                                                   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: NovemberFebruary 138, 20012002
                               (Date of earliest event reported: February 1 , 2002)


                                        Commission File Number 333-93239-01




                                        ENTERPRISE PRODUCTS OPERATING L.P.
                                                             (Exact name of registrant as specified in its charter)




                                                      DELAWARE                                                                                                        76-0568220
                               (State or other jurisdiction of                                                                      (I.R.S. Employer Identification
                                incorporation or organization)                                            Number                                   Identification No.)



                                         2727 North Loop West
                                               Houston, Texas                                                                                                      77008
                         (Address of principal executive                                          offices)                                   (Zip Codecode)
                           offices)



                                                                                                     (713) 880-6500
                                                                (Registrant's telephone number, including area code)




Item 2.  ACQUISITION OR DISPOSITION OF ASSETS

         ItemPurchase 9of Diamond-Koch storage assets

         On January 17, 2002, we completed the purchase of various hydrocarbon storage assets from affiliates of
Valero Energy Corporation and Koch Industries, Inc.   Regulation  The FDpurchase Disclosureprice of the storage assets was approximately
$129 million (subject to certain post-closing adjustments) and will be accounted for as an asset purchase.  The
purchase price was funded entirely by internally generated funds.  The effective date of the purchase was January
1, 2002.

         InThe accordancestorage facilities consist of 30 salt dome storage caverns with Generala Instructiontotal Bpermitted capacity of 77
million barrels, local distribution pipelines and related equipment.2  The facilities provide storage services for
mixed natural gas liquids, ethane, propane, butanes, natural gasoline and olefins (such as ethylene), polymer
grade propylene, chemical grade propylene and refinery grade propylene.  The offacilities Formare 8-Klocated in Mont
Belvieu, Texas and serve the followinglargest informationpetrochemical shalland notrefinery becomplex deemed
"filed"in forthe purposesUnited States.  We will continue
such use of Sectionthese 18assets and integrate them into our existing storage operations located in Mont Belvieu.

         Purchase of Diamond-Koch propylene fractionation assets

         On February 1, 2002, we completed the Securitiespurchase Exchangeof Actvarious propylene fractionation assets from affiliates
of 1934Valero Energy Corporation and Koch Industries, asInc. amendedand certain inventories of refinery grade propylene,
propane norand shallpolymer itgrade propylene owned by such affiliates.  The purchase price of these assets was
approximately $238.5 million (subject to certain post-closing adjustments) and will be deemedaccounted for as an asset
incorporatedpurchase.  The purchase price was funded by referencea drawdown on our existing revolving bank credit facilities.

         The propylene fractionation assets being acquired include a 66.7% interest in anya filingpolymer undergrade propylene
fractionation facility located in Mont Belvieu, Texas, a 50.0% interest in an entity which owns a polymer grade
propylene export terminal located on the SecuritiesHouston ActShip ofChannel 1933in La Porte, Texas and varying interests in several
supporting distribution pipelines and related equipment.   The propylene fractionation facility has the capacity
to produce approximately 45,000 barrels per day of polymer grade propylene.   We will continue such use of these
assets as amendedwe integrate them into our Mont Belvieu operations.

         RepresentativesThe names of Enterpriseparticipating Productslenders GPunder our existing revolving credit facilities are First Union
National Bank, LLCThe Chase Manhattan Bank, Bank One, NA, National Australia Bank Limited, Toronto Dominion (Texas),
Inc., Fleet National Bank, The Fuji Bank, Limited, The Dai-Ichi Kangyo Bank, Limited, Bank of Tokyo - Mitsubishi,
Ltd. Houston Agency, SunTrust Bank, Westdeutsche Landesbank Gironzentrale New York Branch, Guaranty Federal Bank
F.S.B., Citibank NA, The Bank of Nova Scotia and Hibernia National Bank.

         Both the Generalstorage Partnerand propylene fractionation acquisitions have been approved by the requisite regulatory
authorities.  The post-closing purchase price adjustments of Enterpriseboth Productstransactions Partnersare Lexpected to be completed
during the second quarter of 2002.P  A copy of our press releases announcing the completion of the transactions
and both purchase and sale agreements are attached hereto as exhibits.  The filing of this report was not
required until completion of the second transaction raised the combined acquisitions to a level of materiality in
respect to our business.

Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

("EPD"a)      Financial intendstatements of business acquired.

              Not applicable.

(b)      Pro forma financial information.

              Not applicable.

(c)      Exhibits.




         Pursuant to makeItem 601(b)(2) of Regulation S-K, certain schedules and exhibits to the Purchase and Sale
Agreements (all of which are listed therein) have been omitted from this Item 7(c).  We hereby agree to furnish
supplementally a presentationcopy of any such omitted item to equitythe analystsSecurities and othersExchange onCommission Novemberupon 13request.

         10.1     Purchase and Sale Agreement dated as of January 16, 20012002 concerningby EPDand between Diamond-Koch, theL.P. and
Limited                  Diamond-Koch PartnerIII, ofL.P. and Enterprise Products Texas Operating L.P.
         10.2     Purchase and Sale Agreement dated as of January 31, 2002 by and between D-K Diamond-Koch, L.L.C.,
                  Diamond-Koch, L.P. and Diamond-Koch III, L.P. (collectively, the "CompanySellers").   The Companyand isEnterprise
                  Products 98Operating L.9899%P. owned(the by EPD"Buyer").
Interested         99.1     Press partiesRelease maydated viewJanuary the17, presentation2002 materialsregarding oncompletion EPD'sof website,storage wwwasset purchase.epplp
         99.com2     Press Release dated February 4, 2002 regarding completion of propylene fractionation asset
                  purchase.





                                                    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 PRODUCTS OPERATING L.P.

                                            By:   Enterprise Products GP, LLC, its general partner




Date:  NovemberFebruary 138, 2001                    2002                     By:      /s/ Michael J. Knesek
                                                     ----------------------------------
                                                     Michael J. Knesek
                                                     Vice President, Controller, and
                                                     Principal Accounting Officer of
                                                     Enterprise Products GP, LLC
Filing Compare · ENTERPRISE PRODUCTS OPERATING L P
