EXHIBIT 99.3

RECONCILIATION OF ESTIMATED NON-GAAP DISTRIBUTABLE CASH FLOW TO
ESTIMATED GAAP CASH FLOWS FROM OPERATING ACTIVITIES BEFORE
THE NET EFFECT OF CHANGES IN OPERATING ACCOUNTS
(Dollars in millions)

        The following table presents a reconciliation of the median estimates of net income, distributable cash flow and cash flow from operating activities before the net effect of changes in operating accounts for the periods indicated:

	Three Months Ending Sept. 30, 2003			Three Months Ending Dec. 31, 2003			Twelve Months Ending Dec. 31, 2003
Median estimated measure of net income (GAAP-based)	$	20		$	45		$	139
Adjustments to derive estimated distributable cash flow:
Depreciation and amortization		28			28			124
Operating leases paid by EPCO, net		2			2			9
Equity in income of unconsolidated affiliates		(3	)		(4	)		(8	)
Distributions received from unconsolidated affiliates		5			7			33
Sustaining capital expenditures		(5	)		(4	)		(14	)
Other		3			1
Median estimated measure of distributable cash flow (non-GAAP)		50			75			283
Reconciliation of estimated distributable cash flow to
estimated cash flow from operating activities before the net
effect of changes in operating accounts:
Sustaining capital expenditures		5			4			14
Minority interest in income not included in
calculation of estimated distributable cash flow		1			1			5
Median estimated measure of cash flow from operating activities
before net effect of changes in operating accounts (GAAP-based)	$	56		$	80		$	302

        For the three months ended September 30, 2003, we estimate that net income will range between $17 million and $23 million. As a result, we estimate the range of distributable cash flow for the third quarter will range between $47 million and $53 million. Our current estimate of the range of cash flow from operating activites before the net effect of changes in operating accounts is $53 million to $59 million.

        For the three months ended December 31, 2003, we estimate that net income will range between $40 million and $50 million. As a result, we estimate the range of distributable cash flow for the fourth quarter will range between $70 million and $80 million. Our current estimate of the range of cash flow from operating activites before the net effect of changes in operating accounts is $75 million to $85 million.

        For the twelve months ending December 31, 2003, we estimate that net income will range between $131 million and $147 million. As a result, we estimate the range of distributable cash flow for the year will range between $275 million and $291 million. Our current estimate of the range of cash flow from operating activites before the net effect of changes in operating accounts is $294 million to $310 million.