<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A


              [X] AMENDMENT NO. 1 TO
                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934

                         COMMISSION FILE NUMBER: 1-12872

                           EOTT ENERGY PARTNERS, L.P.
             (Exact name of registrant as specified in its charter)

            Delaware                                            76-0424520
-------------------------------                              ----------------
(State or Other Jurisdiction of                              (I.R.S. Employer
 Incorporation or Organization)                             Identification No.)

  2000 West Sam Houston Parkway South,
             Suite 400
           Houston, Texas                                           77042
----------------------------------------                          ----------
(Address of principal executive offices)                          (Zip Code)

                                 (713) 993-5200
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

 Title of each class                 Name of each exchange on which registered
 -------------------                 -----------------------------------------
    Common Units                                New York Stock Exchange


          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                                      None

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes     No  X
                                              ---    ---

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or

<PAGE>

information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [ ]

         Aggregate market value of the common units held by non-affiliates of
the registrant, based on closing prices in the daily composite list for
transactions on the New York Stock Exchange on May 1, 2002, was approximately
$76,601,935.


                       DOCUMENTS INCORPORATED BY REFERENCE

         None.


                                EXPLANATORY NOTE

          The registrant is amending Item 14 of its Form 10-K for the fiscal
year ended December 31, 2001 to include Exhibits 10.21 and 10.22 in their
entirety as registrant has decided confidential treatment will not be requested
with respect to certain portions of the exhibits, as previously indicated in the
Form 10-K. The text of Item 14(a)(3) and the Index to Exhibits are replaced in
its entirety and Exhibits 10.21 and 10.22 are filed herewith.


                                       2
<PAGE>


                                     PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULE, AND REPORTS ON FORM 8-K

    (a)(3)  EXHIBITS

    The following exhibits are filed as part of and incorporated by reference
into, this Annual Report on Form 10-K:

    3.1   --  Form of Partnership Agreement of EOTT Energy Partners, L.P.
              (incorporated by reference to Exhibit 3.1 to Registration
              Statement, File No. 33-73984)

    3.2   --  Amendment No. 1 dated as of August 8, 1995, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.2 to Annual Report on
              Form 10-K for the Year Ended December 31, 1995)

    3.3   --  Amendment No. 2 dated as of July 16, 1996, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.3 to Quarterly Report
              on Form 10-Q for the Quarter Ended June 30, 1996)

    3.4   --  Amendment No. 3 dated as of February 13, 1997, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.4 to Annual Report on
              Form 10-K for the Year Ended December 31, 1996)

    3.5   --  Amendment No. 4 dated as of November 30, 1998, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.5 to Annual Report on
              Form 10-K for the Year Ended December 31, 1998)

    3.6   --  Amendment No. 5 dated as of December 7, 1998, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.6 to Annual Report on
              Form 10-K for the Year Ended December 31, 1998)

    3.7   --  Amendment No. 6 dated as of September 16, 1999 to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.1 to Current Report
              on Form 8-K dated September 29, 1999)

    3.8   --  Reorganization Agreement dated as of August 29, 2001, between EOTT
              Energy Partners, L.P., EOTT Energy Operating Limited Partnership,
              EOTT Energy Pipeline Limited Partnership, EOTT Energy Canada
              Limited Partnership, EOTT Energy Corp., and EOTT Energy General
              Partner (incorporated by reference to Exhibit 3.8 to Current
              Report on Form 8-K/A dated August 30, 2001)

    3.9   --  Amendment No. 7 dated as of August 29, 2001 to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.9 to Current Report
              on Form 8-K/A dated August 30, 2001)

    3.10  --  Form of Amended and Restated Agreement of Limited Partnership
              of EOTT Energy Operating Limited Partnership (incorporated by
              reference to Exhibit 10.11 to Registration Statement, File No.
              33-73984)


                                       3
<PAGE>

    3.11  --  Amendment No. 1 dated as of September 1, 1999, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Operating
              Limited Partnership (incorporated by reference to Exhibit 3.2 to
              current report on Form 8-K dated September 29, 1999)

