Fw: RE: Trainor letter draft Chris, Fyi Shemin Shemin V. Proctor -----Original Message----- From: Darmitzel, Paul  To: Proctor, Shemin V.  CC: McMichael Jr., Ed ; Keller, James E. Sent: Tue Jun 25 14:15:56 2002 Subject: RE: Trainor letter draft Shemin, Pament for this gas for the period on and after December 3 is clearly ordinary course, as both you and Ellenberg have noted.  If we don't pay for the gas, DRI will clearly be entitled to payment for the gas as a priority administrative expense.  Instead of sending the letter, doesn't it make more sense just to pay DRI for all or a portion of the post-petition A/R?  (If I'm DRI, I'd rather receive a partial payment, e.g. for a month or two of the seven months of A/R, than a letter saying we are going to pay.)  If there is insistence on sending the letter, it should address the following: 	The specific price on which the payments be based; 	A description of the contract which governs, with reference to by parties, date, etc.; 	The agreed payment date should be specified in the blank. The letter itself will be a post-petition agreement of ENA to pay.  Why not just pay? 	Paul  -----Original Message----- From: Proctor, Shemin V. [mailto:SheminProctor@akllp.com] Sent: Tuesday, June 25, 2002 1:25 PM To: Darmitzel, Paul Subject: Re: Trainor letter draft Hi Paul, We are sending this letter on Friday in an effort to adhere to a deadline established by DRI last week. If they don't hear from us they intend tofile a motion with the bankruptcy court. Thus far, they have not done so because we have been discussing a resolution of the issues with them for the last few weeks.  That said, the letter will be sent only if it is consistent with the final cmmercial call by Ed McMichael. Paying producers for deliveredgas is ordinary course (per Mark E) but Ed is contemplating a BTRC review anyway. If the commercial group decides not to pay DRI, this letter would be revised to state that fact.  I can reference the gas purchase and sale agreement, there is only one such agreement between the parties. The price is set forth in the agreement.  The purpose of the letter is to show DRI that we are not stringing them along with requests that they not file in court, and no intention of paying them. Trainor just wants something to give his client comfort that he is not being suckered. Shemin V. Proctor ********************************************************************** This e-mail is the property of Enron Corp. and/or its relevant affiliate and may contain confidential and privileged material for the sole use of the intended recipient (s). Any review, use, distribution or disclosure by others is strictly prohibited. If you are not the intended recipient (or authorized to receive for the recipient), please contact the sender or reply to Enron Corp. at enron.messaging.administration@enron.com and delete all copies of the message. This e-mail (and any attachments hereto) are not intended to be an offer (or an acceptance) and do not create or evidence a binding and enforceable contract between Enron Corp. (or any of its affiliates) and the intended recipient or any other party, and may not be relied on by anyone as the basis of a contract by estoppel or otherwise. Thank you.  **********************************************************************