The change as to Japan and Australia, as you know, was expected.

I would like to discuss with you the legal support for these offices. I would
then think we would want to have a discussion with Mark Evans to make sure we
are all on the same page.

Alan.
----- Forwarded by Alan Aronowitz/HOU/ECT on 09/07/2000 08:54 AM -----

	Office of the Chairman@ENRON
	09/06/2000 05:10 PM

		 To: All Enron Worldwide
		 cc:
		 Subject: Organizational Changes
 Office of the Chairman
In support of Enron,s continuing efforts to increase its return on invested
capital and direct resources towards our highest return businesses, David
Haug, Chairman and CEO of Enron CALME, Jim Hughes, President and COO of Enron
APACHI, Joe Kishkill, Managing Director of Enron South America, and Frank
Stabler, formerly a Managing Director of Enron CALME, will join Mark Metts in
a corporate wide effort, to help monetize some of Enron,s assets.  David will
help transition the CALME business activities into other parts of Enron while
working with Mark on the asset monetization projects.  David will continue as
an Executive Vice President for Enron Corp and a member of Enron,s Executive
Committee.  Cliff Baxter will oversee this effort.

Consistent with these changes, the CALME group will be divided as follows.
Enron Global LNG and Enron,s Caribbean Basin activities will become part of
the new Enron Global Markets (EGM) group headed by Mike McConnell.  Rick
Bergsieker, President/COO of LNG will continue in that role and in his dual
role as President/COO of Enron Middle East, which will also join EGM. Shawn
Cumberland, President and COO of the Caribbean Basin unit and his executive
team will carry out the transition process for the Caribbean business unit's
people and businesses as part of EGM.  Management of its Colombia and
Venezuela businesses will transfer to Enron South America and its LNG-related
activities to EGM as described above.

The EES related initiatives and people will be transferred to those units.
All of the various international businesses will participate as usual in the
upcoming budget process with their new alignment and continue to meet their
plan targets for 3rd and 4th quarters.

Concurrently, we are consolidating our trading and merchant activities in
Japan and Australia into Enron Europe.  Joe Hirl and Paul Quilkey will report
to Enron Europe,s Office of the Chairman.

We congratulate David Haug and Rebecca McDonald for proposing these
realignments, which we agree, will maximize both the financial and
intellectual capital in Enron.  Over the coming weeks, specific assignments
and reporting relationships will be determined and communicated.


The Hearings
The hearings have transitioned to the more traditional, courtroom-like
environment, with lawyers engaged in detailed cross-examination of utility
witnesses.
The hearing focused solely on the utility claims of financial hardship.
The hearings went from 9AM-5PM and only managed to make it through two PG&E
witnesses--extensive, detailed questions on PG&E's cash management practices
since restructuring started in 1998.
Questions to witnesses focused in particular on PG&E's use of cash for
investment and financing activities over the past 2-3 years (e.g.,
dividend/stock repurchase activities, transfer of cash from IOU to parent and
parent's use of that cash for investment activities).
Questions also focused on options other than rate increases available to the
utility (e.g., liquidate certain assets of unregulated biz units, loans from
parent, bankruptcy).
The commissioners and the ALJ have reacted in extremely hostile manner toward
PG&E's repeated attempts to amend and add to their proposal as the hearings
progress.
Questioning of PG&E witnesses will continue at 10 AM on Tuesday, followed by
Edison witness.
Unclear when the hearings will end, though the Commission is scheduled to
issue its decision on Thursday.
At this point, it seems very unlikely that the Commission will have developed
the record necessary to do anything other than raise rates under its general
ratemaking authority.

Outside the Hearing
Intense negotiations between Governor's office and utility management
continue.
Seems that the Commission/Administration is beating up on the utilities
inside the hearing room in an attempt to soften the utilities up and gain
some leverage in the negotiations taking place outside the hearing room.
Governor continues to try to bring consumer groups into the negotiations with
utilities, but consumer groups continue to resist and continue to oppose any
rate increases.
Governor seems to be attempting to set up a situation where the Commission
absorbs the political heat for raising rates on the 4th, and the Governor
follows-up with a more comprehensive set of proposals as part of his state of
the state speech on the 8th.


Thanks, but I am in meetings today and can't make it.  Thanks. DF

Tammy Jaquet

03/13/2000 11:58 AM
To: Michel Nelson/ET&S/Enron@ENRON, Drew Fossum/ET&S/Enron@ENRON, Tim
Kissner/ET&S/Enron@ENRON
cc:

Subject: Change of Location - Mastio Survey Overview

The meeting with Dave has been changed to Houston.   Did you still want to
participate?  The conference room in Houston has a conference telephone but
it is not a video conference room.  If you want to meet in an office or
conference room in Omaha I can conference you in if you are still
interested.  Just let me know what you would like for me to do.

Thanks,

Tammy
---------------------- Forwarded by Tammy Jaquet/ET&S/Enron on 03/10/2000
04:46 PM ---------------------------

	From:  Deb Cappiello                           03/09/2000 10:44 AM

To: Lynn Blair/ET&S/Enron@ENRON, Bill Cordes/ET&S/Enron@ENRON, Rick
Dietz/ET&S/Enron@ENRON, Steven January/ET&S/Enron@ENRON, Sheila
Nacey/ET&S/Enron@ENRON, Tammy Jaquet/ET&S/Enron@ENRON, Dave
Neubauer/ET&S/Enron@ENRON, Julia White/ET&S/Enron@ENRON
cc: Sharon Brown/ET&S/Enron@ENRON, Alma Carrillo/ET&S/Enron@ENRON, Virginia
O'Neill/ET&S/Enron@Enron, Patti Rumler/ET&S/Enron@ENRON, Ricki
Winters/ET&S/Enron@Enron

Subject: Change of Location - Mastio Survey Overview

Since both Bill and Dave will now be in Houston, the meeting scheduled from
10:00-11:00 on March 14,
will now be held in EB4194.


To:		All Enron Employees

From:	Raymond Bowen, Jr.
		EVP, Finance & Treasurer

Subject:	Update on Employee Expense Reimbursement

Post-Petition Expenses

Effective immediately, the processing of expense reimbursement for business expenses incurred by employees after Enron Corp.'s Chapter 11 filing (after December 2nd) has returned to normal.  Expenses will be reimbursed promptly upon submission.  Employees should conduct business travel in the ordinary course of business as approved by direct supervisors.  New travel and entertainment guidelines regarding business travel and other employee expenses will be forthcoming.  In the meantime, please use discretion as you incur expenses.  All expenditures should be made with consideration given to Enron's current financial situation.

Pre-Petition Expenses

We will immediately begin to reimburse pre-petition expenses for current and former employees (incurred prior to the December 2nd Chapter 11 filing) up to a maximum of $5,000.  We understand that a number of employees have pre-petition expenses in excess of $5,000.  However, under the first day orders of the bankruptcy court, there is a $15,000 allowance per employee for unpaid pre-petition compensation, benefits, and related employee expenses.  This $15,000 cap was imposed without input from Enron management and counsel.  We have sought clarification from the bankruptcy court to assure that this $15,000 cap does NOT include the reimbursement of medical, dental, or vision related expenses.

