the carrying amount of the asset group over its estimated fair value.

(f)    Investments in unconsolidated affiliates

        We account for our investments in our unconsolidated affiliates, which we do not control but do have the ability to exercise significant influence over, using the equity method of accounting. Under this method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions received, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the book value of the net assets of the investment entity. We evaluate our investments in unconsolidated affiliates for impairment whenever events or circumstances indicate there is a loss in value of the investment that is other than temporary. In the event of impairment, we would record a charge to earnings to adjust the carrying amount to fair value.

(g)   Environmental obligations

        We accrue for environmental costs that relate to existing conditions caused by past operations when probable and reasonably estimable (see Note 10 of Notes to consolidated financial statements). Environmental costs include initial site surveys and environmental studies of potentially contaminated sites, costs for remediation and restoration of sites determined to be contaminated and ongoing monitoring costs, as well as fines, damages and other costs, including direct legal costs. Liabilities for environmental costs at a specific site are initially recorded, on an undiscounted basis, when it is probable that we will be liable for such costs, and a reasonable estimate of the associated costs can be made based on available information. Such an estimate includes our share of the liability for each specific site and the sharing of the amounts related to each site that will not be paid by other potentially responsible parties, based on enacted laws and adopted regulations and policies. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. Estimates of our ultimate liabilities associated with environmental costs are difficult to make with certainty due to the number of variables involved, including the early stage of investigation at certain sites, the lengthy time frames required to complete remediation, technology changes, alternatives available and the evolving nature of environmental laws and regulations. We periodically file claims for insurance recoveries of certain environmental remediation costs with our insurance carriers under our comprehensive liability policies (see Note 5 of Notes to consolidated financial statements). We recognize our insurance recoveries as a credit to income in the period that we assess the likelihood of recovery as being probable (i.e., likely to occur).

10

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

        TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before May 27, 2010 and that were associated with the ownership or operation of the Florida and Midwest terminal facilities prior to May 27, 2005, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before December 31, 2011 and that were associated with the ownership or operation of the Brownsville and River facilities prior to December 31, 2006, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before December 31, 2012 and that were associated with the ownership or operation of the Southeast terminals prior to December 31, 2007, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. has agreed to indemnify us against certain potential environmental claims, losses and expenses that are identified on or before March 1, 2016 and that were associated with the ownership or operation of the Pensacola terminal prior to March 1, 2011, up to a maximum liability not to exceed $2.5 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements).

(h)   Asset retirement obligations

        Asset retirement obligations are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal use of the asset. Generally accepted accounting principles require that the fair value of a liability related to the retirement of long-lived assets be recorded at the time a legal obligation is incurred. Once an asset retirement obligation is identified and a liability is recorded, a corresponding asset is recorded, which is depreciated over the remaining useful life of the asset. After the initial measurement, the liability is adjusted to reflect changes in the asset retirement obligation. If and when it is determined that a legal obligation has been incurred, the fair value of any liability is determined based on estimates and assumptions related to retirement costs, future inflation rates and interest rates. Our long-lived assets consist of above-ground storage facilities and underground pipelines. We are unable to predict if and when these long-lived assets will become completely obsolete and require dismantlement. We have not recorded an asset retirement obligation, or corresponding asset, because the future dismantlement and removal dates of our long-lived assets is indeterminable and the amount of any associated costs are believed to be insignificant. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events.

(i)    Equity-based compensation plan

        Generally accepted accounting principles require us to measure the cost of services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost will be recognized over the period during which a board member or employee is required to provide service in exchange for the award. We are required to estimate the number of equity instruments that are expected to vest in measuring the total compensation cost to be recognized over the related service period. Compensation cost is recognized over the service period on a straight-line basis.

11

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

(j)    Foreign currency translation and transactions

        The functional currency of Partners and its U.S.-based subsidiaries is the U.S. Dollar. The functional currency of our foreign subsidiaries, including Penn Octane de Mexico, S. de R.L. de C.V., Termatsal, S. de R.L. de C.V., and Tergas, S. de R.L. de C.V., is the Mexican Peso. The assets and liabilities of our foreign subsidiaries are translated at period-end rates of exchange, and revenue and expenses are translated at average exchange rates prevailing for the period. The resulting translation adjustments, net of related income taxes, are recorded as a component of other comprehensive income in the consolidated statements of comprehensive income. Gains and losses from the remeasurement of foreign currency transactions (transactions denominated in a currency other than the entity's functional currency) are included in other income (expenses) in the consolidated statements of comprehensive income.

(k)   Income taxes

        No provision for U.S. federal income taxes has been reflected in the accompanying consolidated financial statements because Partners is treated as a partnership for federal income taxes. As a partnership, all income, gains, losses, expenses, deductions and tax credits generated by Partners flow through to the unitholders of the partnership.

        Partners is a taxable entity under certain U.S. state jurisdictions, primarily Texas. Certain of our Mexican subsidiaries are corporations for Mexican tax purposes and, therefore, are subject to Mexican federal and provincial income taxes.

        Partners accounts for U.S. state income taxes and Mexican federal and provincial income taxes under the asset and liability method pursuant to generally accepted accounting principles. Currently, Mexican federal and provincial income taxes and U.S. state income taxes are not material.

(l)    Net earnings per limited partner unit

        Generally accepted accounting principles address the computation of earnings per limited partnership unit for master limited partnerships that consist of publicly traded common units held by limited partners, a general partner interest, and incentive distribution rights that are accounted for as equity interests. Partners' incentive distribution rights are owned by our general partner. Distributions are declared from available cash (as defined by our partnership agreement) and the incentive distribution rights are not entitled to distributions other than from available cash. Any excess of distributions over earnings are allocated to the limited partners and general partner interest based on their respective sharing of losses specified in the partnership agreement, which is based on their ownership percentages of 98% and 2%, respectively. Incentive distribution rights do not share in losses under our partnership agreement. The earnings allocable to the general partner interest for the period represents distributions attributable to the period on behalf of the general partner interest and any incentive distribution rights less the excess of distributions over earnings allocated to the limited partners (see Note 16 of Notes to consolidated financial statements). Basic earnings per limited partner unit are computed by dividing net earnings allocable to limited partners by the weighted average number of limited partnership units outstanding during the period, excluding restricted phantom units. Diluted earnings per limited partner unit are computed by dividing net earnings allocable to limited partners by the weighted average number of limited partnership units outstanding during the period

12

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

and, when dilutive, restricted phantom units. Net earnings allocable to limited partners are net of the earnings allocable to the general partner interest including incentive distribution rights.

(2) TRANSACTIONS WITH AFFILIATES

        Constraints on expansion.    Morgan Stanley informed us in October 2011 that, for the foreseeable future, it does not expect to approve any "significant" acquisition or investment that we may propose. Morgan Stanley's decision is the result of the uncertain regulatory environment relating to Morgan Stanley's status as a financial holding company subject to the Bank Holding Company Act and consolidated supervision by the Board of Governors of the Federal Reserve System. Morgan Stanley indicated that it has not established a specific definition of what constitutes a "significant" investment and significance may be determined on either a quantitative or qualitative basis, depending on the facts and circumstances and relevant legal and regulatory considerations. Morgan Stanley has informed us they will review on a case by case basis each proposed transaction to determine its significance, whether an acquisition of, or investment in, assets or legal entities and that an acquisition of, or investment in, a noncontrolling interest or joint venture interest may be "significant" without respect to the size of the transaction. The practical effect of these limitations is to significantly constrain our ability to expand our asset base and operations through acquisitions from third parties. These constraints will reduce the potential for increasing our distributions to unitholders in the future. In addition, these constraints will limit additions to our capital assets primarily to additions and improvements that we construct or add to our existing facilities, although some acquisitions of assets from third parties may be possible to the extent approved by Morgan Stanley. For example, our December 2012 investment in Battleground Oil Specialty Terminal Company LLC, or "BOSTCO", was approved by Morgan Stanley based on the specific facts and circumstances of the BOSTCO project and the structure of our investment in BOSTCO, and is not indicative of whether Morgan Stanley will approve any other acquisition or investment that we may propose in the future (see Note 3 of Notes to consolidated financial statements).

        Omnibus agreement.    We have an omnibus agreement with TransMontaigne Inc. that will continue in effect until the earlier to occur of (i) TransMontaigne Inc. ceasing to control our general partner or (ii) the election of either us or TransMontaigne Inc., following at least 24 months' prior written notice to the other parties (see Note 19 of Notes to consolidated financial statements).

        Under the omnibus agreement we pay TransMontaigne Inc. an administrative fee for the provision of various general and administrative services for our benefit. Effective January 1, 2013, the annual administrative fee payable to TransMontaigne Inc. will be approximately $11.0 million. If we acquire or construct additional facilities, TransMontaigne Inc. will propose a revised administrative fee covering the provision of services for such additional facilities. If the conflicts committee of our general partner agrees to the revised administrative fee, TransMontaigne Inc. will provide services for the additional facilities pursuant to the agreement. The administrative fee includes expenses incurred by TransMontaigne Inc. to perform centralized corporate functions, such as legal, accounting, treasury, insurance administration and claims processing, health, safety and environmental, information technology, human resources, credit, payroll, taxes and engineering and other corporate services, to the extent such services are not outsourced by TransMontaigne Inc.

        The omnibus agreement further provides that we pay TransMontaigne Inc. an insurance reimbursement for premiums on insurance policies covering our facilities and operations. Effective

13

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(2) TRANSACTIONS WITH AFFILIATES (Continued)

January 1, 2013, the annual insurance reimbursement payable to TransMontaigne Inc. will be approximately $3.8 million. We also reimburse TransMontaigne Inc. for direct operating costs and expenses that TransMontaigne Inc. incurs on our behalf, such as salaries of operational personnel performing services on-site at our terminals and pipelines and the cost of their employee benefits, including 401(k) and health insurance benefits.

        We also agreed to reimburse TransMontaigne Inc. and its affiliates for a portion of the incentive payment grants to key employees of TransMontaigne Inc. and its affiliates under the TransMontaigne Services Inc. savings and retention plan, provided the compensation committee of our general partner determines that an adequate portion of the incentive payment grants are allocated to an investment fund indexed to the performance of our common units. For the year ending December 31, 2013, we have agreed to reimburse TransMontaigne Inc. and its affiliates approximately $1.3 million.

        The omnibus agreement also provides TransMontaigne Inc. a right of first refusal to purchase our assets, provided that TransMontaigne Inc. agrees to pay no less than 105% of the purchase price offered by the third party bidder. Before we enter into any contract to sell such terminal or pipeline facilities, we must give written notice of all material terms of such proposed sale to TransMontaigne Inc. TransMontaigne Inc. will then have the sole and exclusive option, for a period of 45 days following receipt of the notice, to purchase the subject facilities for no less than 105% of the purchase price on the terms specified in the notice.

        TransMontaigne Inc. also has a right of first refusal to contract for the use of any petroleum product storage capacity that (i) is put into commercial service after January 1, 2008, or (ii) was subject to a terminaling services agreement that expires or is terminated (excluding a contract renewable solely at the option of our customer), provided that TransMontaigne Inc. agrees to pay no less than 105% of the fees offered by the third party customer.

        The TransMontaigne Inc. rights of first refusal described above terminate with respect to any petroleum product tankage capacity that on July 16, 2013 was subject to a terminaling services agreement that TransMontaigne Inc. or Morgan Stanley Capital Group elects to cancel or terminate (see Note 19 of Notes to consolidated financial statements).

        Environmental indemnification.    In connection with our acquisition of the Florida and Midwest terminals, TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before May 27, 2010, and that were associated with the ownership or operation of the Florida and Midwest terminals prior to May 27, 2005. TransMontaigne Inc.'s maximum liability for this indemnification obligation is $15.0 million. TransMontaigne Inc. has no obligation to indemnify us for losses until such aggregate losses exceed $250,000. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after May 27, 2005.

        In connection with our acquisition of the Brownsville, Texas and River terminals, TransMontaigne Inc. agreed to indemnify us against potential environmental claims, losses and expenses that were identified on or before December 31, 2011, and that were associated with the ownership or operation of the Brownsville and River facilities prior to December 31, 2006. TransMontaigne Inc.'s maximum liability for this indemnification obligation is $15.0 million. TransMontaigne Inc. has no obligation to indemnify us for losses until such aggregate losses exceed $250,000. The deductible amount, cap amount and limitation of time for indemnification do not apply to any environmental liabilities known

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TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(2) TRANSACTIONS WITH AFFILIATES (Continued)

to exist as of December 31, 2006. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after December 31, 2006.

        In connection with our acquisition of the Southeast terminals, TransMontaigne Inc. agreed to indemnify us against potential environmental claims, losses and expenses that were identified on or before December 31, 2012, and that were associated with the ownership or operation of the Southeast terminals prior to December 31, 2007. TransMontaigne Inc.'s maximum liability for this indemnification obligation is $15.0 million. TransMontaigne Inc. has no obligation to indemnify us for losses until such aggregate losses exceed $250,000. The deductible amount, cap amount and limitation of time for indemnification do not apply to any environmental liabilities known to exist as of December 31, 2007. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after December 31, 2007.

        In connection with our acquisition of the Pensacola terminal, TransMontaigne Inc. has agreed to indemnify us against potential environmental claims, losses and expenses that are identified on or before March 1, 2016, and that are associated with the ownership or operation of the Pensacola terminal prior to March 1, 2011. Our environmental losses must first exceed $200,000 and TransMontaigne Inc.'s indemnification obligations are capped at $2.5 million. The deductible amount, cap amount and limitation of time for indemnification do not apply to any environmental liabilities known to exist as of March 1, 2011. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after March 1, 2011.

        Terminaling services agreement—Florida and Midwest terminals.    We have a terminaling services agreement with Morgan Stanley Capital Group relating to our Florida, Mount Vernon, Missouri and Rogers, Arkansas terminals. We refer to our Mount Vernon, Missouri and Rogers, Arkansas terminals as the Razorback terminals. The initial term of the agreement expires on January 31, 2015. The terminaling services agreement will continue in effect after January 31, 2015 unless and until Morgan Stanley Capital Group provides us at least 18 months' prior notice of its intent to terminate the agreement. Effective at any time after January 31, 2015 and on providing at least 18 months' prior notice, Morgan Stanley Capital Group may also terminate the agreement with respect to one or more individual terminals. We have the right to terminate the terminaling services agreement effective at any time after July 31, 2023 by providing at least 18 months' prior notice to Morgan Stanley Capital Group.

        Effective May 31, 2014, the Razorback terminals and the Florida tanks presently dedicated to bunker fuels will no longer be subject to the terminaling services agreement, and we will no longer receive the revenue related to those tanks under the terminaling services agreement (see Note 19 of Notes to consolidated financial statements).

        Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume that will, at the fee and tariff schedule contained in the agreement, result in minimum throughput payments to us of approximately $37.3 million for the contract year ending May 31, 2013 and approximately $37.6 million for the contract year ending May 31, 2014. Morgan Stanley Capital Group's minimum annual throughput payment is reduced proportionately for any decrease in storage capacity due to out-of-service tank capacity.

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TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(2) TRANSACTIONS WITH AFFILIATES (Continued)

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 30 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Terminaling services agreement—Fisher Island terminal.    We have a terminaling services agreement with TransMontaigne Inc. that will expire on December 31, 2013. Under this agreement, TransMontaigne Inc. agreed to throughput at our Fisher Island terminal in the Gulf Coast region a volume of fuel oils that will, at the fee schedule contained in the agreement, result in minimum revenue to us of approximately $1.8 million for the contract year ending December 31, 2013. In exchange for its minimum throughput commitment, we agreed to provide TransMontaigne Inc. with approximately 185,000 barrels of fuel oil capacity.

        Terminaling services agreement—Cushing terminal.    In July 2011, we entered into a terminaling services agreement with Morgan Stanley Capital Group relating to our Cushing, Oklahoma facility that will expire in July 2019, subject to a five-year automatic renewal unless terminated by either party upon 180 days' prior notice. In exchange for its minimum revenue commitment, we agreed to construct storage tanks and associated infrastructure to provide approximately 1.0 million barrels of crude oil capacity. These capital projects were completed and placed into service on August 1, 2012. Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume of crude oil products at our terminal that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $4.3 million for each one-year period following the in-service date of August 1, 2012.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 120 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Terminaling services agreement—Brownsville LPG.    We had a terminaling services agreement with TransMontaigne Inc. relating to our Brownsville, Texas facilities that terminated on December 31, 2012. The storage capacity under this agreement is now under contract with a third party beginning January 1, 2013. Under this agreement, TransMontaigne Inc. agreed to throughput at our Brownsville facilities certain minimum volumes of natural gas liquids that resulted in minimum revenue to us of approximately $1.3 million for the contract year ended December 31, 2012. In exchange for TransMontaigne Inc.'s minimum throughput commitment, we agreed to provide TransMontaigne Inc. approximately 33,000 barrels of storage capacity at our Brownsville facilities.

        Operations and reimbursement agreement—Frontera.    Effective as of April 1, 2011, we entered into the Frontera Brownsville LLC joint venture, or "Frontera", in which we have a 50% ownership interest. In conjunction with us entering into the joint venture, we agreed to operate Frontera, in accordance

16

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(2) TRANSACTIONS WITH AFFILIATES (Continued)

with an operations and reimbursement agreement executed between us and Frontera, for a management fee that is based on our costs incurred. Our agreement with Frontera stipulates that we may resign as the operator at any time with the prior written consent of Frontera, or that we may be removed as the operator for good cause, which includes material noncompliance with laws and material failure to adhere to good industry practice regarding health, safety or environmental matters. For the three months ended June 30, 2013 and 2012, we recognized approximately $0.9 million and $0.7 million, respectively, of revenue related to this operations and reimbursement agreement. For the six months ended June 30, 2013 and 2012, we recognized approximately $1.9 million and $1.6 million, respectively, of revenue related to this operations and reimbursement agreement.

        Terminaling services agreement—Southeast terminals.    We have a terminaling services agreement with Morgan Stanley Capital Group relating to our Southeast terminals. The terminaling services agreement commenced on January 1, 2008 and expires on July 31, 2015, after which the terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 24 months' prior notice of its intent to terminate the agreement. We have the right to terminate the terminaling services agreement effective at any time after July 31, 2023 by providing at least 24 months' prior notice to Morgan Stanley Capital Group (see Note 19 of Notes to consolidated financial statements).

        Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume of refined product at our Southeast terminals that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $36.1 million for the contract year ending December 31, 2013; with stipulated annual increases in throughput payments through July 31, 2015, and for each contract year thereafter the throughput payments will adjust based on increases in the United States Consumer Price Index. Morgan Stanley Capital Group's minimum annual throughput payment is reduced proportionately for any decrease in storage capacity due to out-of-service tank capacity. In exchange for its minimum throughput commitment, we agreed to provide Morgan Stanley Capital Group approximately 8.9 million barrels of light oil storage capacity at our Southeast terminals and to undertake certain capital projects to provide ethanol blending functionality at certain of our Southeast terminals with completion dates that extended through August 31, 2011. Upon the completion of each of the projects, Morgan Stanley Capital Group paid us a lump-sum ethanol blending fee that in total equaled approximately $22.5 million.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 30 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Terminaling services agreement—Collins/Purvis terminal.    In January 2010, we entered into a terminaling services agreement with Morgan Stanley Capital Group relating to our Collins, Mississippi facility that will expire in July 2018, after which the terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 24 months' prior notice of its intent to terminate the agreement. In exchange for its minimum revenue commitment, we agreed to undertake certain capital projects to provide approximately 700,000 barrels of additional light oil

17

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(2) TRANSACTIONS WITH AFFILIATES (Continued)

capacity and other improvements at the Collins terminal. These capital projects were completed and placed into service in July 2011. Under this agreement, Morgan Stanley Capital Group has agreed to throughput a volume of light oil products at our terminal that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $4.1 million for the one-year period following the in-service date of July 2011 for the aforementioned capital projects, and for each contract year thereafter, subject to increases based on increases in the United States Consumer Price Index beginning July 1, 2018.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 30 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Barge dock services agreement—Baton Rouge dock.    Effective May 2013, we entered into a barge dock services agreement with Morgan Stanley Capital Group relating to our Baton Rouge, LA dock facility that will expire in May 2023, subject to a five-year automatic renewal unless terminated by either party upon 180 days' prior notice. Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume of refined product at our Baton Rouge dock facility that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $1.2 million for the first three years ending May 12, 2016 and approximately $0.9 million for the remaining seven years ending May 12, 2023. In exchange for its minimum throughput commitment, we agreed to provide Morgan Stanley Capital Group with exclusive access to our dock facility.

        If a force majeure event occurs that renders us unable to perform our obligations, Morgan Stanley Capital Group's obligations would be temporarily suspended. If a force majeure event continues for 120 consecutive days, Morgan Stanley Capital Group may terminate its obligations under this agreement.

(3) TERMINAL ACQUISITIONS

        Investment in BOSTCO project.    On December 20, 2012, we acquired a 42.5% interest in BOSTCO, for approximately $79 million, from Kinder Morgan Energy Partners, L.P. ("Kinder Morgan"). BOSTCO is a new black oil terminal facility on the Houston Ship Channel designed to handle residual fuel, feedstocks, distillates and other black oils. The initial phase of the BOSTCO project involves construction of 50 storage tanks with approximately 6.1 million barrels of storage capacity at an estimated cost of approximately $431 million. The BOSTCO facility is scheduled to begin commercial operation in the fourth quarter of 2013. Completion of the full 6.1 million barrels of storage capacity and related infrastructure is scheduled for early 2014.

        On June 5, 2013, we announced an expansion of BOSTCO that is estimated to cost approximately $54 million. The expansion is supported by a long-term leased storage and handling services contract with Morgan Stanley Capital Group and includes six, 150,000-barrel, ultra low sulphur diesel tanks, additional pipeline and deepwater vessel dock access and high-speed loading at a rate of 30,000 barrels per hour. Work on the approximately 900,000-barrel expansion started in the second quarter of 2013,

18

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(3) TERMINAL ACQUISITIONS (Continued)

with commercial operations expected to begin in the fourth quarter of 2014. With the addition of this expansion project, BOSTCO will have fully subscribed capacity of approximately 7.1 million barrels at an estimated overall construction cost of approximately $485 million. Assuming we maintain our 42.5% interest in BOSTCO, we expect our total payments for the initial and the expansion projects to be approximately $209 million, which we plan to fund utilizing additional borrowings under our credit facility.

        Our investment in BOSTCO entitles us to appoint a member to the Board of Managers of BOSTCO to vote our proportionate ownership share on general governance matters and to certain rights of approval over significant changes in, or expansion of, BOSTCO's business. Kinder Morgan will be responsible for managing BOSTCO's day-to-day operations. Our 42.5% interest does not allow us to control BOSTCO, but does allow us to exercise significant influence over its operations. Accordingly, as of December 20, 2012 we account for our investment in BOSTCO under the equity method of accounting.

        We originally initiated the BOSTCO project by acquiring approximately 190 acres of undeveloped land on the Houston Ship Channel in November 2010. During 2010 and 2011, we undertook the design, permitting and initial development of BOSTCO. On October 18, 2011, as part of our original plan to involve one or more strategic partners, we sold 50% of our interest in the BOSTCO project to Kinder Morgan for approximately $10.8 million.

        On December 29, 2011, as a result of Morgan Stanley's October 2011 determination that we cannot continue to pursue any "significant" acquisition or investment, we sold our remaining 50% interest in BOSTCO to Kinder Morgan for $18 million plus a transferrable option to buy up to 50% of Kinder Morgan's interest in the project at any time prior to January 20, 2013. The $18 million was received by us January 3, 2012.

        Our December 20, 2012 reentry into the BOSTCO project was approved by Morgan Stanley based on the specific facts and circumstances of the BOSTCO project and the structure of our investment in BOSTCO, and is not indicative of whether Morgan Stanley will approve any other acquisition or investment that we may propose in the future.

(4) CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE

        Our primary market areas are located in the United States along the Gulf Coast, in the Southeast, in Brownsville, Texas, along the Mississippi and Ohio Rivers, and in the Midwest. We have a concentration of trade receivable balances due from companies engaged in the trading, distribution and marketing of refined products and crude oil and the United States government. These concentrations of customers may affect our overall credit risk in that the customers may be similarly affected by changes in economic, regulatory or other factors. Our customers' historical financial and operating information is analyzed prior to extending credit. We manage our exposure to credit risk through credit analysis, credit approvals, credit limits and monitoring procedures, and for certain transactions we may request letters of credit, prepayments or guarantees. We maintain allowances for potentially uncollectible accounts receivable.

19

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(4) CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE (Continued)

        Trade accounts receivable, net consists of the following (in thousands):

	June 30, 2013			December 31, 2012
Trade accounts receivable	$	6,248		$	5,235
Less allowance for doubtful accounts		(200	)		(200	)
	$	6,048		$	5,035

        The following customer accounted for at least 10% of our consolidated revenue in at least one of the periods presented in the accompanying consolidated statements of operations:

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Morgan Stanley Capital Group		65	%		65	%		63	%		64	%

(5) OTHER CURRENT ASSETS

        Other current assets are as follows (in thousands):

	June 30, 2013		December 31, 2012
Amounts due from insurance companies	$	2,225	$	2,631
Additive detergent		1,942		1,603
Deposits and other assets		672		345
	$	4,839	$	4,579

        Amounts due from insurance companies.    We periodically file claims for recovery of environmental remediation costs with our insurance carriers under our comprehensive liability policies. We recognize our insurance recoveries in the period that we assess the likelihood of recovery as being probable (i.e., likely to occur). At June 30, 2013 and December 31, 2012, we have recognized amounts due from insurance companies of approximately $2.2 million and $2.6 million, respectively, representing our best estimate of our probable insurance recoveries. During the three and six months ended June 30, 2013, we received reimbursements from insurance companies of approximately $0.2 million and $0.4 million, respectively.

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TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(6) PROPERTY, PLANT AND EQUIPMENT, NET

        Property, plant and equipment, net is as follows (in thousands):

	June 30, 2013			December 31, 2012
Land	$	52,659		$	52,652
Terminals, pipelines and equipment		560,446			552,232
Furniture, fixtures and equipment		1,761			1,716
Construction in progress		3,554			4,652
		618,420			611,252
Less accumulated depreciation		(198,248	)		(183,551	)
	$	420,172		$	427,701

(7) GOODWILL

        Goodwill is as follows (in thousands):

	June 30, 2013		December 31, 2012
Brownsville terminals	$	8,736	$	8,736

        Goodwill is required to be tested for impairment annually unless events or changes in circumstances indicate it is more likely than not that an impairment loss has been incurred at an interim date. Our annual test for the impairment of goodwill is performed as of December 31. The impairment test is performed at the reporting unit level. Our reporting units are our operating segments (see Note 18 of Notes to consolidated financial statements). The fair value of each reporting unit is determined on a stand-alone basis from the perspective of a market participant and represents an estimate of the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired.

        At June 30, 2013 and December 31, 2012, our only reporting unit that contained goodwill was our Brownsville terminals. Our estimate of the fair value of our Brownsville terminals at December 31, 2012 exceeded its carrying amount. Accordingly, we did not recognize any goodwill impairment charges during the year ended December 31, 2012 for this reporting unit. However, a significant decline in the price of our common units with a resulting increase in the assumed market participants' weighted average cost of capital, the loss of a significant customer, the disposition of significant assets, or an unforeseen increase in the costs to operate and maintain the Brownsville terminals, could result in the recognition of an impairment charge in the future.

(8) INVESTMENTS IN UNCONSOLIDATED AFFILIATES

        At June 30, 2013 and December 31, 2012, our investments in unconsolidated affiliates include a 42.5% interest in BOSTCO and a 50% interest in Frontera. BOSTCO is a terminal facility construction project for approximately 7.1 million barrels of storage capacity at an estimated cost of approximately $485 million. BOSTCO is located on the Houston Ship Channel and is scheduled to begin commercial operations in the fourth quarter of 2013 (see Note 3 of Notes to consolidated financial statements).

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TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(8) INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Continued)

Frontera is a terminal facility located in Brownsville, Texas that encompasses approximately 1.4 million barrels of light petroleum product storage capacity, as well as related ancillary facilities.

        The following table summarizes our investments in unconsolidated affiliates:

	Percentage of ownership						Carrying value (in thousands)
	June 30, 2013			December 31, 2012			June 30, 2013		December 31, 2012
BOSTCO		42.5	%		42.5	%	$	149,734	$	78,930
Frontera		50	%		50	%		25,873		26,234
Total investments in unconsolidated affiliates							$	175,607	$	105,164

        At June 30, 2013 and December 31, 2012, our investment in BOSTCO includes approximately $4.4 million and $2.9 million, respectively, of excess investment related to a one time buy-in fee paid to Kinder Morgan to acquire our 42.5% interest and capitalization of interest on our investment during the construction of BOSTCO. Excess investment is the amount by which our investment exceeds our proportionate share of the book value of the net assets of the BOSTCO entity.

