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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SHELL US GAS & POWER LLC
(Last) (First) (Middle)
Suite 700
(Street)
Houston TX 77010
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ENTERPRISE PRODUCTS PARTNERS L P [ EPD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units 08/01/2003 C 10,000,000 A $0 41,000,000 D(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class A Special Units $0(2) 08/01/2003 C 10,000,000 08/08/1998(3) 08/08/1998(3) Common Units 10,000,000 $0 0 D(1)
1. Name and Address of Reporting Person*
SHELL US GAS & POWER LLC
(Last) (First) (Middle)
Suite 700
(Street)
Houston TX 77010
(City) (State) (Zip)
1. Name and Address of Reporting Person*
SHELL OIL CO
(Last) (First) (Middle)
One Shell Plaza
(Street)
Houston TX 77002
(City) (State) (Zip)
1. Name and Address of Reporting Person*
SWEPI LP
(Last) (First) (Middle)
(Street)
Houston TX 77079
(City) (State) (Zip)
1. Name and Address of Reporting Person*
SHELL GAS PIPELINE CORP 2
(Last) (First) (Middle)
SUITE 700
(Street)
HOUSTON TX 77010
(City) (State) (Zip)
Explanation of Responses:
1. Shell Oil Company ("Shell"), SWEPI LP ("SWEPI") and Shell Gas Pipeline Corp. #2 ("Shell Pipeline") are the holders of approximately 2.33%, 17.14% and 80.53%, respectively, of the membership interests of Shell US Gas & Power LLC ("Shell G&P"). The membership interests of Shell G&P previously held by Shell Gas Gathering Corp #2 ("Shell Gathering") (16.38%) and Shell Seahorse Company ("Shell Seahorse") (5.70%) are now held by Shell Pipeline as a result of a series of mergers involving Shell Pipeline, Shell Gathering and Shell Seahorse, which occurred on March 31, 2003. Each of SWEPI and Shell Pipeline is an indirect, wholly-owned subsidiary of Shell. Together, Shell, SWEPI, and Shell Pipeline may be deemed to (1) control Shell G&P and (2) indirectly beneficially own the Common Units and the Class A Special Units. The filing of this statement on Form 4 is not an admission that any reporting person is, for the purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose, the beneficial owner of any securities covered by this statement.
2. The Class A Special Units convert into Common Units on a one-for-one basis.
3. The Class A Special Units are convertible immediately and have no expiration date.
/s/ Lee B. D. Strebel, Vice President - Portfolio Management 08/01/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                                     EXHIBIT 99

                            JOINT FILER INFORMATION


NAME:                      Shell Oil Company

ADDRESS:                   910 Louisiana
                           One Shell Plaza
                           Houston, Texas 77002

DESIGNATED FILER:          Shell US Gas & Power LLC

ISSUER & TICKER SYMBOL:    Enterprise Products Partners L.P. (EPD)

DATE OF EVENT REQUIRING STATEMENT:  August 1, 2003

SIGNATURE:                 Shell Oil Company



                           By:  /s/ Lee B.D. Strebel
                               ------------------------------------
                           Name: Lee B.D. Strebel, Attorney-in-Fact







                            JOINT FILER INFORMATION


NAME:                      SWEPI LP

ADDRESS:                   200 North Dairy Ashford
                           Houston, Texas 77079

DESIGNATED FILER:          Shell US Gas & Power LLC

ISSUER & TICKER SYMBOL:    Enterprise Products Partners L.P. (EPD)

DATE OF EVENT REQUIRING STATEMENT:  August 1, 2003

SIGNATURE:                 SWEPI LP



                           By:   /s/ Lee B.D. Strebel
                                -----------------------------------
                           Name: Lee B.D. Strebel, Attorney-in-Fact







                            JOINT FILER INFORMATION



NAME:                      Shell Gas Pipeline Corp. #2

ADDRESS:                   1301 McKinney, Suite 700
                           Houston, Texas 77010

DESIGNATED FILER:          Shell US Gas & Power LLC

ISSUER & TICKER SYMBOL:    Enterprise Products Partners L.P. (EPD)

DATE OF EVENT REQUIRING STATEMENT:  August 1, 2003

SIGNATURE:                 Shell Gas Pipeline Corp. #2



                           By:   /s/ Lee B.D. Strebel
                                --------------------------------------
                           Name: Lee B.D. Strebel, Attorney-in-Fact