As we discussed.
----- Forwarded by Mark Taylor/HOU/ECT on 07/25/2000 01:53 PM -----

	Scott Sefton
	07/25/2000 11:06 AM

		 To: Travis McCullough/HOU/ECT@ECT, Mark - ECT Legal Taylor/HOU/ECT@ECT
		 cc: Julia Murray/HOU/ECT@ECT
		 Subject: Term Sheet

Attached is the NetWorks term sheet. I understand that a completly new PPM
should be coming out today.
---------------------- Forwarded by Scott Sefton/HOU/ECT on 07/25/2000 11:01
AM ---------------------------

Gareth Bahlmann
07/24/2000 02:14 PM
To: Scott Sefton/HOU/ECT@ECT
cc:
Subject: Term Sheet

---------------------- Forwarded by Gareth Bahlmann/HOU/ECT on 07/24/2000
02:02 PM ---------------------------

"Astin, Ronald T." <RAstin@velaw.com> on 07/24/2000 11:23:18 AM
To: "'Bolner, Mike (Chase)'" <michael.bolner@chase.com>, "'MacEachron, Susan
(Chase)'" <Susan.MacEachron@chase.com>, "Walker, Rick (Chase)"
<richard.walker@chase.com>, "'nancy.marshall@chase.com'"
<nancy.marshall@chase.com>, "Brown, Bill W. (Director-Enron)"
<bill.w.brown@enron.com>, "'Coulter, Jodi'" <Jodi.Coulter@enron.com>,
"Bahlmann, Gareth (Enron)" <gareth.bahlmann@enron.com>, "Osterberg, Edward"
<eosterberg@velaw.com>, "Ho, Wendy" <who@velaw.com>, "Douglas, Stephen
(Enron)" <stephen.h.douglas@enron.com>, "'Michael.K.Patrick@enron.com'"
<Michael.K.Patrick@enron.com>
cc:
Subject: Term Sheet

Attached is a revised version of the Net Works Term Sheet, marked to show
additional Enron changes from Friday's version.  A clean version will follow
shortly.

 <<274897_6.DOC>>

 - 274897_6.DOC
---------------------- Forwarded by Gareth Bahlmann/HOU/ECT on 07/24/2000
02:02 PM ---------------------------

"Astin, Ronald T." <RAstin@velaw.com> on 07/24/2000 11:37:46 AM
To: "'Bolner, Mike (Chase)'" <michael.bolner@chase.com>, "'MacEachron, Susan
(Chase)'" <Susan.MacEachron@chase.com>, "Walker, Rick (Chase)"
<richard.walker@chase.com>, "'nancy.marshall@chase.com'"
<nancy.marshall@chase.com>, "Brown, Bill W. (Director-Enron)"
<bill.w.brown@enron.com>, "'Coulter, Jodi'" <Jodi.Coulter@enron.com>,
"Bahlmann, Gareth (Enron)" <gareth.bahlmann@enron.com>, "Osterberg, Edward"
<eosterberg@velaw.com>, "Ho, Wendy" <who@velaw.com>, "Douglas, Stephen
(Enron)" <stephen.h.douglas@enron.com>, "'Michael.K.Patrick@enron.com'"
<Michael.K.Patrick@enron.com>
cc:
Subject: Term Sheet (corrected)

Please ignore the previous version sent a few minutes ago.  I corrected the
typos in this one.  Clean copy follows.

 <<274897_6.DOC>>

Ronald T. Astin
Vinson & Elkins L.L.P.
1001 Fannin Street, 23rd Floor
Houston, Texas 77002
Ph: (713) 758-3615
Fax: (713) 615-5457
RAstin@velaw.com

 - 274897_6.DOC
---------------------- Forwarded by Gareth Bahlmann/HOU/ECT on 07/24/2000
02:02 PM ---------------------------

"Astin, Ronald T." <RAstin@velaw.com> on 07/24/2000 11:40:01 AM
To: "'Bolner, Mike (Chase)'" <michael.bolner@chase.com>, "'MacEachron, Susan
(Chase)'" <Susan.MacEachron@chase.com>, "Walker, Rick (Chase)"
<richard.walker@chase.com>, "'nancy.marshall@chase.com'"
<nancy.marshall@chase.com>, "Brown, Bill W. (Director-Enron)"
<bill.w.brown@enron.com>, "'Coulter, Jodi'" <Jodi.Coulter@enron.com>,
"Bahlmann, Gareth (Enron)" <gareth.bahlmann@enron.com>, "Osterberg, Edward"
<eosterberg@velaw.com>, "Ho, Wendy" <who@velaw.com>, "Douglas, Stephen
(Enron)" <stephen.h.douglas@enron.com>, "'Michael.K.Patrick@enron.com'"
<Michael.K.Patrick@enron.com>
cc:
Subject: Term Sheet (Clean)

Here is the clean copy of the term sheet with today's Enron revisions.

 <<274897_7.DOC>>

 - 274897_7.DOC


3/14/02
10:25 am

Barbara Gilbert, my scheduling rep. at Sonat, informed me that the attorneys in Sonat's Houston office will be contacting Enron's attorneys to set up a meeting to address the PAL issue.   .

Christina Sanchez

 -----Original Message-----
From: 	Germany, Chris
Sent:	Thursday, March 14, 2002 10:08 AM
To:	McMichael Jr., Ed; Concannon, Ruth; 'Mark.Ellenberg@cwt.com'
Cc:	Parks, Joe; Garza, Maria; Mann, Kay; Olinger, Kimberly S.; Sanchez, Christina; Polsky, Phil; 'Shemin V. Proctor (E-mail)'; Dhont, Margaret
Subject:	RE: Sonat Park & Loan

3/14/02
9:50 AM Per Tammi Depaolis (832-397-1728) at Sequent.  Tammi spoke to Lisa Guthrie (205-325-3816) at Sonat to find out what flexibility Sequent would have taking out the parked gas.  Lisa said she didn't know if Enron could sell the gas.

 -----Original Message-----
From: 	McMichael Jr., Ed
Sent:	Wednesday, March 13, 2002 7:29 PM
To:	Germany, Chris; Concannon, Ruth; 'Mark.Ellenberg@cwt.com'
Cc:	Parks, Joe; Garza, Maria; Mann, Kay; Olinger, Kimberly S.; Sanchez, Christina; Polsky, Phil; 'Shemin V. Proctor (E-mail)'; Dhont, Margaret
Subject:	RE: Sonat Park & Loan

Thanks for the information.  Sell, Sell, Sell!  Sell it all to Sequent for March if you can get a good bid and have them agree to pay the moment we/they get confirmation on the nomination.  Try to get other bids to validate as best you can.  Do not talk to Sonat unless you have to - - asking permission is not advisable.

 -----Original Message-----
From: 	Germany, Chris
Sent:	Wednesday, March 13, 2002 4:38 PM
To:	McMichael Jr., Ed; Concannon, Ruth; 'Mark.Ellenberg@cwt.com'
Cc:	Parks, Joe; Garza, Maria; Mann, Kay; Olinger, Kimberly S.; Sanchez, Christina; Polsky, Phil; Shemin V. Proctor (E-mail); Dhont, Margaret
Subject:	Sonat Park & Loan

Ruth Concannon told me we want to try and sell the parked gas on Sonat.  This is what we have found out over the last 2 days.

ENA no longer has the ability to do nominations on Sonat's scheduling Christina Sanchez (ENA Scheduler) believes that under normal conditions, we can sell the parked gas on Sonat without doing any nominations.  The party we sell the gas to would nominate the gas away from a specific PAL meter and reference our PAL contract as the upstream contract.  Today I spoke with Tammi Depaolis at Sequent - she is interested in buying the gas and she might prepay for it.  I need to know;

1.  What volume to sell, I assume we are talking about 188,949 dth on deal #1222, which means we ignore the loaned volume of 96,000 dth on deal #1424.
2.  What period do I sell the gas for?  All out by March 31st subject to the operational conditions on the pipeline?  Or base load in April?  I prefer all out by March 31st but I would like to ask the pipeline if that's ok?
3.  How many bids do I need to get?  I called Sequent because I know they are active on Sonat.
4.  This may not matter but did Sonat ever pay us for the gas ENA sold them in January 2002 (see items in red down below).

Tammi will probably check with the pipeline to see if its ok to take our gas.  I don't want to sell gas to someone then find out the pipeline will not let them take it.

All of my previous notes are shown below in blue.

Summary:  Sonat has netted our Parked Gas Balance with our Loaned Gas Balance and filed a motion with the courts to retain the remaining Parked Gas Balance, 92,949 dth per my conversation with Sonat, to offset $879,030.42 ENA owes Sonat for the purchase of gas in October 2001.  According to Sonat, the payment was due November 26, 2001 but ENA did not pay.  Sonat's motion is set to be reviewed by the court on March 6th.

2/19/02  History  - Per Dave Dyer (205-326-2007) at Sonat
ENA has 2 Park & Loan (PAL) contracts with Sonat.  All PAL's with Sonat are under master contract PAL1001.  Sonat assigns a deal number to each deal under this contract.

Deal #1424 - ENA borrowed a total of 96,000 dth from Nov 3rd-5th and has not paid this back.  ENA still owes Sonat 96,000 dth.  The terms of the deal were to payback Sonat anytime with 3 days notice on any 3 days on 2002,   SONAT ONLY CHARGED ENA $96.00 FOR THIS DEAL, because Sonat needed to get gas off the system.

Deal #1222 - ENA parked 309,192 dth in August to come out in Jan 2002.  Sonat let ENA withdraw 42,951 on 11/29/01 leaving a balance of 266,241 dth.  In Jan 2002, ENA withdrew 8,588 dth per day for the 1st-9th.  That left a balance of 188,949 dth.  On Jan 8th, 2002, Sonat sent a letter stating that Sonat will hold on to the remaining to balance to offset 1) the Loaned gas on deal #1424 (96,000 dth) and 2) to offset dollars ENA has not paid Sonat for gas Sonat sold to ENA in October 2001.  According to Sonat, the remaining balance on this deal is 92,949 dth = [309,192 parked in Aug - 42,951 w/d in Nov - 77,292 w/d in Jan - 92,000 balance on #1424].  According to Sonat's letter, Sonat has filed the appropriate motion for court approval for the offsets.  According to Dave, ENA is being billed $.00305 x daily balance in this account.  ENA should have paid some bigger amount when the gas was parked in August.

Other items;
ENA purchased system supply from Sonat in October 2001.  ENA purchased 286,998 at an average price of $3.063 = $879,030.42.  According to Sonat, ENA did not pay for this before Enron declared bankruptcy.  ENA also sold Sonat gas - 16,000 dth day at $2.885 (sitara #1172076) in January 2002 and 10,000 dth day at $2.955 in May 2002 (sitara #1172087).  ENA used 77,292 dth of the parked gas on deal #1222 to supply the 16,000 dth before Sonat stopped ENA from withdrawing from the park.  ENA defaulted on 418,708 dth of the Sonat deal in January.

Sonat's in house legal counsel is Patti Frances (205-325-7696).  I left a message for Patti to call me.

2/20/02
Patti Frances returned my call.  Patti said the motion is currently set to be reviewed by the court on March 6th.  I asked Patti if there were any penalties for not performing on the Jan 2002 sale to Sonat and if Sonat was going to pay for the 77,292 dth (8,588 dth per day for Jan 1st - 9th) that ENA did supply.  Patti said she didn't think there were penalties but she would verify that and see if they were going to pay.  I also asked her if Sonat is still honoring the ENA sale to Sonat in May 2002 and if Sonat would pay ENA if ENA performed.  She will check on it and call me back.