        Earnings (loss) from investments in unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,					Six months ended June 30,
	2013			2012		2013		2012
BOSTCO	$	—		$	—	$	—	$	—
Frontera		(4	)		328		36		435
Total earnings (loss) from unconsolidated affiliates	$	(4	)	$	328	$	36	$	435

        Additional capital investments in unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
BOSTCO	$	13,907	$	—	$	70,804	$	—
Frontera		86		—		152		—
Total additional capital investments in unconsolidated affiliates	$	13,993	$	—	$	70,956	$	—

22

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(8) INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Continued)

        Cash distributions received from unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
BOSTCO	$	—	$	—	$	—	$	—
Frontera		371		461		549		831
Total cash distributions from unconsolidated affiliates	$	371	$	461	$	549	$	831

        The summarized financial information of our unconsolidated affiliates was as follows (in thousands):

        Balance sheets:

	BOSTCO						Frontera
	June 30, 2013			December 31, 2012			June 30, 2013			December 31, 2012
Current assets	$	60,686		$	—		$	3,995		$	4,209
Long-term assets		327,873			234,520			49,197			50,013
Current liabilities		(46,536	)		(55,541	)		(1,446	)		(1,754	)
Long-term liabilities		—			—			—			—
Net assets	$	342,023		$	178,979		$	51,746		$	52,468

        Statements of comprehensive income (loss):

	BOSTCO Three months ended June 30,				Frontera Three months ended June 30,
	2013		2012		2013			2012
Operating revenue	$	—	$	—	$	2,825		$	2,923
Operating expenses		—		—		(2,833	)		(2,267	)
Net earnings (loss) and comprehensive income (loss)	$	—	$	—	$	(8	)	$	656

	BOSTCO Six months ended June 30,				Frontera Six months ended June 30,
	2013		2012		2013			2012
Operating revenue	$	—	$	—	$	5,715		$	5,771
Operating expenses		—		—		(5,643	)		(4,901	)
Net earnings and comprehensive income	$	—	$	—	$	72		$	870

23

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(9) OTHER ASSETS, NET

        Other assets, net are as follows (in thousands):

	June 30, 2013		December 31, 2012
Amounts due under long-term terminaling services agreements:
External customers	$	651	$	652
Morgan Stanley Capital Group		2,987		3,648
		3,638		4,300
Deferred financing costs, net of accumulated amortization of $1,816 and $1,328, respectively		2,600		3,088
Customer relationships, net of accumulated amortization of $1,384 and $1,283, respectively		1,046		1,147
Deposits and other assets		669		271
	$	7,953	$	8,806

        Amounts due under long-term terminaling services agreements.    We have long-term terminaling services agreements with certain of our customers that provide for minimum payments that increase over the terms of the respective agreements. We recognize as revenue the minimum payments under the long-term terminaling services agreements on a straight-line basis over the term of the respective agreements. At June 30, 2013 and December 31, 2012, we have recognized revenue in excess of the minimum payments that are due through those respective dates under the long-term terminaling services agreements resulting in an asset of approximately $3.6 million and $4.3 million, respectively.

        Deferred financing costs.    Deferred financing costs are amortized using the effective interest method over the term of the related credit facility (see Note 12 of Notes to consolidated financial statements).

        Customer relationships.    Other assets, net include certain customer relationships at our River terminals. These customer relationships are being amortized on a straight-line basis over twelve years.

24

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(10) ACCRUED LIABILITIES

        Accrued liabilities are as follows (in thousands):

	June 30, 2013		December 31, 2012
Customer advances and deposits:
External customers	$	358	$	1,205
Morgan Stanley Capital Group		6,970		3,470
		7,328		4,675
Accrued property taxes		2,421		658
Accrued environmental obligations		2,379		3,116
Interest payable		196		39
Rebate due to Morgan Stanley Capital Group		2,137		3,402
Accrued expenses and other		2,804		3,716
	$	17,265	$	15,606

        Customer advances and deposits.    We bill certain of our customers one month in advance for terminaling services to be provided in the following month. At June 30, 2013 and December 31, 2012, we have billed and collected from certain of our customers approximately $7.3 million and $4.7 million, respectively, in advance of the terminaling services being provided.

        Accrued environmental obligations.    At June 30, 2013 and December 31, 2012, we have accrued environmental obligations of approximately $2.4 million and $3.1 million, respectively, representing our best estimate of our remediation obligations. During the three and six months ended June 30, 2013, we made payments of approximately $0.4 million and $0.7 million, respectively, towards our environmental remediation obligations.

        Rebate due to Morgan Stanley Capital Group.    Pursuant to our terminaling services agreement related to the Southeast terminals, we agreed to rebate to Morgan Stanley Capital Group 50% of the proceeds we receive annually in excess of $4.2 million from the sale of product gains at our Southeast terminals. At June 30, 2013 and December 31, 2012, we have accrued a liability due to Morgan Stanley Capital Group of approximately $2.1 million and $3.4 million, respectively. During the three months ended March 31, 2013, we paid Morgan Stanley Capital Group approximately $3.4 million for the rebate due to Morgan Stanley Capital Group for the year ended December 31, 2012.

(11) OTHER LIABILITIES

        Other liabilities are as follows (in thousands):

	June 30, 2013		December 31, 2012
Advance payments received under long-term terminaling services agreements	$	1,048	$	1,067
Deferred revenue—ethanol blending fees and other projects		7,396		9,581
	$	8,444	$	10,648

25

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(11) OTHER LIABILITIES (Continued)

        Advance payments received under long-term terminaling services agreements.    We have long-term terminaling services agreements with certain of our customers that provide for advance minimum payments. We recognize the advance minimum payments as revenue either on a straight-line basis over the term of the respective agreements or when services have been provided based on volumes of product distributed. At June 30, 2013 and December 31, 2012, we have received advance minimum payments in excess of revenue recognized under these long-term terminaling services agreements resulting in a liability of approximately $1.0 million and $1.1 million, respectively.

        Deferred revenue—ethanol blending fees and other projects.    Pursuant to agreements with Morgan Stanley Capital Group and others, we agreed to undertake certain capital projects that primarily pertain to providing ethanol blending functionality at certain of our Southeast terminals. Upon completion of the projects, Morgan Stanley Capital Group and others have paid us lump-sum amounts that will be recognized as revenue on a straight-line basis over the remaining term of the agreements. At June 30, 2013 and December 31, 2012, we have unamortized deferred revenue of approximately $7.4 million and $9.6 million, respectively, for completed projects. During the three months ended June 30, 2013 and 2012, we recognized revenue on a straight-line basis of approximately $1.1 million and $1.1 million, respectively, for completed projects. During the six months ended June 30, 2013 and 2012, we recognized revenue on a straight-line basis of approximately $2.2 million and $2.3 million, respectively, for completed projects.

(12) LONG-TERM DEBT

        On March 9, 2011, we entered into an amended and restated senior secured credit facility, or "credit facility", which has been subsequently amended from time to time. The credit facility replaced in its entirety the senior secured credit facility that was in place as of December 31, 2010. The credit facility provides for a maximum borrowing line of credit equal to the lesser of (i) $350 million and (ii) 4.75 times Consolidated EBITDA (as defined: $337.4 million at June 30, 2013). We may elect to have loans under the credit facility bear interest either (i) at a rate of LIBOR plus a margin ranging from 2% to 3% depending on the total leverage ratio then in effect, or (ii) at the base rate plus a margin ranging from 1% to 2% depending on the total leverage ratio then in effect. We also pay a commitment fee on the unused amount of commitments, ranging from 0.375% to 0.5% per annum, depending on the total leverage ratio then in effect. Our obligations under the credit facility are secured by a first priority security interest in favor of the lenders in the majority of our assets.

        The terms of the credit facility include covenants that restrict our ability to make cash distributions, acquisitions and investments, including investments in joint ventures. We may make distributions of cash to the extent of our "available cash" as defined in our partnership agreement. We may make acquisitions and investments that meet the definition of "permitted acquisitions"; "other investments" which may not exceed 5% of "consolidated net tangible assets"; and "permitted JV investments". Permitted JV investments include up to $225 million of investments in BOSTCO, the "Specified BOSTCO Investment". In addition to the Specified BOSTCO Investment, under the terms of the credit facility, we may make an additional $75 million of other permitted JV investments (including additional investments in BOSTCO). The principal balance of loans and any accrued and unpaid interest are due and payable in full on the maturity date, March 9, 2016.

        The credit facility also contains customary representations and warranties (including those relating to organization and authorization, compliance with laws, absence of defaults, material agreements and

26

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(12) LONG-TERM DEBT (Continued)

litigation) and customary events of default (including those relating to monetary defaults, covenant defaults, cross defaults and bankruptcy events). The primary financial covenants contained in the credit facility are (i) a total leverage ratio test (not to exceed 4.75 times), (ii) a senior secured leverage ratio test (not to exceed 3.75 times) in the event we issue senior unsecured notes, and (iii) a minimum interest coverage ratio test (not less than 3.0 times).

        If we were to fail any financial performance covenant, or any other covenant contained in the credit facility, we would seek a waiver from our lenders under such facility. If we were unable to obtain a waiver from our lenders and the default remained uncured after any applicable grace period, we would be in breach of the credit facility, and the lenders would be entitled to declare all outstanding borrowings immediately due and payable. We were in compliance with all of the covenants under the credit facility as of June 30, 2013.

        For the three months ended June 30, 2013 and 2012, the weighted average interest rate on borrowings under the applicable credit facility was approximately 2.6% and 2.2%, respectively. For the six months ended June 30, 2013 and 2012, the weighted average interest rate on borrowings under the applicable credit facility was approximately 2.4% and 2.3%, respectively. At June 30, 2013 and December 31, 2012, our outstanding borrowings under the credit facility were $254 million and $184 million, respectively. At June 30, 2013 and December 31, 2012, our outstanding letters of credit were approximately $nil at both dates.

        We have an effective universal shelf-registration statement and prospectus on Form S-3 with the Securities and Exchange Commission that expires in June 2016. TLP Finance Corp., a 100% owned subsidiary of Partners, may act as a co-issuer of any debt securities issued pursuant to that registration statement. Partners and TLP Finance Corp. have no independent assets or operations. Our operations are conducted by subsidiaries of Partners through Partners' 100% owned operating company subsidiary, TransMontaigne Operating Company L.P. Each of TransMontaigne Operating Company L.P. and Partners' other 100% owned subsidiaries (other than TLP Finance Corp., whose sole purpose is to act as co-issuer of any debt securities, and subsidiaries that are minor) may guarantee the debt securities. We expect that any guarantees will be full and unconditional and joint and several, subject to certain automatic customary releases, including sale, disposition, or transfer of the capital stock or substantially all of the assets of a subsidiary guarantor, exercise of legal defeasance option or covenant defeasance option, and designation of a subsidiary guarantor as unrestricted in accordance with the indenture. There are no significant restrictions on the ability of Partners or any guarantor to obtain funds from its subsidiaries by dividend or loan. None of the assets of Partners or a guarantor represent restricted net assets pursuant to the guidelines established by the Securities and Exchange Commission.

(13) PARTNERS' EQUITY

        The number of units outstanding is as follows:

	Common units		General partner units
Units outstanding at December 31, 2012 and June 30, 2013		14,457,066		295,042

        At June 30, 2013 and December 31, 2012, common units outstanding include 16,094 and 17,635 common units, respectively, held on behalf of TransMontaigne Services Inc.'s long-term incentive plan.

27

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(14) LONG-TERM INCENTIVE PLAN

        TransMontaigne GP is our general partner and manages our operations and activities. TransMontaigne GP is an indirect wholly owned subsidiary of TransMontaigne Inc. TransMontaigne Services Inc. is an indirect wholly owned subsidiary of TransMontaigne Inc. TransMontaigne Services Inc. employs the personnel who provide support to TransMontaigne Inc.'s operations, as well as our operations. TransMontaigne Services Inc. adopted a long-term incentive plan for its employees and consultants and the independent directors of our general partner. The long-term incentive plan currently permits the grant of awards covering an aggregate of 2,105,886 units, which amount will automatically increase on an annual basis by 2% of the total outstanding common and subordinated units, if any, at the end of the preceding fiscal year. At June 30, 2013, 1,867,307 units are available for future grant under the long-term incentive plan. Ownership in the awards is subject to forfeiture until the vesting date, but recipients have distribution and voting rights from the date of grant. Pursuant to the terms of the long-term incentive plan, all restricted phantom units and restricted common units vest upon a change in control of TransMontaigne Inc. The long-term incentive plan is administered by the compensation committee of the board of directors of our general partner. TransMontaigne GP purchases outstanding common units on the open market for purposes of making grants of restricted phantom units to independent directors of our general partner.

        TransMontaigne GP, on behalf of the long-term incentive plan, has purchased 3,726 and 3,375 common units pursuant to the program during the six months ended June 30, 2013 and 2012, respectively. In addition to the foregoing purchases, upon the vesting of 10,000 restricted phantom units on August 10, 2012, we purchased 5,891 common units from TransMontaigne Services Inc. for the purpose of delivering these units to Charles L. Dunlap, the Chief Executive Officer ("CEO") of our general partner. These units were granted to Mr. Dunlap on August 10, 2009 under the long-term incentive plan. The amount of the units purchased for delivery to Mr. Dunlap may vary based upon the method used to fund the related withholding taxes.

        Information about restricted phantom unit activity for the year ended December 31, 2012 and the six months ended June 30, 2013 is as follows:

	Available for future grant			Restricted phantom units			NYSE closing price
Units outstanding at December 31, 2011		1,293,772			37,000
Automatic increase in units available for future grant on January 1, 2012		289,141			—
Grant on March 31, 2012		(8,000	)		8,000		$	34.76
Vesting on March 31, 2012		—			(6,500	)	$	34.76
Units withheld for taxes on March 31, 2012		411			—
Units forfeited on July 18, 2012		4,500			(4,500	)
Vesting on August 10, 2012		—			(10,000	)	$	36.48
Units withheld for taxes on August 10, 2012		4,109			—
Units outstanding at December 31, 2012		1,583,933			24,000
Automatic increase in units available for future grant on January 1, 2013		289,141			—
Grant on March 31, 2013		(6,000	)		6,000		$	50.74
Vesting on March 31, 2013		—			(5,500	)	$	50.74
Units withheld for taxes on March 31, 2013		233			—
Units outstanding at June 30, 2013		1,867,307			24,500

28

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(14) LONG-TERM INCENTIVE PLAN (Continued)

        On March 31, 2013 and 2012, TransMontaigne Services Inc. granted 6,000 and 8,000 restricted phantom units, respectively, to the independent directors of our general partner. Over their respective four-year vesting periods, we will recognize deferred equity-based compensation of approximately $0.3 million and $0.3 million, associated with the March 2013 and March 2012 grants, respectively.

        Deferred equity-based compensation of approximately $115,000 and $100,000 is included in direct general and administrative expenses for the three months ended June 30, 2013 and 2012, respectively. Deferred equity-based compensation of approximately $204,000 and $207,000 is included in direct general and administrative expenses for the six months ended June 30, 2013 and 2012, respectively.

        On July 18, 2012, Mr. Henry M. Kuchta forfeited the vesting of 4,500 restricted phantom units as a result of his resignation as a member of the board of directors of our general partner.

        Effective August 10, 2009, Charles L. Dunlap was appointed to serve as CEO of our general partner and President and CEO of TransMontaigne Inc. In connection with his appointments, on August 10, 2009, TransMontaigne Services Inc. granted Mr. Dunlap 40,000 restricted phantom units under the long-term incentive plan that vest ratably over a four-year vesting period. In accordance with the long-term incentive plan, because Mr. Dunlap continues to provide services to our general partner as an employee, the restricted phantom units previously granted to Mr. Dunlap for his services as an independent member of the board of directors of our general partner remain in effect and continue to vest in accordance with the four-year vesting schedule applicable for the grants to our independent directors.

(15) COMMITMENTS AND CONTINGENCIES

        Contract commitments.    At June 30, 2013, we have contractual commitments of approximately $10.2 million for the supply of services, labor and materials related to capital projects that currently are under development. We expect that these contractual commitments will be paid during the remainder of the year ending December 31, 2013.

        Operating leases.    We lease property and equipment under non-cancelable operating leases that extend through August 2030. At June 30, 2013, future minimum lease payments under these non-cancelable operating leases are as follows (in thousands):

Years ending December 31:	Property and equipment
2013 (remainder of the year)	$	1,493
2014		3,713
2015		3,840
2016		3,952
2017		2,983
Thereafter		4,479
	$	20,460

        Included in the above non-cancelable operating lease commitments are amounts for property rentals that we have sublet under non-cancelable sublease agreements, for which we expect to receive minimum rentals of approximately $1.8 million in future periods.

29

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(15) COMMITMENTS AND CONTINGENCIES (Continued)

        Rental expense under operating leases was approximately $0.9 million and $0.3 million for the three months ended June 30, 2013 and 2012, respectively. Rental expense under operating leases was approximately $1.7 million and $0.6 million for the six months ended June 30, 2013 and 2012, respectively.

(16) NET EARNINGS PER LIMITED PARTNER UNIT

        The following table reconciles net earnings to net earnings allocable to limited partners (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796
Less:
Distributions payable on behalf of incentive distribution rights		(1,296	)		(1,154	)		(2,450	)		(2,166	)
Distributions payable on behalf of general partner interest		(192	)		(189	)		(381	)		(375	)
Earnings allocable to the general partner interest less than (in excess of) distributions payable to the general partner interest		53			(22	)		34			(19	)
Earnings allocable to general partner interest including incentive distribution rights		(1,435	)		(1,365	)		(2,797	)		(2,560	)
Net earnings allocable to limited partners	$	6,789		$	10,289		$	16,965		$	19,236

        Earnings allocated to the general partner interest include amounts attributable to the incentive distribution rights. Pursuant to our partnership agreement we are required to distribute available cash (as defined by our partnership agreement) as of the end of the reporting period. Such distributions are declared within 45 days after period end. The net earnings allocated to the general partner interest in the consolidated statements of partners' equity reflect the earnings allocation included in the table above.

        The following table sets forth the distribution declared per common unit attributable to the periods indicated:

	Distribution
January 1, 2012 through March 31, 2012	$	0.63
April 1, 2012 through June 30, 2012	$	0.64
July 1, 2012 through September 30, 2012	$	0.64
October 1, 2012 through December 31, 2012	$	0.64
January 1, 2013 through March 31, 2013	$	0.64
April 1, 2013 through June 30, 2013	$	0.65

30

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(16) NET EARNINGS PER LIMITED PARTNER UNIT (Continued)

        The following table reconciles the computation of basic and diluted weighted average units (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
Basic weighted average units		14,442		14,444		14,440		14,441
Dilutive effect of restricted phantom units		9		13		9		14
Diluted weighted average units		14,451		14,457		14,449		14,455

        For the three and six months ended June 30, 2013, we included the dilutive effect of approximately 10,000 restricted phantom units granted August 10, 2009 in the computation of diluted earnings per limited partner unit because the average closing market price of our common units exceeded the related remaining deferred compensation per unvested restricted phantom units. For the three months ended June 30, 2012, we included the dilutive effect of approximately 8,000, 3,000, 20,000 and 1,500 restricted phantom units granted March 31, 2012, March 31, 2010, August 10, 2009 and March 31, 2009, respectively, in the computation of diluted earnings per limited partner unit because the average closing market price of our common units exceeded the related remaining deferred compensation per unvested restricted phantom units. For the six months ended June 30, 2012, we included the dilutive effect of approximately 8,000, 6,000, 3,000, 20,000 and 1,500 restricted phantom units granted March 31, 2012, March 31, 2011, March 31, 2010, August 10, 2009 and March 31, 2009, respectively, in the computation of diluted earnings per limited partner unit because the average closing market price of our common units exceeded the related remaining deferred compensation per unvested restricted phantom units.

        We exclude potentially dilutive securities from our computation of diluted earnings per limited partner unit when their effect would be anti-dilutive. For the three and six months ended June 30, 2013, we excluded the dilutive effect of approximately 6,000, 4,500, 3,000 and 1,000 restricted phantom units granted March 31, 2013, March 31, 2012, March 31, 2011 and March 31, 2010, respectively, in the computation of diluted earnings per limited partner unit because the related remaining deferred compensation per unvested restricted phantom units exceeded the average closing market price of our common units for the period. For the three months ended June 30, 2012, we excluded the dilutive effect of approximately 6,000 restricted phantom units granted March 31, 2011 in the computation of diluted earnings per limited partner unit because the related remaining deferred compensation per unvested restricted phantom units exceeded the average closing market price of our common units for the period.

(17) DISCLOSURES ABOUT FAIR VALUE

        Generally accepted accounting principles defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Generally accepted accounting principles also establishes a fair value hierarchy that prioritizes the use of higher-level inputs for valuation techniques used to measure fair value. The three levels of the fair value hierarchy are: (1) Level 1 inputs, which are quoted prices (unadjusted) in active markets for identical assets or liabilities; (2) Level 2 inputs, which are inputs other than quoted prices included within Level 1 that are

31

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(17) DISCLOSURES ABOUT FAIR VALUE (Continued)

observable for the asset or liability, either directly or indirectly; and (3) Level 3 inputs, which are unobservable inputs for the asset or liability.

        The fair values of the following financial instruments represent our best estimate of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. Our fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects our judgments about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. The following methods and assumptions were used to estimate the fair value of financial instruments at June 30, 2013 and December 31, 2012.

        Cash and cash equivalents.    The carrying amount approximates fair value because of the short-term maturity of these instruments. The fair value is categorized in Level 1 of the fair value hierarchy.

        Debt.    The carrying amount of our credit facility debt approximates fair value since borrowings under the facility bear interest at current market interest rates. The fair value is categorized in Level 2 of the fair value hierarchy.

(18) BUSINESS SEGMENTS

        We provide integrated terminaling, storage, transportation and related services to companies engaged in the trading, distribution and marketing of refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. Our chief operating decision maker is our general partner's CEO. Our general partner's CEO reviews the financial performance of our business segments using disaggregated financial information about "net margins" for purposes of making operating decisions and assessing financial performance. "Net margins" is composed of revenue less direct operating costs and expenses. Accordingly, we present "net margins" for each of our business segments: (i) Gulf Coast terminals, (ii) Midwest terminals and pipeline system, (iii) Brownsville terminals, (iv) River terminals and (v) Southeast terminals.

32

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(18) BUSINESS SEGMENTS (Continued)

        The financial performance of our business segments is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Gulf Coast Terminals:
Terminaling services fees, net	$	11,702		$	11,985		$	23,503		$	23,912
Other		1,920			2,851			4,829			5,520
Revenue		13,622			14,836			28,332			29,432
Direct operating costs and expenses		(5,048	)		(5,420	)		(10,462	)		(10,045	)
Net margins		8,574			9,416			17,870			19,387
Midwest Terminals and Pipeline System:
Terminaling services fees, net		1,923			894			3,935			1,810
Pipeline transportation fees		369			536			717			988
Other		631			999			1,180			1,724
Revenue		2,923			2,429			5,832			4,522
Direct operating costs and expenses		(832	)		(412	)		(1,464	)		(777	)
Net margins		2,091			2,017			4,368			3,745
Brownsville Terminals:
Terminaling services fees, net		1,872			1,468			3,759			2,905
Pipeline transportation fees		1,821			663			3,461			1,738
Other		2,123			1,923			4,853			4,023
Revenue		5,816			4,054			12,073			8,666
Direct operating costs and expenses		(3,930	)		(2,458	)		(7,409	)		(4,774	)
Net margins		1,886			1,596			4,664			3,892
River Terminals:
Terminaling services fees, net		2,149			3,282			5,416			6,621
Other		234			224			487			578
Revenue		2,383			3,506			5,903			7,199
Direct operating costs and expenses		(1,936	)		(2,149	)		(3,810	)		(4,651	)
Net margins		447			1,357			2,093			2,548
Southeast Terminals:
Terminaling services fees, net		11,678			11,693			23,436			23,362
Other		2,276			1,924			4,720			4,094
Revenue		13,954			13,617			28,156			27,456
Direct operating costs and expenses		(5,548	)		(5,745	)		(10,877	)		(9,906	)
Net margins		8,406			7,872			17,279			17,550
Total net margins		21,404			22,258			46,274			47,122
Direct general and administrative expenses, net		(651	)		785			(1,751	)		(2,403	)
Allocated general and administrative expenses		(2,741	)		(2,695	)		(5,481	)		(5,390	)
Allocated insurance expense		(935	)		(898	)		(1,893	)		(1,795	)
Reimbursement of bonus awards		(312	)		(312	)		(625	)		(625	)
Depreciation and amortization		(7,460	)		(6,940	)		(14,799	)		(13,870	)
Earnings (loss) from unconsolidated affiliates		(4	)		328			36			435
Operating income		9,301			12,526			21,761			23,474
Other expenses, net		(1,077	)		(872	)		(1,999	)		(1,678	)
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796

33

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(18) BUSINESS SEGMENTS (Continued)

        Supplemental information about our consolidated business segments is summarized below (in thousands):

	Three months ended June 30, 2013
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminals		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	3,779	$	468	$	4,916	$	2,180	$	940	$	12,283
Morgan Stanley Capital Group		9,393		2,455		—		179		12,966		24,993
Frontera		—		—		900		—		—		900
TransMontaigne Inc.		450		—		—		24		48		522
Total revenue	$	13,622	$	2,923	$	5,816	$	2,383	$	13,954	$	38,698
Capital expenditures	$	693	$	608	$	289	$	421	$	2,593	$	4,604
Identifiable assets as of June 30, 2013	$	132,176	$	26,190	$	50,056	$	58,413	$	180,198	$	447,033
Cash and cash equivalents												6,176
Investments in unconsolidated affiliates												175,607
Deferred financing costs												2,600
Other												765
Total assets											$	632,181

	Three months ended June 30, 2012
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminals		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	3,985	$	783	$	2,399	$	3,506	$	829	$	11,502
Morgan Stanley Capital Group		10,375		1,646		—		—		12,775		24,796
Frontera		—		—		677		—		—		677
TransMontaigne Inc.		476		—		978		—		13		1,467
Total revenue	$	14,836	$	2,429	$	4,054	$	3,506	$	13,617	$	38,442
Capital expenditures	$	439	$	3,230	$	399	$	754	$	621	$	5,443

34

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(18) BUSINESS SEGMENTS (Continued)

	Six months ended June 30, 2013
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminal		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	7,817	$	934	$	10,220	$	5,700	$	1,900	$	26,571
Morgan Stanley Capital Group		19,603		4,898		—		179		26,196		50,876
Frontera		—		—		1,853		—		—		1,853
TransMontaigne Inc.		912		—		—		24		60		996
Total revenue	$	28,332	$	5,832	$	12,073	$	5,903	$	28,156	$	80,296
Capital expenditures	$	1,455	$	1,396	$	898	$	952	$	5,675	$	10,376
Identifiable assets as of June 30, 2013	$	132,176	$	26,190	$	50,056	$	58,413	$	180,198	$	447,033

	Six months ended June 30, 2012
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminal		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	7,761	$	1,476	$	4,773	$	7,185	$	1,615	$	22,810
Morgan Stanley Capital Group		20,736		3,046		—		14		25,815		49,611
Frontera		—		—		1,554		—		—		1,554
TransMontaigne Inc.		935		—		2,339		—		26		3,300
Total revenue	$	29,432	$	4,522	$	8,666	$	7,199	$	27,456	$	77,275
Capital expenditures	$	571	$	6,543	$	602	$	1,887	$	899	$	10,502

(19) SUBSEQUENT EVENTS

        On July 24, 2013, we issued, pursuant to an underwritten public offering, 1,450,000 common units representing limited partner interests at a public offering price of $43.32 per common unit. On July 30, 2013, the underwriters of our secondary offering exercised in full their over-allotment option to purchase an additional 217,500 common units representing limited partnership interests at a price of $43.32 per common unit. The net proceeds from the offering were approximately $69.0 million, after deducting underwriting discounts, commissions, and offering expenses. Additionally, TransMontaigne GP L.L.C., our general partner, made a cash contribution of approximately $1.5 million to us to maintain its 2% general partner interest. The net proceeds from the offering and cash contribution were used to repay outstanding borrowings under our credit facility.

        On July 16, 2013, we entered into amendments to our terminaling services agreements with Morgan Stanley Capital Group covering our Southeast terminals and Florida and Midwest terminals. The termination date of the terminaling services agreement covering our Southeast terminals was extended from December 31, 2014 to July 31, 2015, after which the Southeast terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least

35

TransMontaigne Partners L.P. and subsidiaries

Notes to consolidated financial statements (unaudited) (Continued)

(19) SUBSEQUENT EVENTS (Continued)

24 months' prior notice of its intent to terminate the agreement. The Southeast terminaling services agreement was renewed at the same throughput rates and minimum throughput commitment as the existing agreement.

        The terminaling services agreement covering our Florida and Midwest terminals was amended to extend the original termination date from May 31, 2014 to January 31, 2015, after which the terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 18 months' prior notice of its intent to terminate the agreement in its entirety or terminate the agreement with respect to one or more Florida terminals, subject to certain early termination rights granted to us. The portion of our existing agreement relating to the Florida tanks presently dedicated to bunker fuels and our Mount Vernon, Missouri and Rogers, Arkansas terminals will not be renewed and will terminate on May 31, 2014. For the year ended December 31, 2012, the revenues attributable to the Florida bunker fuels tanks as well as the Mount Vernon, Missouri and Rogers, Arkansas terminals were approximately 14% of our total revenue. The Florida light-oil terminaling capacity was renewed at the same throughput rates and minimum throughput commitment as our existing agreement. In addition, Morgan Stanley Capital Group and TransMontaigne Inc. agreed to surrender their rights of first refusal under the Florida and Midwest terminaling services agreement with respect to any storage capacity under the agreement that terminates or is not renewed following the effective date of the amendment.

        On July 16, 2013, we entered into an amendment to our omnibus agreement with TransMontaigne Inc., our general partner and our subsidiaries, TransMontaigne Operating GP L.L.C. and TransMontaigne Operating Company L.P. The amendment extended the termination date of the omnibus agreement from December 31, 2014 to the earlier to occur of (i) TransMontaigne Inc. ceasing to control our general partner or (ii) at the election of either us or TransMontaigne Inc., following at least 24 months' prior written notice to the other parties. The amendment did not change the fee structure and reimbursement provisions payable by us under the omnibus agreement. Under the amendment, TransMontaigne Inc. agreed to waive its existing right of first refusal on Partners' assets and terminaling capacity such that in the event TransMontaigne Inc. or Morgan Stanley Capital Group elects to terminate any existing terminaling services agreement (or storage capacity therein) or in the event an existing agreement expires and is not renewed, then the right of first refusal with respect to the applicable storage capacity thereunder terminates.

        On July 15, 2013, we announced a distribution of $0.65 per unit for the period from April 1, 2013 through June 30, 2013, payable on August 8, 2013 to unitholders of record on July 31, 2013.

