Equity-based Awards (Tables)

6 Months Ended

Jun. 30, 2011

Equity-based Awards [Abstract]

Equity-based Award Expense

The following table summarizes the expense we recognized in connection with equity-based awards for the periods presented:

	For the Three Months				For the Six Months
	Ended June 30,				Ended June 30,
	2011		2010		2011			2010
Restricted unit awards	$	12.1	$	7.9	$	23.5		$	13.7
Unit option awards		0.8		0.7		1.7			1.4
Other (1)		0.3		2.5		(0.2	)		4.7
Total compensation expense	$	13.2	$	11.1	$	25.0		$	19.8
(1)   Primarily consists of unit appreciation rights (“UARs”), phantom units and similar awards. Also, the amounts presented for 2010 consist of awards related to limited partnership interests in the Employee Partnerships.

Restricted Common Unit Awards

The following table presents information regarding restricted common unit awards for the period presented:

	Number of Units			Weighted- Average Grant Date Fair Value per Unit (1)
Enterprise restricted common unit awards:
Restricted common units at December 31, 2010		3,561,614		$	29.78
Granted (2)		1,359,230		$	43.68
Vested		(828,545	)	$	31.57
Forfeited		(75,857	)	$	32.67
Restricted common units at June 30, 2011		4,016,442		$	34.06
Duncan Energy Partners restricted common unit awards:
Restricted common units at December 31, 2010		--		$	--
Granted (3)		3,666		$	32.56
Vested (3)		(3,666	)	$	32.56
Restricted common units at June 30, 2011		--		$	--
(1)   Determined by dividing the aggregate grant date fair value of awards (before an allowance for forfeitures) by the number of awards issued. (2)   The aggregate grant date fair value of restricted common unit awards issued in 2011 was $59.4 million based on a grant date market price of our common units ranging from $40.54 to $43.70 per unit. An estimated annual forfeiture rate of 4.6% was applied to these awards. (3)   The aggregate grant date fair value of restricted common unit awards issued in 2011 was $0.1 million based on a grant date market price of Duncan Energy Partners' common units of $32.56 per unit. These awards vested upon issuance.

Cash Distributions and Total Intrinsic Value of Restricted Common Units

The following table presents cash distributions paid with respect to our restricted common units and the total intrinsic value of restricted common units that vested during the periods presented:

	For the Three Months				For the Six Months
	Ended June 30,				Ended June 30,
	2011		2010		2011		2010
Cash distributions paid to restricted common unit holders	$	2.7	$	2.3	$	4.8	$	3.8
Total intrinsic value of restricted common unit awards vesting during period		20.5		10.3		35.2		11.4

Unit Option Activity

The following table presents unit option activity for the period presented.  As of June 30, 2011, only Enterprise has issued unit option awards.

	Number of Units		Weighted- Average  Strike Price (dollars/unit)		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (1)
Unit options at December 31, 2010		3,753,420	$	28.08		3.6	$	--
Unit options at June 30, 2011		3,753,420	$	28.08		3.1	$	7.3
Options exercisable at June 30, 2011 (2)		--				--	$	--
(1)   Aggregate intrinsic value reflects fully vested unit options at the date indicated. There were no vested unit options outstanding at December 31, 2010. (2)   We were committed to issue 3,753,420 of our common units at June 30, 2011 if all outstanding options awarded were exercised. Option awards outstanding at June 30, 2011 include 612,280 awards that vested during the first six months of 2011. Of the remaining outstanding option awards at June 30, 2011, 100,000, 736,000, 1,520,140 and 785,000 will vest in 2011, 2012, 2013, and 2014, respectively. These unit option awards become exercisable in the calendar year following the year in which they vest.

Supplemental Information Regarding Unit Options

The following table presents supplemental information regarding our unit options during the periods presented:

	For the Three Months				For the Six Months
	Ended June 30,				Ended June 30,
	2011		2010		2011		2010
Total intrinsic value of unit option awards exercised during period	$	--	$	1.3	$	--	$	2.2
Cash received from EPCO in connection with the exercise of unit option awards		--		1.0		--		1.6
Unit option-related reimbursements to EPCO		--		1.3		--		2.2

Information Regarding UARs

The following tables present information regarding UARs for the period presented:

UARs at December 31, 2010	170,104
Vested	(10,939	)
Settled or forfeited	(45,000	)
UARs at June 30, 2011	114,165

Accrued Liability for UARs

	June 30, 2011		December 31, 2010
Accrued liability for UARs	$	0.4	$	1.0