    3.12  --  Amendment No. 2 dated as of August 29, 2001, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Operating
              Limited Partnership (incorporated by reference to Exhibit 3.10 to
              Current Report on Form 8-K/A dated August 30, 2001)

    3.13  --  Form of Amended and Restated Agreement of Limited Partnership
              of EOTT Energy Pipeline Limited Partnership (incorporated by
              reference to Exhibit 3.8 to Registration Statement, File No.
              33-82269)

    3.14  --  Amendment No. 1 dated as of September 1, 1999, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Pipeline
              Limited Partnership (incorporated by reference to Exhibit 3.3 to
              current report on Form 8-K dated September 29, 1999)

    3.15  --  Amendment No. 2 dated as of August 29, 2001, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Pipeline
              Limited Partnership (incorporated by reference to Exhibit 3.11 to
              Current Report on Form 8-K/A dated August 30, 2001)

    3.16  --  Amended and Restated Agreement of Limited Partnership of EOTT
              Energy Canada Limited Partnership (incorporated by reference to
              Exhibit 3.9 to Registration Statement, File No. 33-82269)

    3.17  --  Amendment No. 1 dated as of September 1, 1999, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Canada
              Limited Partnership (incorporated by reference to Exhibit 3.2 to
              current report on Form 8-K dated September 29, 1999)

    3.18  --  Amendment No. 2 dated as of August 29, 2001, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Canada
              Limited Partnership (incorporated by reference to Exhibit 3.12 to
              Current Report on Form 8-K/A dated August 30, 2001)

    3.19  --  Agreement of Limited Partnership dated as of June 28, 2001 of
              EOTT Energy Liquids, L.P. (incorporated by reference to Exhibit
              3.13 to Quarterly Report on Form 10-Q for the Quarter Ended
              September 30, 2001)

    3.20  --  Limited Liability Company Agreement dated as of June 27, 2001
              of EOTT Energy General Partner, L.L.C. (incorporated by reference
              to Exhibit 3.14 to Quarterly Report on Form 10-Q for the Quarter
              Ended September 30, 2001)

    3.21  --  Amendment No. 1 dated as of August 29, 2001, to the Limited
              Liability Company Agreement of EOTT Energy General Partner, L.L.C.
              (incorporated by reference to Exhibit 3.15 to Quarterly Report on
              Form 10-Q for the Quarter Ended September 30, 2001)

    4.1   --  Form of Indenture for Senior Debt Securities and Subordinated
              Debt Securities (incorporated by reference to Exhibit 4.1 to
              Registration Statement, File No. 333-82269)

    10.01 --  Form of Corporate Services Agreement between Enron Corp. and EOTT
              Energy Corp. (incorporated by reference to Exhibit 10.08 to
              Registration Statement, File No. 33-73984)


                                       4
<PAGE>

    10.02 --  Form of Contribution and Closing Agreement between EOTT Energy
              Corp. and EOTT Energy Partners, L.P. (incorporated by reference to
              Exhibit 10.09 to Registration Statement, File No. 33-73984)

    10.03 --  Form of Ancillary Agreement by and among Enron Corp., EOTT
              Energy Partners, L.P., EOTT Energy Operating Limited Partnership,
              EOTT Energy Pipeline Limited Partnership, EOTT Energy Canada
              Limited Partnership, and EOTT Energy Corp. (incorporated by
              reference to Exhibit 10.10 to Registration Statement, File No.
              33-73984)

    10.04 --  EOTT Energy Corp. Annual Incentive Plan (incorporated by reference
              to Exhibit 10.14 to Registration Statement, File No. 33-73984)

    10.05 --  EOTT Energy Corp. 1994 Unit Option Plan and the related Option
              Agreement (incorporated by reference to Exhibit 10.15 to
              Registration Statement, File No. 33-73984)