2/25/02
Per Kay Mann - Mark Ellenberg is the legal counsel assigned to this contract.
1:10 PM.  Left a follow-up message for Patti Frances regarding our conversation on 2/20/02.

3/11/02
Per Ruth - Mark Ellenberg wants us to try and pull the gas out of the Sonat Pal.  Christina Sanchez (ENA Scheduler) will find out 1) if we still have access to Sonat's EBB and 2) if we can nominate the gas out of the PAL's.

3/13/02
Per Christina - ENA's ID's and passwords have been cancelled.  Christina called Barbara Gilbert (205-325-7310), ENA's account rep at Sonat - Barbara said she would talk about this issue with Sonat's legal counsel and see if its ok to set up ENA with an ID.  Christina also believes we could sell the gas without doing any nominations.  The party we sell the gas to would use a specific PAL's meter and reference our PAL contract as the upstream.
3:30 PM  Tammi Depaolis (832-397-1728) at Sequent is interested in buying this gas and she might prepay to get it.  She will see if they can take the gas without ENA doing a nomination.  I need to verify the volume parked and when I want Sonat to take it out.
3:40 PM  Barbara is waiting to hear from Sonat's legal department.


Cantor Fitzgerald will be used along with Gas Daily for CA gas prices under
the Ferc proxy price.  Are you guys familiar with Cantor's pricing
publication?  How do we submit prices to these guys?  Let me know if you have
any idea.

Thanks,
Mike


Jinbaek,

Thanks for your message.

We have a number of additional  fascinating projects that you can work
on.  As a matter of fact, it would be great to have you here earlier.

Vince

"Jinbaek Kim" <jinbaek@ieor.berkeley.edu> on 05/02/2001 05:18:32 AM
To: <Vince.J.Kaminski@enron.com>, "Raghavan, Suresh"
<Suresh.Raghavan@ENRON.com>, "Mesquita, Ross" <Ross.Mesquita@ENRON.com>
cc: <jinbaek@ieor.berkeley.edu>
Subject: summer work..

Long time no see,
How have you been...must be busy and living a challenging life?
I have been pretty busy too,
to finish a project and write a paper, these days.

Everything looks going OK for my summer internship.
I took necessary steps to work out of campus, and sent
signed contract to Molly a week ago..

Here is what I am expecting to do in the summer.
Please let me know if you have any change in mind.
Actually, I wonder a little bit if DealBench changed its business model...
and maybe you got priority in something different
because it has been quite a while since we talked.
I'd like to what's going on in DealBench team...
Raghavan and Ross,
if we talk over phone it will be great!

Dr. Kaminski,
If you think there is something else interesting to work with during the
summer,
to both you and I, please let me know.
My interest is auction, market design, and simulation.
I am taking a financial engineering class, (mostly on option pricing)
and working on electricity generator valuation problem based on
spark spread option.

All of you,
Let's keep in touch until we meet in June!!

Best Regards,
Jinbaek

Tentative Work Period: 6/4 - 8/4

1. Tasks:
1) Survey on Auctions: the State of Art
Single-item auction, Multi-Unit auction, Sequential auction,
Multi-attribute auction, Combinatorial auction

 - Theoretical
 - Experimental
 - Algorithmical

2) Deal Bench's Auction Model Analysis

2. Deliverables:
1) 3 Presentations:
 - 1st presentation: around 6/30: on different auction types and researches
 - 2nd presentation: around 7/15: the State of Art in auction studies
 - 3rd presentation: around 8/1: Deal bench's model analysis

2) Report:
Summary of auction study in laymen's term
Deal bench's model analysis


---------------------- Forwarded by Teresa Wright/HR/Corp/Enron on 01/25/2001
11:47 AM ---------------------------

	Calendar Entry

Brief description:
Date:
Time:

Sheila Walton, Michelle Cash & Mary Joyce (Bill Gathmann) - EB1608 - tw
01/26/2001
01:30 PM - 02:30 PM

Detailed description:

Chairperson:
This meeting repeats   starting on    (if the date occurs on a weekend the
meeting ).


Dear Chuck,  We'll have live reports from Capitol Hill on the latest Enron hearing as the Senate Energy Committee takes its first look at the energy-related questions raised by the company's collapse. Among witnesses scheduled to attend are Federal Energy Regulatory Commission Chairman Pat Wood, Commodity Futures Trading Commission Chairman James Newsome, and Vincent Viola, the head of the NYMEX. Lawmakers are deciding whether new legislation changes may be needed in the aftermath.     A legal fight is brewing between the White House and the General Accounting Office over the work of Vice President Cheney's energy task force.  Cheney is refusing to release more details on with whom the task force met and the substance of those talks.  The head of the GAO says he may be forced to file a lawsuit as early as Wednesday to obtain the information.     Finally from Washington, President Bush will deliver his State of the Union address Tuesday evening.  The Washington bureau will look at what we can expect from the speech regarding energy policy.   It's earnings time, and we'll continue to check in with companies from the Houston bureau.  On Tuesday during the 1:00 p.m. ET newscast, Parker Drilling Company President and CEO Robert Parker, Jr. joins us to discuss his company's fourth quarter 2001.  Also, Merrill Lynch-Houston Director Carl Kirst is stopping by during the 4:00 p.m. ET newscast to bring us an analysis of a compilation of earnings, including Williams and Dynegy.     We'll have more earnings reports from Tulsa as well - Williams Energy Services President and CEO Steve Malcolm will bring us his numbers first-hand from ENL headquarters during the 10:00 a.m. ET newscast.     Is fuel cell technology moving fast enough?  In Tuesday's special ENL Team Report, we'll take a look at fuel cells, their development, and potential for use.  Houston and Sacramento profile the technology, and talk to those working with it already.  West Coast Correspondent Kym McNicholas goes into the desert, where researchers are working hard to make fuel cells more practical for consumers.  From our Houston bureau, Correspondent Kim Benestante shows where fuel cells are actually being used.  The technology is being developed on the Gulf Coast, and is being put to use in Alaska.  Don't miss this ENL Special Report on Tuesday.    Closing Prices for Monday, Jan. 28, 2002    Crude: $20.05/bbl +$0.06   Unleaded: $0.5811/gallon -$0.0017   Heating Oil: $0.5313/gallon -$0.0060   Gas: $1.908/mmBtu -$0.129   Fwd uE(Feb.): $3.36/mmBtu -$0.10   Keep in mind things are subject to change at a moment's notice. Occasionally guests have to reschedule or change time slots.  We'll continue to do our best to keep you updated on future interviews and events.     Be sure to watch our newscasts every business day - 9 a.m. to 5 p.m. ET, at the top of each hour.

	 	Jay Rickerts, EnergyNewsLive.com Anchor  View today's Energy Wrap Video Windows Media Player: 56K  |  100K  |  300K  Real Player: 56K  |  100K  |  300K  (Requires Windows Media Player or Real Player )   Experience all that Williams Energy News Live has to offer!   If you are receiving this letter for the first time and wish to continue, subscribe now    To stop receiving this letter, unsubscribe now    If you are having trouble receiving this e-mail, please let us know  or  call (800) WILLIAMS (800-945-5426) weekdays, 7am-7pm CST.    Comments? Suggestions? Let us  know  or  call (800) WILLIAMS (800-945-5426) weekdays, 7am-7pm CST.    Copyright 2001 Williams Energy News Live, LLC. All  Rights Reserved.


---------------------- Forwarded by rhawki1/EPEC on 11/08/2000 02:51 PM
---------------------------

rhawki1
11/08/2000 02:33 PM

To:   west.realtime@enron.com
cc:

Subject:  updated calculator

Latest and greatest...

Goose go to the calculator peak tab and you'll see what I'm looking at for
peak...

(See attached file: Rogers_Calculator.xls)

 - Rogers_Calculator.xls


----- Forwarded by Steven J Kean/NA/Enron on 02/28/2001 02:06 PM -----

	James D Steffes
	02/27/2001 02:41 PM

		 To: Alan Comnes/PDX/ECT@ECT, bhansen@lhom.com, Ginger
Dernehl/NA/Enron@Enron, Harry Kingerski/NA/Enron@Enron, hgovenar@govadv.com,
Janel Guerrero/Corp/Enron@Enron, JBennett@GMSSR.com, Jeff
Dasovich/NA/Enron@Enron, jkradin@marathon-com.com, Joe
Hartsoe/Corp/Enron@ENRON, John Neslage/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT,
Karen Denne/Corp/Enron@ENRON, ken@kdscommunications.com, Linda
Robertson/NA/Enron@ENRON, Marcia A Linton/NA/Enron@Enron, Mark
Palmer/Corp/Enron@ENRON, Mary Hain/HOU/ECT@ECT, Mary Schoen/NA/Enron@Enron,
Maureen McVicker/NA/Enron@Enron, mday@gmssr.com, Paul Kaufman/PDX/ECT@ECT,
rlichtenstein@marathon-com.com, Richard Shapiro/NA/Enron@Enron, Sandra
McCubbin/NA/Enron@Enron, syamane@marathon-com.com, SGovenar@govadv.com,
Steven J Kean/NA/Enron@Enron, Susan J Mara/NA/Enron
		 cc:
		 Subject: Database of Public Documents

The following items are available or being produced by Enron resources to
support the on-going activities related to California.  If I've missed
anything, let me know.

When anyone needs new material, please feel free to contact John Neslage.

John Neslage will keep the material and should be apprised of any new
material.  John's number is 713-853-6827.

Thanks,

Jim

------------------------------------------

READY TO GO

Steve Kean Letter to Sen. Feinstein  RE:  California Status
Steve Kean Letter to Sen. Wyden RE:  Information Release
Enron Fixes for California (attached)
CERA Highlights on California Crisis

IN PRODUCTION

One Page Fact Sheet - Buy Books, Not the Grid
One Page Fact Sheet - Enron's Opposition to Cal ISO Takeover by California
Politicans (Mirant v. ISO)
One Page Fact Sheet - How Big a Blackout for Summer 2002?
One Page Fact Sheet - Enron's Global Solution
EPA Package - Necessary Fixes to Increase Supply


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Probex Successfully Closes on $12.5 Million Financing

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Yahoo! and Andersen Consulting Team to Deliver Customized Corporate
Portals

NEW YORK & SANTA CLARA, Calif., Dec 13, 2000 (BUSINESS WIRE) -- Andersen
Consulting and Yahoo! Inc. (Nasdaq: YHOO) today announced an alliance to
deliver
customized corporate portal solutions leveraging Yahoo!'s enterprise
information
portal, Corporate Yahoo!(TM). Based on the widely-used My Yahoo!(R)
(http//my.yahoo.com) interface, Corporate Yahoo! enables companies to
integrate
proprietary corporate content and applications with Yahoo!'s personalized
Internet content and services securely behind existing firewalls.

Through its Human Performance practice, Andersen Consulting, to be renamed
Accenture on 01.01.01, delivers customized knowledge management solutions to
clients in virtually every industry. This new alliance will help Andersen
Consulting to offer Corporate Yahoo! as a component of select knowledge
management solutions to clients that want to meet the information needs and
enhance the capabilities of their employees in the digital economy.