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ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

        A summary of the significant accounting policies that we have adopted and followed in the preparation of our consolidated financial statements is detailed in our consolidated financial statements for the year ended December 31, 2012, included in our Annual Report on Form 10-K, filed on March 12, 2013 (see Note 1 of Notes to consolidated financial statements). Certain of these accounting policies require the use of estimates. The following estimates, in management's opinion, are subjective in nature, require the exercise of judgment, and involve complex analyses: useful lives of our plant and equipment, accrued environmental obligations and determining the fair value of our reporting units when analyzing goodwill. These estimates are based on our knowledge and understanding of current conditions and actions we may take in the future. Changes in these estimates will occur as a result of the passage of time and the occurrence of future events. Subsequent changes in these estimates may have a significant impact on our financial condition and results of operations.

DEVELOPMENTS DURING THE THREE MONTHS ENDED JUNE 30, 2013

        On June 5, 2013, we announced a 900,000-barrel expansion of BOSTCO estimated to cost approximately $54 million. The expansion is supported by a long-term leased storage and handling services contract with Morgan Stanley Capital Group and includes six, 150,000-barrel, ultra low sulphur diesel tanks, additional pipeline and deepwater vessel dock access and high-speed loading at a rate of 30,000 barrels per hour. Work on the 900,000-barrel expansion started in the second quarter of 2013, with commercial operations expected to begin in the fourth quarter of 2014. With the addition of this expansion project, BOSTCO will have fully subscribed capacity of approximately 7.1 million barrels at an estimated construction cost of approximately $485 million. Assuming we maintain our 42.5% interest in BOSTCO, we expect our total payments for the project to be approximately $209 million.

        On April 16, 2013, we announced a distribution of $0.64 per unit for the period from January 1, 2013 through March 31, 2013, payable on May 7, 2013 to unitholders of record on April 30, 2013.

RECENT DEVELOPMENTS

        See Note 19 of Notes to consolidated financial statements (unaudited).

RESULTS OF OPERATIONS—THREE MONTHS ENDED JUNE 30, 2013 AND 2012

        The following discussion and analysis of the results of operations and financial condition should be read in conjunction with the accompanying unaudited consolidated financial statements.

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ANALYSIS OF REVENUE

        Total Revenue.    We derive revenue from our terminal and pipeline transportation operations by charging fees for providing integrated terminaling, transportation and related services. Our total revenue by category was as follows (in thousands):

Total Revenue by Category

	Three months ended June 30,
	2013		2012
Terminaling services fees, net	$	29,324	$	29,322
Pipeline transportation fees		2,190		1,199
Management fees and reimbursed costs		1,421		1,288
Other		5,763		6,633
Revenue	$	38,698	$	38,442

        See discussion below for a detailed analysis of terminaling services fees, net, pipeline transportation fees, management fees and reimbursed costs, and other revenue included in the table above.

        We operate our business and report our results of operations in five principal business segments: (i) Gulf Coast terminals, (ii) Midwest terminals and pipeline system, (iii) Brownsville terminals, (iv) River terminals and (v) Southeast terminals. The aggregate revenue of each of our business segments was as follows (in thousands):

Total Revenue by Business Segment

	Three months ended June 30,
	2013		2012
Gulf Coast terminals	$	13,622	$	14,836
Midwest terminals and pipeline system		2,923		2,429
Brownsville terminals		5,816		4,054
River terminals		2,383		3,506
Southeast terminals		13,954		13,617
Revenue	$	38,698	$	38,442

        Total revenue by business segment is presented and further analyzed below by category of revenue.

        Terminaling Services Fees, Net.    Pursuant to terminaling services agreements with our customers, which range from one month to ten years in duration, we generate fees by distributing and storing products for our customers. Terminaling services fees, net include throughput fees based on the volume of product distributed from the facility, injection fees based on the volume of product injected with

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additive compounds and storage fees based on a rate per barrel of storage capacity per month. The terminaling services fees, net by business segments were as follows (in thousands):

Terminaling Services Fees, Net, by Business Segment

	Three months ended June 30,
	2013		2012
Gulf Coast terminals	$	11,702	$	11,985
Midwest terminals and pipeline system		1,923		894
Brownsville terminals		1,872		1,468
River terminals		2,149		3,282
Southeast terminals		11,678		11,693
Terminaling services fees, net	$	29,324	$	29,322

        Terminaling services fees, net includes an increase of approximately $1.1 million at our Midwest terminals resulting from newly constructed tank capacity placed into service during August of 2012 at our Cushing, Oklahoma facility. This increase has been offset by a decrease in terminaling service fees, net of approximately $1.3 million at our River terminals resulting from a new terminaling services agreement with a third-party customer. Effective April 1, 2013 we entered into a new three-year terminaling services agreement with a third-party customer for minimum monthly throughput commitments of approximately 0.6 million barrels of light refined product storage capacity at certain of our River terminals. The new agreement provides for additional revenues to be earned for excess throughput amounts and for ancillary services. Our previous agreement with the same third-party customer, which expired March 31, 2013, committed to that customer approximately 1.1 million barrels of light refined product storage capacity. Currently, we have not been able to re-contract any excess storage capacity not used by the third-party customer under the new terminaling services agreement.

        Included in terminaling services fees, net for the three months ended June 30, 2013 and 2012 are amounts recognized from agreements with Morgan Stanley Capital Group of approximately $20.7 million and $19.9 million, respectively, and TransMontaigne Inc. of approximately $0.5 million and $0.8 million, respectively.

        Our terminaling services agreements are structured as either throughput agreements or storage agreements. Most of our throughput agreements contain provisions that require our customers to throughput a minimum volume of product at our facilities over a stipulated period of time, which results in a fixed amount of revenue to be recognized by us. Our storage agreements require our customers to make minimum payments based on the volume of storage capacity available to the customer under the agreement, which results in a fixed amount of revenue to be recognized by us. We refer to the fixed amount of revenue recognized pursuant to our terminaling services agreements as being "firm commitments." Revenue recognized in excess of firm commitments and revenue recognized based solely on the volume of product distributed or injected are referred to as "variable." The "firm

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commitments" and "variable" revenue included in terminaling services fees, net were as follows (in thousands):

Firm Commitments and Variable Revenue

	Three months ended June 30,
	2013		2012
Firm commitments:
External customers	$	7,334	$	7,999
Affiliates		21,224		20,681
Total		28,558		28,680
Variable:
External customers		745		695
Affiliates		21		(53	)
Total		766		642
Terminaling services fees, net	$	29,324	$	29,322

        At June 30, 2013, after giving effect to the amendments described under Note 19 of Notes to consolidated financial statements (unaudited), the remaining minimum terms on the terminaling services agreements that generated "firm commitments" for the three months ended June 30, 2013 were as follows (in thousands):

	At June 30, 2013
Remaining minimum terms on terminaling services agreements that generated "firm commitments":
Less than 1 year remaining	$	6,349
1 year or more, but less than 3 years remaining		18,498
3 years or more, but less than 5 years remaining		1,434
5 years or more remaining		2,277
Total firm commitments for the three months ended June 30, 2013	$	28,558

        Pipeline Transportation Fees.    We earn pipeline transportation fees at our Razorback, Diamondback and Ella-Brownsville pipelines based on the volume of product transported and the distance from the origin point to the delivery point. We own the Razorback and Diamondback pipelines, and we began leasing the Ella-Brownsville pipeline from a third party in January 2013. The Federal Energy

40

Regulatory Commission regulates the tariff on our pipelines. The pipeline transportation fees by business segments were as follows (in thousands):

Pipeline Transportation Fees by Business Segment

	Three months ended June 30,
	2013		2012
Gulf Coast terminals	$	—	$	—
Midwest terminals and pipeline system		369		536
Brownsville terminals		1,821		663
River terminals		—		—
Southeast terminals		—		—
Pipeline transportation fees	$	2,190	$	1,199

        Included in pipeline transportation fees for the three months ended June 30, 2013 and 2012 are fees charged to Morgan Stanley Capital Group of approximately $0.4 million and $0.5 million, respectively, and TransMontaigne Inc. of $nil and approximately $0.7 million, respectively.

        Management Fees and Reimbursed Costs.    We manage and operate for a major oil company certain tank capacity at our Port Everglades (South) terminal and receive reimbursement of their proportionate share of operating and maintenance costs. We manage and operate for an affiliate of Mexico's state-owned petroleum company a bi-directional products pipeline connected to our Brownsville, Texas terminal facility and receive a management fee and reimbursement of costs. We manage and operate the Frontera terminal facility located in Brownsville, Texas for a management fee based on our costs incurred. Frontera is an unconsolidated affiliate for which we have a 50% ownership interest. The management fees and reimbursed costs by business segments were as follows (in thousands):

Management Fees and Reimbursed Costs by Business Segment

	Three months ended June 30,
	2013		2012
Gulf Coast terminals	$	53	$	52
Midwest terminals and pipeline system		—		—
Brownsville terminals		1,368		1,236
River terminals		—		—
Southeast terminals		—		—
Management fees and reimbursed costs	$	1,421	$	1,288

        Included in management fees and reimbursed costs for the three months ended June 30, 2013 and 2012 are fees charged to Frontera of approximately $0.9 million and $0.7 million, respectively.

        Other Revenue.    We provide ancillary services including heating and mixing of stored products, product transfer services, railcar handling, wharfage fees and vapor recovery fees. Pursuant to terminaling services agreements with certain throughput customers, we are entitled to the volume of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities. Consistent with recognized industry practices, measurement differentials occur as the result of the inherent variances in measurement devices and methodology. We

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recognize as revenue the net proceeds from the sale of the product gained. Other revenue is composed of the following (in thousands):

Principal Components of Other Revenue

	Three months ended June 30,
	2013		2012
Product gains, net	$	3,551	$	4,036
Steam heating fees		993		773
Product transfer services		229		295
Railcar handling		112		109
Other		878		1,420
Other revenue	$	5,763	$	6,633

        For the three months ended June 30, 2013 and 2012, we sold approximately 39,200 and 39,200 barrels, respectively, of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities at average prices of approximately $116 and $120 per barrel, respectively. Pursuant to our terminaling services agreement related to the Southeast terminals, we agreed to rebate to Morgan Stanley Capital Group 50% of the proceeds we receive annually in excess of $4.2 million from the sale of product gains at our Southeast terminals. For the three months ended June 30, 2013 and 2012, we accrued a liability due to Morgan Stanley Capital Group of approximately $1.0 million and $0.7 million, respectively.

        Included in other revenue for the three months ended June 30, 2013 and 2012 are amounts charged to Morgan Stanley Capital Group of approximately $3.9 million and $4.4 million, respectively.

        The other revenue by business segments were as follows (in thousands):

Other Revenue by Business Segment

	Three months ended June 30,
	2013		2012
Gulf Coast terminals	$	1,867	$	2,799
Midwest terminals and pipeline system		631		999
Brownsville terminals		755		687
River terminals		234		224
Southeast terminals		2,276		1,924
Other revenue	$	5,763	$	6,633

ANALYSIS OF COSTS AND EXPENSES

        The direct operating costs and expenses of our operations include the directly related wages and employee benefits, utilities, communications, maintenance and repairs, property taxes, rent, vehicle expenses, environmental compliance costs, materials and supplies. Consistent with historical trends, across our terminaling and transportation facilities we anticipate an increase in repairs and maintenance expenses in the later months of the year as the weather becomes more conducive to these

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types of projects. The direct operating costs and expenses of our operations were as follows (in thousands):

Direct Operating Costs and Expenses

	Three months ended June 30,
	2013		2012
Wages and employee benefits	$	6,143	$	5,523
Utilities and communication charges		2,000		1,697
Repairs and maintenance		4,969		5,528
Office, rentals and property taxes		2,312		1,718
Vehicles and fuel costs		342		314
Environmental compliance costs		494		614
Other		1,034		790
Direct operating costs and expenses	$	17,294	$	16,184

        The direct operating costs and expenses of our business segments were as follows (in thousands):

Direct Operating Costs and Expenses by Business Segment

	Three months ended June 30,
	2013		2012
Gulf Coast terminals	$	5,048	$	5,420
Midwest terminals and pipeline system		832		412
Brownsville terminals		3,930		2,458
River terminals		1,936		2,149
Southeast terminals		5,548		5,745
Direct operating costs and expenses	$	17,294	$	16,184

        Direct general and administrative expenses of our operations primarily include accounting and legal costs associated with annual and quarterly reports and tax return and Schedule K-1 preparation and distribution, independent director fees and deferred equity-based compensation. For the three months ended June 30, 2013, the direct general and administrative expenses were approximately $0.7 million. For the three months ended June 30, 2012, the direct general and administrative expenses were a net credit balance of approximately $0.8 million, which primarily resulted from an approximately $2.2 million settlement received from our prior auditor, KPMG LLP. The settlement reimbursed us for the audit and legal costs related to having our financial statements for the years ended December 31, 2010 and December 31, 2009 re-audited, as contained in our 2011 annual report on Form 10-K/A, Amendment No. 1, for the year ended December 31, 2011, and to having the quarterly financial information that is contained in the 2011 annual report re-reviewed, by Deloitte & Touche LLP, our new independent registered public accounting firm. As previously disclosed in Securities and Exchange Commission filings, these re-audits and re-reviews were the result of the determination that KPMG LLP was not "independent" of Partners within the meaning of the rules of applicable regulatory agencies, and did not qualify as independent at the time of our audits for the years ended December 31, 2010 and 2009, and prior periods.

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        Allocated general and administrative expenses include charges from TransMontaigne Inc. for indirect corporate overhead to cover costs of centralized corporate functions such as legal, accounting, treasury, insurance administration and claims processing, health, safety and environmental, information technology, human resources, credit, payroll, taxes, engineering and other corporate services. The allocated general and administrative expenses were approximately $2.7 million and $2.7 million for the three months ended June 30, 2013 and 2012, respectively.

        Allocated insurance expenses include charges from TransMontaigne Inc. for allocations of insurance premiums to cover costs of insuring activities such as property, casualty, pollution, automobile, directors' and officers' liability, and other insurable risks. The allocated insurance expenses were approximately $0.9 million and $0.9 million for the three months ended June 30, 2013 and 2012, respectively.

        The accompanying consolidated financial statements also include amounts paid to TransMontaigne Services Inc. as a partial reimbursement of bonus awards granted by TransMontaigne Services Inc. to certain key officers and employees that vest over future service periods. The reimbursements were approximately $0.3 million for each of the three months ended June 30, 2013 and 2012, respectively.

        For the three months ended June 30, 2013 and 2012, depreciation and amortization expense was approximately $7.5 million and $6.9 million, respectively.

RESULTS OF OPERATIONS—SIX MONTHS ENDED JUNE 30, 2013 AND 2012

        The following discussion and analysis of the results of operations and financial condition should be read in conjunction with the accompanying unaudited consolidated financial statements.

ANALYSIS OF REVENUE

        Total Revenue.    We derive revenue from our terminal and pipeline transportation operations by charging fees for providing integrated terminaling, transportation and related services. Our total revenue by category was as follows (in thousands):

Total Revenue by Category

	Six months ended June 30,
	2013		2012
Terminaling services fees, net	$	60,049	$	58,610
Pipeline transportation fees		4,178		2,726
Management fees and reimbursed costs		3,226		2,743
Other		12,843		13,196
Revenue	$	80,296	$	77,275

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        The aggregate revenue of each of our business segments was as follows (in thousands):

Total Revenue by Business Segment

	Six months ended June 30,
	2013		2012
Gulf Coast terminals	$	28,332	$	29,432
Midwest terminals and pipeline system		5,832		4,522
Brownsville terminals		12,073		8,666
River terminals		5,903		7,199
Southeast terminals		28,156		27,456
Revenue	$	80,296	$	77,275

        Terminaling Services Fees, Net.    Pursuant to terminaling services agreements with our customers, which range from one month to seven years in duration, we generate fees by distributing and storing products for our customers. Terminaling services fees, net include throughput fees based on the volume of product distributed from the facility, injection fees based on the volume of product injected with additive compounds and storage fees based on a rate per barrel of storage capacity per month. The terminaling services fees, net by business segments were as follows (in thousands):

Terminaling Services Fees, Net, by Business Segment

	Six months ended June 30,
	2013		2012
Gulf Coast terminals	$	23,503	$	23,912
Midwest terminals and pipeline system		3,935		1,810
Brownsville terminals		3,759		2,905
River terminals		5,416		6,621
Southeast terminals		23,436		23,362
Terminaling services fees, net	$	60,049	$	58,610

        The increase in terminaling services fees, net includes an increase of approximately $2.2 million at our Midwest terminals resulting from newly constructed tank capacity placed into service during August of 2012 at our Cushing, Oklahoma facility. This increase has been offset by a decrease in terminaling service fees, net of approximately $1.3 million at our River terminals resulting from a new terminaling services agreement with a third-party customer. Effective April 1, 2013 we entered into a new three-year terminaling services agreement with a third-party customer for minimum monthly throughput commitments of approximately 0.6 million barrels of light refined product storage capacity at certain of our River terminals. The new agreement provides for additional revenues to be earned for excess throughput amounts and for ancillary services. Our previous agreement with the same third-party customer, which expired March 31, 2013, committed to that customer approximately 1.1 million barrels of light refined product storage capacity. Currently, we have not been able to re-contract any excess storage capacity not used by the third-party customer under the new terminaling services agreement.

        Included in terminaling services fees, net for the six months ended June 30, 2013 and 2012 are amounts recognized from agreements with Morgan Stanley Capital Group of approximately $41.6 million and $39.8 million, respectively, and TransMontaigne Inc. of approximately $1.0 million and $1.6 million, respectively.

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        Our terminaling services agreements are structured as either throughput agreements or storage agreements. Most of our throughput agreements contain provisions that require our customers to throughput a minimum volume of product at our facilities over a stipulated period of time, which results in a fixed amount of revenue to be recognized by us. Our storage agreements require our customers to make minimum payments based on the volume of storage capacity available to the customer under the agreement, which results in a fixed amount of revenue to be recognized by us. We refer to the fixed amount of revenue recognized pursuant to our terminaling services agreements as being "firm commitments." Revenue recognized in excess of firm commitments and revenue recognized based solely on the volume of product distributed or injected are referred to as "variable." The "firm commitments" and "variable" revenue included in terminaling services fees, net were as follows (in thousands):

Firm Commitments and Variable Revenue

	Six months ended June 30,
	2013			2012
Firm commitments:
External customers	$	15,975		$	15,804
Affiliates		42,608			41,443
Total		58,583			57,247
Variable:
External customers		1,501			1,423
Affiliates		(35	)		(60	)
Total		1,466			1,363
Terminaling services fees, net	$	60,049		$	58,610

        At June 30, 2013, after giving effect to the amendments described under Note 19 of Notes to consolidated financial statements (unaudited), the remaining minimum terms on the terminaling services agreements that generated "firm commitments" for the six months ended June 30, 2013 were as follows (in thousands):

	At June 30, 2013
Remaining minimum terms on terminaling services agreements that generated "firm commitments":
Less than 1 year remaining	$	12,628
1 year or more, but less than 3 years remaining		38,695
3 years or more, but less than 5 years remaining		2,868
5 years or more remaining		4,392
Total firm commitments for the six months ended June 30, 2013	$	58,583

        Pipeline Transportation Fees.    We earn pipeline transportation fees at our Razorback, Diamondback and Ella-Brownsville pipelines based on the volume of product transported and the distance from the origin point to the delivery point. We own the Razorback and Diamondback pipelines, and we began leasing the Ella-Brownsville pipeline from a third party in January 2013. The Federal Energy

46

Regulatory Commission regulates the tariff on our pipelines. The pipeline transportation fees by business segments were as follows (in thousands):

Pipeline Transportation Fees by Business Segment

	Six months ended June 30,
	2013		2012
Gulf Coast terminals	$	—	$	—
Midwest terminals and pipeline system		717		988
Brownsville terminals		3,461		1,738
River terminals		—		—
Southeast terminals		—		—
Pipeline transportation fees	$	4,178	$	2,726

        Included in pipeline transportation fees for the six months ended June 30, 2013 and 2012 are fees charged to Morgan Stanley Capital Group of approximately $0.7 million and $1.0 million, respectively, and TransMontaigne Inc. of $nil and approximately $1.7 million, respectively.

        Management Fees and Reimbursed Costs    We manage and operate for a major oil company certain tank capacity at our Port Everglades (South) terminal and receive reimbursement of their proportionate share of operating and maintenance costs. We manage and operate for an affiliate of Mexico's state-owned petroleum company a bi-directional products pipeline connected to our Brownsville, Texas terminal facility and receive a management fee and reimbursement of costs. We manage and operate the Frontera terminal facility located in Brownsville, Texas for a management fee based on our costs incurred. Frontera is an unconsolidated affiliate for which we have a 50% ownership interest. The management fees and reimbursed costs by business segments were as follows (in thousands):

Management Fees and Reimbursed Costs by Business Segment

	Six months ended June 30,
	2013		2012
Gulf Coast terminals	$	157	$	88
Midwest terminals and pipeline system		—		—
Brownsville terminals		3,069		2,655
River terminals		—		—
Southeast terminals		—		—
Management fees and reimbursed costs	$	3,226	$	2,743

        Included in management fees and reimbursed costs for the six months ended June 30, 2013 and 2012 are fees charged to Frontera of approximately $1.9 million and $1.6 million, respectively.

        Other Revenue.    We provide ancillary services including heating and mixing of stored products, product transfer services, railcar handling, wharfage fees and vapor recovery fees. Pursuant to terminaling services agreements with certain throughput customers, we are entitled to the volume of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities. Consistent with recognized industry practices, measurement differentials occur as the result of the inherent variances in measurement devices and methodology. We

47

recognize as revenue the net proceeds from the sale of the product gained. Other revenue is composed of the following (in thousands):

Principal Components of Other Revenue

	Six months ended June 30,
	2013		2012
Product gains, net	$	7,703	$	8,462
Steam heating fees		2,078		1,846
Product transfer services		546		482
Railcar handling		258		234
Other		2,258		2,172
Other revenue	$	12,843	$	13,196

        For the six months ended June 30, 2013 and 2012, we sold approximately 82,000 and 82,600 barrels, respectively, of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities at average prices of approximately $120 and $123 per barrel, respectively. Pursuant to our terminaling services agreement related to the Southeast terminals, we agreed to rebate to Morgan Stanley Capital Group 50% of the proceeds we receive annually in excess of $4.2 million from the sale of product gains at our Southeast terminals. For the six months ended June 30, 2013 and 2012, we accrued a liability due to Morgan Stanley Capital Group of approximately $2.1 million and $1.7 million, respectively.

        Included in other revenue for the six months ended June 30, 2013 and 2012 are amounts charged to Morgan Stanley Capital Group of approximately $8.6 million and $8.8 million, respectively.

        The other revenue by business segments were as follows (in thousands):

Other Revenue by Business Segment

	Six months ended June 30,
	2013		2012
Gulf Coast terminals	$	4,672	$	5,432
Midwest terminals and pipeline system		1,180		1,724
Brownsville terminals		1,784		1,368
River terminals		487		578
Southeast terminals		4,720		4,094
Other revenue	$	12,843	$	13,196

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ANALYSIS OF COSTS AND EXPENSES

        The direct operating costs and expenses of our operations were as follows (in thousands):

Direct Operating Costs and Expenses

	Six months ended June 30,
	2013		2012
Wages and employee benefits	$	12,592	$	11,309
Utilities and communication charges		3,920		3,690
Repairs and maintenance		9,288		8,791
Office, rentals and property taxes		4,652		3,372
Vehicles and fuel costs		684		651
Environmental compliance costs		1,136		1,178
Other		1,750		1,162
Direct operating costs and expenses	$	34,022	$	30,153

        The direct operating costs and expenses of our business segments were as follows (in thousands):

Direct Operating Costs and Expenses by Business Segment

	Six months ended June 30,
	2013		2012
Gulf Coast terminals	$	10,462	$	10,045
Midwest terminals and pipeline system		1,464		777
Brownsville terminals		7,409		4,774
River terminals		3,810		4,651
Southeast terminals		10,877		9,906
Direct operating costs and expenses	$	34,022	$	30,153

        The direct general and administrative expenses were approximately $1.8 million and $2.4 million for the six months ended June 30, 2013 and 2012, respectively.

        The allocated general and administrative expenses were approximately $5.5 million and $5.4 million for the six months ended June 30, 2013 and 2012, respectively.

        The allocated insurance expenses were approximately $1.9 million and $1.8 million for the six months ended June 30, 2013 and 2012, respectively.

        The reimbursement of bonus awards was approximately $0.6 million for each of the six months ended June 30, 2013 and 2012, respectively.

        For the six months ended June 30, 2013 and 2012, depreciation and amortization expense was approximately $14.8 million and $13.9 million, respectively.

LIQUIDITY AND CAPITAL RESOURCES

        Our primary liquidity needs are to fund our working capital requirements, distributions to unitholders, approved investments, approved capital projects and approved future expansion, development and acquisition opportunities. Future expansion, development and acquisition expenditures will depend on numerous factors, including approval by Morgan Stanley; the availability, economics and cost of appropriate acquisitions which we identify and evaluate; the economics, cost and required

49

regulatory approvals with respect to the expansion and enhancement of existing systems and facilities; customer demand for the services we provide; local, state and federal governmental regulations; environmental compliance requirements; and the availability of debt financing and equity capital on acceptable terms. Further discussion of Morgan Stanley's current position with respect to approval of any proposed acquisitions and investments and the potential impact of such decision is set forth under the captions "Item 1.A. Risk Factors" and "Regulatory Matters" in Item 7 of our Annual Report on Form 10-K, filed on March 12, 2013 and Note 2 of Notes to consolidated financial statements.

        We expect to initially fund our approved investments, approved capital projects and our approved future expansion, development and acquisition opportunities, if any, with additional borrowings under our credit facility (see Note 12 of Notes to consolidated financial statements). After initially funding these expenditures with borrowings under our credit facility, we may raise funds through additional equity offerings and debt financings. The proceeds of such equity offerings and debt financings may then be used to reduce our outstanding borrowings under our credit facility.

        Our capital expenditures for the six months ended June 30, 2013 were approximately $10.4 million for terminal and pipeline facilities and assets to support these facilities. In addition, we made cash investments during the six months ended June 30, 2013 of approximately $71.0 million in unconsolidated affiliates. Management and the board of directors of our general partner have approved additional investments in BOSTCO and expansion capital projects at our existing terminals that currently are, or will be, under construction with estimated completion dates that extend through the fourth quarter of 2014. At June 30, 2013, the remaining expenditures to complete the approved additional investments and expansion capital projects are estimated to be approximately $60 million. We expect to fund our future investments and expansion capital expenditures with additional borrowings under our credit facility.

        Amended and restated senior secured credit facility.    On March 9, 2011, we entered into an amended and restated senior secured credit facility, or "credit facility", which has been subsequently amended from time to time. The credit facility provides for a maximum borrowing line of credit equal to the lesser of (i) $350 million and (ii) 4.75 times Consolidated EBITDA (as defined: $337.4 million at June 30, 2013). The terms of the credit facility include covenants that restrict our ability to make cash distributions, acquisitions and investments, including investments in joint ventures. We may make distributions of cash to the extent of our "available cash" as defined in our partnership agreement. We may make acquisitions and investments that meet the definition of "permitted acquisitions"; "other investments" which may not exceed 5% of "consolidated net tangible assets"; and "permitted JV investments". Permitted JV investments include up to $225 million of investments in BOSTCO (the "Specified BOSTCO Investment"). In addition to the Specified BOSTCO Investment, under the terms of the credit facility, we may make an additional $75 million of other permitted JV investments (including additional investments in BOSTCO). The principal balance of loans and any accrued and unpaid interest are due and payable in full on the maturity date, March 9, 2016.

        We may elect to have loans under the credit facility bear interest either (i) at a rate of LIBOR plus a margin ranging from 2% to 3% depending on the total leverage ratio then in effect, or (ii) at the base rate plus a margin ranging from 1% to 2% depending on the total leverage ratio then in effect. We also pay a commitment fee on the unused amount of commitments, ranging from 0.375% to 0.5% per annum, depending on the total leverage ratio then in effect. Our obligations under the credit facility are secured by a first priority security interest in favor of the lenders in the majority of our assets, including our investments in unconsolidated affiliates. At June 30, 2013, our outstanding borrowings under the credit facility were $254 million.

        On July 24, 2013, we issued, pursuant to an underwritten public offering, 1,450,000 common units representing limited partner interests at a public offering price of $43.32 per common unit. On July 30, 2013, the underwriters of our secondary offering exercised in full their over-allotment option to

50

purchase an additional 217,500 common units representing limited partnership interests at a price of $43.32 per common unit. The net proceeds from the offering were approximately $69.0 million, after deducting underwriting discounts, commissions, and offering expenses. Additionally, TransMontaigne GP L.L.C., our general partner, made a cash contribution of approximately $1.5 million to us to maintain its 2% general partner interest. The net proceeds from the offering and cash contribution were used to repay outstanding borrowings under our credit facility.

        The credit facility also contains customary representations and warranties (including those relating to organization and authorization, compliance with laws, absence of defaults, material agreements and litigation) and customary events of default (including those relating to monetary defaults, covenant defaults, cross defaults and bankruptcy events). The primary financial covenants contained in the credit facility are (i) a total leverage ratio test (not to exceed 4.75 times), (ii) a senior secured leverage ratio test (not to exceed 3.75 times) in the event we issue senior unsecured notes, and (iii) a minimum interest coverage ratio test (not less than 3.0 times). These financial covenants are based on a defined financial performance measure within the credit facility known as "Consolidated EBITDA." The calculation of the "total leverage ratio" and "interest coverage ratio" contained in the credit facility is as follows (in thousands, except ratios):

	Three months ended
													Twelve months ended June 30, 2013
	September 30, 2012			December 31, 2012			March 31, 2013			June 30, 2013
Financial performance debt covenant test:
Consolidated EBITDA for the total leverage ratio, as stipulated in the credit facility	$	18,102		$	15,654		$	20,067		$	17,202		$	71,025
Consolidated funded indebtedness													$	254,000
Total leverage ratio														3.58x
Consolidated EBITDA for the interest coverage ratio	$	18,102		$	15,654		$	20,067		$	17,202		$	71,025
Consolidated interest expense, as stipulated in the credit facility	$	692		$	834		$	719		$	784		$	3,029
Interest coverage ratio														23.45x
Reconciliation of consolidated EBITDA to cash flows provided by operating activities:
Consolidated EBITDA	$	18,102		$	15,654		$	20,067		$	17,202		$	71,025
Consolidated interest expense		(692	)		(834	)		(719	)		(784	)		(3,029	)
Amortization of deferred revenue		(1,173	)		(1,173	)		(1,106	)		(1,079	)		(4,531	)
Amounts due under long-term terminaling services agreements, net		179			105			294			349			927
Changes in operating assets and liabilities		6,264			1,905			(7,293	)		5,551			6,427
Cash flows provided by operating activities	$	22,680		$	15,657		$	11,243		$	21,239		$	70,819

        If we were to fail either financial performance covenant, or any other covenant contained in the credit facility, we would seek a waiver from our lenders under such facility. If we were unable to obtain a waiver from our lenders and the default remained uncured after any applicable grace period, we would be in breach of the credit facility, and the lenders would be entitled to declare all outstanding borrowings immediately due and payable.

