-----Original Message-----
From: Perry, Warren
Sent: Tuesday, November 13, 2001 9:26 AM
To: Green, Tracey
Subject: FW: Married Man Left Work

Morning Tracey! Somebody sent this to me, and I thought it was so funny!

-----Original Message-----
From: Blackshear, Regina
Sent: Friday, November 09, 2001 9:48 AM
To: Ebow, Amber; lanetia yarbrough (E-mail); Latonya Carter (E-mail);
loneta edison (E-mail); rhonda jordan (E-mail); rosalind hicks (E-mail);
rosemary reynolds (E-mail); val blackshear (E-mail); Yvonne Acosta
(E-mail); Perry, Warren; Puckett, Eve; Barnett, Angela; Hernandez, Judy;
Di Giacomo, Angela; Broussard, Tharsilla; Smith, George D.; Tending,
Leslie
Subject: FW: Married Man Left Work

Subject: a married man left work

A married man left  work early on Friday afternoon. in stead of going
home, however, he  squandered the weekend and his paycheck partying
with the boys. When he  finally returned home on Sunday night, he ran
into a furious  wife.

After a couple of hours of nagging and berating, his wife asked,  how
would you like it if you didn't see me for a couple  days?!!!!

"That would suit me just fine!!!"

So Monday went by,  and the man didn't see his wife. Tuesday and
Wednesday came and went with the  same result. Come Thursday, the
swelling went down a bit and he could see her  a little, just out of
the corner of his left  eye....


Attached is the December 2000 nomination for our takes under the Gas Sales and
Purchase Contract between TXU Fuel (previously TUFCO) and HPL Resources Co.,
(TXU Fuel Contr. #3949), as well as our December 2000 nomination for takes
under
the Gas Sales and Purchase Contract between TXU Fuel and SDS.  Please advise
should you have any questions concerning the attached.

Thanks,
CCS

(See attached file: MinHPLN00.xls)       (See attached file: SDSNOM.xls)

 - MinHPLN00.xls
 - SDSNOM.xls


Additionally,
he 23 - please sell 35 mw's
 -----Original Message-----
From: 	Forney, John M.
Sent:	Monday, September 24, 2001 4:38 PM
To:	Capasso, Joe; Day, Smith L.; Errigo, Joe; McElreath, Alexander; Miller, Jeffrey; Olinde Jr., Steve; Saibi, Eric
Subject:	Frontera Position

For tomorrow,
we need to sell the following:

he 5 - 30mw's
he 6 - 30mw's
he 7 - 65 mw's

The sales go into the Teco Services book.    The length is currently scheduled to load in Enpower and the QSE MOS system.

Thanks,

JMF


Shirley,

I have been summoned for jury duty and plan to be out tomorrow, Wednesday, May 2.

Thanks,

Stinson


is this safe to  open.  i don't want anymore of your porn


California,s power crisis has generated heated debate over the last several
months.  Unfortunately, this debate has generated more heat than light.  We
want you to know what the facts are and what we are doing about the crisis.
Please spend a few minutes reading the following overview on the situation
and our position on California energy issues.

What happened in California

The source of California,s current problem is as straightforward as supply
and demand.  California,s economy grew 29 percent since 1998.  This increased
the demand for electricity by 24 percent.  At the same time, regulatory
restrictions prevented new generation from getting built in the state.  So
demand grew but regulations prevented supplies from being added.  The result,
predictably, is a shortage.  This summer, peak capacity will be about 10
percent shy of peak demand, leading to further blackouts in the state.

In addition to the supply and demand imbalance, there are two other related
factors that led to the current crisis.  First, the state,s regulations
forced all sales and purchases into the spot market.  The spot market for
power is extraordinarily volatile.  The way firms behave in a free market
when faced with such volatility is to construct a portfolio of purchases long
term, medium term and short term, to reduce exposure to this volatility.  In
California, state regulation prevented this strategy.  This would be the
equivalent of putting the entire state on an adjustable rate mortgage in the
most volatile interest rate environment imaginable.  Everything was fine
while the power surplus persisted, but when shortages ensued, every megawatt
was purchased at the sky rocketing spot price.

Second, retail markets were not deregulated.  Regulated retail rates remained
in effect, and stranded cost recovery charges were structured to keep
competition out.  This meant that utilities were forced to pay high wholesale
prices in the spot market but were only able to recover costs at the
regulated retail rate.  They are now nearly bankrupt.

In short, California,s problems were caused by regulation, not deregulation.
Regulations prevented competitors from entering the market, prevented new
generation from being built, and prevented prudent hedging against volatile
spot prices.

At the time California was developing its restructuring plan, Enron warned
the state,s policy makers about these risks and proposed alternatives, which,
if adopted, would have averted the current crisis.

Enron,s Role

Many political leaders in the state have elected to fix blame rather than fix
the problem.  Power sellers, including Enron, have been vilified by the
politicians and the media.  Here are the facts:

? Other than a small amount of wind power, Enron is not a generator in the
state of California.  Every megawatt we sold in California we bought in the
same market available to other California purchasers.  Because we are a
market maker, not a generator, we are not biased toward high prices.  We are
interested only in having a market that works so that we can package products
for our customers.
? As a seller to end-use markets in the state, we provided protection from
the problems the states, utilities, and their customers, now face.  We
protected, and still protect, our customers from price volatility.

You may have read that EES recently elected to have the utilities supply
power directly to its customers in California instead of procuring power on
the open market.  Early reports mischaracterized this as a &turnback8 of our
customers to the utilities.  Here are the facts:

? As a result of a variety of factors existing in the current California
market, it made more sense for EES to source power for its customers directly
from the utilities.  This decision reduced EES,s market price risk by
allowing EES to access lower utility rates.
? EES did not terminate any customer contracts, and our customers continue to
receive the financial benefits of their contract prices.
? EES is continuing to work with its California customers to provide them
with other energy-related products and services, including assistance in
reducing the demand for power, particularly at peak times.

Enron is currently proposing solutions to help California work out of its
crisis; Enron continues to sign up customers in the state; and Enron
continues to actively manage its risks and capture opportunities in Western
power markets.  Enron,s primary business is managing risk for our customers
with solutions customized to meet their needs.  There has never been more
demand for our products and services.

The Solution

The solution to California,s crisis is also straightforward.  In summary, the
state must increase supply, reduce demand, reduce reliance on the spot market
and shore up the financial stability of the state,s utilities.

Increasing Supply

California,s process for siting and permitting new generation is nothing
short of Byzantine.  Enron has built plants elsewhere in the country in less
than a year.  In California, it often takes 5 to 7 years.  California simply
must streamline this process.  Ironically, while many of the regulations
generators must overcome are aimed at improving environmental quality, the
regulations are preventing new clean technology from coming online and
displacing current plants, which emit 40 times as much NOx.  California can
have abundant power and cleaner air by expediting the permitting of new
facilities.

Reducing Demand

Customers in California today have no incentive to reduce or shift demand.
They pay the same rate no matter what the market price is.  An open retail
market would trigger demand responses, which would balance supply and demand
at lower prices than today.  California should fully open its retail market.