    10.06 --  EOTT Energy Corp. Severance Pay Plan (incorporated by reference to
              Exhibit 10.16 to Registration Statement, File No. 33-73984)

    10.07 --  EOTT Energy Corp. Long Term Incentive Plan (incorporated by
              reference to Exhibit 10.19 to Quarterly Report on Form 10-Q for
              the Quarter Ended September 30, 1997)

    10.08 --  Support Agreement dated September 21, 1998 between EOTT Energy
              Partners, L.P., EOTT Energy Operating Limited Partnership and
              Enron Corp. (incorporated by reference to Exhibit 10.22 to
              Quarterly Report on Form 10-Q for the Quarter Ended September 30,
              1998)

*** 10.09 --  Crude Oil Supply and Terminalling Agreement dated as of
              December 1, 1998 between Koch Oil Company and EOTT Energy
              Operating Limited Partnership (incorporated by reference to
              Exhibit 10.23 to Annual Report on Form 10-K for the Year Ended
              December 31, 1998)

    10.10 --  Amended and Restated Credit Agreement as of December 1, 1998
              between EOTT Energy Operating Limited Partnership, as Borrower,
              and Enron Corp., as Lender (incorporated by reference to Exhibit
              10.24 to Annual Report on Form 10-K for the Year Ended December
              31, 1998)

    10.11 --  Amendment dated March 17, 1999 to the Amended and Restated
              Credit Agreement as of December 1, 1998 between EOTT Energy
              Operating Limited Partnership, as Borrower, and Enron Corp., as
              Lender (incorporated by reference to Exhibit 10.26 to Annual
              Report on Form 10-K for the Year Ended December 31, 1998)

*** 10.12 --  Amendment dated December 1, 1998 to the Crude Oil Supply and
              Terminalling Agreement dated as of December 1, 1998 between Koch
              Oil Company and EOTT Energy Operating Limited Partnership
              (incorporated by reference to Exhibit 10.28 to Annual Report on
              Form 10-K for the Year Ended December 31, 1998)

    10.13 --  Amendment dated August 11, 1999 to the Amended and Restated
              Credit Agreement as of December 1, 1998 between EOTT Energy
              Operating Limited Partnership, as Borrower, and Enron Corp., as
              Lender (incorporated by reference to Exhibit 10.30 to Quarterly
              Report on Form 10-Q for the Period Ended June 30, 1999)


                                       5
<PAGE>

    10.14 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Dana R. Gibbs (incorporated by reference to Exhibit 10.32 to
              Quarterly Report on Form 10-Q for the Period Ended September 30,
              2000)

    10.15 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Lawrence Clayton, Jr. (incorporated by reference to Exhibit
              10.33 to Quarterly Report on Form 10-Q for the Period Ended
              September 30, 2000)

*** 10.16 --  Letter Agreement dated September 14, 2000 amending Crude Oil
              Supply and Terminalling Agreement (incorporated by reference to
              Exhibit 10.34 to Quarterly Report on Form 10-Q for the Period
              Ended September 30, 2000)

    10.17 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Molly Sample (incorporated by reference to Exhibit 10.35 to
              Annual Report on Form 10-K for the year ended December 31, 2000)

    10.18 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Lori Maddox (incorporated by reference to Exhibit 10.36 to
              Annual Report on Form 10-K for the year ended December 31, 2000)

*** 10.19 --  Letter Agreement dated February 6, 2001 amending Crude Oil
              Supply and Terminalling Agreement dated December 1, 1998
              (incorporated by reference to Exhibit 10.37 to Annual Report on
              Form 10-K for the year ended December 31, 2000)

    10.20 --  Purchase and Sale Agreement between Enron Corp. and EOTT Energy
              Partners, L.P., dated June 29, 2001, with list of omitted
              schedules and agreement to furnish omitted schedules
              supplementally to the Securities and Exchange Commission upon
              request (incorporated by reference to Exhibit 10.38 to Current
              Report on Form 8-K dated July 13, 2001)