We have commenced a manual review of every individual with pending pre-petition expenses in excess of $5,000.  Even prior to clarification from the court regarding the medical/dental/vision expense issue, we will begin to reimburse pre-petition expenses in excess of $5,000 and up to $15,000 as soon as we can verify that the aggregate reimbursements to an individual employee have not exceeded the $15,000 cap.  Unfortunately, since this will be a manual process, it will take some time to work through.  Employees with pre-petition business expenses in excess of $5,000 can assist us with this manual review process by providing a brief email summary of their situation, including the total amount of pending pre-petition medical/dental/vision claims, to expensereport@enron.com.

Thank you for your patience.


Regarding Article 3.3

Do I understand you correctly to change to read as follows:

"Provided, if Buyer elects not to purchase Gas from Seller for 30 consecutive
Days, Seller may terminate this Agreement upon 30 Days prior written notice."

I am ok with the rest.

Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490


Ken Lay spoke with several California CEOs this morning and urged them to get
personally involved in pushing for a comprehensive set of reforms.  Three
expressed willingness to help.

Scott McNealy (Sun):  contact person - Piper Cole (piper.cole@sun.com);
scott.mcnealy@engeng.sun.com.  Mcnealy wants, by close of business today, a
"cheat sheet" of the talking points to use with politicians (the "8 or 10
elements of the solution") with the expected comeback he may hear from the
political leaders and our response to that comeback.  He says he hasn't spent
time working on issues in Sacremento so we may also want to include a list of
suggested contacts.
Kevin Sharer (Amgen): contact person - Sarah Jensen, VP of Engineering and
Operations (805.447.6785); ksharer@amgen.com.  Sharer wants the same
information as McNealy and he and McNealy both indicated their willingness to
call a meeting of other California CEOs.  Sharer will also be having
breakfast with Hertzberg one week from today.
Robert Day (Trust Co of the West):  said that he is very close to the mayor
of Los Angeles.  He urged Ken to call the mayor (mentioning Day).  Ken would
like some talking points for that call.

Jeff - please put these items together.


---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 03/19/2001
08:05 AM ---------------------------

Rafal Weron C-11 <rweron@mazur.im.pwr.wroc.pl> on 03/16/2001 08:15:47 AM
To: Vince.J.Kaminski@enron.com
cc:
Subject: Artykul

Wicek,

przesylam nasz nowy artykul o prognozie "system-wide load" w Kalifornii.
Moze Cie zainteresuje. Czy doszla juz nasza ksiazka?

Pozdrowienia,

Rafal

 - 0103257.pdf


Carlos:

I have visited with Lance Schuler on this matter.  The kind of provision you
are talking about would need to be approved by Mark Metts, Tim Detmering, the
President and General Counsel of ENA ( Lance has Haedicke's proxy to sign off
for ENA), and the President and General Counsel of every affiliate that would
be bound by the provision.  I suggest when you get in that you get a copy of
the corporate policy on this kind of thing from Lance.

I trust all is well with you and your family.  Congratulations on the birth.

Jeff

	Carlos Sole@ENRON
	04/02/2001 01:40 PM

		 To: Jeffrey T Hodge/HOU/ECT@ECT
		 cc: kay.mann@enron.com, Fred Mitro/HOU/ECT@ECT, Ben Jacoby/HOU/ECT@ECT,
Sharon Hausinger/Enron@EnronXGate
		 Subject: Non-Compete Provision Binding Affiliates

Jeff, I am working on the divestiture of a project company that had been
developing a power plant site in Illinois and as part of our proposed
purchase and sale agreement, the purchaser has requested a non-compete
obligation of 2.5 years with respect to the project and project company that
we are selling that would bind both ENA and its Affiliates.  I recall that
previously there was a policy which required certain approvals (including
Mark Metts of Corporate Development) for non-compete agreements that were
binding on other entities beyond the immediate business unit involved in the
transaction.  Could you help us out and let us know whom we need to contact.
Thanks.

PS  I am working on a legal risk memo for this transaction and will forward
it to you a draft later today or early tomorrow as we are hoping to DASH and
close on it by the end of this week.

Section 7.9 Due Diligence; Competitive Activities.
(a) NOTWITHSTANDING ANYTHING STATED IN THIS PURCHASE AGREEMENT TO THE
CONTRARY, PURCHASER AGREES THAT (A) SELLER RELATED PARTIES HAVE MADE NO
REPRESENTATIONS, WARRANTIES, COVENANTS OR AGREEMENTS TO OR WITH PURCHASER
RELATED PARTIES RELATING TO THE TRANSACTIONS CONTEMPLATED HEREBY, OTHER THAN
THOSE EXPRESSLY SET FORTH IN THIS PURCHASE AGREEMENT AND (B) PURCHASER
RELATED PARTIES HAVE NOT RELIED UPON ANY REPRESENTATIONS, WARRANTIES,
COVENANTS OR AGREEMENTS RELATING TO THE TRANSACTIONS CONTEMPLATED HEREBY,
OTHER THAN THOSE EXPRESSLY SET FORTH IN THIS PURCHASE AGREEMENT. PURCHASER
ADDITIONALLY ACKNOWLEDGES THAT IT HAS CONDUCTED ITS OWN EVALUATION OF ALL
ASPECTS (INCLUDING, WITHOUT LIMITATION, ENGINEERING, ENVIRONMENTAL,
TRANSMISSION, ACCOUNTING, REGULATORY AND LEGAL) OF THE COMPANY AND THE
PROJECT, AND IS RELYING SOLELY ON SUCH INVESTIGATION AND EVALUATION OF SUCH
MATTERS IN DETERMINING WHETHER OR NOT TO ACQUIRE THE  INTERESTS.
ADDITIONALLY, PURCHASER HAS INDEPENDENTLY EVALUATED THE RISKS ASSOCIATED WITH
THE DEVELOPMENT OF THE PROJECT AND THE PROSPECTS RELATING TO OBTAINING
REQUIRED PERMITS, CONTRACTS, AGREEMENTS, AND ARRANGEMENTS NECESSARY FOR THE
SUCCESSFUL DEVELOPMENT AND OPERATION THEREOF AND IS RELYING SOLELY ON SUCH
INVESTIGATION AND EVALUATION OF SUCH MATTERS IN DETERMINING WHETHER OR NOT TO
ACQUIRE THE INTERESTS.  PURCHASER ACKNOWLEDGES THAT THE KENDALL PROJECT
DOCUMENTS DO NOT REPRESENT OR PROVIDE FOR ALL OF THE ASSETS, PERMITS,
CONTRACTS, AND AGREEMENTS NECESSARY FOR THE PROJECT, AND, EXCEPT AS OTHERWISE
EXPRESSLY PROVIDED IN THIS PURCHASE AGREEMENT, SELLER MAKES NO REPRESENTATION
OR WARRANTY AS TO THE ABILITY OF PURCHASER OR THE COMPANY TO OBTAIN THE SAME
OR ANY OF THE TERMS THEREOF, OR AS TO THE ABILITY OR LIKELIHOOD THAT ANY OF
THE OTHER PARTIES TO ANY OF SUCH DOCUMENTS SHALL PERFORM IN ACCORDANCE WITH
THE TERMS THEREOF.
(b) SELLER HEREBY AGREES THAT FOR A PERIOD OF ONE YEAR[THIRTY MONTHS]
FOLLOWING THE CLOSING, SELLER WILL NOT DIRECTLY OPPOSE ANY ACTION BY
PURCHASER OR THE COMPANY BEFORE THE CITY OF YORKVILLE OR KENDALL COUNTY
AUTHORITIES IN CONNECTION WITH THE DEVELOPMENT OF THE PROJECT NO SELLER
RELATED PARTY SHALL (i) TAKE OR SUPPORT ANY ACTION INTENDED BY SUCH SELLER
RELATED PARTY TO (A) IMPEDE THE COMPANY,S ABILITY TO DEVELOP THE PROJECT IN
THE MANNER CONTEMPLATED BY THE KENDALL PROJECT DOCUMENTS, (B) DELAY
COMPLETION OF THE PROJECT BY THE COMPANY, OR (C) MATERIALLY INCREASE THE
COMPANY,S COST TO COMPLETE THE PROJECT, OR (ii) TAKE OR SUPPORT ANY POSITION
IN ANY PROCEEDING BEFORE ANY GOVERNMENTAL AUTHORITY DIRECTLY RELATING TO THE
PROJECT THAT (A) CONTESTS OR SEEKS TO CONDITION THE ISSUANCE OF ANY
AUTHORIZATION, APPROVAL OR CONSENT SOUGHT BY THE COMPANY OR PURCHASER, (B)
CHALLENGES THE VALIDITY OF ANY AUTHORIZATION, APPROVAL OR CONSENT OBTAINED BY
THE COMPANY OR PURCHASER OR (C) IS IN OPPOSITION TO THAT ASSERTED BY
PURCHASER.    EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION 7.9(b) AND SUBJECT
TO COMPLIANCE BY SELLER WITH ITS OTHER EXPRESS OBLIGATIONS IN THIS PURCHASE
AGREEMENT, (i) EACH OF THE SELLER RELATED PARTIES MAY ENGAGE IN WHATEVER
ACTIVITIES IT CHOOSES (INCLUDING DEVELOPMENT ACTIVITIES OR POWER PROJECTS)
REGARDLESS OF WHETHER THE SAME ARE COMPETITIVE WITH THE PURCHASER OR THE
COMPANY, WITHOUT HAVING OR INCURRING ANY OBLIGATION TO DISCLOSE SUCH
ACTIVITIES TO PURCHASER OR THE COMPANY OR TO OFFER TO PURCHASER OR THE
COMPANY ANY INTEREST IN SUCH ACTIVITIES AND (ii) NEITHER THIS PURCHASE
AGREEMENT NOR ANY ACTIVITY UNDERTAKEN PURSUANT HERETO SHALL PREVENT SELLER
RELATED PARTIES FROM ENGAGING IN SUCH ACTIVITIES, OR REQUIRE SELLER RELATED
PARTIES TO DISCLOSE SUCH PARTICIPATION TO PURCHASER OR THE COMPANY, AND AS A
MATERIAL PART OF THE CONSIDERATION FOR THE EXECUTION OF THIS PURCHASE
AGREEMENT BY SELLER, PURCHASER HEREBY WAIVES, RELINQUISHES, AND RENOUNCES ANY
SUCH RIGHT OR CLAIM OF NOTICE OR PARTICIPATION IN SUCH ACTIVITIES.