Reducing Reliance on the Spot Market

In a truly deregulated market, customers would protect themselves from
volatile spot prices by purchasing some of their requirements on a longer
term, fixed-price basis.  The state has instead left procurement in the hands
of the utilities, which it has forced to buy exclusively in the spot market.
Opening the market at the retail level will give customers control over their
price risk.

Restoring the Financial Integrity of the State,s Institutions

The utilities in California are not paying their bills.  This has led to
greater uncertainty in the market, higher costs, and reduced flexibility to
arrive at lasting solutions.  California must permit its utilities to recover
their costs so they can pay their bills and invest in the transmission and
distribution assets necessary to get power from where it is to where it is
needed.

Just as important as doing these things, the state must avoid policies that,
while politically attractive, do not fix the problem or even make matters
worse.  Price caps have been proposed.  They don,t work; have never worked;
and they will not work here.  Price caps succeed only in creating shortages,
which then have to be allocated among competing users.  Imagine how
ineffectively the government would be in determining, for example, whether it
is better to make its limited power supplies available to the Imperial Valley
or Silicon Valley.  Price caps are a surefire way to make the current
shortage worse.

The state has also proposed to take over generation and transmission in
California.  There is no reason to believe, and every reason to doubt, that
the state will be more effective than free markets at investing in,
constructing, operating and maintaining assets.  This will also result in
California tax revenues being spent on power transmission and power
generation -- which the private sector can do -- instead of education, roads
and other public goods -- which the private sector cannot do.

As you are approached by people outside the company or are learning about the
crisis from the media, it,s important for you to know this:  We at Enron will
continue to serve our customers and we will continue to propose real
solutions to the state.


fyi
----- Forwarded by Steven J Kean/NA/Enron on 02/09/2001 07:58 AM -----

	Ken Rice@ENRON COMMUNICATIONS
	02/08/2001 10:07 PM

		 To: Philippe A Bibi/HOU/ECT@ECT@ENRON
		 cc: Steven J Kean/NA/Enron@ENRON
		 Subject: Re: 363 numbering

I think it would be very cool also and I would be willing to help as long as
I don't have to spend any time or money.  The best source for this kind of
help would be Steve Kean and Mark Palmer.

	Philippe A Bibi@ECT
	02/08/2001 10:34 AM

		 To: Ken Rice/Enron Communications@Enron Communications
		 cc:
		 Subject: 363 numbering

Ken,

I mentionned to Jeff that it would be cool if we could have a 363 (ENE) area
code for Houston he thinks its a great idea.
We need to lobby do you have any desire to help?

I know that in the overall scheme of things this is really not important but
I think that this should be followed up.

Let me know what you think

Regards

P.

---------------------- Forwarded by Philippe A Bibi/HOU/ECT on 02/08/2001
10:36 AM ---------------------------
From: Martin Bucknell/ENRON@enronXgate on 02/08/2001 10:11 AM
To: Philippe A Bibi/HOU/ECT@ECT
cc: Tony Alvarado/ENRON@enronXgate, Jenny Rub/ENRON@enronXgate
Subject: 363 numbering

Philippe,

Here is an outline of the 363 numbering information we talked about, the
process is very complicated and may need us to set down with the senior
management to explain how it works and the implications, my suggestion is
that Ken Rice would be the best one to take it forward, as he understands the
market and has some profile as the head of a bandwidth / telecoms company

Tony Alvarado is the lead for this one, his extension is 37801 let me know
how you want to proceed


wgolemboski@nyiso.com writes to the NYISO_TECH_EXCHANGE Discussion List:

The Holiday Inn Express is on Western Avenue in Albany.


Sara, please see the attachment document:

Sara Shackleton@ECT
14/02/2000 18:39
To: Elizabeth Serralheiro/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc:

Subject: Holidays in Brazil

Can you please advise of legal holidays in Brazil during the remainder of
February and March?  I don't know how many days Mardi Gras/lent last.  I need
to plan future trips to Sao Paulo.  Thanks.  Sara


---------------------- Forwarded by William Kelly/HOU/ECT on 09/29/2000 10:09
AM ---------------------------

	Enron Capital Management

	From:  David Baumbach                           09/29/2000 09:42 AM

To: Eric Bass/HOU/ECT@ECT, Ami Chokshi/Corp/Enron@ENRON, Jody
Crook/Corp/Enron@ENRON, William Kelly/HOU/ECT@ECT, Kyle Etter/HOU/ECT@ECT,
Kam Keiser/HOU/ECT@ECT, Victor Guggenheim/HOU/ECT@ECT, Bryan
Hull/HOU/ECT@ECT, Daren J Farmer/HOU/ECT@ECT, Greg McClendon/HOU/ECT@ECT
cc:
Subject: Fwd: Separated at Birth

It's on now!

 - McTwins.doc


Did you guys hear that Kevin Hannon left ENA to go to ECI.  Something BIG is
happening over there.  I hear rumors that someone higher than that may be
heading over there.
Ben


---------------------- Forwarded by Phillip K Allen/HOU/ECT on 01/02/2001
09:34 AM ---------------------------

	From:  Tim Belden                           12/05/2000 06:42 AM

To: Phillip K Allen/HOU/ECT@ECT
cc:
Subject: New Generation, Nov 30th

---------------------- Forwarded by Tim Belden/HOU/ECT on 12/05/2000 05:44 AM
---------------------------

Kristian J Lande

12/01/2000 03:54 PM

To: Christopher F Calger/PDX/ECT@ECT, Jake Thomas/HOU/ECT@ECT, Frank W
Vickers/HOU/ECT@ECT, Elliot Mainzer/PDX/ECT@ECT, Michael McDonald/SF/ECT@ECT,
David Parquet/SF/ECT@ECT, Laird Dyer/SF/ECT@ECT, Jim Buerkle/PDX/ECT@ECT, Jim
Gilbert/PDX/ECT@ECT, Terry W Donovan/HOU/ECT@ECT, Jeff G
Slaughter/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Ed Clark/PDX/ECT@ECT, Saji
John/HOU/ECT@ECT, Michael Etringer/HOU/ECT@ECT
cc: Alan Comnes/PDX/ECT@ECT, Tim Belden/HOU/ECT@ECT, Robert
Badeer/HOU/ECT@ECT, Matt Motley/PDX/ECT@ECT, Mike Swerzbin/HOU/ECT@ECT, Todd
Perry/PDX/ECT@ECT, Jeffrey Oh/PDX/ECT@ECT
Subject: New Generation, Nov 30th


Hello --

It's that time of year again.  The mid-year PRC will be starting soon.  I have yet to get the official documentation from the A/A program so if you can do the following for me I'd appreciate it.

Please:

1.) Let me know who your immediate supervisor is. Name, phone, etc.
2.) Let me know whether you are still being represented by me...the only way you wouldn't be is if you were promoted to associate at year-end
3.) Let me know what you've been up to by giving me a few paragraphs on:
What you're currently doing -- responsibilities, highlights, specific deals or actions
What you've been doing since year-end (I would assume it's the same but some people may have rotated, etc.)
Then please list at least two people I can call to follow-up...please provide their phone numbers.

