Our outstanding short-term debt as of December 31, 2011 was $1,637.8 million. The balance consisted of (i) $450.0 million in principal amount of 7.125% senior notes due March 15, 2012; (ii) $500.0 million in principal amount of 5.85% senior notes due September 15, 2012; (iii) $644.8 million of commercial paper borrowings; (iv) $23.7 million in principal amount of tax-exempt bonds that mature on April 1, 2024, that are due on demand pursuant to certain standby purchase agreement provisions contained in the bond indenture (our subsidiary Kinder Morgan Operating L.P. "B" is the obligor on the bonds); (v) the $9.9 million remaining outstanding balance of a 5.40% long-term note payable (our subsidiaries Kinder Morgan Operating L.P. "A" and Kinder Morgan Canada Company are the obligors on the note); (vi) a $7.6 million portion of 5.23% long-term senior notes (our subsidiary Kinder Morgan Texas Pipeline, L.P. is the obligor on the notes); (vii) a $1.1 million 7.17% note payable (our subsidiary Globalplex Partners, a Louisiana joint venture owned 50% and controlled by Kinder Morgan Bulk Terminals, Inc. is the obligor on the note, and we expect the joint venture will terminate during 2012); and (viii) a $0.7 million portion of 6.00% long-term note payable (our subsidiary Kinder Morgan Arrow Terminals, L.P. is the obligor on the note).

Our outstanding short-term debt as of December 31, 2010 was $1,262.4 million. The balance consisted of (i) $700.0 million in principal amount of 6.75% senior notes that matured on March 15, 2011; (ii) $522.1 million of commercial paper borrowings; (iii) $23.7 million in principal amount of tax-exempt bonds due on demand from our subsidiary Kinder Morgan Operating L.P. "B"; (iv) a $9.4 million portion of the 5.40% long-term note payable due from our subsidiaries Kinder Morgan Operating L.P. "A" and Kinder Morgan Canada Company; and (v) a $7.2 million portion of the 5.23% long-term senior notes due from our subsidiary Kinder Morgan Texas Pipeline, L.P.

On July 1, 2011, we amended our $2.0 billion three-year, senior unsecured revolving credit facility to, among other things, (i) allow for borrowings of up to $2.2 billion; (ii) extend the maturity of the credit facility from June 23, 2013 to July 1, 2016; (iii) permit an amendment to allow for borrowings of up to $2.5 billion; and (iv) decrease the interest rates and commitment fees for borrowings under this facility. The credit facility is with a syndicate of financial institutions, and the facility permits us to obtain bids for fixed rate loans from members of the lending syndicate. Wells Fargo Bank, National Association is the administrative agent, and borrowings under the credit facility can be used for general partnership purposes and as a backup for our commercial paper program. There were no borrowings under the credit facility as of December 31, 2011 or as of December 31, 2010.

Additionally, as of December 31, 2011, the amount available for borrowing under our credit facility was reduced by a combined amount of $875.1 million, consisting of $644.8 million of commercial paper borrowings and $230.3 million of letters of credit, consisting of: (i) a $100.0 million letter of credit that supports certain proceedings with the California Public Utilities Commission involving refined products tariff charges on the intrastate common carrier operations of our Pacific operations' pipelines in the state of California; (ii) a combined $86.3 million in three letters of credit that support tax-exempt bonds; (iii) a $16.2 million letter of credit that supports debt securities issued by the Express pipeline system; (iv) a $10.7 million letter of credit that supports our indemnification obligations on the Series D note borrowings of Cortez Capital Corporation; and (v) a combined $17.1 million in other letters of credit supporting other obligations of us and our subsidiaries.

In addition to normal repayment covenants, under the terms of our credit facility, the occurrence at any time of any of the following would constitute an event of default (i) our failure to make required payments of any item of indebtedness or any payment in respect of any hedging agreement, provided that the aggregate outstanding principal amount for all such indebtedness or payment obligations in respect of all hedging agreements is equal to or exceeds $75 million; (ii) our general partner's failure to make required payments of any item of indebtedness, provided that the aggregate outstanding principal amount for all such indebtedness is equal to or exceeds $75 million; (iii) adverse judgments rendered against us for the payment of money in an aggregate amount in excess of $75 million, if this same amount remains undischarged for a period of thirty consecutive days during which execution shall not be effectively stayed; and (iv) voluntary or involuntary commencements of any proceedings or petitions seeking our liquidation, reorganization or any other similar relief under any federal, state or foreign bankruptcy, insolvency, receivership or similar law.

