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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 29, 2003
ENTERPRISE PRODUCTS PARTNERS L.P.
ENTERPRISE PRODUCTS OPERATING L.P.
(Exact name of registrants as specified in their charters)
Delaware 1-14323 76-0568219
Delaware 333-93239-01 76-0568220
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification
incorporation or organization) No.)
2727 North Loop West, Houston, Texas 77008-1037
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (713) 880-6500
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EXPLANATORY NOTE
This report constitutes a combined report for Enterprise Products Partners
L.P. (the "Partnership") (Commission File No. 1-14323) and its 98.9899% owned
subsidiary, Enterprise Products Operating L.P. (the "Operating Partnership")
(Commission File No. 333-93239-01). Since the Operating Partnership owns
substantially all of the Partnership's consolidated assets and conducts
substantially all of the Partnership's business and operations, the
information set forth herein constitutes combined information for the
Partnership and the Operating Partnership.
Unless the context requires otherwise, references to "we", "us" or "our" are
intended to mean the consolidated business and operations of Enterprise Products
Partners L.P., which includes Enterprise Products Operating L.P. and its
subsidiaries.
ITEM 5. OTHER EVENTS.
On May 29, 2003, we entered into an underwriting agreement for the public
offering of 10,400,000 common units, including 650,000 common units to be
offered to four trusts established for the benefit of the children of Dan L.
Duncan, the Chairman of our general partner, 50,000 common units to be offered
to O. S. Andras, the President and Chief Executive Officer of our general
partner, and 2,500 common units to be offered to three other members of our
management team. Closing of the issuance and sale of the common units is
scheduled for June 4, 2003.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
NOT APPLICABLE.
(b) PRO FORMA FINANCIAL INFORMATION.
NOT APPLICABLE.
(c) EXHIBITS.
1.1 Underwriting Agreement dated May 29, 2003, among Enterprise
Products GP, LLC, Enterprise Products Partners L.P., Enterprise
Products Operating L.P., Citigroup Global Markets Inc., Morgan
Stanley & Co. Incorporated, Goldman, Sachs & Co., UBS Warburg
LLC, Raymond James & Associates, Inc., RBC Dain Rauscher Inc.,
Sanders Morris Harris Inc. and Wachovia Securities, Inc.
5.1 Opinion of Vinson & Elkins L.L.P.
8.1 Opinion of Vinson & Elkins L.L.P.
23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibits 5.1 and
8.1 hereto)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
ENTERPRISE PRODUCTS PARTNERS L.P.
ENTERPRISE PRODUCTS OPERATING L.P.
By: Enterprise Products GP, LLC, the
general partner of the Partnership
and the Operating Partnership
Date: May 30, 2003 By: /s/ Michael J. Knesek
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Name: Michael J. Knesek
Title: Vice President, Controller and
Principal Accounting Officer of
Enterprise GP, LLC
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EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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1.1 Underwriting Agreement dated May 29, 2003, among Enterprise
Products GP, LLC, Enterprise Products Partners L.P., Enterprise
Products Operating L.P., Citigroup Global Markets Inc., Morgan
Stanley & Co. Incorporated, Goldman, Sachs & Co., UBS Warburg
LLC, Raymond James & Associates, Inc., RBC Dain Rauscher Inc.,
Sanders Morris Harris Inc. and Wachovia Securities, Inc.
5.1 Opinion of Vinson & Elkins L.L.P.
8.1 Opinion of Vinson & Elkins L.L.P.
23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibits 5.1 and
8.1 hereto)