Carlos Sole'
Senior Counsel
Enron North America Corp.
1400 Smith Street
Houston, Texas 77002-7361

(713) 345-8191 (phone)
713 646-3393 (fax)


FYI.  I met Dan yesterday for the first time--seem like a very good guy.  DF
---------------------- Forwarded by Drew Fossum/ET&S/Enron on 07/18/2000
08:22 AM ---------------------------

Martha Benner
07/17/2000 10:48 AM
To: Eric Benson/ET&S/Enron@ENRON, Dari Dornan/ET&S/Enron@ENRON, Lee
Huber/ET&S/Enron@ENRON, Maria Pavlou/ET&S/Enron@ENRON, Tony
Pryor/ET&S/Enron@ENRON, Kathy Ringblom/ET&S/Enron@ENRON, Susan
Scott/ET&S/Enron@ENRON, Jim Talcott/ET&S/Enron@ENRON
cc: Janet Cones/FGT/Enron@ENRON, Denise LaGesse/ET&S/Enron@ENRON, Ann
Smith/ET&S/Enron@ENRON (bcc: Drew Fossum/ET&S/Enron)

Subject: GPG Organization Announcement

---------------------- Forwarded by Martha Benner/ET&S/Enron on 07/17/2000
10:42 AM ---------------------------

	From:  Dave Schafer                           07/17/2000 10:33 AM

Sent by: Lisa Costello
To: Ricki Winters/ET&S/Enron@Enron, Audrey Robertson/ET&S/Enron@ENRON, Linda
Wehring/ET&S/Enron@ENRON, Amelia Williams/FGT/Enron@ENRON, Melinda
Gallishaw/OTS/Enron@ENRON, Tammy Kovalcik/FGT/Enron@ENRON, Alicia
Lenderman/FGT/Enron@ENRON, Zelda Paschal/FGT/Enron@ENRON, Maria
Perales/ET&S/Enron@ENRON, Cynthia Mayes/NPNG/Enron@ENRON, Sarita
Garza/FGT/Enron@Enron, Janice Hogan/GPGFIN/Enron@ENRON, Kathy
Campos/GPGFIN/Enron@ENRON, Judy Kudym/ET&S/Enron@ENRON, Sandra
Keiderling/NPNG/Enron@ENRON, Alliece Morris/OTS/Enron@ENRON, Rita
Houser/GPGFIN/Enron@ENRON, Connie Alvis/NPNG/Enron@ENRON, Susan
Gensichen/NPNG/Enron@ENRON, Darla Steffes/NPNG/Enron@ENRON, Martha
Benner/ET&S/Enron@ENRON, Julie McCoy/ET&S/Enron@ENRON, Sharon
Solon/ET&S/Enron@ENRON, Deb Cappiello/ET&S/Enron@ENRON, Virginia
O'Neill/ET&S/Enron@Enron, Dee Svatos/NPNG/Enron@ENRON, Amelia
Alder/OTS/Enron@ENRON, Anne Jolibois/FGT/Enron@ENRON, Ruth
Mann/ET&S/Enron@ENRON, Emily Sellers/ET&S/Enron@ENRON
cc: Cindy Stark/Corp/Enron@ENRON, Lisa Costello/OTS/Enron@ENRON

Subject: GPG Organization Announcement

ATTACHED IS AN IMPORTANT ORGANIZATION ANNOUNCEMENT THAT SHOULD GO OUT TO ALL
GPG EMPLOYEES IMMEDIATELY:

The timeliness and confidentiality of this announcement have made it
impossible for us to use the Notes Team to handle distribution via e-mail, as
would normally be the case.  As a result, please forward the message to
everyone in your respective department(s).

Note to those of you whose departments include field locations:  We are
sending the announcement to all field locations via burst FAX, so you should
not need to e-mail copies.  Faxes will be distributed at approximately 10:30
this morning.

Please call Lisa Costello (x31819) if you have any questions.


---------------------- Forwarded by John Arnold/HOU/ECT on 03/28/2000 10:49
AM ---------------------------
Matthew Arnold   03/28/2000 06:35 AM

To: John Arnold/HOU/ECT@ECT
cc:
Subject: Re:

I'm in.

