Note 9. Debt Obligations

Our consolidated debt obligations consisted of the following at the dates indicated (arranged by company and maturity date):

	June 30,			December 31,
	2011			2010
EPO senior debt obligations:
Senior Notes B, 7.50% fixed-rate, due February 2011	$	--		$	450.0
Senior Notes S, 7.625% fixed-rate, due February 2012		490.5			490.5
Senior Notes P, 4.60% fixed-rate, due August 2012		500.0			500.0
$1.75 Billion Multi-Year Revolving Credit Facility, variable-rate, due November 2012		--			648.0
Senior Notes C, 6.375% fixed-rate, due February 2013		350.0			350.0
Senior Notes T, 6.125% fixed-rate, due February 2013		182.5			182.5
Senior Notes M, 5.65% fixed-rate, due April 2013		400.0			400.0
Senior Notes U, 5.90% fixed-rate, due April 2013		237.6			237.6
Senior Notes O, 9.75% fixed-rate, due January 2014		500.0			500.0
Senior Notes G, 5.60% fixed-rate, due October 2014		650.0			650.0
Senior Notes I, 5.00% fixed-rate, due March 2015		250.0			250.0
Senior Notes X, 3.70% fixed-rate, due June 2015		400.0			400.0
Senior Notes AA, 3.20% fixed-rate, due February 2016		750.0			--
Senior Notes L, 6.30% fixed-rate, due September 2017		800.0			800.0
Senior Notes V, 6.65% fixed-rate, due April 2018		349.7			349.7
Senior Notes N, 6.50% fixed-rate, due January 2019		700.0			700.0
Senior Notes Q, 5.25% fixed-rate, due January 2020		500.0			500.0
Senior Notes Y, 5.20% fixed-rate, due September 2020		1,000.0			1,000.0
Senior Notes D, 6.875% fixed-rate, due March 2033		500.0			500.0
Petal GO Zone Bonds, variable-rate, due August 2034		57.5			57.5
Senior Notes H, 6.65% fixed-rate, due October 2034		350.0			350.0
Senior Notes J, 5.75% fixed-rate, due March 2035		250.0			250.0
Senior Notes W, 7.55% fixed-rate, due April 2038		399.6			399.6
Senior Notes R, 6.125% fixed-rate, due October 2039		600.0			600.0
Senior Notes Z, 6.45% fixed-rate, due September 2040		600.0			600.0
Senior Notes BB, 5.95% fixed-rate, due February 2041		750.0			--
TEPPCO senior debt obligations:
TEPPCO Senior Notes, 7.625% fixed-rate, due February 2012		9.5			9.5
TEPPCO Senior Notes, 6.125% fixed-rate, due February 2013		17.5			17.5
TEPPCO Senior Notes, 5.90% fixed-rate, due April 2013		12.4			12.4
TEPPCO Senior Notes, 6.65% fixed-rate, due April 2018		0.3			0.3
TEPPCO Senior Notes, 7.55% fixed-rate, due April 2038		0.4			0.4
Duncan Energy Partners' debt obligations:
DEP Term Loan, variable-rate, due December 2011		282.3			282.3
DEP $850 Million Multi-Year Revolving Credit Facility, variable-rate, due October 2013		467.5			106.0
DEP $400 Million Term Loan Facility, variable-rate, due October 2013		400.0			400.0
Total principal amount of senior debt obligations		12,757.3			11,993.8
EPO Junior Subordinated Notes A, fixed/variable-rate, due August 2066		550.0			550.0
EPO Junior Subordinated Notes C, fixed/variable-rate, due June 2067		285.8			285.8
EPO Junior Subordinated Notes B, fixed/variable-rate, due January 2068		682.7			682.7
TEPPCO Junior Subordinated Notes, fixed/variable-rate, due June 2067		14.2			14.2
Total principal amount of senior and junior debt obligations		14,290.0			13,526.5
Other, non-principal amounts:
Change in fair value of debt hedged in fair value hedging relationship (1)		59.0			49.3
Unamortized discounts, net of premiums		(29.1	)		(24.0	)
Unamortized deferred net gains related to terminated interest rate swaps (1)		7.1			11.7
Total other, non-principal amounts		37.0			37.0
Less current maturities of debt (2)		(782.3	)		(282.3	)
Total long-term debt	$	13,544.7		$	13,281.2

(1) See Note 4 for information regarding our interest rate hedging activities. (2) We expect to refinance the current maturities of our debt obligations prior to their maturity.

