1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Class B Limited Partnership Interest in EPE Unit L.P.
|
Â
(1)(2)
|
Â
(2)
|
Units
|
0
(2)
|
$
0
|
D
|
Â
|
Class B Limited Partnership Interest in EPE Unit III L.P.
|
Â
(3)(4)
|
Â
(4)
|
Units
|
0
(4)
|
$
0
|
D
(5)
|
Â
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
The reporting person is an owner of a Class B limited partner interest in EPE Unit L.P. ("EPE Unit"). EPE Unit owns directly 1,821,428 Units of Enterprise GP Holdings L.P. ("EPE"). EPE Unit is a Delaware limited partnership established for the benefit of certain EPCO, Inc. ("EPCO") employees who are its Class B limited partners. Duncan Family Interests, Inc. ("DFI") is the sole Class A limited partner and EPCO is the general partner of EPE Unit. The reporting person acquired these Class B limited partner interests in EPE Unit from a grant of such interests by EPCO, in its capacity as general partner of EPE Unit. |
(2) |
Unless extended, within 30 days of August 23, 2010 (or an earlier Vesting Date), EPE Unit will be liquidated and will distribute to the Class B limited partners a total number of Units equal to: (1) (a) the aggregate fair market value (as defined) of the Units acquired by EPE Unit (calculated as of the Vesting Date), minus (b) the sum of (i) the aggregate contributions of cash or cash equivalents made by the Class A limited partner plus (ii) any undistributed preferred return, divided by (2) the fair market value per Unit calculated as of the Vesting Date. The remaining Units will be distributed to DFI as the Class A limited partner. The Class B limited partner interest is subject to forfeiture. |
(3) |
The reporting person is an owner of a Class B limited partner interest in EPE Unit III, L.P. ("EPE Unit III"). EPE Unit III owns directly 4,421,326 Units of Enterprise GP Holdings L.P. ("EPE"). EPE Unit III is a Delaware limited partnership established for the benefit of certain EPCO, Inc. ("EPCO") employees who are its Class B limited partners. Duncan Family Interests, Inc. ("DFI") is the sole Class A limited partner and EPCO is the general partner of EPE Unit III. The reporting person acquired these Class B limited partner interests in EPE Unit III from a grant of such interests by EPCO, in its capacity as general partner of EPE Unit III. |
(4) |
Unless extended, within 30 days of May 7, 2012 (or an earlier Vesting Date), EPE Unit III will be liquidated and will distribute to the Class B limited partners a total number of Units equal to: (1) (a) the aggregate fair market value (as defined) of the Units acquired by EPE Unit III (calculated as of the Vesting Date), minus (b) the sum of (i) the aggregate contributions of cash or cash equivalents made by the Class A limited partner plus (ii) any undistributed preferred return, divided by (2) the fair market value per Unit calculated as of the Vesting Date. The remaining Units will be distributed to DFI as the Class A limited partner. The Class B limited partner interest is subject to forfeiture. |
(5) |
The power of attorney under which this form was signed is attached. |