For the Three Months Ended March 31, 2020 and 2019



The following information should be read in conjunction with our Unaudited
Condensed Consolidated Financial Statements and accompanying Notes included in
this quarterly report on Form 10-Q and the Audited Consolidated Financial
Statements and related Notes, together with our discussion and analysis of
financial position and results of operations, included in our annual report on
Form 10-K for the year ended December 31, 2019 (the "2019 Form 10-K"), as filed
on February 28, 2020 with the U.S. Securities and Exchange Commission
("SEC"). Our financial statements have been prepared in accordance with
generally accepted accounting principles ("GAAP") in the United States ("U.S.").

Key References Used in this Management's Discussion and Analysis



Unless the context requires otherwise, references to "we," "us," "our" or
"Enterprise" are intended to mean the business and operations of Enterprise
Products Partners L.P. and its consolidated subsidiaries. References to "EPD" or
the "Partnership" mean Enterprise Products Partners L.P. on a standalone basis.
References to "EPO" mean Enterprise Products Operating LLC, which is an indirect
wholly owned subsidiary of EPD, and its consolidated subsidiaries, through which
EPD conducts its business. Enterprise is managed by its general partner,
Enterprise Products Holdings LLC ("Enterprise GP"), which is a wholly owned
subsidiary of Dan Duncan LLC, a privately held Texas limited liability company.

The membership interests of Dan Duncan LLC are owned by a voting trust, the
current trustees ("DD LLC Trustees") of which are: (i) Randa Duncan Williams,
who is also a director and Chairman of the Board of Directors (the "Board") of
Enterprise GP; (ii) Richard H. Bachmann, who is also a director and Vice
Chairman of the Board of Enterprise GP; and (iii) Dr. Ralph S. Cunningham, who
is also an advisory director of Enterprise GP. Ms. Duncan Williams and Mr.
Bachmann also currently serve as managers of Dan Duncan LLC along with W.
Randall Fowler, who is also a director and the Co-Chief Executive Officer and
Chief Financial Officer of Enterprise GP.

References to "EPCO" mean Enterprise Products Company, a privately held Texas
corporation, and its privately held affiliates. A majority of the outstanding
voting capital stock of EPCO is owned by a voting trust, the current trustees
("EPCO Trustees") of which are: (i) Ms. Duncan Williams, who serves as Chairman
of EPCO; (ii) Dr. Cunningham, who serves as Vice Chairman of EPCO; and (iii) Mr.
Bachmann, who serves as the President and Chief Executive Officer of EPCO. Ms.
Duncan Williams and Mr. Bachmann also currently serve as directors of EPCO along
with Mr. Fowler, who is also the Executive Vice President and Chief Financial
Officer of EPCO. EPCO, together with its privately held affiliates, owned
approximately 32.1% of EPD's limited partner common units at March 31, 2020.

As generally used in the energy industry and in this quarterly report, the acronyms below have the following meanings:



/d    = per day                       MMBbls = million barrels

BBtus = billion British thermal units MMBPD = million barrels per day Bcf = billion cubic feet

            MMBtus = million British thermal

units


BPD   = barrels per day               MMcf   = million cubic feet

MBPD = thousand barrels per day TBtus = trillion British thermal units

As used in this quarterly report, the phrase "quarter-to-quarter" means the first quarter of 2020 compared to the first quarter of 2019.


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           CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This quarterly report on Form 10-Q contains various forward-looking statements
and information that are based on our beliefs and those of our general partner,
as well as assumptions made by us and information currently available to us.
When used in this document, words such as "anticipate," "project," "expect,"
"plan," "seek," "goal," "estimate," "forecast," "intend," "could," "should,"
"would," "will," "believe," "may," "potential" and similar expressions and
statements regarding our plans and objectives for future operations are intended
to identify forward-looking statements.  Although we and our general partner
believe that our expectations reflected in such forward-looking statements
(including the forward-looking statements/expectations of third parties
referenced in this quarterly report) are reasonable, neither we nor our general
partner can give any assurances that such expectations will prove to be
correct. Forward-looking statements are subject to a variety of risks,
uncertainties and assumptions as described in more detail under Part I, Item 1A
of our 2019 Form 10-K and within Part II, Item 1A of this quarterly
report. These risks include recent impacts of COVID-19 and decreases in certain
commodity prices resulting from demand weakness and oversupply, which are
discussed in Part II, Item 1A "Risk Factors" of this quarterly report, and this
Part I, Item 2. If one or more of these risks or uncertainties materialize, or
if underlying assumptions prove incorrect, our actual results may vary
materially from those anticipated, estimated, projected or expected. You should
not put undue reliance on any forward-looking statements. The forward-looking
statements in this quarterly report speak only as of the date hereof. Except as
required by federal and state securities laws, we undertake no obligation to
publicly update or revise any forward-looking statements, whether as a result of
new information, future events or any other reason.