Thanks and I will be setting up appointments during late May.

Jon

______________________________
Jon Thomsen
Vice President
Enron Broadband Ventures
2100 SW River Parkway
Portland, Oregon 97201
Office: 503-886-0248
Cell: 503-539-3625
Fax: 503-425-6019
______________________________


Meeting w/John Lavorato, Elizabeth Sager, Roger Herndon and Kevin Presto


NOTE:  YOU WILL RECEIVE THIS MESSAGE EACH TIME YOU ARE SELECTED AS A REVIEWER.

You have been selected to participate in the Year End 2000 Performance
Management process by providing meaningful feedback on specific employee(s).
Your feedback plays an important role in the process, and your participation
is critical to the success of Enron's Performance Management goals.

To complete requests for feedback, access PEP at http://pep.corp.enron.com
and select Perform Review under Performance Review Services.  You may begin
providing feedback immediately and are requested to have all feedback forms
completed by Friday, November 17, 2000.

If you have any questions regarding PEP or your responsibility in the
process, please contact the PEP Help Desk at:

Houston: 1.713.853.4777, Option 4
London:  44.207.783.4040, Option 4
Email: perfmgmt@enron.com

Thank you for your participation in this important process.

The following is a CUMULATIVE list of employee feedback requests with a
status of "OPEN."   Once you have submitted or declined an employee's request
for feedback, their name will no longer appear on this list.

Review Group: ENRON
Feedback Due Date: Nov 17, 2000

Employee Name                   Supervisor Name                 Date Selected
-------------                   ---------------                 -------------
ANDREWS, NAVEEN C               RUDI C ZIPTER                   Oct 31, 2000
BAXTER, ASHLEY                  DAVID DAVIES                    Nov 02, 2000
CAMPOS, HECTOR O                PEYTON S GIBNER                 Nov 06, 2000
CARSON, RICHARD L               RICHARD B BUY                   Oct 30, 2000
CRENSHAW, SHIRLEY J             WINCENTY J KAMINSKI             Oct 26, 2000
KINDALL, KEVIN                  VASANT SHANBHOGUE               Oct 30, 2000
LAMAS VIEIRA PINTO, RODRIGO     DAVID PORT                      Oct 31, 2000
RAYMOND, MAUREEN J              WINCENTY J KAMINSKI             Nov 02, 2000
SUPATGIAT, CHONAWEE             PEYTON S GIBNER                 Oct 27, 2000
TAMARCHENKO, TANYA V            VASANT SHANBHOGUE               Oct 26, 2000
VILLARREAL, NORMA E             SHEILA H WALTON                 Oct 26, 2000
WALTON, SHEILA H                DAVID OXLEY                     Oct 27, 2000
YAMAN, SEVIL                    VASANT SHANBHOGUE               Oct 27, 2000
YUAN, DING                      RICHARD L CARSON                Oct 31, 2000


DON'T FORGET, THIS IS TOMORROW NIGHT!!!  THE GATHERING WILL BE ON THE BACK
DECK, NOT THE FRONT DECK OR INSIDE (UNLESS IT IS RAINING, IN WHICH CASE WE
WILL STAY INSIDE).

Ladies and Gentlemen,

In celebration of Jamie Ginsberg's new job and to say farewell prior to her
impending departure, we are going to have one mother of a happy hour.  Save
the evening of July 6th (Thursday) to meet for a drink or so and to see Jamie
off to NYC.   The Timberwolf on Bissonnet will be the place, and the event
will start at 5:30PM.  It will peak at around midnight, and go downhill from
there.

Please join me on the 6th so that we can give Jamie the royal send-off that
she deserves.  No need to RSVP, just show up when you can.

Once again, the location is:
THE TIMBERWOLF on Bissonnet just east of Kirby

The time and date are:
5:30 PM on July 6, 2000

Bryan Garrett
Global Bandwidth Trading
Enron Broadband Services

Phone - (713) 853-7993
Mobile - (713) 256-6668

bryan_garrett@enron.net

www.enron.net


---------------------- Forwarded by Don Miller/HOU/ECT on 12/07/2000 10:40 AM
---------------------------
From: Gus Eghneim@ENRON on 12/07/2000 09:40 AM
To: Don Miller/HOU/ECT@ECT
cc:
Subject: Re: Brownsville Plant

Don - the e-mail I just sent you which contain the termination letter of the
Brownsville's stormwater construction permit provides the latest update on
the NOV issue. As far as the noise issue - I am not sure what follow up they
asked for.

Gus

	Don Miller@ECT
	12/06/2000 05:01 PM

		 To: Gus Eghneim/Corp/Enron@Enron, Dave Kellermeyer/HOU/ECT@ECT
		 cc:
		 Subject: Brownsville Plant

Do you guys remember the NOV point?
---------------------- Forwarded by Don Miller/HOU/ECT on 12/06/2000 05:00 PM
---------------------------

sthomas@bassberry.com on 12/06/2000 04:37:03 PM
To: don.miller@enron.com
cc:
Subject: Brownsville Plant

I was expecting some further information on the stormwater NOVs (i.e.,
confirmation that corrective actions were completed), and a follow up on the
noise study.  Can you check on these items or correct my recollection.

Thanks

G. Scott Thomas
Bass, Berry & Sims PLC
(615)742-6243
sthomas@bassberry.com


I entered the sale to Allegheny in Sitara (deal 224977) effective 4/1/200
thru 10/31/2000.

Dick, Scott, the sales price is trigger deal priced at  NX1 + $.22.
Allegheny holds the trigger and the daily volume is 1,532 day at Leach or the
CGAS pool.

My contact at Allegheny is Nat Miljus (phone 412-394-2953).

David is going to make me fill out a term ticket and I'm running it through
Dick's book.


was she concerned at all about Pneumonia or Meningitis?
PL


FirstEnergy System (FIRSTENESY) has assigned its transmission assets and
service agreements to American Transmission Systems, Inc.  (ATSI)  They are a
subsidiary of FirstEnergy Corp.  Their mnemonic reference changed from "FE"
to "ATSI."


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Understanding FERC's Role and How it Impacts Rapidly Changing Wholesale Power Markets Across the U.S.
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FERC 101/102: Changing Wholesale Power Markets
March 4-5, 2002 Chicago, IL

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FERC's new Supply Margin Assessment (SMA) test and the risk that market-based rate authority will be revoked
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The California Crisis - A Case Study of What Went Wrong
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Dave,

Per my voicemail.  Please give me a call on this.