John Arnold
03/27/2000 08:54 AM
To: Matthew Arnold/HOU/ECT@ECT
cc:
Subject:

lyle lovett national anthem
nolan ryan first pitch
dwight gooden first real pitch


David Kendrick from The University of Texas may be good.

Martin

Vince J Kaminski
04/24/2001 05:11 PM
To:	Stinson Gibner/HOU/ECT@ECT, Vasant Shanbhogue/Enron@EnronXGate, Rakesh Bharati/NA/Enron@Enron, Pinnamaneni Krishnarao/HOU/ECT@ECT, Zimin Lu/HOU/ECT@ECT, Iris Mack/ENRON@enronXgate, Martin Lin/HOU/ECT@ECT, Lance Cunningham/NA/Enron@ENRON, Vince J Kaminski/HOU/ECT@ECT
cc:	wangfa@rice.edu
Subject:	Rice/Enron Speakers for Fall 2001 and Spring 2002

Any recommendations. Please, let me know ASAP.

Vince

---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 04/24/2001 05:09 PM ---------------------------

Albert Wang <wangfa@rice.edu> on 04/23/2001 12:37:55 PM
To:	Vince.J.Kaminski@enron.com
cc:
Subject:	Rice/Enron Speakers for Fall 2001 and Spring 2002

Hi, Vince:

We are considering a preliminary list of speakers for Rice/Enron Seminar Series in Finance for Fall 2001 and Spring 2002.  Do you have any persons in mind that you and your group want to include in the list?  Finance faculty will meet to finalize the list later.

Thanks,

Albert

P.S.: Is Ronnie Chahal still around?  She is currently in my Enron distribution list with email address: rchahal@ess.enron.com.  I have received an error message indicating a failure of delivering email to her address.

Fu-Kuo Albert Wang
Assistant Professor
Jones Graduate School of Management -- MS 531
Rice University
6100 Main Street
Houston, TX 77005

Phone: 713-348-5404
Fax:     713-348-5251
email: wangfa@rice.edu
http ://www.ruf.rice.edu/~wangfa/


Brent Hendry will be taking 1/2 day vacation (p.m.) today and Friday
(December 8th) to take his family to doctor appointments.


Thanks Vig--this is very helpful as I've gotten a bit out of the loop over
the last several weeks.   I don't know exactly what the reason was for
striking this from our agenda for tomorrow, but it might be for the better
since we can now schedule a prefiling devoted exclusively to this filing.
Lets talk next wk on where we stand with Hanover and where FERC's general
policy on outsourcing is going.  That KN Wattenberg order is excellent for us
on the jurisdictional issue, so maybe the longer we wait the better the law
will get for us.  DF

Donald Vignaroli   04/12/2000 04:14 PM

To: Mary Kay Miller/ET&S/Enron@ENRON, Drew Fossum/ET&S/Enron@ENRON
cc: Maria Pavlou/ET&S/Enron@ENRON

Subject: Monetization Highlights

Notwithstanding the fact that the Monetization project may not be discussed
at your meeting with FERC tomorrow, attached FYI and "just-in-case" is a memo
summarizing the proposal.  (I'll drop hard copies off at your respective mail
drops.)


Group,

This morning we had a meeting with BPA regarding Grays Harbor Paper in an
attempt to clarify exactly what we need to do in order to make the deal run
smoothly.  BPA informed us that a phone call is REQUIRED at the end of each
hour to inform their numbers desk (306-418-2277 and reference account #
16211) of the actual generation output of the unit.  BPA has the expected
output in their system based on preschedules or RT sales and then enters the
actual output in order to determine if BPA has met their reserve requirements
by comparing the two (for the entire control area).  If we do not call the
actuals in, they assume that the unit's output is zero and we get billed for
being short those MWh's.

When you call the BPA Number's Desk, you need to give them the total output
of the plant.  They are required to give the first MW to load and the next
four to us for marketing.  However, BPA wants to know the TOTAL OUTPUT of the
unit, which would be 5.   They would like the numbers within the first 5 to
10 minutes of every hour.

This is very important and cannot be overlooked.  Let me know if you have any
ideas about how to remind everyone to make the call.  Do we need an alarm at
5 minutes after every hour?

We also discussed procedure when the unit trips.  We have to call the BPA
Generation Desk within 5 minutes of the unit tripping.  We are going to
emphasise the importance of Grays Harbor calling us immediately so that we
may notify BPA within the required 5 minutes.  Once again, if we fail to do
this we will be fined according to their tariff.

DO NOT FORGET TO MAKE THESE CALLS!!!!!!!

If you have any questions, don't hesitate to ask.  Les can also be a helpful
resource on this.

Cheers,
Jesse


Start Date: 4/26/01; HourAhead hour: 20;  No ancillary schedules awarded.  No
variances detected.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final
Schedules\2001042620.txt

---- Energy Import/Export Schedule ----
*** Final schedule not found for preferred schedule.
     Details:

  TRANS_TYPE: FINAL
  SC_ID: ECTRT
  MKT_TYPE: 2
  TRANS_DATE: 4/26/01
  TIE_POINT: PVERDE_5_DEVERS
  INTERCHG_ID: CISO_EPMI_DESERT
  ENGY_TYPE: NFRM


---------------------- Forwarded by Richard B Sanders/HOU/ECT on 12/15/99
11:31 AM ---------------------------

Felix Buitron
12/15/99 08:45 AM
To: Richard B Sanders/HOU/ECT@ECT
cc:
Subject: IT Purchasing Process

FYI
---------------------- Forwarded by Felix Buitron/HOU/ECT on 12/15/99 08:45
AM ---------------------------

	Enron North America Corp.

	From:  General Announcement @ ENRON                           12/06/99 06:20
PM

Sent by: General Announcement@ENRON
To: All Enron North America And Corp
cc:
Subject: IT Purchasing Process

In an effort to continuously improve the service we provide to our customers
we have created one central mail ID for all IT Purchase Requests.  This new
ID is Enron IT Purchasing.  Please send all future IT Purchasing requests to
this ID as opposed to sending your requests to one individual in the
purchasing group.  If you do not use this ID your purchase request may be
delayed.  Also, please remember that all Technology purchases should go
through the IT Purchasing department if you intend to use them for business
purposes.

Thank you for your cooperation in this matter.

Regards,
Bob Hillier
Application Systems


Wow...is that what really happened?!?!  I am so glad it's all clarified.  Since we're suing everyone (the accountants, the lawyers, etc.), we might as well sue our long distance carrier.  Talk soon!

-----Original Message-----
From: Ott, Shana [mailto:Shana.Ott@ElPaso.com]
Sent: Thursday, February 14, 2002 7:50 AM
Subject: FW: SPRINT Ad ;-)

******************************************************************
This email and any files transmitted with it from the ElPaso
Corporation are confidential and intended solely for the
use of the individual or entity to whom they are addressed.
If you have received this email in error please notify the
sender.
******************************************************************


Shari:  I see that you added this to the legal/credit list.  Can you tell me
why?  What type of deal do we do?  Did ECTI ever transact with DLJ Capital
Funding, Inc. (for distressed loans)?  Are you familiar with the Loan
Syndications and Trading Association, Inc. "standard terms and conditions"?
Did you ever document a loan derivative?  Thanks.  Sara


The Jedi swap VaR was moved from non-trading securities to trading securities.

