EXHIBIT 99.4

                               PRELIMINARY PROXY
                       ENTERPRISE PRODUCTS PARTNERS L.P.

              PROXY SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
          OF THE GENERAL PARTNER OF ENTERPRISE PRODUCTS PARTNERS L.P.

     The undersigned unitholder of Enterprise Products Partners L.P., a Delaware
limited partnership ("Enterprise"), hereby nominates and appoints           ,
          and           or any one of them, with full power of substitution, as
true and lawful agents and proxies to represent the undersigned and to vote all
Enterprise common units owned by the undersigned in all matters coming before
the Special Meeting of Unitholders of Enterprise (or any adjournment thereof) to
be held at           , on           , 2004, at   a.m., local time. The board of
directors recommends a vote "FOR" each of the matters set forth on the reverse
side.

     The undersigned hereby revokes any proxy heretofore given to vote units
held by the undersigned.

     THE UNDERSIGNED ACKNOWLEDGES THAT THIS PROXY WHEN PROPERLY EXECUTED WILL BE
VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED UNITHOLDER AND THAT IF NO
DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR APPROVAL OF:

     - THE ISSUANCE OF ENTERPRISE COMMON UNITS PURSUANT TO THE MERGER AGREEMENT,
       DATED AS OF DECEMBER 15, 2003, AMONG ENTERPRISE PRODUCTS PARTNERS L.P.,
       ENTERPRISE PRODUCTS GP, LLC, ENTERPRISE PRODUCTS MANAGEMENT LLC,
       GULFTERRA ENERGY PARTNERS, L.P. AND GULFTERRA ENERGY COMPANY, L.L.C., AS
       IT MAY BE AMENDED FROM TIME TO TIME; AND

     - THE CONVERSION OF ENTERPRISE'S 4,413,549 CLASS B SPECIAL UNITS INTO AN
       EQUAL NUMBER OF COMMON UNITS.

     ABSTENTIONS AND BROKER NON-VOTES HAVE THE SAME EFFECT AS A VOTE AGAINST THE
ISSUANCE OF ENTERPRISE COMMON UNITS PURSUANT TO THE MERGER AGREEMENT, AND
AGAINST THE CONVERSION OF ENTERPRISE'S CLASS B SPECIAL UNITS INTO AN EQUAL
NUMBER OF COMMON UNITS. THE INDIVIDUALS NAMED ABOVE ARE AUTHORIZED TO VOTE IN
THEIR DISCRETION ON ANY OTHER MATTERS THAT MAY PROPERLY COME BEFORE THE MEETING.

     THIS PROXY MAY BE REVOKED AT ANY TIME PRIOR TO THE VOTING OF THE PROXY BY
THE EXECUTION AND SUBMISSION OF A REVISED PROXY BY WRITTEN NOTICE TO THE
SECRETARY OF THE GENERAL PARTNER OF ENTERPRISE OR BY VOTING IN PERSON AT THE
MEETING OR BY PROPERLY COMPLETING AND EXECUTING A LATER DATED PROXY AND
DELIVERING IT TO THE SECRETARY OF THE GENERAL PARTNER OF ENTERPRISE AT OR BEFORE
THE ENTERPRISE MEETING.

    DO NOT RETURN YOUR PROXY CARD IF YOU ARE VOTING BY TELEPHONE OR INTERNET

                   Continued and to be signed on reverse side


                               VOTE BY TELEPHONE

IT'S FAST, CONVENIENT, AND IMMEDIATE!

FOLLOW THESE FOUR EASY STEPS:

1.  READ THE ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS AND PROXY CARD.
2.  CALL THE TOLL FREE NUMBER 1-          .
3.  ENTER YOUR VOTE CONTROL NUMBER.
4.  FOLLOW THE RECORDED INSTRUCTIONS.

YOUR VOTE IS IMPORTANT!
Call the Toll-Free number above anytime!

                       VOTE BY INTERNET

IT'S FAST, CONVENIENT, AND YOUR VOTE IS IMMEDIATELY CONFIRMED AND POSTED!

FOLLOW THESE FOUR EASY STEPS:

1.  READ THE ACCOMPANYING JOINT PROXY STATEMENT/PROSPECTUS AND PROXY CARD.
2.  GO TO THE WEB SITE HTTP://WWW.PROXYVOTENOW.COM
3.  ENTER YOUR VOTER CONTROL NUMBER.
4.  FOLLOW THE INSTRUCTIONS PROVIDED.

YOUR VOTE IS IMPORTANT!
Go to HTTP://WWW.PROXYVOTENOW.COM anytime!

    DO NOT RETURN YOUR PROXY CARD IF YOU ARE VOTING BY TELEPHONE OR INTERNET

     WHEN TIMELY AND PROPERLY EXECUTED, THIS PROXY WILL BE VOTED IN THE MANNER
SPECIFIED BELOW BY THE UNITHOLDER. TO THE EXTENT CONTRARY SPECIFICATIONS ARE NOT
GIVEN, THIS PROXY WILL BE VOTED "FOR" THE MATTERS LISTED BELOW.

1.  Approval of the issuance of Enterprise Products Partners L.P. common units
    pursuant to the Merger Agreement, dated as of December 15, 2003, by and
    among Enterprise Products Partners, L.P., Enterprise Products GP, LLC,
    Enterprise Products Management LLC, GulfTerra Energy Partners, L.P. and
    GulfTerra Energy Company, L.L.C., as it may be amended from time to time.

               [ ] FOR          [ ] AGAINST          [ ] ABSTAIN

2.  Approval of the conversion of Enterprise's 4,413,549 Class B special units
    into an equal number of common units.

               [ ] FOR          [ ] AGAINST          [ ] ABSTAIN

3.  In their discretion, the proxies are authorized to vote upon such other
    business as may properly come before the meeting or any adjournment thereof,
    including matters incident to its conduct such as adjournment, including
    adjournment for the purpose of soliciting additional proxies.
    Notwithstanding the foregoing, proxies voted against either Proposal 1 or 2
    will not be voted in favor of any adjournment of the meeting for the purpose
    of soliciting additional proxies.

                                          MARK HERE IF YOU PLAN TO ATTEND THE
                                          MEETING  [ ]

                                          MARK HERE FOR ADDRESS CHANGE AND NOTE
                                          AT LEFT  [ ]

                                          Please sign exactly as your name
                                          appears at left, indicating your
                                          official position or representative
                                          capacity, if applicable. If units are
                                          held jointly, each owner should sign.

                                          Signature:
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                                          Date:
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                                          Signature:
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                                          Date:
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