BUSINESS HIGHLIGHTS

Enron Global Markets
Washington, DC -- The Society of the Plastics Industry Inc. (SPI), the trade association representing one of the largest manufacturing industries in the United States, announced that it has entered into a strategic alliance with Enron Global Markets LLC (EGM), to jointly promote price risk management financial products that will help plastics processors in managing financial risks associated with resin price volatility.

Through this agreement, SPI members will have direct access to EGM's experience in the plastics industry and to the financial products the company currently offers to the market. In addition, SPI and EGM will offer special seminars uniquely tailored to the needs of the SPI membership on effectively managing price risk. As part of Enron's partnership with SPI, we will conduct a series of industry-specific risk management seminars.

Companies in the plastics industry today face a number of challenges such as rising costs in raw material and energy, and economic factors beyond their control including slow demand.  Financial products being offered by EGM can, for example, fix or establish a maximum resin price for a given period of time, thereby allowing the companies to make better business decisions and improve financial stability.

EGM Crude and Products Fundamentals
The EGM Crude and Products Fundamentals team is proud to announce the launch of its new "Morning Briefing" report.  The report is aimed at providing traders, mid marketers and originators with a detailed yet concise overview of factors impacting the oil and products markets in the previous 24 hours and how these factors are likely to affect the market in the coming day.  In addition to market moving news items, the report contains key market data such as prices, MMBtu curves, refinery outages, open interest analysis and various other market driving information.  The report is updated by 7.30 a.m. each day and can be found on the Crude and Products Fundamentals intranet at <http://egmfundy.corp.enron.com/crude/> under In House Analysis, Morning Briefing.

EES Business Center
The Business Center is ready to receive and track all customer leads and service issues. EES needs a single point of entry for all customer calls and issues to ensure customer satisfaction. Starting today, please route all general inquiry calls to our Business Center to provide each customer with consistent and effective assistance. The number for the Center is 800-337-7827 (800-EES-SVCS) or calls can be transferred to x59390.  You may also contact them through e-mail at EESBusinessCenter@enron.com.

In the event that an account, partner, utility or vendor's activity affects EES' interests, an URGENT ISSUE request should be filed immediately. Such activity includes change in credit rating, bankruptcy filings, high risk shut-off notices, health and safety concerns, possible litigation, etc. File the relevant information by either phone or e-mail and note it as an URGENT ISSUE to enable the Business Center to act immediately.

EWS Business Analysis and Reporting
Enron Wholesale Services (excluding Net Works) has nearly 1350 invoices totaling almost $12 million waiting for coding and approval in the iPayit system.  Over 900 invoices have been in the system greater than 30 days.  Although a company-wide task force is working to improve the entire process, each of us needs to do our part to ensure accurate and timely payment to our vendors.

Following are the statistics on invoices in the system greater than 30 days:

ENA	443 invoices totaling $4.3 million
EBS	358 invoices totaling $4.6 million
EGM	 87 invoices totaling $262,000
EIM	 33 invoices totaling $123,000

If you purchase items that generate invoices (including cell phones, pagers, etc.), or if you are responsible for coding and approving invoices, you will receive an e-mail notification that an invoice has arrived in your iPayit inbox.  You must log on to iPayit and take the appropriate action.  No one else can process the invoice for payment while it is in your iPayit inbox.

We expect EWS to stay current and process the invoice within 5 days of notification.  We will continue to monitor the status of accounts payable and expect to see significant improvement by the end of September.

If you need assistance processing outstanding invoices, please contact Christa Winfrey at christa.winfrey@enron.com.

IN THE NEWS

Judge Delays California Refund Report Until March 8

Washington, Sept. 25 (Bloomberg) -- The judge who will recommend whether Enron Corp., Duke Energy Corp. and other power sellers owe California as much as $8.9 billion in refunds for electricity sales has postponed his recommendations until March 8.

Federal Energy Regulatory Commission administrative judge Bruce Birchman said today that California's grid operator needs more time to collect information about power sales during the October-through-January refund period. This is the second time he postponed his report. Birchman originally said he would make his recommendations to the commission by Nov. 5, then delayed it to Dec. 13.

California demanded the refunds, charging that the power sellers inflated electricity prices. Power providers blame the fourfold increase in the average price of power in California from January to June compared with a year earlier on supply not keeping up with demand.

``I'm not surprised the judge is having trouble finding evidence because I don't think that refunds are due from anybody,'' Enron spokesman Mark Palmer said.

WELCOME
New Hires
EGM  - Gary Denton, Luisa Rivera, Marc Graubach, Tassio Carvalho
EIM   - Sally Bailey, Scott Royster, John Gwaltney, Shawn Mejdrich,
ENA  - Trenton Johnson, Kimberley Jacobson, Purvi Patel, Dale Furrow, John LaBorde, John Morris

Transfers (to or within)
ENA - Monica Brown, Rahul Seksaria, Ofelia Morales, Francis McGuinness, George Phillips, Greg Branan, Jeffrey Bartlett, Mark Dypiangco, Ronald Williams, Russell Woody, William Loving, Cynthia Simon, Deann Hogan, Kathy Bass, LaDonna Finnels-Neal
EGM - Michael L. Miller, Chris Hall, Marc Graubart

NUGGETS & NOTES

CHAIRMAN'S AWARD 2001

Do you have a colleague that deserves to be recognized for their dedication and commitment to Enron's core values - Respect, Integrity, Communication, Excellence?  The 2001 Chairman's Award is your chance to put forward someone you know who really captures the spirit, philosophy and the day-to-day business practices of our company in their work, their attitude and in how they regard their colleagues. All Enron employees can nominate fellow employees at any level - from the top down or bottom up.

The nomination process is simple. Submit a completed nomination form, available on <http://home.enron.com> by Wednesday October 10, 2001. The award winner and finalists will be announced at the annual Enron Management Conference in San Antonio, Texas on November 16, 2001.

EnronOnline Figures
Below are the latest figures for EnronOnline as of September 24

?	Total Life to Date Transactions > 1,470,000
?	Life to Date Notional Value of Transactions > $830 billion

Enron Wholesale Services Best Practice Tips
United Parcel Service (UPS) After Hours Drop Boxes are Open
The Enron Building drop box is located near the automated teller machine. The last pick up is 8:00 PM.
The Three Allen Center drop box is located behind the down escalator on the ground floor by the self-service postal center. The last pick up is 7:45 PM.

Drop boxes handle letters and boxes up to 18"x13"x3" and can be shipped via Next-Day Air, Second-Day Air, Third-Day Select, UPS International and UPS World-Wide Express Service.  Be sure to include the Enron account number, and your company and cost center number in the reference field on the shipping documentation.

For more information, contact Glenn Lewis (GSS) at 713-646-7512.
United Parcel Service (UPS)  is Enron's preferred vendor for express deliveries.

NEWS FROM THE GLOBAL FLASH

Enron Commences Authorization Process for New Power Plant in Italy
Enron has begun an application procedure to get the necessary consent to develop a natural gas fired combined cycle gas turbine (CCGT) power station of up to 1,200MW on a 10-hectare site 1.5km from Roveleto di Cadeo, in the Comune of Cadeo, in the Province of Piacenza (NorthEast Italy).  The following consents must be received before Enron's proposals for a power station can be implemented:

- Decree of Environmental Compatibility from the Ministry of the Environment,
- Authorization to construct and operate the plant from the Ministry of Industry
- All other necessary local and national permits for construction and operation of the plant, including administrative authorizations and power and gas line connections.

The authorization process is expected to take around two years, such that construction could begin in early 2004, with operation 30-36 months from construction start.  However, the decision to proceed with construction of the project will remain contingent on further developments in the liberalization of the Italian power and gas markets.

 "This is the first time one of our Italian asset development projects has moved forward since our jointly-owned Sarlux IGCC (Integrated Gasification Combined Cycle) plant in Sardinia went into full commercial operation in December 2000," says Ross Sankey who is leading Enron's Cadeo project team.  "We're pleased to have identified such a suitable site for a new power plant and continue to assess other similar opportunities."

GasMarktFax Stirs "Trouble" in German Incumbent-dominated Gas Market
Following on from a recent GlobalFlash! report on the launch of GasMarktFax by the German origination team we are pleased to provide the following update on the impact the product is beginning to have on the German gas market:

European Spot Gas Markets reported on Thursday, 13 September, that Ruhrgas will decrease prices for their Stadtwerke and regional gas companies as of 1 October.  The article mentions that it is clear that Ruhrgas is taking competition seriously and that last month's release of Enron's GasMarktFax provided Stadtwerke with the opportunity to compare their standard price to Enron offers.  "Pricing pressure pushes incumbents to lower their tariffs," said Helge-Jurgen Beil, director with the German origination team, who lead the GasMarktFax initiative.  "However, it is important to note that incumbents try to crowd out marginal supplies and abuse their dominant supplier position.  Grid access is still cumbersome and only very few customers have a real choice," Helge-Jurgen added.

Enron Signs First Trading Deal in Poland
Enron's Polish team have signed the company's first ever trading deal in the country - which is also the first transaction entered into by a Polish power trading company based on the EFET (European Federation of Energy Traders) Master Trading Agreement.

The 50MW deal is with PKE, currently Poland's largest generator by installed capacity, responsible for around 17% of total energy production in Poland.

The deal with PKE is effectively a series of 51 call options, each one of them being a separate option for 50MW of baseload power for any given calendar month. Enron is the buyer of this series of options. The first month for which Enron will have a call option will be October 2001, and the last will be December 2005. The exercise date for each option is 26 days before the beginning of the delivery month. The strike prices follow a pre-determined schedule.

"This pioneering agreement sets new standards of power trading in Poland," declares Jarek Dybowski, Enron's director of power trading in Poland.

"This deal has set a precedent and created a platform for us to further break into the bilateral wholesale electricity trading market in Poland," adds Jarek Astramowicz, Enron's vice-president and head of the Polish office.  A big thank you to Jarek Dybowski, Tomasz Krzyzewski, Sid Cox, Marcus Zwinger, Pat Cini and Jason Clatworthy and all the others who helped make this deal possible."

EBS Celebrates Neos Deal
Congratulations to EBS who secured a deal with Neos, a company that specialises in providing bandwidth within London and other UK cities (known as metro connectivity). The transaction gives Enron instant access to London's metro network, which expands Enron's coverage. The agreement involves a  ?3 million take or pay commitment over ten years, with Enron receiving fixed prices and degradation for the capacity.

Marcello Romano, Vice President Bandwidth Trading, is delighted: "We needed to close a strategic deal to increase our metro coverage. Not only has this been achieved but the team negotiated well below market prices."