*   10.21 --  Mont Belvieu Storage Capacity Purchase Agreement Dated as of June
              29, 2001 between EOTT Energy Liquids, L.P. and Enron Gas Liquids,
              Inc. (incorporated by reference to Exhibit 10.39 to Quarterly
              Report on Form 10-Q for the period ended June 30, 2001)

*   10.22 --  Toll Conversion Agreement dated as of June 29, 2001 between EOTT
              Energy Liquids, L.P. and Enron Gas Liquids, Inc. (incorporated by
              reference to Exhibit 10.40 to Quarterly Report on Form 10-Q for
              the period ended June 30, 2001)

    10.23 --  Administrative Services Agreement dated as of June 29, 2001
              between EOTT Energy Corp. and EOTT Energy General Partner, L.L.C.
              (incorporated by reference to Exhibit 10.41 to Quarterly Report on
              Form 10-Q for the period ended June 30, 2001)

**  10.24 --  Letter Agreement dated June 27, 2001, amending Crude Oil
              Supply and Terminalling Agreement dated December 1, 1998

**  10.25 --  Letter Agreement dated August 23, 2001, amending Crude
              Oil Supply and Terminalling Agreement dated December 1, 1998

*   10.26 --  Letter Agreement dated December 18, 2001, amending Crude Oil
              Supply and Terminalling Agreement dated December 1, 1998

**  10.27 --  Letter Agreement dated January 9, 2002, amending Crude
              Oil Supply and Terminalling Agreement dated December 1, 1998


                                       6
<PAGE>

**  10.28 --  Commodity Repurchase Agreement, dated as of February 28, 1998,
              between EOTT Energy Operating Limited Partnership and Standard
              Chartered Trade Service Corporation

**  10.29 --  Receivable(s) Purchase Agreement, dated as of October 19,
              1999, between EOTT Energy Operating Limited Partnership and
              Standard Chartered Trade Services Corporation.

*   10.30 --  First Amendment to the Receivable(s) Purchase Agreement,
              dated as of January 12, 2000, by and between EOTT Energy Operating
              Limited Partnership and Standard Chartered Trade Services
              Corporation

**  10.31 --  Second Amended and Restated Reimbursement, Loan and Security
              Agreement, dated as of April 23, 2002, by and between EOTT Energy
              Operating Limited Partnership, et al. and Standard Chartered Bank

*   10.32 --  Letter Agreement, dated as of April 23, 2002, regarding Commodity
              Repurchase Agreement and Receivable(s) Purchase Agreement

    18.1  --  Preferability Letter on Change in Accounting Principle
              (incorporated by reference to Exhibit 18.1 to Quarterly Report on
              Form 10-Q for the Period Ended March 31, 2001)

*   21.1  --  Subsidiaries of the Registrant

*   23.1  --  Consent of PricewaterhouseCoopers LLP

*      Filed herewith.
**     Filed herewith; however, confidential treatment has been requested with
       respect to certain portions of this exhibit.
***    Certain portions of this exhibit have been treated confidentially.

   (b)    Reports on Form 8-K

          Current Report on Form 8-K filed on February 11, 2002 pursuant to Item
          4. Changes in Registrants Certifying Accountant regarding resignation
          of Arthur Andersen LLP.

          Current Report on Form 8-K filed on March 27, 2002 pursuant to Item 4.
          Changes in Registrants Certifying Accountant regarding engagement of
          PricewaterhouseCoopers LLP.

          Current Report on Form 8-K filed on April 3, 2002 pursuant to Item 5.
          Other Events regarding suspension of first quarter distributions.

          Current Report on Form 8-K filed on April 15, 2002 pursuant to Item 5.
          Other Events regarding election of new Chairman and restructure of
          Board.

          Current Report on Form 8-K filed on April 16, 2002 pursuant to Item 5.
          Other Events regarding extension of credit facility.