Corporate Yahoo! enterprise solutions deployed under the alliance will help
large-scale organizations and start-ups alike accelerate their ability to
respond to customer and business needs by giving their employees instant
access
to tailored knowledge and information from both internal and external sources.
The alliance will enhance Andersen Consulting's ability to deliver portal
integration delivery services and help Yahoo! expand its enterprise services
and
accelerate installation and deployment for its customers.

"Because information is the key to success in the global marketplace,
companies
are eager to enhance collaboration and communication within their
organizations," said Stephen D. Tibbs, partner at Andersen Consulting. "By
teaming with Yahoo!, we can offer our clients access to thousands of content
providers and personalization services, which, in turn, will enable their
employees to be more productive by giving them the best access to customized
information."

"To succeed in this global economy, corporations need to apply knowledge in
new
and powerful ways to get to market quickly. We are delighted to team with
Andersen Consulting to help corporations do just that," said Jeff Mallett,
president and chief operating officer of Yahoo!. "Additionally, this agreement
helps us accelerate installation and deployment of the Corporate Yahoo!
solution
that has been so well accepted by our enterprise customers."

Prior Experience Delivering Portal Solutions

Earlier this year, Andersen Consulting and Yahoo! announced a contract with
the
North Carolina state government, in conjunction with BellSouth, to develop NC
@
Your Service (http://www.ncgov.com), a site that offers a common entry point
to
three separate portals: one for businesses, one for state employees, and one
for
citizens. Using the Corporate Yahoo! platform and the business integration
services of Andersen Consulting, North Carolina was able to quickly integrate
its government content and services with Yahoo!'s Internet content and
services
to provide citizens with access to motor vehicle registration renewal and
state
fair tickets as well as Yahoo!'s local weather, mail and calendar services.
NC @
Your Service received Government Technology magazine's 2000 "Best of the Web"
award signifying excellence in Internet-based initiatives among state
governments nationwide.

About Yahoo!

Yahoo! Inc. is a global Internet communications, commerce and media company
that
offers a comprehensive branded network of services to more than 166 million
individuals each month worldwide. As the first online navigational guide to
the
Web, www.yahoo.com is the leading guide in terms of traffic, advertising,
household and business user reach, and is one of the most recognized brands
associated with the Internet. The company also provides online business
services
designed to enhance the Web presence of Yahoo!'s clients, including audio and
video streaming, store hosting and management, and Web site tools and
services.
The company's global Web network includes 24 World properties. Yahoo! has
offices in Europe, the Asia Pacific, Latin America, Canada and the United
States, and is headquartered in Santa Clara, Calif.

About Andersen Consulting

On January 1, 2001, Andersen Consulting, the $8.9 billion global management
and
technology consulting organization, will change its name to Accenture
(pronounced: ak-SEN-chure, similar to "adventure" and stressing "accent" +
"future"). The firm is reinventing itself to become the market maker,
architect
and builder of the new economy, bringing innovations to improve the way the
world works and lives. More than 65,000 people in 48 countries deliver a wide
range of specialized capabilities and solutions to clients across all
industries. Under its strategy, the firm is building a network of businesses
to
meet the full range of client needs -- consulting, technology, outsourcing,
alliances and venture capital. Andersen Consulting's home page address is
www.ac.com.

Andersen Consulting's Human Performance practice -- the largest of its kind in
the world -- helps its clients address their most critical people issues
through
new approaches in the integrated areas of Human Resources, eLearning,
Knowledge
Management and Performance Management.

Yahoo!, Corporate Yahoo!, MyYahoo!, and the Yahoo! logo are
trademarks and/or registered trademarks of Yahoo! Inc.
All other names are trademarks and/or
registered trademarks of their respective owners.

CONTACT:          Andersen Consulting
Rimjhim Dey, 917/452-3505
Rimjhim.Dey@accenture.com
or
Yahoo! Inc.
Sherry Manno Yeaman, 214/782-4156
smanno@yahoo-inc.com
or
Fleishman-Hillard
Chris Murphy, 214/665-1337
murphyc@fleishman.com

URL:              http://www.businesswire.com
Today's News On The Net - Business Wire's full file on the Internet
with Hyperlinks to your home page.

Copyright (C) 2000 Business Wire.  All rights reserved.

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KEYWORD:          NEW YORK CALIFORNIA
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E-COMMERCE
HUMAN
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Kit Flanagan
Littler Mendelson
(713) 652 4704


Attached is my latest (and hopefully final) list tracking brokerage
agreements.

Jason, when we meet, we can update with accurate information!

Sara

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


As Mike and I look across all of our business units, we continue to look for
optimal organizational structures that will enable each business unit to
achieve it's targets for  2001 and beyond.  In our weather business, there
appears to be a lack of seamlessness.  Reporting relationships, P&L, and
vision for this business are not best aligned as this business exists today.

Mike and I would like to address this as follows:    we need 100% full time
dedication from each and any employee that is dedicated to the weather
business.  All identified employees in the weather business will now become
full time employees of EGM and report to Mark Tawney. Accordingly Mark and I
will be looking at, with each of you, the employees that may be affected by
this transition and the need to hire additional employees.  It is important
that both business units work together to determine which individuals will be
in Weather, or  will be in EEL.  Once done, Mark will begin adding to the
weather team in each of your regions.   It is obvious that the organizations
and product lines can lever each other and the synergy's will provide
powerful results in our regional gas and power businesses in particular.

If you look at coal, lng, equities, etc, we have employees based in each of
your regions who report back into the appropriate business unit within EGM.
This restructure will similarly align weather.

Please give me a call and we will discuss the issues surrounding this new
structure.


FYI, these are the CES deals in Satara.

---------------------- Forwarded by Steve Jackson/HOU/ECT on 07/21/2000 11:08
AM ---------------------------

	From:  William Kelly                           07/21/2000 11:07 AM

To: Steve Jackson/HOU/ECT@ECT
cc:
Subject: CES Unwind

---------------------- Forwarded by William Kelly/HOU/ECT on 07/21/2000 11:04
AM ---------------------------

	From:  William Kelly                           07/20/2000 06:38 PM

To: Colleen Sullivan/HOU/ECT@ECT
cc:
Subject: CES Unwind


Please save and print for me.

-----Original Message-----
From: Calger, Christopher F.
Sent: Mon 1/7/2002 6:16 PM
To: Presto, Kevin M.; Black, Tamara Jae
Cc:
Subject: trading products

Chris Calger
503-464-3735

<< Power Trading Start3.xls >>


Paige Cox,

 One of the traders on my floor (Rob Benson) needs to be setup at home.  What
do I need to do to get this done?

Let me know,
Thank you, Daniel A. Muschar


109TQQ

Print Request:   Selected Document(s): 6,22,39,40,66

Time of Request: December 11, 2000  07:25 pm EST
Number of Lines: 475
Job Number:      59:0:18429396
Client ID/Project Name: 70

Research Information:

General News;American Telephone & Telegraph, NCR, (pooling of interests)

Note:
Hi Jeff, here are the docs I thought were good, keep in mind that I referenced
these in my paper.  Cheers

6 of 67 DOCUMENTS

The Associated Press

The materials in the AP file were compiled by The Associated Press. These
materials may not be republished without the express written consent of The
Associated Press.

August 29, 1991, Thursday, BC cycle

SECTION: Business News

LENGTH: 322 words

HEADLINE: NCR to Sell Stock Privately to Consummate Merger With AT&T

DATELINE: NEW YORK

BODY:

NCR Corp. and American Telephone & Telegraph Co. said Thursday they have
agreed to sell 6.3 million shares of NCR privately as part of the phone
company's purchase of the computer maker.

The companies announced earlier this month they would sell the stock to the
public in a step to obtain regulatory approval of their merger as a "pooling
of
interests."

Such approval provides favorable tax treatment for AT&T. But the company
could not obtain such a ruling from regulators because NCR had repurchased
some
of its stock from the public in the two years preceeding the May 6 merger
announcement, which is not allowed under regulations.

To undo those stock purchases, NCR announced Aug. 9 it would sell the 6.3
million shares back to the public.

But the companies said Thursday they had decided to sell the stock privately
instead, at $ 102.75 a share, to clients of four affiliates of The Capital
Group
Inc., a Los Angeles-based investment management company.

AT&T said the private placement would limit the chances of unfavorable market
conditions at the time of a public offering.

NCR stock closed Thursday at $ 108.12 a share on the New York Stock Exchange,
up 37 cents.

The NCR shares will be converted into AT&T shares when the merger is
completed. The deal will make the Capital Group clients the largest AT&T
shareholder collectively, at about 1.5 percent, the phone company said. AT&T
is
the most widely held stock, so no single shareholder owns a large percentage
of
its stock.

The stock sale will be completed after NCR shareholders approve the merger at
a meeting Sept. 13, the two companies said.

The four Capital Group companies involved in the stock purchase are Capital
Research and Management Co., manager of the American Funds Group of mutual
funds; Capital Guardian Trust Co., a manager of institutional accounts;
Capital
International Ltd., based in London; and Capital International S.A. of Geneva.

LANGUAGE: ENGLISH

22 of 67 DOCUMENTS

Copyright 1991 The New York Times Company

The New York Times

July 4, 1991, Thursday, Late Edition - Final

SECTION: Section D; Page 2; Column 5; Financial Desk

LENGTH: 529 words

HEADLINE: A.T.& T. Alters Merger To Win Audit Ruling

BYLINE: By ALISON LEIGH COWAN

BODY:

The American Telephone and Telegraph Company said yesterday that it had
modified the terms of its merger deal with the NCR Corporation to settle
questions about the accounting method to be used in the transaction.

The telecommunications giant is seeking approval from the Securities and
Exchange Commission to use the pooling-of-interest accounting method for the
merger transaction, but some aspects of the deal may not qualify for the
favorable treatment.

The stakes are high for NCR shareholders. If the pooling method is allowed,
A.T.& T. will use an all-stock transaction to buy NCR, which will be tax-free
to
NCR shareholders. If the method is not allowed, A.T.& T. will pay 60 percent
stock and 40 percent cash, with the cash portion subject to taxation.

Special Dividend

Under the pooling method, companies are generally not allowed to pay a
special dividend or otherwise alter their equity capital before a merger. But
in
March, trying to fend off the A.T.& T. takeover by making it less attractive
to
NCR shareholders, NCR paid a $1 special dividend.

To counter that dividend and remove some of questons about using the
pooling-of-interest treatment, A.T.& T. said yesterday that NCR would withhold
its next two quarterly dividends of 37 cents each. A.T.& T. also said that it
would raise the price it is paying for NCR shares by 74 cents each, or $50
million, to $7.4 billion, or $110.74 a share. The higher price, A.T.& T. said,
reflects the increased value it will be receiving in NCR because of the two
forgone dividends.

"The omission of the quarterly dividend would, in effect, neutralize the
effects of the special dividend, and that would prevent the possibility that
the
special dividend could create a problem for pooling," said Jane Biba, an A.T.&
T. spokeswoman.

$1.37 a Share in 1991

She said that under the plan, NCR shareholders would collect a total of
$1.37 in dividends a share in 1991 versus the $1.11 or $1.48 they might have
received had there been no special dividend and had three or four quarterly
dividends been paid before a merger.

She said that A.T.& T. had been told by its auditors, NCR's auditors and the
accounting firm that audits its investment bank that these revisions should
allow the deal to qualify for pooling treatment.

