From: John Smith [JESmith@eprod.com]
Sent: Monday, February 10, 2003 5:15 PM
To: sec rule comments
Cc: Hank Bachmann
Subject: RE: File No. S7-02-03; Proposed Exchange Act Rule 10A-3,
Standards Relating to Listed Company Audit Committees 

This message is submitted to supplement the comments filed earlier today on 
behalf of Enterprise Products Partners L.P.("Enterprise") by O.S. Andras, 
President and Chief Executive Officer of Enterprise's general partner, 
Enterprise Products GP, LLC.  

Enterprise wishes to emphasize that the effect of the proposed rule would be 
to make it impossible, not merely difficult or inconvenient, to appoint members 
of our audit and conflicts committee, because the only means for the appointment 
of such committee members is by designation of the Enterprise MLP sponsor and 
controlling shareholder, Enterprise Products Company.   Enterprise does not 
believe such a result was intended by the Commission and should be avoided for 
the reasons discussed by Mr. Andras.  See Mr. Andras' statement at page 2.

Respectfully submitted,

John Smith
Assistant General Counsel, Enterprise Products GP, LLC
713/880-6562
FAX 880-6570
jesmith@eprod.com