          Current Report on Form 8-K filed on April 17, 2002 pursuant to Item 5.
          Other Events regarding our delay in filing our Annual Report on Form
          10-K.

          Current Report on Form 8-K filed on May 1, 2002 pursuant to Item 5.
          Other Events regarding our press release dated April 24, 2002.

          Current Report on Form 8-K filed on May 17, 2002 pursuant to Item 5.
          Other Events regarding our press release dated May 16, 2002.



                                       7
<PAGE>
                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized on the 19th day of June
2002.

                                          EOTT ENERGY PARTNERS, L.P.
                                          (A Delaware Limited Partnership)

                                By:              EOTT ENERGY CORP. as
                                                   General Partner


                                By:     /s/         DANA R. GIBBS
                                     -----------------------------------------
                                                    Dana R. Gibbs
                                     Chief Executive Officer, President
                                             and Chief Operating Officer

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons in the capacities and on
the dates indicated.

<Table>
<Caption>
                  Signature                                  Title                                   Date
                  ---------                                  -----                                   ----
<S>                                              <C>                                            <C>
     /s/     THOMAS M. MATTHEWS                  Chairman of the Board                           June 19, 2002
--------------------------------------------
             Thomas M. Matthews


     /s/   H. MALCOLM LOVETT, JR.                Director                                        June 19, 2002
--------------------------------------------
           H. Malcolm Lovett, Jr.


     /s/      JAMES M. TIDWELL                   Director                                        June 19, 2002
--------------------------------------------
              James M. Tidwell


                                                 Director                                        June __, 2002
--------------------------------------------
              K. George Wasaff


                                                 Director                                        June __, 2002
--------------------------------------------
              Roderick Hayslett


     /s/        DANA R. GIBBS                    Chief Executive Officer, President              June 19, 2002
--------------------------------------------       and Chief Operating Officer
                Dana R. Gibbs


     /s/    LAWRENCE CLAYTON, JR.                Senior Vice President and                       June 19, 2002
--------------------------------------------       Chief Financial Officer
            Lawrence Clayton, Jr.


     /s/       LORI L. MADDOX                    Vice President and Controller                   June 19, 2002
--------------------------------------------       (Chief Accounting Officer)
               Lori L. Maddox
</Table>


                                       8
<PAGE>

                                INDEX TO EXHIBITS


<Table>
<Caption>
EXHIBIT
NUMBER                               DESCRIPTION
------                               -----------
<S>           <C>
    3.1   --  Form of Partnership Agreement of EOTT Energy Partners, L.P.
              (incorporated by reference to Exhibit 3.1 to Registration
              Statement, File No. 33-73984)

    3.2   --  Amendment No. 1 dated as of August 8, 1995, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.2 to Annual Report on
              Form 10-K for the Year Ended December 31, 1995)

    3.3   --  Amendment No. 2 dated as of July 16, 1996, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.3 to Quarterly Report
              on Form 10-Q for the Quarter Ended June 30, 1996)

    3.4   --  Amendment No. 3 dated as of February 13, 1997, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.4 to Annual Report on
              Form 10-K for the Year Ended December 31, 1996)

    3.5   --  Amendment No. 4 dated as of November 30, 1998, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.5 to Annual Report on
              Form 10-K for the Year Ended December 31, 1998)

    3.6   --  Amendment No. 5 dated as of December 7, 1998, to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.6 to Annual Report on
              Form 10-K for the Year Ended December 31, 1998)

    3.7   --  Amendment No. 6 dated as of September 16, 1999 to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.1 to Current Report
              on Form 8-K dated September 29, 1999)

    3.8   --  Reorganization Agreement dated as of August 29, 2001, between EOTT
              Energy Partners, L.P., EOTT Energy Operating Limited Partnership,
              EOTT Energy Pipeline Limited Partnership, EOTT Energy Canada
              Limited Partnership, EOTT Energy Corp., and EOTT Energy General
              Partner (incorporated by reference to Exhibit 3.8 to Current
              Report on Form 8-K/A dated August 30, 2001)

