UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 8-K


 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): December 31, 2007

 


ENTERPRISE GP HOLDINGS L.P.

(Exact name of registrant as specified in its charter)

 

Delaware

1-32610

13-4297064

(State or Other Jurisdiction of

(Commission

(I.R.S. Employer

Incorporation or Organization)

File Number)

Identification No.)

 

 

1100 Louisiana, 10th Floor

Houston, Texas 77002

(Address of Principal Executive Offices, including Zip Code)

 

(713) 381-6500

(Registrant’s Telephone Number, including Area Code)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


Item 8.01. Other Events.

 

We are filing the audited December 31, 2007 consolidated balance sheet of EPE Holdings, LLC, which is included as Exhibit 99.1 to this Current Report on Form 8-K. EPE Holdings, LLC is the general partner of Enterprise GP Holdings L.P.


Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

23.1

Consent of Deloitte & Touche LLP

 

99.1

Audited December 31, 2007 Consolidated Balance Sheet of EPE Holdings, LLC.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

ENTERPRISE GP HOLDINGS L.P.

 

 

By:

EPE Holdings, LLC, as general partner

 

 

 

Date: March 14, 2008

By: ___/s/ Michael J. Knesek________________

 

Michael J. Knesek

 

Senior Vice President, Controller

 

and Principal Accounting Officer

 

of EPE Holdings, LLC