##### 



EXHIBIT
99.4
 ENTERPRISE GP HOLDINGS L.P.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 Introduction
       1




---



##### 



ENTERPRISE GP HOLDINGS L.P.
UNAUDITED PRO FORMA CONDENSED STATEMENT OF CONSOLIDATED OPERATIONS
For the Three Months Ended March 31, 2007
(Amounts in thousands, except per unit amounts)
 Consolidation
    
    
    Enterprise
    
    
    Pro Forma
    
    
    Pro FormaEnterprise
    
    
    TEPPCO GP
    
    
    Adjustments
    
    
    Consolidated
    
    
    Adjustments
    
    
    EnterpriseREVENUES
    
    $
    3,322,854
    
    
    $
    1,978,429
    
    
    $
    56,722
    (a)
    
    $
    5,340,274
    
    
    $
    
    
    
    $
    5,340,274(17,731
    )(b)COSTS AND EXPENSESOperating costs and expenses
    
    
    3,124,479
    
    
    
    1,886,397
    
    
    
    38,792
    (a)
    
    
    5,032,827
    
    
    
    51
    (g)
    
    
    5,032,878(17,731
    )(b)890
    (c)Selling, general and
administrative
    
    
    17,614
    
    
    
    8,704
    
    
    
    316
    (a)
    
    
    26,634
    
    
    
    
    
    
    
    26,634Total
    
    
    3,142,093
    
    
    
    1,895,101
    
    
    
    22,267
    
    
    
    5,059,461
    
    
    
    51
    
    
    
    5,059,512EQUITY EARNINGS
    
    
    6,179
    
    
    
    
    
    
    
    (17,218
    )(a)
    
    
    5,524
    
    
    
    
    
    
    
    5,52416,563
    (d)OPERATING INCOME
    
    
    186,940
    
    
    
    83,328
    
    
    
    16,069
    
    
    
    286,337
    
    
    
    (51
    )
    
    
    286,286OTHER INCOME (EXPENSE)Interest expense
    
    
    (65,914
    )
    
    
    (22,211
    )
    
    
    
    
    
    
    (88,125
    )
    
    
    
    
    
    
    (88,125
    )Gain on sale of equity
interest in Mont Belvieu
Storage Partners
    
    
    
    
    
    
    59,837
    
    
    
    
    
    
    
    59,837
    
    
    
    
    
    
    
    59,837Equity earnings
    
    
    
    
    
    
    16,563
    
    
    
    (16,563
    )(d)
    
    
    
    
    
    
    
    
    
    
    Other, net
    
    
    1,950
    
    
    
    586
    
    
    
    150
    (a)
    
    
    2,686
    
    
    
    
    
    
    
    2,686Total
    
    
    (63,964
    )
    
    
    54,775
    
    
    
    (16,413
    )
    
    
    (25,602
    )
    
    
    
    
    
    
    (25,602
    )PROVISION FOR INCOME TAXES
    
    
    (8,788
    )
    
    
    (16
    )
    
    
    
    
    
    
    (8,804
    )
    
    
    
    
    
    
    (8,804
    )MINORITY INTEREST IN
CONTINUING OPERATIONS
    
    
    (88,066
    )
    
    
    (115,524
    )
    
    
    (546
    )(a)
    
    
    (204,136
    )
    
    
    5,660
    (f)
    
    
    (198,476
    )INCOME FROM CONTINUING
OPERATIONS
    
    $
    26,122
    
    
    $
    22,563
    
    
    $
    (890
    )
    
    $
    47,795
    
    
    $
    5,609
    
    
    $
    53,404INCOME ALLOCATION:Limited partners
    
    $
    26,119
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    53,399General partner
    
    $
    3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    5BASIC AND DILUTED
EARNINGS PER UNIT:Number of units used in
denominator
    
    
    88,884
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,173
    (h)
    
    
    103,057Income from continuing
operations
    
    $
    0.29
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    0.52
 
 2




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##### 



ENTERPRISE GP HOLDINGS L.P.
UNAUDITED PRO FORMA CONDENSED STATEMENT OF CONSOLIDATED OPERATIONS
For the Year Ended December 31, 2006
(Amounts in thousands, except per unit amounts)
 Consolidation
    
    
    Enterprise
    
    
    Pro Forma
    
    
    Pro FormaEnterprise
    
    
    TEPPCO GP
    
    
    Adjustments
    
    
    Consolidated
    
    
    Adjustments
    
    
    EnterpriseREVENUES
    
    $
    13,990,969
    
    
    $
    9,607,485
    
    
    $
    79,155
    (a)
    