Mike
---------------------- Forwarded by Mike McConnell/HOU/ECT on 08/08/2000
09:04 AM ---------------------------

Daniel Reck
08/07/2000 06:34 PM
To: Mike McConnell/HOU/ECT@ECT, Jeffrey A Shankman/HOU/ECT@ECT
cc: George McClellan/HOU/ECT@ECT
Subject: draft

Mike and Jeff:

Attached is a copy of the Pacificorp presentation from last week.  To
reiterate, the key commercial risk issues are:

1)  Tax--Jordan Mintz has a high degree of confidence regarding the
qualifications of the Pacificorp machines.  Thorough due dilligence will be
required to investigate the representations made in the private letter ruling
applications.

2)  Syndication--Joe Deffner and Tim Proffitt are working to find
monetizers.  Ideally, the monetizers would close when we do.  Realistically,
we have to assume that we will bridge the deal and wear equity risk until we
can shed our ownership.  Pacificorp has expressed an interest in staying in
as 25% owner, which should reduce the bridge risk, since we can show the
former owner staying in the game.

3)  Operations--The risk of operations will lie with the holders of the
equity.  Post-syndication, the new owners can contract directly with an
operator.  For tax purposes the owner needs to have some risk.  We will guide
the monetizers to this risk.  If we have to indemnify them in this area, we
will need to better understand the available insurance products.
4)  Marketing--This is the risk the coal desk is trying to acquire.  The desk
believes that the coal/synfuel spread risk will decrease dramatically over
the next 12-18 months.  We have put $6.00/ton into the model, and the desk
will buy $3.00/ton today for seven years.  The current market is anywhere
from $1.00-3.00/ton.  We have also developed a list of strong sites that are
looking for machines, three of which we control, either through options or
marketing agreements.

The economics of the deal are compelling.  We put out $100mm to Pacificorp as
an equity bridge (maybe less if they stay in as 25% owner).  We collect
$30-50mm in commodity spread origination, and another $30-50mm in equity
origination.

Commercially, the deal makes sense, and I am confident that we can structure
around the risks.  The decision we need from senior management is whether
this is a game we want to play.  The machines fit into the letter of the
law.  Big companies (AIG, Florida Progress, Detroit Edison, etc.) have joined
in the reindeer games.  We can put on the position we want by bridging this
deal.

On the flip side, people have heartburn over "spirit of the law" issues and
those are questions that senior management has to decide.   We have a chance
to move on these machines, but need to make up our mind by the end of this
week whether to put resources on it.  We can back out later (our commitment
so far is non-binding), but we can't get back in.

Please let me know your thoughts.

Regards,

Dan


I received a call late yesterday from Mr. Bill Garner at Petrie Parkman &
Company concerning the Wildhorse divestiture by Tom Brown.  Since we already
have a confidentiality agreement with Tom Brown, a package will be sent to
us today overnight  (assuming printing goes as planned.)  The data room will
be opened up either late next week (10th - 12th) or early the following week
(15th) at K-N's office in Denver.

Bill indicated that the Wildhorse assets are being split up into various
pieces:

3 major groupings (West, East, and Rulison)
a)  Of the West piece, there will be 2 major subgroups (Northern, Southwest)
b)  Of the Southwest piece (which we looked at), the assets are being
presented as 6 subgroups (Westwater, Bar-X, Premier Bar-X, Pine Springs, San
Arroyo, South Canyon).  Bill could not tell me where the Badger Wash Field
gathering piece falls under during the phone call.

Bill indicated that you can bid on any individual piece or all pieces or any
combination thereof.

I indicated interest in seeing the information for the entire Western part
of the system.

Ken Krisa


-----Original Message-----
From: 	Lee DeLong <lee.delong@travelpark.com>@ENRON
Sent:	Friday, November 02, 2001 1:49 PM
To:	Hogan, Irena D.
Subject:	review and respond w/approval to issue e-ticket

                                          AGENT LD/LD BOOKING REF ZOEG67

                                          THURSTON/PATRICE L
                                          EB 3186

  ENRON CORP

  DATE:  NOV 02 2001

SERVICE               DATE  FROM           TO             DEPART  ARRIVE

CONTINENTAL AIRLINES  09NOV HOUSTON TX     CHICAGO IL     915A    1138A
CO 546     B          FRI   G.BUSH INTERCO O*HARE INTL
                            TERMINAL C     TERMINAL 2
                            SNACK                         NON STOP
                            RESERVATION CONFIRMED         2:23 DURATION
                  AIRCRAFT: BOEING 737-500
                            SEAT 10D NO SMOKING CONFIRMED THURSTON/PATRIC
           EXIT ROW SEATING ASSIGNED/MUST MEET FAA REGULATIONS

CAR                   09NOV NATIONAL               CHICAGO IL
                      11NOV CONFIRMATION: 313186967COUNT
                            TELEPHONE: (773) 694-4640
                            FAX: (773) 694-0074
                            INTERMED CAR AUTOMATIC AIR
                            RATE: USD44.00DY-UNL MI
                            RATE QUOTED
                            BASE RATE: *ZL*USD88.00 BR-2DY
                            PICK-UP: OHARE INTERNATIONAL AIRPORT, CHICAGO
                            DROP-OFF: OHARE INTERNATIONAL AIRPORT,
                            CHICAGO

CONTINENTAL AIRLINES  11NOV CHICAGO IL     HOUSTON TX     1220P   253P
CO 1447    B          SUN   O*HARE INTL    G.BUSH INTERCO
                            TERMINAL 2     TERMINAL C
                            SNACK                         NON STOP
                            RESERVATION CONFIRMED         2:33 DURATION
                  AIRCRAFT: BOEING 737-500
                            SEAT 10D NO SMOKING CONFIRMED THURSTON/PATRIC
           EXIT ROW SEATING ASSIGNED/MUST MEET FAA REGULATIONS

MISCELLANEOUS         11MAR HOUSTON TX
                      MON   ** THANK YOU FOR USING THE TAP **

RESERVATION NUMBER(S)  CO/VWCY3K

THURSTON/PATRICE L  S5C0413R1073

CO  FREQUENT FLYER COBY391845
ASSISTANT: IRENA HOGAN 713 853-6143
*******************************************
INTL TVLRS: CARRY SOS WALLET CARD W/ENRON ASSISTANCE INFO
CALL SOS MEDICAL EMERGENCY:IN U.S 800 523-6586
CALL SOS MEDICAL EMERGENCY:INTL 215 245-4707 (COLLECT)
*********************************************
CONTINENTAL CONFIRMATION/VWCY3K
FARE/$297.19/NON REFUNDABLE/NOT GUARANTEED TILL TICKETED
ALL FARES ARE SUBJECT TO CHANGE UNTIL TICKETED/PURCHASED


My accomplishments for the first six months of 2001 include the following:

1.    Developed New EES Trading Forms -- provided key legal technology and intellectual capital to rewrite EES forms to be largely consistent with the wholesale trading forms.

2.   Developed Setoff and Netting Strategy in the PG&E Bankruptcy -- led legal and credit team across all Enron entities in minimizing Enron credit and legal risks.  This required an expedited evaluation of Enron positions and coordination across Enron entities to determine the best possible approach to terminate and then value all PG&E contracts.

3.    Implemented New Document Retention Policy for Microsoft Outlook -- led the resolution of many critical document retention policy issues and implementation of a new policy across company lines in Enron.

