Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WILLIAMS RANDA DUNCAN
   2. Issuer Name and Ticker or Trading Symbol
Enterprise GP Holdings L.P. [EPE] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1100 LOUISIANA STREET, SUITE 1000		 3. Date of Earliest Transaction (Month/Day/Year)
08/06/2010
(Street)

HOUSTON, TX 77002		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Units Representing Limited Partnership Interests 08/06/2010   J(1)   514,080 A $ 0 (1) 589,945 I By EPCO Holdings (2)
Units Representing Limited Partnership Interests 08/06/2010   J(3)   881,836 D $ 0 (3) 0 I By Enterprise Unit
Units Representing Limited Partnership Interests 08/06/2010   J(4)   1,003,937 A $ 0 (4) 72,864,342 I By DFI (5)
Units Representing Limited Partnership Interests 08/06/2010   J(6)   1,821,428 D $ 0 (6) 0 I By EPE Unit
Units Representing Limited Partnership Interests 08/06/2010   J(7)   30,000 A $ 0 (7) 72,894,342 I By DFI (5)
Units Representing Limited Partnership Interests 08/06/2010   J(8)   40,725 D $ 0 (8) 0 I By EPE Unit II
Units Representing Limited Partnership Interests 08/06/2010   J(9)   3,346,456 A $ 0 (9) 76,240,798 I By DFI (5)
Units Representing Limited Partnership Interests 08/06/2010   J(10)   4,421,326 D $ 0 (10) 0 I By EPE Unit III
Units Representing Limited Partnership Interests               25,162,804 I By DFIGP (11)
Units Representing Limited Partnership Interests               75,000 I By A&W Ltd. (12) (13)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WILLIAMS RANDA DUNCAN
1100 LOUISIANA STREET
SUITE 1000
HOUSTON, TX 77002		   X   X    
EPCO Holdings, Inc.
1100 LOUISIANA STREET
SUITE 1000
HOUSTON, TX 77002		     X    
DUNCAN FAMILY INTERESTS, INC.
1100 LOUISIANA STREET
SUITE 1000
HOUSTON, TX 77002		     X    
Enterprise Products Co
1100 LOUISIANA STREET
SUITE 1000
HOUSTON, TX 77002		     X    

Signatures

 Stephanie C. Hildebrandt, Attorney-in-Fact on behalf of Randa Duncan Williams;Richard H. Bachmann, EVP, Chief Legal Offcr & Sec of EPCO Holdings, Inc. & Pres & CEO of Enterprise Products Company; Kari L. Johnson, Secretary, Duncan Family Interests, Inc.   08/10/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These Units were distributed to EPCO Holdings, Inc. ("EPCO Holdings"), an indirect, wholly owned subsidiary of Enterprise Products Company, formerly named EPCO, Inc. ("EPCO"), by Enterprise Unit L.P. ("Enterprise Unit") effective August 6, 2010 in connection with the dissolution of Enterprise Unit on such date. Prior to the dissolution of Enterprise Unit, EPCO Holdings was the Class A limited partner of Enterprise Unit.
(2) These Units are owned directly by EPCO Holdings. EPCO Holdings is an indirect, wholly owned subsidiary of EPCO.
(3) Disposed due to the dissolution of Enterprise Unit effective August 6, 2010.
(4) These units were distributed to Duncan Family Interests, Inc. ("DFI"), an indirect, wholly owned subsidiary of EPCO, by EPE Unit L.P. ("EPE Unit") effective August 6, 2010 in connection with the dissolution of EPE Unit on such date. Prior to the dissolution of EPE Unit, DFI was the Class A limited partner of EPE Unit.
(5) These Units are owned directly by DFI. DFI is an indirect, wholly owned subsidiary of EPCO.
(6) Disposed due to the dissolution of EPE Unit effective August 6, 2010.
(7) These Units were distributed to DFI by EPE Unit II effective August 6, 2010 in connection with the dissolution of EPE Unit II on such date. Prior to the dissolution of EPE Unit II, DFI was the Class A limited partner of EPE Unit II.
(8) Disposed due to the dissolution of EPE Unit II effective August 6, 2010.
(9) These Units were distributed to DFI by EPE Unit III effective August 6, 2010 in connection with the dissolution of EPE Unit III on such date. Prior to the dissolution of EPE Unit III, DFI was the Class A limited partner of EPE Unit III.
(10) Disposed due to dissolution of EPE Unit III effective August 6, 2010.
(11) These Units are directly owned by DFI GP Holdings L.P. ("DFIGP"). DFI Holdings, LLC ("DFI Holdings") is the 1% general partner of DFIGP and Dan Duncan LLC ("Duncan LLC") is a 4% limited partner of DFIGP. DFI Holdings is wholly owned by Duncan LLC. DFI owns a 95% limited partner interest in DFIGP.
(12) These Units are owned by Alkek and Williams, Ltd. ("A&W Ltd."), an affiliate of Ms. Williams.
(13) The power of attorney under which this form was signed is on file with the Commission.

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