        We believe that our future cash expected to be provided by operating activities, available borrowing capacity under our credit facility, and our relationship with institutional lenders and equity investors should enable us to meet our committed capital and our essential liquidity requirements for the next twelve months.

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ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

        The information contained in this Item 3 updates, and should be read in conjunction with, information set forth in Part II, Item 7A of our Annual Report on Form 10-K, filed on March 12, 2013, in addition to the interim unaudited consolidated financial statements, accompanying notes and Management's Discussion and Analysis of Financial Condition and Results of Operations presented in Part 1, Items 1 and 2 of this Quarterly Report on Form 10-Q. There are no material changes in the market risks faced by us from those reported in our Annual Report on Form 10-K for the year ended December 31, 2012.

        Market risk is the risk of loss arising from adverse changes in market rates and prices. The principal market risk to which we are exposed is interest rate risk associated with borrowings under our credit facility. Borrowings under our credit facility bear interest at a variable rate based on LIBOR or the lender's base rate. At June 30, 2013, we had outstanding borrowings of $254 million under our credit facility. Based on the outstanding balance of our variable-interest-rate debt at June 30, 2013 and assuming market interest rates increase or decrease by 100 basis points, the potential annual increase or decrease in interest expense is approximately $2.5 million.

        We do not purchase or market products that we handle or transport and, therefore, we do not have material direct exposure to changes in commodity prices, except for the value of product gains arising from certain of our terminaling services agreements with our customers. Pursuant to our terminaling services agreement related to the Southeast terminals, we agreed to rebate to Morgan Stanley Capital Group 50% of the proceeds we receive annually in excess of $4.2 million from the sale of product gains at our Southeast terminals. We do not use derivative commodity instruments to manage the commodity risk associated with the product we may own at any given time. Generally, to the extent we are entitled to retain product pursuant to terminaling services agreements with our customers, we sell the product to Morgan Stanley Capital Group and other marketing and distribution companies on a monthly basis; the sales price is based on industry indices. For the six months ended June 30, 2013 and 2012, we sold approximately 82,000 and 82,600 barrels, respectively, of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities at average prices of approximately $120 and $123 per barrel, respectively.

ITEM 4.    CONTROLS AND PROCEDURES

        We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit to the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified by the Commission's rules and forms, and that information is accumulated and communicated to the management of our general partner, including our general partner's principal executive and principal financial officer (whom we refer to as the Certifying Officers), as appropriate to allow timely decisions regarding required disclosure. The management of our general partner evaluated, with the participation of the Certifying Officers, the effectiveness of our disclosure controls and procedures as of June 30, 2013, pursuant to Rule 13a-15(b) under the Exchange Act. Based upon that evaluation, the Certifying Officers concluded that, as of June 30, 2013, our disclosure controls and procedures were effective. There were no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II. Other Information

ITEM 1A.    RISK FACTORS

        The following risk factors, discussed in more detail in "Item 1A. Risk Factors," in our Annual Report on Form 10-K, filed on March 12, 2013, which risk factors are expressly incorporated into this report by reference, are important factors that could cause actual results to differ materially from our expectations and may adversely affect our business and results of operations, include, but are not limited to:

•

failure by any of our significant customers to continue to engage us to provide services after the expiration of existing terminaling services agreements or our failure to secure comparable alternative arrangements;

•

the impact of Morgan Stanley's status as a bank holding company on its ability to conduct certain nonbanking activities or retain certain investments, including control of our general partner;

•

our ability to grow our business will be severely constrained by Morgan Stanley's determination that it will not approve any "significant" acquisition or investment that we may propose for the foreseeable future;

•

changes that Morgan Stanley may make in the manner it conducts its commodities business could materially and adversely affect our business;

•

whether we are able to generate sufficient cash from operations to enable us to maintain or grow the amount of the quarterly distribution to our unitholders;

•

a reduction in revenue from any of our significant customers upon which we rely for a substantial majority of our revenue;

•

the continued creditworthiness of, and performance by, our significant customers;

•

a lack of access to new capital would impair our ability to expand our operations;

•

the lack of availability of acquisition opportunities, constraints on our ability to make acquisitions, failure to successfully integrate acquired facilities and future performance of acquired facilities, could limit our ability to grow our business successfully and could adversely affect the price of our limited partnership units;

•

a decrease in demand for products due to high prices, alternative fuel sources, new technologies or adverse economic conditions;

•

our debt levels and restrictions in our debt agreements that may limit our operational flexibility;

•

competition from other terminals and pipelines that may be able to supply our significant customers with terminaling services on a more competitive basis;

•

the ability of our significant customers to secure financing arrangements adequate to purchase their desired volume of product;

•

the impact on our facilities or operations of extreme weather conditions, such as hurricanes, and other events, such as terrorist attacks or war and costs associated with environmental compliance and remediation;

•

we may have to refinance our existing debt in unfavorable market conditions;

•

the failure of our existing and future insurance policies to fully cover all risks incident to our business;

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•

timing, cost and other economic uncertainties related to the construction of new tank capacity or facilities;

•

the impact of current and future laws and governmental regulations, general economic, market or business conditions;

•

the age and condition of many of our pipelines and storage assets may result in increased maintenance and remediation expenditures;

•

conflicts of interest and the limited fiduciary duties of our general partner, which is indirectly controlled by Morgan Stanley Capital Group;

•

cost reimbursements, which are determined by our general partner, and fees paid to our general partner and its affiliates for services will continue to be substantial;

•

the control of our general partner being transferred to a third party without unitholder consent;

•

our general partner's limited call right may require unitholders to sell their common units at an undesirable time or price;

•

our ability to issue additional units without your approval would dilute your existing ownership interest;

•

the possibility that our unitholders could be held liable under some circumstances for our obligations to the same extent as a general partner;

•

our failure to avoid federal income taxation as a corporation or the imposition of state level taxation;

•

constraints on our ability to make acquisitions and investments to increase our capital asset base may result in future declines in our tax depreciation;

•

the impact of new IRS regulations or a challenge of our current allocation of income, gain, loss and deductions among our unitholders;

•

unitholders will be required to pay taxes on their respective share of our taxable income regardless of the amount of cash distributions;

•

investment in common partnership units by tax-exempt entities and non-United States persons raises tax issues unique to them;

•

unitholders will likely be subject to state and local taxes and return filing requirements in states where they do not live as a result of investing in our units; and

•

the sale or exchange of 50% or more of our capital and profits interests within a 12-month period would result in a constructive termination of our partnership for income tax purposes.

        On July 23, the United States Senate Banking Subcommittee on Financial Institutions and Consumer Protection held a hearing on the ownership by financial holding companies of physical commodity trading assets. As noted above and in the risk factors and Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Regulatory Matters set forth in our annual report on Form 10-K, Morgan Stanley is a financial holding company subject to the bank holding company act, and its ownership and control of commodities activities including TransMontaigne Partners L.P. may become subject to legislative scrutiny. There have been no material changes from risk factors as previously disclosed in our annual report on Form 10-K for the year ended December 31, 2012, filed on March 12, 2013.

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ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

        Purchases of securities.    The following table covers the purchases of our common units by, or on behalf of, Partners during the three months ended June 30, 2013 covered by this report.

Period	Total number of common units purchased		Average price paid per common unit		Total number of common units purchased as part of publicly announced plans or programs		Maximum number of common units that may yet be purchased under the plans or programs
April		667	$	50.31		667		15,341
May		667	$	47.91		667		14,674
June		667	$	42.22		667		14,007
		2,001	$	46.81		2,001

        During the three months ended June 30, 2013, we purchased 2,001 common units, with approximately $93,700 of aggregate market value, in the open market pursuant to an amended purchase program announced on March 31, 2013. The purchase program establishes the purchase, from time to time, of our outstanding common units for purposes of making subsequent grants of restricted phantom units under the TransMontaigne Services Inc. Long-Term Incentive Plan to independent directors of our general partner. There is no guarantee as to the exact number of common units that will be purchased under the purchase program, and the purchase program may be amended or discontinued at any time. Unless we choose to terminate the purchase program earlier, the purchase program terminates on the earlier to occur of April 1, 2015; our liquidation, dissolution, bankruptcy or insolvency; the public announcement of a tender or exchange offer for the common units; or a merger, acquisition, recapitalization, business combination or other occurrence of a "Change of Control" under the TransMontaigne Services Inc. Long-Term Incentive Plan. We currently anticipate purchasing in future periods up to approximately 14,007 common units, in the aggregate, through the amended purchase program's scheduled termination date of April 1, 2015.

ITEM 6.    EXHIBITS

        Exhibits:

31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101	The following financial information from the Quarterly Report on Form 10-Q of TransMontaigne Partners L.P. and subsidiaries for the quarter ended June 30, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) consolidated balance sheets, (ii) consolidated statements of comprehensive income, (iii) consolidated statements of partners' equity, (iv) consolidated statements of cash flows and (v) notes to the consolidated financial statements.

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SIGNATURES

        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.

Date: August 6, 2013	TRANSMONTAIGNE PARTNERS L.P. (Registrant)
	TransMontaigne GP L.L.C., its General Partner
	By:	/s/ CHARLES L. DUNLAP Charles L. Dunlap Chief Executive Officer
	By:	/s/ FREDERICK W. BOUTIN Frederick W. Boutin Chief Financial Officer

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EXHIBIT INDEX

Exhibit number		Description of exhibits
	31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	101	The following financial information from the Quarterly Report on Form 10-Q of TransMontaigne Partners L.P. and subsidiaries for the quarter ended June 30, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) consolidated balance sheets, (ii) consolidated statements of comprehensive income, (iii) consolidated statements of partners' equity, (iv) consolidated statements of cash flows and (v) notes to the consolidated financial statements.

EX-31.1

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Exhibit 31.1

Certification Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002

I, Charles L. Dunlap, Chief Executive Officer of TransMontaigne GP L.L.C., a Delaware limited liability company and general partner of TransMontaigne Partners L.P. (the "Company"), certify that:

1.

I have reviewed this Quarterly Report on Form 10-Q of TransMontaigne Partners L.P. for the fiscal quarter ended June 30, 2013;

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 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 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.

Date: August 6, 2013

/s/ CHARLES L. DUNLAP
Charles L. Dunlap
Chief Executive Officer

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Exhibit 31.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EX-31.2

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Exhibit 31.2

Certification Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002

I, Frederick W. Boutin, Chief Financial Officer of TransMontaigne GP L.L.C., a Delaware limited liability company and general partner of TransMontaigne Partners L.P. (the "Company"), certify that:

1.

I have reviewed this Quarterly Report on Form 10-Q of TransMontaigne Partners L.P. for the fiscal quarter ended June 30, 2013;

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 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 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.

Date: August 6, 2013

/s/ FREDERICK W. BOUTIN
Frederick W. Boutin
Chief Financial Officer

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Exhibit 31.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EX-32.1

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Exhibit 32.1

Certification of Chief Executive Officer
Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
(18 U.S.C. Section 1350)

        The undersigned, the Chief Executive Officer of TransMontaigne GP L.L.C., a Delaware limited liability company and general partner of TransMontaigne Partners L.P. (the "Company"), hereby certifies that, to his knowledge on the date hereof:

(a)

the Quarterly Report on Form 10-Q of the Company for the fiscal quarter ended June 30, 2013, filed on the date hereof with the Securities and Exchange Commission (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and



(b)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ CHARLES L. DUNLAP
Charles L. Dunlap
Chief Executive Officer
August 6, 2013

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Exhibit 32.1

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

EX-32.2

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Exhibit 32.2

Certification of Chief Financial Officer
Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
(18 U.S.C. Section 1350)

        The undersigned, the Chief Financial Officer of TransMontaigne GP L.L.C., a Delaware limited liability company and general partner of TransMontaigne Partners L.P. (the "Company"), hereby certifies that, to his knowledge on the date hereof:

(a)

the Quarterly Report on Form 10-Q of the Company for the fiscal quarter ended June 30, 2013, filed on the date hereof with the Securities and Exchange Commission (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and



(b)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ FREDERICK W. BOUTIN
Frederick W. Boutin
Chief Financial Officer
August 6, 2013

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Exhibit 32.2

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)

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ACCRUED LIABILITIES

6 Months Ended

Jun. 30, 2013

ACCRUED LIABILITIES

ACCRUED LIABILITIES

(10) ACCRUED LIABILITIES

        Accrued liabilities are as follows (in thousands):

	June 30, 2013		December 31, 2012
Customer advances and deposits:
External customers	$	358	$	1,205
Morgan Stanley Capital Group		6,970		3,470
		7,328		4,675
Accrued property taxes		2,421		658
Accrued environmental obligations		2,379		3,116
Interest payable		196		39
Rebate due to Morgan Stanley Capital Group		2,137		3,402
Accrued expenses and other		2,804		3,716
	$	17,265	$	15,606

        Customer advances and deposits.    We bill certain of our customers one month in advance for terminaling services to be provided in the following month. At June 30, 2013 and December 31, 2012, we have billed and collected from certain of our customers approximately $7.3 million and $4.7 million, respectively, in advance of the terminaling services being provided.

        Accrued environmental obligations.    At June 30, 2013 and December 31, 2012, we have accrued environmental obligations of approximately $2.4 million and $3.1 million, respectively, representing our best estimate of our remediation obligations. During the three and six months ended June 30, 2013, we made payments of approximately $0.4 million and $0.7 million, respectively, towards our environmental remediation obligations.

        Rebate due to Morgan Stanley Capital Group.    Pursuant to our terminaling services agreement related to the Southeast terminals, we agreed to rebate to Morgan Stanley Capital Group 50% of the proceeds we receive annually in excess of $4.2 million from the sale of product gains at our Southeast terminals. At June 30, 2013 and December 31, 2012, we have accrued a liability due to Morgan Stanley Capital Group of approximately $2.1 million and $3.4 million, respectively. During the three months ended March 31, 2013, we paid Morgan Stanley Capital Group approximately $3.4 million for the rebate due to Morgan Stanley Capital Group for the year ended December 31, 2012.

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ACCRUED LIABILITIES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Mar. 31, 2013	Jun. 30, 2013	Dec. 31, 2012
Customer advances and deposits:
External customers	$ 358,000		$ 358,000	$ 1,205,000
Morgan Stanley Capital Group	6,970,000		6,970,000	3,470,000
Customer advances and deposits	7,328,000		7,328,000	4,675,000
Accrued property taxes	2,421,000		2,421,000	658,000
Accrued environmental obligations	2,379,000		2,379,000	3,116,000
Interest payable	196,000		196,000	39,000
Rebate due to Morgan Stanley Capital Group	2,137,000		2,137,000	3,402,000
Accrued expenses and other	2,804,000		2,804,000	3,716,000
Accrued liabilities	17,265,000		17,265,000	15,606,000
Period for billing of customers in advance for terminaling services			1 month
Payments towards environmental remediation obligations	400,000		700,000
Agreed rebate as a percentage of proceeds in excess of threshold sales			50.00%
Threshold sales to provide rebate			4,200,000
Payment of rebate to Morgan Stanley Capital Group		$ 3,400,000

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Consolidated statements of comprehensive income (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenue:
External customers	$ 12,283	$ 11,502	$ 26,571	$ 22,810
Affiliates	26,415	26,940	53,725	54,465
Total revenue	38,698	38,442	80,296	77,275
Operating costs and expenses and other:
Direct operating costs and expenses	(17,294)	(16,184)	(34,022)	(30,153)
Direct general and administrative expenses, net	(651)	785	(1,751)	(2,403)
Allocated general and administrative expenses	(2,741)	(2,695)	(5,481)	(5,390)
Allocated insurance expense	(935)	(898)	(1,893)	(1,795)
Reimbursement of bonus awards	(312)	(312)	(625)	(625)
Depreciation and amortization	(7,460)	(6,940)	(14,799)	(13,870)
Earnings (loss) from unconsolidated affiliates	(4)	328	36	435
Total operating costs and expenses and other	(29,397)	(25,916)	(58,535)	(53,801)
Operating income	9,301	12,526	21,761	23,474
Other income (expenses):
Interest expense	(784)	(648)	(1,503)	(1,329)
Foreign currency transaction gain (loss)	(49)	(37)	(8)	26
Amortization of deferred financing costs	(244)	(187)	(488)	(375)
Total other expenses, net	(1,077)	(872)	(1,999)	(1,678)
Net earnings	8,224	11,654	19,762	21,796
Other comprehensive income (loss)-foreign currency translation adjustments	(172)	(145)	2	93
Comprehensive income	8,052	11,509	19,764	21,889
Net earnings	8,224	11,654	19,762	21,796
Less-earnings allocable to general partner interest including incentive distribution rights	(1,435)	(1,365)	(2,797)	(2,560)
Net earnings allocable to limited partners	$ 6,789	$ 10,289	$ 16,965	$ 19,236
Net earnings per limited partner unit-basic (in dollars per unit)	$ 0.47	$ 0.71	$ 1.17	$ 1.33
Net earnings per limited partner unit-diluted (in dollars per unit)	$ 0.47	$ 0.71	$ 1.17	$ 1.33
Weighted average limited partner units outstanding-basic (in units)	14,442	14,444	14,440	14,441
Weighted average limited partner units outstanding-diluted (in units)	14,451	14,457	14,449	14,455

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TERMINAL ACQUISITIONS

6 Months Ended

Jun. 30, 2013

TERMINAL ACQUISITIONS

TERMINAL ACQUISITIONS

(3) TERMINAL ACQUISITIONS

        Investment in BOSTCO project.    On December 20, 2012, we acquired a 42.5% interest in BOSTCO, for approximately $79 million, from Kinder Morgan Energy Partners, L.P. ("Kinder Morgan"). BOSTCO is a new black oil terminal facility on the Houston Ship Channel designed to handle residual fuel, feedstocks, distillates and other black oils. The initial phase of the BOSTCO project involves construction of 50 storage tanks with approximately 6.1 million barrels of storage capacity at an estimated cost of approximately $431 million. The BOSTCO facility is scheduled to begin commercial operation in the fourth quarter of 2013. Completion of the full 6.1 million barrels of storage capacity and related infrastructure is scheduled for early 2014.

        On June 5, 2013, we announced an expansion of BOSTCO that is estimated to cost approximately $54 million. The expansion is supported by a long-term leased storage and handling services contract with Morgan Stanley Capital Group and includes six, 150,000-barrel, ultra low sulphur diesel tanks, additional pipeline and deepwater vessel dock access and high-speed loading at a rate of 30,000 barrels per hour. Work on the approximately 900,000-barrel expansion started in the second quarter of 2013, with commercial operations expected to begin in the fourth quarter of 2014. With the addition of this expansion project, BOSTCO will have fully subscribed capacity of approximately 7.1 million barrels at an estimated overall construction cost of approximately $485 million. Assuming we maintain our 42.5% interest in BOSTCO, we expect our total payments for the initial and the expansion projects to be approximately $209 million, which we plan to fund utilizing additional borrowings under our credit facility.

        Our investment in BOSTCO entitles us to appoint a member to the Board of Managers of BOSTCO to vote our proportionate ownership share on general governance matters and to certain rights of approval over significant changes in, or expansion of, BOSTCO's business. Kinder Morgan will be responsible for managing BOSTCO's day-to-day operations. Our 42.5% interest does not allow us to control BOSTCO, but does allow us to exercise significant influence over its operations. Accordingly, as of December 20, 2012 we account for our investment in BOSTCO under the equity method of accounting.

        We originally initiated the BOSTCO project by acquiring approximately 190 acres of undeveloped land on the Houston Ship Channel in November 2010. During 2010 and 2011, we undertook the design, permitting and initial development of BOSTCO. On October 18, 2011, as part of our original plan to involve one or more strategic partners, we sold 50% of our interest in the BOSTCO project to Kinder Morgan for approximately $10.8 million.

        On December 29, 2011, as a result of Morgan Stanley's October 2011 determination that we cannot continue to pursue any "significant" acquisition or investment, we sold our remaining 50% interest in BOSTCO to Kinder Morgan for $18 million plus a transferrable option to buy up to 50% of Kinder Morgan's interest in the project at any time prior to January 20, 2013. The $18 million was received by us January 3, 2012.

        Our December 20, 2012 reentry into the BOSTCO project was approved by Morgan Stanley based on the specific facts and circumstances of the BOSTCO project and the structure of our investment in BOSTCO, and is not indicative of whether Morgan Stanley will approve any other acquisition or investment that we may propose in the future.

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DISCLOSURES ABOUT FAIR VALUE

6 Months Ended

Jun. 30, 2013

DISCLOSURES ABOUT FAIR VALUE

DISCLOSURES ABOUT FAIR VALUE

(17) DISCLOSURES ABOUT FAIR VALUE

        Generally accepted accounting principles defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Generally accepted accounting principles also establishes a fair value hierarchy that prioritizes the use of higher-level inputs for valuation techniques used to measure fair value. The three levels of the fair value hierarchy are: (1) Level 1 inputs, which are quoted prices (unadjusted) in active markets for identical assets or liabilities; (2) Level 2 inputs, which are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and (3) Level 3 inputs, which are unobservable inputs for the asset or liability.

        The fair values of the following financial instruments represent our best estimate of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. Our fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects our judgments about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. The following methods and assumptions were used to estimate the fair value of financial instruments at June 30, 2013 and December 31, 2012.

        Cash and cash equivalents.    The carrying amount approximates fair value because of the short-term maturity of these instruments. The fair value is categorized in Level 1 of the fair value hierarchy.

        Debt.    The carrying amount of our credit facility debt approximates fair value since borrowings under the facility bear interest at current market interest rates. The fair value is categorized in Level 2 of the fair value hierarchy.

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PARTNERS' EQUITY (Details)	Jun. 30, 2013	Dec. 31, 2012
Information related to public offering
Common units held on behalf of TransMontaigne Services Inc.'s long-term incentive plan	16,094	17,635
Common units
Partner's equity
Units outstanding at the beginning of the period (in units)	14,457,066	14,457,066
Units outstanding at the end of the period (in units)	14,457,066	14,457,066
General partner units
Partner's equity
Units outstanding at the beginning of the period (in units)	295,042	295,042
Units outstanding at the end of the period (in units)	295,042	295,042

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OTHER LIABILITIES

6 Months Ended

Jun. 30, 2013

OTHER LIABILITIES

OTHER LIABILITIES

(11) OTHER LIABILITIES

        Other liabilities are as follows (in thousands):

	June 30, 2013		December 31, 2012
Advance payments received under long-term terminaling services agreements	$	1,048	$	1,067
Deferred revenue—ethanol blending fees and other projects		7,396		9,581
	$	8,444	$	10,648

        Advance payments received under long-term terminaling services agreements.    We have long-term terminaling services agreements with certain of our customers that provide for advance minimum payments. We recognize the advance minimum payments as revenue either on a straight-line basis over the term of the respective agreements or when services have been provided based on volumes of product distributed. At June 30, 2013 and December 31, 2012, we have received advance minimum payments in excess of revenue recognized under these long-term terminaling services agreements resulting in a liability of approximately $1.0 million and $1.1 million, respectively.

        Deferred revenue—ethanol blending fees and other projects.    Pursuant to agreements with Morgan Stanley Capital Group and others, we agreed to undertake certain capital projects that primarily pertain to providing ethanol blending functionality at certain of our Southeast terminals. Upon completion of the projects, Morgan Stanley Capital Group and others have paid us lump-sum amounts that will be recognized as revenue on a straight-line basis over the remaining term of the agreements. At June 30, 2013 and December 31, 2012, we have unamortized deferred revenue of approximately $7.4 million and $9.6 million, respectively, for completed projects. During the three months ended June 30, 2013 and 2012, we recognized revenue on a straight-line basis of approximately $1.1 million and $1.1 million, respectively, for completed projects. During the six months ended June 30, 2013 and 2012, we recognized revenue on a straight-line basis of approximately $2.2 million and $2.3 million, respectively, for completed projects.

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OTHER CURRENT ASSETS (Details) (USD $)	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013	Dec. 31, 2012
OTHER CURRENT ASSETS
Amounts due from insurance companies	$ 2,225,000	$ 2,225,000	$ 2,631,000
Additive detergent	1,942,000	1,942,000	1,603,000
Deposits and other assets	672,000	672,000	345,000
Other current assets	4,839,000	4,839,000	4,579,000
Reimbursements from insurance companies	$ 200,000	$ 400,000

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LONG-TERM INCENTIVE PLAN (Details) (USD $)			0 Months Ended						3 Months Ended		6 Months Ended						0 Months Ended	6 Months Ended		0 Months Ended							0 Months Ended	6 Months Ended	0 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Mar. 31, 2013 Long-term incentive plan	Jan. 02, 2013 Long-term incentive plan	Aug. 10, 2012 Long-term incentive plan	Jul. 18, 2012 Long-term incentive plan	Mar. 31, 2012 Long-term incentive plan	Jan. 02, 2012 Long-term incentive plan	Jun. 30, 2013 Long-term incentive plan	Jun. 30, 2012 Long-term incentive plan	Jun. 30, 2013 Long-term incentive plan	Jun. 30, 2012 Long-term incentive plan	Jun. 30, 2013 Long-term incentive plan TransMontaigne Services Inc.	Jun. 30, 2012 Long-term incentive plan TransMontaigne Services Inc.	Mar. 31, 2013 Long-term incentive plan TransMontaigne Services Inc.	Mar. 31, 2012 Long-term incentive plan TransMontaigne Services Inc.	Aug. 10, 2012 Long-term incentive plan Common units Charles L. Dunlap	Jun. 30, 2013 Long-term incentive plan Common units TransMontaigne GP	Jun. 30, 2012 Long-term incentive plan Common units TransMontaigne GP	Mar. 31, 2013 Long-term incentive plan Restricted phantom units	Aug. 10, 2012 Long-term incentive plan Restricted phantom units	Jul. 18, 2012 Long-term incentive plan Restricted phantom units	Mar. 31, 2012 Long-term incentive plan Restricted phantom units	Jun. 30, 2013 Long-term incentive plan Restricted phantom units	Dec. 31, 2012 Long-term incentive plan Restricted phantom units	Dec. 31, 2011 Long-term incentive plan Restricted phantom units	Aug. 10, 2009 Long-term incentive plan Restricted phantom units Charles L. Dunlap	Jun. 30, 2013 Long-term incentive plan Restricted phantom units Charles L. Dunlap	Jul. 18, 2012 Long-term incentive plan Restricted phantom units Mr. Henry M. Kuchta
Long-term incentive plan
Authorized units	16,094	17,635							2,105,886		2,105,886
Percentage of additional units authorized on an annual basis											2.00%
Number of common units purchased																	5,891	3,726	3,375
Available for future grant
Units outstanding at the beginning of the period				1,583,933				1,293,772			1,583,933	1,293,772
Automatic increase in units available for future grant				289,141				289,141
Grant (in units)			(6,000)				(8,000)
Forfeited (in units)						4,500
Units withheld for taxes			233		4,109		411
Units outstanding at the end of the period									1,867,307		1,867,307
Restricted phantom units
Units outstanding at the beginning of the period																								24,500	24,000	37,000
Grant (in units)																				6,000			8,000				40,000
Forfeited (in units)																						(4,500)							4,500
Vesting (in units)																				(5,500)	(10,000)		(6,500)
Units outstanding at the end of the period																								24,500	24,000	37,000
NYSE closing price
Grant (in dollars per unit)			$ 50.74				$ 34.76
Vesting (in dollars per unit)			$ 50.74		$ 36.48		$ 34.76
Additional disclosures
Vesting period													4 years	4 years														4 years
Deferred equity-based compensation to be recognized															$ 300,000	$ 300,000
Deferred equity-based compensation included in direct general and administrative expenses									$ 115,000	$ 100,000	$ 204,000	$ 207,000

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COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

Jun. 30, 2013

COMMITMENTS AND CONTINGENCIES

Schedule of future minimum lease payments under non-cancelable operating leases

At June 30, 2013, future minimum lease payments under these non-cancelable operating leases are as follows (in thousands):

Years ending December 31:	Property and equipment
2013 (remainder of the year)	$	1,493
2014		3,713
2015		3,840
2016		3,952
2017		2,983
Thereafter		4,479
	$	20,460

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2013

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of business

(a)   Nature of business

        TransMontaigne Partners L.P. ("Partners") was formed in February 2005 as a Delaware limited partnership initially to own and operate refined petroleum products terminaling and transportation facilities. We conduct our operations primarily in the United States along the Gulf Coast, in the Midwest, in Houston and Brownsville, Texas, along the Mississippi and Ohio rivers, and in the Southeast. We provide integrated terminaling, storage, transportation and related services for companies engaged in the trading, distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products.

        We are controlled by our general partner, TransMontaigne GP L.L.C. ("TransMontaigne GP"), which is a wholly-owned subsidiary of TransMontaigne Inc. Morgan Stanley Capital Group Inc. ("Morgan Stanley Capital Group"), a wholly-owned subsidiary of Morgan Stanley, owns all of the issued and outstanding capital stock of TransMontaigne Inc., and, as a result, Morgan Stanley is the indirect owner of our general partner. Morgan Stanley Capital Group is the principal commodities trading arm of Morgan Stanley. At June 30, 2013, TransMontaigne Inc. and Morgan Stanley have a significant interest in our partnership through their indirect ownership of a 22% limited partner interest, a 2% general partner interest and the incentive distribution rights.