Launch of Nordic precipitation index
In another first for Enron, this week saw the launch by Enron Nordic Energy of a precipitation index based on rainfall levels in a number of locations.  The index will serve as a new weather trading instrument bringing more choice to the weather market and thereby promoting market liquidity.  Given the close relationship existing between precipitation levels and power prices in the Nordic region, the index will be of interest to both power traders and large hydro producers.  The index will serve as a new trading instrument enabling power traders to add to and refine their positions.  For the large hydro producers, the index will provide a benchmark for hedging their risk against fluctuations in rainfall.  The index will be based on a large number of locations available throughout the Nordic region, with 27 locations in all (19 in Norway and 8 in Sweden).

On the very day of the index launch, we were able to announce the completion of a deal with Norsk Hydro whereby we have constructed a specific index enabling Norsk Hydro to hedge its production volumes throughout the Nordic region.

Given the amount of hydroproduction in the Nordic region - approximately 99% (116TWh/yr) in Norway and 50% (64TWh/yr) in Sweden - the index is likely to be of significant interest in the Nordic market.  In Norway and Sweden, about 70% of the supply side is hydro and the volume of this supply can deviate by around 10% from normal (and by up to 30% during extreme years).  The subsequent impact on prices is huge and the variation in produced volumes is of great concern to hydro producers.

LEGAL STUFF
The information contained in this newsletter is confidential and proprietary to Enron Corp. and its subsidiaries.  It is intended for internal use only and should not be disclosed.

<Embedded Paintbrush Picture>


Mr. Skilling,

I have instructed the Security Console to not call your residence during
late/early hours unless it is an emergency.  These instructions will be
placed with your alarm account information as a reference for all of the
operators.

If you have any questions or problems, just let me know.

Alan


The report named: East P/L Totals <http://trv.corp.enron.com/linkFromExcel.asp?report_cd=1&report_name=East+P/L+Totals&category_cd=1&category_name=EAST&toc_hide=1&sTV1=1&TV1Exp=Y&current_efct_date=10/30/2001>, published as of 10/30/2001 is now available for viewing on the website.


I've had a burst appendix and Pneumonia.

Call debbie for details on 936-321-8836 (home) or 936-499-4996 (cell) or me
directly on 713-598-0732 (but I share a room with someone, so we may disturb
them....

Steve
-----------------
Tel: 713-345-8980
Cell: 713-598-0732


----- Forwarded by Tana Jones/HOU/ECT on 12/15/2000 05:59 PM -----

	Bradley Diebner
	12/15/2000 05:22 PM

		 To: Karen Lambert/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT, Samuel
Schott/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Brant Reves/HOU/ECT@ECT, Debbie
R Brackett/HOU/ECT@ECT, David Hardy/LON/ECT@ECT, Lesli Campbell/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, Paul Maley/LON/ECT@ECT, Sonya Clarke/LON/ECT@ECT, Lee
Munden/LON/ECT@ECT, Tim Davies/LON/ECT@ECT, Karen O'Day/NA/Enron@Enron, Tanya
Rohauer/HOU/ECT@ECT
		 cc:
		 Subject: EOL Credit Responses 12/15/00


my sister in-law said that she can get me a good job at dell in austin.  would that work?


hey jason,

how is the new job?  shanna and I would like to know if you and donnita want
to do dinner again this friday? let me know

-e

Jason Bass <JBass@stdauto.com> on 02/21/2001 10:11:30 AM
To:
cc:
Subject: My new work email

Just wanted to let you know my new work email address.

Jason


fyi
---------------------- Forwarded by Steven J Kean/HOU/EES on 08/01/2000 09:15
AM ---------------------------

Vinio Floris@ENRON
07/26/2000 03:00 PM
To: Richard Shapiro/HOU/EES@EES, Steven J Kean/HOU/EES@EES
cc: Ricardo Charvel/NA/Enron@Enron
Subject: Camisea

Steve and Rick,

This is just to inform you that I have been involved with the Camisea gas
project in Peru since Shell-Mobil developed it several years ago. As you can
see in the article below, Enron is one of the possible candidates for getting
the transportation and distribution contract. I am in continuous contact with
Roberto Pensotti, the lead developer for the this deal. Roberto knows that I
have strong contacts in the government and the private sector in Peru, and I
would be more than happy to help in any way possible. I will keep you posted
on this issue. Regards, Vinio

http://www.gestion.com.pe/archivo/deldia/indices.HTM


Kay:

Later this afternoon, I plan to send you preliminary drafts of the following
documents:

1. Revised Letter Agreement;
2. Escrow Agreement;
3. Guaranty Agreement; and
4. Promissory Note by LLC payable to ENA.

In the meantime, I had a couple of questions. First, since the Blue Dog deal
is a wholesale assignment of a contract, will I still need to prepare items
7 and 8 on the closing checklist (letter from ENA to Prospective Buyer to
deliver the form of Facility Agreement and letter from Buyer to ENA to
advise regarding the Form of Facility Agreement).  Second, will you send me
the blank certificates that will serve as the Membership Certificates for
the LLC?  Carolyn mentioned that, in the past, these certificates have come
from an Enron Stock Book.

Thanks,

Marisa

 <<Reuter, Maria I. (Business E-Mail Address).vcf>>

                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended
exclusively for the individual or entity to which it is addressed.  This
communication may contain information that is proprietary, privileged or
confidential or otherwise legally exempt from disclosure.  If you are not the
named addressee, you are not authorized to read, print, retain, copy or
disseminate this message or any part of it.  If you have received this
message in error, please notify the sender immediately by e-mail and delete
all copies of the message.

 - Reuter, Maria I. (Business E-Mail Address).vcf


Im big on togetherness, but if you'd rather do separate meetings I'm ok with
that also.  DF

10/06/2000 12:26 PM
Louis Soldano
Louis Soldano
Louis Soldano
10/06/2000 12:26 PM
10/06/2000 12:26 PM
To: Jan Cobden/ET&S/Enron@ENRON
cc: Drew Fossum/ET&S/Enron@ENRON

Subject: ETS Legal, Environmental, and Regulatory Issues Meeting - 2000 Audit

jan - get back with tracey...

drew - do you want a combined meeting or split things up???  naturally, i'd
prefer to split things up so you have no idea what i am doing to your p/ls....
---------------------- Forwarded by Louis Soldano/ET&S/Enron on 10/06/2000
12:24 PM ---------------------------

Tracey Bouillion
10/06/2000 11:06 AM
To: Drew Fossum/ET&S/Enron@ENRON, Mary Kay Miller/ET&S/Enron@ENRON, Louis
Soldano/ET&S/Enron@ENRON, Bob Chandler/ET&S/Enron@ENRON, Elaine
Concklin/ET&S/Enron@ENRON, William Kendrick/OTS/Enron@ENRON
cc: Martha Benner/ET&S/Enron@ENRON, Sharon Solon/ET&S/Enron@ENRON

Subject: ETS Legal, Environmental, and Regulatory Issues Meeting - 2000 Audit

I am trying to schedule a meeting with the following people for Heather Mueck.
Drew Fossum
Mary Kay Miller
Louis Soldano
Bob Chandler
Elaine Concklin
William Kendrick
Allison Millan
Elan Britt
Gerrad Heep
Regarding: ETS Legal, Environmental, and Regulatory Issues Meeting - 2000
Audit
Please send me you availability on the following dates
October 10
October 12
October 16
October 19
I am going to try and get the video conference room for this meeting

Let me know ASAP so I can make the arrangements

Thank you
Tracey Bouillion


---------------------- Forwarded by Kayne Coulter/HOU/ECT on 01/04/2001 09:02
AM ---------------------------

Jason Choate@ENRON
01/03/2001 01:52 PM
To: Corry Bentley/HOU/ECT@ECT
cc: Larry F Campbell/NA/Enron@Enron, Richard Hrabal/HOU/ECT@ect, Joe
Stepenovitch/Corp/Enron@Enron, Kayne Coulter/HOU/ECT@ECT
Subject: NYISO Contract download sheet.

Corry,

Just wanted to give you the location of the new tool I'm using for managing
the NYISO contracts.

m://electric/schedule/nyiso/uploaddownload/uploaddownload.exe

Choate


---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:05 PM ---------------------------

Peter Styles@ECT
06/01/2001 04:58 AM
To: Brendan Devlin/EU/Enron@Enron
cc: Richard Shapiro/NA/Enron@Enron

Subject: EFET draft security of supply paper

Take a look at attachment below for guidance in any discussion with Ristori
next Wednesday re Bush energy policy statement and comparative aspects of EC
green paper on sec. of supply. To remind you of what Loyola said on CNN
yesterday:
 - Agrees with need to re-evaluate role of nuclear plus future investment in
it .
 - Disagrees with weight given to supply side and indigenous sources,
compared with demand side and fuel diversity (also from external sources?)
 - Disagrees with exclusion of climate change considerations.

---------------------- Forwarded by Peter Styles/LON/ECT on 06/01/2001 10:25
AM ---------------------------

brian.samuel@txu-europe.com@txu-europe.com on 04/23/2001 02:31:45 PM
To: "EFET Secretariat" <secretariat@efet.org>
cc: peter.styles@enron.com

Subject: EWG - security of supply paper

Jan, please find a revised draft of the SoS paper following discussions with
Peter. I would be grateful if you could circulate it to the members of the
electricity working group for comment by 30th April. Likewise could you also
forward it to Ian Wood.
(See attached file: efetsos.doc)