Overview of Business



We are a publicly traded Delaware limited partnership, the common units of which
are listed on the New York Stock Exchange ("NYSE") under the ticker symbol
"EPD."  We were formed in April 1998 to own and operate certain natural gas
liquids ("NGLs") related businesses of EPCO and are a leading North American
provider of midstream energy services to producers and consumers of natural gas,
NGLs, crude oil, petrochemicals and refined products.

Our integrated midstream energy asset network links producers of natural gas,
NGLs and crude oil from some of the largest supply basins in the U.S., Canada
and the Gulf of Mexico with domestic consumers and international markets.  Our
midstream energy operations currently include: natural gas gathering, treating,
processing, transportation and storage; NGL transportation, fractionation,
storage, and export and import terminals (including those used to export
liquefied petroleum gases, or "LPG," and ethane); crude oil gathering,
transportation, storage, and export and import terminals; petrochemical and
refined products transportation, storage, export and import terminals, and
related services; and a marine transportation business that operates primarily
on the U.S. inland and Intracoastal Waterway systems. Our assets currently
include approximately 50,000 miles of pipelines; 260 MMBbls of storage capacity
for NGLs, crude oil, petrochemicals and refined products; and 14 Bcf of natural
gas storage capacity.

We conduct substantially all of our business through EPO and are owned 100% by
EPD's limited partners from an economic perspective.  Enterprise GP manages our
partnership and owns a non-economic general partner interest in us.  We,
Enterprise GP, EPCO and Dan Duncan LLC are affiliates under the collective
common control of the DD LLC Trustees and the EPCO Trustees.  Like many publicly
traded partnerships, we have no employees.  All of our management,
administrative and operating functions are performed by employees of EPCO
pursuant to an administrative services agreement (the "ASA") or by other service
providers.

Our operations are reported under four business segments:  (i) NGL Pipelines &
Services, (ii) Crude Oil Pipelines & Services, (iii) Natural Gas Pipelines &
Services, and (iv) Petrochemical & Refined Products Services.  Our business
segments are generally organized and managed according to the types of services
rendered (or technologies employed) and products produced and/or sold.

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Each of our business segments benefits from the supporting role of our related
marketing activities.  The main purpose of our marketing activities is to
support the utilization and expansion of assets across our midstream energy
asset network by increasing the volumes handled by such assets, which results in
additional fee-based earnings for each business segment.  In performing these
support roles, our marketing activities also seek to participate in supply and
demand opportunities as a supplemental source of gross operating margin, a
non-generally accepted accounting principle ("non-GAAP") financial measure, for
the partnership.  The financial results of our marketing efforts fluctuate due
to changes in volumes handled and overall market conditions, which are
influenced by current and forward market prices for the products bought and
sold.

We provide investors access to additional information regarding our partnership, including information relating to our governance procedures and principles, through our website, www.enterpriseproducts.com.

Update on 2020 Outlook - Coronavirus and Oil Price Shock



As noted previously, this quarterly report on Form 10-Q, including this Update
on 2020 Outlook, contains forward-looking statements that are based on our
beliefs and those of our general partner, as well as assumptions made by us and
information currently available to us, which includes forecast information
published by third parties. See "Cautionary Statement Regarding Forward-Looking
Information" within this Part I, Item 2 and "Risk Factors" in Part II, Item 1A,
for additional information.  The following update to our 2020 Outlook replaces
the general outlook provided in our 2019 Form 10-K under Part II, Item 7.

