FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF EPE UNIT II, L.P. Dated as of August 7, 2007

Limited Partnership Agreement

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Class B Limited Partners | DUNCAN FAMILY INTERESTS, INC | EPCO, INC | EPE UNIT II, LP

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Title: FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF EPE UNIT II, L.P. Dated as of August 7, 2007
Governing Law: Delaware Date: 8/8/2007
Industry: Natural Gas Utilities Sector: Utilities

EXHIBIT 10.4

FIRST AMENDMENT

AGREEMENT OF LIMITED PARTNERSHIP

EPE UNIT II, L.P.

Dated as of

August 7, 2007

This First Amendment (this “ Amendment ”) to the Agreement of Limited Partnership (the “ Partnership Agreement ”) of EPE Unit II, L.P., a Delaware limited partnership (the “ Partnership ”), is made and entered into effective as of August 7, 2007, pursuant to the terms of the Partnership Agreement and in accordance with Section 12.05 thereof.

SECTION 1 . AMENDMENTS .

(a) Section 1.01 . Section 1.01 is hereby amended to amend and restate the following definition:

“ Adjustment Date ” means (i) the date on which any distributions are made pursuant to Section 5.03, but no later than the fifth Business Day following the payment date for each distribution made by EPE with respect to EPE Units, and (ii) as soon as practicable following the receipt of proceeds by the Partnership from the disposition of EPE Units, but no later

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