-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ACgTKprPBgloJI3UDCc+lPnxCuDAp+RxYhMe2g34YmGn/y9lkGd81FRwofdRcbY+ 3/gM98M0XaAgijsHfiNl/Q== 0000857644-08-000102.txt : 20080618 0000857644-08-000102.hdr.sgml : 20080618 20080618110704 ACCESSION NUMBER: 0000857644-08-000102 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080617 FILED AS OF DATE: 20080618 DATE AS OF CHANGE: 20080618 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERPRISE PRODUCTS PARTNERS L P CENTRAL INDEX KEY: 0001061219 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 760568219 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1100 LOUISIANA 10TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7133816500 MAIL ADDRESS: STREET 1: 1100 LOUISIANA 10TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DFI DELAWARE HOLDINGS L.P. CENTRAL INDEX KEY: 0001235393 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14323 FILM NUMBER: 08904879 BUSINESS ADDRESS: STREET 1: 300 DELAWARE AVE. CITY: WILLINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 7138806500 MAIL ADDRESS: STREET 1: 2727 NORTH LOOP WEST CITY: HOUSTON STATE: TX ZIP: 77008 FORMER NAME: FORMER CONFORMED NAME: ENTERPRISE PRODUCTS DELAWARE HOLDINGS L P DATE OF NAME CHANGE: 20030522 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DFI DELAWARE GENERAL, LLC CENTRAL INDEX KEY: 0001237833 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14323 FILM NUMBER: 08904880 BUSINESS ADDRESS: STREET 1: BRANDYWINE PLAZA, SUITE 200 STREET 2: 103 FOULK ROAD CITY: WILMINGTON STATE: DE ZIP: 19803 BUSINESS PHONE: 7138806500 MAIL ADDRESS: STREET 1: BRANDYWINE PLAZA, SUITE 200 STREET 2: 103 FOULK ROAD CITY: WILMINGTON STATE: DE ZIP: 19803 FORMER NAME: FORMER CONFORMED NAME: ENTERPRISE PRODUCTS DELAWARE GENERAL LLC DATE OF NAME CHANGE: 20030602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DUNCAN FAMILY INTERESTS, INC. CENTRAL INDEX KEY: 0001199005 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14323 FILM NUMBER: 08904881 BUSINESS ADDRESS: STREET 1: 300 DELAWARE AVE STREET 2: STE 900 CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 3025523103 MAIL ADDRESS: STREET 1: 2727 NORTH LOOP WEST CITY: HOUSTON STATE: TX ZIP: 77008 FORMER NAME: FORMER CONFORMED NAME: EPC PARTNERS II INC DATE OF NAME CHANGE: 20021016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EPCO, Inc. CENTRAL INDEX KEY: 0001206715 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14323 FILM NUMBER: 08904882 BUSINESS ADDRESS: STREET 1: 2707 NORTH LOOP WEST CITY: HOUSTON STATE: TX ZIP: 77008 BUSINESS PHONE: 7138806500 MAIL ADDRESS: STREET 1: 2707 NORTH LOOP WEST CITY: HOUSTON STATE: TX ZIP: 77008 FORMER NAME: FORMER CONFORMED NAME: ENTERPRISE PRODUCTS CO DATE OF NAME CHANGE: 20021121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DUNCAN DAN L CENTRAL INDEX KEY: 0001079482 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14323 FILM NUMBER: 08904883 BUSINESS ADDRESS: BUSINESS PHONE: 7138806562 MAIL ADDRESS: STREET 1: PO BOX 4324 CITY: HOUSTON STATE: TX ZIP: 77210 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2008-06-17 0001061219 ENTERPRISE PRODUCTS PARTNERS L P EPD 0001079482 DUNCAN DAN L 1100 LOUISIANA STREET; SUITE 1000 HOUSTON TX 77002 1 1 1 0 Chairman 0001206715 EPCO, Inc. 2707 NORTH LOOP WEST HOUSTON TX 77008 0 0 1 0 0001199005 DUNCAN FAMILY INTERESTS, INC. 103 FOULK ROAD, SUITE 200 WILMINGTON DE 19803 0 0 0 1 DFI Delaware General, LLC 0001237833 DFI DELAWARE GENERAL, LLC 103 FOULK ROAD, SUITE 200 WILMINGTON DE 19803 0 0 0 1 DFI Delaware Holdings L.P. 0001235393 DFI DELAWARE HOLDINGS L.P. 