The global energy industry is being severely impacted by two historic events that began during the first quarter of 2020:

• the emergence of coronavirus disease 2019 ("COVID-19") as a global pandemic and

its devastating effect on the global economy and energy demand; and

• the initiation of a crude oil price war in March 2020 between members of the

Organization of the Petroleum Exporting Countries ("OPEC") and Russia

(collectively, the "OPEC+" group) and its effect on global crude oil supplies.

OPEC+ subsequently agreed in April 2020 to reduce global supplies by 9.7 MMBPD

beginning with the May 2020 production month.





The consequences of international COVID-19 containment measures (and the
resulting dramatic declines in end-user demand for hydrocarbons in general),
paired with threatened and actual overproduction of crude oil in April 2020 by
Saudi Arabia and Russia (in their attempt to gain market share from each other
and U.S. shale producers), resulted in major disruptions to global energy
markets.  As a midstream energy company, these macroeconomic events have a
direct impact on our financial position, results of operations and cash flows.
As noted in our 2019 Form 10-K, changes in the supply of and demand for
hydrocarbon products impacts both the volume of products that we sell and the
level of services that we provide to customers.

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The ongoing COVID-19 public health emergency has resulted in record, near-term
decreases in hydrocarbon demand due to travel restrictions, quarantines,
temporary business closures and other measures.  In its April 2020 Oil Market
Report dated April 15, 2020 (the "April 2020 Report"), the International Energy
Agency ("IEA") estimated that global crude oil demand for April 2020 declined by
approximately 29 MMBPD when compared to April 2019.  For May 2020, the IEA
forecasts that demand may be down by approximately 26 MMBPD when compared to May
2019.  Within a few months of its initial discovery in China, the highly
infectious COVID-19 virus spread across the globe and achieved pandemic status
at the end of January 2020.  U.S. federal, state and local governments, along
with governments of most other developed economies, have imposed significant
restrictions, including stay-at-home directives, on their populations in an
attempt to stem the spread of the disease.  As of April 15, 2020, a total of 187
countries and territories had enacted some form of containment measures.
Although these restrictions have had significant economic repercussions,
including dramatic declines in end-user demand for hydrocarbons in general, the
spread of the disease has been slowed in some regions.  Many countries,
including the U.S., have either enacted or are considering enacting stimulus
measures to support recovery of their economies.  For example, on March 27,
2020, the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") was
enacted by the U.S., which, at $2.2 trillion, is the largest-ever economic
stimulus package in U.S. history.  In addition, many central banks across the
globe have embarked on significant monetary stimulus programs.

On February 13, 2020, the IEA forecasted that global demand for crude oil would
fall to its lowest rate since 2011 due to the effects of COVID-19.  As a result,
and in connection with a significant drop in hydrocarbon demand in China due to
spread of the disease in that country, the OPEC+ group met in early March 2020
to discuss cutting its crude oil production by an additional 1.5 MMBPD through
the second quarter of 2020.  OPEC called on Russia to join them in the proposed
cuts, which was promptly rejected by Russia.  On March 10, 2020, Saudi Arabia
responded by initiating a price war with Russia by increasing its April
production from 9.7 MMBPD to approximately 12.3 MMBPD, while Russia responded by
declaring that it would increase its crude oil production by 300 MBPD to
approximately 11.5 MMBPD.  The actual and threatened actions by Saudi Arabia and
Russia resulted in an immediate, severe decline in crude oil prices. For
example, West Texas Intermediate ("WTI") crude oil prices at Cushing, Oklahoma
(as reported by the NYMEX) decreased from $41.28 per barrel on March 6, 2020 to
$31.13 on March 9, 2020.  Subsequently, WTI prices fluctuated from a high of
$34.36 per barrel to a low of $20.09 per barrel through March 31, 2020.  In
contrast, WTI prices closed at $61.06 per barrel on December 31, 2019.