Thanks Brian

~~~~~~~~~~~~~~~~~~~~~    DISCLAIMER    ~~~~~~~~~~~~~~~~~~~~~

This E-mail is private and confidential and may be covered by
legal professional privilege. It is therefore only intended for
the addressee(s). If you are not one of those persons you must
not read, copy, store, disclose, use or distribute its contents.
Please also contact the sender immediately and delete the original.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

 - efetsos.doc

---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:05 PM ---------------------------
From: Bruno Gaillard/Enron@EUEnronXGate on 06/01/2001 07:07 PM GDT
To: Richard Shapiro/NA/Enron@Enron
cc:

Subject:  Background Information France Electricity

Background

The Continental European electricity market is developing from an integrated
monopoly business to a competitive market. A segment of electricity users now
have the right to choose their supplier from a range of marketers. The
emergence of new marketers and generators has created the demand for price
risk management solutions and has encouraged the development of a traded
wholesale market. Following the adoption of the EU Electricity Directive in
December 1996, member states were obliged to transpose the directive into
national legislation opening electricity markets to competition by February
1999.

The directive sets out a three-tiered approach to the liberalisation of
electricity supply markets. Stage one entered into effect on 19 February
1997, and calls for the opening of 22% of national markets, based on the
average community share of electricity consumed by end customers using more
than 40 GWh per year. The degree of opening will increase over six years by
lowering the community consumption threshold to 20 GWh in 2000 (27% market
opening) and to 9 GWh in 2003 (32-33% market opening). Distributor access is
a matter for each member state. The implementation of a new directive,
expected in 2002, will improve the conditions for a liberalized market.

At present, the level of compliance with the directive varies between member
states. The EU countries farthest along the process of liberalisation are
Germany, Austria, Spain and the Netherlands. Switzerland, although it is not
an EU member state, is integral to market developments. France, although
having chosen to comply with the minimum requirements of the directive, has
proven to open up their market more than expected.

Current Market

EDF is the dominant electricity producer in France, the largest power
producer in the world with 475TWh generated in 2000,  and the largest
exporter in Europe (net exports reached 71 TWh in 2000).  Power generation in
France is mainly nuclear (70%), but also hydro (20%), while conventional
thermal generation represents 10%. EDF is a vertically integrated company
with services and products in generation (92%), supply (?%), transmission and
distribution (95%). Finally, this historical supplier is a State Entity; the
French State owns EDF,s capital.  A few Independent Power Producers (IPP) are
also active in the market, such as Snet (6.4TWh, coal-fired), and CNR (16TWh,
hydro). Other smaller IPPs are commercially active but most must sell their
production to EDF under a regulated tariff.

More than 100 distribution companies are active through a concession regime
in their local distribution area. Few, however, are of a significant size
(less than a dozen have sales of over 400 GWhs), or have eligible customers
in their concession areas.

The French System Operator (RTE) was created on 1 July 2000 and is a
sub-division of EDF, although it is unbundled in terms of management and
accounting. A postage stamp tariff has been implemented under the
transitional regime, which varies according to the voltage used and is based
on a matrix (Summer/Winter, Peak/Off-Peak). Users have to contract for their
maximum transmission capacity. Imbalances are settled under a published
tariff, which introduces high charges for imbalances beyond a 10% tolerance
level and 5MW.

A three-year framework contract (e.g., by way of a Master Agreement with a
minimum term of three years) is required for eligible customers, but
eligibles are free to deal for shorter maturity transactions within such a
three-year contractual framework.

Although the criteria for eligibility is per site, and eligible customers
have to contract transmission for each site, RTE has created balancing
responsibility contracts (contrats de Responsable d'Equilibre) which compels
the aggregation of imbalance charges for different eligible sites within an
equilibrium perimeter defined with RTE. Imbalances are settled under a
published tariff which charges a heavy penalty for any imbalance beyond a 10%
tolerance level or 5MW.

Even though we are currently under a transitional regime in France, the
ability to trade power already exists. Optimisation can be found through
real-time arbitrage offered by the flexibility of the industrial process, the
availability of market prices and optional structures. The establishment of
balancing responsibility contracts has created the basic conditions for an
effective power trading market in France, and this through the exchange of
blocks from one perimeter to another. Blocs are only exchangeable on
day-ahead bases but intra-day procedures are expected to be implemented. All
transactions are currently based on bilateral physical contracts.

The establishment of this framework has contributed to an increasing number
of players for trading, imports, exports and transit; we are confident that
the French power market will develop rapidly.     Enron Capital & Trade
Resources Limited ("ECTRL") is a balancing responsible actor in France and
closed the first physical power transaction in France early 2000, and was the
very first new entrant to trade power (buy/sell) in France late 2000.

Future Developments

France's size and geographical position will make it a natural hub for
trading on the Continent. It is Europe's second largest electricity market,
with net consumption (including industrial on-site consumption) totalling
over 400 TWh in 1999. The increase of physical trading, envisaged capacity
release by EDF, and creation of future market mechanism will contribute to
the further development of the market.

Both a balancing market and a spot exchange market are expected to be
implemented by end 2001. Players in the balancing market will propose put and
call options, exercised by RTE according to its own portfolio of contacts
(producer, consumer) and providing it with physical balancing capacity. The
balancing market will also show referenced market prices for balancing
services.

Some of the spot market volume is expected to be operated by ParisBourse.
However, due to the dominant position of EDF, the limited number of active
IPPs, existing restrictions for trading for authorised producers in France,
and the lack of transparency with regard to current rules for allocation of
cross-border capacity and attribution of congestion costs, we believe that
the conditions for the creation of an effective spot power market in France
are not yet fully met.

Recently, the European Commission has asked EDF to auction 6,000MW of virtual
capacity through VPP auctions starting in September 2001, representing about
30% of the market for French eligible industrials This will further
contribute to increase liquidity.

Regulatory Environment

The goal of Directive 96/92/EC concerning the internal market in electricity
is to obtain a cheaper but secure electricity supply by introducing and
gradually expanding competition while maintaining industry competitiveness in
the face of price decreases. France has transposed the directive, however
certain imperfection with regards to non-discriminatory access and the level
of liberalisation still exist.

The French Electricity law was passed on 10 February 2000, a year later  than
required by the EU, establishing a transitional regime for third party access
(TPA). Several application decrees still have to be passed, including
transportation tariffs on the electric grid to eligible customers. The
current threshold for eligibility is 16GWh (net of auto-consumption) per year
and per site, and represents about 600 eligible clients and 1,200 sites.
Eligibility for distribution companies is currently limited to the eligible
consumption of customers located in their concession areas. The French power
market is effectively open to some competition, and about 60 eligible
industrials have so far switched totally or partly from the historical
supplier. The eligibility threshold will be reduced to 9GWh per site by
direct application of the EU Directive by Feb. 2003, as the French government
declined a quicker opening of the power market.

The two main authorities, which oversee the industry, are the CRE (Commission
de Regulation de l'Electricit,) is the official regulatory body and the
ministry of industry. The CRE is responsible to insure that RTE provides for
non-discriminatory access on to the grid and will be issuing transportation
tariffs.  The Ministry is responsible for providing generation licenses for
IPPs and for determining eligibility issues.

RTE is implementing new capacity allocation procedures on the UK, Italy and
Spain interconnectors. On the remaining borders, capacity is currently
allocated on a first-come-first served basis rule, and congestion fees are
levied at the margin, which favours long-term contracts and historical
players. In addition, there is currently some lack of transparency with
regards to RTE real-time data on the capacity available/used for exports and
imports. However an intra-day market is now effective for transits, imports
and exports.  The first come first serve allocation rule on border capacity
is likely to be changed by end 2001. In addition, the CRE is likely to
request RTE to release additional data in the months to come.

New IPPs have to be authorised through auctions or through direct decision of
the Ministry of Industry, the main route for authorisation. Authorised IPPs
in France are limited by Decree to buying for resale to eligible customers a
maximum of buy for resale to eligible customers a volume equivalent to 20% of
the installed capacity, including long term contracts. Although the
interpretation of this law is unclear, a recent statement by M. Tuot,
Director General of the CRE, implies that these restrictions only apply to
French authorised producers and thus not to foreign-based energy companies or
other non-producing entities. Thus, these restrictions do not apply to ECTRL,
as we are not registered in France.  In addition, French IPPs are free to
sell and export their production.

Eligible customers, who are physically connected to the Grid, have to
contract for transmission vis-.-vis RTE (Contrat Made). Traders, such as
ECTRL, are not required to have such a transmission contract, as they do not
consume the power they purchase. Only a balancing responsibility contract
coupled with grid access contracts (import, export, and/or transit) are
required by RTE.

A new Decree is expected to be passed by Summer 2001, setting up new
conditions for transmission, transits and exports under a permanent regime.
Imports, which are allocated on a pro-rata basis, are free of transmission
charges.

A network code is currently under discussion between market players and
RTE.

Market Conventions

A range of wholesale electricity products are currently traded in France.
Peak and baseload day-ahead, week-ahead, monthly, quaterly, and yearly
products are traded.  Peak products follow the German convention (12 hour
peaks on weekdays, 08h00-20h00).  Contract sizes are typically 25MW or 50MW.