Regards,

Eugenio


You are correct in that I do not need the emails.  However, when I receive
calls from Sheila or Gary or a counterparty, I rely upon  Lotus Notes and the
information is not there.  I know that everyone is working diligently to
satisfy the traders' requests.  The emails you are sending can be entered
directly into the database so that everyone can access the information.  I
will be glad to show you how to utilize this feature.

What do you think is a reasonable date to ask Sam and Stephanie to complete
their review of the brokerage agreements in Lotus Notes?

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com

	Cheryl Nelson@ENRON
	Sent by: Cheryl Nelson@ENRON
	02/08/2001 03:46 PM

		 To: sara.shackleton@enron.com
		 cc:
		 Subject: Raymond James Brokerage Agreement & more

Sara, earlier this week, I asked Stephanie and Samantha to update lotus notes
on the brokerage agreements that we prioritized last week.  In addition to
lotus notes, I often send emails to the traders to keep them updated -- as
the attached is an example.  If you would like to be copied so that you know
what's going on -- i.e., that I am working diligently on the brokerage
agreemetns on a daily basis, let me know.  I fgured that you did not want to
be flooded with the emails and that, instead, we would meet every other week
for an update.  Let me know -- whatever makes you feel more comfortable is
what I would like to do.

Cheryl Nelson
Senior Counsel
EB3875
(713) 345-4693
----- Forwarded by Cheryl Nelson/NA/Enron on 02/08/2001 03:42 PM -----

	Cheryl Nelson
	Sent by: Cheryl Nelson
	02/08/2001 10:38 AM

		 To: aneela.charania@enron.com
		 cc:
		 Subject: Raymond James Brokerage Agreement

Hey Aneela, here is the other email sent to Paul this week.  As you can see
from the attached, we are still in the process of discussing key issues with
RJ, the agreeemtn is not yet in execution posture.  In a phone call
subsequent to the attached email, we resolved all of the issues identified
below (in Enron's favor), except for the limitation of liability issue (see
my previous email to you) that Paul and I are looking into.  I just want to
convey to you that this is a priority to us and we are working on it daily.

Cheryl Nelson
Senior Counsel
EB3875
(713) 345-4693
----- Forwarded by Cheryl Nelson/NA/Enron on 02/08/2001 10:35 AM -----

	Cheryl Nelson
	Sent by: Cheryl Nelson
	02/07/2001 03:04 PM

		 To: pmatecki@enron.com; dhawke@enron.com
		 cc: stephanie.panus@enron.com
		 Subject: Raymond James Brokerage Agreement

Paul, I tried to call you at our scheduled time but you were not available.
To expedite the process, let me tell you here what the outstanding issues are:

1. Para. 15 - Can we clarify this last sentence that you put in the most
recent draft.  What are we meaning to say there?

2. We feel strongly about including the limitation on liability issue.  We
especially want to limit any liability to punitive damages.  We think its
mutually beneficial.  Did you leave this out intentionally?

3.  Did you intentionally reject our draft confidentiality provisions?

If you do not have time to call me today, please send back an emailed
response.

Cheryl Nelson
Senior Counsel
EB3875
(713) 345-4693


Thank You from Symantec!

Here is your profile:
----------------------------------------------------------------------

Internet Order Number: 7801578775
Order Date: Sat Mar 31 14:42:39 PST 2001
Customer Name: MARK TAYLOR
Account ID: 84628581
Product: Nav 2000 ME 6.2 - OEM - Dell - 1 year Subscription
Quantity: 0001
Price: USD  14.95
Total Charges: USD  16.18
----------------------------------------------------------------------

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1322 Rutland
Houston  Texas  77008
United States
----------------------------------------------------------------------

If you have any questions, please contact Symantec Customer Service at:

- http://www.symantec.com/custserv
- custserv@symantec.com

-------------------------
Symantec Brazil
Av. Juruce, 302 - cj. 8
Sao Paulo - SP
Brazil
04080 011
Phone: + (55) 11 5561 0284
Fax: + (55) 11 530 8869

-------------------------
Symantec Argentina
Cerrito 1054, Piso 9
Buenos Aires - 1010
Argentina
Phone: + (54) 11 4315-0889
Service & Support + (54) 11 4314-3434

-------------------------
Symantec Mexico
Insurgentes Sur 1871-602
Col Guadalupe Inn
01120 MEXICO, D.F.
Phone: + (52) 5-661-7978
Fax: + (52) 5-661-7975

-------------------------
Symantec Colombia, Venezuela,
the Caribbean, other Latin American countries
2501 Colorado, Suite 300
Santa Monica, CA 90404
Customer Service:
Web: www.symantec.com/region/la/where.html

-------------------------
European Customer Service Centre
Symantec Ltd.
Ballycoolin Business Park
PO Box 5689
Blanchardstown
Dublin 15, Ireland
Phone: + 353 1 8118032

Austria
+ 43(01)50 137 5020 Tel

Belgium
+ 32(02)7131700 Tel

Denmark
+ 45 354 45700 Tel

Finland
+ 358 (09) 229 30410 Tel

France
+ 33 (01) 645 38050 Tel

Germany
+ 49 (069) 664 10300 Tel

Ireland
+ 353 (01) 8118032 Tel

Italy
+ 39 (02) 482-70000 Tel

Luxembourg
+ 352 29 84 795020 Tel

Netherlands
+ 31 (020) 504 0565 Tel

Norway
+ 47 23 053300 Tel

South Africa
+ 27 (011) 7849855 Tel

Spain
+ 34 91 6624413 Tel

Sweden
+ 46 (08) 7039615 Tel

Switzerland
+ 41 (01) 2126262 Tel

United Kingdom
+ 44 20 76165600 Tel

-------------------------
Asia/Pacific
Sydney
Symantec Pty Ltd
Riverside Corporate Park, Level 2
1 Julius Avenue
North Ryde, NSW 2113, Australia
+ 61 (02) 8879 1000 Tel

Melbourne
+ 61 (03) 9864 2600 Tel

China
+ 86 (010) 6264 8866 Tel

Hong Kong
+ (852) 1833 303 Tel

India
+ 91 22 282 6813/6814 Tel

Japan (Tokyo)
Symantec Japan, Inc
Pine Bldg. 6F, 3-11-2
Shibuya, Shibuya-ku, Tokyo 150, Japan
+ 81 (03) 3498 0550 Tel

Korea
+ 82 (02) 3420 8600 Tel

New Zealand
+ 0800 445 304 Tel

Singapore
+ 65 239 2005 Tel

Thailand, India, Sri Lanka, Pakistan, Indonesia, Nepal
+ 65 239 2005 Tel

Malaysia
+ 60 (03) 705 4910 Tel

Taiwan (Taipei)
+ 886 (02) 2739-9168 Tel


Per our discussion, here is Annex II!

Have a great weekend!