In April 2020, at the urging of President Trump, OPEC and Russia met again to
discuss ways to stabilize the global oil markets. After intense negotiations,
OPEC and Russia agreed to reduce their combined oil production by 9.7 MMBPD in
May and June 2020, 7.7 MMBPD from July through December 2020 and 5.8 MMBPD from
January 2021 to April 2022.  Moreover, the U.S., Brazil and Canada contributed
an aggregate 3.7 MMBPD of additional reductions on the basis that adverse market
dynamics (e.g., COVID-19 demand destruction) will naturally result in lower
production from their respective energy industries.  The new OPEC+ agreement
will be reevaluated in December 2021.  The length of the output restrictions by
U.S., Brazil and Canada will depend on market forces, which are based on supply
and demand fundamentals.

Even with the recent production cuts announced by the OPEC+ group and others,
the IEA in its April 2020 Report expects that global crude oil inventories will
continue to rise over the near term. Notwithstanding the announced production
cuts, crude oil prices further collapsed in April 2020, with the WTI price for
May delivery closing at negative $37.63 per barrel on April 20, 2020.  Per its
April 2020 Report, the IEA expects that a gradual recovery in crude oil demand
will gain traction in June 2020, although demand is estimated to be
approximately 15 MMBPD lower than in June 2019.  Overall, the IEA expects global
crude oil demand to average 90.6 MMBPD in 2020, which represents a decline of
approximately 9 MMBPD from 2019.  As demand increases in the second half of
2020, the IEA expects that global crude oil and refined product inventories will
begin to decrease, which should support moderate increases in energy commodity
prices.  WTI closed at $24.56 per barrel on May 5, 2020.

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These macroeconomic events are contributing to a number of significant developments within the domestic energy industry that impact our industry outlook for 2020. According to published reports, these developments include:

• Most oil producers in North America will have to reduce the drilling and

completion of new wells. According to a report published by the Federal

Reserve Bank of Dallas, average breakeven prices in the Permian Basin range

from $48 per barrel to $54 per barrel, with breakeven costs in the Eagle Ford

Shale averaging $51 per barrel. As a result of lower crude oil prices,

bankruptcies by shale oil producers are expected to increase according to a

Rystad Energy report published on April 3, 2020. In April 2020, Whiting

Petroleum Corporation was the first notable producer to declare Chapter 11

bankruptcy due to the crude oil price crash.





Notwithstanding reductions in the drilling and completion of new wells, U.S.
producers continued to pump at near-record highs of approximately 13 MMBPD in
late March 2020 (down to 12.3 MMBPD by April 10, 2020).

With the reduction in end-user demand caused by COVID-19, certain independent
producers filed a complaint seeking that the Railroad Commission of Texas
("Texas RRC"), which has certain regulatory power over crude oil production in
Texas, consider curtailing production for the first time in 50 years. Other
states are also considering production curtailments. The Texas RRC held an open
meeting on April 14, 2020 to discuss prorationing with various energy companies
and other interested parties; however, on May 5, 2020, the commissioners passed
a motion to dismiss the prorationing complaint.  We continue to monitor state
regulatory developments.

Although we expect a near-term reduction in volumes as the effects of these
developments ripple through the major production basins, the long term impacts
are not known at this time.  We may experience throughput declines in the second
half of 2020 on our gathering systems, long-haul liquids and natural gas
pipelines and at our terminal, fractionation and export facilities. To the
extent that we have firm transportation agreements (e.g., ship-or-pay
arrangements) and the shipper/customer has sufficient liquidity to satisfy its
contractual commitments, we expect the near-term impacts to be manageable. The
expected reduction in upstream production and a lack of downstream global
markets is negatively impacting the export of crude oil and basic petrochemicals
from our marine terminals; however, LPG export demand has thus far remained
resilient. Notably, markets that experience extreme demand shocks like the
current environment generally need significant amounts of immediate storage
capacity, which we can help provide.

• Capital spending throughout the domestic energy industry is being significantly

reduced to protect cash flow. For example, integrated oil majors Chevron

Corporation and ExxonMobil recently announced reductions in their 2020 capital

expenditure budgets of 20% (as of March 24, 2020) and 30% (as of April 7,

2020), respectively. Many smaller and independent energy producers are not

expected to have the same level of access to the capital markets as they did

during the previous downturn in 2015/2016.