Letters of Credit

At June 30, 2011, EPO had a $50.0 million letter of credit outstanding related to its commodity derivative instruments and a $58.3 million letter of credit outstanding related to its Petal GO Zone Bonds. These letter of credit facilities do not reduce the amount available for borrowing under EPO's Multi-Year Revolving Credit Facility.

Parent-Subsidiary Guarantor Relationships

Enterprise Products Partners L.P. acts as guarantor of the consolidated debt obligations of EPO with the exception of Duncan Energy Partners' debt obligations and the remaining debt obligations of TEPPCO. If EPO were to default on any of its guaranteed debt, Enterprise Products Partners L.P. would be responsible for full repayment of that obligation.

The borrowings of Duncan Energy Partners are presented as part of our consolidated debt obligations. However, neither Enterprise Products Partners L.P. nor EPO have any obligation for the payment of interest or repayment of borrowings incurred by Duncan Energy Partners.

Debt Obligations

Apart from that discussed below and routine fluctuations in the balance of our consolidated revolving credit facilities, there have been no significant changes in the terms or amounts of our consolidated debt obligations since those reported in our 2010 Form 10-K.

At June 30, 2011, EPO's Multi-Year Revolving Credit Facility had no borrowings outstanding. Available borrowing capacity under this revolving credit facility is $1.75 billion.

Issuance of Senior Notes AA and BB. In January 2011, EPO issued $750.0 million in principal amount of 5-year unsecured Senior Notes AA and $750.0 million in principal amount of 30-year unsecured Senior Notes BB. Senior Notes AA were issued at 99.901% of their principal amount, have a fixed interest rate of 3.20%, and mature on February 1, 2016. Senior Notes BB were issued at 99.317% of their principal amount, have a fixed interest rate of 5.95%, and mature on February 1, 2041. Net proceeds from the issuance of Senior Notes AA and BB were used (i) to repay $450.0 million in aggregate principal amount of Senior Notes B that matured in February 2011, (ii) to temporarily reduce borrowings outstanding under EPO's Multi-Year Revolving Credit Facility and (iii) for general company purposes.

Senior Notes AA and BB rank equal with EPO's existing and future unsecured and unsubordinated indebtedness. They are senior to any existing and future subordinated indebtedness of EPO. Senior Notes AA and BB are subject to make-whole redemption rights and were issued under indentures containing certain covenants, which generally restrict EPO's ability, with certain exceptions, to incur debt secured by liens and engage in sale and leaseback transactions.

Cancellation of Canadian Revolving Credit Facility. As of December 31, 2010, there were no debt obligations outstanding under this $30 million revolving credit facility. This facility was cancelled in January 2011.

Covenants

After giving effect to the limited waivers described below, we were in compliance with the financial covenants of our consolidated debt agreements at June 30, 2011.

Duncan Energy Partners' revolving credit and term loan agreements include various operating and financial covenants, including provisions for maintaining a leverage ratio (i.e., a debt to Consolidated Adjusted EBITDA ratio (as such terms are defined in the underlying lending agreements)) of less than 5.00x as of the last day of any fiscal quarter. Principally as a result of increased capital spending on the Haynesville Extension project and working capital needs, Duncan Energy Partners leverage ratio at June 30, 2011 was determined to be 5.04x, which (but for the waivers described below) would have exceeded the maximum leverage ratio allowed under its lending agreements. Duncan Energy Partners expects that its leverage ratio as of September 30, 2011 will also exceed 5.00x. However, after the Haynesville Extension enters full commercial operations (expected in the fourth quarter of 2011), Duncan Energy Partners anticipates that the ratio will be less than 5.00x as of December 31, 2011.