Jorge


---------------------- Forwarded by Darron C Giron/HOU/ECT on 02/16/2001
11:43 AM ---------------------------

From:  Veronica Espinoza @ ENRON
               02/16/2001 09:36 AM

To: Larry Joe Hunter/HOU/ECT@ECT, Bob Bowen/HOU/ECT@ECT, Kim S
Theriot/HOU/ECT@ECT, Melinda Whalen/CAL/ECT@ECT, Dianne Seib/CAL/ECT@ECT,
Janie Aguayo/HOU/ECT@ECT, Derek Bailey/Corp/Enron@ENRON, Kevin
Meredith/Corp/Enron@ENRON, Ellen Wallumrod/NA/Enron@ENRON, Celeste
Cisneros/NA/Enron@Enron, Diane Anderson/NA/Enron@Enron, Tiffany
Williams/NA/Enron@Enron, Cindy Feldman/CAL/ECT@ECT, Patricia
Boulanger/CAL/ECT@ECT, Linda Sietzema/CAL/ECT@ECT, Sharon
Crawford/CAL/ECT@ECT, Debbie R Brackett/HOU/ECT@ECT, Tanya
Rohauer/HOU/ECT@ECT, Tom Moran/HOU/ECT@ECT, William S Bradford/HOU/ECT@ECT,
Russell Diamond/HOU/ECT@ECT, Lesli Campbell/HOU/ECT@ECT, Nidia
Mendoza/HOU/ECT@ECT, Jeffrey C Gossett/HOU/ECT@ECT, Kam Keiser/HOU/ECT@ECT,
David Baumbach/HOU/ECT@ECT, Errol McLaughlin/Corp/Enron@ENRON, Darron C
Giron/HOU/ECT@ECT, Walter Guidroz/NA/Enron@Enron, Leslie Reeves/HOU/ECT@ECT,
Veronica Gonzalez/HOU/ECT@ECT, Phillip M Love/HOU/ECT@ECT, Jean
Bell/HOU/ECT@ECT, Paul Radous/Corp/Enron@ENRON, Ken Curry/HOU/ECT@ECT
cc:
Subject: Credit Report--2/16/01


Tomorrow is the last chance to donate for the walk I will be doing for the National Multiple Sclerosis Society on October 27.  Below is a link to give you more information on what MS is and what your contribution will go towards.

For credit card donation follow the link, if you would rather give cash I will be placing my Pledge sheet in the Kitchen on EB23K1.

Thank you.

Patricia A. Villalobos

https://www.nationalmssociety.org/pledge/pledge.asp?participantid=22917


Could you PLEASE PLEASE call David Marshall and get his email?  I'm on
endless conference calls and need to contact him about a matter.

Thanks,

Kay

PS, not a vacation day


Oops!  The location for the welcome coffee is EB38C2.

See you there!

----- Forwarded by Erica Braden/HOU/ECT on 06/05/2000 03:57 PM -----

	Sheila Tweed
	Sent by: Erica Braden
	06/05/2000 03:33 PM

		 To: Alan Aronowitz/HOU/ECT@ECT, Ann Elizabeth White/HOU/ECT@ECT, Anne C
Koehler/HOU/ECT@ECT, Barbara N Gray/HOU/ECT@ECT, Barton Clark/HOU/ECT@ECT,
Becky Tlucek/HOU/ECT@ECT, Bob Carter/HOU/ECT@ECT, Brenda
Whitehead/HOU/ECT@ECT, Brent Hendry/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT,
Carol St Clair/HOU/ECT@ECT, Carolyn George/Corp/Enron@ENRON, Chaundra
Woods/HOU/ECT@ECT, Chris Gaffney/HOU/ECT@ECT, Dan Lyons/HOU/ECT@ECT, Dan J
Hyvl/HOU/ECT@ECT, David Portz/HOU/ECT@ECT, Deb Korkmas/HOU/ECT@ECT, Debra
Perlingiere/HOU/ECT@ECT, Dina Snow/Corp/Enron@Enron, Ed B Hearn
III/HOU/ECT@ECT, Elizabeth Sager/HOU/ECT@ECT, Erica Braden/HOU/ECT@ECT, Genia
FitzGerald/HOU/ECT@ECT, Gerald Nemec/HOU/ECT@ECT, Gloria
Cruz/Corp/Enron@Enron, Harry M Collins/HOU/ECT@ECT, James
Grace/Corp/Enron@ENRON, Janet H Moore/HOU/ECT@ECT, Janette
Elbertson/HOU/ECT@ECT, Janice R Moore/HOU/ECT@ECT, Jeffrey T
Hodge/HOU/ECT@ECT, Jenny Helton/HOU/ECT@ect, John Viverito/Corp/Enron@Enron,
Joya Davis/HOU/ECT@ECT, Julia Murray/HOU/ECT@ECT, Kay Young/HOU/ECT@ECT, Kaye
Ellis/HOU/ECT@ECT, Kimberlee A Bennick/HOU/ECT@ECT, Lance
Schuler-Legal/HOU/ECT@ECT, Laurie Mayer/HOU/ECT@ECT, Legal Temp
6/HOU/ECT@ECT, Linda J Simmons/HOU/ECT@ECT, Linda R Guinn/HOU/ECT@ECT, Lisa
Mellencamp/HOU/ECT@ECT, Lou Stoler/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Mark
E Haedicke/HOU/ECT@ECT, Martin W Penkwitz/ENRON_DEVELOPMENT, Mary J
Heinitz/HOU/ECT@ECT, Mary Ogden/HOU/ECT@ECT, Matt Maxwell/Corp/Enron@ENRON,
Merrill W Haas/HOU/ECT@ECT, Michael A Robison/HOU/ECT@ECT, Michelle
Cash/HOU/ECT@ECT, Nony Flores/HOU/ECT@ECT, Pat Radford/HOU/ECT@ECT, Paula
Craft/HOU/ECT@ECT, Peggy Banczak/HOU/ECT@ECT, Peter del Vecchio/HOU/ECT@ECT,
Reginald Shanks/HOU/ECT@ECT, Richard B Sanders/HOU/ECT@ECT, Richard
Jeffrey/Corp/Enron@Enron, Richard Jeffrey/Corp/Enron@Enron, Robert
Walker/HOU/ECT@ECT, Samantha Boyd/NA/Enron@Enron, Samantha
Ferguson/NA/Enron@Enron, Sandi M Braband/HOU/ECT@ECT, Sara
Shackleton/HOU/ECT@ECT, Shari Stack/HOU/ECT@ECT, Shawna Flynn/HOU/ECT@ECT,
Sheila Tweed/HOU/ECT@ECT, Sheri L Cromwell/HOU/ECT@ECT, Shonnie
Daniel/HOU/ECT@ECT, Stacy E Dickson/HOU/ECT@ECT, Steve Van
Hooser/HOU/ECT@ECT, Stuart Zisman/HOU/ECT@ECT, Susan Bailey/HOU/ECT@ECT,
Susan Flynn/HOU/ECT@ECT, Suzanne Adams/HOU/ECT@ECT, Taffy
Milligan/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT, Teresa G Bushman/HOU/ECT@ECT,
Travis McCullough/HOU/ECT@ECT, Twanda Sweet/HOU/ECT@ECT, Wayne
Gresham/HOU/ECT@ECT, William L Nealy/Corp/Enron@ENRON
		 cc:
		 Subject: Welcome Coffee 6/9/2000

Please join us for a Legal Department breakfast gathering on Friday, June 9,
2000 at 9:00 a.m. to welcome/honor the following:

Samantha Boyd, Specialist - Welcome (office location:  EB3802A)

Samantha Ferguson, Law Clerk - Welcome (office location:  EB3851A)

Al Larsen, Sr. Counsel, (Portland office) - Welcome (temporary Houston office
location:  EB3891)

Matt Maxwell, Specialist (5 years) - Service Award (office location:  EB3875A)

Bill Nealy, Law Clerk - Welcome Back (office location:  EB3852B)

We look forward to seeing you there!