Based on information currently available, we now expect our total capital
investments for 2020 to approximate $2.8 billion to $3.3 billion (previously
$3.4 billion to $4.4 billion), which reflects growth capital investments of $2.5
billion to $3.0 billion (previously $3.0 billion to $4.0 billion) and
approximately $300 million for sustaining capital expenditures (previously $400
million).  We currently expect our growth capital investments on sanctioned
projects for 2021 and 2022 to approximate $2.5 billion and $1.5 billion,
respectively.  These amounts do not include capital investments associated with
our proposed deepwater offshore crude oil terminal (the Sea Port Oil Terminal or
"SPOT"), which remains subject to governmental approvals.  We do not expect to
receive governmental approvals for SPOT in 2020.

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• Downstream demand for hydrocarbon products such as gasoline and jet fuel is

expected to remain depressed until the COVID-19 containment measures are lifted

and the economy sufficiently improves. Refiners have significantly reduced

their utilization rates in response to the lack of domestic and international

demand. According to the IEA's April 2020 Report, global refining throughput

for 2020 is forecast to fall 7.6 MMBPD to 74.3 MMBPD in 2020 on sharply reduced

demand for transportation fuels. Global refinery intake is expected to

decrease 16 MMBPD in the second quarter of 2020 when compared to the second

quarter of 2019. Although refinery runs are falling, the IEA expects that

refined product inventories will increase by 6 MMBPD due to drastically lower

demand. The IEA expects that refining activity will slowly recover in the


   second half of 2020.



As a result of the decline in downstream refinery activity and demand for
transportation fuels, we expect near-term declines in our petrochemical and
refined products businesses, particularly in volumes attributable to our Mont
Belvieu octane enhancement facilities and related plants. We also expect
near-term reductions in propylene fractionation volumes in the second quarter of
2020. Volumes at our facilities should improve as COVID-19 containment measures
are lifted and economic conditions improve.

Although the outlook for 2020 includes major challenges for the domestic energy
industry, we believe that our partnership was in a strong financial position
entering into these unprecedented events and can endure through this economic
cycle due to the following:

• We entered 2020 in the strongest financial position in our 22-year history,

with a solid balance sheet, strong liquidity and good coverage of the cash

distribution. Our liquidity is supported by investment grade credit ratings on

EPO's long-term senior unsecured debt of BBB+, Baa1 and BBB+ from Standard &

Poors, Moody's and Fitch, respectively;

• At April 30, 2020, our liquidity was $8.1 billion comprised of an aggregate

$6.0 billion from undrawn revolving credit facilities and $2.1 billion of cash

on hand. This includes a second 364-Day Revolving Credit Agreement that we

entered into on April 3, 2020 that increased our liquidity by $1.0 billion;

• We do not currently anticipate any need to access the debt capital markets

until 2021. We completed a $3.0 billion senior notes offering in January 2020

that provided funds to repay all of our $1.5 billion of senior note maturities

in 2020, and believe that we will have sufficient liquidity and/or access to

debt capital markets to fund $1.33 billion of senior notes maturing in 2021;

• In addition to the adjustments we made to our capital spending program for 2020

noted previously, we continue to discuss project commitments with customers and

joint venture opportunities with strategic partners to optimize our use of

available liquidity. These efforts could further reduce our planned growth

capital investments for 2020, 2021 and 2022;

• Our business is predominately fee-based (approximately 86% in 2019), with a

substantial portion backed by take-or-pay arrangements;

• Across all of our assets, we have contracted with a large number of quality

customers in order to achieve customer diversification. In 2019, our top 200

largest customers represented 96% of consolidated revenues. Based on their

respective year-end 2019 debt ratings, 81% of our top 200 customers were either

investment grade rated or backed by letters of credit. Additionally, only 6%

of our top 200 customer revenues were attributable to sub-investment grade or

non-rated upstream producers. Given the current market environment, the rating

agencies have taken numerous rating actions, including downgrades, across the

energy industry. After adjusting for all ratings actions through April 23,

2020, we estimate that 78% of our top 200 customers remain investment grade

rated or are backed by letters of credit;