Basis of presentation and use of estimates

(b)   Basis of presentation and use of estimates

        Our accounting and financial reporting policies conform to accounting principles and practices generally accepted in the United States of America. The accompanying consolidated financial statements include the accounts of TransMontaigne Partners L.P., a Delaware limited partnership, and its controlled subsidiaries. Investments where we do not have the ability to exercise control, but do have the ability to exercise significant influence, are accounted for using the equity method of accounting. All inter-company accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. The accompanying consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly our financial position as of June 30, 2013, our results of operations for the three and six months ended June 30, 2013 and 2012 and our cash flows for the three and six months ended June 30, 2013 and 2012.

        The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. The following estimates, in management's opinion, are subjective in nature, require the exercise of judgment, and involve complex analyses: useful lives of our plant and equipment, accrued environmental obligations and determining the fair value of our reporting units when analyzing goodwill. Changes in these estimates and assumptions will occur as a result of the passage of time and the occurrence of future events. Actual results could differ from these estimates.

        The accompanying consolidated financial statements include allocated general and administrative charges from TransMontaigne Inc. for indirect corporate overhead to cover costs of functions such as legal, accounting, treasury, engineering, environmental safety, information technology, and other corporate services (see Note 2 of Notes to consolidated financial statements). The allocated general and administrative expenses were approximately $2.7 million and $2.7 million for the three months ended June 30, 2013 and 2012, respectively. The allocated general and administrative expenses were approximately $5.5 million and $5.4 million for the six months ended June 30, 2013 and 2012, respectively. The accompanying consolidated financial statements also include allocated insurance charges from TransMontaigne Inc. for insurance premiums to cover costs of insuring activities such as property, casualty, pollution, automobile, directors' and officers' liability, and other insurable risks. The allocated insurance charges were approximately $0.9 million and $0.9 million for the three months ended June 30, 2013 and 2012, respectively. The allocated insurance charges were approximately $1.9 million and $1.8 million for the six months ended June 30, 2013 and 2012, respectively. The accompanying consolidated financial statements also include reimbursement of bonus awards paid to TransMontaigne Services Inc. (a wholly-owned subsidiary of TransMontaigne Inc.) towards bonus awards granted by TransMontaigne Services Inc. to certain key officers and employees who provide services to Partners that vest over future periods. The reimbursement of bonus awards was approximately $0.3 million for each of the three months ended June 30, 2013 and 2012. The reimbursement of bonus awards was approximately $0.6 million for each of the six months ended June 30, 2013 and 2012.

Accounting for terminal and pipeline operations

(c)   Accounting for terminal and pipeline operations

        In connection with our terminal and pipeline operations, we utilize the accrual method of accounting for revenue and expenses. We generate revenue in our terminal and pipeline operations from terminaling services fees, transportation fees, management fees and cost reimbursements, fees from other ancillary services and gains from the sale of refined products. Terminaling services revenue is recognized ratably over the term of the agreement for storage fees and minimum revenue commitments that are fixed at the inception of the agreement and when product is delivered to the customer for fees based on a rate per barrel throughput; transportation revenue is recognized when the product has been delivered to the customer at the specified delivery location; management fee revenue and cost reimbursements are recognized as the services are performed or as the costs are incurred; ancillary service revenue is recognized as the services are performed; and revenue from the sale of product gains is recognized when the title to the product is transferred.

        Pursuant to terminaling services agreements with certain of our throughput customers, we are entitled to the volume of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities. Consistent with recognized industry practices, measurement differentials occur as the result of the inherent variances in measurement devices and methodology. We recognize as revenue the net proceeds from the sale of the product gained. For the three months ended June 30, 2013 and 2012, we recognized revenue of approximately $3.6 million and $4.0 million, respectively, for net product gained. Within these amounts, approximately $3.1 million and $3.2 million, respectively, were pursuant to terminaling services agreements with affiliate customers. For the six months ended June 30, 2013 and 2012, we recognized revenue of approximately $7.7 million and $8.5 million, respectively, for net product gained. Within these amounts, approximately $6.9 million and $7.0 million, respectively, were pursuant to terminaling services agreements with affiliate customers.

Cash and cash equivalents

(d)   Cash and cash equivalents

        We consider all short-term investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents.

Property, plant and equipment

(e)   Property, plant and equipment

        Depreciation is computed using the straight-line method. Estimated useful lives are 15 to 25 years for terminals and pipelines and 3 to 25 years for furniture, fixtures and equipment. All items of property, plant and equipment are carried at cost. Expenditures that increase capacity or extend useful lives are capitalized. Repairs and maintenance are expensed as incurred.

        We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable based on expected undiscounted future cash flows attributable to that asset group. If an asset group is impaired, the impairment loss to be recognized is the excess of the carrying amount of the asset group over its estimated fair value.

Investments in unconsolidated affiliates

(f)    Investments in unconsolidated affiliates

        We account for our investments in our unconsolidated affiliates, which we do not control but do have the ability to exercise significant influence over, using the equity method of accounting. Under this method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions received, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the book value of the net assets of the investment entity. We evaluate our investments in unconsolidated affiliates for impairment whenever events or circumstances indicate there is a loss in value of the investment that is other than temporary. In the event of impairment, we would record a charge to earnings to adjust the carrying amount to fair value.

Environmental obligations

(g)   Environmental obligations

        We accrue for environmental costs that relate to existing conditions caused by past operations when probable and reasonably estimable (see Note 10 of Notes to consolidated financial statements). Environmental costs include initial site surveys and environmental studies of potentially contaminated sites, costs for remediation and restoration of sites determined to be contaminated and ongoing monitoring costs, as well as fines, damages and other costs, including direct legal costs. Liabilities for environmental costs at a specific site are initially recorded, on an undiscounted basis, when it is probable that we will be liable for such costs, and a reasonable estimate of the associated costs can be made based on available information. Such an estimate includes our share of the liability for each specific site and the sharing of the amounts related to each site that will not be paid by other potentially responsible parties, based on enacted laws and adopted regulations and policies. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. Estimates of our ultimate liabilities associated with environmental costs are difficult to make with certainty due to the number of variables involved, including the early stage of investigation at certain sites, the lengthy time frames required to complete remediation, technology changes, alternatives available and the evolving nature of environmental laws and regulations. We periodically file claims for insurance recoveries of certain environmental remediation costs with our insurance carriers under our comprehensive liability policies (see Note 5 of Notes to consolidated financial statements). We recognize our insurance recoveries as a credit to income in the period that we assess the likelihood of recovery as being probable (i.e., likely to occur).

        TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before May 27, 2010 and that were associated with the ownership or operation of the Florida and Midwest terminal facilities prior to May 27, 2005, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before December 31, 2011 and that were associated with the ownership or operation of the Brownsville and River facilities prior to December 31, 2006, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before December 31, 2012 and that were associated with the ownership or operation of the Southeast terminals prior to December 31, 2007, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. has agreed to indemnify us against certain potential environmental claims, losses and expenses that are identified on or before March 1, 2016 and that were associated with the ownership or operation of the Pensacola terminal prior to March 1, 2011, up to a maximum liability not to exceed $2.5 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements).

Asset retirement obligations

(h)   Asset retirement obligations

        Asset retirement obligations are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal use of the asset. Generally accepted accounting principles require that the fair value of a liability related to the retirement of long-lived assets be recorded at the time a legal obligation is incurred. Once an asset retirement obligation is identified and a liability is recorded, a corresponding asset is recorded, which is depreciated over the remaining useful life of the asset. After the initial measurement, the liability is adjusted to reflect changes in the asset retirement obligation. If and when it is determined that a legal obligation has been incurred, the fair value of any liability is determined based on estimates and assumptions related to retirement costs, future inflation rates and interest rates. Our long-lived assets consist of above-ground storage facilities and underground pipelines. We are unable to predict if and when these long-lived assets will become completely obsolete and require dismantlement. We have not recorded an asset retirement obligation, or corresponding asset, because the future dismantlement and removal dates of our long-lived assets is indeterminable and the amount of any associated costs are believed to be insignificant. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events.

Equity-based compensation plan

(i)    Equity-based compensation plan

        Generally accepted accounting principles require us to measure the cost of services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost will be recognized over the period during which a board member or employee is required to provide service in exchange for the award. We are required to estimate the number of equity instruments that are expected to vest in measuring the total compensation cost to be recognized over the related service period. Compensation cost is recognized over the service period on a straight-line basis.

Foreign currency translation and transactions

(j)    Foreign currency translation and transactions

        The functional currency of Partners and its U.S.-based subsidiaries is the U.S. Dollar. The functional currency of our foreign subsidiaries, including Penn Octane de Mexico, S. de R.L. de C.V., Termatsal, S. de R.L. de C.V., and Tergas, S. de R.L. de C.V., is the Mexican Peso. The assets and liabilities of our foreign subsidiaries are translated at period-end rates of exchange, and revenue and expenses are translated at average exchange rates prevailing for the period. The resulting translation adjustments, net of related income taxes, are recorded as a component of other comprehensive income in the consolidated statements of comprehensive income. Gains and losses from the remeasurement of foreign currency transactions (transactions denominated in a currency other than the entity's functional currency) are included in other income (expenses) in the consolidated statements of comprehensive income.

Income taxes

(k)   Income taxes

        No provision for U.S. federal income taxes has been reflected in the accompanying consolidated financial statements because Partners is treated as a partnership for federal income taxes. As a partnership, all income, gains, losses, expenses, deductions and tax credits generated by Partners flow through to the unitholders of the partnership.

        Partners is a taxable entity under certain U.S. state jurisdictions, primarily Texas. Certain of our Mexican subsidiaries are corporations for Mexican tax purposes and, therefore, are subject to Mexican federal and provincial income taxes.

        Partners accounts for U.S. state income taxes and Mexican federal and provincial income taxes under the asset and liability method pursuant to generally accepted accounting principles. Currently, Mexican federal and provincial income taxes and U.S. state income taxes are not material.

Net earnings per limited partner unit

(l)    Net earnings per limited partner unit

        Generally accepted accounting principles address the computation of earnings per limited partnership unit for master limited partnerships that consist of publicly traded common units held by limited partners, a general partner interest, and incentive distribution rights that are accounted for as equity interests. Partners' incentive distribution rights are owned by our general partner. Distributions are declared from available cash (as defined by our partnership agreement) and the incentive distribution rights are not entitled to distributions other than from available cash. Any excess of distributions over earnings are allocated to the limited partners and general partner interest based on their respective sharing of losses specified in the partnership agreement, which is based on their ownership percentages of 98% and 2%, respectively. Incentive distribution rights do not share in losses under our partnership agreement. The earnings allocable to the general partner interest for the period represents distributions attributable to the period on behalf of the general partner interest and any incentive distribution rights less the excess of distributions over earnings allocated to the limited partners (see Note 16 of Notes to consolidated financial statements). Basic earnings per limited partner unit are computed by dividing net earnings allocable to limited partners by the weighted average number of limited partnership units outstanding during the period, excluding restricted phantom units. Diluted earnings per limited partner unit are computed by dividing net earnings allocable to limited partners by the weighted average number of limited partnership units outstanding during the period and, when dilutive, restricted phantom units. Net earnings allocable to limited partners are net of the earnings allocable to the general partner interest including incentive distribution rights.

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2013

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

(19) SUBSEQUENT EVENTS

        On July 24, 2013, we issued, pursuant to an underwritten public offering, 1,450,000 common units representing limited partner interests at a public offering price of $43.32 per common unit. On July 30, 2013, the underwriters of our secondary offering exercised in full their over-allotment option to purchase an additional 217,500 common units representing limited partnership interests at a price of $43.32 per common unit. The net proceeds from the offering were approximately $69.0 million, after deducting underwriting discounts, commissions, and offering expenses. Additionally, TransMontaigne GP L.L.C., our general partner, made a cash contribution of approximately $1.5 million to us to maintain its 2% general partner interest. The net proceeds from the offering and cash contribution were used to repay outstanding borrowings under our credit facility.

        On July 16, 2013, we entered into amendments to our terminaling services agreements with Morgan Stanley Capital Group covering our Southeast terminals and Florida and Midwest terminals. The termination date of the terminaling services agreement covering our Southeast terminals was extended from December 31, 2014 to July 31, 2015, after which the Southeast terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 24 months' prior notice of its intent to terminate the agreement. The Southeast terminaling services agreement was renewed at the same throughput rates and minimum throughput commitment as the existing agreement.

        The terminaling services agreement covering our Florida and Midwest terminals was amended to extend the original termination date from May 31, 2014 to January 31, 2015, after which the terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 18 months' prior notice of its intent to terminate the agreement in its entirety or terminate the agreement with respect to one or more Florida terminals, subject to certain early termination rights granted to us. The portion of our existing agreement relating to the Florida tanks presently dedicated to bunker fuels and our Mount Vernon, Missouri and Rogers, Arkansas terminals will not be renewed and will terminate on May 31, 2014. For the year ended December 31, 2012, the revenues attributable to the Florida bunker fuels tanks as well as the Mount Vernon, Missouri and Rogers, Arkansas terminals were approximately 14% of our total revenue. The Florida light-oil terminaling capacity was renewed at the same throughput rates and minimum throughput commitment as our existing agreement. In addition, Morgan Stanley Capital Group and TransMontaigne Inc. agreed to surrender their rights of first refusal under the Florida and Midwest terminaling services agreement with respect to any storage capacity under the agreement that terminates or is not renewed following the effective date of the amendment.

        On July 16, 2013, we entered into an amendment to our omnibus agreement with TransMontaigne Inc., our general partner and our subsidiaries, TransMontaigne Operating GP L.L.C. and TransMontaigne Operating Company L.P. The amendment extended the termination date of the omnibus agreement from December 31, 2014 to the earlier to occur of (i) TransMontaigne Inc. ceasing to control our general partner or (ii) at the election of either us or TransMontaigne Inc., following at least 24 months' prior written notice to the other parties. The amendment did not change the fee structure and reimbursement provisions payable by us under the omnibus agreement. Under the amendment, TransMontaigne Inc. agreed to waive its existing right of first refusal on Partners' assets and terminaling capacity such that in the event TransMontaigne Inc. or Morgan Stanley Capital Group elects to terminate any existing terminaling services agreement (or storage capacity therein) or in the event an existing agreement expires and is not renewed, then the right of first refusal with respect to the applicable storage capacity thereunder terminates.

        On July 15, 2013, we announced a distribution of $0.65 per unit for the period from April 1, 2013 through June 30, 2013, payable on August 8, 2013 to unitholders of record on July 31, 2013.

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TERMINAL ACQUISITIONS (Details) (USD $)	3 Months Ended	0 Months Ended		1 Months Ended	6 Months Ended		0 Months Ended		0 Months Ended		3 Months Ended
	Dec. 31, 2011	Jan. 03, 2012 BOSTCO	Oct. 18, 2011 BOSTCO	Nov. 30, 2010 BOSTCO acre	Jun. 30, 2013 BOSTCO bbl item	Jun. 05, 2013 BOSTCO	Oct. 18, 2011 BOSTCO Minimum item	Dec. 20, 2012 BOSTCO Kinder Morgan	Dec. 29, 2011 BOSTCO Kinder Morgan Maximum	Jun. 05, 2013 BOSTCO MSCG bbl item	Jun. 30, 2013 BOSTCO MSCG bbl
ACQUISITIONS
Interest acquired (as a percent)								42.50%
Cost of project expansion						$ 54,000,000
Cost of voting interest acquired								79,000,000
Number of storage tanks, the construction of which is involved in the initial phase of acquisition					50
Storage capacity of storage tanks, the construction of which is involved in the initial phase of acquisition (in barrels)					6,100,000
Expected total payments for the initial and expansion projects										209,000,000
Estimated construction cost of storage tanks, the construction of which is involved in the initial phase of acquisition					431,000,000
Number of ultra low sulphur diesel tanks involved in the expansion phase of acquisition										6
Number of barrels in each ultra low sulphur diesel tank										150,000
Number of barrels involved in the expansion phase of acquisition											900,000
High-speed loading rate of barrels per hour involved in the expansion phase of acquisition (in barrels)										30,000
Fully subscribed storage capacity of storage tanks after initial phase and expansion projects					7,100,000
Estimated overall construction cost of storage tanks including initial phase and expansion projects					485,000,000
Area of undeveloped land acquired originally to initiate the business acquisition (in acres)				190
Number of strategic partners who are to be involved as part of original plan							1
Percentage of total voting interest held, which is sold as a part of the original plan			50.00%
Consideration from sale of interest held			10,800,000
Remaining percentage of total voting interest held, which is sold upon determination to discontinue development of the BOSTCO project	50.00%
Consideration from sale of remaining interest		$ 18,000,000
Percentage of voting interest for which transferrable option to buy is received as a consideration from sale									50.00%

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ACCRUED LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2013

ACCRUED LIABILITIES

Schedule of accrued liabilities

Accrued liabilities are as follows (in thousands):

	June 30, 2013		December 31, 2012
Customer advances and deposits:
External customers	$	358	$	1,205
Morgan Stanley Capital Group		6,970		3,470
		7,328		4,675
Accrued property taxes		2,421		658
Accrued environmental obligations		2,379		3,116
Interest payable		196		39
Rebate due to Morgan Stanley Capital Group		2,137		3,402
Accrued expenses and other		2,804		3,716
	$	17,265	$	15,606

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BUSINESS SEGMENTS (Tables)

6 Months Ended

Jun. 30, 2013

BUSINESS SEGMENTS

Schedule of information related to reportable segments

The financial performance of our business segments is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Gulf Coast Terminals:
Terminaling services fees, net	$	11,702		$	11,985		$	23,503		$	23,912
Other		1,920			2,851			4,829			5,520
Revenue		13,622			14,836			28,332			29,432
Direct operating costs and expenses		(5,048	)		(5,420	)		(10,462	)		(10,045	)
Net margins		8,574			9,416			17,870			19,387
Midwest Terminals and Pipeline System:
Terminaling services fees, net		1,923			894			3,935			1,810
Pipeline transportation fees		369			536			717			988
Other		631			999			1,180			1,724
Revenue		2,923			2,429			5,832			4,522
Direct operating costs and expenses		(832	)		(412	)		(1,464	)		(777	)
Net margins		2,091			2,017			4,368			3,745
Brownsville Terminals:
Terminaling services fees, net		1,872			1,468			3,759			2,905
Pipeline transportation fees		1,821			663			3,461			1,738
Other		2,123			1,923			4,853			4,023
Revenue		5,816			4,054			12,073			8,666
Direct operating costs and expenses		(3,930	)		(2,458	)		(7,409	)		(4,774	)
Net margins		1,886			1,596			4,664			3,892
River Terminals:
Terminaling services fees, net		2,149			3,282			5,416			6,621
Other		234			224			487			578
Revenue		2,383			3,506			5,903			7,199
Direct operating costs and expenses		(1,936	)		(2,149	)		(3,810	)		(4,651	)
Net margins		447			1,357			2,093			2,548
Southeast Terminals:
Terminaling services fees, net		11,678			11,693			23,436			23,362
Other		2,276			1,924			4,720			4,094
Revenue		13,954			13,617			28,156			27,456
Direct operating costs and expenses		(5,548	)		(5,745	)		(10,877	)		(9,906	)
Net margins		8,406			7,872			17,279			17,550
Total net margins		21,404			22,258			46,274			47,122
Direct general and administrative expenses, net		(651	)		785			(1,751	)		(2,403	)
Allocated general and administrative expenses		(2,741	)		(2,695	)		(5,481	)		(5,390	)
Allocated insurance expense		(935	)		(898	)		(1,893	)		(1,795	)
Reimbursement of bonus awards		(312	)		(312	)		(625	)		(625	)
Depreciation and amortization		(7,460	)		(6,940	)		(14,799	)		(13,870	)
Earnings (loss) from unconsolidated affiliates		(4	)		328			36			435
Operating income		9,301			12,526			21,761			23,474
Other expenses, net		(1,077	)		(872	)		(1,999	)		(1,678	)
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796

Schedule of supplemental information about consolidated business segments

Supplemental information about our consolidated business segments is summarized below (in thousands):

	Three months ended June 30, 2013
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminals		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	3,779	$	468	$	4,916	$	2,180	$	940	$	12,283
Morgan Stanley Capital Group		9,393		2,455		—		179		12,966		24,993
Frontera		—		—		900		—		—		900
TransMontaigne Inc.		450		—		—		24		48		522
Total revenue	$	13,622	$	2,923	$	5,816	$	2,383	$	13,954	$	38,698
Capital expenditures	$	693	$	608	$	289	$	421	$	2,593	$	4,604
Identifiable assets as of June 30, 2013	$	132,176	$	26,190	$	50,056	$	58,413	$	180,198	$	447,033
Cash and cash equivalents												6,176
Investments in unconsolidated affiliates												175,607
Deferred financing costs												2,600
Other												765
Total assets											$	632,181

	Three months ended June 30, 2012
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminals		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	3,985	$	783	$	2,399	$	3,506	$	829	$	11,502
Morgan Stanley Capital Group		10,375		1,646		—		—		12,775		24,796
Frontera		—		—		677		—		—		677
TransMontaigne Inc.		476		—		978		—		13		1,467
Total revenue	$	14,836	$	2,429	$	4,054	$	3,506	$	13,617	$	38,442
Capital expenditures	$	439	$	3,230	$	399	$	754	$	621	$	5,443

	Six months ended June 30, 2013
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminal		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	7,817	$	934	$	10,220	$	5,700	$	1,900	$	26,571
Morgan Stanley Capital Group		19,603		4,898		—		179		26,196		50,876
Frontera		—		—		1,853		—		—		1,853
TransMontaigne Inc.		912		—		—		24		60		996
Total revenue	$	28,332	$	5,832	$	12,073	$	5,903	$	28,156	$	80,296
Capital expenditures	$	1,455	$	1,396	$	898	$	952	$	5,675	$	10,376
Identifiable assets as of June 30, 2013	$	132,176	$	26,190	$	50,056	$	58,413	$	180,198	$	447,033

	Six months ended June 30, 2012
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminal		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	7,761	$	1,476	$	4,773	$	7,185	$	1,615	$	22,810
Morgan Stanley Capital Group		20,736		3,046		—		14		25,815		49,611
Frontera		—		—		1,554		—		—		1,554
TransMontaigne Inc.		935		—		2,339		—		26		3,300
Total revenue	$	29,432	$	4,522	$	8,666	$	7,199	$	27,456	$	77,275
Capital expenditures	$	571	$	6,543	$	602	$	1,887	$	899	$	10,502

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PROPERTY, PLANT AND EQUIPMENT, NET (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Property, plant and equipment, net
Property, plant and equipment, gross	$ 618,420	$ 611,252
Less accumulated depreciation	(198,248)	(183,551)
Property, plant and equipment, net	420,172	427,701
Land
Property, plant and equipment, net
Property, plant and equipment, gross	52,659	52,652
Terminals, pipelines and equipment
Property, plant and equipment, net
Property, plant and equipment, gross	560,446	552,232
Furniture, fixtures and equipment
Property, plant and equipment, net
Property, plant and equipment, gross	1,761	1,716
Construction in progress
Property, plant and equipment, net
Property, plant and equipment, gross	$ 3,554	$ 4,652

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GOODWILL (Tables)

6 Months Ended

Jun. 30, 2013

GOODWILL

Schedule of goodwill

 Goodwill is as follows (in thousands):

	June 30, 2013		December 31, 2012
Brownsville terminals	$	8,736	$	8,736

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (TransMontaigne Inc., Maximum, USD $) In Millions, unless otherwise specified	Jun. 30, 2013
Florida and Midwest terminals
Environmental obligations
Obligation of TransMontaigne Inc. to indemnify the entity against certain potential environmental claims, losses and expenses	$ 15.0
Brownsville and River terminals
Environmental obligations
Obligation of TransMontaigne Inc. to indemnify the entity against certain potential environmental claims, losses and expenses	15.0
Southeast terminals
Environmental obligations
Obligation of TransMontaigne Inc. to indemnify the entity against certain potential environmental claims, losses and expenses	15.0
Pensacola terminal
Environmental obligations
Obligation of TransMontaigne Inc. to indemnify the entity against certain potential environmental claims, losses and expenses	$ 2.5

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BUSINESS SEGMENTS

6 Months Ended

Jun. 30, 2013

BUSINESS SEGMENTS

BUSINESS SEGMENTS

(18) BUSINESS SEGMENTS

        We provide integrated terminaling, storage, transportation and related services to companies engaged in the trading, distribution and marketing of refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. Our chief operating decision maker is our general partner's CEO. Our general partner's CEO reviews the financial performance of our business segments using disaggregated financial information about "net margins" for purposes of making operating decisions and assessing financial performance. "Net margins" is composed of revenue less direct operating costs and expenses. Accordingly, we present "net margins" for each of our business segments: (i) Gulf Coast terminals, (ii) Midwest terminals and pipeline system, (iii) Brownsville terminals, (iv) River terminals and (v) Southeast terminals.

        The financial performance of our business segments is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Gulf Coast Terminals:
Terminaling services fees, net	$	11,702		$	11,985		$	23,503		$	23,912
Other		1,920			2,851			4,829			5,520
Revenue		13,622			14,836			28,332			29,432
Direct operating costs and expenses		(5,048	)		(5,420	)		(10,462	)		(10,045	)
Net margins		8,574			9,416			17,870			19,387
Midwest Terminals and Pipeline System:
Terminaling services fees, net		1,923			894			3,935			1,810
Pipeline transportation fees		369			536			717			988
Other		631			999			1,180			1,724
Revenue		2,923			2,429			5,832			4,522
Direct operating costs and expenses		(832	)		(412	)		(1,464	)		(777	)
Net margins		2,091			2,017			4,368			3,745
Brownsville Terminals:
Terminaling services fees, net		1,872			1,468			3,759			2,905
Pipeline transportation fees		1,821			663			3,461			1,738
Other		2,123			1,923			4,853			4,023
Revenue		5,816			4,054			12,073			8,666
Direct operating costs and expenses		(3,930	)		(2,458	)		(7,409	)		(4,774	)
Net margins		1,886			1,596			4,664			3,892
River Terminals:
Terminaling services fees, net		2,149			3,282			5,416			6,621
Other		234			224			487			578
Revenue		2,383			3,506			5,903			7,199
Direct operating costs and expenses		(1,936	)		(2,149	)		(3,810	)		(4,651	)
Net margins		447			1,357			2,093			2,548
Southeast Terminals:
Terminaling services fees, net		11,678			11,693			23,436			23,362
Other		2,276			1,924			4,720			4,094
Revenue		13,954			13,617			28,156			27,456
Direct operating costs and expenses		(5,548	)		(5,745	)		(10,877	)		(9,906	)
Net margins		8,406			7,872			17,279			17,550
Total net margins		21,404			22,258			46,274			47,122
Direct general and administrative expenses, net		(651	)		785			(1,751	)		(2,403	)
Allocated general and administrative expenses		(2,741	)		(2,695	)		(5,481	)		(5,390	)
Allocated insurance expense		(935	)		(898	)		(1,893	)		(1,795	)
Reimbursement of bonus awards		(312	)		(312	)		(625	)		(625	)
Depreciation and amortization		(7,460	)		(6,940	)		(14,799	)		(13,870	)
Earnings (loss) from unconsolidated affiliates		(4	)		328			36			435
Operating income		9,301			12,526			21,761			23,474
Other expenses, net		(1,077	)		(872	)		(1,999	)		(1,678	)
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796

        Supplemental information about our consolidated business segments is summarized below (in thousands):

	Three months ended June 30, 2013
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminals		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	3,779	$	468	$	4,916	$	2,180	$	940	$	12,283
Morgan Stanley Capital Group		9,393		2,455		—		179		12,966		24,993
Frontera		—		—		900		—		—		900
TransMontaigne Inc.		450		—		—		24		48		522
Total revenue	$	13,622	$	2,923	$	5,816	$	2,383	$	13,954	$	38,698
Capital expenditures	$	693	$	608	$	289	$	421	$	2,593	$	4,604
Identifiable assets as of June 30, 2013	$	132,176	$	26,190	$	50,056	$	58,413	$	180,198	$	447,033
Cash and cash equivalents												6,176
Investments in unconsolidated affiliates												175,607
Deferred financing costs												2,600
Other												765
Total assets											$	632,181

	Three months ended June 30, 2012
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminals		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	3,985	$	783	$	2,399	$	3,506	$	829	$	11,502
Morgan Stanley Capital Group		10,375		1,646		—		—		12,775		24,796
Frontera		—		—		677		—		—		677
TransMontaigne Inc.		476		—		978		—		13		1,467
Total revenue	$	14,836	$	2,429	$	4,054	$	3,506	$	13,617	$	38,442
Capital expenditures	$	439	$	3,230	$	399	$	754	$	621	$	5,443

	Six months ended June 30, 2013
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminal		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	7,817	$	934	$	10,220	$	5,700	$	1,900	$	26,571
Morgan Stanley Capital Group		19,603		4,898		—		179		26,196		50,876
Frontera		—		—		1,853		—		—		1,853
TransMontaigne Inc.		912		—		—		24		60		996
Total revenue	$	28,332	$	5,832	$	12,073	$	5,903	$	28,156	$	80,296
Capital expenditures	$	1,455	$	1,396	$	898	$	952	$	5,675	$	10,376
Identifiable assets as of June 30, 2013	$	132,176	$	26,190	$	50,056	$	58,413	$	180,198	$	447,033

	Six months ended June 30, 2012
	Gulf Coast Terminals		Midwest Terminals and Pipeline System		Brownsville Terminal		River Terminals		Southeast Terminals		Total
Revenue:
External customers	$	7,761	$	1,476	$	4,773	$	7,185	$	1,615	$	22,810
Morgan Stanley Capital Group		20,736		3,046		—		14		25,815		49,611
Frontera		—		—		1,554		—		—		1,554
TransMontaigne Inc.		935		—		2,339		—		26		3,300
Total revenue	$	29,432	$	4,522	$	8,666	$	7,199	$	27,456	$	77,275
Capital expenditures	$	571	$	6,543	$	602	$	1,887	$	899	$	10,502

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Consolidated statements of partners' equity (Parenthetical)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Consolidated statements of partners' equity
Purchase of common units by our long-term incentive plan and from affiliate	3,726	12,716
Issuance of common units by our long-term incentive plan due to vesting of restricted phantom units	5,267	11,980

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2013

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)   Nature of business

        TransMontaigne Partners L.P. ("Partners") was formed in February 2005 as a Delaware limited partnership initially to own and operate refined petroleum products terminaling and transportation facilities. We conduct our operations primarily in the United States along the Gulf Coast, in the Midwest, in Houston and Brownsville, Texas, along the Mississippi and Ohio rivers, and in the Southeast. We provide integrated terminaling, storage, transportation and related services for companies engaged in the trading, distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products.