"You have three highly reputable accounting firms who have said this is in
accordance with the literature and that we are entitled to pooling," she said.

Not Yet Convinced

But John C. Burton, an accounting professor at Columbia University and a
former chief accountant for the S.E.C., said he was still unconvinced that the
regulators should approve the pooling proposed.

"If they're going to pay out 74 cents a share more and NCR is not going to
pay out a dividend, that's just a wash," Professor Burton said. "I don't see
how
that makes a difference. I would hope the auditors of the commission would
make
it clear they can't undertake such an exercise successfully."

The S.E.C. said yesterday that it had no comment.

A.T.&T.'s shares closed unchanged on the New York Stock Exchange yesterday at
$39.25, while NCR shares gained 25 cents to close at $108.

LANGUAGE: ENGLISH

LOAD-DATE: July 4, 1991

39 of 67 DOCUMENTS

Copyright 1991 The New York Times Company

The New York Times

May 7, 1991, Tuesday, Late Edition - Final

SECTION: Section A; Page 1; Column 5; Financial Desk

LENGTH: 1474 words

HEADLINE: A.T.&T. Buying Computer Maker In Stock Deal Worth $7.4 Billion

BYLINE: By EBEN SHAPIRO

BODY:

After more than five months of stubborn resistance, NCR agreed yesterday to
be acquired by A.T.& T. for $7.4 billion worth of A.T.& T. stock.

The acquisition signals the American Telephone and Telegraph Company's
determination to expand beyond telecommunications to compete in computers with
giants like NEC and Fujitsu of Japan, Siemens of Germany and I.B.M.

In starting its quest to buy the NCR Corporation, A.T.& T. was seeking a
permanent solution to the problem of its money-losing computer business and
hoping to find a way to expand into new markets, ones that increasingly rely
on
linking computers and communications. Analysts say A.T.& T.'s computer
business
has lost more than $2 billion in six years.

NCR, based in Dayton, Ohio, grew from the National Cash Register Company (it
still makes some cash registers) to become the fifth-largest computer maker in
the country.

When A.T.& T. began its pursuit of NCR in December, many industry observers
were surprised that kindly Ma Bell had put on the grim visage of a corporate
raider. The hostile bid was another milestone in the transformation of the
heavily regulated bureaucratic monopoly that existed before the 1984
court-ordered breakup of the Bell System.

In recent years, as a more aggressive corporation, A.T.& T. has cut costs and
more closely tied executive pay to profit levels.

Robert E. Allen, the chairman of A.T.& T., said yesterday that with NCR the
company would work toward providing "global computer networks as easy to use
and
accessible as the telephone network is today."

Jack B. Grubman, an analyst with Paine Webber Inc., said: "A.T.& T. would
like to be a $100 billion company by the end of the decade. They would love to
be able to go to the chief executive officer of Nestle and say, 'We will
provide
you soup to nuts, your entire information network.' "

Given that assumption, Mr. Grubman and others say more large deals are likely
to follow. "Over the next decade they will do several more deals of this size
or
bigger," Mr. Grubman said.

Under the definitive merger agreement, A.T.& T. will exchange $110 worth of
its own stock for each NCR share, but on the New York Stock Exchange
yesterday,
NCR's shares closed at just $104, up 50 cents. The difference reflects the
fact
that investors are expected to have to wait four months for the deal to close.
But that price is still more than double the $48 that NCR was trading for a
month before A.T T. made its first offer in December. A.T.& T.'s shares
slipped
37.5 cents yesterday, to $36.75.

A.T.& T. dwarfs NCR in size, with 1990 revenues of $37.3 billion, compared
with $6.2 billion for NCR. Still, the computer maker will provide A.T.& T.
important entries into financial and retail industries. NCR is in the process
of
introducing a line of "open system" computers that are capable of being linked
with computers and software made by different manufacturers.

The merger agreement signed yesterday is subject to the approval of NCR
shareholders.

The First Bid

It all started in December, when A.T.& T. offered $90 a share, or $6.1
billion, for NCR. By keeping A.T.& T. at bay during the winter, Charles E.
Exley
Jr., NCR's chairman, was able to cajole A.T.& T. into paying an additional
$1.3
billion.

"He has done a lot for shareholders," said Don Geogerian, head of research of
Dreyfus Management Inc., an institutional stockholder of NCR.

Martin D. Sass of M. D. Sass Investors Services said, "Mr. Exley played his
cards pretty strongly to get A.T.& T. up to $110."

In the end, the booming stock market made a hero out of Mr. Exley.

A.T.& T.'s stock was trading around $30 in December. At the time, A.T.& T.
said it was willing to pay for NCR with stock or cash. A stock offer at that
time would have involved three A.T.& T. shares for each NCR share.

But in April, with the shares of A.T.& T. above $37, A.T.& T. could agree to
meet NCR's asking price of $110, at minimal additional cost.

A.T.& T. plans to issue new stock to acquire NCR. Analysts estimated that the
new stock would dilute A.T.& T.'s per-share earnings by 10 to 15 cents a year.

Staying in Dayton

A.T.& T. said NCR would retain its headquarters in Dayton, and its corporate
name. Mr. Allen, the A.T.& T. chairman, said NCR would continue to support
civic
and philanthropic organizations in Dayton.

The companies have been on the verge of an agreement for three weeks. Part of
the final haggling was over how much protection NCR shareholders would have if
A.T.& T.'s stock price fell while the acquisition was being completed.

In a compromise, A.T.& T. agreed to insure that NCR shareholders would
receive $110 worth of stock as long as A.T.& T. shares traded between $34.125
and $40.625.

The exact number of A.T.& T. shares to be exchanged for each NCR share will
be determined by A.T.& T.'s average closing price during the 20 trading days
before NCR shareholders meet to vote on the merger. A date for the meeting has
not been set, but it is expected to take place in four to five months.

The maximum number of A.T.& T. shares exchanged for each NCR share would be
3.223, if A.T.& T. stock fell to $34.125 or below. The minimum number would be
2.708, if A.T.& T. stock was $40.625 or above.

Analysts said it was unlikely that A.T.& T. stock would fall below $34.125
without a significant overall market drop. Several analysts have predicted
that
A.T.& T.'s stock would rise to about $50 in the next 12 months.

As an all-stock deal, the merger would be tax-free to NCR stockholders.

Some Special Accouting

The all-stock deal also makes it possible for A.T.& T. to use an accounting
treatment known as a pooling of interests, which would be favorable to its
reported earnings.

A.T.& T. and NCR plan to talk to the Securities and Exchange Commission to
determine if the pooling method can be used. If not, A.T.& T. plans to offer
40
percent cash and 60 percent stock.

Mr. Exley led the resistance to A.T.& T.'s offer, initially saying NCR was
worth at least $125 a share. Before NCR's March 28 annual meeting, he said he
would accept $110.

Mr. Exley, who has more than 30 years of experience in the computer business,
played an unusually active role in fending off A.T.& T., as he and his
management team kept the company's Wall Street advisers on a tight leash.

"Let's just say that they are very actively involved in deciding their own
approach to things," said a person working with NCR.

During the takeover fight, NCR contended that A.T.& T. was taking advantage
of a temporary drop in NCR's stock price. But beyond stalling for time, Mr.
Exley had few options after A.T.& T. made its initial bid.

And as time went on, his options were reduced.

Ruling by a Judge

In March, a Federal judge in Dayton threw out NCR's main line of defense, an
employee stock ownership plan, saying that it had been adopted simply to
protect
the incumbent management and that it made a mockery of shareholder rights. At
NCR's annual meeting in March, NCR shareholders voted Mr. Exley off the board,
as A.T.& T. won four seats.

The deal will add considerably to the wealth of Mr. Exley and other NCR
executives. Through stock options and direct holdings, Mr. Exley owns more
than
306,359 shares of NCR, worth nearly $34 million under terms of the deal.
Gilbert
P. Williamson, NCR's new chief executive, has stock options and holdings worth
about $11 million at the purchase price.

Mr. Exley plans to retire after the merger is complete.

A.T.& T.'s unsuccessful ventures in computers began in 1983, with the
company's investment in Ing. C. Olivetti & Company of Italy. Olivetti made a
line of personal computers for A.T.& T. that proved to be unpopular, and A.T.&
T. swapped its stake in the Italian company in 1989.

Now the fate of A.T.& T.'s own computer business is uncertain. By publicly
stating that it will turn its computer operation over to NCR's management,
A.T.&
T. has hurt morale among the 9,000 employees in its computer division.

In preparation for the acquisition, the company has trimmed 1,000 jobs in the
division since fall.

Mr. Allen would not speculate on the fate of A.T.& T.'s computer employees
yesterday.

Several months ago, A.T.& T. said it would pay bonuses to workers who
remained at their jobs for six months to discourage worried workers from
looking
for jobs outside the company.

Mr. Grubman, the analyst, said many of A.T.& T.'s computer employees would be
dismissed. "I don't think that NCR needs more people," he said. He added that
the deal made immediate financial sense for A.T.& T. because it would allow
the
company to replace its unprofitable computer operation with a profitable one.

A.T.& T. said yesterday that the acquisition would result in "one-time
material charges to A.T.& T.'s earnings."

GRAPHIC: Chronology: "Twists and Turns on the Way to a Deal"

Dec. 2, 1990: A.T.& T. offered to buy NCR for $6 billion, in a renewed effort
to
become a power in computers. The offer amounted to $90 a share, 60 percent
above
NCR's last closing price.

Dec. 3: NCR stock jumped 43.6 percent , to $81.50.

Dec. 5: A.T.& T. announced a $90-a-share hostile cash tender offer for NCR
after
the computer maker's board rejected A.T.& T.'s stock bid.

Dec. 6: A.T.& T. said Chemical Bank would lead a syndicate to raise the money
to
finance the deal.

Dec. 10: More than 50 banks agreed to provide financing to A.T.& T.

Dec. 14: Announcing that its directors had unanimously rejected the tender
offer, NCR called the bid "grossly inadequate and unfair."

Dec. 16: A.T.& T. said it would mount a proxy fight to unseat the NCR board.

Jan. 16: A.T.& T. reported that it had received tenders for about 70 percent
of
NCR's common stock.

Feb. 21: NCR created an employee stock ownership plan to help it fend off the
takeover. The plan would put 8 percent of the company's stock in friendly
hands.
NCR amended its bylaws so it could increase the size of its board.

March 10: A.T.& T. said it was willing to raise its offer to $100 a share if
NCR
would frop its objections to the deal.

March 19: Federal Judge Herbert Rice ruled against the employee stock
ownership
plan proposed by NCR. A.T.& T. said it would raise its offer if NCR
shareholders
voted to remove the board.

March 25: In an effort to negotiate a friendly end to the takeover bid, the
companies' chairmen, Charles E. Exley Jr. of NCR and Robert E. Allen of A.T.&
T., met for five hours. No agreements were announced.

March 26: Talks broke down and the prospects of a quick resolution diminished
as
the two sides offered vastly different portrayals of the previous day's
meeting.
A.T.& T. said it would press "vigorously ahead" with its proxy contest. NCR's
chairman said he was willing to continue discussions.

March 27: NCR told A.T.& T. it would agree to be bought for $110 a share,
according to the phone company's statement. A.T.& T. rejected the offer.

March 28: A.T.& T. captured four seats on NCR's board, including those held by
Gilbert Williamson, NCR's president, and Mr. Exley, but fell short of its goal
of replacing the entire board. Executives at both companies said that
negotiations would continue and that a meeting of minds was possible.