Gate closure for scheduling imports, exports and transits is 14h00 Paris
time.  Gate closure for scheduling "echanges de blocs" is 16h00 Paris time.

Other: The Gas Market

A transitional regime was implemented on 10 August 2000 by direct application
of the EU Directive, thus establishing regulated TPA for sites whose
consumption is over 25 million cubic meters p.a. The eligibility threshold
will be reduced to 15million cubic meters in 2003, and 5 million cubic meters
in 2008. No gas law has been passed yet (forecasted for mid 2002), and it is
expected that the transitional regime for gas in France will last until end
2002. A zonal/distance-related tariff was published on 13 July 2000 by
GdF-Transportation. A permanent entry/exit tariff structure is likely to be
developed for 2003. Charges for imbalances are expensive and access to
storage is restricted. GdF-Trading, however, has published conditions for
balancing services.
There is only one trading Hub for France located at the French/Belgian border
(Blaregnies/TaisniSres). Due to the distance-related nature of the
transportation tariff, competitive TPA is limited to eligible sites which are
located not too far (less than about 250Km) from the French/Belgian border.
The main imports into France are for high cal gas, and GdF has published the
conditions for high cal/low cal gas swaps.
As there is not yet a gas law in France (a +Projet de Loi, was approved on
17th May 2000) transposing the EU gas directive into domestic legislation,
the Regulatory Commission has not been appointed to date, and the official
regulatory body remains the Ministry of Industry.
Although current conditions do not facilitate full requirement supply to
customers from new entrants, it is already possible to optimise gas supply
through import of blocs for part or full supply. ECTRL was the first new
entrant to supply gas at the French border, and more recently into France.
ECTRL's cumulative volume of gas trades so far totals 550 million cubic
meters.

The above represents only Enron's and its affiliates views' and, accordingly,
neither Enron nor any of its affiliates is providing any advice to you in the
above information.  You are not entitled to rely on any of the above
information and you are advised to take such other independent advice, as you
may deem necessary in respect of the matters referred to above.

 -----Original Message-----
From:  Brod, Simon
Sent: 25 May 2001 17:31
To: Gaillard, Bruno
Cc: de Gaulle, Pierre; Brun, Raphael; Davies, Philip; Duvauchelle, Antoine;
Sankey, Ross
Subject: RE: Background Information France/Final Draft

My suggested paragraph on market conventions:

A range of wholesale electricity products are currently traded in France.
Peak and baseload day-ahead, week-ahead, monthly, quaterly, and yearly
products are traded.  Peak products follow the German convention (12 hour
peaks on weekdays, 08h00-20h00).  Contract sizes are typically 25MW or 50MW.

Gate closure for scheduling imports, exports and transits is 14h00 Paris
time.  Gate closure for scheduling "echanges de blocs" is 16h00 Paris time.

Simon

From: Bruno Gaillard/Enron@EUEnronXGate on 25/05/2001 15:36
To: Pierre de Gaulle/LON/ECT@ECT, Raphael Brun/LON/ECT@ECT, Simon
Brod/LON/ECT@ECT, Philip Davies/Enron@EUEnronXGate, Antoine
Duvauchelle/Enron@EUEnronXGate
cc: Ross Sankey/LON/ECT@ECT

Subject: RE: Background Information France/Final Draft

Below please find a revised version of the document. One element that is
still missing and that should be completed by the traders is the
"conventions" by possibly adding gate closure information, peak vs. off-peak,
and other relevant information.

Bruno

Updated May 2001.

Background

The Continental European electricity market is developing from an integrated
monopoly business to a competitive market. A segment of electricity users now
have the right to choose their supplier from a range of marketers. The
emergence of new marketers and generators has created the demand for price
risk management solutions and has encouraged the development of a traded
wholesale market. Following the adoption of the EU Electricity Directive in
December 1996, member states were obliged to transpose the directive into
national legislation opening electricity markets to competition by February
1999.

The directive sets out a three-tiered approach to the liberalisation of
electricity supply markets. Stage one entered into effect on 19 February
1997, and calls for the opening of 22% of national markets, based on the
average community share of electricity consumed by end customers using more
than 40 GWh per year. The degree of opening will increase over six years by
lowering the community consumption threshold to 20 GWh in 2000 (27% market
opening) and to 9 GWh in 2003 (32-33% market opening). Distributor access is
a matter for each member state. The implementation of a new directive,
expected in 2002, will improve the conditions for a liberalized market.

At present, the level of compliance with the directive varies between member
states. The EU countries farthest along the process of liberalisation are
Germany, Austria, Spain and the Netherlands. Switzerland, although it is not
an EU member state, is integral to market developments. France, although
having chosen to comply with the minimum requirements of the directive, has
proven to open up their market more than expected.

Current Market

EDF is the dominant electricity producer in France, the largest power
producer in the world with 475TWh generated in 2000,  and the largest
exporter in Europe (net exports reached 71 TWh in 2000).  Power generation in
France is mainly nuclear (70%), but also hydro (20%), while conventional
thermal generation represents 10%. EDF is a vertically integrated company
with services and products in generation (92%), supply (?%), transmission and
distribution (95%). Finally, this historical supplier is a State Entity; the
French State owns EDF,s capital.  A few Independent Power Producers (IPP) are
also active in the market, such as Snet (6.4TWh, coal-fired), and CNR (16TWh,
hydro). Other smaller IPPs are commercially active but most must sell their
production to EDF under a regulated tariff.

More than 100 distribution companies are active through a concession regime
in their local distribution area. Few, however, are of a significant size
(less than a dozen have sales of over 400 GWhs), or have eligible customers
in their concession areas.

The French System Operator (RTE) was created on 1 July 2000 and is a
sub-division of EDF, although it is unbundled in terms of management and
accounting. A postage stamp tariff has been implemented under the
transitional regime, which varies according to the voltage used and is based
on a matrix (Summer/Winter, Peak/Off-Peak). Users have to contract for their
maximum transmission capacity. Imbalances are settled under a published
tariff, which introduces high charges for imbalances beyond a 10% tolerance
level and 5MW.

A three-year framework contract (e.g., by way of a Master Agreement with a
minimum term of three years) is required for eligible customers, but
eligibles are free to deal for shorter maturity transactions within such a
three-year contractual framework.

Although the criteria for eligibility is per site, and eligible customers
have to contract transmission for each site, RTE has created balancing
responsibility contracts (contrats de Responsable d'Equilibre) which compels
the aggregation of imbalance charges for different eligible sites within an
equilibrium perimeter defined with RTE. Imbalances are settled under a
published tariff which charges a heavy penalty for any imbalance beyond a 10%
tolerance level or 5MW.

Even though we are currently under a transitional regime in France, the
ability to trade power already exists. Optimisation can be found through
real-time arbitrage offered by the flexibility of the industrial process, the
availability of market prices and optional structures. The establishment of
balancing responsibility contracts has created the basic conditions for an
effective power trading market in France, and this through the exchange of
blocks from one perimeter to another. Blocs are only exchangeable on
day-ahead bases but intra-day procedures are expected to be implemented. All
transactions are currently based on bilateral physical contracts.

The establishment of this framework has contributed to an increasing number
of players for trading, imports, exports and transit; we are confident that
the French power market will develop rapidly.     Enron Capital & Trade
Resources Limited ("ECTRL") is a balancing responsible actor in France and
closed the first physical power transaction in France early 2000, and was the
very first new entrant to trade power (buy/sell) in France late 2000.

Future Developments
 << OLE Object: Picture (Metafile) >>
France's size and geographical position will make it a natural hub for
trading on the Continent. It is Europe's second largest electricity market,
with net consumption (including industrial on-site consumption) totalling
over 400 TWh in 1999. The increase of physical trading, envisaged capacity
release by EDF, and creation of future market mechanism will contribute to
the further development of the market.

Both a balancing market and a spot exchange market are expected to be
implemented by end 2001. Players in the balancing market will propose put and
call options, exercised by RTE according to its own portfolio of contacts
(producer, consumer) and providing it with physical balancing capacity. The
balancing market will also show referenced market prices for balancing
services.

Some of the spot market volume is expected to be operated by ParisBourse.
However, due to the dominant position of EDF, the limited number of active
IPPs, existing restrictions for trading for authorised producers in France,
and the lack of transparency with regard to current rules for allocation of
cross-border capacity and attribution of congestion costs, we believe that
the conditions for the creation of an effective spot power market in France
are not yet fully met.

Recently, the European Commission has asked EDF to auction 6,000MW of virtual
capacity through VPP auctions starting in September 2001, representing about
30% of the market for French eligible industrials This will further
contribute to increase liquidity.

Regulatory Environment
 << OLE Object: Picture (Metafile) >>
The goal of Directive 96/92/EC concerning the internal market in electricity
is to obtain a cheaper but secure electricity supply by introducing and
gradually expanding competition while maintaining industry competitiveness in
the face of price decreases. France has transposed the directive, however
certain imperfection with regards to non-discriminatory access and the level
of liberalisation still exist.

The French Electricity law was passed on 10 February 2000, a year later  than
required by the EU, establishing a transitional regime for third party access
(TPA). Several application decrees still have to be passed, including
transportation tariffs on the electric grid to eligible customers. The
current threshold for eligibility is 16GWh (net of auto-consumption) per year
and per site, and represents about 600 eligible clients and 1,200 sites.
Eligibility for distribution companies is currently limited to the eligible
consumption of customers located in their concession areas. The French power
market is effectively open to some competition, and about 60 eligible
industrials have so far switched totally or partly from the historical
supplier. The eligibility threshold will be reduced to 9GWh per site by
direct application of the EU Directive by Feb. 2003, as the French government
