SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
FORMAN KEITH B

(Last) (First) (Middle)
4 GREENWAY PLAZA

(Street)
HOUSTON TX 77046

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GULFTERRA ENERGY PARTNERS L P [ GTM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President and CFO
3. Date of Earliest Transaction (Month/Day/Year)
08/08/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Units 08/08/2003 08/08/2003 M 30,000 A $27.1875 32,000 D
Common Units 08/08/2003 08/08/2003 S 30,000 D $38.7094 2,000 D
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 Securities Underlying Derivative Security (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: 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
Unit Option (right to buy) $27.1875 08/08/2003 08/08/2003 M 30,000 08/14/1999 08/14/2008 Common Units 30,000 $0 185,000 D
Explanation of Responses:
David L. Siddall (POA) 08/12/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

	KNOW ALL MEN BY THESE PRESENTS, that the undersigned, KEITH B.
FORMAN, hereby appoints David L. Siddall, Corporate Secretary; Peggy A. Heeg,
General Counsel for El Paso Corporation; Cara E. Bergen, Attorney for El Paso
Corporation; Alan D. Bishop, Director of Shareholder Relations for El Paso
Corporation, or Stacy J. James, Manager of Shareholder Relations of El Paso
Corporation, to be the undersigneds true and lawful attorneys-in-fact, for
him and in his name, place and stead to execute, acknowledge, deliver and
file, as required, with the Securities and Exchange
Commission, national securities exchanges and GulfTerra Energy Company, L.P.
(the Company), the following forms with respect to the Companys securities:
(i) Forms 3, 4 and 5 (including amendments thereto) pursuant to Section 16(a)
of the Securities Exchange Act of 1934, as amended, and the rules and
regulations thereunder, and (ii) Form 144 (including amendments thereto) in
accordance with the Securities Act of 1933, as amended, and the rules and
regulations thereunder, and hereby grants to each of David L. Siddall,
Peggy A. Heeg, Cara E. Bergen, Alan D. Bishop or Stacy J. James full power
and authority, to act individually, to perform all acts necessary to complete
such purposes.

	The undersigned agrees that the attorneys-in-fact herein,
David L. Siddall, Peggy A. Heeg, Cara E. Bergen, Alan D. Bishop or
Stacy J. James, may rely entirely on information furnished orally or in
writing by the undersigned to such attorneys-in-fact.  The undersigned also
agrees to indemnify and hold harmless the Company and the attorneys-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or
omission of necessary facts in the information provided by the undersigned
to the attorneys-in-fact for purposes of executing, acknowledging, delivering
or filing Forms 3, 4 or 5 and Form 144 (including amendments thereto) and
agrees to reimburse the Company and the attorneys-in-fact herein for any legal
or other expenses reasonably incurred in connection with investigating or
defending against any such loss, claim, damage, liability or action.

	The validity of this Power of Attorney shall not be affected in any
manner by reason of the execution, at any time, of other powers of attorney by
the undersigned in favor of persons other than those named herein.

	The undersigned agrees and represents to those dealing with its
attorneys-in-fact herein, David L. Siddall, Peggy A. Heeg, Cara E. Bergen,
Alan D. Bishop or Stacy J. James, that this Power of Attorney is for
indefinite duration and may be voluntarily revoked only by written notice to
such attorney-in-fact, delivered by registered mail or certified mail, return
receipt requested.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 8th day of August, 2003.



						S/ Keith B. Forman