    3.9   --  Amendment No. 7 dated as of August 29, 2001 to the Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Partners,
              L.P. (incorporated by reference to Exhibit 3.9 to Current Report
              on Form 8-K/A dated August 30, 2001)

    3.10  --  Form of Amended and Restated Agreement of Limited Partnership
              of EOTT Energy Operating Limited Partnership (incorporated by
              reference to Exhibit 10.11 to Registration Statement, File No.
              33-73984)
</Table>

<PAGE>

<Table>
<S>           <C>
    3.11  --  Amendment No. 1 dated as of September 1, 1999, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Operating
              Limited Partnership (incorporated by reference to Exhibit 3.2 to
              current report on Form 8-K dated September 29, 1999)

    3.12  --  Amendment No. 2 dated as of August 29, 2001, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Operating
              Limited Partnership (incorporated by reference to Exhibit 3.10 to
              Current Report on Form 8-K/A dated August 30, 2001)

    3.13  --  Form of Amended and Restated Agreement of Limited Partnership
              of EOTT Energy Pipeline Limited Partnership (incorporated by
              reference to Exhibit 3.8 to Registration Statement, File No.
              33-82269)

    3.14  --  Amendment No. 1 dated as of September 1, 1999, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Pipeline
              Limited Partnership (incorporated by reference to Exhibit 3.3 to
              current report on Form 8-K dated September 29, 1999)

    3.15  --  Amendment No. 2 dated as of August 29, 2001, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Pipeline
              Limited Partnership (incorporated by reference to Exhibit 3.11 to
              Current Report on Form 8-K/A dated August 30, 2001)

    3.16  --  Amended and Restated Agreement of Limited Partnership of EOTT
              Energy Canada Limited Partnership (incorporated by reference to
              Exhibit 3.9 to Registration Statement, File No. 33-82269)

    3.17  --  Amendment No. 1 dated as of September 1, 1999, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Canada
              Limited Partnership (incorporated by reference to Exhibit 3.2 to
              current report on Form 8-K dated September 29, 1999)

    3.18  --  Amendment No. 2 dated as of August 29, 2001, to Amended and
              Restated Agreement of Limited Partnership of EOTT Energy Canada
              Limited Partnership (incorporated by reference to Exhibit 3.12 to
              Current Report on Form 8-K/A dated August 30, 2001)

    3.19  --  Agreement of Limited Partnership dated as of June 28, 2001 of
              EOTT Energy Liquids, L.P. (incorporated by reference to Exhibit
              3.13 to Quarterly Report on Form 10-Q for the Quarter Ended
              September 30, 2001)

    3.20  --  Limited Liability Company Agreement dated as of June 27, 2001
              of EOTT Energy General Partner, L.L.C. (incorporated by reference
              to Exhibit 3.14 to Quarterly Report on Form 10-Q for the Quarter
              Ended September 30, 2001)

    3.21  --  Amendment No. 1 dated as of August 29, 2001, to the Limited
              Liability Company Agreement of EOTT Energy General Partner, L.L.C.
              (incorporated by reference to Exhibit 3.15 to Quarterly Report on
              Form 10-Q for the Quarter Ended September 30, 2001)
</Table>

<PAGE>

<Table>
<S>           <C>
    4.1   --  Form of Indenture for Senior Debt Securities and Subordinated
              Debt Securities (incorporated by reference to Exhibit 4.1 to
              Registration Statement, File No. 333-82269)

    10.01 --  Form of Corporate Services Agreement between Enron Corp. and EOTT
              Energy Corp. (incorporated by reference to Exhibit 10.08 to
              Registration Statement, File No. 33-73984)

    10.02 --  Form of Contribution and Closing Agreement between EOTT Energy
              Corp. and EOTT Energy Partners, L.P. (incorporated by reference to
              Exhibit 10.09 to Registration Statement, File No. 33-73984)