declined a quicker opening of the power market.

The two main authorities, which oversee the industry, are the CRE (Commission
de Regulation de l'Electricit,) is the official regulatory body and the
ministry of industry. The CRE is responsible to insure that RTE provides for
non-discriminatory access on to the grid and will be issuing transportation
tariffs.  The Ministry is responsible for providing generation licenses for
IPPs and for determining eligibility issues.

RTE is implementing new capacity allocation procedures on the UK, Italy and
Spain interconnectors. On the remaining borders, capacity is currently
allocated on a first-come-first served basis rule, and congestion fees are
levied at the margin, which favours long-term contracts and historical
players. In addition, there is currently some lack of transparency with
regards to RTE real-time data on the capacity available/used for exports and
imports. However an intra-day market is now effective for transits, imports
and exports.  The first come first serve allocation rule on border capacity
is likely to be changed by end 2001. In addition, the CRE is likely to
request RTE to release additional data in the months to come.

New IPPs have to be authorised through auctions or through direct decision of
the Ministry of Industry, the main route for authorisation. Authorised IPPs
in France are limited by Decree to buying for resale to eligible customers a
maximum of buy for resale to eligible customers a volume equivalent to 20% of
the installed capacity, including long term contracts. Although the
interpretation of this law is unclear, a recent statement by M. Tuot,
Director General of the CRE, implies that these restrictions only apply to
French authorised producers and thus not to foreign-based energy companies or
other non-producing entities. Thus, these restrictions do not apply to ECTRL,
as we are not registered in France.  In addition, French IPPs are free to
sell and export their production.

Eligible customers, who are physically connected to the Grid, have to
contract for transmission vis-.-vis RTE (Contrat Made). Traders, such as
ECTRL, are not required to have such a transmission contract, as they do not
consume the power they purchase. Only a balancing responsibility contract
coupled with grid access contracts (import, export, and/or transit) are
required by RTE.

A new Decree is expected to be passed by Summer 2001, setting up new
conditions for transmission, transits and exports under a permanent regime.
Imports, which are allocated on a pro-rata basis, are free of transmission
charges.

A network code is currently under discussion between market players and
RTE.

Market Conventions

Traders: Need to Add: gate closer information and on-peak off peak hours plus
whatever relevant conventions.

Other: The Gas Market

A transitional regime was implemented on 10 August 2000 by direct application
of the EU Directive, thus establishing regulated TPA for sites whose
consumption is over 25 million cubic meters p.a. The eligibility threshold
will be reduced to 15million cubic meters in 2003, and 5 million cubic meters
in 2008. No gas law has been passed yet (forecasted for mid 2002), and it is
expected that the transitional regime for gas in France will last until end
2002. A zonal/distance-related tariff was published on 13 July 2000 by
GdF-Transportation. A permanent entry/exit tariff structure is likely to be
developed for 2003. Charges for imbalances are expensive and access to
storage is restricted. GdF-Trading, however, has published conditions for
balancing services.
There is only one trading Hub for France located at the French/Belgian border
(Blaregnies/TaisniSres). Due to the distance-related nature of the
transportation tariff, competitive TPA is limited to eligible sites which are
located not too far (less than about 250Km) from the French/Belgian border.
The main imports into France are for high cal gas, and GdF has published the
conditions for high cal/low cal gas swaps.
As there is not yet a gas law in France (a +Projet de Loi, was approved on
17th May 2000) transposing the EU gas directive into domestic legislation,
the Regulatory Commission has not been appointed to date, and the official
regulatory body remains the Ministry of Industry.
Although current conditions do not facilitate full requirement supply to
customers from new entrants, it is already possible to optimise gas supply
through import of blocs for part or full supply. ECTRL was the first new
entrant to supply gas at the French border, and more recently into France.
ECTRL's cumulative volume of gas trades so far totals 550 million cubic
meters.

The above represents only Enron's and its affiliates views' and, accordingly,
neither Enron nor any of its affiliates is providing any advice to you in the
above information.  You are not entitled to rely on any of the above
information and you are advised to take such other independent advice, as you
may deem necessary in respect of the matters referred to above.

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 25 May 2001 12:22
To: Brun, Raphael; Brod, Simon; Gaillard, Bruno; Davies, Philip
Cc: Sankey, Ross
Subject: RE: Background Information France/Final Draft

This is the final draft as approved by EOL legal and Mark Elliott.

Any ultimate comments?

Pierre
---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 25/05/2001
12:24 ---------------------------
From: Justin Boyd/Enron@EUEnronXGate on 25/05/2001 12:16
To: Mark Elliott/Enron@EUEnronXGate, Pierre de Gaulle/LON/ECT@ECT, Ian
Brungs/Enron@EUEnronXGate
cc:

Subject: RE: Background Information France/Final Draft

i have no further comments from an EOL perspective

justin
 -----Original Message-----
From:  Elliott, Mark
Sent: 25 May 2001 12:05
To: de Gaulle, Pierre; Boyd, Justin; Brungs, Ian
Subject: FW: Background Information France/Final Draft

Pierre,

Re the main text - see my comments in blue below.  I have passed this on to
Justin as you will see as Justin is charge of Legal for EOL and will also
have to approve it.  With regards to the slides, could you give me a hard
copy - I can't seem to open them on my system.

Kind regards

Mark

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 22 May 2001 12:26
To: Mark Elliott/LON/ECT@ENRON; Oliver, Jennifer
Subject: RE: Background Information France/Final Draft

Mark,

Please find herewith the background info for EOL France. It seems that you
would have to approve it (Any other approval needed?). Please note that this
draft has been seen and amended by Raphael, Simon, Philip and Bruno.

Thanks

Pierre

---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 22/05/2001
12:22 ---------------------------
From: Jennifer Oliver/Enron@EUEnronXGate on 22/05/2001 11:10
To: Pierre de Gaulle/LON/ECT@ECT
cc:

Subject: RE: Background Information France/Final Draft

Pierre,

Has French Power Legal approved the final draft below? If not, please could
they review before I submit this to the EnronOnline approval process. Also,
please let me know any other approvals you have receieved so far. This will
help determine who still needs to review.

Thanks,
Jennifer

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 21 May 2001 18:04
To: Oliver, Jennifer; Goddard, Paul
Subject: Re: Background Information France/Final Draft

Please find the final draft of EOL Backgoung information for France. Please
also find two slides about France, which can be included in the Continental
Gas Trading presentation.

I would like to appear in the background as the main commercial contact
point, as follows:

Pierre de Gaulle
Director France
Tel: + 44 207 783 7742
Fax: + 44 207 783 8255
Mobile: + 44 777 19 01 565
Email: Pierre.de.Gaulle@enron.com

 Thanks

Pierre

 << File: SlidesFrance.ppt >>

---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 21/05/2001
18:00 ---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
Bruno Gaillard@ENRON
21/05/2001 17:51
To: Pierre de Gaulle/LON/ECT@ECT
cc: Raphael Brun/LON/ECT@ECT, Simon Brod/LON/ECT@ECT, Philip
Davies/LON/ECT@ECT

Subject: Re: Background Information France/EOL/Draft 2   << OLE Object:
StdOleLink >>

See red and strikethrough comments below

---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 20/05/2001
16:09 ---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
Pierre de Gaulle
14/05/2001 19:56
Sent by: Pierre De Gaulle
To: Jennifer Oliver/EU/Enron@Enron, Paul Goddard/EU/Enron@Enron
cc: Philip Davies/LON/ECT@ECT, Bruno Gaillard/EU/Enron@Enron, Raphael
Brun/LON/ECT@ECT, Simon Brod/LON/ECT@ECT

Subject: Background Information France

Please find a draft of the marketing background information about the French
power (and gas) markets for EOL.

Your comments are appreciated.

Thanks

Pierre

Updated May 2001.

1)Background

France is the second largest country in Europe with 58 million inhabitants.
EdF, who was the monopolistic producer, is the largest power producer in the
world with 475TWh generated in 2000, thanks to nuclear production. The
historical supplier, who is at the same time the largest exporter of power in
Europe (net exports reached 71TWh in 2000), is a direct emanation from the
French State, who owns EdF capital. Power generation in France is mainly
nuclear (70%), but also hydro (20%), while conventional thermal generation
represents 10%. EdF owns 92% of power generation, and 95% of distribution.

A few Independent Power Producers (IPP) are also active in the market, such
as Snet (6.4TWh, coal-fired), and CNR (16TWh, hydro). Other small IPPs sell
their production to EdF under a regulated tariff. There has been significant
development of cogeneration projects since 1997. There is now 3,500MW of
installed capacity, thanks to the legal obligation for EdF to purchase power
generated from cogeneration units at a preferable (is "preferable" the
correct word??)   tariff. In the view of the transposition of  the EU
Electricity Directive into French law, this purchase obligation ceased to
apply for new large projects (over 12MW) from 1st Jan. 1999.
More than 100 distribution companies are active through a concession regime
in their local distribution area. Few, however, are of a significant size
(less than a dozen have sales of over 400 GWhs), or have eligible customers
in their concession area.

2) Regulatory Environment

The French Electricity law was passed on 10 February 2000, implementing
regulated third party access (TPA) in France under a transitional regime. The
law was approved one year late, failing to meet the required EU deadline.
Dozens  ["Dozens"  - I would replace this with "Several")  of application
decrees still have to be passed, including tariffs to eligible industrials.
The French power market is open to competition, however. About 60 eligible
industrials have so far switched totally or partly from the historical
supplier. Current threshold for eligibility is 16GWh (net of
auto-consumption) per year and per site, representing about 600 eligible
clients and 1,200 sites. The eligibility threshold will be reduced to 9GWh
per site by direct application of the EU Directive in Feb. 2003, as the
French government declined a quicker opening of the power market.

Eligibility of distribution companies is limited to the eligible consumption
of customers located in their concession area.
A three-year framework contract ( e.g., by way of a Master Agreement with a
minimum term of three years) is required for eligible customers, but
eligibles are free to deal for shorter maturity transactions within such a
three year contractual framework.

New IPPs have to be authorised through auctions or through direct decision
from the Ministry of Industry, which is the main route for authorisation.