    $
    23,607,466
    
    
    $
    
    
    
    $
    23,607,466(70,143
    )(b)COSTS AND EXPENSESOperating costs and expenses
    
    
    13,089,091
    
    
    
    9,346,358
    
    
    
    45,789
    (a)
    
    
    22,412,771
    
    
    
    63
    (g)
    
    
    22,412,834(70,143
    )(b)1,676
    (c)Selling, general and
administrative
    
    
    67,779
    
    
    
    31,683
    
    
    
    897
    (a)
    
    
    100,359
    
    
    
    
    
    
    
    100,359Total
    
    
    13,156,870
    
    
    
    9,378,041
    
    
    
    (21,781
    )
    
    
    22,513,130
    
    
    
    63
    
    
    
    22,513,193EQUITY EARNINGS
    
    
    21,565
    
    
    
    
    
    
    
    (33,113
    )(a)
    
    
    25,213
    
    
    
    
    
    
    
    25,21336,761
    (d)OPERATING INCOME
    
    
    855,664
    
    
    
    229,444
    
    
    
    34,441
    
    
    
    1,119,549
    
    
    
    (63
    )
    
    
    1,119,486OTHER INCOME (EXPENSE)Interest expense
    
    
    (247,572
    )
    
    
    (86,171
    )
    
    
    
    
    
    
    (333,743
    )
    
    
    
    
    
    
    (333,743
    )Equity earnings
    
    
    
    
    
    
    36,761
    
    
    
    (36,761
    )(d)
    
    
    
    
    
    
    
    
    
    
    Other, net
    
    
    8,109
    
    
    
    2,974
    
    
    
    97
    (a)
    
    
    11,180
    
    
    
    
    
    
    
    11,180Total
    
    
    (239,463
    )
    
    
    (46,436
    )
    
    
    (36,664
    )
    
    
    (322,563
    )
    
    
    
    
    
    
    (322,563
    )PROVISION FOR INCOME TAXES
    
    
    (21,321
    )
    
    
    (652
    )
    
    
    
    
    
    
    (21,973
    )
    
    
    
    
    
    
    (21,973
    )MINORITY INTEREST IN
CONTINUING OPERATIONS
    
    
    (495,474
    )
    
    
    (130,484
    )
    
    
    547
    (a)
    
    
    (625,411
    )
    
    
    (15,981
    )(f)
    
    
    (641,392
    )INCOME FROM CONTINUING
OPERATIONS
    
    $
    99,406
    
    
    $
    51,872
    
    
    $
    (1,676
    )
    
    $
    149,602
    
    
    $
    (16,044
    )
    
    $
    133,558INCOME ALLOCATION:Limited partners
    
    $
    99,396
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    133,545General partner
    
    $
    10
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    13BASIC AND DILUTED
EARNINGS PER UNIT:Number of units used in
denominator
    
    
    88,884
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,173
    (h)
    
    
    103,057Income from continuing
operations
    
    $
    1.12
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    1.30
 
 3




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##### 



ENTERPRISE GP HOLDINGS L.P.
UNAUDITED PRO FORMA CONDENSED STATEMENT OF CONSOLIDATED OPERATIONS
For the Year Ended December 31, 2005
(Amounts in thousands, except per unit amounts)
 Consolidation
    
    
    Enterprise
    
    
    Pro Forma
    
    
    Pro FormaEnterprise
    
    
    TEPPCO GP
    
    
    Adjustments
    
    
    Consolidated
    
    
    Adjustments
    
    
    EnterpriseREVENUES
    
    $
    12,256,959
    
    
    $
    8,605,034
    
    
    $
    (17,206
    )(b)
    
    $
    20,844,787
    
    
    $
    
    
    
    $
    20,844,787COSTS AND EXPENSESOperating costs and expenses
    
    
    11,546,225
    
    
    
    8,351,793
    
    
    
    (17,206
    )(b)
    
    
    19,880,812
    
    
    
    46
    (g)
    
    
    19,880,858Selling, general and
administrative
    
    
    64,194
    
    
    
    33,518
    
    
    
    
    
    
    
    97,712
    
    
    
    
    
    
    
    97,712Total
    
    
    11,610,419
    
    
    
    8,385,311
    
    
    
    (17,206
    )
    
