================================================================================
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: October 2, 2002
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 (I.R.S. Employer
incorporation or organization) File Number) Identification 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
================================================================================
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 October 2, 2002, we entered into an underwriting agreement for the
public offering of 9,800,000 common units, including 1,809,200 common units to
be offered to members of our senior management and affiliates. Closing of the
issuance and sale of the common units is scheduled for October 8, 2002.
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 October 2, 2002, among Enterprise
Products GP, LLC, Enterprise Products Partners L.P.,
Enterprise Products Operating L.P., Lehman Brothers Inc.,
Goldman, Sachs & Co., UBS Warburg LLC, RBC Dain Rauscher Inc.,
Wachovia Securities, Inc., McDonald Investments Inc., Raymond
James & Associates 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)
-2-
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: October 3, 2002 By: /s/ Michael J. Knesek
-------------------------------------
Name: Michael J. Knesek
Title: Vice President, Controller and
Principal Accounting Officer of
Enterprise GP, LLC
-3-
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
------ -------------------
1.1 Underwriting Agreement dated October 2, 2002, among Enterprise
Products GP, LLC, Enterprise Products Partners L.P., Enterprise
Products Operating L.P., Lehman Brothers Inc., Goldman, Sachs & Co.,
UBS Warburg LLC, RBC Dain Rauscher Inc., Wachovia Securities, Inc.,
McDonald Investments Inc., Raymond James & Associates 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)
-4-