    10.03 --  Form of Ancillary Agreement by and among Enron Corp., EOTT
              Energy Partners, L.P., EOTT Energy Operating Limited Partnership,
              EOTT Energy Pipeline Limited Partnership, EOTT Energy Canada
              Limited Partnership, and EOTT Energy Corp. (incorporated by
              reference to Exhibit 10.10 to Registration Statement, File No.
              33-73984)

    10.04 --  EOTT Energy Corp. Annual Incentive Plan (incorporated by reference
              to Exhibit 10.14 to Registration Statement, File No. 33-73984)

    10.05 --  EOTT Energy Corp. 1994 Unit Option Plan and the related Option
              Agreement (incorporated by reference to Exhibit 10.15 to
              Registration Statement, File No. 33-73984)

    10.06 --  EOTT Energy Corp. Severance Pay Plan (incorporated by reference to
              Exhibit 10.16 to Registration Statement, File No. 33-73984)

    10.07 --  EOTT Energy Corp. Long Term Incentive Plan (incorporated by
              reference to Exhibit 10.19 to Quarterly Report on Form 10-Q for
              the Quarter Ended September 30, 1997)

    10.08 --  Support Agreement dated September 21, 1998 between EOTT Energy
              Partners, L.P., EOTT Energy Operating Limited Partnership and
              Enron Corp. (incorporated by reference to Exhibit 10.22 to
              Quarterly Report on Form 10-Q for the Quarter Ended September 30,
              1998)

*** 10.09 --  Crude Oil Supply and Terminalling Agreement dated as of
              December 1, 1998 between Koch Oil Company and EOTT Energy
              Operating Limited Partnership (incorporated by reference to
              Exhibit 10.23 to Annual Report on Form 10-K for the Year Ended
              December 31, 1998)

    10.10 --  Amended and Restated Credit Agreement as of December 1, 1998
              between EOTT Energy Operating Limited Partnership, as Borrower,
              and Enron Corp., as Lender (incorporated by reference to Exhibit
              10.24 to Annual Report on Form 10-K for the Year Ended December
              31, 1998)

    10.11 --  Amendment dated March 17, 1999 to the Amended and Restated
              Credit Agreement as of December 1, 1998 between EOTT Energy
              Operating Limited Partnership, as Borrower, and Enron Corp., as
              Lender (incorporated by reference to Exhibit 10.26 to Annual
              Report on Form 10-K for the Year Ended December 31, 1998)
</Table>

<PAGE>

<Table>
<S>           <C>
*** 10.12 --  Amendment dated December 1, 1998 to the Crude Oil Supply and
              Terminalling Agreement dated as of December 1, 1998 between Koch
              Oil Company and EOTT Energy Operating Limited Partnership
              (incorporated by reference to Exhibit 10.28 to Annual Report on
              Form 10-K for the Year Ended December 31, 1998)

    10.13 --  Amendment dated August 11, 1999 to the Amended and Restated
              Credit Agreement as of December 1, 1998 between EOTT Energy
              Operating Limited Partnership, as Borrower, and Enron Corp., as
              Lender (incorporated by reference to Exhibit 10.30 to Quarterly
              Report on Form 10-Q for the Period Ended June 30, 1999)

    10.14 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Dana R. Gibbs (incorporated by reference to Exhibit 10.32 to
              Quarterly Report on Form 10-Q for the Period Ended September 30,
              2000)

    10.15 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Lawrence Clayton, Jr. (incorporated by reference to Exhibit
              10.33 to Quarterly Report on Form 10-Q for the Period Ended
              September 30, 2000)

*** 10.16 --  Letter Agreement dated September 14, 2000 amending Crude Oil
              Supply and Terminalling Agreement (incorporated by reference to
              Exhibit 10.34 to Quarterly Report on Form 10-Q for the Period
              Ended September 30, 2000)

    10.17 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Molly Sample (incorporated by reference to Exhibit 10.35 to
              Annual Report on Form 10-K for the year ended December 31, 2000)