4.    Thought Leader on Legal Risk Managment -- continued to develop legal technology for better management and reporting of legal risks across Enron.  Legal Risk Memos and legal risk ratings are two examples.  These legal risk policies have been newly applied in South America and EES to better evaluate and manage the legal risks in those businesses.

5.     Developing New Businesses -- integral part in developing new businesses in freight, paper, steel, lumber, etc. by preparing trading forms and formulating new ways to manage legal risks.

6.     Deal Machine -- projects having lots of complex issues including LV Cogen II, Pastoria, Sithe, Invasion Energy, Electrobolt and Huntco.

7.     Management -- continued to build a deal-oriented legal team that understand the underlying businesses.

8.     New Generation of Master Agreeements -- taking the lead with ISDA in developing the next generation of trading master which would be a single master for all commodities, whether physical or financial.  This would reduce the legal work by half.


Start Date: 1/24/02; HourAhead hour: 13;  HourAhead schedule download failed. Manual intervention required.


You know this doesn't cheer me up!
-----Original Message-----
From: Pickering, Mark
Sent: Wednesday, November 21, 2001 7:51 AM
To: Oxley, David
Cc: Piper, Greg; Beck, Sally
Subject: HR
Sensitivity: Private

Hi David,

Just want to let you know, and I'm sure I speak for everyone when we say we have been underwhelmed by our HR assistance in this.

Regards

Mark Pickering
Chief Technology Officer

Enron Net Works, LLC

  _____


So, I went shopping today and saw lots of things!  I can't wait to get my half of our prize!  Just kidding!
So how many times can people ask me if I am going to get let go this holiday?  Ahhh!  Stress!
--------------------------
Sent from my BlackBerry Wireless Handheld (www.BlackBerry.net)


Reminder:

This Thursday, March 9th is the Management Team Off-Site Follow Up Meeting,
we will be returning to the Plaza Club.  We will have lunch at 11:30 and
resume the meeting to cover the Training issues that were not discussed
prior.   If there are any other issues that you would like to see revisited
or covered, please let me know by Wednesday.

Remember, we will be walking so . . . . .

Yvette
x3.5953


Hey Guys - can you help please?

I need an good accountant to help set-up and run a 'Real Estate &
Co-Location' Book for EBS. Full time - senior specialist level.

I've tried the 'market' - but it's thin. Can you help? Can you assign be
somebody from Corp or someplace else for the rest of the year?

Thanks.

Barry.


Kevin,

I would like to invite you to an off-site meeting of John Griebling's
organization
and the Research Group.

Date:   April 27 - April 29
Location:  Breckenridge, Colorado

As you know, John Griebling is managing the network design and construction
project
currently under way in EBS. The Research Group is actively involved in this
effort
which requires advanced quantitative skills in the area of stochastic
optimization and
stochastic processes (for modeling and forecasting Internet traffic flows).

The objective of this meeting is to develop common language and accomplish
transfer
of skills between the two groups, to facilitate cooperation on this project
in the future.

We are inviting Ken Rice and Joe Hirko to this meeting. We would appreciate
if you could
speak, together with Joe and Ken, on strategic directions of EBS. It is
important for a group
of technical people, with relatively specialized technical skills, to
understand the big picture.

I am attaching the preliminary agenda for this meeting.

Vince


These too

 -----Original Message-----
From: 	Breese, Mark
Sent:	Tuesday, December 11, 2001 5:45 PM
To:	Kitchen, Louise
Cc:	Meyn, Jim
Subject:	FW: Structuring Resources

John L. suggested I pass of this request to you.

As you work a deal for NewCo I wanted to make sure that we include the various tools we use in structuring for pricing and evaluating deals (i.e., we want to make sure the NewCo will have the exclusive rights to this information).  Kelli has provided a basic list of this information below.  Most relates to the exotica functions (and any associated code) that Research has created for structuring deals.  I am forwarding a copy of this to Jim Meyn to see if he has any additional needs.

Thanks.

 -----Original Message-----
From: 	Little, Kelli
Sent:	Tuesday, December 11, 2001 1:55 PM
To:	Breese, Mark
Subject:	Structuring Resources

Mark,

Attached is the list of materials we would request to have access to in the new company.  Please let me know if you have any questions of changes.

Thanks,
Kelli


Sherry,

Thanks.

Vince

Sherry J Graham
01/11/2000 08:49 AM
To: Vince J Kaminski/HOU/ECT@ECT
cc:
Subject: Congratulations!

Congratulations on your promotion to Managing Director!  It's great that your
hard work and dedication to Enron have been recognized.

Sherry


No regulatory problems.

-----Original Message-----
From: Watson, Kimberly
Sent: Friday, January 11, 2002 11:30 AM
To: Abdmoulaie, Mansoor; Matthews, Ron; Cherry, Paul; Rapp, Bill;
Chanley, Earl; Geaccone, Tracy; Lokey, Teb
Subject: FW: Attachment A - Payment Schedule

All,

We are still working on all the details of the proposed interconnect with Questar Southern Trails in the Blanco Hub and will send you a copy soon for your review.  Since the interconnect is fully reimbursable, Questar is proposing to pay us according to the attached payment schedule vs. paying all of it up front.

Please take a look at this attached schedule and provide me you comments.  If we allow them to pay "along the way" I am interested in making sure it at least matches the timing of our cash outlay of building the interconnect.  The total estimate of $702,000 includes the tax gross up, which may or may not be applicable, so each of these amount may be reduced by the tax amount.

Does anyone have any concerns with the timing of the payment schedule?

Thanks, Kim.
X33098
-----Original Message-----
From: Jodi Starley [mailto:JodiS@questar.com]
Sent: Thursday, January 10, 2002 4:17 PM
To: Watson, Kimberly
Subject: Re: Attachment A - Payment Schedule

I have attached the payment schedule for the Interconnect & Operating Agreement.  We thought you should have an electronic copy as well.  We look forward to talking with you on Friday.  Thanks.


15 USC 3361 allows the President to declare a natural gas supply emergency if
there is a severe shortage or one is imminent in the US or any region
thereof.  I have not examined this section in detail, and I think it may
address allocation more than anything, but it may be something we want to
look at.  I don't think it was repealed in 89 ir 92.


As a follow-up to my email regarding the execution of the 12/29/00 ISDA
Master Agreement between Deutsche Bank AG and Enron North America Corp.,
please be further advised:

Effective 6/4/99, Bankers Trust Company was acquired by Deutsche Bank AG.
All financial trading should now be transacted under the above Deutsche Bank
ISDA Master Agreement.  No further financial trading should be done in the
name of Bankers Trust Company, and the 4/16/91 ISDA Interest Rate and
Currency Exchange Agreement with Bankers Trust Company should be inactivated.

All outstanding Bankers Trust Company financial trades were assigned to
Deutsche Bank AG in the ISDA Master Agreement, and all the Bankers Trust
Company trades should be moved to Deutsche Bank.


Hey Guys.

