Enterprise Products again extends tender for GulfTerra notes

New York, Sept. 21 - Enterprise Products Partners LP said its principal operating subsidiary, Enterprise Products Operating LP, again extended the expiration of its tender offers to buy the senior subordinated and senior notes of GulfTerra Energy Partners LP and GulfTerra Energy Finance Corp., this time to 5 p.m. ET on Sept. 24 from 5 p.m. ET on Sept. 17.

The purchase price will be fixed at 2 p.m. on the second business day before the expiration.

Through Aug. 13, holders of 99.3% of the total outstanding amount of all four series tendered their notes, consenting to the proposed amendments and qualifying for the consent payment of $30 per $1,000 of notes.

GulfTerra has executed supplements to the indentures for the proposed amendments, but they will become effective only when Enterprise Products buys more than a majority in principal amount of the outstanding notes.

Enterprise Products said it will purchase these notes promptly after the tender expiration as long as the conditions to the offers, including completion of the merger between Enterprise Products Partners LP and GulfTerra Energy Partners LP, have been satisfied or waived.

Enterprise Products recently satisfied one of these conditions by entering into a $2.25 billion acquisition credit facility, providing an unsecured 364-day facility that will be available for interim financing of some of the merger transactions, the refinancing of GulfTerra's existing secured credit facility and term loans, and the purchase of all of the GulfTerra notes that are tendered.

Houston-based Enterprise Products, a mid-stream energy partnership, began the tender on Aug. 4.

The offer covers a total of $921.5 million in notes.

The payment will be equal to the present value of the principal and interest that would accrue until the first call date for the senior subordinated notes or maturity for the senior notes, discounted using a reference yield. The total includes the $30 consent payment which will only be paid to holders who tendered by the consent date.

For the $215.915 million 8½% senior subordinated notes due 2010 the reference yield will be 75 basis points over the 3 1/8% Treasury note due May 15, 2007; for the $321.6 million 8½% senior subordinated notes due 2011 the reference yield will be 75 basis points over the 2½% Treasury due May 31, 2006; for the $134 million 10 5/8% senior subordinated notes due 2012 the reference yield will be 75 basis points over the 3% Treasury due Nov. 15, 2007; and for the $250 million 6¼% senior notes due 2010 the reference yield will be 75 basis points over the 6½% Treasury due Feb. 15, 2010.

Enterprise Products also will pay accrued interest up to but not including the settlement date.

Lehman Brothers is lead dealer manager and lead solicitation agent (800 438-3242 or 212 528-7581). J.P. Morgan and Wachovia Securities are co-dealer managers and co-solicitation agents. D. F. King & Co. Inc. is the tender agent and information agent (800 487-4870 or 212 269-5550).

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