        We are controlled by our general partner, TransMontaigne GP L.L.C. ("TransMontaigne GP"), which is a wholly-owned subsidiary of TransMontaigne Inc. Morgan Stanley Capital Group Inc. ("Morgan Stanley Capital Group"), a wholly-owned subsidiary of Morgan Stanley, owns all of the issued and outstanding capital stock of TransMontaigne Inc., and, as a result, Morgan Stanley is the indirect owner of our general partner. Morgan Stanley Capital Group is the principal commodities trading arm of Morgan Stanley. At June 30, 2013, TransMontaigne Inc. and Morgan Stanley have a significant interest in our partnership through their indirect ownership of a 22% limited partner interest, a 2% general partner interest and the incentive distribution rights.

(b)   Basis of presentation and use of estimates

        Our accounting and financial reporting policies conform to accounting principles and practices generally accepted in the United States of America. The accompanying consolidated financial statements include the accounts of TransMontaigne Partners L.P., a Delaware limited partnership, and its controlled subsidiaries. Investments where we do not have the ability to exercise control, but do have the ability to exercise significant influence, are accounted for using the equity method of accounting. All inter-company accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. The accompanying consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly our financial position as of June 30, 2013, our results of operations for the three and six months ended June 30, 2013 and 2012 and our cash flows for the three and six months ended June 30, 2013 and 2012.

        The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. The following estimates, in management's opinion, are subjective in nature, require the exercise of judgment, and involve complex analyses: useful lives of our plant and equipment, accrued environmental obligations and determining the fair value of our reporting units when analyzing goodwill. Changes in these estimates and assumptions will occur as a result of the passage of time and the occurrence of future events. Actual results could differ from these estimates.

        The accompanying consolidated financial statements include allocated general and administrative charges from TransMontaigne Inc. for indirect corporate overhead to cover costs of functions such as legal, accounting, treasury, engineering, environmental safety, information technology, and other corporate services (see Note 2 of Notes to consolidated financial statements). The allocated general and administrative expenses were approximately $2.7 million and $2.7 million for the three months ended June 30, 2013 and 2012, respectively. The allocated general and administrative expenses were approximately $5.5 million and $5.4 million for the six months ended June 30, 2013 and 2012, respectively. The accompanying consolidated financial statements also include allocated insurance charges from TransMontaigne Inc. for insurance premiums to cover costs of insuring activities such as property, casualty, pollution, automobile, directors' and officers' liability, and other insurable risks. The allocated insurance charges were approximately $0.9 million and $0.9 million for the three months ended June 30, 2013 and 2012, respectively. The allocated insurance charges were approximately $1.9 million and $1.8 million for the six months ended June 30, 2013 and 2012, respectively. The accompanying consolidated financial statements also include reimbursement of bonus awards paid to TransMontaigne Services Inc. (a wholly-owned subsidiary of TransMontaigne Inc.) towards bonus awards granted by TransMontaigne Services Inc. to certain key officers and employees who provide services to Partners that vest over future periods. The reimbursement of bonus awards was approximately $0.3 million for each of the three months ended June 30, 2013 and 2012. The reimbursement of bonus awards was approximately $0.6 million for each of the six months ended June 30, 2013 and 2012.

(c)   Accounting for terminal and pipeline operations

        In connection with our terminal and pipeline operations, we utilize the accrual method of accounting for revenue and expenses. We generate revenue in our terminal and pipeline operations from terminaling services fees, transportation fees, management fees and cost reimbursements, fees from other ancillary services and gains from the sale of refined products. Terminaling services revenue is recognized ratably over the term of the agreement for storage fees and minimum revenue commitments that are fixed at the inception of the agreement and when product is delivered to the customer for fees based on a rate per barrel throughput; transportation revenue is recognized when the product has been delivered to the customer at the specified delivery location; management fee revenue and cost reimbursements are recognized as the services are performed or as the costs are incurred; ancillary service revenue is recognized as the services are performed; and revenue from the sale of product gains is recognized when the title to the product is transferred.

        Pursuant to terminaling services agreements with certain of our throughput customers, we are entitled to the volume of product gained resulting from differences in the measurement of product volumes received and distributed at our terminaling facilities. Consistent with recognized industry practices, measurement differentials occur as the result of the inherent variances in measurement devices and methodology. We recognize as revenue the net proceeds from the sale of the product gained. For the three months ended June 30, 2013 and 2012, we recognized revenue of approximately $3.6 million and $4.0 million, respectively, for net product gained. Within these amounts, approximately $3.1 million and $3.2 million, respectively, were pursuant to terminaling services agreements with affiliate customers. For the six months ended June 30, 2013 and 2012, we recognized revenue of approximately $7.7 million and $8.5 million, respectively, for net product gained. Within these amounts, approximately $6.9 million and $7.0 million, respectively, were pursuant to terminaling services agreements with affiliate customers.

(d)   Cash and cash equivalents

        We consider all short-term investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents.

(e)   Property, plant and equipment

        Depreciation is computed using the straight-line method. Estimated useful lives are 15 to 25 years for terminals and pipelines and 3 to 25 years for furniture, fixtures and equipment. All items of property, plant and equipment are carried at cost. Expenditures that increase capacity or extend useful lives are capitalized. Repairs and maintenance are expensed as incurred.

        We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable based on expected undiscounted future cash flows attributable to that asset group. If an asset group is impaired, the impairment loss to be recognized is the excess of the carrying amount of the asset group over its estimated fair value.

(f)    Investments in unconsolidated affiliates

        We account for our investments in our unconsolidated affiliates, which we do not control but do have the ability to exercise significant influence over, using the equity method of accounting. Under this method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions received, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the book value of the net assets of the investment entity. We evaluate our investments in unconsolidated affiliates for impairment whenever events or circumstances indicate there is a loss in value of the investment that is other than temporary. In the event of impairment, we would record a charge to earnings to adjust the carrying amount to fair value.

(g)   Environmental obligations

        We accrue for environmental costs that relate to existing conditions caused by past operations when probable and reasonably estimable (see Note 10 of Notes to consolidated financial statements). Environmental costs include initial site surveys and environmental studies of potentially contaminated sites, costs for remediation and restoration of sites determined to be contaminated and ongoing monitoring costs, as well as fines, damages and other costs, including direct legal costs. Liabilities for environmental costs at a specific site are initially recorded, on an undiscounted basis, when it is probable that we will be liable for such costs, and a reasonable estimate of the associated costs can be made based on available information. Such an estimate includes our share of the liability for each specific site and the sharing of the amounts related to each site that will not be paid by other potentially responsible parties, based on enacted laws and adopted regulations and policies. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. Estimates of our ultimate liabilities associated with environmental costs are difficult to make with certainty due to the number of variables involved, including the early stage of investigation at certain sites, the lengthy time frames required to complete remediation, technology changes, alternatives available and the evolving nature of environmental laws and regulations. We periodically file claims for insurance recoveries of certain environmental remediation costs with our insurance carriers under our comprehensive liability policies (see Note 5 of Notes to consolidated financial statements). We recognize our insurance recoveries as a credit to income in the period that we assess the likelihood of recovery as being probable (i.e., likely to occur).

        TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before May 27, 2010 and that were associated with the ownership or operation of the Florida and Midwest terminal facilities prior to May 27, 2005, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before December 31, 2011 and that were associated with the ownership or operation of the Brownsville and River facilities prior to December 31, 2006, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before December 31, 2012 and that were associated with the ownership or operation of the Southeast terminals prior to December 31, 2007, up to a maximum liability not to exceed $15.0 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements). TransMontaigne Inc. has agreed to indemnify us against certain potential environmental claims, losses and expenses that are identified on or before March 1, 2016 and that were associated with the ownership or operation of the Pensacola terminal prior to March 1, 2011, up to a maximum liability not to exceed $2.5 million for this indemnification obligation (see Note 2 of Notes to consolidated financial statements).

(h)   Asset retirement obligations

        Asset retirement obligations are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal use of the asset. Generally accepted accounting principles require that the fair value of a liability related to the retirement of long-lived assets be recorded at the time a legal obligation is incurred. Once an asset retirement obligation is identified and a liability is recorded, a corresponding asset is recorded, which is depreciated over the remaining useful life of the asset. After the initial measurement, the liability is adjusted to reflect changes in the asset retirement obligation. If and when it is determined that a legal obligation has been incurred, the fair value of any liability is determined based on estimates and assumptions related to retirement costs, future inflation rates and interest rates. Our long-lived assets consist of above-ground storage facilities and underground pipelines. We are unable to predict if and when these long-lived assets will become completely obsolete and require dismantlement. We have not recorded an asset retirement obligation, or corresponding asset, because the future dismantlement and removal dates of our long-lived assets is indeterminable and the amount of any associated costs are believed to be insignificant. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events.

(i)    Equity-based compensation plan

        Generally accepted accounting principles require us to measure the cost of services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost will be recognized over the period during which a board member or employee is required to provide service in exchange for the award. We are required to estimate the number of equity instruments that are expected to vest in measuring the total compensation cost to be recognized over the related service period. Compensation cost is recognized over the service period on a straight-line basis.

(j)    Foreign currency translation and transactions

        The functional currency of Partners and its U.S.-based subsidiaries is the U.S. Dollar. The functional currency of our foreign subsidiaries, including Penn Octane de Mexico, S. de R.L. de C.V., Termatsal, S. de R.L. de C.V., and Tergas, S. de R.L. de C.V., is the Mexican Peso. The assets and liabilities of our foreign subsidiaries are translated at period-end rates of exchange, and revenue and expenses are translated at average exchange rates prevailing for the period. The resulting translation adjustments, net of related income taxes, are recorded as a component of other comprehensive income in the consolidated statements of comprehensive income. Gains and losses from the remeasurement of foreign currency transactions (transactions denominated in a currency other than the entity's functional currency) are included in other income (expenses) in the consolidated statements of comprehensive income.

(k)   Income taxes

        No provision for U.S. federal income taxes has been reflected in the accompanying consolidated financial statements because Partners is treated as a partnership for federal income taxes. As a partnership, all income, gains, losses, expenses, deductions and tax credits generated by Partners flow through to the unitholders of the partnership.

        Partners is a taxable entity under certain U.S. state jurisdictions, primarily Texas. Certain of our Mexican subsidiaries are corporations for Mexican tax purposes and, therefore, are subject to Mexican federal and provincial income taxes.

        Partners accounts for U.S. state income taxes and Mexican federal and provincial income taxes under the asset and liability method pursuant to generally accepted accounting principles. Currently, Mexican federal and provincial income taxes and U.S. state income taxes are not material.

(l)    Net earnings per limited partner unit

        Generally accepted accounting principles address the computation of earnings per limited partnership unit for master limited partnerships that consist of publicly traded common units held by limited partners, a general partner interest, and incentive distribution rights that are accounted for as equity interests. Partners' incentive distribution rights are owned by our general partner. Distributions are declared from available cash (as defined by our partnership agreement) and the incentive distribution rights are not entitled to distributions other than from available cash. Any excess of distributions over earnings are allocated to the limited partners and general partner interest based on their respective sharing of losses specified in the partnership agreement, which is based on their ownership percentages of 98% and 2%, respectively. Incentive distribution rights do not share in losses under our partnership agreement. The earnings allocable to the general partner interest for the period represents distributions attributable to the period on behalf of the general partner interest and any incentive distribution rights less the excess of distributions over earnings allocated to the limited partners (see Note 16 of Notes to consolidated financial statements). Basic earnings per limited partner unit are computed by dividing net earnings allocable to limited partners by the weighted average number of limited partnership units outstanding during the period, excluding restricted phantom units. Diluted earnings per limited partner unit are computed by dividing net earnings allocable to limited partners by the weighted average number of limited partnership units outstanding during the period and, when dilutive, restricted phantom units. Net earnings allocable to limited partners are net of the earnings allocable to the general partner interest including incentive distribution rights.

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CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE

6 Months Ended

Jun. 30, 2013

CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE

CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE

(4) CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE

        Our primary market areas are located in the United States along the Gulf Coast, in the Southeast, in Brownsville, Texas, along the Mississippi and Ohio Rivers, and in the Midwest. We have a concentration of trade receivable balances due from companies engaged in the trading, distribution and marketing of refined products and crude oil and the United States government. These concentrations of customers may affect our overall credit risk in that the customers may be similarly affected by changes in economic, regulatory or other factors. Our customers' historical financial and operating information is analyzed prior to extending credit. We manage our exposure to credit risk through credit analysis, credit approvals, credit limits and monitoring procedures, and for certain transactions we may request letters of credit, prepayments or guarantees. We maintain allowances for potentially uncollectible accounts receivable.

        Trade accounts receivable, net consists of the following (in thousands):

	June 30, 2013			December 31, 2012
Trade accounts receivable	$	6,248		$	5,235
Less allowance for doubtful accounts		(200	)		(200	)
	$	6,048		$	5,035

        The following customer accounted for at least 10% of our consolidated revenue in at least one of the periods presented in the accompanying consolidated statements of operations:

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Morgan Stanley Capital Group		65	%		65	%		63	%		64	%

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TRANSACTIONS WITH AFFILIATES

6 Months Ended

Jun. 30, 2013

TRANSACTIONS WITH AFFILIATES

TRANSACTIONS WITH AFFILIATES

(2) TRANSACTIONS WITH AFFILIATES

        Constraints on expansion.    Morgan Stanley informed us in October 2011 that, for the foreseeable future, it does not expect to approve any "significant" acquisition or investment that we may propose. Morgan Stanley's decision is the result of the uncertain regulatory environment relating to Morgan Stanley's status as a financial holding company subject to the Bank Holding Company Act and consolidated supervision by the Board of Governors of the Federal Reserve System. Morgan Stanley indicated that it has not established a specific definition of what constitutes a "significant" investment and significance may be determined on either a quantitative or qualitative basis, depending on the facts and circumstances and relevant legal and regulatory considerations. Morgan Stanley has informed us they will review on a case by case basis each proposed transaction to determine its significance, whether an acquisition of, or investment in, assets or legal entities and that an acquisition of, or investment in, a noncontrolling interest or joint venture interest may be "significant" without respect to the size of the transaction. The practical effect of these limitations is to significantly constrain our ability to expand our asset base and operations through acquisitions from third parties. These constraints will reduce the potential for increasing our distributions to unitholders in the future. In addition, these constraints will limit additions to our capital assets primarily to additions and improvements that we construct or add to our existing facilities, although some acquisitions of assets from third parties may be possible to the extent approved by Morgan Stanley. For example, our December 2012 investment in Battleground Oil Specialty Terminal Company LLC, or "BOSTCO", was approved by Morgan Stanley based on the specific facts and circumstances of the BOSTCO project and the structure of our investment in BOSTCO, and is not indicative of whether Morgan Stanley will approve any other acquisition or investment that we may propose in the future (see Note 3 of Notes to consolidated financial statements).

        Omnibus agreement.    We have an omnibus agreement with TransMontaigne Inc. that will continue in effect until the earlier to occur of (i) TransMontaigne Inc. ceasing to control our general partner or (ii) the election of either us or TransMontaigne Inc., following at least 24 months' prior written notice to the other parties (see Note 19 of Notes to consolidated financial statements).

        Under the omnibus agreement we pay TransMontaigne Inc. an administrative fee for the provision of various general and administrative services for our benefit. Effective January 1, 2013, the annual administrative fee payable to TransMontaigne Inc. will be approximately $11.0 million. If we acquire or construct additional facilities, TransMontaigne Inc. will propose a revised administrative fee covering the provision of services for such additional facilities. If the conflicts committee of our general partner agrees to the revised administrative fee, TransMontaigne Inc. will provide services for the additional facilities pursuant to the agreement. The administrative fee includes expenses incurred by TransMontaigne Inc. to perform centralized corporate functions, such as legal, accounting, treasury, insurance administration and claims processing, health, safety and environmental, information technology, human resources, credit, payroll, taxes and engineering and other corporate services, to the extent such services are not outsourced by TransMontaigne Inc.

        The omnibus agreement further provides that we pay TransMontaigne Inc. an insurance reimbursement for premiums on insurance policies covering our facilities and operations. Effective January 1, 2013, the annual insurance reimbursement payable to TransMontaigne Inc. will be approximately $3.8 million. We also reimburse TransMontaigne Inc. for direct operating costs and expenses that TransMontaigne Inc. incurs on our behalf, such as salaries of operational personnel performing services on-site at our terminals and pipelines and the cost of their employee benefits, including 401(k) and health insurance benefits.

        We also agreed to reimburse TransMontaigne Inc. and its affiliates for a portion of the incentive payment grants to key employees of TransMontaigne Inc. and its affiliates under the TransMontaigne Services Inc. savings and retention plan, provided the compensation committee of our general partner determines that an adequate portion of the incentive payment grants are allocated to an investment fund indexed to the performance of our common units. For the year ending December 31, 2013, we have agreed to reimburse TransMontaigne Inc. and its affiliates approximately $1.3 million.

        The omnibus agreement also provides TransMontaigne Inc. a right of first refusal to purchase our assets, provided that TransMontaigne Inc. agrees to pay no less than 105% of the purchase price offered by the third party bidder. Before we enter into any contract to sell such terminal or pipeline facilities, we must give written notice of all material terms of such proposed sale to TransMontaigne Inc. TransMontaigne Inc. will then have the sole and exclusive option, for a period of 45 days following receipt of the notice, to purchase the subject facilities for no less than 105% of the purchase price on the terms specified in the notice.

        TransMontaigne Inc. also has a right of first refusal to contract for the use of any petroleum product storage capacity that (i) is put into commercial service after January 1, 2008, or (ii) was subject to a terminaling services agreement that expires or is terminated (excluding a contract renewable solely at the option of our customer), provided that TransMontaigne Inc. agrees to pay no less than 105% of the fees offered by the third party customer.

        The TransMontaigne Inc. rights of first refusal described above terminate with respect to any petroleum product tankage capacity that on July 16, 2013 was subject to a terminaling services agreement that TransMontaigne Inc. or Morgan Stanley Capital Group elects to cancel or terminate (see Note 19 of Notes to consolidated financial statements).

        Environmental indemnification.    In connection with our acquisition of the Florida and Midwest terminals, TransMontaigne Inc. agreed to indemnify us against certain potential environmental claims, losses and expenses that were identified on or before May 27, 2010, and that were associated with the ownership or operation of the Florida and Midwest terminals prior to May 27, 2005. TransMontaigne Inc.'s maximum liability for this indemnification obligation is $15.0 million. TransMontaigne Inc. has no obligation to indemnify us for losses until such aggregate losses exceed $250,000. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after May 27, 2005.

        In connection with our acquisition of the Brownsville, Texas and River terminals, TransMontaigne Inc. agreed to indemnify us against potential environmental claims, losses and expenses that were identified on or before December 31, 2011, and that were associated with the ownership or operation of the Brownsville and River facilities prior to December 31, 2006. TransMontaigne Inc.'s maximum liability for this indemnification obligation is $15.0 million. TransMontaigne Inc. has no obligation to indemnify us for losses until such aggregate losses exceed $250,000. The deductible amount, cap amount and limitation of time for indemnification do not apply to any environmental liabilities known to exist as of December 31, 2006. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after December 31, 2006.

        In connection with our acquisition of the Southeast terminals, TransMontaigne Inc. agreed to indemnify us against potential environmental claims, losses and expenses that were identified on or before December 31, 2012, and that were associated with the ownership or operation of the Southeast terminals prior to December 31, 2007. TransMontaigne Inc.'s maximum liability for this indemnification obligation is $15.0 million. TransMontaigne Inc. has no obligation to indemnify us for losses until such aggregate losses exceed $250,000. The deductible amount, cap amount and limitation of time for indemnification do not apply to any environmental liabilities known to exist as of December 31, 2007. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after December 31, 2007.

        In connection with our acquisition of the Pensacola terminal, TransMontaigne Inc. has agreed to indemnify us against potential environmental claims, losses and expenses that are identified on or before March 1, 2016, and that are associated with the ownership or operation of the Pensacola terminal prior to March 1, 2011. Our environmental losses must first exceed $200,000 and TransMontaigne Inc.'s indemnification obligations are capped at $2.5 million. The deductible amount, cap amount and limitation of time for indemnification do not apply to any environmental liabilities known to exist as of March 1, 2011. TransMontaigne Inc. has no indemnification obligations with respect to environmental claims made as a result of additions to or modifications of environmental laws promulgated after March 1, 2011.

        Terminaling services agreement—Florida and Midwest terminals.    We have a terminaling services agreement with Morgan Stanley Capital Group relating to our Florida, Mount Vernon, Missouri and Rogers, Arkansas terminals. We refer to our Mount Vernon, Missouri and Rogers, Arkansas terminals as the Razorback terminals. The initial term of the agreement expires on January 31, 2015. The terminaling services agreement will continue in effect after January 31, 2015 unless and until Morgan Stanley Capital Group provides us at least 18 months' prior notice of its intent to terminate the agreement. Effective at any time after January 31, 2015 and on providing at least 18 months' prior notice, Morgan Stanley Capital Group may also terminate the agreement with respect to one or more individual terminals. We have the right to terminate the terminaling services agreement effective at any time after July 31, 2023 by providing at least 18 months' prior notice to Morgan Stanley Capital Group.

        Effective May 31, 2014, the Razorback terminals and the Florida tanks presently dedicated to bunker fuels will no longer be subject to the terminaling services agreement, and we will no longer receive the revenue related to those tanks under the terminaling services agreement (see Note 19 of Notes to consolidated financial statements).

        Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume that will, at the fee and tariff schedule contained in the agreement, result in minimum throughput payments to us of approximately $37.3 million for the contract year ending May 31, 2013 and approximately $37.6 million for the contract year ending May 31, 2014. Morgan Stanley Capital Group's minimum annual throughput payment is reduced proportionately for any decrease in storage capacity due to out-of-service tank capacity.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 30 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Terminaling services agreement—Fisher Island terminal.    We have a terminaling services agreement with TransMontaigne Inc. that will expire on December 31, 2013. Under this agreement, TransMontaigne Inc. agreed to throughput at our Fisher Island terminal in the Gulf Coast region a volume of fuel oils that will, at the fee schedule contained in the agreement, result in minimum revenue to us of approximately $1.8 million for the contract year ending December 31, 2013. In exchange for its minimum throughput commitment, we agreed to provide TransMontaigne Inc. with approximately 185,000 barrels of fuel oil capacity.

        Terminaling services agreement—Cushing terminal.    In July 2011, we entered into a terminaling services agreement with Morgan Stanley Capital Group relating to our Cushing, Oklahoma facility that will expire in July 2019, subject to a five-year automatic renewal unless terminated by either party upon 180 days' prior notice. In exchange for its minimum revenue commitment, we agreed to construct storage tanks and associated infrastructure to provide approximately 1.0 million barrels of crude oil capacity. These capital projects were completed and placed into service on August 1, 2012. Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume of crude oil products at our terminal that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $4.3 million for each one-year period following the in-service date of August 1, 2012.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 120 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Terminaling services agreement—Brownsville LPG.    We had a terminaling services agreement with TransMontaigne Inc. relating to our Brownsville, Texas facilities that terminated on December 31, 2012. The storage capacity under this agreement is now under contract with a third party beginning January 1, 2013. Under this agreement, TransMontaigne Inc. agreed to throughput at our Brownsville facilities certain minimum volumes of natural gas liquids that resulted in minimum revenue to us of approximately $1.3 million for the contract year ended December 31, 2012. In exchange for TransMontaigne Inc.'s minimum throughput commitment, we agreed to provide TransMontaigne Inc. approximately 33,000 barrels of storage capacity at our Brownsville facilities.

        Operations and reimbursement agreement—Frontera.    Effective as of April 1, 2011, we entered into the Frontera Brownsville LLC joint venture, or "Frontera", in which we have a 50% ownership interest. In conjunction with us entering into the joint venture, we agreed to operate Frontera, in accordance with an operations and reimbursement agreement executed between us and Frontera, for a management fee that is based on our costs incurred. Our agreement with Frontera stipulates that we may resign as the operator at any time with the prior written consent of Frontera, or that we may be removed as the operator for good cause, which includes material noncompliance with laws and material failure to adhere to good industry practice regarding health, safety or environmental matters. For the three months ended June 30, 2013 and 2012, we recognized approximately $0.9 million and $0.7 million, respectively, of revenue related to this operations and reimbursement agreement. For the six months ended June 30, 2013 and 2012, we recognized approximately $1.9 million and $1.6 million, respectively, of revenue related to this operations and reimbursement agreement.

        Terminaling services agreement—Southeast terminals.    We have a terminaling services agreement with Morgan Stanley Capital Group relating to our Southeast terminals. The terminaling services agreement commenced on January 1, 2008 and expires on July 31, 2015, after which the terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 24 months' prior notice of its intent to terminate the agreement. We have the right to terminate the terminaling services agreement effective at any time after July 31, 2023 by providing at least 24 months' prior notice to Morgan Stanley Capital Group (see Note 19 of Notes to consolidated financial statements).

        Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume of refined product at our Southeast terminals that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $36.1 million for the contract year ending December 31, 2013; with stipulated annual increases in throughput payments through July 31, 2015, and for each contract year thereafter the throughput payments will adjust based on increases in the United States Consumer Price Index. Morgan Stanley Capital Group's minimum annual throughput payment is reduced proportionately for any decrease in storage capacity due to out-of-service tank capacity. In exchange for its minimum throughput commitment, we agreed to provide Morgan Stanley Capital Group approximately 8.9 million barrels of light oil storage capacity at our Southeast terminals and to undertake certain capital projects to provide ethanol blending functionality at certain of our Southeast terminals with completion dates that extended through August 31, 2011. Upon the completion of each of the projects, Morgan Stanley Capital Group paid us a lump-sum ethanol blending fee that in total equaled approximately $22.5 million.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 30 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Terminaling services agreement—Collins/Purvis terminal.    In January 2010, we entered into a terminaling services agreement with Morgan Stanley Capital Group relating to our Collins, Mississippi facility that will expire in July 2018, after which the terminaling services agreement will continue in effect unless and until Morgan Stanley Capital Group provides us at least 24 months' prior notice of its intent to terminate the agreement. In exchange for its minimum revenue commitment, we agreed to undertake certain capital projects to provide approximately 700,000 barrels of additional light oil capacity and other improvements at the Collins terminal. These capital projects were completed and placed into service in July 2011. Under this agreement, Morgan Stanley Capital Group has agreed to throughput a volume of light oil products at our terminal that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $4.1 million for the one-year period following the in-service date of July 2011 for the aforementioned capital projects, and for each contract year thereafter, subject to increases based on increases in the United States Consumer Price Index beginning July 1, 2018.

        If a force majeure event occurs that renders us unable to perform our obligations with respect to an asset, Morgan Stanley Capital Group's obligations would be temporarily suspended with respect to that asset. If a force majeure event continues for 30 consecutive days or more and results in a diminution in the storage capacity we make available to Morgan Stanley Capital Group, Morgan Stanley Capital Group may terminate its obligations with respect to the asset affected by the force majeure event and their minimum revenue commitment would be reduced proportionately for the duration of the agreement.

        Barge dock services agreement—Baton Rouge dock.    Effective May 2013, we entered into a barge dock services agreement with Morgan Stanley Capital Group relating to our Baton Rouge, LA dock facility that will expire in May 2023, subject to a five-year automatic renewal unless terminated by either party upon 180 days' prior notice. Under this agreement, Morgan Stanley Capital Group agreed to throughput a volume of refined product at our Baton Rouge dock facility that will, at the fee schedule contained in the agreement, result in minimum throughput payments to us of approximately $1.2 million for the first three years ending May 12, 2016 and approximately $0.9 million for the remaining seven years ending May 12, 2023. In exchange for its minimum throughput commitment, we agreed to provide Morgan Stanley Capital Group with exclusive access to our dock facility.