We have a new strategy taking power from the south to the north. Right now
Sierra Pacific will only let us schedule 12MW on the tie so do not try to
schedule any more (The tie is only good for 17MW).

- Either do a export from SP15 to Silverpeak or put in a wheel going out at
Silverpeak(From PV or FC).
- Buy transmission from SPP from  (www.swoasis.com ) CONTROL TO HILLTOP.
($6.90 on-peak, $3.90 off-peak)
- Buy transmission from PAC from MAL2 TO MAL5. ($5.84)
- Buy transmission from BPA from HILLTOP TO SNOHO or another Sink. (Account
numbers below).

We need to bounce this of SNOHO before we send it back in at Malin.

THIS SCHEDULE NEEDS TO BE TAGGED OR SIERRA PACIFIC GETS VERY PISSED OFF, THEY
ARE NOT USED TO DOING TO MUCH REAL TIME. THERE IS A TEMPLATE FOR THIS
SCHEDULE SO IT SHOULD NOT BE HARD. Call and confirm the request with both PAC
and Sierra.

Also do not sell to a marketer(especially POWEREX) without sleeving. We do
not want anybody else to know about the path. If Powerex sees this I
guarantee that they would try to schedule this and we do not want
competition. Right now the only person using the tie is SOCAL EDISON and they
are flowing 12MW into Cali, going the opposite way of us way.

It is available 24hrs a day so lets take advantage of it as much as we can.
If you have any questions over the weekend call me.

Account numbers:
SPP - PAC: 853724
SPP-SNOHO: 853703
SPP-PUGET: 853725

Geir


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The Port Townsend worksheet as promised.  This counterparty will have a $0
collateral threshold.

MARY COOK@ECT
09/22/2000 02:05 PM
To: Samantha Boyd/NA/Enron@Enron, Tana Jones/HOU/ECT@ECT, Susan
Bailey/HOU/ECT@ECT, Stephanie Panus/NA/Enron@Enron
cc: Paul Radous/Corp/Enron@ENRON

Subject: Port Townsend

Paul is working on a credit sheet for Port Townsend for S. Klein.  This needs
to be coordinated with me when you get the worksheet.  Please advise when it
comes through.  Mary

Enron North America Corp.
Mary Cook
1400 Smith, 38th Floor, Legal
Houston, Texas   77002-7361
(713) 345-7732 (phone)
(713) 646-3490 (fax)
mary.cook@enron.com


Susan,

We have received our statement for September and the price has changed from
our original contract and what we have previously been paid.  The statement
shows that we are being paid three different amounts for various volumes,
rather than the average of the three prices plus $.01.  I have spoken with
Tricia Truong and she suggest I speak to you.

Also the transportation has changed on the statement.  Has this changed?

Is something in error or has the contract changed?

Thank you,

Stevens
(601)969-1568


I think the letter is well organized to get our message across that a
comprehensive solution is needed.  The only concern I have is the reference
at the end of the first paragraph to  "the crisis grows daily with no clear
resolution offering long term relief in sight."  In fact we do no have
several bills on demand side management, one by Wright on accelerating
repowering of power plants and allowing incentives for voluntary
conservation, at least a vehicle for utility cost recovery (AB-18X), and a
Bown bill to restore direct access rights compromised by AB-1X.  So I am
concerned that the legislative leadership would take some umbrage at the
notion that we dont see any of what they are doing as offering hope for a
long term solution.  Perhaps we could rephrase it to say that the piecemeal
elements of positive solutions that have been discussed or offered need to
be clarified and blended into a comprehensive proposal which has the
following elements....and then lay out our case.

Sandi, do you agree with my concerns?  Otherwise the elements of the letter
are fine, and track what we are trying to draft in terms of legislative
language.  I will break down the proposals into groups of issues for ease of
review, even though we may later want to consoliate the entire package.

Please call if you have any more questions.

Thanks,
Mike Day

-----Original Message-----
From: Scott Govenar [mailto:sgovenar@govadv.com]
Sent: Friday, February 09, 2001 7:56 AM
To: Mike Day
Subject: Steve Kean

Mike,

Sandi wanted me to forward a draft letter from Steve Kean to the
Governor and legislature for your review and comment.

Scott


Per Jaime Ginsberg's request, I am forwarding our form of Confidentiality
Agreement for your review.


Here's a copy of what we filed at FERC today.
---------------------- Forwarded by Mary Hain/HOU/ECT on 02/08/2001 10:52 AM
---------------------------

	Enron Capital & Trade Resources Corp.

	From:  "Ronald Carroll" <rcarroll@bracepatt.com>
02/08/2001 09:58 AM

To: <nolan.steiner@avistacorp.com>, <dvermillion@avistaenergy.com>,
<rmcmanus@bakerbotts.com>, "J. Clifford Gunter" <cgunter@bracepatt.com>,
"Jeffrey Watkiss" <dwatkiss@bracepatt.com>, "Paul Fox" <pfox@bracepatt.com>,
<gfergus@brobeck.com>, <JChen@brobeck.com>, <dmbutz@butzdunn.com>,
<andrzej_kabarowski@cargill.com>, <phillip_fantle@cargill.com>,
<psteele@coral-energy.com>, <rreilley@coral-energy.com>,
<kjohan@dwp.ci.la.ca.us>, <jmpa@dynegy.com>, <joel.newton@dynegy.com>,
<dfulton@enron.com>, <elizabeth.sager@enron.com>, <jhartso@enron.com>,
<jsteffe@enron.com>, <mary.hain@enron.com>, <richard.b.sanders@enron.com>,
<rsanders@enron.com>, <smara@enron.com>, <snovose@enron.com>,
<sstack@enron.com>, <Fyanney@fulbright.com>, <jheath@fulbright.com>,
<jfrizzell@gibbs-bruns.com>, <sbishop@gibbs-bruns.com>,
<gkeltner@jsslaw.com>, <mghelms@jsslaw.com>, <dpickett@mdbe.com>,
<gerspamer@mofo.com>, <kirvin@mofo.com>, <rloeffler@mofo.com>,
<bcurrey@omm.com>, <jstamper@omm.com>, <john.fryer@pacificorp.com>,
<rbstrong@painehamblen.com>, <thord@perkinscoie.com>,
<jtiffany@pillsburywinthrop.com>, <nancy.loftin@pinnaclewest.com>,
<Timothy.Bolden@pinnaclewest.com>, <dmperlman@powersrc.com>,
<rosteen@powersrc.com>, <awu@qeuo.com>, <hao@quinnemanuel.com>,
<drusso@reliantenergy.com>, <mderstine@rhd-law.com>, <rheyman@rhd-law.com>,
<dgarber@sempra.com>, <wdsmith@sempra.com>, <rbeitler@sempratrading.com>,
<aorchar@smud.org>, <jdalfano@srpnet.com>, <paramfjord@stoel.com>,
<rcjosephson@stoel.com>, <mbrosterman@stroock.com>, <mgoldstein@stroock.com>,
<pjazayeri@stroock.com>, <theftler@stroock.com>, <ayudkowsky@strook.com>,
<katalin_kiss@transalta.com>, <sterling_koch@transalta.com>,
<antoine.cobb@troutmansanders.com>, <cfr@vnf.com>, <gdb@vnf.com>,
<hes@vnf.com>, <gackerman@wptf.org>
cc: "Andrea Settanni" <asettanni@bracepatt.com>, "Tracey Bradley"
<tbradley@bracepatt.com>
Subject: Electronic Copy of Complaint Against PX

I've attached an electronic copy of the complaint, which has been filed
within the past hour.  Hard copies that also include the cover letter, Fed.
Reg. notice, and Appendix for service list are being mailed to all persons on
FERC's service list in EL00-95-000 (the San Diego complaint proceeding).