As a result of the foregoing, Duncan Energy Partners and its lenders entered into limited waiver agreements on June 30, 2011 with respect to the quarterly leverage ratio covenant. The leverage ratio covenant is waived for the fiscal quarters ending June 30, 2011 and September 30, 2011. The limited waiver agreements will provide Duncan Energy Partners additional financial flexibility in light of its capital spending requirements for the Haynesville Extension natural gas pipeline project.

Information Regarding Variable Interest Rates Paid

The following table presents the range of interest rates and weighted-average interest rates paid on our consolidated variable-rate debt obligations during the six months ended June 30, 2011:

	Range of Interest Rates Paid	Weighted-Average Interest Rate Paid
EPO Multi-Year Revolving Credit Facility	0.69% to 3.25%	0.81%
DEP Term Loan	1.06% to 1.26%	1.15%
DEP $850 Million Multi-Year Revolving Credit Facility	2.01% to 2.16%	2.09%
DEP $400 Million Term Loan Facility	2.26% to 2.51%	2.40%
Petal GO Zone Bonds	0.10% to 0.33%	0.22%

Consolidated Debt Maturity Table

The following table presents contractually scheduled maturities of our consolidated debt obligations for the next five years, and in total thereafter:

			Scheduled Maturities of Debt
	Total		Remainder of 2011		2012		2013		2014		2015		After 2015
Revolving Credit Facilities	$	467.5	$	--	$	--	$	467.5	$	--	$	--	$	--
Senior Notes		11,550.0		--		1,000.0		1,200.0		1,150.0		650.0		7,550.0
Term Loans		682.3		282.3		--		400.0		--		--		--
Junior Subordinated Notes		1,532.7		--		--		--		--		--		1,532.7
Other		57.5		--		--		--		--		--		57.5
Total	$	14,290.0	$	282.3	$	1,000.0	$	2,067.5	$	1,150.0	$	650.0	$	9,140.2

Debt Obligations of Unconsolidated Affiliates

At June 30, 2011, we had two privately held unconsolidated affiliates – Poseidon and Centennial – with long-term debt obligations. The following table shows (i) our ownership interest in each entity at June 30, 2011, (ii) the total debt of each entity at June 30, 2011 (on a 100% basis to the unconsolidated affiliate) and (iii) the corresponding scheduled maturities of such debt.

				Scheduled Maturities of Debt
	Ownership Interest	Total		Remainder of 2011		2012		2013		2014		2015		After 2015
Poseidon	36%	$	92.0	$	--	$	--	$	--	$	--	$	92.0	$	--
Centennial	50%		106.4		4.5		8.9		8.6		8.6		8.6		67.2
Total		$	198.4	$	4.5	$	8.9	$	8.6	$	8.6	$	100.6	$	67.2

The credit agreements of Poseidon and Centennial include customary financial and other covenants. These businesses were in compliance with such financial covenants at June 30, 2011. The credit agreements of these unconsolidated affiliates restrict their ability to pay cash dividends or distributions if a default or an event of default (as defined in each credit agreement) has occurred and is continuing at the time such dividend or distribution is scheduled to be paid.

In March 2011, Evangeline made the final scheduled payment of $3.2 million on its subordinated note payable. Following this payment, Evangeline no longer has any debt obligations.

We refinanced the Poseidon revolving credit facility in April 2011. The new replacement facility matures in April 2015 and has a borrowing capacity of $125 million.

At June 30, 2011 and December 31, 2010, Energy Transfer Equity had approximately $11.1 billion and $9.4 billion, respectively, of consolidated debt obligations outstanding. Since we own only limited partner interests in Energy Transfer Equity, we are not liable for its standalone or consolidated indebtedness.