Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DUNCAN DAN L
   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)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman
(Last)
(First)
(Middle)
2727 NORTH LOOP WEST		 3. Date of Earliest Transaction (Month/Day/Year)
05/23/2005
(Street)

HOUSTON, TX 77008		 4. If Amendment, Date Original Filed(Month/Day/Year)
05/25/2005		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Employee Unit Options - Obligation to Sell #99-3 (1) $ 9 (2) 05/23/2005   M(3)   4,000   10/01/2002(4) 09/30/2009(5)(6) Common Units 4,000 (7) $ 0 2,149,000 (8) I By EPCO (9)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DUNCAN DAN L
2727 NORTH LOOP WEST
HOUSTON, TX 77008		   X   X   Chairman  
EPCO, Inc.
2707 NORTH LOOP WEST
HOUSTON, TX 77008		     X    
DUNCAN FAMILY INTERESTS, INC.
103 FOULK ROAD, SUITE 200
WILMINGTON, DE 19803		     X   DFI Delaware General, LLC
DFI DELAWARE GENERAL, LLC
103 FOULK ROAD, SUITE 200
WILMINGTON, DE 19803		       DFI Delaware Holdings L.P.
DFI DELAWARE HOLDINGS L.P.
103 FOULK ROAD, SUITE 200
WILMINGTON, DE 19803		     X    

Signatures

 John E. Smith, Attorney-in-Fact, on behalf of Dan L. Duncan, Duncan Family Holdings, Inc., DFI Delaware Holdings L.P. and DFI Delaware General, LLC, and Assistant Secretary on behalf of EPCO, Inc.   05/31/2005
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Options are issued under the Enterprise Products 1998 Employee Unit Option Plan to employees of EPCO and outside directors of the issuer's general partner and are exercisable for Common Units on a one-for-one basis. DAN L. DUNCAN HOLDS NO OPTIONS IN THE ISSUER'S SECURITIES.
(2) Options have exercise prices ranging from $7.75 to $26.95.
(3) Options exercised by an employee of EPCO who IS NOT a Section 16 officer of the issuer's general partner.
(4) Options have exercise dates ranging from April 16, 2002, through February 11, 2009.
(5) Options have expiration dates ranging from September 30, 2009. through February 11, 2015.
(6) Amended report filed to correct the expiration date of these options.
(7) Amended report filed to correct number of underlying units.
(8) Amended report filed to correct total.
(9) The power of attorney under which this form was signed is on file with the Commission.

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