• We continue to leverage our assets to provide incremental services to customers

during this difficult period and to respond to market opportunities caused by

the destruction in near-term hydrocarbon demand and the related price shocks on

crude oil, NGLs, refined products and petrochemicals. Currently, crude oil

prices, along with those of certain refined products, are in contango as

near-term deliveries trade at steep discounts to contracts further out in time;




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• Our LPG export terminals continue to operate at high levels of utilization,


   thus far demonstrating resilient international demand for these energy
   commodities; and

• In light of current events, we are closely monitoring the recoverability of our

long-lived assets, equity method investments, intangible assets and goodwill

carrying values for potential impairment. We did not recognize any significant

non-cash asset impairment charges during the first quarter of 2020. However,

if the impacts from the outbreak of COVID-19 and adverse developments in the

global energy markets persist for significantly longer periods than currently

expected, these events could result in asset impairment charges in the future.






Other Recent Developments

Enterprise Enters Into April 2020 364-Day Revolving Credit Agreement



In April 2020, EPO entered into an additional 364-day revolving credit agreement
(the "April 2020 364-Day Credit Agreement").  The new agreement provides EPO
with an incremental $1.0 billion of borrowing capacity, thereby increasing its
overall borrowing capacity under its credit agreements to $6.0 billion.  The
April 2020 364-Day Credit Agreement enhances our financial flexibility during
the current economic downturn caused by the COVID-19 pandemic and oil price
shock.

Under the terms of the April 2020 364-Day Credit Agreement, EPO may borrow up to
$1.0 billion at a variable interest rate for a term of 364 days, subject to the
terms and conditions set forth therein.  EPO may use proceeds from borrowings
under the April 2020 364-Day Credit Agreement for working capital, capital
expenditures, acquisitions and other company purposes.

Enterprise Provides Distribution and Buyback Guidance for 2020



On March 18, 2020, the Board declared a quarterly cash distribution to be paid
to our limited partners with respect to the first quarter of 2020 of $0.4450 per
common unit, or $1.78 per unit on an annualized basis.  The quarterly
distribution associated with the first quarter of 2020 is payable on May 12,
2020, to unitholders of record as of the close of business on April 30, 2020.
This distribution represents a 1.7% increase over the distribution declared with
respect to the first quarter of 2019.

In light of current economic conditions, management will evaluate future cash
distributions in 2020 on a quarterly basis.  The payment of any quarterly cash
distribution is subject to Board approval and management's evaluation of our
financial condition, results of operations and cash flows in connection with
such payments.

In January 2020, management announced its intention to use approximately 2.0% of
net cash flow provided by operating activities, or cash flow from operations
("CFFO"), in 2020 to repurchase EPD common units under the Buyback Program
approved in January 2019 (the "2019 Buyback Program").  For information
regarding the 2019 Buyback Program, including repurchases of common units in the
first quarter of 2020, see "Liquidity and Capital Resources - Common Unit
Buyback Program" within this Part I, Item 2.

Settlement of Liquidity Option



On February 25, 2020, the Partnership received notice from Marquard & Bahls AG
("M&B") of its election to exercise its rights (the "Liquidity Option") under
the Liquidity Option Agreement among EPD, Oiltanking Holding Americas, Inc.
("OTA") and M&B dated October 1, 2014 (the "Liquidity Option Agreement").  On
March 5, 2020, we settled our obligations under the Liquidity Option Agreement
by issuing 54,807,352 new EPD common units to Skyline North Americas, Inc.
("Skyline," an affiliate of M&B) in exchange for the capital stock of OTA.  Upon
settlement of the Liquidity Option, we indirectly acquired the 54,807,352 EPD
common units owned by OTA (which were issued to OTA in October 2014) and assumed
all future income tax obligations of OTA, including its deferred tax liability.
At March 5, 2020, OTA's assets and liabilities consisted primarily of the EPD
common units it owned and the related deferred tax liability, respectively.

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At March 5, 2020, our accrual for the Liquidity Option liability was $511.9
million.  The Liquidity Option liability, at any measurement date, represents
the present value of estimated federal and state income taxes that we believe a
market participant would incur due to ownership of OTA, including its deferred
income tax liabilities.  OTA's deferred tax liability at March 5, 2020 was
$439.7 million.  The market value of the new EPD common units issued to Skyline
was $1.30 billion based on a closing price of $23.67 per unit on March 5, 2020.