Evidently we are experiencing some technical difficulty on this end.  The
task should be finished shortly.

KWiemer@milbank.com on 01/17/2001 12:57:24 PM
To: Kay.Mann@enron.com
cc:

Subject: E-Next Generation Purchase by DAED I/II

Kay - As mentioned in my voice mail.  Please revise the signature pages for
E-Next Generation as follows and e-mail back to me. Wilmington is standing by
to execute.
Regards, Karl
Each signature block for E-Next Generation should appear as follows:

E-NEXT GENERATION LLC
By:     Wilmington Trust Company,
        not in its individual capacity but
        solely as Manager

By: _________________
Name:
Title:

Karl Wiemer
Milbank, Tweed, Hadley & McCloy LLP
One Chase Manhattan Plaza
New York, NY 10005-1413
212-530-5209
212-822-5209 (fax)
kwiemer@milbank.com

This e-mail message may contain legally privileged and/or confidential
information. If you are not the intended recipient(s), or the employee
or agent responsible for delivery of this message to the intended
recipient(s), you are hereby notified that any dissemination,
distribution or copying of this e-mail message is strictly prohibited.
If you have received this message in error, please immediately notify
the sender and delete this e-mail message from your computer.


Rick,

FYI

Vince


With Ken Lay's resignation, you undoubtedly have questions about Enron's management structure and what lies ahead for the company.  The purpose of this communication is to begin to answer those questions and lay out the direction we plan to follow as we regroup and rebuild.

First, the Creditors Committee has proposed that the Board of Directors retain an interim CEO to focus on the restructuring process.  This is a positive sign that the Committee believes Enron will provide greater value as a viable ongoing business.

The Enron Board of Directors has approved Stephen Cooper as interim CEO and chief restructuring officer.  Steve is the managing partner of Zolfo Cooper, a corporate recovery and crisis management firm with more than 30 years experience leading companies through operational and financial reorganizations.

Steve and his firm will work with members of Enron's current management to develop and implement a comprehensive plan to restructure the company and emerge from bankruptcy.

As you know, Enron has entered into an agreement with UBS Warburg for the sale of NetCo, Enron's wholesale gas and power trading organization.  In preparation for the transition of NetCo to UBS, Greg Whalley has resigned as president and COO of Enron to assume a position with UBS Warburg.  We want to thank Greg and the NetCo employees joining UBS for their contributions to Enron and wish them great success going forward.

In addition to engaging Steve, Enron has formed an Office of the Chief Executive.  I will join Steve in that office as president and chief operating officer, and Ray Bowen will join us as executive vice president and chief financial officer.

We will provide additional information regarding the roles and responsibilities of Enron's entire management team once those become more fully defined.

Thank you for continuing to support Enron by performing your job everyday.  The ongoing uncertainty about our future, coupled with the constant media scrutiny, makes this situation difficult for all of us. While no one can control the media, we can and will define our leadership and devise our strategy for moving ahead.  And in doing so, we will build a more certain future for our company and our employees.

Link to the press release: http://www.enron.com/corp/pressroom/releases/2002/ene/012902Release.html


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BW0107  AUG 03,2001       10:31 PACIFIC      13:31 EASTERN

( BW)(TX-INDUSTRIAL-INFO-RES-2) Griffith Energy LLC Schedules
Commercial Operation of Their New 600MW Baseload Plant by Late August,
An Advisory From Industrialinfo.com

    Business/Energy Editors

	   HOUSTON--(BUSINESS WIRE)--Aug. 3, 2001--The following is an
advisory from Industrialinfo.com (Industrial Information Resources
Inc.; Houston): Griffith Energy, LLC a 50/50 joint venture between PPL
Global (Fairfax, Va.) and Duke Energy North America (Charlotte, N.C.)
has completed construction of the $300 million Griffith Energy Project
in Mojave County near Golden Valley, Ariz. Commercial operation of the
plant is expected to commence by late August 2001. Generating
Equipment includes two GE Power Systems model MS7001FA combustion
turbines, two Vogt-NEM heat recovery steam generators and a Toshiba
steam turbine generator capable of producing 600 megawatts (MW) of
baseload capacity. BVZ Power Partners (Black & Veatch/Zachry)
constructed the plant. The project will supply wholesale energy to the
Western Systems Coordinating Council (WSCC) via transmission
connection to the Mead, Nev., 500/345/230kV substation.
	   For more information on trends and upcoming construction
activities in the power and energy markets as well as other industrial
sectors send inquiries to powergroup@industrialinfo.com or visit us at
www.industrialinfo.com.

    --30--MJB/ho*

    CONTACT: Industrial Information Resources, Houston
             Shane Mullins, 713/780-5147
             Power Market Research Manager
             Media Only

    KEYWORD: TEXAS VIRGINIA ARIZONA NORTH CAROLINA NEVADA
    INDUSTRY KEYWORD: ENERGY OIL/GAS UTILITIES
    SOURCE: Industrial Information Resources

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Business Wire`s members who are solely responsible for their content,
accuracy and originality. All reproduction, other than for an
individual user`s reference, is prohibited without prior written
permission.


Thanks, today all is well.

Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490


PRIVILEGED AND CONFIDENTIAL ATTORNEY CLIENT COMMUNICATION

I spoke with Deutsche bank immediately after my conversation with Dan Lyons.
I apologize as I must not have communicated clearly that I understood the
importance of this issue from a legal point of view.  My intent on having
language proposed was not to concede to any proposed language by Deustche but
to determine if it was possible to be assured of bringing in a significant
commitment to the syndication of the transaction as well as not create any
potential legal issues.  As this was not the case, I told Deutche that after
reviewing their proposed documentation, we could not make the change and that
they should come into the transaction and hold the entire $35MM amount and
hold that amount rather than syndicating it out the back end as initially
contemplated.

Dan Lyons
10/27/2000 03:21 PM
To: Richard B Sanders/HOU/ECT@ECT, Carl Tricoli/Corp/Enron@Enron,
abaskins@llgm.com, tmoore@llgm.com, Garrick Hill/HOU/ECT@ECT
cc: Brian Kerrigan/HOU/ECT@ECT
Subject: Enron/Ponderosa: Proposed Langauge

