X0201 3 2003-08-28 0 0001219702 EOTT ENERGY LLC EOTT 0001040153 FARALLON PARTNERS L L C/CA C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001175707 FARALLON CAPITAL PARTNERS LP C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245631 TINICUM PARTNERS LP FARALLON C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245637 FRIED RICHARD B C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANSICO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245636 LANDRY MONICA R C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245634 MELLIN WILLIAM F C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245633 MILLHAM STEPHEN L C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001250078 SCHRIER DEREK C C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0000872574 STEYER THOMAS F C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245635 WEHRLY MARK C C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 1325 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% Limited Liability Company Units 517112 D Limited Liability Company Units 25014 D Limited Liability Company Units 542126 I See footnotes Limited Liability Company Units 1227440 D Limited Liability Company Units 669570 D Limited Liability Company Units 1897010 I See footnotes Limited Liability Company Units 2439136 I See footnotes The aggregate amount of securities reported on this Form 3 is 2,439,136, of which 571,112 units are owned directly by Farallon Capital Partners, L.P. ("FCP"); 25,014 units are owned directly by Tinicum Partners, L.P. ("Tinicum"); 1,227,440 units are directly owned by Farallon Offshore Special Holdings LLC ("FOSH") and 669,570 units are directly owned by Farallon Institutional Special Holdings LLC ("FISH"). The footnotes of this Form 3 set forth the ownerships of these entities, as well as the other entities and individuals that may be deemed to beneficially own such securities, and explain the relationships between such entities and individuals. The entities and individuals identified in the footnotes of this Form 3 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 3 and any statements included herein shall not be deemed to be an admission that such entities and individuals are members of such group. Since the number of reporting persons that may be listed on a Form 3 is limited, the entities listed in footnotes (6) through (8) of this Form 3 and David I. Cohen, Chun R. Ding, Joseph F. Downes and William F. Duhamel, each as listed in footnote (9) of this Form 3, are filing a separate Form 3 on the same date as the filing of this Form 3 as reporting persons with respect to the securities described in this Form 3. Information regarding these entities and these individual filers is included on this Form 3 for purposes of clarification and convenience only, and is duplicative of the information reported in such other Form 3. The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by FCP (FCP, together with Tinicum, being the "Partnerships"). The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by Tinicum. The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by FCP and Tinicum. As the general partner to each of FCP and Tinicum, Farallon Partners, L.L.C. ("FPLLC") may be deemed to be the beneficial owner of the Issuer's securities held by each of FCP and Tinicum. FPLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities representing FPLLC's pro rata interest in, and interest in the profits of, FCP and Tinicum. The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by FOSH (together with FISH, the ""LLCs"). The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by FISH. The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by FOSH and FISH. As the manager member of the LLCs, Farallon Capital Management, L.L.C. ("FCMLLC") may be deemed to be the beneficial owner of the Issuer's securities beneficially owned by the LLCs. FCMLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise. The amount of securities shown in column 2 of Table I of this Form 3 is owned directly by the Partnerships and by the LLCs. Each of David I. Cohen, Chun R. Ding, Joseph F. Downes, William F. Duhamel, Richard B. Fried, Monica R. Landry, William F. Mellin, Steven L. Millham, Derek C. Schrier and Mark C. Wehrly (collectively the "Managing Members") and Thomas F. Steyer (the "Senior Managing Member"), as either a managing member or senior managing member of FPLLC and FCMLLC, may be deemed to be a beneficial owner of the Issuer's securities held by the Partnerships and the LLCs as referenced in footnotes (3), (4), (6) and (7) of this Form 3. The Managing Members and the Senior Managing Member disclaim any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16(a)-1(a) under the Securities Exchange Act of 1934, as amended, or otherwise. /s/ Monica R. Landry, individually and as attorney-in-fact and/or authorized signer for each of the reporting persons listed in footnotes (3) through (5) and Richard B. Fried, William F. Mellin, Steven L. Millham and Derek C. Schrier 2003-09-08 /s/ Monica R. Landry as attorney-in-fact and/or authorized signer for Thomas F. Steyer and Mark C. Wehrly 2003-09-08 . 2003-09-08 . 2003-09-08 . 2003-09-08 . 2003-09-08 . 2003-09-08 . 2003-09-08 . 2003-09-08 . 2003-09-08