The 54,807,352 new EPD common units issued to Skyline upon settlement of the
Liquidity Option constitute "restricted securities" in the meaning of Rule 144
under the Securities Act of 1933, as amended (the "Securities Act") and may not
be resold except pursuant to an effective registration statement or an available
exemption under the Securities Act.  In connection with the settlement of the
Liquidity Option, Enterprise entered into a Registration Rights Agreement (the
"Registration Rights Agreement") with Skyline. Pursuant to the Registration
Rights Agreement, Skyline has the right to request that we prepare and file a
registration statement to permit and otherwise facilitate the public resale of
all or a portion of such EPD common units that Skyline and its affiliates then
own. Our obligation to Skyline to effect such transactions is limited to five
registration statements and underwritten offerings.

As a result of the Liquidity Option settlement, the partners' capital balance
for common units (as presented on our Unaudited Condensed Consolidated Balance
Sheet) increased by the $1.30 billion market value of the new EPD common units
issued to Skyline.  Since OTA does not meet the definition of a business as
described in ASC 805, Business Combinations, the acquisition of OTA was
accounted for as the purchase of treasury units and the assumption of related
deferred income tax liability.  In consolidation, we present the 54,807,352 EPD
common units owned by OTA as treasury units, with their historical cost based on
the $1.30 billion market value of the 54,807,352 new EPD common units issued to
Skyline.

For information regarding the impact of the settlement on our earnings for the
first quarter of 2020, see "Income Statement Highlights - Income Taxes" within
this Item 2.

Issuance of $3.0 Billion of Senior Notes in January 2020



In January 2020, EPO issued $3.0 billion aggregate principal amount of senior
notes comprised of (i) $1.0 billion principal amount of senior notes due January
2030 ("Senior Notes AAA"), (ii) $1.0 billion principal amount of senior notes
due January 2051 ("Senior Notes BBB") and (iii) $1.0 billion principal amount of
senior notes due January 2060 ("Senior Notes CCC").  Net proceeds from this
offering were used by EPO for the repayment of $500 million principal amount of
its Senior Notes Q that matured in January 2020, temporary repayment of amounts
outstanding under its commercial paper program and for general company
purposes.  In addition, net proceeds from this offering will be used by EPO for
the repayment of $1.0 billion principal amount of its Senior Notes Y upon their
maturity in September 2020.

Senior Notes AAA were issued at 99.921% of their principal amount and have a
fixed-rate interest rate of 2.80% per year.  Senior Notes BBB were issued at
99.413% of their principal amount and have a fixed-rate interest rate of 3.70%
per year.  Senior Notes CCC were issued at 99.360% of their principal amount and
have a fixed-rate interest rate of 3.95% per year.  EPD guaranteed these senior
notes through an unconditional guarantee on an unsecured and unsubordinated
basis.


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Selected Energy Commodity Price Data

The following table presents selected average index prices for natural gas and selected NGL and petrochemical products for the periods indicated:

Polymer Refinery Indicative Gas


                  Natural                    Normal              Natural

Grade Grade Processing


                   Gas,   Ethane,  Propane, Butane,  Isobutane, Gasoline,

Propylene, Propylene, Gross Spread


                  $/MMBtu $/gallon $/gallon $/gallon  $/gallon  $/gallon

$/pound $/pound $/gallon


                    (1)     (2)      (2)      (2)       (2)        (2)       (3)        (3)          (4)
2019 by quarter:
1st Quarter         $3.15    $0.30    $0.67    $0.82      $0.85     $1.16      $0.38      $0.24          $0.31
2nd Quarter         $2.64    $0.21    $0.55    $0.63      $0.65     $1.21      $0.37      $0.24          $0.25
3rd Quarter         $2.23    $0.17    $0.44    $0.51      $0.66     $1.06      $0.38      $0.23          $0.21
4th Quarter         $2.50    $0.19    $0.50    $0.68      $0.82     $1.20      $0.35      $0.21          $0.25
2019 Averages       $2.63    $0.22    $0.54    $0.66      $0.75     $1.16