    
    19,978,524
    
    
    
    46
    
    
    
    19,978,570EQUITY EARNINGS
    
    
    14,548
    
    
    
    
    
    
    
    20,094
    (d)
    
    
    34,642
    
    
    
    
    
    
    
    34,642OPERATING INCOME
    
    
    661,088
    
    
    
    219,723
    
    
    
    20,094
    
    
    
    900,905
    
    
    
    (46
    )
    
    
    900,859OTHER INCOME (EXPENSE)Interest expense
    
    
    (249,002
    )
    
    
    (81,861
    )
    
    
    
    
    
    
    (330,863
    )
    
    
    
    
    
    
    (330,863
    )Equity earnings
    
    
    
    
    
    
    20,094
    
    
    
    (20,094
    )(d)
    
    
    
    
    
    
    
    
    
    
    Other, net
    
    
    5,421
    
    
    
    (8,865
    )
    
    
    
    
    
    
    (3,444
    )
    
    
    
    
    
    
    (3,444
    )Total
    
    
    (243,581
    )
    
    
    (70,632
    )
    
    
    (20,094
    )
    
    
    (334,307
    )
    
    
    
    
    
    
    (334,307
    )PROVISION FOR INCOME TAXES
    
    
    (8,362
    )
    
    
    (3
    )
    
    
    
    
    
    
    (8,365
    )
    
    
    
    
    
    
    (8,365
    )MINORITY INTEREST IN
CONTINUING OPERATIONS
    
    
    (353,642
    )
    
    
    (112,744
    )
    
    
    
    
    
    
    (466,386
    )
    
    
    (10,321
    )(f)
    
    
    (476,707
    )INCOME FROM CONTINUING
OPERATIONS
    
    $
    55,503
    
    
    $
    36,344
    
    
    
    
    
    
    $
    91,847
    
    
    $
    (10,367
    )
    
    $
    81,480INCOME ALLOCATION:Limited partners
    
    $
    55,497
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    81,472General partner
    
    $
    6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    8BASIC AND DILUTED
EARNINGS PER UNIT:Number of units used in
denominator
    
    
    88,884
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,173
    (h)
    
    
    103,057Income from continuing
operations
    
    $
    0.62
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    0.79
 
 4




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##### 



ENTERPRISE GP HOLDINGS L.P.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET  PART I
March 31, 2007
(Amounts in thousands)
 TEPPCO
    
    
    Consolidation
    
    
    Consolidated
    
    
    Pro Forma
    
    
    Pro FormaEnterprise
    
    
    GP
    
    
    Adjustments
    
    
    Enterprise
    
    
    Adjustments
    
    
    EnterpriseASSETSCurrent AssetsCash and cash equivalents.
    
    $
    59,030
    
    
    $
    78
    
    
    $
    3,116
    (a)
    
    $
    62,224
    
    
    $
    
    
    
    $
    62,224Restricted cash
    
    
    18,990
    
    
    
    
    
    
    
    
    
    
    
    18,990
    
    
    
    
    
    
    
    18,990Accounts and notes
receivable, net
    
    
    1,299,087
    
    
    
    787,616
    
    
    
    43,501
    (a)
    
    
    2,089,066
    
    
    
    
    
    
    
    2,089,066(40,312
    )(b)(826
    )(d)Inventories
    
    
    460,915
    
    
    
    63,834
    
    
    
    1,950
    (a)
    
    
    525,664
    
    
    
    
    
    
    
    525,664(1,035
    )(b)Other current assets
    
    
    135,664
    
    
    
    29,067
    
    
    
    795
    (a)
    
    
    165,481
    
    
    
    
    
    
    
    165,481(45
    )(b)Total Current Assets
    
    
    1,973,686
    
    
    
    880,595
    
    
    
    7,144
    
    
    
    2,861,425
    
    
    
    
    
    
    
    2,861,425Property, Plant and
Equipment, net
    
    
    10,210,898
    
    
    
    1,650,547
    
    
    
    711,682
    (a)
    
    
    12,570,495
    
    
    
    5,090
    (g)
    
    
    12,575,585(2,632
    )(c)Investments In and
Advances To
Unconsolidated Affiliates,
net
    
    
    598,638
    
    
    
    997,559
    
    
    
    (894,241
    )(a)
    
    
    702,550
    
    
    
    
    
    
    
    702,550(683
    )(b)1,277
    (d)Intangible Assets, net
    
    
    980,976
    
    
    