Other than the relatively non-restrictive negative covenants and events of default in our credit facility, there are no provisions protecting against a situation where we are unable to terminate an agreement with a counterparty who is facing an impending financial collapse and such collapse may be hastened due to cross-defaults. Also, the credit facility does not contain a material adverse change clause coupled with a lockbox provision; however, the facility does provide that the margin we will pay with respect to borrowings, and the facility fee that we will pay on the total commitment, will vary based on our senior debt credit rating. None of our debt is subject to payment acceleration as a result of any change to our credit ratings.

As of December 31, 2011, we had $644.8 million of commercial paper outstanding with an average interest rate of 0.53%. As of December 31, 2010, we had $522.1 million of commercial paper outstanding with an average interest rate of 0.67%. The borrowings under our commercial paper program were used principally to finance the acquisitions and capital expansions we made during 2011 and 2010, and in the near term, we expect that our short-term liquidity and financing needs will be met primarily through borrowings made under our commercial paper program.

	December 31,
	2011			2010
Kinder Morgan Energy Partners, L.P. borrowings:
6.75% senior notes due March 15, 2011	$	-		$	700.0
7.125% senior notes due March 15, 2012		450.0			450.0
5.85% senior notes due September 15, 2012		500.0			500.0
5.00% senior notes due December 15, 2013		500.0			500.0
5.125% senior notes due November 15, 2014		500.0			500.0
5.625% senior notes due February 15, 2015		300.0			300.0
3.50% senior notes due March 1, 2016		500.0			-
6.00% senior notes due February 1, 2017		600.0			600.0
5.95% senior notes due February 15, 2018		975.0			975.0
9.00% senior notes due February 1, 2019(a)		500.0			500.0
6.85% senior notes due February 15, 2020		700.0			700.0
5.30% senior notes due September 15, 2020		600.0			600.0
5.80% senior notes due March 1, 2021		400.0			400.0
4.15% senior notes due March 1, 2022		375.0			-
7.40% senior notes due March 15, 2031		300.0			300.0
7.75% senior notes due March 15, 2032		300.0			300.0
7.30% senior notes due August 15, 2033		500.0			500.0
5.80% senior notes due March 15, 2035		500.0			500.0
6.50% senior notes due February 1, 2037		400.0			400.0
6.95% senior notes due January 15, 2038		1,175.0			1,175.0
6.50% senior notes due September 1, 2039		600.0			600.0
6.55% senior notes due September 15, 2040		400.0			400.0
6.375% senior notes due March 1, 2041		600.0			-
5.625% senior notes due September 1, 2041		375.0			-
Commercial paper borrowings		644.8			522.1
Subsidiary borrowings:
Kinder Morgan Operating L.P. "A"-5.40% BP note, due March 31, 2012		5.2			10.2
Kinder Morgan Canada Company-5.40% BP note, due March 31, 2012		4.7			9.0
Kinder Morgan Texas Pipeline, L.P.-5.23% senior notes, due January 2, 2014		16.4			23.6
Kinder Morgan Arrow Terminals L.P.-6.0% note due March 28, 2014		2.1			-
Kinder Morgan Liquids Terminals LLC-N.J. Development Revenue Bonds due Jan. 15, 2018		25.0			25.0
Kinder Morgan Columbus LLC-5.50% MS Development Revenue note due Sept. 1, 2022		8.2			8.2
Kinder Morgan Operating L.P. "B"-Jackson-Union Cos. IL Revenue Bonds due April 1, 2024		23.7			23.7
International Marine Terminals-Plaquemines, LA Revenue Bonds due March 15, 2025		40.0			40.0
Other miscellaneous subsidiary debt		1.2			1.3
Unamortized debt discount on senior notes		(24.0	)		(23.3	)
Current portion of long-term debt		(1,637.8	)		(1,262.4	)
Total long-term debt	$	11,159.5		$	10,277.4

(a)

We issued our $500 million in principal amount of 9.00% senior notes due February 1, 2019 in December 2008. Each holder of the notes has the right to require us to repurchase all or a portion of the notes owned by such holder on February 1, 2012 at a purchase price equal to 100% of the principal amount of the notes tendered by the holder plus accrued and unpaid interest to, but excluding, the repurchase date. On and after February 1, 2012, interest will cease to accrue on the notes tendered for repayment. A holder's exercise of the repurchase option is irrevocable. For more information about these senior notes, see "-Subsequent Event" below.

