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As filed with the Securities and Exchange Commission on March 7, 2011
Registration No. 333-170774
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
ENTERPRISE PRODUCTS PARTNERS L.P.
(Exact name of registrant as specified in its charter)
ENTERPRISE PRODUCTS COMPANY 2005 EPE LONG-TERM INCENTIVE PLAN
(Full title of the plan)
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Delaware
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76-0568219 |
(State or other jurisdiction of
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(I.R.S. Employer |
incorporation or organization)
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Identification Number) |
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Stephanie C. Hildebrandt |
1100 Louisiana Street, 10th Floor
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1100 Louisiana Street, 10th Floor |
Houston, Texas 77002
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Houston, Texas 77002 |
(713) 381-6500
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(713) 381-6500 |
(Address, including zip code,
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(Name, address and telephone |
of registrants
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number, including area code, |
principal executive offices)
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of agent for service) |
With a copy to:
David C. Buck
Andrews Kurth LLP
600 Travis, Suite 4200
Houston, Texas 77002
(713) 220-4200
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):
Large accelerated filer þ |
Accelerated filer o |
Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company o |
DEREGISTRATION OF SECURITIES
On November 23, 2010, Enterprise Products Partners L.P. (the Partnership) filed a
registration statement on Form S-8, Registration No. 333-170774 (the Registration Statement) with
the Securities and Exchange Commission, which was deemed effective upon filing. The Registration
Statement registered the offer and sale of 135,000 common units representing limited partner
interests in the Partnership issuable pursuant to the Enterprise Products Company 2005 EPE
Long-Term Incentive Plan (the Registered Securities).
The offering pursuant to the Registration Statement has been terminated. In accordance with
an undertaking made by the Partnership in the Registration Statement to remove from registration by
means of a post-effective amendment any of the Registered Securities which remain unsold at the
termination of the offering, the Registration Statement is hereby amended by this Post-Effective
Amendment No. 1 to remove from registration all Registered Securities which remain unsold to date.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it
has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and
has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas,
on March 7, 2011.
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ENTERPRISE PRODUCTS PARTNERS, L.P.
By: Enterprise Products Holdings LLC, its general
partner
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By: |
/s/ Michael A. Creel
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Michael A. Creel |
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President and Chief Executive Officer of Enterprise Products Holdings LLC |
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Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective
Amendment No. 1 to the Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated below.
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Title (within Enterprise Products Holdings |
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Signature |
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LLC) |
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Date |
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/s/ Michael A. Creel
Michael A. Creel
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Director, President and
Chief Executive Officer
(Principal Executive Officer)
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March 7, 2011 |
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/s/ W. Randall Fowler
W. Randall Fowler
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Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
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March 7, 2011 |
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*
A. James Teague
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Director, Executive Vice
President and Chief
Operating Officer
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March 7, 2011 |
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/s/ Michael J. Knesek
Michael J. Knesek
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Senior Vice President,
Controller and Principal
Accounting Officer
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March 7, 2011 |
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E. William Barnett
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Director
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March 7, 2011 |
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*
Charles M. Rampacek
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Director
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March 7, 2011 |
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Rex C. Ross
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Director
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March 7, 2011 |
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Randa Duncan Williams
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Director
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March 7, 2011 |
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Dr. Ralph S. Cunningham
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Director
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March 7, 2011 |
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Title (within Enterprise Products Holdings |
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Signature |
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LLC) |
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Date |
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Richard H. Bachmann
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Director
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March 7, 2011 |
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Thurmon M. Andress
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Director
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March 7, 2011 |
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Charles E. McMahen
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Director
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March 7, 2011 |
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Edwin E. Smith
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Director
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March 7, 2011 |
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*By: |
/s/ Michael A. Creel |
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March 7, 2011 |
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Michael A. Creel |
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Attorney-in-Fact |
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