Authorised IPPs in France are limited by Decree to trading buy for resale to
eligible customers a volume equivalent to 20% of the installed capacity,
including long term contracts. Trading is currently defined as the conditions
of power purchase for resale to eligible customers. These Trading
restrictions, however, do not apply to ECTRL, as we are not registered in
France. IPPs are free to sell and export power.

The French System Operator (RTE) was created on 1 July 2000 and is a
sub-division of EdF, although it is unbundled in terms of management and
accounting. A postage stamp tariff was implemented under the transitional
regime, which varies according to the voltage used,and which is based on a
matrix (Summer/Winter, Peak/OffPeak). Users have to contract transmission up
to the maximum capacity that they will use. RTE purchases excess capacity
available through transmission contracts at fixed prices, which represents
about half of the market price. Imbalances are settled under a published
tariff, which introduces high charges for imbalances beyond a 10% tolerance
level and 5MW. Although the criteria for eligibility is per site, and
eligible customers have to contract transmission for each site, RTE has
created programme responsible contracts (contrats de Responsable
d'Equilibre), which allow the aggregation of imbalance charges for different
eligible sites within an equilibrium perimeter defined with RTE.

Eligible customers, who are physically connected to the Grid, have to
contract for transmission vis-.-vis RTE (Contrat Made). Traders, such as
ECTRL, are not required to have such a transmission contract, as they do not
consume the power they purchase. Only a programme responsible contract
coupled with grid access contracts (import, export, and/or transit) are
required by RTE.

A new Decree is expected to be passed by Summer 2001, setting up new
conditions for transmission, transits and exports under a permanent regime.
It is likely that this new tariff will implement a 1/3 injection-2/3 delivery
calculation factor. Imports, which are allocated on a pro-rata basis, are
free of transmission charges.

Programme responsible contracts have established the basis of trading in
France through the exchange of blocs from one perimeter to another.  Enron
Capital & Trade Resources Limited ("ECTRL")  is programme responsible in
France. Cross border capacity is currently allocated on a first-come-first
served basis rule by RTE, and congestion fees are levied at the margin, which
favours long term contracts and does not give equal treatment to all players.
In addition, there is currently some lack of transparency with regards to RTE
real-time data on the capacity available/used for exports and imports. This
allocation rule is likely to change by end 2001. In addition, the CRE is
likely to request RTE to release additional data in the months to come.

The CRE (Commission de Regulation de l'Electricite) is the offical regulatory
body, which mainly covers TPA and tariff issues, while IPP licenses and
eligibility issues are covered by the Ministry of Industry.

3) Business Opportunity

Although we are currently under a transitional regime in France, the ability
to trade power already exists. Optimisation can be found through real-time
arbitrage between the flexibility of the industrial process, market prices
and optional structures. The establishment of programme responsible contracts
has created the basic conditions for an effective power trading market in
France. ECTRL closed the first physical power transaction in France early
2000, and was the very first new entrant to trade power (buy/sell) in France
late 2000.

An intraday market is now effective for transits, imports and exports, and is
expected to soon be extended to exchange of blocs in France.
Liquidity has been dramatically increasing (although the market remains
dominated by the historical player) thanks to RTE capacity auctions for
(auction has not been implemented on Spanish side yet) [QUERY: do we need
this bit in brackets??  What does it add??  Can't we just delete it??  Or is
it a note and someone has to write some better text here??  It just does not
read correctly in English owing to its place in the sentence at present] UK,
Italy and Spain interconnectors, RTE tenders for HV Grid losses, industrials
switching, and new players coming into the market. In addition, the European
Commission has determined that EdF will auction 6,000MW of virtual capacity
through VPP and PPA auctions in September 2001, representing about 30% of the
market for French eligible industrials This will further contribute to
increase liquidity.
A network code is currently under discussion between market players and
RTE.

4) Future Development

It is forecasted that both balancing market and spot exchange market will be
implemented by end 2001. Players in the balancing market will propose put and
call options, which will be exercised by RTE according to its own portfolio
of contacts (producer,consumer), thus providing RTE with physical balancing
capacity. The balancing market will also show referenced market prices for
balancing services.

The Some of the spot market volume is expected to be run by ParisBourse.
However, due to the dominant position of EdF, the limited number of active
IPPs, existing restrictions for trading for authorised producers in France,
and the lack of transparency with regard to current rules for allocation of
cross-border capacity and attribution of congestion costs, we believe that
the conditions for the creation of an effective spot power market in France
are not yet fully met. ECTRL has actively been lobbying in order to have fair
and transparent rules implemented for every player in the market and has
actively contributed for a spot market to take place.

However, thanks to an increasing number of players in France for trading,
imports, exports and transit, we are confident that the French power market
will develop rapidly.

5) The Gas Market Situation

A transitional regime was implemented on 10 August 2000 by direct application
of the EU Directive, thus establishing regulated TPA for sites whose
consumption is over 25 million cubic meters p.a. The eligibility threshold
will be reduced to 15million cubic meters in 2003, and 5 million cubic meters
in 2008. No gas law has been passed yet (forecasted mid 2002), and its is
expected that the transitional regime for gas in France will last until end
2002. A zonal/distance-related tariff was disclosed published on 13 July 2000
by GdF-Transportation. A permanent entry/exit tariff structure is likely to
be developed for 2003.  Charges  for imbalances are expensive, and access to
storage is restricted. GdF-Trading, however, has published conditions for
balancing services.
There is only one trading Hub for France located at the French/Belgian border
(Blaregnies/TaisniSres). Due to the distance-related nature of the
transportation tariff, competitive TPA is limited to eligible sites which are
located not too far (less than about 250Km) from the French/Belgian border.
The main imports into France are for high cal gas, and GdF has published the
conditions for high cal/low cal gas swaps.
As there is not yet a  [new??] gas law in France ( a Projet de Loi was
approved on 17th May 2000) transposing the EU Gas Directive into domestic
legislation, the Regulatory Commission has not been appointed to-date , and
the official regulatory body remains the Ministry of Industry.
Although current conditions do not facilitate full requirement supply to
customers from new entrants, it is already possible to optimise gas supply
through import of blocs for part or full supply. ECTRL was the first new
entrant to supply gas at the French border, and more recently into France.
ECTRL's cumulative volume of gas trades so far totals 550 million cubic
meters.

The above represents only Enron's and its affiliates views' and, accordingly,
neither Enron nor any of its affiliates is providing any advice to you in the
above information.  You are not entitled to rely on any of the above
information and you are advised to take such other independent advice as you
may deem necessary in respect of the matters referred to above.

---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:05 PM ---------------------------
From: Bruno Gaillard on 06/01/2001 07:04 PM GDT
To: Richard Shapiro/NA/Enron@Enron
cc:

Subject: Gas situation in France

----- Forwarded by Bruno Gaillard/EU/Enron on 01/06/2001 19:03 -----

	Bruno Gaillard
	24/05/2001 18:12

		 To: Philip Davies/Enron@EUEnronXGate
		 cc: Didier Magne/Enron@EUEnronXGate
		 Subject: Gas situation in France
Philip

Attached the relevant sections of a paper produced by EFET (largely by us) on
TPA in the French gas market and Enron comments to the EU on TPA issues. Note
that these papers were produced in December of 2000 and mid-Feb 2001
respectively. Notable changes since then include.

A relatively competitively priced conversion service (H-Cal to L-Cal gas) at
TaiseniSres has been but in place
The balancing regime has been improved and penalties are now indexed to
Zeebrugge (x 1.5 or x -0.5)
Access conditions to LNG have been published
Flexibility services are offered by GdF- Supply. The terms and conditions up
to now had been onerous. Recent talks between Didier and a customer suggest
that they have been wildly improved but this still needs to analysed by us.
Transit tariffs have been published but is also restricted to a  year-long.
The regulator is seriously considering changing the tariff structure from a
distance related structure to a entry/exit type structure.
The first hearing on the law (directive transposition) at the parliament has
been delayed from spring 2001 to summer 2002. Regulated tariffs will not
likely be put in place until 2003.

Let me know if you need more information.

Bruno

---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:06 PM ---------------------------
From: Bruno Gaillard/Enron@EUEnronXGate on 06/01/2001 07:14 PM GDT
To: Richard Shapiro/NA/Enron@Enron
cc:

Subject: EdF capacity auctions

Information on capacity release program (VPP) in France

Letter below to the consultants of EDF

Decision on Merger imposing capacity release

Trustee mandate that we proposed to the EU

Initial VPP proposal by EDF

 -----Original Message-----
From:  Sankey, Ross
Sent: 01 June 2001 09:51
To: de Gaulle, Pierre
Cc: Gaillard, Bruno; Philip Davies/LON/ECT@ENRON; Brun, Raphael; Brod, Simon;
Styles, Peter; Dindarova, Nailia; Shaw, Eric; Elliott, Mark
Subject: RE: EdF capacity auctions

All,

I would suggest we need to do the following :-

? Register for the auction and receipt of the IM asap.  Bruno could you
please discuss with Mark and put together our registration document.  I
assume that ECTRL meets the criteria of a trader "registered" in an EU member
state?  Does not appear to be any need to deal with credit support or other
regulatory "qualifiers" such as balancing agreements as yet.  Mark - agree?
Bruno - could you please take care of sending this registration letter (agree
with Pierre who should act as principal contact).
? Establish once and for all the role of Trustee and CRE in the process of
approving capacity release phasing, auction process for each phase and
product specifications AND understand how the "consultation" process will
work once we have the IM.  Hence need to discuss with MTF, then Trustee and
CRE asap ie in June if possible.  Preferably before we meet again with
PWC/Roth....

In addition to Pierre's comments, the PIM also states that strike prices at
least are subject to Trustee review but a number of areas need to be
questioned.