    10.18 --  Form of Executive Employment Agreement between EOTT Energy Corp.
              and Lori Maddox (incorporated by reference to Exhibit 10.36 to
              Annual Report on Form 10-K for the year ended December 31, 2000)

*** 10.19 --  Letter Agreement dated February 6, 2001 amending Crude Oil
              Supply and Terminalling Agreement dated December 1, 1998
              (incorporated by reference to Exhibit 10.37 to Annual Report on
              Form 10-K for the year ended December 31, 2000)

    10.20 --  Purchase and Sale Agreement between Enron Corp. and EOTT Energy
              Partners, L.P., dated June 29, 2001, with list of omitted
              schedules and agreement to furnish omitted schedules
              supplementally to the Securities and Exchange Commission upon
              request (incorporated by reference to Exhibit 10.38 to Current
              Report on Form 8-K dated July 13, 2001)

*   10.21 --  Mont Belvieu Storage Capacity Purchase Agreement Dated as of June
              29, 2001 between EOTT Energy Liquids, L.P. and Enron Gas Liquids,
              Inc. (incorporated by reference to Exhibit 10.39 to Quarterly
              Report on Form 10-Q for the period ended June 30, 2001)

*   10.22 --  Toll Conversion Agreement dated as of June 29, 2001 between EOTT
              Energy Liquids, L.P. and Enron Gas Liquids, Inc. (incorporated by
              reference to Exhibit 10.40 to Quarterly Report on Form 10-Q for
              the period ended June 30, 2001)

    10.23 --  Administrative Services Agreement dated as of June 29, 2001
              between EOTT Energy Corp. and EOTT Energy General Partner, L.L.C.
              (incorporated by reference to Exhibit 10.41 to Quarterly Report on
              Form 10-Q for the period ended June 30, 2001)
</Table>

<PAGE>

<Table>
<S>           <C>
**  10.24 --  Letter Agreement dated June 27, 2001, amending Crude Oil
              Supply and Terminalling Agreement dated December 1, 1998

**  10.25 --  Letter Agreement dated August 23, 2001, amending Crude
              Oil Supply and Terminalling Agreement dated December 1, 1998

*   10.26 --  Letter Agreement dated December 18, 2001, amending Crude Oil
              Supply and Terminalling Agreement dated December 1, 1998

**  10.27 --  Letter Agreement dated January 9, 2002, amending Crude
              Oil Supply and Terminalling Agreement dated December 1, 1998

**  10.28 --  Commodity Repurchase Agreement, dated as of February 28, 1998,
              between EOTT Energy Operating Limited Partnership and Standard
              Chartered Trade Service Corporation

**  10.29 --  Receivable(s) Purchase Agreement, dated as of October 19,
              1999, between EOTT Energy Operating Limited Partnership and
              Standard Chartered Trade Services Corporation.

*   10.30 --  First Amendment to the Receivable(s) Purchase Agreement,
              dated as of January 12, 2000, by and between EOTT Energy Operating
              Limited Partnership and Standard Chartered Trade Services
              Corporation

**  10.31 --  Second Amended and Restated Reimbursement, Loan and Security
              Agreement, dated as of April 23, 2002, by and between EOTT Energy
              Operating Limited Partnership, et al. and Standard Chartered Bank

*   10.32 --  Letter Agreement, dated as of April 23, 2002, regarding Commodity
              Repurchase Agreement and Receivable(s) Purchase Agreement

    18.1  --  Preferability Letter on Change in Accounting Principle
              (incorporated by reference to Exhibit 18.1 to Quarterly Report on
              Form 10-Q for the Period Ended March 31, 2001)

*   21.1  --  Subsidiaries of the Registrant

*   23.1  --  Consent of PricewaterhouseCoopers LLP
</Table>

*      Filed herewith.

**     Filed herewith; however, confidential treatment has been requested with
       respect to certain portions of this exhibit.

***    Certain portions of this exhibit have been treated confidentially.