April 5: Negotiations appreared to be at an impasse after a week of meetings.

April 21: A.T.& T. said it was willing to raise its bid to $110 a share,
provided it could qualify for favorable accounting treatment and pay for the
deal with its own stock.

April 23: NCR said it was prepared to accept the new offer if its shareholders
were protected from a drop in A.T.& T.'s share price.

April 28: NCR expanded its board by two members, reseating Mr. Exley and Mr.
Williamson.

May 6: After more than five months of talks, NCR accepted an all-stock bid at
$110 a share. (pg. D6)

Graphs: "The Combination" shows the breakdown of 1990 revenues of A.T.&T. and
NCR, in billions of dollars. (Source: Company reports) (pg. D6)

Daily close of NCR shares on N.Y.S.E., Dec. 1990-April 1991 (Pg. D6)

LANGUAGE: ENGLISH

LOAD-DATE: May 7, 1991

40 of 67 DOCUMENTS

Copyright 1991 Bergen Record Corp.

The Record

May 7, 1991; TUESDAY; ALL EDITIONS

SECTION: BUSINESS; Pg. C01

LENGTH: 746 words

HEADLINE: IT'S A CONNECTION;

AT&T FINALLY LANDS COMPUTER MAKER NCR
A POOLING OF INTERESTS?

BYLINE: Dan Woods, Record Staff Writer

BODY:

Accountants and regulators, rather than engineers and salesmen,
will probably determine whether AT&T's purchase of NCR will be an
immediate success.

The American Telephone & Telegraph Co. wants to classify its
purchase of NCR Corp. as a friendly stock swap, eligible for treatment
as a "pooling-of-interest" merger, as if the two had been operating
together all along.

Under this method, NCR shareholders won't have to pay taxes on
their profits. And AT&T will avoid huge "goodwill" write-offs, which
would hurt its earnings for at least 10 years.

"Pooling is very important to the success of the merger," said
Joanne C. Smith, an analyst at Nomura Research Institute in New York.

"NCR doesn't cost AT&T very much if they use pooling. And if AT&T
doesn't use pooling, it's going to cut them back to levels of earnings
that they made in 1989."

The federal Securities and Exchange Commission will settle the
issue, balancing pressure from the companies with its skeptical view of
pooling and Treasury Department concerns about millions in lost tax
revenue.

The SEC generally prefers "purchase accounting," in which the buyer
pays cash or securities for the acquired company's assets. Analysts say
the SEC likes this method because clear valuation of assets gives
investors a good idea of what a company is worth.

If purchase accounting were used, AT&T would pay NCR shareholders
$ 7.4 billion, 40 percent in cash and 60 percent in stock, subject to
an agreement guaranteeing NCR shareholders a minimum price.

Accountants would then sift through NCR's $ 1.8 billion of assets on
NCR's books and determine the fair market value of the assets, which is
probably higher than $ 1.8 billion.

The difference between the purchase price and the market value is
put on AT&T's books as "goodwill", an intangible asset that takes into
account the value added to a business as a result of reputation,
patronage, and the like.

Smith estimates that a maximum $ 5.6 billion in goodwill will have
to be written off against earnings if purchase accounting is used,
dropping earnings by about 55 cents per share. Under pooling, she said,
AT&T will probably see earnings drop only 10 cents a share.

If the merger were accounted for as a pooling of interests, AT&T
would simply add the $ 1.8 billion in assets on NCR's books onto its own
books. NCR shareholders would get $ 7.4 billion worth of AT&T stock, and
NCR shareholders would not have to pay taxes on the rise in their shares
until the shares were sold.

But in its attempt to wriggle free from AT&T's embrace, NCR,
through antitakeover measures, may have unwittingly prevented the use of
pooling of interests. Because of these moves, the SEC may disqualify the
deal from using pooling-of-interest accounting.

But analyst John S. Bain, who works for the Raymond James
securities firm in Florida, said the SEC will probably allow the pooling
to go through, albeit reluctantly. He said the SEC dislikes the
antitakeover measures NCR used to fend off AT&T much more than pooling.

Chart, page C01

THE LONG ROAD TO A DEAL

Dec. 2: AT&T offers to buy NCR for $ 90-a-share in stock, after NCR
rejected an earlier bid made privately.

Dec. 5: NCR opposes a takeover but says it would talk if AT&T offered
$ 125 a share, or $ 8.5 billion. AT&T announces a $ 90-a-share cash tender
offer to NCR stockholders
Dec. 16: Two days after NCR rejects the bid, AT&T asks NCR shareholders
to hold a special meeting to vote on removing NCR's board.

March 19: A judge kills NCR's plan to give employees more votes at the
meeting. AT&T promises $ 100 a share in cash if NCR's board is ousted.

March 24: NCR's board authorizes a merger at above $ 100 a share. Talks
fail to reach a deal.

March 28: AT&T wins four board seats at a special NCR shareholders
meeting, but fails in an effort to oust the entire board, which would
have easily paved the way for a takeover. AT&T gets some negotiating
leverage.

April 19: AT&T boosts its takeover offer to $ 110 a share, NCR's minimum
asking price, and changes the terms from a cash purchase to a stock
swap.

April 22: NCR suggests it could accept if shareholders are assured
they'll get the stock equivalent of $ 110 a share, even if AT&T's stock
value falls.

May 1: AT&T representatives take their four seats on NCR's board.

May 6: AT&T and NCR agree to merge.

GRAPHIC: telephone giant into the top ranks of the computer industry.
(2)Gilbert P. Williamson, CEO of the computer unit
CHART - THE LONG ROAD TO A DEAL

LANGUAGE: English

LOAD-DATE: October 2, 1995

66 of 67 DOCUMENTS

Copyright 1991 The Washington Post

The Washington Post

March 19, 1991, Tuesday, Final Edition

SECTION: FINANCIAL; PAGE D3; ALLAN SLOAN

LENGTH: 805 words

HEADLINE: NCR's Little-Noticed Ploy to Avoid the Clutches of AT&T

SERIES: Occasional

BYLINE: ALLAN SLOAN

BODY:

Watching NCR Corp. trying to escape from AT&T's hostile tender offer is like
watching a guerrilla force setting booby traps to blow up in the enemy's face.
It can't win on a conventional battlefield, so it uses tricks.

NCR's latest corporate punji stick is a little-noticed dividend that seems
likely to reduce AT&T's reported profits by $ 5 billion should American
Telephone & Telegraph Co. succeed in taking over NCR.

The NCR maneuver is marvelously innovative. It's also incredibly sleazy,
given the fact that holders of two-thirds of NCR's stock have tendered their
shares to AT&T, which is offering $ 90 a share and says it will go higher if
NCR
agrees to be bought. AT&T hasn't bought the tendered shares because of NCR's
defenses.

The booby trap is a special $ 1 a share dividend that NCR announced on Feb.
21, and that is scheduled to be paid tomorrow. NCR says the dividend is
designed
to put money in the hands of its shareholders. AT&T's minions say
confidentially
that the dividend's real purpose is to poison AT&T's earnings statement if it
buys NCR. The leakers' goal: to get enough NCR stockholders angry enough to
pressure NCR's board to cancel the dividend.

Why haven't you heard about this dividend before? Because NCR announced it
the same day that it unveiled a more obvious booby trap, an abusive employee
stock ownership plan that AT&T is challenging in court. People homed in
instead
on the ESOP, which gives NCR employees 8 percent of NCR's voting power, making
it virtually impossible for AT&T to get the 80 percent majority vote it needs
to
oust NCR's board at a special meeting set for March 28.

Should the dividend be paid, it will almost surely stop AT&T from using a
special accounting method called "pooling of interests" if it buys NCR. If
AT&T
can't use pooling, its earnings will take a tremendous bath. But pooling is
hard
to come by. You must meet 12 criteria, which take 22 pages to outline. Miss
one
criterion, and you're all wet.

"If the dividend is paid, it would be very unlikely that AT&T could get
pooling treatment," says Robert Willens, Lehman Brothers Inc.'s resident tax
and
accounting expert. Willens's firm isn't involved in this deal.

The ultimate arbiter of pooling, the Securities and Exchange Commission,
declined comment.

Here's what's at stake. Let's say that AT&T buys NCR for $ 7 billion, or $
105 a share. If you pool, you add AT&T's profits to NCR's. So last year, the
AT&T-NCR combo would have earned $ 3.1 billion -- AT&T's $ 2.7 billion and
NCR's
$ 360 million. If there were no pooling, AT&T-NCR would have earned around $
2.6
billion -- less than AT&T made without NCR.

Here's why. NCR's tangible net worth -- the value of its plants, real estate
and other things you can see and touch -- is about $ 2 billion. The other $ 5
billion AT&T would pay is for non-tangible assets like NCR's work force and
its
technology. If AT&T can't use pooling, it has to charge its earnings for the
$ 5
billion it paid for NCR's non-tangible assets.

Normally, you get up to 40 years to write off the non-tangibles. Willens
estimates that because computer technology changes so rapidly, AT&T would have
to write off the $ 5 billion over no more than 10 years. That works out to $
500
million a year.

Even though the $ 500 million charge isn't real money -- it requires no cash
outlay and is purely an accounting item -- AT&T will think twice before
throwing
$ 500 million a year of profit out the window. The more NCR can sabotage
AT&T's
accounting, the less AT&T can offer for NCR. And the greater chance NCR has of
staying independent, even though shareholders have overwhelmingly voted to
sell.

This doesn't mean, by the way, that if AT&T can't do pooling, it will walk
away from NCR. The fact that AT&T has made a cash offer -- you can't pool if
you
buy a company for cash -- shows that it's willing to buy NCR without pooling.
Logic suggests, however, that AT&T would offer more money if it can pool than
it
will offer if it can't.

I happen to believe, as NCR Chairman Charles Exley Jr. does, that AT&T will
mess up NCR should its takeover attempt succeed. But Exley has undermined
NCR's
claim to the moral high ground by saying that he would listen to a $ 125 a
share
offer. Of course, his latest ploy is designed to make sure that AT&T can't
offer
that much, or anything close to it.

I asked NCR about the dividend, trying to see if I was missing something.
NCR's answer, read to me by a public relations person, consisted of legalese.
The gist of it: The dividend compensates NCR holders for the fact that the
AT&T
tender offer has stopped NCR from buying its own shares on the open market.
There was "no other reason," the PR man said.

Right. And if you believe that, I have a bridge to sell you.

Allan Sloan is a columnist for Newsday in New York.

LANGUAGE: ENGLISH


-----Original Message-----
From: 	Jamie_K_Schnorf@fpl.com@ENRON   On Behalf Of Jamie_K_Schnorf@fpl.com
Sent:	Friday, February 01, 2002 10:28 AM
To:	Art_R_Morris@fpl.com; Spraggins, Gary; Adams, Jean; Linhart, Joe; Michael_Jessop@fpl.com; Janzen, Randy; Ronald_Scheirer@fpl.com; TransOKnoms@enogex.com
Cc:	Forbish, Sherry; Greaney, Chris
Subject:	Lamar Nominations (Feb 2-4)

Weekend....

Attached is the NNG Lamar burn schedule for February 2-4, 2002.  At this
time we plan on  50,000.

