FW: ENRON/ALLEGHENY ISDA fyi - am speaking with an inhouse PUHCA lawyer  -----Original Message----- From: 	"Sternberg, Michelle" @ENRON   Sent:	Wednesday, October 17, 2001 9:33 AM To:	Shackleton, Sara Cc:	Yaish, Yair Subject:	FW: ENRON/ALLEGHENY ISDA Sara - I spoke with Yair about your suggestion to have a "unilateral" approach to include Affiliates for yourselves but not for us since we are restricted by PUHCA (as explained by Anthony Wilson, our in house regulatory attorney) and he is inclined to not agree to your request (our approach is either if applied to both of us or neither of us). Let me know if you need to discuss this further - in which case we will get on a call (Yair, you and myself) to discuss. Regards, Michelle -----Original Message----- From: Sternberg, Michelle Sent: Tuesday, October 16, 2001 3:18 PM To: 'Sara.Shackleton@enron.com' Cc: Yaish, Yair Subject: RE: ENRON/ALLEGHENY ISDA Sara - I have spoken with our in-house regulatory specialist and she has informed me that we cannot agree to include our regulated or non-regulated Affiliates in Set Off under the Public Utility Holding Company Act without getting approval from the SEC. Please advise if we can proceed on the ISDA with carving out Affiliates in Set Off, as per our original request. Regards, Michelle Allegheny Energy Global Markets Office of General Counsel 909 Third Avenue, 32nd Floor New York, New York 10022 (T) 212-224-8718 (F) 212-224-8446/8711 -----Original Message----- From: Sternberg, Michelle Sent: Friday, October 12, 2001 3:35 PM To: 'Sara.Shackleton@enron.com' Cc: Yaish, Yair Subject: RE: ENRON/ALLEGHENY ISDA Sara - I am checking internally if we can agree to the below.  I will get back to you in the beginning of next week. Regards, Michelle Allegheny Energy Global Markets Office of General Counsel 909 Third Avenue, 32nd Floor New York, New York 10022 (T) 212-224-8718 (F) 212-224-8446/8711 -----Original Message----- From: Sara.Shackleton@enron.com [mailto:Sara.Shackleton@enron.com] Sent: Tuesday, October 09, 2001 7:38 PM To: MSternberg@aeglobalmarkets.com Cc: Marie.Heard@enron.com Subject: RE: ENRON/ALLEGHENY ISDA Michelle: With respect to your setoff request, we cannot agree to eliminate setoff for your non-regulated affiliates.  Perhaps you could provide us with the regulated affiliate(s) for a carve out.  I look forward to hearing from you.  Regards. Sara Shackleton Enron Wholesale Services 1400 Smith Street, EB3801a Houston, TX  77002 Ph:  (713) 853-5620 Fax: (713) 646-3490     -----Original Message-----    From:   "Sternberg, Michelle" @ENRON [mailto:IMCEANOTES-+22Sternberg+2C+20Michelle+22+20+3CMSternberg+40aeglobalm arkets+2Ecom+3E+40ENRON@ENRON.com]    Sent:   Wednesday, September 26, 2001 11:14 AM    To:     Shackleton, Sara    Cc:     Heard, Marie    Subject:  ENRON/ALLEGHENY ISDA    Sara -    As per Marie's instructions, please find attached a blackline    incorporating    the changes that will be required to be made in the final form of ISDA    (modifications to the Notice and Set-Off provisions).  The attached is    the    last version that I have but if the changes are acceptable, I would    suggest    that you take the changes and incorporate it into your form of agreement    since it is the final version.     <>    Once reviewed, please let me know if the changes are acceptable - at    which    point you can forward to me a revised Schedule (without the signature    page)    via e-mail and I can have the agreement countersigned and replace the    Schedule with your revised Schedule.    Thank you for your patience.    Regards,    Michelle     - ENRON ISDA.REVISED 9.26.01.doc << File: ENRON ISDA.REVISED    9.26.01.doc >> ********************************************************************** 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. **********************************************************************