As of December 31, 2011 and 2010, the net carrying value of the various series of our senior notes was $12,026.0 million and $10,876.7 million, respectively. For a listing of the various outstanding series of our senior notes, see the table above included in "-Long-Term Debt." All of our fixed rate senior notes provide that we may redeem the notes at any time at a price equal to 100% of the principal amount of the notes plus accrued interest to the redemption date plus a make-whole premium.

During 2011, we completed two separate public offerings of senior notes. With regard to these offerings, we received proceeds, net of underwriter discounts, as follows: (i) $1,092.7 million from a March 4, 2011 public offering of a total of $1.1 billion in principal amount of senior notes, consisting of $500 million of 3.50% notes due March 1, 2016 and $600 million of 6.375% notes due March 1, 2041; and (ii) $743.3 million from an August 17, 2011 public offering of a total of $750 million in principal amount of senior notes, consisting of $375 million of 4.15% notes due March 1, 2022 and $375 million of 5.625% notes due September 1, 2041. We used the proceeds from all of our 2011 debt offerings to reduce the borrowings under our commercial paper program.

On May 19, 2010, we completed a public offering of senior notes. We issued a total of $1 billion in principal amount of senior notes in two separate series, consisting of $600 million of 5.30% notes due September 15, 2020, and $400 million of 6.55% notes due September 15, 2040. We received proceeds from the issuance of the notes, after deducting the underwriting discount, of $993.1 million, and we used the proceeds to reduce the borrowings under our commercial paper program and our bank credit facility.

On April 4, 2011, Kinder Morgan Arrow Terminals, L.P. acquired a parcel of land and a terminal warehouse located in Industry, Pennsylvania from a third party for an aggregate consideration of $3.3 million, consisting of $1.2 million in cash and a $2.1 million promissory note payable. The note principal is payable in three annual payments beginning in March 2012. The note bears interest at 6% per annum, and accrued interest on the unpaid principal amount is due and payable on the due date of each principal installment.

On July 1, 2011, immediately following our acquisition of the remaining 50% ownership interest in KinderHawk Field Services LLC that we did not already own (discussed in Note 3 "Acquisitions and Divestitures-Acquisitions-(16) KinderHawk Field Services LLC and EagleHawk Field Services LLC."), we repaid the outstanding $154.0 million of borrowings under KinderHawk's revolving bank credit facility and following this repayment, KinderHawk had no outstanding debt. The revolving bank credit facility was terminated at the time of such repayment.

Effective January 1, 2007, we acquired the remaining approximately 50.2% interest in the Cochin pipeline system that we did not already own. As part of our purchase price consideration, two of our subsidiaries issued a long-term note payable to the seller having a fair value of $42.3 million. We valued the debt equal to the present value of amounts to be paid, determined using an annual interest rate of 5.40%. Our subsidiaries Kinder Morgan Operating L.P. "A" and Kinder Morgan Canada Company are the obligors on the note, and the principal amount of the note, along with interest, is due in five annual installments of $10.0 million beginning March 31, 2008. We paid the fourth installment on March 31, 2011, and as of December 31, 2011, the net present value of the note (representing the outstanding balance included as debt on our accompanying consolidated balance sheet) was $9.9 million. As of December 31, 2010, the net present value of the note was $19.2 million.