? Capacity Release Phasing.  PIM confirms the 5 year period of the remdey but
also says a review can be requested after 3 years.  Bruno - you need to
review the remedy doc, but I do not see how a 2 year phasing of capacity
release complies with the remedy (at least in spirit).  We would suggest
there is no impediment to offering the FULL remedy in a single phase.  If
theere is insufficient demand they can always have a fall back position to
release unsold capacity on a 6 monthly or annual basis through the 5 year
period.  The current proposal is no more than EdF trying to minimise capacity
release and/or extract max value (can't blame them for trying but it is not
what we want or what remedy requires).  EdF's only real argument is that
phasing will allow more new suppliers to enter at a later date as eligiblity
threshold drops in France.  However, since eligible demand already exceeds
total capacity release this would limit development of competition to
existing eligibles.  As a minimum the release programme for all capacity
should be clearly defined up front; not at the whim of EdF.  Peter - thoughts
on this and how, in context of remedy, we can argue for accelerated single
phase auction (with possible reauctioning of unsold capacity over 5 years)?
? Auction Process : qualifying criteria likely to be more defined in IM; but
no obvious problems here.  I am less sure about nature of auction process.
We obviously need to think it through more, but why not just have a simple
process based on single sealed bids (or an electronic bid process).  The use
of price "clock" controlled by the auctioneer may allow a reserve price to be
set which is clearly not the intent of the remedy - this should be set at
zero for all product groups not subjectively "to ensure excess demand" but
only for certain groups!
? Product Specs : need to understand what if anything can be changed here.
Strikes seem to be subject to Trustee approval, but we need to understand
what else can be influenced eg within day flex.  Since we have already
covered this in previous submissions to MTF, EdF etc this should be easy to
identify as we go forward.

Any comments?

Ross

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 01 June 2001 09:00
To: Sankey, Ross
Cc: Gaillard, Bruno; Philip Davies/LON/ECT@ENRON; Brun, Raphael; Brod, Simon;
Styles, Peter; Dindarova, Nailia
Subject: RE: EdF capacity auctions & other EU news

Point 1.5: This info is of a preliminary nature and is subject to change. In
addition, it is mentioned in point 6 that registered companies for the
auction will have the opportunity to ask questions and raise issues during
conferences, which will be then considered by EdF.

Specifications of the auction will be finalised by end August. This seems to
leave some room for a complete feedback from registered companies. Let's
discuss the content of the PIM.

I suggest to arrange anothe meeting with PWC/Rothschild in the next few weeks
(week 11-16 June).

What about a potential meeting with the Trustee about the PIM?

Pierre

From: Ross Sankey/Enron@EUEnronXGate on 31/05/2001 19:31
To: Bruno Gaillard/Enron@EUEnronXGate, Philip Davies/LON/ECT@ENRON, Pierre de
Gaulle/LON/ECT@ECT, Raphael Brun/LON/ECT@ECT, Simon Brod/LON/ECT@ECT
cc: Peter Styles/LON/ECT@ECT, Nailia Dindarova/LON/ECT@ECT

Subject: RE: EdF capacity auctions & other EU news

Bruno,

Quel surprise.  Should make your follow up with the MTF interesting as to the
role of the Trustee.

One point to note for both MTF and Albers at COMP - the lack of within day
flexibility is hardly in keeping with the intention of supporting development
of retail supply to end users with fluctuating demand.  Suppliers will thus
be at the mercy of EdF in the balancing market.

In addition, how on earth can they be allowed to take 2 years to complete the
process?  How does that fit with merger remedy?

Somewhat ironic that they have the document in English!

Lets discuss what if anyhting we can do after you have spoken with MTF.

Regards,

Ross

 -----Original Message-----
From:  Gaillard, Bruno
Sent: 31 May 2001 19:03
To: Philip Davies/LON/ECT@ENRON; Sankey, Ross; de Gaulle, Pierre; Brun,
Raphael; Brod, Simon
Cc: Styles, Peter; Dindarova, Nailia
Subject: RE: EdF capacity auctions & other EU news

Obviously a done deal - interestingly the Trustee is not mentioned. EDF has
the capacity offering on its web page
http://www.edf.fr/htm/en/enchere/enchere and has a detailed document in
English but not in French yet. They also has EFET under industry links as
well as the CRE, DIGEC.

Attached is EDF's presentation of the product. After a quick look, it seems
that flexibility is not a option (nomination at noon, and price has not
changed)

 << File: VPP MIP.pdf >>
Bruno

31/05/01 UK: EDF ISSUES DETAILS OF ITS FIRST CAPACITY AUCTION.
LONDON, May 31 (Reuters) - French utility Electricite de France (EdF)
announced on Thursday details of its first auction to sell electricity
production capacity to competitors. EdF was required by the EU Commission in
February to give access to some of its generation capacity as a condition for
EU approval of its purchase of a 25 percent stake in German utility EnBW.
In the next two years, EdF will auction a total of 6,000 megawatts which
include 1,000 MW of peak capacity sold at a price of 26 euros per megawatt
hour (MWh) and 4,000 MW of baseload at a price of eight euros/MWh.
In addition, 1,000 MW of cogeneration production capacity will be made
available. Production from cogeneration plants is bought by EdF from smaller
producers under long-term contracts.
"With such contracts, electricity suppliers and traders will be able to have
electricity without the technical and operational risks of running a power
plant," said EdF in a statement.
The price for cogeneration capacity will be made public a few weeks before
the auction as it depends on gas price movements, EdF said.
The auction will take place in several tranches, the first one starting in
September, when 200 MW of peak capacity will be auctioned, 800 MW of baseload
and 190 MW of cogeneration.
The whole 6,000 MW should be sold by October 2003.
EdF, which has a 94 percent share of the French generation market, has a
total installed capacity of 103,500 MW.

 -----Original Message-----
From:  Dindarova, Nailia
Sent: 31 May 2001 17:20
To: Gaillard, Bruno; Philip Davies/LON/ECT@ENRON
Subject: EdF capacity auctions & other EU news

FYI see attached
---------------------- Forwarded by Nailia Dindarova/LON/ECT on 31/05/2001
17:07 ---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
"Sandra James" <Sandra_James@electricity.org.uk> on 31/05/2001 17:11:51
To: <david.love@british-energy.com>, <rob.plaskitt@british-energy.com>,
<shercock@compuserve.com>, <jgreen3@edisonmission.com>, "Gwyn Dolben"
<Gwyn_Dolben@electricity.org.uk>, <KHanks@enron.com>,
<Nailia.Dindarova@enron.com>, <Peter.Styles@enron.com>,
<mwedg90@entergy.com>, <alison.cole@innogy.com>, <DAVID.TOLLEY@innogy.com>,
<peter.heffer@magnox.co.uk>, <ALAN.CLARK@natpower.com>,
<David.Burnett@nie.co.uk>, <Gordon.Dunlop@nie.co.uk>, <Chris.Price@pgen.com>,
<david.densley@scottish-southern.co.uk>, <shamblyn@seeboard.com>,
<Brian.Samuel@txu-europe.com>, <Phil.Hardy@txu-europe.com>,
<andy.papageorgi@uk.ngrid.com>, <christine.brown@uk.ngrid.com>,
<judith.ward@uk.ngrid.com>, <louise.petchell@uk.ngrid.com>,
<michael.metcalfe@uk.ngrid.com>, <James.Sheward@uuplc.co.uk>,
<Arthur.Probert@yeg.co.uk>, <gail.antrobus@yeg.co.uk>,
<Gail.Silcock@yeg.co.uk>, <joanne.bridge@yeg.co.uk>
cc:

Subject: EdF capacity auctions & other EU news

Dear All

Please see attached news items from this afternoon, including details of
EdF's sale of capacity.

Regards

Sandra

*****************************************************************
This e-mail is confidential. It is intended only for the person named.
Unless you are that person, or authorised to receive this e-mail, you
must not copy or use it or disclose it to anyone else.  If you have
received this e-mail in error, please contact the sender.  Thank you
for your cooperation.
Electricity Association Services Limited, 30 Millbank, London  SW1P 4RD
(Reg. in England No: 2366837).
*****************************************************************
 - eunews 31may pm.doc << File: eunews 31may pm.doc >>


I'm swamped.  I got up at 430 to work this am.  Got here at 7 yesterday so I
could go to the game.

Those young uns recover quickly, don't they?

Still missing you,

Kay

suzanneadams@att.net on 04/04/2001 08:44:16 AM
To: dan.lyons@enron.com, kay.mann@enron.com, dina.snow@enron.com
cc:

Subject: Wednesday

How are you guys doing?  Nothing new here, I'm just
hanging out recuperating.  I was up all day yesterday
and didn't feel too tired.  Of course the real test will
be when I have to walk a lot!  My incision is still
pretty tender, but I'm sure that's to be expected.  My
waistline has gone down about 2 inches though since I've
lose all that swelling from the infected gallbladder.
You guys won't recognize me when I return (ha)!

Ruthie is recovering from her surgery a whole lot faster
than I am.  She's not yelping any more when she gets off
the bed.

That's about all of my news.  What's going on over there?


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Date: Monday, October 22, 2001 9:28:59 GMT
Subject:


Very  interesting ....
-----Original Message-----
From: Cherry, Brian
Sent:  Monday, March 26, 2001 8:08 AM
To: Andrew Niven (E-mail); Benjamin  Campbell (E-mail); Dan McLafferty
(E-mail); Dan Thomas (E-mail); David Anderson  (E-mail); Dede Hapner
(E-mail); Dennis Gee (E-mail); Donald Petersen (E-mail);  Frank Lindh
(E-mail); G Jefferson (E-mail); Gary Guerrero (E-mail); Geoffrey  Bellenger
(E-mail); George Clavier (E-mail); J Reidenbach (E-mail); Jerry Miller
(E-mail); John Armato (E-mail); John Clarke (E-mail); Joshua Bar-Lev
(E-mail);  Karen Tomcala (E-mail); Kevin Ernst (E-mail); Kirk Johnson
(E-mail); Les Buchner  (E-mail); Les Guliasi (E-mail); Linda Agerter
(E-mail); Lisa Lieu (E-mail); Lise  Jordan (E-mail); Mark Huffman (E-mail);
Michael Katz (E-mail); Neha Patel  (E-mail); Patrick Golden (E-mail); Paul
Sivley (E-mail); Randall Litteneker  (E-mail); Ray Williams (E-mail); Richard
Hall (E-mail); Rodney Boschee (E-mail);  Sandra Burns (E-mail); Sandy
Dickinson (E-mail); Shaun Halverson (E-mail);  Shelly Malekos (E-mail);
Shirley Woo (E-mail); Stuart Tartaglia (E-mail); Todd  Arnett (E-mail);
Trista Berkovitz (E-mail)
Subject: FW: workshop  notice

Attached  for your information is an April 17 Notice of Workshop to Discuss
California  Natural gas Infrastructure issued by the Energy Division.? The
Energy  Division has scheduled the workshop to gather information on and
obtain analyses  of the status of California's natural gas transmission and
storage capacity and  the adequacy of that capacity to deliver gas to
California in the  future.

The  Energy Division is requesting that PG&E, SoCalGas, and SDG&E make
personnel and resources available to discuss and address the status of their
gas  systems,? the adequacy of serving demand, and the future adequacy to
meet  demand over the near -term (next year), mid-term (2-5 years) and
long-term (over  5 years).?? The notice also mentions that the Commission is
concerned  over the adequacy of the 2000 CGR, particularly the electric
generation forecast  and requests that the utilities be prepared to bring to
the workshop the most  recent and up-to-date EG forecast and address gas
demand from new power  projects.

I've  been told that this request is coming through the Energy Division from
the  President Lynch's office and is in response to legislative concerns over
natural  gas infrastructure development.

?