Thanks to all who contributed to this project; it was truly a group effort.
And special thanks to the nine companies that agree to join as signatories.

For those companies that did not join in, we encourage you to intervene ASAP
in support of the complaint, including the request for an immediate
suspension of the chargeback before the next round of chargeback invoices
come due (which we believe could be as early as Feb. 15).  Since we are
asking FERC to suspend the chargeback no later than Feb. 14, your immediate
intervention would be very helpful.

Thanks again.  Ron

 - CALPXCOM.DOC


Attached is a preliminary draft of the letter prepared by Gibbs & Bruns
notifying TVA of the occurrence of a Triggering Event and EMPI's suspension
of deliveries under the MOPA.  Please review and call me with any questions
or comments.  We will need to carefully consider EPMI's offer to provide
energy under the MOPA at market based rates.  As you are aware,  the current
plan is to send TVA  notice on Jan. 4th.

The draft of the control area  petition should be ready for circulation on
Tuesday, the 28th.   Once received, I will forward both the petition and a
revised draft of this letter to legal, regulatory and trading for review.

CONFIDENTIAL/ATTORNEY CLIENT PRIVLEDGE

---------------------- Forwarded by Elizabeth Sager/HOU/ECT on 12/27/99 01:06
PM ---------------------------

"Jeffrey C. Alexander" <Jalexander@Gibbs-Bruns.com> on 12/27/99 11:14:07 AM
To: Elizabeth Sager/HOU/ECT@ECT
cc:
Subject: Draft letter

Here is the draft letter for your consideration.  Please distribute this to
the members of the legal team at Enron.  Thank you for your assistance, and
have a happy holiday season.

 <<1RV501!.WPD>>

 - 1RV501!.WPD


There is a board meeting scheduled for Tuesday, December 11 at 8:00 a.m. in the Glass Room.  Would you please let me know if you will not be attending.

Thank you.

Lori Bennett


I believe Leslie does regulatory/legal work for ENA on a contract basis.

Steven Harris
11/29/2000 08:58 AM
To: Mike McGowan/ET&S/Enron@ENRON
cc: Drew Fossum/ET&S/Enron@ENRON, Susan Scott/ET&S/Enron@ENRON

Subject: Re: Misc

I am not sure about Leslie Lawner but maybe Drew or Susan Scott know. I do
not get reports from anyone else regarding activities in any state.

Mike McGowan
11/29/2000 08:33 AM
To: Steven Harris/ET&S/Enron@ENRON
cc:

Subject: Misc

Steve - is Leslie Launer(sp?) an Enron employee?   I know she once was, but I
believe she lives in New Mexico and is used by Enron at times.  Do we use
her?  What is her status and relationship with the pipeline group??

Do you get any reports from Tom Rutherford on New Mexico??


fine with me, thanks

justin

-----Original Message-----
From: Haedicke, Mark E.
Sent: 04 October 2001 21:22
To: Evans, Mark (London Legal); Boyd, Justin; Simons, Paul
Subject: FW: ISDA -- Energy and Developing Products in London

Mark, Justin, Paul: Do you have any comments on the agenda?  Let me know and I will forward them on.  Mark

-----Original Message-----
From: Liz O'Sullivan [mailto:LOSULLIVAN@isda.org]
Sent: Thursday, October 04, 2001 8:56 AM
To: Mark Haedicke; 'christophe.chassard@rwetrading.com'
Subject: ISDA -- Energy and Developing Products in London

I am writing in regards to ISDA's Energy and Developing Products conference
in London on December 4, 2001.  Attached is a copy of the final agenda for
your review.  Thank you both for your input and expertise.

 <<draft3.doc>>
Please let me know if you have any more suggestions to improve the agenda
before it goes to print.

Again thanks,
Liz

Liz O'Sullivan
ISDA
600 Fifth Avenue
Rockefeller Center - 27th floor
New York, NY 10020
Phone: (212) 332-2559
Fax: (212) 332-2561


- ELECTRICITY PRICE INDEXES.doc


EFF_DT PORTFOLIO_ID DOWN95
1/9/01  MANAGEMENT-COAL 2,541.
1/9/01  MANAGEMENT-CRD 26,820.
1/9/01  MANAGEMENT-GAS 2,228,498.
1/9/01  MANAGEMENT-PWR 131,194
1/9/01  AGG-MANAGEMENT 2,305,789.


I've made a rough stab at an exhibit to capture the changes which are
necessary for the ABB contract.  Please comment on the attached, suggest
changes, etc.

I will add a rep. or condition about receiving all the change orders, etc,

FYI, I will be working on this over the weekend, should you care to comment.

Kay


I thought I did help.  I'm lost.
---------------------- Forwarded by Kay Mann/Corp/Enron on 04/27/2001 02:28
PM ---------------------------
From: Mary Kimball on 04/27/2001 02:18 PM
To: Kay Mann/Corp/Enron@Enron, Marcelo Alves/SA/Enron@Enron, John R
Ayres/NA/Enron@Enron
cc: Luiz Watanabe/SA/Enron@Enron, Roseann Engeldorf/Enron@EnronXGate

Subject: Transfer price for the LM 6000's for Electrobolt

Marcelo and John,

As we have discussed before, we need to document that the price we are using
for the LM6000's for Electrobolt  is "fair market value".     There are
several third party sales at Enron that may be applicable to help with this
exercise.    Kay Mann has offered to help with this,  but  to compare
Electrobolt's LM6000's to the other sales, we need the equipment list for the
LM6000's---i.e. what attachments are included with these LM 6000's.

Kay, what do you need to help with this.   Is it a full equipment list, or
some other equipment summary.    Could you please describe.   I believe
Marcelo or John Ayres are the most likely to be able to provide the
information, but am not quite sure what to ask for.      Thanks.

Mary


Subject: How to deal with unwanted mail....


Natural Gas Risk Management requests and increase to 45 Million from 40
Million  to increase our gas fixed price position (long) until Tuesday
morning (August 8th).

Thanks

John


Great news !

Thanks for all your help!

----- Forwarded by Shari Stack/HOU/ECT on 08/24/2000 03:36 PM -----

	Stephanie Piwetz
	08/24/2000 03:33 PM

		 To: Shari Stack/HOU/ECT@ECT
		 cc:
		 Subject: Bloomberg

Shari-

Just fyi-

Starting today, Bloomberg has used CAISO firm energy on the NP 15 and SP 15
trades.