PRIVILEGED AND CONFIDENTIAL  ATTORNEY CLIENT COMMUNICATION

KBC is apparently having trouble syndicating the Cornhusker deal and one of
the potential syndicees, Deutsche Bank, didn't like the way our deal was
structured thinking it wasn't as good a deal for the banks as a different
Enron deal they were in.  I think at least some of us have talked about this
before and I am reluctant, given the posture of Brazos at the current moment
to do even de minimis or seemingly non- controversial or harmless changes to
the documents because I don't know how it might be construed or twisted
against us in  a litigation scenario..having said that, I think this one does
two things..it gives DB a right to step in and act onits own behalf if Enron
doesn't pay...this seems to me to be a clear change from a hardly maintained
position that we wanted to deal with one entity, not a dozen and in my view
is a change in the deal, but I guess is your call..the second change (I
think) adds some ability on the part of the banks to involve ponderosa in
remedial actions if there is non-payment...this seems to me to have the
advantage of reinforcing Ponderosa's status as an owner, but may not reflect
our deal with Ponderosa and to some extent is inconsistent with the Mantra we
have consistently had of Enron's credit being the credit which was being
bought...I note that I have made these observations from my memory of what
the docs say and request Lebouef to confirm my analysis or correct it...at
any rate if my analysis is correct I vote no, but I think we probably need a
group discussion early next week as they want to finalize the assignments on
Tuesday...Lebouef will be sending a separate memo about some other issues
that have been raised by the proposed assignments...it seems to me that our
original deal is being steadily chipped away and I really worry about it in
light of the strained relations with Brazos
----- Forwarded by Dan Lyons/HOU/ECT on 10/27/2000 03:01 PM -----

	marcus.tarkington@db.com
	10/27/2000 01:55 PM

		 To: brian.kerrigan@enron.com, Sarah.Heineman@enron.com, dan.lyons@enron.com
		 cc:
		 Subject: Enron/Ponderosa: Proposed Langauge

Brian, as we discussed attached is the proposed language
to be added to the Assignment Agreement to address the DB policy issue.
Also, the language will facilitate the loan saleability and therefore
included in the Assignment
Agreement when we sell the loan.  As indicated in the note our counsel is
reviewing the
Assignment Agreement which we just recently received from Mayer, Brown.

After  you and your counsel have reviewed the language below please give me a
call.
212 250-7684
Thanks
---------------------- Forwarded by Marcus Tarkington on 10/27/2000 02:45 PM
---------------------------

Margaret M Ross@DBNA
10/27/2000 03:17 PM

To:   Marcus Tarkington@Bankers_Trust
cc:
Subject:  Enron/Ponderosa: Proposed Langauge

Set forth below for your consideration is proposed language relating to the
right of independent action that we have been discussing.  This language
would appear at the end of the draft Assignment Agreement as a final
provision to the Miscellaneous section.  Please note that I have not had the
opportunity to review the assignment and, as a result, the language set forth
below remains subject to our review of this proposed agreement:

          (n)  Notwithstanding anything else provided herein or in any Loan
Document or the Swap Agreement, the parties hereto acknoledge and agree
that:  (i) the term "Party B" (as such term is used in Section 13(b) of the
Swap Agreement) shall mean and be a reference to (A) the Agent, and/or (B) in
the case of any controversy, dispute or claim arising out of or relating to
any failure by Enron Corp. to make, when due, any payment specified under
Section 5(a)(i) of the Swap Agreement in accordance with the terms thereof,
any Lender; and (ii) the term "party" or "parties" (as such term is used in
Section 13(b) of the Swap Agreement), in the case of any Dispute referred to
in clause (i)(B) above, shall include any such Lender.

Margaret Ross


Not a problem.  My concern is less about you and me---we both have views and
are comfortable with the back and forth banter.

I'm actually concerned about Carolyn.  She has worked hard on this, and I
think wants to be involved and participatory. I had the sense that she was
feeling that she'd done a bunch of work that was ending up on the cutting
room floor and that she wasn't getting a real opportunity to participate in
the shaping of the analysis, the presentation, or responsibility for taking a
piece of the presentation for Thursday.  I was sensing that she was
frustrated.

Anil is also less extroverted, but based on discussions with him, I think
that he is less concerned because he has some other pretty cosmic things on
his plate right now.

My real concern is that everyone feels comfortable, understanding that
working in groups is all about compromise, and that one should really expect
to get about 70% or less of one's views included in a final product, given
the nature of group dynamic.

I think we're getting close to something that everyone will good about, which
is a pretty good goal to go after.

Thanks a bunch for the note.

Best,
Jeff

	"Guinney, Mark" <Mark_Guinney@watsonwyatt.com>
	04/23/2001 08:08 AM

		 To: "\"Jeff.Dasovich@enron.com\" " <Jeff.Dasovich@enron.com>
		 cc:
		 Subject: Re[2]:PowerPoint info

Hey Jeff,

I hope you don't take anything personally when I disagree with you.  You are
a
very bright guy and a good speaker with good ideas.  There are always going
to
be disagreements when you get 4 opinionated people together.  Anyway, please
get
me your numbers by tomorrow so I can spend Tuesday night plugging things in
and
getting the presentation in good working order.  I want Anil to take a final
crack at it Wednesday so everyone can give comments and be done by
Thursdsay.

mark

**********************************************
Mark D. Guinney, CFA
Consultant
Watson Wyatt Investment Consulting
345 California Street, Ste. 1400
San Francisco, CA  94104
(415) 733-4487 ph.
(415) 733-4190 fax

____________________Reply Separator____________________
Subject:    Re:PowerPoint info
Author: "Jeff.Dasovich@enron.com" <SMTP:Jeff.Dasovich@enron.com>
Date:       04/23/2001 11:19 AM

Thanks.  Could you please send around the model, too?  I want to use for
the financials table.

Best,
Jeff


Thanks, Kerri - that's very nice of you!

Kerri Thompson@ENRON
12/18/2000 01:52 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: Re: apb

its okay, its not a big deal, i just wanted you to change it instead of me,
just to be sure.  i am always usually in such a hurry when i talk to you.
but, since it has slowed down a bit......i wanted to let you know you are
doing a wonderful job, and you really are a pleasure to work with.  again i
am sorry if it seems like i am always in a rush, just tell me to chill out.
but, thanks for being so great.  i will pass that on to the traders when i
get a chance!

kerri

   Kate Symes @ ECT                12/18/2000 03:46 PM

To: Kerri Thompson/Corp/Enron@ENRON
cc:

Subject: Re: apb

I just added it. I don't know why, but I checked Jeff's Deal Blotter and he
had entered the broker. For some reason this did not transfer over into Deal
Entry. Sorry!

Kate

Kerri Thompson@ENRON
12/18/2000 01:47 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: Re: apb

481433 needs a broker

   Kate Symes @ ECT                12/18/2000 03:37 PM

To: Kerri Thompson/Corp/Enron@ENRON
cc:

Subject: Re: apb

First deal is 481433. Jeff Richter entered this awhile ago.

Second deal is 481489. Sean Crandall forgot to put the broker in - he's
adding that right now.

Thanks,
Kate

Kerri Thompson@ENRON
12/18/2000 01:31 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: apb

missing deals

buy idaho
19th
25 mw
415.00
np15

buy aep
19th
25 mw
400.00
cob
off peak


Does it still make sense to have these meetings anymore?  Maybe just sit in
on Novak's meeting.   Mark Haedicke
----- Forwarded by Mark E Haedicke/HOU/ECT on 02/15/2001 03:08 PM -----

	Becky Spencer
	02/15/2001 10:46 AM

		 To: Mark E Haedicke/HOU/ECT@ECT, Jeffrey T Hodge/HOU/ECT@ECT, Dan J
Hyvl/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Brent Hendry/NA/Enron@Enron,
Andrea Calo/SA/Enron@Enron, Rick Hopkinson/Enron@EnronXGate, Lynn
Aven/NA/Enron@Enron
		 cc:
		 Subject: Meeting Today!

There will be a South American Legal Team meeting today!!

Thursday, February 15th
2:30 p.m. - 3:30 p.m. Houston time (5:30 p.m. Buenos Aires time)
EB38c1