Thanks

Jamie Schnorf - FPL
561-625-7032
(See attached file: 0202 NNG Lamar Nomination.xls)

 - 0202 NNG Lamar Nomination.xls


In response to the infamous McNairgate.  Any  player that is dropped from a team will be frozen from being acquired until the  following weeks transactions begin.

Kevin


Group,

On April 27th and 28th there will be a training class offered in Portland,
Oregon with two spots available.  The course is Electric System Operation for
the Non-engineer.  The course highlights include:
Generation
Transmission and Overhead
Distribution Systems
Underground Distribution
Switchgear
Voltage Control
Matching Generation

The course will purportedly provide a comprehensive understanding of system
operations including fossil fuel, hydro and nuclear generation, transmission
and distribution.  The course should provide not only technical information
but also economics of operation, system and equipment protection and safety.
I will be taking the class along with two members of the real-time group.  If
this is a useful class (as it appears to be) we will have the opportunity to
attend it again later this year.  If you are interested in attending this
class on these dates please let me know as soon as possible.

Thanks,

Bill


ANy comment?

-----Original Message-----
From: Staffan Akerstrom [mailto:akerstrom2@msn.com]
Sent: Wednesday, December 12, 2001 10:09 PM
To: Questions
Cc: Michael Yamrach
Subject: California Employee

I was an employee based in California.  It is my understanding that according to California law I am an employee until I have been paid in full what the company owes me, including accrued vacation and expenses.  Will I be paid for ther month of December?

Staffan Akerstrom
(714) 434-7284
akerstrom2@msn.com


Here is the latest teaser letter.


Thanks, have a good time but no interest..
John

David P Dupre
08/24/2000 05:00 PM
To: John Arnold/HOU/ECT@ECT, Mike Maggi/Corp/Enron@Enron
cc:
Subject: Tickets

Every now and then, I receive complimentary tickets to Astros games at Enron
field from various brokers or other contacts.
If you would be interested in receiving them, let me know--

David
3-3528
Steno: 275


Per my call and your response.

On Arcos - the horse is out of the barn-  They start shipping turbine engines
in a month and the HRSG steel in less-

----- Forwarded by John G Rigby/ENRON_DEVELOPMENT on 04/17/2001 06:25 PM -----

	John G Rigby
	03/28/2001 09:26 AM

		 To: Bob Carter/HOU/ECT@ECT, Kay Mann/Corp/Enron@Enron, Sheila
Tweed/HOU/ECT@ECT, Scott Dieball/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
		 cc:
		 Subject: Variations- Change Orders- GE - impacts on manufacturing- Need your
thoughts today .

One of the World Hunger issues is that GE does  not want Enron to be able to
issue a unilateral change order which would impact the manufacturing schedule.

We have the same issue in the Arcos Power Island deal.

Following is what I intend to propose to solve the Arcos problem and might
work  for World Hunger:

" Purchaser acknowledges taht Seller's ability to accomodate changes in
manufacturing scope in a timely or cost effective manner diminish as Seller
gets further along into the manufacturing process, and after a point changes
can only be made after assembly completion or in the field without adversely
affecting Seller's manufacturing obligations to other clients (a "Client
Impact").  Where such a Client Impact circumstance exists, Seller shall
identify such constraints to Purchaser in its proposal submitted pursuant to
Clause 17.2.(b) [time and cost estimate to accomodate the Change
Order-Variation Order], which Purchaser shall take into account in evaluating
Seller's proposed cost and time changes arising out of such Variation scope
change. "

I would appreciate your thoughts as to whether this works for us in the World
Hunger document-  I do  not want to propose for Arcos if it gives you great
difficultly for World Hunger.


Rob/Mark -

I wanted to give you both a brief overview of the reviews this past week of
eLaw and eVelocity.

eLaw - I met with principals of eLaw and Steve Horn earlier this week.  The
reason for the meeting was really a pitch of second round funding from Enron
to the tune of $10MM to $15MM.  The secondary focus was on the product and
its usefulness to Enron. Steve made it clear that any funding decision would
be driven 100% by a decision by the Legal Department to use the tool and,
thus, it was up to Legal to review it and see where to go.

The demonstration of the tool was impressive.  Though it does act as a
traditional shopping type site in many respects, it also has functionality to
create a "myelaw" page customized to the information you, the user are the
most interested in seeing.  It also allows for a query into further
information, which query is then forwarded to the law firms (or firm)
supporting the practice area (e.g. Labor/Employment) for comment.  There is
also the ability to set up an Enron library so that information on topics
developed by Enron retained firms can be loaded, organized and maintained,
including legal opinions, memoranda on various topics and form
pleadings/documents.  This area is secure from the balance of the site so
that other users cannot access the information.  The loading process is
fairly easy and could easily be implemented within a firm environment.  Some
of the functionality that would be the most useful is due to be released in a
new version coming out early Q1 and by the end of 2001 there is the plan to
have at least 10 or so practice areas available.  Right now the focus is on
Environmental, Intellectual Property, Health Care, and Tax.

I think the tool could be useful, especially in relation to the organization
of information we obtain from our outside sources.  It may also complement
the website/portal concept we are currently looking to make a part of the
website/portal development process.  I would be curious to see, however, what
other tools are out there doing the same or similar function.

eVelocity - I met this afternoon with Mike Griffs (sp?) to discuss the
eVelocity tool.  It was presented as a portal concept to link the law firm
and our legal department solely for the movement, review and payment of law
firm invoices.  While it is billed as a system capable of interfacing with a
matter management system, it can, itself, be used as a matter management tool.

The capabilities of the system revolve around the determination of a set of
rules that are applicable to law firm invoices.  For example, say Enron does
not pay more than $0.10 per page of copying.  This can be set as a rule so
that any invoice loaded into eVelocity by a law firm containing more than
this amount per page would be automatically rejected.  The rejection would
then require the law firm to adjust the bill accordingly and resubmit it to
the system.  This same functionality can be put in place on the Enron side so
that the rule requires the bill to come into Enron for review, but notes that
it is not compliant with the established rules so that the reviewing attorney
is alerted to the issue.  The system does identify the problem so you do not
have to search the entire invoice to see what differs from the rules.  It is
possible to  establish rules that would allow an invoice, presuming it
complied with all rules, to be automatically approved and moved to AP for
payment.   This would require interfacing with AP and the SAP system, but it
could be done.

In addition to the above functionality, the system can also track matters,
budgets for matters, costs incurred for a matter and the name of the law firm
people who are authorized to bill against a specific matter.  Reports can be
generated in an number of formats to assess financial performance against a
budget or overall costs for various matters.  Finally, since it is a
web/browser based system, implementation is not difficult and there is not a
lot of IT involvement needed.

I specifically asked why any other matter management system would be needed
and received the response that there really is no such need.  Mike indicated
a pilot program would take no more than two to three weeks to set up.

In keeping with the ideas surrounding the technology plan developed for EWS,
as well as similar ideas presented for the Corp. portal/website, it makes
sense to look at implementing a matter management system of some sort that
goes beyond litigation tracking.  Whether or not it is eVelocity or another
comparable tool would require further research into the available products,
but I believe it would be worth while to pursue maybe in a pilot program
atmosphere.

What I have provided above is a general overview of the products and meetings
surrounding the demonstrations.  If either of you would like further
information or have any questions, please let me know.

Mark
Senior Counsel, ENA
Phone:     713-345-8897
Facsimile: 713-646-3940
E-Mail:      Mark.Greenberg@enron.com


I spoke with Jill at the agency, and I will either meet with her later this
afternoon or tomorrow morning.  She basically just needs some paperwork on
me and I am then able to start working for you as soon as you'll have me.
When would you like me to begin?  This week...Thurs?  Just let me know what
you'd prefer and I'll be there...with bells on!

_________________________________________________________________
Get your FREE download of MSN Explorer at http://explorer.msn.com/intl.asp


- Enron Financial Assur Default 12_11_01.doc


i copied your idea - and it screwed up your name!


Collect your FREE Sample of Reese's Candy!

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Start Date: 1/7/02; HourAhead hour: 20;  HourAhead schedule download failed. Manual intervention required.


Harry---Please find out exactly what they are filing---get a copy of it if
possible and lets set up a conference call to discuss.

	"Harry Olivar" <hao@quinnemanuel.com>
	04/17/2001 01:17 PM

		 To: <gfergus@brobeck.com>, <Christian.Yoder@enron.com>,
<Richard.B.Sanders@enron.com>, <Steve.C.Hall@enron.com>
		 cc: "A William Urquhart" <awu@quinnemanuel.com>, "Kristen Bird"
<kb@quinnemanuel.com>, "Michael Lifrak" <mtl@quinnemanuel.com>
		 Subject: Fwd: CHARGEBACK CASE

Richard - please let us know if it makes sense for us to file anything in
connection with this motion.  (I would think probably not.)  Also, any luck
in getting the PX to set forth its position regarding release of collateral
in writing?
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From: "Williams, Marc" <MaWilliams@OMM.com>
To: "'Ronald Carroll'" <rcarroll@bracepatt.com>, jmcgrane@morganlewis.com,
HES@vnf.com
cc: david.meyer@avistacorp.com, nolan.steiner@avistacorp.com,
rich.stevens@avistacorp.com, dvermillion@avistaenergy.com, "Andrea Settanni"
<asettanni@bracepatt.com>, "Dan Watkiss" <dwatkiss@bracepatt.com>, "Kimberly
Curry" <kcurry@bracepatt.com>, GFergus@brobeck.com,
andrzej_kabarowski@cargill.com, psteele@coral-energy.com,
rreilley@coral-energy.com, cyoder@enron.com, jhartso@enron.com,
michael.tribolet@enron.com, richard.b.sanders@enron.com,
Ebiery@fulbright.com, fyanney@fulbright.com, tfreiberg@fulbright.com,
jfrizzell@gibbs-bruns.com, sbishop@gibbs-bruns.com, CEKLUND@LLGM.COM,
DWHITLEY@LLGM.COM, EHUFF@LLGM.COM, JKLAUBER@LLGM.COM, JRNELSON@LLGM.COM,
gerspamer@mofo.com, kirvin@mofo.com, kzeitlin@mofo.com, Pmar@mofo.com,
rloeffler@mofo.com, mgriffen@morganlewis.com, "Currey, Brian"
<BCurrey@OMM.com>, "Stamper, John" <JStamper@OMM.com>, "Williams, Marc"
<MaWilliams@OMM.com>, Andrew.Haller@PacifiCorp.com,
john.fryer@PacifiCorp.com, hydeefeldstein@paulhastings.com,
Timothy.Bolden@pinnaclewest.com, dmperlman@powersrc.com,
rosteen@powersrc.com, hao@quinnemanuel.com, dgarber@sempra.com,
wdsmith@sempra.com, rbeitler@sempratrading.com, PARAMFJORD@stoel.com,
rcjosephson@stoel.com, SJKAPLAN@stoel.com, awells@strook.com,
ayudkowsky@strook.com, CFR@vnf.com, GDB@vnf.com, JRR@vnf.com,
"'jenniferbaldocchi@paulhastings.com'" <jenniferbaldocchi@paulhastings.com>,
"'murphyb@hbdlawyers.com'" <murphyb@hbdlawyers.com>
Subject: CHARGEBACK CASE
Date: Tue, 17 Apr 2001 11:23:56 -0700
Return-Receipt-To: "Williams, Marc" <MaWilliams@OMM.com>
MIME-Version: 1.0
X-Mailer: Internet Mail Service (5.5.2650.21)
X-WSS-ID: 16C2580A618623-01-01
Content-Type: text/plain;  charset=iso-8859-1

SDG&E is planning to file a motion in Judge Moreno's court requesting an
Order vacating (as moot) paragraph 6 of the Preliminary Injunction (which
permits participants to withhold amounts previously paid in charge-backs
from payments owing to the PX in connection with the normal invoicing
process) and stating that SDG&E is entitled to the amounts it has withheld
pursuant to paragraph 6.  SDG&E will argue that FERC clearly ordered the
charge-backs to be rescinded, and accordingly, that the reason for the
escrow no longer applies.