Our subsidiary, Kinder Morgan Texas Pipeline, L.P. is the obligor on a series of unsecured senior notes, which were assumed on August 1, 2005 when we acquired a natural gas storage facility located in Liberty County, Texas from a third party. The notes have a fixed annual stated interest rate of 8.85%; however, we valued the debt equal to the present value of amounts to be paid determined using an approximate interest rate of 5.23%. The assumed principal amount, along with interest, is due in monthly installments of approximately $0.7 million, and the final payment is due January 2, 2014. During 2011, we paid a combined principal amount of $7.2 million, and as of December 31, 2011, Kinder Morgan Texas Pipeline L.P.'s outstanding balance under the senior notes was $16.4 million. Additionally, the unsecured senior notes may be prepaid at any time in amounts of at least $1.0 million and at a price equal to the higher of par value or the present value of the remaining scheduled payments of principal and interest on the portion being prepaid. As of December 31, 2010, the outstanding balance under the notes was $23.6 million.

Our subsidiary Kinder Morgan Liquids Terminals LLC is the obligor on $25.0 million of Economic Development Revenue Refunding Bonds issued by the New Jersey Economic Development Authority. These bonds have a maturity date of January 15, 2018. Interest on these bonds is computed on the basis of a year of 365 or 366 days, as applicable, for the actual number of days elapsed during Commercial Paper, Daily or Weekly Rate Periods and on the basis of a 360-day year consisting of twelve 30-day months during a Term Rate Period. As of December 31, 2011, the interest rate on these bonds was 0.09%. We have an outstanding letter of credit issued by Citibank in the amount of $25.4 million that backs-up the $25.0 million principal amount of the bonds and $0.4 million of interest on the bonds for up to 46 days computed at 12% on a per annum basis on the principal thereof.

Our subsidiary Kinder Morgan Operating L.P. "B" is the obligor of a principal amount of $23.7 million of tax-exempt bonds due April 1, 2024. The bonds were issued by the Jackson-Union Counties Regional Port District, a political subdivision embracing the territories of Jackson County and Union County in the state of Illinois. These variable rate demand bonds bear interest at a weekly floating market rate and are backed-up by a letter of credit issued by Wells Fargo. The bond indenture also contains certain standby purchase agreement provisions which allow investors to put (sell) back their bonds at par plus accrued interest. As of December 31, 2011, the interest rate on these bonds was 0.11%. Our outstanding letter of credit issued by Wells Fargo totaled $24.1 million, which backs-up a principal amount of $23.7 million and $0.4 million of interest on the bonds for up to 55 days computed at 12% per annum on the principal amount thereof.

On March 15, 2005, these bonds were refunded and the maturity date was extended from March 15, 2006 to March 15, 2025. No other changes were made under the bond provisions. The bonds are backed by two letters of credit issued by Wells Fargo. On March 19, 2002, an Amended and Restated Letter of Credit Reimbursement Agreement relating to the letters of credit in the amount of $45.5 million was entered into by IMT and KBC Bank. In connection with that agreement, we agreed to guarantee the obligations of IMT in proportion to our ownership interest. Our obligation is approximately $30.3 million for principal, plus interest and other fees.

To help fund our business growth in the states of Mississippi and Louisiana, we completed the purchase of a combined $13.2 million in principal amount of tax exempt revenue bonds in two separate transactions in December 2008. To acquire our investment, two of our subsidiaries issued notes with identical terms under the Gulf Opportunity Zone Act of 2005. The notes consisted of the following: (i) $8.2 million in principal amount of 5.5% Development Revenue Bonds issued by the Mississippi Business Finance Corporation (MBFC), a public, non-profit corporation that coordinates a variety of resources used to assist business and industry in the state of Mississippi; and (ii) $5.0 million in principal amount of 6.0% Development Revenue Bonds issued by the Louisiana Community Development Authority (LCDA), a political subdivision of the state of Louisiana.

The Mississippi revenue bonds mature on September 1, 2022, and both principal and interest is due in full at maturity. We also hold an option to redeem in full (and settle the note payable to MBFC) the principal amount of bonds held by us without penalty after one year. We redeemed the Louisiana revenue bonds in December 2010 (by settling our $5.0 million note payable to LCDA), and we replaced this investment with a new investment of $100.0 million in principal amount of Development Revenue Bonds that mature on December 1, 2040 and pay interest at a rate equal to one-month LIBOR plus 1.75%. We paid for this investment by issuing a $100.0 million note payable to LCDA with identical terms, and for this bond issuance, we elected to offset our borrowing against the investment we acquired.