Enterprise Products Partners L.P.

SEC Filings

10-K405
TEPPCO PARTNERS LP filed this Form 10-K405 on 03/03/1998
Entire Document
 
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to a participant's Performance Unit account when earnings exceed a threshold,
which was $2.00, $2.50 and $3.75 per Limited Partner Unit for the awards made
in 1994, 1995, and 1997, respectively. No awards were granted during 1996.
When earnings for a calendar year (exclusive of certain special items) exceed
the threshold, the excess amount is credited to the participant's Performance
Unit account. The balance in the account may be used to exercise Unit options
granted in connection with the Performance Units or may be withdrawn two years
after the underlying options expire, usually 10 years from the date of grant.
Under the agreement for such Unit options, the options become exercisable in
equal installments over periods of one, two, and three years from the date of
the grant. Options may also be exercised by normal means once vesting
requirements are met.

         The following table provides information concerning the unit options
exercised by each of the Named Executive Officers during 1997 and the value of
unexercised unit options to the Named Executive Officers as of December 31,
1997.  The value assigned to each unexercised, "in the money" option is based
on the positive spread between the exercise price of such option and the fair
market value of a Unit on December 31, 1997.  The fair market value is the
average of the high and low prices of a Unit on that date as reported in The
Wall Street Journal.  In assessing the value, it should be kept in mind that no
matter what theoretical value is placed on an option on a particular date, its
ultimate value will be dependent on the market value of the Partnership's Unit
price at a future date.  The future value will depend in part on the efforts of
the Named Executive Officers to foster the future success of the Partnership
for the benefit of all Unitholders.

            AGGREGATED OPTIONS/SAR EXERCISES IN LAST FISCAL YEAR AND
                            FY-END OPTION/SAR VALUES

<TABLE>
<CAPTION>
                                                                                         VALUE OF
                                                                                        UNEXERCISED
                                                              NUMBER OF SECURITIES     IN-THE MONEY
                                                             UNDERLYING UNEXERCISED    OPTIONS/SARS
                                  SHARES                     OPTIONS/SARS AT FY-END    AT FY-END ($)
                               ACQUIRED ON         VALUE        (#) EXERCISABLE/       EXERCISABLE/
NAME                           EXERCISE (#)     REALIZED($)    UNEXERCISABLE (1)       UNEXERCISABLE
- ----                           ------------     -----------    -----------------       -------------
<S>                                  <C>          <C>             <C>                <C>
Mr. Thacker (2)(4) .......           2,469        $36,139         12,279/4,400       $292,010/$40,288
Mr. Leonard (3) ..........              --             --          4,414/2,333       $109,660/$57,960
Mr. Ruth (3) .............             322         $5,055          3,817/2,333        $94,829/$57,960
Mr. Cunningham (3) .......             322         $5,055          3,280/2,333        $81,488/$57,960
Mr. Langley (3) ..........           2,000        $34,672          1,667/2,333        $41,415/$57,960
Mr. Harper (3) ...........             822        $16,268          3,592/2,333        $89,239/$57,960
Mr. Hagan  (4) ...........              --             --              0/1,150             $0/$10,530
</TABLE>


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(1)      Future exercisability of currently unexercisable options depends on
         the grantee remaining employed by the Company throughout the vesting
         period of the options, subject to provisions applicable at retirement,
         death, or total disability.

(2)      On January 17, 1994, Mr. Thacker was granted options to purchase
         20,000 Units under the terms of the 1994 LTIP at an exercise price of
         $28.6875 per Unit, which was the fair market value of a Unit on the
         date of grant. Mr.  Thacker also received 40,000 Performance Units
         (see discussion above).

(3)      On January 16, 1995, Messrs. Leonard, Ruth, Cunningham, Langley and
         Harper were each granted options to purchase 7,000 Units under the
         terms of the 1994 LTIP at an exercise price of $27.625 per Unit, which
         was the fair market value of a Unit on the date of grant.  Messrs.
         Leonard, Ruth, Cunningham, Langley and Harper also received 7,000
         Performance Units (see discussion above).

(4)      On January 17, 1997, Mr. Thacker and Mr. Hagan were each granted
         options to purchase 4,400 Units and 1,150 Units, respectively, under
         the terms of the 1994 LTIP at an exercise price of $43.3125 per Unit,





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