Please let us know whether you have any comments and/or would like to join
in this motion.

Marc Williams
for O'Melveny & Myers LLP
400 South Hope Street
Los Angeles, CA 90071-2899
tel (213) 430-6161
fax (213) 430-6407
mawilliams@omm.com

* * *
This message and any attached documents contain information from the law
firm of O'Melveny & Myers LLP that may be confidential and/or privileged.
If you are not the intended recipient, you may not read, copy, distribute,
or use this information.  If you have received this transmission in error,
please notify the sender immediately by reply e-mail and then delete this
message.


Dick, I would be happy to do this.
Ken

Richard Amabile
02/14/2000 12:00 PM
To: Kenneth Lay/Corp/Enron@Enron, Jeff Skilling/Corp/Enron@ENRON, Joseph W
Sutton/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Rosalee Fleming/Corp/Enron@Enron, Sherri Reinartz/Corp/Enron@ENRON, Pam
Benson/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: Executive Forum's

During our previous executive forums, interest was expressed in holding a
forum in London for executives who have participated in the Executive Program
and are based in the UK.  Mary Clark indicates that you will be in London the
end of this month for an employee meeting.  Following are the names of the
Enron Europe executives who have participated in the Executive Program to
date:

Kevin Beasley
Eric Gadd
Eric Gonzales
Matthew Scrimshaw
Brian Stanley
Steve Young
Gregory Cardenas

They will be receiving invitations to the Executive Forums scheduled here in
Houston over the next few months.  But, I would be happy to invite them to a
special Executive Forum, specifically for them, in London while you are
there, your schedules permitting.  Please let me know if you would like me to
try to arrange this.

             Dick Amabile


----- Forwarded by Tana Jones/HOU/ECT on 03/23/2001 03:15 PM -----

	exchangeinfo@nymex.com
	03/23/2001 03:04 PM

		 To: tana.jones@enron.com
		 cc:
		 Subject: (01-110) NYMEX ACCESSc Web Site

Notice No. 01-110
March 23, 2001

TO:
All Exchange Members

FROM:
Neal Wolkoff, Executive Vice President

SUBJECT:
NYMEX ACCESSc Web Site

As of Friday, March 23, 2001, the NYMEX ACCESSc web site remains unavailable
for the NYMEX ACCESSc session for trade date March 26th.

Please call the NYMEX ACCESSc Control Center (NACC) for all NYMEX ACCESSc
price information at 1-800-438-8616.

We will provide an update regarding the status of the web site on Monday,
March 26th.

__________________________________________________
Please click on the link below to indicate you have received this
email.

"
http://208.206.41.61/email/email_log.cfm?useremail=tana.jones@enron.com&refdoc
=(01-110)"

Note: If you click on the above line and nothing happens, please copy
the text between the quotes, open your internet browser,
paste it into the web site address and press Return.


Thanks and happy holidays!  Sorry we couldn't make it yesterday.  DF

	From:  Michel Nelson                           12/20/99 07:26 AM

To: Mike McGowan/ET&S/Enron@ENRON, Jim Talcott/ET&S/Enron@ENRON, Rod
Williams/ET&S/Enron@ENRON, Diane Gotto/ET&S/Enron@ENRON, Sharon
Solon/ET&S/Enron@ENRON, Drew Fossum/ET&S/Enron@ENRON
cc:

Subject: Candle

I've left a small glass candle on your desk. It was to be given to you and
your spouse after our Holiday Open House last evening, but since you were
kind enough to call with regrets, I delivered it to your office. If you
choose to light it over the holidays, please think of the Dan Reedy family.
Thanks, and have a great holiday.


---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 05/05/2000
05:29 PM ---------------------------

Shirley Crenshaw
05/04/2000 08:15 AM
To: Kupinski@accuwx.com
cc: Vince J Kaminski/HOU/ECT@ECT, Mike A Roberts/HOU/ECT@ECT
Subject: Enron Research Accu Weather Contract

Good morning Denise:

After discussing this situation with Mike Roberts, Vice President in charge
of the Weather Group, neither he nor I were aware of the existing contract,
As was mentioned in our conversation, I thought I had cancelled this back
in November when Jim Gooding left the company.

However, since there are just two payments owed (March and April 2000),
we will pay this amount and ask that the contract be cancelled.  As you
are aware, this service has not been used since last  November and Mike
says that he knows of no one it can be transferred to.

Please send us a final bill in the amount of $980.00 (2 months) and cancel
the contract.

If you need this cancellation request in "formal Letter" format, please let
me know.

Thanks for your help.

Sincerely,

Shirley Crenshaw
Administrative Coordinator
Research Group
713/853-5290


After our meeting yesterday, I asked Mark Taylor whether under the revised
version of the CEA there was any restriction on one's ability to cash settle
physical transactions.  He confirmed that so long as the parties to the
transaction are "Eligible Contract Participants", then there is no
restriction and our physical contracts can expressly permit cash settlement.
Enclosed is a summary of the ECP definition.

Carol St. Clair
EB 3889
713-853-3989 (Phone)
713-646-3393 (Fax)
carol.st.clair@enron.com
----- Forwarded by Carol St Clair/HOU/ECT on 06/01/2001 08:43 AM -----

	Sara Shackleton
	05/31/2001 05:50 PM

		 To: Carol St Clair/HOU/ECT@ECT
		 cc:
		 Subject: ECP language

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


This is why the CPUC has opened its recent OII.  The problem now receives
national attention.

Nov 16,2000

California Power Plants Get Jolt
As Natural-Gas Supplies Are Cut

By Rebecca Smith
Staff Reporter of The Wall Street Journal

LOS ANGELES -- Southern California power plants, already stressed to their
limits last summer, got another jolt this week as a cold snap caused a sharp
curtailment of supplies of natural gas used to generate electricity.

The power plants were able to switch to burning oil and continue to produce
electricity. But the unusual curtailment of natural gas underlines concerns
that an increased reliance on gas for power generation across the U.S. is
putting the reliability of the nation's electricity supply at risk.

That's because virtually all power plants now under construction in the U.S.
burn gas and only gas. The units affected this week in San Diego were able to
shift to oil only because they were older plants that originally were
constructed to burn oil. Generators have been reluctant to add a dual-fuel
flexibility to plants in recent years because oil is far more polluting than
gas and generally has been costlier.

In California, where gas-supply problems first surfaced on Monday in San
Diego, there is pessimism about a Hydra-like energy crisis that seems to grow
new heads every day. The state weathered three-dozen electrical emergencies
last summer, caused by a shortage of electricity. Officials had hoped to
solve the problem by speeding up construction of new generating plants. Now,
they're finding the state may be building its way out of an electrical
problem and into a gas problem.

One official, who has been warning of the danger of reliance on a single
fuel, said this week's disruption pointed out the necessity of developing a
comprehensive energy policy that recognizes how changes in usage of oil, gas
and electricity affect each other. "We don't just need new generating plants
and transmission lines, we may need pipelines, too," said Terry Winter, chief
executive officer of the California Independent System Operator, the
organization responsible for maintaining adequate electricity supplies.  "You
can't look at these things in isolation."

The natural-gas problems surfaced when the local gas-distribution company,
San Diego Gas & Electric Co., notified power-plant operators and a handful of
industrial users that it would be restricting their gas use by about half. In
California, residential and small businesses have first crack at natural gas,
and industrial uses are regarded as secondary, even if they are generating
plants. Dynegy Inc., the Houston-based energy concern that owns some of the
older plants that serve San Diego, immediately switched to oil. But it didn't
like doing so; its plants create three times as much pollution when  they
burn oil and exhaust valuable air-pollution emission credits that power
plants here need to operate.

The San Diego units couldn't simply be shut down, because the state was short
of power. Roughly 30% of the state's capacity already was off-line, including
many of its nuclear units, as most of those plants are now undergoing repair
after being run at capacity limits throughout the summer.

What's more, the gas-pipeline system that feeds San Diego isn't big enough to
begin with. The system was built primarily to serve residential customers and
not big power plants.

The problems could persist, off and on, through the winter. That's because
gas-storage levels are down sharply from a year ago throughout the nation,
but especially in California, because it ran its gas-fired units so hard last
summer. This time last year, Southern California had 87 billion cubic feet of
gas in storage. Now, it's roughly 50 billion cubic feet, or 43% less. Prices
also have moved up sharply, from roughly $2.50 a million British thermal
units to around $8 this week. Nationally, storage levels are down about 8%
from a year ago.

"Gas is trading higher in California than anywhere else in the nation," said
John Lavorato, chief operating officer of Enron North America, a unit of
Enron Corp. of Houston. But he said they're headed up in the Northeast, based
on cold weather forecast for the next 10 days to two weeks.

High prices for fuel also push up prices for the end product, electricity. In
California the average price for electricity to be delivered Thursday was
$228 per megawatt hour. That's double the price a week ago and five times the
price a year earlier.


Yan,

Please make the PGE daily report (#26) available on your website.  Thanks.

Mat


Start Date: 10/15/01; HourAhead hour: 16;  No ancillary schedules awarded.  No variances detected.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final Schedules\2001101516.txt

Error retrieving HourAhead price data - process continuing...


I'm hearing that ERCOT is backing off from ever invoking a fee for the REC program.   If you recall, ERCOT was going to take up this issue again at the end of year -- after initially suspending invoking any fees.  With the REC program up and going, ERCOT has determined that the fees to operate the program are not as high as initially projected.  We're hearing that in January they will likely permanently roll all the fees associated with running the REC program in with the overall market administration fees.   This is good news.

We need to keep a close eye on the transmission, though.  If there are transmission constraints and congestion getting the wind power from West Texas, this will likely bump up the cost.
Stacey Bolton
Environmental Strategies
Enron Corp
713-853-9916 direct
713-303-2632 cell
sbolton@enron.com <mailto:sbolton@enron.com>


---------------------- Forwarded by Robin Rodrigue/HOU/ECT on 11/03/2000
01:30 PM ---------------------------

Robin Rodrigue
11/03/2000 11:23 AM
To: Michael.abraham@us.arthurandersen.com
cc:
Subject: Recon


You are absolutely the best!

	Peter Keohane
	05/11/2001 02:35 PM

		 To: James Derrick/Enron@EnronXGate, Mark E Haedicke/HOU/ECT@ECT, Richard B
Sanders/HOU/ECT@ECT
		 cc: Mark Taylor/HOU/ECT@ECT, Greg Johnston/CAL/ECT@ECT, (bcc: Tana
Jones/HOU/ECT)
		 Subject: Litigation Counsel Approval - Lakeside Packers

FYI, following-up on this matter, after discussing the matter with their
counsel and confronted with a $3.5MM lawsuit, Lakeside acknowledged the deal
and executed our paper.  Regards, Peter.
---------------------- Forwarded by Peter Keohane/CAL/ECT on 05/11/2001 01:25
PM ---------------------------

	Enron Capital & Trade Resources
	Canada Corp.