        If a force majeure event occurs that renders us unable to perform our obligations, Morgan Stanley Capital Group's obligations would be temporarily suspended. If a force majeure event continues for 120 consecutive days, Morgan Stanley Capital Group may terminate its obligations under this agreement.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Nature of business
Limited partner interest (as a percent)			98.00%
General partner interest (as a percent)			2.00%		2.00%
Basis of presentation and use of estimates
Allocated general and administrative expenses	$ 2,741,000	$ 2,695,000	$ 5,481,000	$ 5,390,000
Allocated insurance charges	935,000	898,000	1,893,000	1,795,000
Reimbursement of bonus awards	312,000	312,000	625,000	625,000
Accounting for terminal and pipeline operations
Revenue recognized from proceeds of sale of product gained	3,600,000	4,000,000	7,700,000	8,500,000
Recognized revenue pursuant to terminaling services agreements with affiliate customers	3,100,000	3,200,000	6,900,000	7,000,000
Trans Montaigne Inc. and Morgan Stanley
Nature of business
Limited partner interest (as a percent)			22.00%
General partner interest (as a percent)			2.00%
TransMontaigne, Inc.
Basis of presentation and use of estimates
Allocated general and administrative expenses	2,700,000	2,700,000	5,500,000	5,400,000
Allocated insurance charges	900,000	900,000	1,900,000	1,800,000
Reimbursement of bonus awards	$ 300,000	$ 300,000	$ 600,000	$ 600,000

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CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE (Tables)

6 Months Ended

Jun. 30, 2013

CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE

Schedule of trade accounts receivable, net

Trade accounts receivable, net consists of the following (in thousands):

	June 30, 2013			December 31, 2012
Trade accounts receivable	$	6,248		$	5,235
Less allowance for doubtful accounts		(200	)		(200	)
	$	6,048		$	5,035

Schedule of customer who accounted for at least 10% of consolidated revenue

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Morgan Stanley Capital Group		65	%		65	%		63	%		64	%

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INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Tables)

6 Months Ended

Jun. 30, 2013

INVESTMENTS IN UNCONSOLIDATED AFFILIATES

Summary of investments in unconsolidated affiliates

	Percentage of ownership						Carrying value (in thousands)
	June 30, 2013			December 31, 2012			June 30, 2013		December 31, 2012
BOSTCO		42.5	%		42.5	%	$	149,734	$	78,930
Frontera		50	%		50	%		25,873		26,234
Total investments in unconsolidated affiliates							$	175,607	$	105,164

Schedule of earnings (loss) from investments in unconsolidated affiliates

Earnings (loss) from investments in unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,					Six months ended June 30,
	2013			2012		2013		2012
BOSTCO	$	—		$	—	$	—	$	—
Frontera		(4	)		328		36		435
Total earnings (loss) from unconsolidated affiliates	$	(4	)	$	328	$	36	$	435

Schedule of additional capital investments in unconsolidated affiliates

Additional capital investments in unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
BOSTCO	$	13,907	$	—	$	70,804	$	—
Frontera		86		—		152		—
Total additional capital investments in unconsolidated affiliates	$	13,993	$	—	$	70,956	$	—

Schedule of cash distributions received from unconsolidated affiliates

Cash distributions received from unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
BOSTCO	$	—	$	—	$	—	$	—
Frontera		371		461		549		831
Total cash distributions from unconsolidated affiliates	$	371	$	461	$	549	$	831

Summary of financial information of unconsolidated affiliates

The summarized financial information of our unconsolidated affiliates was as follows (in thousands):

        Balance sheets:

	BOSTCO						Frontera
	June 30, 2013			December 31, 2012			June 30, 2013			December 31, 2012
Current assets	$	60,686		$	—		$	3,995		$	4,209
Long-term assets		327,873			234,520			49,197			50,013
Current liabilities		(46,536	)		(55,541	)		(1,446	)		(1,754	)
Long-term liabilities		—			—			—			—
Net assets	$	342,023		$	178,979		$	51,746		$	52,468

        Statements of comprehensive income (loss):

	BOSTCO Three months ended June 30,				Frontera Three months ended June 30,
	2013		2012		2013			2012
Operating revenue	$	—	$	—	$	2,825		$	2,923
Operating expenses		—		—		(2,833	)		(2,267	)
Net earnings (loss) and comprehensive income (loss)	$	—	$	—	$	(8	)	$	656

	BOSTCO Six months ended June 30,				Frontera Six months ended June 30,
	2013		2012		2013			2012
Operating revenue	$	—	$	—	$	5,715		$	5,771
Operating expenses		—		—		(5,643	)		(4,901	)
Net earnings and comprehensive income	$	—	$	—	$	72		$	870

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LONG-TERM INCENTIVE PLAN (Tables)

6 Months Ended

Jun. 30, 2013

LONG-TERM INCENTIVE PLAN

Schedule of restricted phantom unit activity

	Available for future grant			Restricted phantom units			NYSE closing price
Units outstanding at December 31, 2011		1,293,772			37,000
Automatic increase in units available for future grant on January 1, 2012		289,141			—
Grant on March 31, 2012		(8,000	)		8,000		$	34.76
Vesting on March 31, 2012		—			(6,500	)	$	34.76
Units withheld for taxes on March 31, 2012		411			—
Units forfeited on July 18, 2012		4,500			(4,500	)
Vesting on August 10, 2012		—			(10,000	)	$	36.48
Units withheld for taxes on August 10, 2012		4,109			—
Units outstanding at December 31, 2012		1,583,933			24,000
Automatic increase in units available for future grant on January 1, 2013		289,141			—
Grant on March 31, 2013		(6,000	)		6,000		$	50.74
Vesting on March 31, 2013		—			(5,500	)	$	50.74
Units withheld for taxes on March 31, 2013		233			—
Units outstanding at June 30, 2013		1,867,307			24,500

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LONG-TERM DEBT (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
TLP Finance Corp
Long-term debt
Ownership interest in subsidiary (as a percent)			100.00%
Amount of independent assets	$ 0		$ 0
Amount of independent operations			0
Credit Facility
Long-term debt
Maximum borrowing capacity	350,000,000		350,000,000
Consolidated EBITDA multiplier			4.75
Maximum borrowing capacity based on 4.75 times Consolidated EBITDA	337,400,000		337,400,000
Other permitted JV investments subject to liquidity			75,000,000
Weighted average interest rate on borrowings (as a percent)	2.60%	2.20%	2.40%	2.30%
Outstanding borrowings under credit facility	254,000,000		254,000,000		184,000,000
Outstanding borrowings under letters of credit
Credit Facility | LIBOR
Long-term debt
Reference rate			LIBOR
Credit Facility | Base Rate
Long-term debt
Reference rate			base rate
Credit Facility | Minimum
Long-term debt
Commitment fee on unused amount of commitments (as a percent)			0.375%
Interest coverage ratio	3.0		3.0
Credit Facility | Minimum | LIBOR
Long-term debt
Margin interest above reference rate (as a percent)	2.00%		2.00%
Credit Facility | Minimum | Base Rate
Long-term debt
Margin interest above reference rate (as a percent)	1.00%		1.00%
Credit Facility | Maximum
Long-term debt
Commitment fee on unused amount of commitments (as a percent)			0.50%
Consolidated net tangible assets as a percentage of other investments			5.00%
Permitted JV investments subject to liquidity			$ 225,000,000
Leverage ratio	4.75		4.75
Senior secured leverage ratio	3.75		3.75
Credit Facility | Maximum | LIBOR
Long-term debt
Margin interest above reference rate (as a percent)	3.00%		3.00%
Credit Facility | Maximum | Base Rate
Long-term debt
Margin interest above reference rate (as a percent)	2.00%		2.00%

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GOODWILL (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Goodwill
Goodwill	$ 8,736	$ 8,736
Brownsville terminals
Goodwill
Goodwill	$ 8,736	$ 8,736

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TRANSACTIONS WITH AFFILIATES (Details) (USD $)	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended						3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended					6 Months Ended	0 Months Ended		6 Months Ended			6 Months Ended			6 Months Ended			6 Months Ended		6 Months Ended	12 Months Ended	0 Months Ended	12 Months Ended			6 Months Ended		12 Months Ended		3 Months Ended		6 Months Ended		1 Months Ended	6 Months Ended		0 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013 TransMontaigne Inc.	Jun. 30, 2012 TransMontaigne Inc.	Jun. 30, 2013 TransMontaigne Inc.	Jun. 30, 2012 TransMontaigne Inc.	Jun. 30, 2013 TransMontaigne Inc. Florida and Midwest terminals Maximum	Jun. 30, 2013 TransMontaigne Inc. Brownsville and River facilities Maximum	Jun. 30, 2013 TransMontaigne Inc. Southeast terminals Maximum	Jun. 30, 2013 TransMontaigne Inc. Pensacola terminal Maximum	Jun. 30, 2013 Morgan Stanley Capital Group	Jun. 30, 2012 Morgan Stanley Capital Group	Jun. 30, 2013 Morgan Stanley Capital Group	Jun. 30, 2012 Morgan Stanley Capital Group	Jun. 30, 2013 Frontera	Jun. 30, 2012 Frontera	Jun. 30, 2013 Frontera	Jun. 30, 2012 Frontera	Jun. 30, 2013 Omnibus agreement TransMontaigne Inc.	Dec. 31, 2013 Omnibus agreement TransMontaigne Inc.	Jan. 02, 2013 Omnibus agreement TransMontaigne Inc.	Jun. 30, 2013 Omnibus agreement TransMontaigne Inc. Minimum	Jul. 16, 2013 Omnibus agreement TransMontaigne Inc. Minimum Subsequent Event	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Florida and Midwest terminals	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Florida and Midwest terminals Minimum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Florida and Midwest terminals Maximum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Brownsville and River facilities	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Brownsville and River facilities Minimum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Brownsville and River facilities Maximum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Southeast terminals	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Southeast terminals Minimum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Southeast terminals Maximum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Pensacola terminal	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Pensacola terminal Minimum	Jun. 30, 2013 Environmental indemnification TransMontaigne Inc. Pensacola terminal Maximum	Jun. 30, 2013 Terminaling services agreement-Florida and Midwest terminals Morgan Stanley Capital Group Minimum item	May 31, 2013 Terminaling services agreement-Florida and Midwest terminals Morgan Stanley Capital Group Minimum	Jul. 16, 2013 Terminaling services agreement-Florida and Midwest terminals Morgan Stanley Capital Group Minimum Subsequent Event	May 31, 2014 Terminaling services agreement-Florida and Midwest terminals Morgan Stanley Capital Group Minimum Forecast	Dec. 31, 2013 Terminaling services agreement-Fisher Island terminal TransMontaigne Inc. bbl	Dec. 31, 2013 Terminaling services agreement-Fisher Island terminal TransMontaigne Inc. Minimum	Jun. 30, 2013 Terminaling services agreement-Cushing terminal Morgan Stanley Capital Group bbl	Jun. 30, 2013 Terminaling services agreement-Cushing terminal Morgan Stanley Capital Group Minimum	Dec. 31, 2012 Terminaling services agreement-Brownsville LPG TransMontaigne Inc. bbl	Dec. 31, 2012 Terminaling services agreement-Brownsville LPG TransMontaigne Inc. Minimum	Jun. 30, 2013 Operations and reimbursement agreement-Frontera Frontera	Jun. 30, 2012 Operations and reimbursement agreement-Frontera Frontera	Jun. 30, 2013 Operations and reimbursement agreement-Frontera Frontera	Jun. 30, 2012 Operations and reimbursement agreement-Frontera Frontera	Aug. 31, 2011 Terminaling services agreement-Southeast terminals Morgan Stanley Capital Group	Jun. 30, 2013 Terminaling services agreement-Southeast terminals Morgan Stanley Capital Group bbl	Jun. 30, 2013 Terminaling services agreement-Southeast terminals Morgan Stanley Capital Group Minimum	Jul. 16, 2013 Terminaling services agreement-Southeast terminals Morgan Stanley Capital Group Minimum Subsequent Event	Jun. 30, 2013 Terminaling services agreement-Collins/Purvis terminal Morgan Stanley Capital Group bbl	Jun. 30, 2013 Terminaling services agreement-Collins/Purvis terminal Morgan Stanley Capital Group Minimum	Jun. 30, 2013 Barge dock services agreement-Baton Rouge dock Morgan Stanley Capital Group
Transactions with affiliates
Annual administrative fee payable																							$ 11,000,000
Annual insurance reimbursement payable																							3,800,000
Reimbursement of incentive payment grants to key employees of related party																						1,300,000
Percentage of purchase price offered by third party bidder agreed to be paid for right of refusal to purchase the entity's assets																								105.00%
Period, following receipt of the notice, to purchase the subject facilities by related party																					45 days
Percentage of fees offered by third party agreed to be paid for right of refusal to contract																								105.00%
Maximum liability for indemnification obligation									15,000,000	15,000,000	15,000,000	2,500,000																15,000,000			15,000,000			15,000,000			2,500,000
Liability for indemnification obligation, if aggregate losses do not exceed specified amount																										0			0			0
Aggregate losses for indemnification obligation																											250,000			250,000			250,000			200,000
Liability for indemnification obligation related to environmental claims made as a result of additions to or modifications of environmental laws																										0			0			0			0
Automatic renewal period of service agreement																																												5 years														5 years
Notice period for termination of service agreement																									24 months															18 months				180 days											24 months		24 months	180 days
Notice period for termination of service agreement with respect to one or more individual terminals																																								18 months
Notice period to be served by the entity for termination of service agreement effective at any time after July 31, 2023																																								18 months															24 months
Throughput revenue	26,415,000	26,940,000	53,725,000	54,465,000	522,000	1,467,000	996,000	3,300,000					24,993,000	24,796,000	50,876,000	49,611,000	900,000	677,000	1,853,000	1,554,000																			37,300,000		37,600,000		1,800,000		4,300,000		1,300,000							36,100,000			4,100,000
Number of Florida terminals																																						1
Number of consecutive days for which diminution in the storage capacity the entity makes available to related party due to force majeure event as a result of which related party's minimum revenue commitment would be reduced proportionately																																						30 days							120 days									30 days			30 days	120 days
Storage capacity agreed to be provided in exchange for related party's minimum revenue commitment (in barrels)																																										185,000		1,000,000		33,000							8,900,000			700,000
Period, following the in-service date, over which minimum throughput payments are received																																												1 year												1 year
Ownership interest in joint venture (as a percent)																																																50.00%		50.00%
Revenue recognized																																																900,000	700,000	1,900,000	1,600,000	22,500,000
Minimum throughput payments for the first three years																																																										1,200,000
First period, following the in-service date, over which minimum throughput payments are received																																																										3 years
Minimum throughput payments for the remaining seven years																																																										$ 900,000
Remaining period, following the first three year period after the in-service date, over which minimum throughput payments are received																																																										7 years

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Consolidated balance sheets (Parenthetical)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Consolidated balance sheets
Common unitholders, units issued	14,457,066	14,457,066
Common unitholders, units outstanding	14,457,066	14,457,066
General partner interest (as a percent)	2.00%	2.00%
General partner interest, equivalent units outstanding	295,042	295,042

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GOODWILL

6 Months Ended

Jun. 30, 2013

GOODWILL

GOODWILL

(7) GOODWILL

        Goodwill is as follows (in thousands):

	June 30, 2013		December 31, 2012
Brownsville terminals	$	8,736	$	8,736

        Goodwill is required to be tested for impairment annually unless events or changes in circumstances indicate it is more likely than not that an impairment loss has been incurred at an interim date. Our annual test for the impairment of goodwill is performed as of December 31. The impairment test is performed at the reporting unit level. Our reporting units are our operating segments (see Note 18 of Notes to consolidated financial statements). The fair value of each reporting unit is determined on a stand-alone basis from the perspective of a market participant and represents an estimate of the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired.

        At June 30, 2013 and December 31, 2012, our only reporting unit that contained goodwill was our Brownsville terminals. Our estimate of the fair value of our Brownsville terminals at December 31, 2012 exceeded its carrying amount. Accordingly, we did not recognize any goodwill impairment charges during the year ended December 31, 2012 for this reporting unit. However, a significant decline in the price of our common units with a resulting increase in the assumed market participants' weighted average cost of capital, the loss of a significant customer, the disposition of significant assets, or an unforeseen increase in the costs to operate and maintain the Brownsville terminals, could result in the recognition of an impairment charge in the future.

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Consolidated statements of partners' equity (USD $) In Thousands, unless otherwise specified	Total	Common unitholders	General partner interest	Accumulated other comprehensive loss
Balance at Dec. 31, 2011	$ 351,876	$ 296,052	$ 56,490	$ (666)
Increase (Decrease) in Partners' Capital
Distributions to unitholders	(41,846)	(36,763)	(5,083)
Deferred equity-based compensation related to restricted phantom units	398	398
Purchase of 3,726 and 12,716 common units by our long-term incentive plan and from affiliate for the six months ended June 30, 2013 and the year ended December 31, 2012, respectively	(454)	(454)
Net earnings	38,572	33,415	5,157
Other comprehensive income	191			191
Balance at Dec. 31, 2012	348,737	292,648	56,564	(475)
Increase (Decrease) in Partners' Capital
Distributions to unitholders	(21,201)	(18,514)	(2,687)
Deferred equity-based compensation related to restricted phantom units	204	204
Purchase of 3,726 and 12,716 common units by our long-term incentive plan and from affiliate for the six months ended June 30, 2013 and the year ended December 31, 2012, respectively	(166)	(166)
Issuance of 5,267 and 11,980 common units by our long-term incentive plan due to vesting of restricted phantom units for six months ended June 30, 2013 and the year ended December 31, 2012, respectively	0
Net earnings	19,762	16,965	2,797
Other comprehensive income	2			2
Balance at Jun. 30, 2013	$ 347,338	$ 291,137	$ 56,674	$ (473)

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COMMITMENTS AND CONTINGENCIES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
COMMITMENTS AND CONTINGENCIES
Contractual commitments for supply of services, labor and materials	$ 10,200,000		$ 10,200,000
Future minimum lease payments for property and equipment under non-cancelable operating leases
2013 (remainder of the year)	1,493,000		1,493,000
2014	3,713,000		3,713,000
2015	3,840,000		3,840,000
2016	3,952,000		3,952,000
2017	2,983,000		2,983,000
Thereafter	4,479,000		4,479,000
Total	20,460,000		20,460,000
Expected minimum sublease rentals to be received	1,800,000		1,800,000
Rental expense under operating leases	$ 900,000	$ 300,000	$ 1,700,000	$ 600,000

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Consolidated balance sheets (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 6,176	$ 6,745
Trade accounts receivable, net	6,048	5,035
Due from affiliates	2,650	3,035
Other current assets	4,839	4,579
Total current assets	19,713	19,394
Property, plant and equipment, net	420,172	427,701
Goodwill	8,736	8,736
Investments in unconsolidated affiliates	175,607	105,164
Other assets, net	7,953	8,806
TOTAL ASSETS	632,181	569,801
Current liabilities:
Trade accounts payable	4,747	10,810
Due to affiliates	387
Accrued liabilities	17,265	15,606
Total current liabilities	22,399	26,416
Other liabilities	8,444	10,648
Long-term debt	254,000	184,000
Total liabilities	284,843	221,064
Partners' equity:
Common unitholders (14,457,066 units issued and outstanding at June 30, 2013 and December 31, 2012)	291,137	292,648
General partner interest (2% interest with 295,042 equivalent units outstanding at June 30, 2013 and December 31, 2012)	56,674	56,564
Accumulated other comprehensive loss	(473)	(475)
Total partners' equity	347,338	348,737
TOTAL LIABILITIES AND EQUITY	$ 632,181	$ 569,801

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INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
INVESTMENTS IN UNCONSOLIDATED AFFILIATES
Carrying value of investments in unconsolidated affiliates	$ 175,607,000		$ 175,607,000		$ 105,164,000
Total earnings (loss) from unconsolidated affiliates	(4,000)	328,000	36,000	435,000
Total additional capital investments in unconsolidated affiliates	13,993,000		70,956,000
Total cash distributions from unconsolidated affiliates	371,000	461,000	549,000	831,000
BOSTCO
INVESTMENTS IN UNCONSOLIDATED AFFILIATES
Percentage of ownership	42.50%		42.50%		42.50%
Storage capacity of storage tanks, the construction of which is involved in the initial phase of acquisition (in barrels)			7,100,000
Estimated construction cost of storage tanks, the construction of which is involved in the initial phase of acquisition			485,000,000
Carrying value of investments in unconsolidated affiliates	149,734,000		149,734,000		78,930,000
Total additional capital investments in unconsolidated affiliates	13,907,000		70,804,000
Balance sheets:
Current assets	60,686,000		60,686,000
Long-term assets	327,873,000		327,873,000		234,520,000
Current liabilities	(46,536,000)		(46,536,000)		(55,541,000)
Net assets	342,023,000		342,023,000		178,979,000
BOSTCO | Kinder Morgan
INVESTMENTS IN UNCONSOLIDATED AFFILIATES
Excess investment related to a one time buy-in fee paid to acquire ownership interest	4,400,000		4,400,000		2,900,000
Frontera
INVESTMENTS IN UNCONSOLIDATED AFFILIATES
Percentage of ownership	50.00%		50.00%		50.00%
Light petroleum product storage capacity (in barrels)	1,400,000		1,400,000
Carrying value of investments in unconsolidated affiliates	25,873,000		25,873,000		26,234,000
Total earnings (loss) from unconsolidated affiliates	(4,000)	328,000	36,000	435,000
Total additional capital investments in unconsolidated affiliates	86,000		152,000
Total cash distributions from unconsolidated affiliates	371,000	461,000	549,000	831,000
Balance sheets:
Current assets	3,995,000		3,995,000		4,209,000
Long-term assets	49,197,000		49,197,000		50,013,000
Current liabilities	(1,446,000)		(1,446,000)		(1,754,000)
Net assets	51,746,000		51,746,000		52,468,000
Statements of comprehensive income (loss):
Operating revenue	2,825,000	2,923,000	5,715,000	5,771,000
Operating expenses	(2,833,000)	(2,267,000)	(5,643,000)	(4,901,000)
Net earnings (loss) and comprehensive income (loss)	$ (8,000)	$ 656,000	$ 72,000	$ 870,000

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OTHER CURRENT ASSETS (Tables)

6 Months Ended

Jun. 30, 2013

OTHER CURRENT ASSETS

Schedule of other current assets

Other current assets are as follows (in thousands):

	June 30, 2013		December 31, 2012
Amounts due from insurance companies	$	2,225	$	2,631
Additive detergent		1,942		1,603
Deposits and other assets		672		345
	$	4,839	$	4,579

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NET EARNINGS PER LIMITED PARTNER UNIT

6 Months Ended

Jun. 30, 2013

NET EARNINGS PER LIMITED PARTNER UNIT

NET EARNINGS PER LIMITED PARTNER UNIT

(16) NET EARNINGS PER LIMITED PARTNER UNIT

        The following table reconciles net earnings to net earnings allocable to limited partners (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796
Less:
Distributions payable on behalf of incentive distribution rights		(1,296	)		(1,154	)		(2,450	)		(2,166	)
Distributions payable on behalf of general partner interest		(192	)		(189	)		(381	)		(375	)
Earnings allocable to the general partner interest less than (in excess of) distributions payable to the general partner interest		53			(22	)		34			(19	)
Earnings allocable to general partner interest including incentive distribution rights		(1,435	)		(1,365	)		(2,797	)		(2,560	)
Net earnings allocable to limited partners	$	6,789		$	10,289		$	16,965		$	19,236

        Earnings allocated to the general partner interest include amounts attributable to the incentive distribution rights. Pursuant to our partnership agreement we are required to distribute available cash (as defined by our partnership agreement) as of the end of the reporting period. Such distributions are declared within 45 days after period end. The net earnings allocated to the general partner interest in the consolidated statements of partners' equity reflect the earnings allocation included in the table above.

        The following table sets forth the distribution declared per common unit attributable to the periods indicated:

	Distribution
January 1, 2012 through March 31, 2012	$	0.63
April 1, 2012 through June 30, 2012	$	0.64
July 1, 2012 through September 30, 2012	$	0.64
October 1, 2012 through December 31, 2012	$	0.64
January 1, 2013 through March 31, 2013	$	0.64
April 1, 2013 through June 30, 2013	$	0.65

        The following table reconciles the computation of basic and diluted weighted average units (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
Basic weighted average units		14,442		14,444		14,440		14,441
Dilutive effect of restricted phantom units		9		13		9		14
Diluted weighted average units		14,451		14,457		14,449		14,455

        For the three and six months ended June 30, 2013, we included the dilutive effect of approximately 10,000 restricted phantom units granted August 10, 2009 in the computation of diluted earnings per limited partner unit because the average closing market price of our common units exceeded the related remaining deferred compensation per unvested restricted phantom units. For the three months ended June 30, 2012, we included the dilutive effect of approximately 8,000, 3,000, 20,000 and 1,500 restricted phantom units granted March 31, 2012, March 31, 2010, August 10, 2009 and March 31, 2009, respectively, in the computation of diluted earnings per limited partner unit because the average closing market price of our common units exceeded the related remaining deferred compensation per unvested restricted phantom units. For the six months ended June 30, 2012, we included the dilutive effect of approximately 8,000, 6,000, 3,000, 20,000 and 1,500 restricted phantom units granted March 31, 2012, March 31, 2011, March 31, 2010, August 10, 2009 and March 31, 2009, respectively, in the computation of diluted earnings per limited partner unit because the average closing market price of our common units exceeded the related remaining deferred compensation per unvested restricted phantom units.

        We exclude potentially dilutive securities from our computation of diluted earnings per limited partner unit when their effect would be anti-dilutive. For the three and six months ended June 30, 2013, we excluded the dilutive effect of approximately 6,000, 4,500, 3,000 and 1,000 restricted phantom units granted March 31, 2013, March 31, 2012, March 31, 2011 and March 31, 2010, respectively, in the computation of diluted earnings per limited partner unit because the related remaining deferred compensation per unvested restricted phantom units exceeded the average closing market price of our common units for the period. For the three months ended June 30, 2012, we excluded the dilutive effect of approximately 6,000 restricted phantom units granted March 31, 2011 in the computation of diluted earnings per limited partner unit because the related remaining deferred compensation per unvested restricted phantom units exceeded the average closing market price of our common units for the period.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) (USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Provision for U.S. federal income taxes	$ 0
Net earnings per limited partner unit
Limited partner interest (as a percent)	98.00%
General partner interest (as a percent)	2.00%	2.00%

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OTHER LIABILITIES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
OTHER LIABILITIES
Advance payments received under long-term terminaling services agreements	$ 1,048,000		$ 1,048,000		$ 1,067,000
Deferred revenue-ethanol blending fees and other projects	7,396,000		7,396,000		9,581,000
Other liabilities	8,444,000		8,444,000		10,648,000
Recognized revenue on a straight line basis for completed projects	$ 1,100,000	$ 1,100,000	$ 2,200,000	$ 2,300,000

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NET EARNINGS PER LIMITED PARTNER UNIT (Tables)

6 Months Ended

Jun. 30, 2013

NET EARNINGS PER LIMITED PARTNER UNIT

Schedule of reconciliation of net earnings to net earnings allocable to limited partners

The following table reconciles net earnings to net earnings allocable to limited partners (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2013			2012			2013			2012
Net earnings	$	8,224		$	11,654		$	19,762		$	21,796
Less:
Distributions payable on behalf of incentive distribution rights		(1,296	)		(1,154	)		(2,450	)		(2,166	)
Distributions payable on behalf of general partner interest		(192	)		(189	)		(381	)		(375	)
Earnings allocable to the general partner interest less than (in excess of) distributions payable to the general partner interest		53			(22	)		34			(19	)
Earnings allocable to general partner interest including incentive distribution rights		(1,435	)		(1,365	)		(2,797	)		(2,560	)
Net earnings allocable to limited partners	$	6,789		$	10,289		$	16,965		$	19,236

Schedule of distribution declared per common unit attributable to the periods

	Distribution
January 1, 2012 through March 31, 2012	$	0.63
April 1, 2012 through June 30, 2012	$	0.64
July 1, 2012 through September 30, 2012	$	0.64
October 1, 2012 through December 31, 2012	$	0.64
January 1, 2013 through March 31, 2013	$	0.64
April 1, 2013 through June 30, 2013	$	0.65

Schedule of reconciliation of the computation of basic and diluted weighted average units

The following table reconciles the computation of basic and diluted weighted average units (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
Basic weighted average units		14,442		14,444		14,440		14,441
Dilutive effect of restricted phantom units		9		13		9		14
Diluted weighted average units		14,451		14,457		14,449		14,455

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OTHER LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2013

OTHER LIABILITIES

Schedule of other liabilities

Other liabilities are as follows (in thousands):

	June 30, 2013		December 31, 2012
Advance payments received under long-term terminaling services agreements	$	1,048	$	1,067
Deferred revenue—ethanol blending fees and other projects		7,396		9,581
	$	8,444	$	10,648

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PARTNERS' EQUITY (Tables)

6 Months Ended

Jun. 30, 2013

PARTNERS' EQUITY

Schedule of number of units outstanding

	Common units		General partner units
Units outstanding at December 31, 2012 and June 30, 2013		14,457,066		295,042

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PROPERTY, PLANT AND EQUIPMENT, NET

6 Months Ended

Jun. 30, 2013

PROPERTY, PLANT AND EQUIPMENT, NET

PROPERTY, PLANT AND EQUIPMENT, NET

(6) PROPERTY, PLANT AND EQUIPMENT, NET

        Property, plant and equipment, net is as follows (in thousands):

	June 30, 2013			December 31, 2012
Land	$	52,659		$	52,652
Terminals, pipelines and equipment		560,446			552,232
Furniture, fixtures and equipment		1,761			1,716
Construction in progress		3,554			4,652
		618,420			611,252
Less accumulated depreciation		(198,248	)		(183,551	)
	$	420,172		$	427,701

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SUBSEQUENT EVENTS (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended						6 Months Ended	12 Months Ended		6 Months Ended	0 Months Ended
	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Jun. 30, 2013	Dec. 31, 2012	Dec. 31, 2012 Terminaling services agreement-Florida and Midwest terminals Revenues Customer concentration	Jun. 30, 2013 Terminaling services agreement-Florida and Midwest terminals Morgan Stanley Capital Group Minimum item	Jul. 15, 2013 Subsequent Event	Jul. 16, 2013 Subsequent Event Terminaling services agreement-Southeast terminals Morgan Stanley Capital Group Minimum	Jul. 16, 2013 Subsequent Event Terminaling services agreement-Florida and Midwest terminals Morgan Stanley Capital Group Minimum	Jul. 16, 2013 Subsequent Event Omnibus agreement TransMontaigne Inc. Minimum	Jul. 30, 2013 Subsequent Event Common units	Jul. 24, 2013 Subsequent Event Common units	Jul. 24, 2013 Subsequent Event General partner units
Subsequent Event
Public offering of common units (in units)																1,450,000
Public offering price of units issued pursuant to an underwritten public offering (in dollars per unit)																$ 43.32
Additional units purchased by the underwriters by exercising their over-allotment option															217,500
Price per unit of additional units purchased by the underwriters by exercising their over-allotment option (in dollars per unit)															$ 43.32
Net proceeds from the offering, net of offering costs																$ 69.0
Cash contribution to maintain its 2% general partner interest																	$ 1.5
General partner interest to be maintained (as a percent)							2.00%	2.00%									2.00%
Notice period for termination of service agreement												24 months	18 months	24 months
Number of Florida terminals										1
Concentration risk (as a percent)									14.00%
Distribution announced per unit (in dollars per unit)	$ 0.65	$ 0.64	$ 0.64	$ 0.64	$ 0.64	$ 0.63					$ 0.65

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PROPERTY, PLANT AND EQUIPMENT, NET (Tables)

6 Months Ended

Jun. 30, 2013

PROPERTY, PLANT AND EQUIPMENT, NET

Schedule of property, plant and equipment, net

Property, plant and equipment, net is as follows (in thousands):

	June 30, 2013			December 31, 2012
Land	$	52,659		$	52,652
Terminals, pipelines and equipment		560,446			552,232
Furniture, fixtures and equipment		1,761			1,716
Construction in progress		3,554			4,652
		618,420			611,252
Less accumulated depreciation		(198,248	)		(183,551	)
	$	420,172		$	427,701

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2)	6 Months Ended
	Jun. 30, 2013
Terminals and pipelines | Minimum
Property, plant and equipment
Estimated useful lives (in years)	15 years
Terminals and pipelines | Maximum
Property, plant and equipment
Estimated useful lives (in years)	25 years
Furniture, fixtures and equipment | Minimum
Property, plant and equipment
Estimated useful lives (in years)	3 years
Furniture, fixtures and equipment | Maximum
Property, plant and equipment
Estimated useful lives (in years)	25 years

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OTHER ASSETS, NET

6 Months Ended

Jun. 30, 2013

OTHER ASSETS, NET

OTHER ASSETS, NET

(9) OTHER ASSETS, NET

        Other assets, net are as follows (in thousands):

	June 30, 2013		December 31, 2012
Amounts due under long-term terminaling services agreements:
External customers	$	651	$	652
Morgan Stanley Capital Group		2,987		3,648
		3,638		4,300
Deferred financing costs, net of accumulated amortization of $1,816 and $1,328, respectively		2,600		3,088
Customer relationships, net of accumulated amortization of $1,384 and $1,283, respectively		1,046		1,147
Deposits and other assets		669		271
	$	7,953	$	8,806

        Amounts due under long-term terminaling services agreements.    We have long-term terminaling services agreements with certain of our customers that provide for minimum payments that increase over the terms of the respective agreements. We recognize as revenue the minimum payments under the long-term terminaling services agreements on a straight-line basis over the term of the respective agreements. At June 30, 2013 and December 31, 2012, we have recognized revenue in excess of the minimum payments that are due through those respective dates under the long-term terminaling services agreements resulting in an asset of approximately $3.6 million and $4.3 million, respectively.