    179,499
    
    
    
    157,794
    (a)
    
    
    1,313,079
    
    
    
    606,926
    (g)
    
    
    1,920,005(5,190
    )(c)Goodwill
    
    
    590,639
    
    
    
    15,506
    
    
    
    2,776
    (a)
    
    
    608,921
    
    
    
    198,147
    (g)
    
    
    807,068Other Assets
    
    
    74,007
    
    
    
    73,253
    
    
    
    4,289
    (a)
    
    
    151,549
    
    
    
    
    
    
    
    151,549Total Assets
    
    $
    14,428,844
    
    
    $
    3,796,959
    
    
    $
    (17,784
    )
    
    $
    18,208,019
    
    
    $
    810,163
    
    
    $
    19,018,182
 
 5




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##### 



ENTERPRISE GP HOLDINGS L.P.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET  PART II
March 31, 2007
(Amounts in thousands)
 TEPPCO
    
    
    Consolidation
    
    
    Consolidated
    
    
    Pro Forma
    
    
    Pro FormaEnterprise
    
    
    GP
    
    
    Adjustments
    
    
    Enterprise
    
    
    Adjustments
    
    
    EnterpriseLIABILITIES
&PARTNERS EQUITYCurrent LiabilitiesAccounts payable and accrued
expenses
    
    $
    1,874,126
    
    
    $
    855,336
    
    
    $
    28,972
    (a)
    
    $
    2,716,855
    
    
    $
    
    
    
    $
    2,716,855(42,030
    )(b)451
    (d)Other current liabilities
    
    
    178,328
    
    
    
    23,735
    
    
    
    2,495
    (a)
    
    
    204,513
    
    
    
    
    
    
    
    204,513(45
    )(b)Total Current Liabilities
    
    
    2,052,454
    
    
    
    879,071
    
    
    
    (10,157
    )
    
    
    2,921,368
    
    
    
    
    
    
    
    2,921,368Long-Term Debt
    
    
    5,602,685
    
    
    
    1,512,302
    
    
    
    
    
    
    
    7,114,987
    
    
    
    
    
    
    
    7,114,987Other Long-Term Liabilities
    
    
    102,233
    
    
    
    19,340
    
    
    
    195
    (a)
    
    
    121,768
    
    
    
    
    
    
    
    121,768Minority Interest
    
    
    5,952,842
    
    
    
    1,460,465
    
    
    
    
    
    
    
    7,413,307
    
    
    
    (16,310
    )(f)
    
    
    7,396,997Commitments and ContingenciesPartners EquityLimited partners and general
partner
    
    
    682,914
    
    
    
    
    
    
    
    (7,822
    )(c)
    
    
    599,904
    
    
    
    16,310
    (f)
    
    
    1,426,377(75,188
    )(e)
    
    
    
    
    
    
    810,163
    (g)Members equity
    
    
    
    
    
    
    (75,188
    )
    
    
    75,188
    (e)
    
    
    
    
    
    
    
    
    
    
    Accumulated other
comprehensive income
    
    
    35,716
    
    
    
    969
    
    
    
    
    
    
    
    36,685
    
    
    
    
    
    
    
    36,685Total Partners Equity
    
    
    718,630
    
    
    
    (74,219
    )
    
    
    (7,822
    )
    
    
    636,589
    
    
    
    813,375
    
    
    
    1,463,062Total Liabilities &
Partners Equity
    
    $
    14,428,844
    
    
    $
    3,796,959
    
    
    $
    (17,784
    )
    
    $
    18,208,019
    
    
    $
    810,163
    
    
    $
    19,018,182
 
 6




---



##### 



ENTERPRISE GP HOLDINGS L.P.
NOTES TO UNAUDITED PRO FORMA CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
  Basis of Presentation
    Pro Forma Adjustments
    7




---



##### 




    
    In January 2007, TEPPCO sold a pipeline to Enterprise Products Partners and recognized
an aggregate gain on the sale of $5.5 million, of which $4.6 million was allocated to
minority interest in consolidation with TEPPCO GP. The pro forma adjustments remove that
portion of the gain allocable to Enterprise ($0.9 million) and reduce property, plant and
equipment and partners equity by an equal amount.
    