 - Notice for gas infrastructure workshop.doc


The names of the individuals whom you should forward telecom information to
are Matt Jachimiak and Patrick (William Patrick when you type in his name)
Lewis.

Again, thank you for assisting with this effort.  I appreciate the help.

Lara


This is a copy of your message sent to apreferredgirl@talkmatch.com -->

Hello,

I ran across your picture and profile and was very impressed.  I sent along my profile, take a look and see if there is any interest.  I'd sure like to hear from you.

Click the following link to view the sender's profile:
http://www.match.com/doubleblind/showprofile.asp?UserID=484948454C4B4E&trackingid=65685

The following is my profile text:

Hello, I'm a down to earth person that likes to laugh and have a good time. I work in downtown Denver as a commodities trader for a large energy trading house. I do enjoy my career but understand life needs to be kept in prospective and be balanced. I enjoy activities over sitting and watching, but I have been known to sit in front of the TV and watch football or college basketball all day. I'm looking for someone who enjoys life and doesn't take themselves too seriously.

*********************************************************

ADDITIONAL TIPS from Match.com:

Our anonymous re-mailer will strip away your real email address, so
that it will NOT appear in the 'From:' line.

You may also contact this person from their Match.com profile by
clicking 'Contact this person' and composing your message directly from the
site.

However:

* Check to ensure that your email address is not in the BODY of your
message as we are unable to remove these.

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your email. And note that you cannot use 'Cc:' or 'Bcc:' if you want
your email to remain anonymous.

Match.com does not monitor private email between members, nor are we
liable for the content of these messages. All members are bound by our
Match.com Service Agreement.


The 30/d LS HPL Katy I.C. gas was left off of the original version.

Call if you have any questions....

Ronnie

      (See attached file: HPLN1227.xls)

 - HPLN1227.xls


sara- valentis llc is definitely domestic.. checking on delaware or CT..

Their inhouse legal counsel is Arthur Amron... please cc him on ISDA..
aamron@wexford.com 212 203 862 7012

From: Sara Shackleton@ECT on 04/25/2001 09:03 AM
To: Caroline Abramo/Corp/Enron@ENRON
cc: Fred Lagrasta/HOU/ECT@ECT, Paul Radous/Enron@EnronXGate

Subject: Re: Valentis and CD Holdings

Caroline:

No Deemed ISDA, we decided that yesterday for the long-dated deal.

We are working on the draft masters for emailing.  Please send me the
information about your counterparties' lawyers so we can begin negotiating.

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

	Caroline Abramo@ENRON
	04/25/2001 06:42 AM

		 To: Sara Shackleton/HOU/ECT@ECT, Carol St Clair/HOU/ECT@ECT, Frank
Sayre/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
		 cc: Fred Lagrasta/HOU/ECT@ECT, Paul Radous/Corp/Enron
		 Subject: Valentis and CD Holdings

Please send the draft ISDAS to:

Marty Lifgren- mlifgr@wexford.com
Charles Davidson- cdavid@wexford.com

We agreed that the fastest way to proceed wwas to send the ISDA or can we
still send the deemed ISDA?.


John:
Per ypur voice mail this is the lateset version of the ETA amendment letter
without Leslie's chnages.  Please confirm that this part of it is opkay with
you and your counsel.  Thanks.

Carol St. Clair
EB 3892
713-853-3989 (Phone)
713-646-3393 (Fax)


Sunday really was good. We had a really good time also. I think Mom enjoyed
it also. Getting together for Mom's birthday sounds great to me Only have
one suggestion. Tell Mom that we are taking her out for her birthday or else
she will try to cook everthing. Then we can all show up with the food.
I don't know what to say about how she would feel about losing control of
her checking account. Some days she seems really concerned about what she
has in the bank and other times she handles things well. She did give Buddy
a signed blank check to go pay for fertilizer on a Sat. and then when he
went to pay for it on Mom. evening she had already gone in and paid for it
herself that morning. She had forgotten she had told him to do it.She still
thinks she will be put in a nursing home if she forgets things. She told us
again Sunday that they put Aunt Minnie in a nursing home because she forgot
the stove on. Though i'm sure it was more to it than that. I'm open to
suggestions.
----- Original Message -----
From: <Dan.J.Hyvl@enron.com>
To: "Buddy & Doris" <muleman1@earthlink.net>; "Betty Langham"
<Bettye.Langham@excite.com>
Sent: Monday, May 14, 2001 8:59 AM
Subject: Mom's Birthday

> Mom's Birthday is on a Saturday this year.  Should we get together?  I can
> fix a Brisket for barbecue sandwiches.  What do you think?  However, Dana
> will not have Haley that weekend.  Haley sure loves the necklace that
> Bettye gave her.  She was out from the time we hit the road until about
> 6:30 this morning.  See what a little exercise like walking to the tank
> will do for her little legs.  I'll probably never get her to go walking
> with me again.
>
> Bill mentioned that we should consider having Mom checking accounts
changed
> to require two signatures for checks over a certain amount.  What are your
> thoughts?  Do you think that Mom would be receptive to the idea?  I'll
> print out several copies of a general power of attorney form that we can
> have available should the need arise.
>
> Please respond with your thoughts on any of the above subjects.  I do
check
> email at work.  Just can't get in the habit at home.
>
> We really enjoyed yesterday.
>


Kim:

Anytime this afternoon or tomorrow (before noon) is fine.

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

	Kim Ward
	04/05/2001 08:38 AM

		 To: Sara Shackleton/HOU/ECT@ECT
		 cc:
		 Subject: City of Glendale ISDA

Sara,

I would like to set up a conference call with you and my counterparts at the
City of Glendale.  They have some questions regarding some currency
language.  Just let me know when you are available and I will set it up with
Glendale.  I'm sorry I can't be more clear - I got the information off of a
voice message.  Call me if you have any questions.

Thanks,

Kim


When: Tuesday, April 02, 2002 3:00 PM-5:00 PM (GMT-06:00) Central Time (US & Canada).
Where: ECN 32c2

*~*~*~*~*~*~*~*~*~*

At the request of Brenda Herod, you are invited to attend a meeting to discuss the Wholesale Business Plan on Tuesday, April 2, 2002 at 3:00 p.m. in conference room ECN 32c2.

Please give me a call if, you are unable to attend.

Thank you,

AC Romero
3-0402


Thanks for including me.  Unfortunately, I will be out of town at an offsite
meeting with the ENA management team from December 13 - 16.  --Sally

Sue Foust
11/28/2000 11:25 AM
To: Jeffrey A Shankman/HOU/ECT@ECT, Sally Beck/HOU/ECT@ECT, Jennifer
Burns/HOU/ECT@ECT, Patti Thompson/HOU/ECT@ECT
cc:
Subject: SURPRISE Baby Shower for Scott Earnest

Scott and Lanette's baby is due late in January.   I hope you can attend
their baby shower on Friday, December 15th.  We'll forward the location of
the shower soon.

Regards,

Sue
---------------------- Forwarded by Sue Foust/HOU/ECT on 11/28/2000 11:08 AM
---------------------------

Sharon Stringfellow
11/27/2000 03:45 PM
To: Anjali Abraham/NA/Enron@ENRON, Joel Bennett/HOU/ECT@ECT, Stacie
Bohanan/NA/Enron@Enron, Robert J Bonin/HOU/ECT@ECT, Kara L
Boudreau/HOU/ECT@ECT, Matt A Brown/HOU/ECT@ECT, Michelle Bruce/HOU/ECT@ECT,
Barbara Cain/NA/Enron@Enron, Eric Francis Calub/HOU/ECT@ECT, Marty
Cates/NA/Enron@ENRON, Matthew Condon/NA/Enron@ENRON, Mark Confer/HOU/ECT@ECT,
Valarie Curry/NA/Enron@Enron, Tammie Davis/NA/Enron@Enron, Mary Jane
Denson/HOU/ECT@ECT, Keynan Dutton/NA/Enron@Enron, Diane Ellstrom/HOU/ECT@ECT,
julie.flahaven@enron.com, Mark Fondren/HOU/ECT@ECT, Sue Foust/HOU/ECT@ECT,
Alexia Gonzales/HOU/ECT@ECT, Stephanie L Harris/NA/Enron@ENRON, John
Hayes/Corp/Enron@ENRON, Veronica Hill/NA/Enron@Enron, Cindy Horn/LON/ECT@ECT,
Patricia Houston/NA/Enron@Enron, William E Kasemervisz/HOU/ECT@ECT, Nanette
Kettler/HOU/ECT@ECT, Mark J Leskowitz/HOU/ECT@ECT, James N
Lessor/HOU/ECT@ECT, Linda K Loukanis/HOU/ECT@ECT, Richard A
Miley/HOU/ECT@ECT, Glenda D Mitchell/HOU/ECT@ECT, Mary N
Morris/NA/Enron@Enron, Michelle Nelson/Corp/Enron@ENRON, Frank G
Newman/HOU/ECT@ECT, Purvi Patel/HOU/ECT@ECT, Frank Prejean/HOU/ECT@ECT,
Stewart Range/NA/Enron@ENRON, Bradley Samuelson/NA/Enron@Enron, Marilyn M
Schoppe/HOU/ECT@ECT, Michelle Schultz/NA/Enron@ENRON, James
Scully/HOU/ECT@ECT, Julia Sengele/HOU/ECT@ECT, Shifali Sharma/NA/Enron@Enron,
Lynn E Shivers/HOU/ECT@ECT, Shirley Gail Sidler/Corp/Enron@ENRON, Karen
Snow/HOU/ECT@ECT, Jefferson D Sorenson/HOU/ECT@ECT, Patrick
Stafford/Corp/Enron@ENRON, Leah Stephens/Corp/Enron@ENRON, Sandra
Strickland/NA/Enron@Enron, Shelly Stubbs/EU/Enron@Enron, Kevin
Sweeney/HOU/ECT@ECT, John Swinney/HOU/ECT@ECT, Michelle
Thomason/NA/Enron@Enron, Simon Thurbin/HOU/ECT@ECT, Chantelle
Villanueva/HOU/ECT@ECT, Brandi Wachtendorf/HOU/ECT@ECT, Lisa
Walker/HOU/ECT@ECT, Sony Wilson/HOU/ECT@ECT, Joan Winfrey/HOU/ECT@ECT, Bill F
Briggs/HOU/ECT@ECT, David J Botchlett/HOU/ECT@ECT, Phil Clifford/HOU/ECT@ECT,
Patrick Danaher/NA/Enron@Enron, Mario de la Ossa/NA/Enron@ENRON, Rochelle
Dent/NA/Enron@ENRON, Steven M Elliott/HOU/ECT@ECT, Alan Engberg/HOU/ECT@ECT,
Douglas S Friedman/HOU/ECT@ECT, Larry Gagliardi/Corp/Enron@Enron, Jim
Goughary/HOU/ECT@ECT, Adam Gross/HOU/ECT@ECT, Andrea Hauser/NA/Enron@Enron, W
Wade Hicks/HOU/ECT@ECT, Lee Jackson/HOU/ECT@ECT, Joe King/HOU/ECT@ECT,
Melinda Joyce Lynn/HOU/ECT@ECT, Luis Mena/NA/Enron@Enron, Sarah
Mulholland/HOU/ECT@ECT, Lisa Nemec/HOU/ECT@ECT, John L Nowlan/HOU/ECT@ECT,
Robert Fuller/HOU/ECT@ECT, Ted Robinson/HOU/ECT@ECT, Don
Schroeder/HOU/ECT@ECT, S Craig Story/HOU/ECT@ECT, Helen Marie
Taylor/HOU/ECT@ECT, Spencer Vosko/HOU/ECT@ECT, Vickie J Weaver/HOU/ECT@ECT,
John Wilson/NA/Enron@ENRON, Richard Yeboah/NA/Enron@Enron, Pavel
Zadorozhny/HOU/ECT@ECT, David Mally/LON/ECT@ECT, Lanette
Earnest/Corp/Enron@ENRON, Sheila Howard/Corp/Enron@ENRON, D Todd
Hall/HOU/ECT@ECT, Eric Groves/HOU/ECT@ECT, Felicia Case/NA/Enron@Enron,
Shannon Cobb/Corp/Enron@ENRON, Beverly Filer/NA/Enron@ENRON, Michael J
Gasper/HOU/ECT@ECT, John H Harrison/HOU/ECT@ECT, Helen M Jeschke/HOU/ECT@ECT,
George R Lachner/HOU/ECT@ECT, Kristi I Louthan/HOU/ECT@ECT, Ina
Norman/HOU/ECT@ECT, Audry O'Toole/NA/Enron@Enron, Michael
Philips/HOU/ECT@ECT, Peggy Rathmell/HOU/ECT@ECT, Robert Regan
Jr/NA/Enron@Enron, Kathleen Salerno/HOU/ECT@ECT, Jill
Siekmeier/Corp/Enron@Enron, Angela Stie/NA/Enron@Enron, Sharon
Stringfellow/HOU/ECT@ECT, Tomas Tellez/HOU/ECT@ECT, Jackie Travis/HOU/ECT@ECT
cc:
Subject: SURPRISE Baby Shower for Scott Earnest


Confidential; Attorney client work product; Not discoverable

Here is a rough draft.  I will also start on TVA letter.  Per my earlier vm,
I am struggling with the benefit of a 2 year proposal vs. 7.  I'm not sure if
we get any "cap" benefit from making a seven year deal even if TVA doesn't
accept our offers (benefit would assume that TVA has an obligation to cover
entire position which is contrary to what our outside counsel has said in the
past.  According to Bob, since TVA is asking for specific performance, it may
not be reasonable for TVA to cover entire period.  I will try to talk to him
tonight.). If  TVA accepts one of our proposals and then we lose the
termination argument, what do we do? Supply? Terminate Again? In either case
our proposal for 7 years will likely not cap our damages.  Let me know what
you think.  I'll be in early tomorrow.  Thanks


Thanks again for the help.  Much appreciated.