103 FOULK ROAD, SUITE 200 WILMINGTON DE 19803 0 0 1 0 Common Units Representing Limited Partnership Interests 120086279 I By DFIDH Common Units Representing Limited Partnership Interests 5918200 I By 1998 Trust Common Units Representing Limited Partnership Interests 7208357 I By 2000 Trust Common Units Representing Limited Partnership Interests 13454498 I By EGPH Common Units Representing Limited Partnership Interests 487100 I By DD Securities Common Units Representing Limited Partnership Interests 2008-06-17 4 P 0 10500 30.7058 A 527200 I By Enterprise Unit Common Units Representing Limited Partnership Interests 1047922 D These Common Units are owned by DFI Delaware Holdings L.P. ("DFIDH"), an indirect, wholly-owned subsidiary of EPCO, Inc. ("EPCO"). Dan L. Duncan owns 50.427% of the voting stock of EPCO. DFIDH is an indirect, wholly-owned subsidiary of Duncan Family Interests, Inc. ("DFI"), which is an indirect wholly-owned subsidary of EPCO. The general partner of DFIDH, DFI Delaware General, LLC, and the sole limited partner of DFIDH, DFI Delaware Limited, LLC, are both wholly-owned subsidiaries of DFI. EPCO is the grantor of the Duncan Family 1998 Trust (the "1998 Trust"); and EPCO is the grantor of the Duncan Family 2000 Trust (the "2000 Trust"). These trusts were established to acquire and hold Common Units of the issuer. These Common Units are owned by Enterprise GP Holdings L.P. ("EGPH"), a 51.62% limited partnership interest in which is owned by DFI and a 2.69% limited partnership interest in which is owned by DD Securities LLC ("DD Securities"). The 0.01% general partner of EGPH is EPE Holdings, LLC, a wholly-owned subisidary of Dan Duncan LLC. Dan L. Duncan, voting trustee, is the sole member of Dan Duncan LLC. These Common Units are directly owned by DD Securities These Common Units are owned directly by Enterprise Unit L.P. ("Enterprise Unit") and beneficially owned by the reporting persons to the extent of the interest of EPCO Holdings, Inc. ("EPCO Holdings") in these securities as a Class A limited partner in Enterprise Unit. The Class A limited partner interest generally entitles the holder to the amount of any contributions of cash or cash equivalents made by the Class A limited partner, as adjusted for the Class A limited partner to receive a preferred return rate equal to 5% per annum from February 20, 2008. The reporting persons disclaim beneficial ownership of the securities held by Enterprise Unit, except to the extent of their pecuniary interest in the securities. Within 30 days after February 20, 2014 (or an earlier Vesting Date), Enterprise Unit will be liquidated and expects to distribute to the Class B limited partners a total number of Common Units equal to (i) [continued in footnote 7] (i) [continued from footnote 8] the total number of units acquired by Enterprise Unit minus (ii) the quotient of one-half of the aggregate contributions of cash or cash equivalents made by the Class A limited partner, plus (iii) any undistributed preferred return, divided by (iv) the fair market value (as defined) of the Common Units calculated as of February 20, 2014 (or an earlier Vesting Date). The remaining Common Units will be distributed to EPCO Holdings as the Class A limited partner. The powers of attorney under which this form was signed are on file with the Commission William L. Soula, Attorney-in-Fact on behalf of Dan L. Duncan, Duncan Family Interests, Inc., DFI Delaware General, LLC, and DFI Delaware Holdings L.P. and Assistant Secretary of EPCO, Inc. 2008-06-18 -----END PRIVACY-ENHANCED MESSAGE-----