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): November 1, 2006

 

ENTERPRISE GP HOLDINGS L.P.
(Exact name of registrant as specified in its charter)

 

 

Delaware

1-32610

13-4297064

 

(State or Other Jurisdiction of

(Commission File Number)

(I.R.S. Employer

 

Incorporation or Organization)

Identification No.)

 

 

 

1100 Louisiana, 10th Floor, Houston, Texas

77002

 

(Address of Principal Executive Offices)

(Zip Code)

 

 

(713) 381-6500

 

Registrant’s Telephone Number, including Area Code

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




 

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

(d)          On November 1, 2006, EPCO, Inc., the sole member of EPE Holdings, LLC (our general partner) elected Mr. Thurmon Andress to our general partner’s board of directors. Mr. Andress has also been elected to the Audit, Conflicts and Governance Committee of our general partner. The board has also determined that Mr. Andress meets the independence, qualification and experience requirements of the New York Stock Exchange and Securities and Exchange Commission.

 


Item 7.01. Regulation FD Disclosure.

 

Enterprise GP Holdings L.P. issued a press release dated November 6, 2006 regarding the election of Mr. Andress to the board of directors. A copy of the press release is furnished herewith as Exhibit 99.1.

 

The information in the press release attached as Exhibit 99.1 is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Securities Exchange Act of 1934 or the Securities Act of 1933 if and to the extent such subsequent filing specifically references the information incorporated by reference herein.

 


Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit Number

Exhibit

99.1

Press release issued on November 6, 2006.

 

 



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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

ENTERPRISE GP HOLDINGS L.P.

 

 

By:

EPE Holdings, LLC,

 

its General Partner

 

 

Date: November 6, 2006

By: ___/s/ Michael J. Knesek_____________________

 

Name:

Michael J. Knesek

 

Title:

Senior Vice President, Controller and Principal

 

Accounting Officer of EPE Holdings, LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



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Exhibit 99.1

 

Enterprise GP Holdings Elects Andress to Its Board of Directors

 

Enterprise GP Holdings L.P. (NYSE:EPE) today announced that its general partner, EPE Holdings, LLC, has elected Thurmon Andress to the board of directors, effective Nov. 1, 2006. In addition, Mr. Andress has been elected to the Audit, Conflicts and Governance Committee of EPE Holdings, LLC.

 

Mr. Andress currently holds the position of Managing Director-Houston for Breitburn Energy Company LP and is also a member of its board of directors. In 1990, he founded Andress Oil & Gas Company, serving as President and Chief Executive Officer until it merged with Breitburn in 1998. In 1982, he founded Bayou Resources, Inc. a publicly traded energy company that was sold in 1987. Since 2002, Mr. Andress has been a member of the board of directors of Edge Petroleum Corp. and currently serves on the Audit Committee and as head of the Compensation Committee

 

“Thurmon brings more than 40 years of experience in the oil and gas industry,” said Dan L. Duncan, chairman of Enterprise GP Holdings L.P. “His expertise will be invaluable as we grow the partnership and build value for our unitholders.”

 

Mr. Andress is a member of numerous charitable boards, including Small Steps Nurturing Center and the Good Samaritan Foundation. In addition, he is a member of the National Petroleum Council, as well as the Board of Governors of Houston for the Independent Petroleum Association of America and was inducted into the All American Wildcatters in 1993.

 

 

Mr. Andress holds a bachelor's degree in Petroleum Geology from Texas Tech University.

 

Enterprise GP Holdings is one of the largest publicly traded GP partnerships with an enterprise value of more than $3 billion. It owns the general partner of Enterprise Products Partners (NYSE:EPD), a leading North American midstream energy company. The general partner manages the business affairs of Enterprise Products Partners, which provides a wide range of services to producers and consumers of natural gas, natural gas liquids, and crude oil.

 

 

CONTACT:

Enterprise GP Holdings L.P., Houston

 

Randy Burkhalter, 713-381-6812

 

Investor Relations

 

or

 

Rick Rainey, 713-381-3635

 

Media Relations