        Deferred financing costs.    Deferred financing costs are amortized using the effective interest method over the term of the related credit facility (see Note 12 of Notes to consolidated financial statements).

        Customer relationships.    Other assets, net include certain customer relationships at our River terminals. These customer relationships are being amortized on a straight-line basis over twelve years.

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OTHER CURRENT ASSETS

6 Months Ended

Jun. 30, 2013

OTHER CURRENT ASSETS

OTHER CURRENT ASSETS

(5) OTHER CURRENT ASSETS

        Other current assets are as follows (in thousands):

	June 30, 2013		December 31, 2012
Amounts due from insurance companies	$	2,225	$	2,631
Additive detergent		1,942		1,603
Deposits and other assets		672		345
	$	4,839	$	4,579

        Amounts due from insurance companies.    We periodically file claims for recovery of environmental remediation costs with our insurance carriers under our comprehensive liability policies. We recognize our insurance recoveries in the period that we assess the likelihood of recovery as being probable (i.e., likely to occur). At June 30, 2013 and December 31, 2012, we have recognized amounts due from insurance companies of approximately $2.2 million and $2.6 million, respectively, representing our best estimate of our probable insurance recoveries. During the three and six months ended June 30, 2013, we received reimbursements from insurance companies of approximately $0.2 million and $0.4 million, respectively.

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Consolidated statements of cash flows (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Cash flows from operating activities:
Net earnings	$ 8,224	$ 11,654	$ 19,762	$ 21,796
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	7,460	6,940	14,799	13,870
Earnings (loss) from unconsolidated affiliates	4	(328)	(36)	(435)
Distributions from unconsolidated affiliates	371	461	549	831
Deferred equity-based compensation	115	100	204	207
Amortization of deferred financing costs	244	187	488	375
Amortization of deferred revenue	(1,079)	(1,134)	(2,185)	(2,278)
Amounts due under long-term terminaling services agreements, net	349	140	643	268
Changes in operating assets and liabilities:
Trade accounts receivable, net	1,464	(1,050)	(1,012)	(994)
Due from affiliates	602	(482)	385	665
Other current assets	962	(1,959)	(269)	(1,791)
Trade accounts payable	(2,446)	450	(2,852)	(2,668)
Due to affiliates	(511)	(31)	347	(23)
Accrued liabilities	5,480	1,488	1,659	(3,849)
Net cash provided by operating activities	21,239	16,436	32,482	25,974
Cash flows from investing activities:
Proceeds from sale of assets				18,000
Investments in unconsolidated affiliates	(13,993)		(70,956)
Capital expenditures-expansion of facilities	(2,131)	(3,708)	(5,291)	(7,866)
Capital expenditures-maintain existing facilities	(2,473)	(1,735)	(5,085)	(2,636)
Net cash provided by (used in) investing activities	(18,597)	(5,443)	(81,332)	7,498
Cash flows from financing activities:
Borrowings of debt under credit facility	28,000	13,000	119,500	34,500
Repayments of debt under credit facility	(20,000)	(13,000)	(49,500)	(48,000)
Deferred issuance costs	(226)		(398)
Distributions paid to unitholders	(10,602)	(10,323)	(21,201)	(20,642)
Purchase of common units by our long-term incentive plan	(94)	(58)	(166)	(115)
Net cash provided by (used in) financing activities	(2,922)	(10,381)	48,235	(34,257)
Increase (decrease) in cash and cash equivalents	(280)	612	(615)	(785)
Foreign currency translation effect on cash	23	(65)	46	12
Cash and cash equivalents at beginning of period	6,433	5,818	6,745	7,138
Cash and cash equivalents at end of period	6,176	6,365	6,176	6,365
Supplemental disclosures of cash flow information:
Cash paid for interest	756	670	1,354	1,367
Property, plant and equipment acquired with accounts payable	$ 246	$ 836	$ 246	$ 836

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OTHER ASSETS, NET (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Amounts due under long-term terminaling services agreements:
External customers	$ 651	$ 652
Morgan Stanley Capital Group	2,987	3,648
Amounts due under long-term terminaling services agreements	3,638	4,300
Deferred financing costs, net of accumulated amortization of $1,816 and $1,328, respectively	2,600	3,088
Customer relationships, net of accumulated amortization of $1,384 and $1,283, respectively	1,046	1,147
Deposits and other assets	669	271
Other assets, net	7,953	8,806
Accumulated amortization of deferred financing costs	1,816	1,328
Accumulated amortization of customer relationships	$ 1,384	$ 1,283
Amortization period of customer relationships	12 years

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CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE (Details) (USD $) In Thousands, unless otherwise specified			3 Months Ended		6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Morgan Stanley Capital Group	Jun. 30, 2012 Morgan Stanley Capital Group	Jun. 30, 2013 Morgan Stanley Capital Group	Jun. 30, 2012 Morgan Stanley Capital Group
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE
Trade accounts receivable	$ 6,248	$ 5,235
Less allowance for doubtful accounts	(200)	(200)
Trade accounts receivable, net	$ 6,048	$ 5,035
Customer who accounted for at least 10% of consolidated revenue
Percentage of total revenue generated by major customer			65.00%	65.00%	63.00%	64.00%

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OTHER ASSETS, NET (Tables)

6 Months Ended

Jun. 30, 2013

OTHER ASSETS, NET

Schedule of other assets, net

Other assets, net are as follows (in thousands):

	June 30, 2013		December 31, 2012
Amounts due under long-term terminaling services agreements:
External customers	$	651	$	652
Morgan Stanley Capital Group		2,987		3,648
		3,638		4,300
Deferred financing costs, net of accumulated amortization of $1,816 and $1,328, respectively		2,600		3,088
Customer relationships, net of accumulated amortization of $1,384 and $1,283, respectively		1,046		1,147
Deposits and other assets		669		271
	$	7,953	$	8,806

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NET EARNINGS PER LIMITED PARTNER UNIT (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended						6 Months Ended		12 Months Ended
	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
NET EARNINGS PER LIMITED PARTNER UNIT
Net earnings	$ 8,224				$ 11,654		$ 19,762	$ 21,796	$ 38,572
Less:
Distributions payable on behalf of incentive distribution rights	(1,296)				(1,154)		(2,450)	(2,166)
Distributions payable on behalf of general partner interest	(192)				(189)		(381)	(375)
Earnings allocable to the general partner interest less than (in excess of) distributions payable to the general partner interest	53				(22)		34	(19)
Earnings allocable to general partner interest including incentive distribution rights	(1,435)				(1,365)		(2,797)	(2,560)
Net earnings allocable to limited partners	$ 6,789				$ 10,289		$ 16,965	$ 19,236
Period for declaration of distribution, maximum							45 days
Distribution declared per common unit
Distribution declared per common unit (in dollars per unit)	$ 0.65	$ 0.64	$ 0.64	$ 0.64	$ 0.64	$ 0.63
Computation of basic and diluted weighted average units reconciliation
Basic weighted average units	14,442				14,444		14,440	14,441
Dilutive effect of restricted phantom units	9				13		9	14
Diluted weighted average units	14,451				14,457		14,449	14,455

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LONG-TERM DEBT

6 Months Ended

Jun. 30, 2013

LONG-TERM DEBT

LONG-TERM DEBT

(12) LONG-TERM DEBT

        On March 9, 2011, we entered into an amended and restated senior secured credit facility, or "credit facility", which has been subsequently amended from time to time. The credit facility replaced in its entirety the senior secured credit facility that was in place as of December 31, 2010. The credit facility provides for a maximum borrowing line of credit equal to the lesser of (i) $350 million and (ii) 4.75 times Consolidated EBITDA (as defined: $337.4 million at June 30, 2013). We may elect to have loans under the credit facility bear interest either (i) at a rate of LIBOR plus a margin ranging from 2% to 3% depending on the total leverage ratio then in effect, or (ii) at the base rate plus a margin ranging from 1% to 2% depending on the total leverage ratio then in effect. We also pay a commitment fee on the unused amount of commitments, ranging from 0.375% to 0.5% per annum, depending on the total leverage ratio then in effect. Our obligations under the credit facility are secured by a first priority security interest in favor of the lenders in the majority of our assets.

        The terms of the credit facility include covenants that restrict our ability to make cash distributions, acquisitions and investments, including investments in joint ventures. We may make distributions of cash to the extent of our "available cash" as defined in our partnership agreement. We may make acquisitions and investments that meet the definition of "permitted acquisitions"; "other investments" which may not exceed 5% of "consolidated net tangible assets"; and "permitted JV investments". Permitted JV investments include up to $225 million of investments in BOSTCO, the "Specified BOSTCO Investment". In addition to the Specified BOSTCO Investment, under the terms of the credit facility, we may make an additional $75 million of other permitted JV investments (including additional investments in BOSTCO). The principal balance of loans and any accrued and unpaid interest are due and payable in full on the maturity date, March 9, 2016.

        The credit facility also contains customary representations and warranties (including those relating to organization and authorization, compliance with laws, absence of defaults, material agreements and litigation) and customary events of default (including those relating to monetary defaults, covenant defaults, cross defaults and bankruptcy events). The primary financial covenants contained in the credit facility are (i) a total leverage ratio test (not to exceed 4.75 times), (ii) a senior secured leverage ratio test (not to exceed 3.75 times) in the event we issue senior unsecured notes, and (iii) a minimum interest coverage ratio test (not less than 3.0 times).

        If we were to fail any financial performance covenant, or any other covenant contained in the credit facility, we would seek a waiver from our lenders under such facility. If we were unable to obtain a waiver from our lenders and the default remained uncured after any applicable grace period, we would be in breach of the credit facility, and the lenders would be entitled to declare all outstanding borrowings immediately due and payable. We were in compliance with all of the covenants under the credit facility as of June 30, 2013.

        For the three months ended June 30, 2013 and 2012, the weighted average interest rate on borrowings under the applicable credit facility was approximately 2.6% and 2.2%, respectively. For the six months ended June 30, 2013 and 2012, the weighted average interest rate on borrowings under the applicable credit facility was approximately 2.4% and 2.3%, respectively. At June 30, 2013 and December 31, 2012, our outstanding borrowings under the credit facility were $254 million and $184 million, respectively. At June 30, 2013 and December 31, 2012, our outstanding letters of credit were approximately $nil at both dates.

        We have an effective universal shelf-registration statement and prospectus on Form S-3 with the Securities and Exchange Commission that expires in June 2016. TLP Finance Corp., a 100% owned subsidiary of Partners, may act as a co-issuer of any debt securities issued pursuant to that registration statement. Partners and TLP Finance Corp. have no independent assets or operations. Our operations are conducted by subsidiaries of Partners through Partners' 100% owned operating company subsidiary, TransMontaigne Operating Company L.P. Each of TransMontaigne Operating Company L.P. and Partners' other 100% owned subsidiaries (other than TLP Finance Corp., whose sole purpose is to act as co-issuer of any debt securities, and subsidiaries that are minor) may guarantee the debt securities. We expect that any guarantees will be full and unconditional and joint and several, subject to certain automatic customary releases, including sale, disposition, or transfer of the capital stock or substantially all of the assets of a subsidiary guarantor, exercise of legal defeasance option or covenant defeasance option, and designation of a subsidiary guarantor as unrestricted in accordance with the indenture. There are no significant restrictions on the ability of Partners or any guarantor to obtain funds from its subsidiaries by dividend or loan. None of the assets of Partners or a guarantor represent restricted net assets pursuant to the guidelines established by the Securities and Exchange Commission.

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INVESTMENTS IN UNCONSOLIDATED AFFILIATES

6 Months Ended

Jun. 30, 2013

INVESTMENTS IN UNCONSOLIDATED AFFILIATES

INVESTMENTS IN UNCONSOLIDATED AFFILIATES

(8) INVESTMENTS IN UNCONSOLIDATED AFFILIATES

        At June 30, 2013 and December 31, 2012, our investments in unconsolidated affiliates include a 42.5% interest in BOSTCO and a 50% interest in Frontera. BOSTCO is a terminal facility construction project for approximately 7.1 million barrels of storage capacity at an estimated cost of approximately $485 million. BOSTCO is located on the Houston Ship Channel and is scheduled to begin commercial operations in the fourth quarter of 2013 (see Note 3 of Notes to consolidated financial statements). Frontera is a terminal facility located in Brownsville, Texas that encompasses approximately 1.4 million barrels of light petroleum product storage capacity, as well as related ancillary facilities.

        The following table summarizes our investments in unconsolidated affiliates:

	Percentage of ownership						Carrying value (in thousands)
	June 30, 2013			December 31, 2012			June 30, 2013		December 31, 2012
BOSTCO		42.5	%		42.5	%	$	149,734	$	78,930
Frontera		50	%		50	%		25,873		26,234
Total investments in unconsolidated affiliates							$	175,607	$	105,164

        At June 30, 2013 and December 31, 2012, our investment in BOSTCO includes approximately $4.4 million and $2.9 million, respectively, of excess investment related to a one time buy-in fee paid to Kinder Morgan to acquire our 42.5% interest and capitalization of interest on our investment during the construction of BOSTCO. Excess investment is the amount by which our investment exceeds our proportionate share of the book value of the net assets of the BOSTCO entity.

        Earnings (loss) from investments in unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,					Six months ended June 30,
	2013			2012		2013		2012
BOSTCO	$	—		$	—	$	—	$	—
Frontera		(4	)		328		36		435
Total earnings (loss) from unconsolidated affiliates	$	(4	)	$	328	$	36	$	435

        Additional capital investments in unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
BOSTCO	$	13,907	$	—	$	70,804	$	—
Frontera		86		—		152		—
Total additional capital investments in unconsolidated affiliates	$	13,993	$	—	$	70,956	$	—

        Cash distributions received from unconsolidated affiliates were as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2013		2012		2013		2012
BOSTCO	$	—	$	—	$	—	$	—
Frontera		371		461		549		831
Total cash distributions from unconsolidated affiliates	$	371	$	461	$	549	$	831

        The summarized financial information of our unconsolidated affiliates was as follows (in thousands):

        Balance sheets:

	BOSTCO						Frontera
	June 30, 2013			December 31, 2012			June 30, 2013			December 31, 2012
Current assets	$	60,686		$	—		$	3,995		$	4,209
Long-term assets		327,873			234,520			49,197			50,013
Current liabilities		(46,536	)		(55,541	)		(1,446	)		(1,754	)
Long-term liabilities		—			—			—			—
Net assets	$	342,023		$	178,979		$	51,746		$	52,468

        Statements of comprehensive income (loss):

	BOSTCO Three months ended June 30,				Frontera Three months ended June 30,
	2013		2012		2013			2012
Operating revenue	$	—	$	—	$	2,825		$	2,923
Operating expenses		—		—		(2,833	)		(2,267	)
Net earnings (loss) and comprehensive income (loss)	$	—	$	—	$	(8	)	$	656

	BOSTCO Six months ended June 30,				Frontera Six months ended June 30,
	2013		2012		2013			2012
Operating revenue	$	—	$	—	$	5,715		$	5,771
Operating expenses		—		—		(5,643	)		(4,901	)
Net earnings and comprehensive income	$	—	$	—	$	72		$	870

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2013

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

(15) COMMITMENTS AND CONTINGENCIES

        Contract commitments.    At June 30, 2013, we have contractual commitments of approximately $10.2 million for the supply of services, labor and materials related to capital projects that currently are under development. We expect that these contractual commitments will be paid during the remainder of the year ending December 31, 2013.

        Operating leases.    We lease property and equipment under non-cancelable operating leases that extend through August 2030. At June 30, 2013, future minimum lease payments under these non-cancelable operating leases are as follows (in thousands):

Years ending December 31:	Property and equipment
2013 (remainder of the year)	$	1,493
2014		3,713
2015		3,840
2016		3,952
2017		2,983
Thereafter		4,479
	$	20,460

        Included in the above non-cancelable operating lease commitments are amounts for property rentals that we have sublet under non-cancelable sublease agreements, for which we expect to receive minimum rentals of approximately $1.8 million in future periods.

        Rental expense under operating leases was approximately $0.9 million and $0.3 million for the three months ended June 30, 2013 and 2012, respectively. Rental expense under operating leases was approximately $1.7 million and $0.6 million for the six months ended June 30, 2013 and 2012, respectively.

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PARTNERS' EQUITY

6 Months Ended

Jun. 30, 2013

PARTNERS' EQUITY

PARTNERS' EQUITY

(13) PARTNERS' EQUITY

        The number of units outstanding is as follows:

	Common units		General partner units
Units outstanding at December 31, 2012 and June 30, 2013		14,457,066		295,042

        At June 30, 2013 and December 31, 2012, common units outstanding include 16,094 and 17,635 common units, respectively, held on behalf of TransMontaigne Services Inc.'s long-term incentive plan.

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Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Jul. 31, 2013
Document and Entity Information
Entity Registrant Name	TransMontaigne Partners L.P.
Entity Central Index Key	0001319229
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		16,124,566
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2

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LONG-TERM INCENTIVE PLAN

6 Months Ended

Jun. 30, 2013

LONG-TERM INCENTIVE PLAN

LONG-TERM INCENTIVE PLAN

(14) LONG-TERM INCENTIVE PLAN

        TransMontaigne GP is our general partner and manages our operations and activities. TransMontaigne GP is an indirect wholly owned subsidiary of TransMontaigne Inc. TransMontaigne Services Inc. is an indirect wholly owned subsidiary of TransMontaigne Inc. TransMontaigne Services Inc. employs the personnel who provide support to TransMontaigne Inc.'s operations, as well as our operations. TransMontaigne Services Inc. adopted a long-term incentive plan for its employees and consultants and the independent directors of our general partner. The long-term incentive plan currently permits the grant of awards covering an aggregate of 2,105,886 units, which amount will automatically increase on an annual basis by 2% of the total outstanding common and subordinated units, if any, at the end of the preceding fiscal year. At June 30, 2013, 1,867,307 units are available for future grant under the long-term incentive plan. Ownership in the awards is subject to forfeiture until the vesting date, but recipients have distribution and voting rights from the date of grant. Pursuant to the terms of the long-term incentive plan, all restricted phantom units and restricted common units vest upon a change in control of TransMontaigne Inc. The long-term incentive plan is administered by the compensation committee of the board of directors of our general partner. TransMontaigne GP purchases outstanding common units on the open market for purposes of making grants of restricted phantom units to independent directors of our general partner.

        TransMontaigne GP, on behalf of the long-term incentive plan, has purchased 3,726 and 3,375 common units pursuant to the program during the six months ended June 30, 2013 and 2012, respectively. In addition to the foregoing purchases, upon the vesting of 10,000 restricted phantom units on August 10, 2012, we purchased 5,891 common units from TransMontaigne Services Inc. for the purpose of delivering these units to Charles L. Dunlap, the Chief Executive Officer ("CEO") of our general partner. These units were granted to Mr. Dunlap on August 10, 2009 under the long-term incentive plan. The amount of the units purchased for delivery to Mr. Dunlap may vary based upon the method used to fund the related withholding taxes.

        Information about restricted phantom unit activity for the year ended December 31, 2012 and the six months ended June 30, 2013 is as follows:

	Available for future grant			Restricted phantom units			NYSE closing price
Units outstanding at December 31, 2011		1,293,772			37,000
Automatic increase in units available for future grant on January 1, 2012		289,141			—
Grant on March 31, 2012		(8,000	)		8,000		$	34.76
Vesting on March 31, 2012		—			(6,500	)	$	34.76
Units withheld for taxes on March 31, 2012		411			—
Units forfeited on July 18, 2012		4,500			(4,500	)
Vesting on August 10, 2012		—			(10,000	)	$	36.48
Units withheld for taxes on August 10, 2012		4,109			—
Units outstanding at December 31, 2012		1,583,933			24,000
Automatic increase in units available for future grant on January 1, 2013		289,141			—
Grant on March 31, 2013		(6,000	)		6,000		$	50.74
Vesting on March 31, 2013		—			(5,500	)	$	50.74
Units withheld for taxes on March 31, 2013		233			—
Units outstanding at June 30, 2013		1,867,307			24,500

        On March 31, 2013 and 2012, TransMontaigne Services Inc. granted 6,000 and 8,000 restricted phantom units, respectively, to the independent directors of our general partner. Over their respective four-year vesting periods, we will recognize deferred equity-based compensation of approximately $0.3 million and $0.3 million, associated with the March 2013 and March 2012 grants, respectively.

        Deferred equity-based compensation of approximately $115,000 and $100,000 is included in direct general and administrative expenses for the three months ended June 30, 2013 and 2012, respectively. Deferred equity-based compensation of approximately $204,000 and $207,000 is included in direct general and administrative expenses for the six months ended June 30, 2013 and 2012, respectively.

        On July 18, 2012, Mr. Henry M. Kuchta forfeited the vesting of 4,500 restricted phantom units as a result of his resignation as a member of the board of directors of our general partner.

        Effective August 10, 2009, Charles L. Dunlap was appointed to serve as CEO of our general partner and President and CEO of TransMontaigne Inc. In connection with his appointments, on August 10, 2009, TransMontaigne Services Inc. granted Mr. Dunlap 40,000 restricted phantom units under the long-term incentive plan that vest ratably over a four-year vesting period. In accordance with the long-term incentive plan, because Mr. Dunlap continues to provide services to our general partner as an employee, the restricted phantom units previously granted to Mr. Dunlap for his services as an independent member of the board of directors of our general partner remain in effect and continue to vest in accordance with the four-year vesting schedule applicable for the grants to our independent directors.

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BUSINESS SEGMENTS (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012	Mar. 31, 2013	Mar. 31, 2012	Dec. 31, 2011
Segments of business
Total revenue	$ 38,698	$ 38,442	$ 80,296	$ 77,275
Direct operating costs and expenses	(17,294)	(16,184)	(34,022)	(30,153)
Net margins	21,404	22,258	46,274	47,122
Direct general and administrative expenses, net	(651)	785	(1,751)	(2,403)
Allocated general and administrative expenses	(2,741)	(2,695)	(5,481)	(5,390)
Allocated insurance expense	(935)	(898)	(1,893)	(1,795)
Reimbursement of bonus awards	(312)	(312)	(625)	(625)
Depreciation and amortization	(7,460)	(6,940)	(14,799)	(13,870)
Earnings (loss) from unconsolidated affiliates	(4)	328	36	435
Operating income	9,301	12,526	21,761	23,474
Other expenses, net	(1,077)	(872)	(1,999)	(1,678)
Net earnings	8,224	11,654	19,762	21,796	38,572
External customers	12,283	11,502	26,571	22,810
Revenue from affiliates	26,415	26,940	53,725	54,465
Capital expenditures	4,604	5,443	10,376	10,502
Identifiable assets	447,033		447,033
Cash and cash equivalents	6,176	6,365	6,176	6,365	6,745	6,433	5,818	7,138
Investments in unconsolidated affiliates	175,607		175,607		105,164
Deferred financing costs	2,600		2,600		3,088
Other	765		765
TOTAL ASSETS	632,181		632,181		569,801
Morgan Stanley Capital Group
Segments of business
Revenue from affiliates	24,993	24,796	50,876	49,611
Frontera
Segments of business
Revenue from affiliates	900	677	1,853	1,554
TransMontaigne Inc.
Segments of business
Revenue from affiliates	522	1,467	996	3,300
Gulf Coast Terminals
Segments of business
Terminaling services fees, net	11,702	11,985	23,503	23,912
Other	1,920	2,851	4,829	5,520
Total revenue	13,622	14,836	28,332	29,432
Direct operating costs and expenses	(5,048)	(5,420)	(10,462)	(10,045)
Net margins	8,574	9,416	17,870	19,387
External customers	3,779	3,985	7,817	7,761
Capital expenditures	693	439	1,455	571
Identifiable assets	132,176		132,176
Gulf Coast Terminals | Morgan Stanley Capital Group
Segments of business
Revenue from affiliates	9,393	10,375	19,603	20,736
Gulf Coast Terminals | TransMontaigne Inc.
Segments of business
Revenue from affiliates	450	476	912	935
Midwest Terminals and Pipeline System
Segments of business
Terminaling services fees, net	1,923	894	3,935	1,810
Pipeline transportation fees	369	536	717	988
Other	631	999	1,180	1,724
Total revenue	2,923	2,429	5,832	4,522
Direct operating costs and expenses	(832)	(412)	(1,464)	(777)
Net margins	2,091	2,017	4,368	3,745
External customers	468	783	934	1,476
Capital expenditures	608	3,230	1,396	6,543
Identifiable assets	26,190		26,190
Midwest Terminals and Pipeline System | Morgan Stanley Capital Group
Segments of business
Revenue from affiliates	2,455	1,646	4,898	3,046
Brownsville Terminals
Segments of business
Terminaling services fees, net	1,872	1,468	3,759	2,905
Pipeline transportation fees	1,821	663	3,461	1,738
Other	2,123	1,923	4,853	4,023
Total revenue	5,816	4,054	12,073	8,666
Direct operating costs and expenses	(3,930)	(2,458)	(7,409)	(4,774)
Net margins	1,886	1,596	4,664	3,892
External customers	4,916	2,399	10,220	4,773
Capital expenditures	289	399	898	602
Identifiable assets	50,056		50,056
Brownsville Terminals | Frontera
Segments of business
Revenue from affiliates	900	677	1,853	1,554
Brownsville Terminals | TransMontaigne Inc.
Segments of business
Revenue from affiliates		978		2,339
River Terminals
Segments of business
Terminaling services fees, net	2,149	3,282	5,416	6,621
Other	234	224	487	578
Total revenue	2,383	3,506	5,903	7,199
Direct operating costs and expenses	(1,936)	(2,149)	(3,810)	(4,651)
Net margins	447	1,357	2,093	2,548
External customers	2,180	3,506	5,700	7,185
Capital expenditures	421	754	952	1,887
Identifiable assets	58,413		58,413
River Terminals | Morgan Stanley Capital Group
Segments of business
Revenue from affiliates	179		179	14
River Terminals | TransMontaigne Inc.
Segments of business
Revenue from affiliates	24		24
Southeast Terminals
Segments of business
Terminaling services fees, net	11,678	11,693	23,436	23,362
Other	2,276	1,924	4,720	4,094
Total revenue	13,954	13,617	28,156	27,456
Direct operating costs and expenses	(5,548)	(5,745)	(10,877)	(9,906)
Net margins	8,406	7,872	17,279	17,550
External customers	940	829	1,900	1,615
Capital expenditures	2,593	621	5,675	899
Identifiable assets	180,198		180,198
Southeast Terminals | Morgan Stanley Capital Group
Segments of business
Revenue from affiliates	12,966	12,775	26,196	25,815
Southeast Terminals | TransMontaigne Inc.
Segments of business
Revenue from affiliates	$ 48	$ 13	$ 60	$ 26

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NET EARNINGS PER LIMITED PARTNER UNIT (Details 2)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units	9,000	13,000	9,000	14,000
March 31, 2013
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units	6,000		6,000
March 31, 2012
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units	4,500	8,000	4,500	8,000
March 31, 2011
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units	3,000		3,000	6,000
Number of restricted phantom units excluded from the computation of diluted earnings per limited partner unit		6,000
March 31, 2010
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units	1,000	3,000	1,000	3,000
August 10, 2009
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units		20,000		20,000
March 31, 2009
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units		1,500		1,500
June 30, 2013
Dilutive units included in the computation of diluted earnings per limited partner unit
Dilutive effect of restricted phantom units	10,000		10,000