	From:  Peter Keohane                           04/30/2001 10:26 AM

To: James Derrick/Enron@EnronXGate, Mark E Haedicke/HOU/ECT@ECT, Richard B
Sanders/HOU/ECT@ECT
cc: Mark Taylor/HOU/ECT@ECT, Greg Johnston/CAL/ECT@ECT, Sharon
Crawford/CAL/ECT@ECT
Subject: Litigation Counsel Approval - Lakeside Packers

We have a counterparty (Lakeside Packers) who refuses to perform to a 5 year
fixed for floating power swap which commenced Jan. 01 and is C$2.5MM
(US$1.7MM) in the money to us and booked (we would take a hit to earnings by
that amount to unwind the deal).  Unfortunately, without the involvement of
Legal, the deal was executed without paper, but on the basis that it was
subject to our standard ISDA documentation.  The Confirm was sent out on that
basis but not executed by the counterparty.  There was some agreement on
guarantee support, but as this was less clear to get the underlying deal put
in place, with the approval of Credit, we gave up the requirement for the
guarantee in our subsequent discussions and demand letter.

We want to pursue the matter by commencing litigation.

Lakeside is traditionally represented by Blakes.

My suggestion would be to use the Duncan McCachen firm, a litigation boutique
who we have used in the past (CIBC litigation).  Mike McCachen has a good
understanding of the trading business for a litigation lawyer.
Alternatively, I would suggest Clarke Hunter of Macleod Dixon who is
currently representing us on the NGX litigation and who also has a good
understanding of out trading business.  Mike is a little more aggressive than
Clarke, to my preference.

We would like to proceed as soon as possible as our demand letter expired
last week, and our calls this morning were not dealt with satisfactorily.

Peter.


Yeah -- You can use a break today!!

Leslie

	Tana Jones
	10/19/2000 11:24 AM

		 To: Alan Aronowitz/HOU/ECT@ECT, Jeffrey T Hodge/HOU/ECT@ECT, Stacy E
Dickson/HOU/ECT@ECT, Leslie Hansen/HOU/ECT@ECT, Shari Stack/HOU/ECT@ECT,
Harry M Collins/HOU/ECT@ECT, David Minns/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT,
Marie Heard/Enron Communications@Enron Communications, Robbi Rossi/Enron
Communications@Enron Communications, John Viverito/Corp/Enron@Enron, Jane
McBride/AP/Enron@Enron
		 cc:
		 Subject: EOL Credit Responses 10/19/00

----- Forwarded by Tana Jones/HOU/ECT on 10/19/2000 11:24 AM -----

	Bradley Diebner
	10/19/2000 11:15 AM

		 To: Karen Lambert/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT, Samuel
Schott/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Bernice Rodriguez/HOU/ECT@ECT,
Brant Reves/HOU/ECT@ECT, Debbie R Brackett/HOU/ECT@ECT, David
Hardy/LON/ECT@ECT, Lesli Campbell/HOU/ECT@ECT, Molly Harris/HOU/ECT@ECT,
Cynthia Clark/Corp/Enron@ENRON, Mary G Gosnell/HOU/ECT@ECT, Enron Europe
Global Contracts and Facilities, Enron Europe Global CounterParty, Stephanie
Sever/HOU/ECT@ECT, Bradley Diebner/HOU/ECT@ECT, Stacey
Richardson/HOU/ECT@ECT, Tom Moran/HOU/ECT@ECT, Adnan Patel/Corp/Enron@ENRON,
Claudia Clark/HOU/ECT@ECT, William S Bradford/HOU/ECT@ECT, Lisa
Lees/HOU/ECT@ECT, Juana Fayett/Corp/Enron@Enron, Jana Morse/Corp/Enron@Enron,
Trang Le/HOU/ECT@ECT
		 cc:
		 Subject: EOL Credit Responses 10/19/00

There are no EOL approvals for today and tomorrow

Regards,
bd


We went to dinner with some friends, Udo and Annette, to a new restaurant
here....
The Outback!  It was the same building inside and out as in Houston...even
the same kind of parking lot!  We got there at 6, we had movie tickets for
8, and it was exactly the same as in Houston, an hour wait at the bar!  The
menu was the same and some were in English, some were in Deutsch, we had a
bloomin onion and steaks (they were from Argentina though)  Armin even got
his frozen margarita!  We had a great time, the place was full of Americans.
It was so different from german restaurants.

We saw a german film afterwards, The Experiment, it was very intense, but
good.  (Scott you would like this one). The theatre was really nice, just
like an American Cineplex.  But the film was in German.  It made us feel
like we were back "home".

Hope you all had a good St. Patty's!
C onnie


Richard Sanders just called me from the court house.  Please do not release
any information about the TRO until we hear otherwise from Richard.  Thanks.


Jeff & Miyung -

Steve Kean would like to build a database of offers made to California that
were rejected last year.  This would become public information to give to the
Bush Administration, Capitol Hill, etc.

1. Peaking Offers / Plants (incld Calpine) - Jeff can you work with Parquet
to build this.

2. Terms sales to SDG&E last year - Miyung can you run a press clipping
report to show what was not taken.  Also, Jeff can you please get the full
details (MW, Price, Term) for our offer to SDG&E last year.

Thanks.  Please call with questions.

Jim


i have that work trip on oct. 21st.  is there another weekend that you could
come to n.o.?


E:mail messages says to check website to determine whether or not DSL is
available at my home.  However, I don't see a spot on the website to check
that information.  Can you provide more details?


sorry for the delay, the data was not as clean as i originally thought.  let me know if you need anything else.

sachin


Eric,

This is to update you on the current situation with the OSTRIP function in Exotica. After some lengthy analysis of the function, its inputs and the documentation associated with it, it was brought to our attention in the Research Group that the OSTRIP function was being utilized in different manners by different people within Enron. In order to remedy this situation, the documentation of Exotica was revised and more details were added, so as to make explicitly clear the distinctions between the fixed price options and forward start options. (You will find attached a copy of the most recent version of the Exotica documentation.)

In addition to discussions with Santiago Garcia in structuring, it was seen to be important to ensure that those responsible for booking the options in ERMS (specifically, Jeremy Wong) be updated on the changes. By pure coincidence, the two ways that inputs were made for fixed price options gave the same values for the premiums. However, one methodology is really incorrect as far as the documentation is concerned, and the attempt has been made to rectify this. The forward start option pricing has not changed in any way.

I would like to arrange a meeting tomorrow afternoon (Thursday) between all those parties concerned to ensure uniformity of pricing across the board. If you are available, I would appreciate it if we could meet at around 4:00 PM.

Regards,

Tom Barkley
Manager, Research
Enron Wholesale Services
Houston, TX
(713) 345-7317


3:30 Thursday, Central Time happens to fall exactly to the minute on a time
when I have to be on the phone with Mark Haedicke and Elizabeth Sager.  I
cannot move that time.  Can we go earlier or move it to Friday?  I am trying
to get the cases to you as soon as I can. ----cgy

 -----Original Message-----
From:  Shackleton, Sara
Sent: Tuesday, June 05, 2001 7:07 AM
To: Yoder, Christian
Subject: Re: Schedule meeting with Mark Taylor for Thursday, June 7

Christian:  Please mark this time on your calendar to speak with Mark T.:
3:30 Houston/1:30 Portland.  We'll call you.

Will Pat Boylston send over 1 or 2 cases for us to review prior to the call?

Thanks.

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
----- Forwarded by Sara Shackleton/HOU/ECT on 06/05/2001 09:00 AM -----

	Holly Keiser@ENRON_DEVELOPMENT 06/05/2001 08:36 AM 	  To: Sara
Shackleton/HOU/ECT@ECT  cc:   Subject: Re: Schedule meeting with Mark Taylor
for Thursday, June 7 << OLE Object: StdOleLink >>

Sorry... you mentioned that in the subject line.

3:30 pm on Thursday.

Holly Keiser
Enron Americas
Legal Department - EB 3887
713-345-7893 (ph)
713-646-3490 (fx)
Holly.Keiser@enron.com

	Sara Shackleton@ECT 06/05/2001 08:19 AM 	  To: Holly
Keiser/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT  cc:   Subject: Re: Schedule
meeting with Mark Taylor for Thursday, June 7 << OLE Object: StdOleLink >>

I'd like to meet Thursday, June 7

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

	Holly Keiser@ENRON_DEVELOPMENT 06/05/2001 07:34 AM 	  To: Sara
Shackleton/HOU/ECT@ECT  cc:   Subject: Re: Schedule meeting with Mark Taylor
for Thursday, June 7 << OLE Object: StdOleLink >>

Sara -- I've scheduled 3:00 PM following today's Legal/Credit meeting.  If
you prefer later, please let me know.

Thanks!
Holly Keiser
Enron Americas
Legal Department - EB 3887
713-345-7893 (ph)
713-646-3490 (fx)
Holly.Keiser@enron.com

	Sara Shackleton@ECT 06/04/2001 06:12 PM 	   To: Holly
Keiser/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT  cc:   Subject: Schedule meeting
with Mark Taylor for Thursday, June 7

Does Mark have time in the afternoon to meet with me and Christian Yoder
(Portland - 2 hours earlier than CST)?  The topic is "Washington State
PUD's".  I'd schedule about an hour.  Thanks.

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


Thank you for using our automated self service password reset option.

The user id and password in SAP (Apollo Production and HR Production), eHRonline, iBuyit and iPayit are all synchronized.  When you reset your password in eHRonline, it automatically synchronizes the password in the other systems.

Please follow the steps to reset and synchronize your passwords.

1.        Go to ehronline.enron.com
2.       Click on the   button
3.       Enter your User Id (SAP Personnel Number) and temporary password (located at the bottom of this email)
4.       You will then be asked to change your password
5.       Enter your new password twice
6.       Once you have successfully changed your password in eHRonline, you have synchronized your password for SAP (Apollo Production and HR Production), eHRonline, iBuyit and iPayit
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The password for your account: P00503927   has been reset to: 13397679

Go to eHRonline now: http://ehronline.enron.com <https://ehronline.enron.com/>


WhaTeverrr!

Bobby Jackson <BJACKSON@SSWPC.COM> on 10/18/2000 08:17:16 AM
To: "'Dana.Davis@enron.com'" <Dana.Davis@enron.com>
cc:
Subject: RE:

(Choke) huh?

-----Original Message-----
From: Dana.Davis@enron.com [mailto:Dana.Davis@enron.com]
Sent: Wednesday, October 18, 2000 8:19 AM
To: BJACKSON@SSWPC.COM
Subject: Re:

Nothin' Honey!

Bobby Jackson <BJACKSON@SSWPC.COM> on 10/18/2000 08:12:08 AM

To:   "'dana.davis@enron.com'" <dana.davis@enron.com>
cc:
Subject:

WHaaazzzz Uuuuuppppppp!!!!!!!!!!!!!!


They appear to have made the changes that we requested.  Do you want me to
fill in the name of the Seller and print off 2 originals for signature.  If
not, please fill in the name and forward to me for initialling before the
contract is signed by ENA..

	Kevin Ruscitti
	11/14/2000 12:01 PM

		 To: Dan J Hyvl/HOU/ECT@ECT
		 cc:
		 Subject: Re: Updated Line Pack Gas Purchase Agreement form provided by
Vector.