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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): January 9, 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) 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 January 9, 2003, we entered into an underwriting agreement for the
public offering of 12,750,000 common units, including 1,000,000 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. Closing of the issuance and sale of
the common units is scheduled for January 15, 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 January 9, 2003, among Enterprise
Products GP, LLC, Enterprise Products Partners L.P.,
Enterprise Products Operating L.P., Lehman Brothers Inc.,
Goldman, Sachs & Co., Morgan Stanley & Co. Incorporated,
Salomon Smith Barney Inc., UBS Warburg LLC, Credit Suisse
First Boston Corporation, Deutsche Bank Securities Inc., A.G.
Edwards & Sons, Inc., Raymond James & Associates, Inc., RBC
Dain Rauscher Inc. and Sanders Morris Harris Inc.
5.1 Opinion of Vinson & Elkins L.L.P.
23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibit 5.1
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: January 10, 2003 By: /s/ MICHAEL J. KNESEK
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Name: Michael J. Knesek
Title: Vice President, Controller and
Principal Accounting Officer of Enterprise
Products GP, LLC
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EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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1.1 Underwriting Agreement dated January 9, 2003, among Enterprise
Products GP, LLC, Enterprise Products Partners L.P.,
Enterprise Products Operating L.P., Lehman Brothers Inc.,
Goldman, Sachs & Co., Morgan Stanley & Co. Incorporated,
Salomon Smith Barney Inc., UBS Warburg LLC, Credit Suisse
First Boston Corporation, Deutsche Bank Securities Inc., A.G.
Edwards & Sons, Inc., Raymond James & Associates, Inc., RBC
Dain Rauscher Inc. and Sanders Morris Harris Inc.
5.1 Opinion of Vinson & Elkins L.L.P.
23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibit 5.1
hereto)
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