    In October 2006, TEPPCO sold a group of pipelines to Enterprise Products Partners and
recognized a gain on the sale of $5.7 million, of which $4.0 million was allocated to
minority interest in consolidation with TEPPCO GP. The pro forma adjustments remove that
portion of the gain allocable to Enterprise ($1.7 million) and reduce property, plant and
equipment and partners equity by an equal amount.
    
    In March 2006, TEPPCO sold a facility and related customer
contracts to Enterprise Products Partners. The pro forma adjustments
remove the portion of the sale related to intangible assets ($5.2
million), property, plant and equipment and partners equity.
  
    
    Investments in and advances to unconsolidated affiliates at March 31, 2007 for TEPPCO
GP increased $1.3 million due to the reclassification of accounts receivable and payable
amounts related to TEPPCOs equity investees. Enterprise Products Partners classifies
such receivable and payable amounts as part of investments in and advances to
unconsolidated affiliates on its balance sheet.
    
    TEPPCO GPs operating income increased as a result of reclassifying TEPPCOs equity
earnings from unconsolidated affiliates to a separate component of operating income to
conform to Enterprise Products Partners presentation of such equity earnings. As a
result of this reclassification, TEPPCO GPs operating income increased by $16.6 million,
$36.8 million and $20.1 million for the three months ended March 31, 2007, year ended
December 31, 2006 and year ended December 31, 2005, respectively. Enterprise Products
Partners equity investments with industry partners are a vital component of its business
strategy. Such equity investments are a means by which Enterprise conducts its operations
to align its interests with those of its customers and suppliers. This method of
operation enables Enterprise Products Partners to achieve favorable economies of scale
relative to the level of investment and business risk assumed versus what it could
accomplish on a stand-alone basis. Many of these equity investments perform supporting or
complementary roles to Enterprise Products Partners other business operations. TEPPCOs
relationship with its equity investees is similar in nature.
  8




---



##### 



GeneralUnitholders
    
    PartnerQuarterly Cash Distribution per common unit:Up to Minimum Quarterly Distribution ($0.275 per common unit)
    
    98%
    
    2%First Target  $0.276 per Unit up to $0.325 per common unit
    
    85%
    
    15%Over First Target  Cash distributions greater than $0.325 per common unit
    
    75%
    
    25%
   
    
    Ownership of 100% of the membership interests in TEPPCO GP (i.e., the 2% general
partner interest in TEPPCO) and deemed amounts of IDRs for all periods presented. The
economic benefit of the IDRs to Enterprise for periods prior to December 2006 is equal to:
(i) the benefit that would have been received by Enterprise at the current 25% threshold
using historical distribution rates plus (ii) an incremental amount of benefit that would
have been received in connection with the IDRs associated with 4,400,000 of the 14,091,275
common units issued by TEPPCO in December 2006 as a result of the conversion of IDRs above
the 25% threshold. Affiliates of EPCO (e.g. DFI and DFIGP) have been deemed to retain the
economic benefit of IDRs associated with the remaining 9,691,275 common units issued by
TEPPCO in December 2006. After December 2006, pro forma income from continuing operations
reflects current IDRs (i.e., capped at the 25% threshold). See Note (g) for additional
information regarding the IDRs.
    
    Ownership of 4,400,000 common units of TEPPCO since the date of issuance to affiliates
of EPCO in December 2006.
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Earnings Recognition from Investments in TEPPCO
January 1, 2005 to March 31, 2007
 
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
    
    Enterprise recorded a $606.9 million indefinite-life intangible asset associated with
the IDRs contributed by DFIGP. This amount represents DFIGPs historical carrying value
and characterization of such asset. This intangible asset is not subject to amortization,
but is subject to periodic testing for recoverability in a manner similar to goodwill.
    
    Enterprise recorded $198.1 million of goodwill and $5.1 million of additional property,
plant and equipment in connection with the 4,400,000 TEPPCO common units contributed by
DFI and 2% general partner interest contributed by DFIGP. These amounts represent DFIs
and DFIGPs historical carrying values and characterization of such assets. Goodwill is
not subject to amortization, but is subject to annual testing for recoverability.The $5.1 million of additional property, plant and equipment represents the pro rata excess
of fair value of TEPPCOs fixed assets over their historical carrying values in February
2005. On a pro forma basis, Enterprise recorded nominal amounts of additional depreciation
expense associated with the $5.1 million of additional property value during the years
ended December 31, 2006 and 2005 and three months ended March 31, 2007. Pro forma
depreciation expense was estimated based on an average remaining useful life of the
underlying assets of 25 years.
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