$0.37 $0.23 $0.26



2020 by quarter:
1st Quarter         $1.95    $0.14    $0.37    $0.57      $0.63     $0.93      $0.31      $0.18          $0.19

(1) Natural gas prices are based on Henry-Hub Inside FERC commercial index prices

as reported by Platts, which is a division of McGraw Hill Financial, Inc. (2) NGL prices for ethane, propane, normal butane, isobutane and natural gasoline

are based on Mont Belvieu Non-TET commercial index prices as reported by Oil

Price Information Service. (3) Polymer grade propylene prices represent average contract pricing for such

product as reported by IHS Chemical, a division of IHS Inc. ("IHS

Chemical"). Refinery grade propylene prices represent weighted-average spot

prices for such product as reported by IHS Chemical. (4) The "Indicative Gas Processing Gross Spread" represents a generic estimate of

the gross economic benefit from extracting NGLs from natural gas production

based on certain pricing assumptions. Specifically, it is the amount by

which the assumed economic value of a composite gallon of NGLs at Mont

Belvieu, Texas exceeds the value of the equivalent amount of energy in

natural gas at Henry Hub, Louisiana (as presented in the table above). The

indicative spread does not consider the operating costs incurred by a natural

gas processing facility to extract the NGLs nor the transportation and

fractionation costs to deliver the NGLs to market. In addition, the actual

gas processing spread earned at each plant is determined by regional pricing

and extraction dynamics. As presented in the table above, the indicative

spread assumes that a gallon of NGLs is comprised of 47% ethane, 28% propane,

9% normal butane, 6% isobutane and 10% natural gasoline. The value of an

equivalent amount of energy in natural gas to one gallon of NGLs is assumed

to be 8.4% of the price of a MMBtu of natural gas at Henry Hub.





The weighted-average indicative market price for NGLs was $0.35 per gallon in
the first quarter of 2020 versus $0.57 per gallon during the first quarter of
2019.  The following table presents selected average index prices for crude oil
for the periods indicated:

                    WTI      Midland    Houston     LLS
                 Crude Oil, Crude Oil, Crude Oil Crude Oil,
                  $/barrel   $/barrel  $/barrel   $/barrel
                    (1)        (2)        (2)       (3)
2019 by quarter:
1st Quarter          $54.90     $53.70    $61.19     $62.35
2nd Quarter          $59.81     $57.62    $66.47     $67.07
3rd Quarter          $56.45     $56.12    $59.75     $60.64
4th Quarter          $56.96     $57.80    $60.04     $60.76
2019 Averages        $57.03     $56.31    $61.86     $62.71

2020 by quarter:
1st Quarter          $46.17     $45.51    $47.81     $48.15

(1) WTI prices are based on commercial index prices at Cushing, Oklahoma as

measured by the NYMEX. (2) Midland and Houston crude oil prices are based on commercial index prices as

reported by Argus. (3) Light Louisiana Sweet ("LLS") prices are based on commercial index prices as


    reported by Platts.



The decline in commodity prices since the beginning of 2020 is attributable to
the ongoing effects of the COVID-19 pandemic and, with respect to crude oil, the
recent oil price dispute between Saudi Arabia and Russia.  See "Update on 2020
Outlook - Coronavirus and Oil Price Shock" within this Item 2 for information
regarding these events.
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Fluctuations in our consolidated revenues and cost of sales amounts are
explained in large part by changes in energy commodity prices.  A decrease in
our consolidated marketing revenues due to lower energy commodity sales prices
may not result in a decrease in gross operating margin or cash available for
distribution, since our consolidated cost of sales amounts would also decrease
due to comparable decreases in the purchase prices of the underlying energy
commodities.  The same type of correlation would be true in the case of higher
energy commodity sales prices and purchase costs.

We attempt to mitigate commodity price exposure through our hedging activities
and the use of fee-based arrangements.  See Note 14 of the Notes to Unaudited
Condensed Consolidated Financial Statements included under Part I, Item 1 of
this quarterly report for information regarding our commodity hedging
activities.

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