Thanks


Chris:
Here is the latest contact list.  Don Miller is going to give you a call soon.
Ben


See if you can open these up Tony.  They are real funny video clips.


Hey, groom-to-be, what happened?  So sorry I missed you.  The buzz about B.
Cherry going to PG&E is starting to get louder. Hope all's well.
Best, Jeff


Thanks Mary Kay!

 -----Original Message-----
From: 	Miller, Mary Kay
Sent:	Friday, October 19, 2001 3:43 PM
To:	Watson, Kimberly; Donoho, Lindy; Lindberg, Lorraine; Harris, Steven; Kilmer III, Robert
Cc:	Kirk, Steve; Pavlou, Maria; Lokey, Teb
Subject:	FW: Increased Take-away at SoCal Needles

The posting process as discussed below in Steve Kirks email is what we believe is the best way to handle the sale of any incremental Needles only capacity.

 In regard to new generally available capacity, for example as a result of a ROFR contract not rolling over,  the capacity would be posted as generally available, and again, per the tariff we are not required to agree to amend a primary point.  We would suggest use of a posting/open season that follows the turnback capacity for sale with the parameters for bidding laid out, including the time period for which we are accepting bids.  If no acceptable bids are received, and a shipper asks to amend their primary point, the tariff provides the right to decline unless agreed.  However, if you have given a shipper the contractual right to change their primary point ie, request an available point, you will have to accept the request.   Hope this helps and concurs with our discussion today.

 -----Original Message-----
From: 	Kirk, Steve
Sent:	Tuesday, October 09, 2001 3:26 PM
To:	Kilmer III, Robert; Lokey, Teb
Cc:	Miller, Mary Kay; Pavlou, Maria
Subject:	Increased Take-away at SoCal Needles

Based upon our understanding of the request from TW Marketing, here is our suggested position on the posting and awarding of potential take-away capacity at SoCal Needles from approximately 1/1/02 to 5/31/02.

TW would post on its website a notice in the capacity section that, based on information provided by SoCal regarding an expansion on their system, the take-away capacity at SoCal Needless may be increased by __Dth/day for the period of approximately 1/1/02 to 5/31/02.  Shippers would be advised that the actual start date would depend on SoCal completing their system modifications. The posting would say that TW would accept requests for such capacity during a stated period of time (a minimum of 3 business days).  TW would award the capacity to the shipper(s) willing to provide the greatest cost commitment. The greatest cost commitment would be defined as those revenues above and beyond the current revenues which Transwestern already receives from reservation charges being paid prior to the bid period.

Call me and I'll arrange for us to meet to discuss this further.   sjk


thoughts on messages..couldn't 1 and 2 be combined...the thinking in Sacto by
people like Rod is to come up with a portolio approach for the utilities..do
you think considering what has been going on at the CPUC that using natural
gas deregulation is a good example, even though it is, but it may set off red
flags.  I think that the action point on 3 should not focus on the CPUC as
with the current climate it will never happen there..I assume it will have to
be legislative action or the legislature ordering the CPUC to do it.As to
streamlining of regulations, we should talk about a clean up of last year's
legislation..particularly regarding union contracts...as to air quality, Sam
is hesitant at this time, to raise air issues, while they are in serious
negotiations with some of the projects, and he is afraid that the legislature
could highlight these and they could go south..inter basin transfers is a
good example..it can be done without legislation..having local permitting
done concurrent with the CEC process is one important issue..in terms of
actions, I would rather say that we are working closely with the CEC.  We may
also want to mention Rod's idea of public private partnership and how we want
to flesh that out..he is open to suggestions.


---------------------- Forwarded by Steven J Kean/NA/Enron on 05/11/2001
01:58 PM ---------------------------

eserver@enron.com on 05/11/2001 01:50:41 PM
To: "Steven.J.Kean@enron.com" <Steven.J.Kean@enron.com>
cc:

Subject: <<Concur Expense Document>> - JS5/8/2001

The following expense report is ready for approval:

Employee Name: James Steffes
Status last changed by:  Automated Administrator
Expense Report Name: JS5/8/2001
Report Total: $9,865.42
Amount Due Employee: $9,865.42

To approve this expense report, click on the following link for Concur
Expense.
http://xms.enron.com


You know you grew up in the '80s if....
You ever ended your sentence with "psych"
You solved the Rubiks cube by peeling off the stickers
You watched the pound puppies
You can sing the rap to "the Fresh Prince of Bel-Air"
You wore biker shorts under your skirts and felt stylish
You yearned to be a member of the Baby-sitters club and tried to
start a club of your own.
You owned those little Strawberry Shortcake pals scented dolls
You know who Six is from Blossom
Three words: M.C. Hammer
You can sing the entire theme song to "Duck Tales"
If you played the chipmunks Christmas album all year long!
The crypt keeper really freaked you out
Remember reading Kool-Aid man comics
You ever watched Fraggle Rock
You had plastic streamers on the handlebars of your bike
When it was actually worth getting up early on a Saturday to watch
cartoons
You wore a ponytail to the side of your head
You saw the original Teenage Mutant Ninja Turtles on the big screen
You got super-excited when it was Oregon Trail day in computer class
at school
You made your mom buy you one of those clips that would hold your
shirt in a knot on the side
You had a Kirk Cameron poster on your bedroom wall
You played the game "Mash" with friends at school
You wore a Jordache jean jacket and you were proud of L.A. GEAR
Your mother wouldn't let you have garbage pail kids
You remember reading "Tales of a Fourth Grade Nothing" and all the
Ramona books
You know the profound meaning of "Wax on, Wax off"
You wanted to be a Goonie
You ever wore fluorescent, neon if you will, clothing
You wanted to be on StarSearch
You can remember what Michael Jackson looked like before his nose
fell off
You took Lunch boxes to school
You have ever pondered why Smurfette was the ONLY female smurf
You remember the craze, and then the banning of slap bracelets
You still get the urge to use "NOT" at the end of every statement
you make
You remember Hypercolor T-shirts
Barbie and the Rockers was your favorite band
You remember Punky Brewster
You loved Howard the duck
You thought Sheera and He-man should hook up
You thought your childhood friends would never leave because you
exchanged "friendship bracelets"
You ever owned a pair of Jelly Shoes
After you saw Pee-Wee's Big Adventure you couldn't stop saying "I
know you are but what am I?"
You remember "I've fallen...and I can't get up!"
When you watched Family Matters and wanted to beat Steve Urkels ass
You remember going to the skating rink before there were inline
skates
You ever got seriously injured on a slip and slide
You know not to mix poprocks and soda
You have played with a 'skip-it'
You had or went to a birthday party at McDonald's
If you've ever wanted to go to Degrassi Junior High
You ever sat on or used one knee on a skateboard
You learned oldies songs by watching Alvin and the Chipmunks
You had a Glow Worm or watched the cartoon
You remember dancing along with the Bangles in "Walk Like An
Egyptian"
If you remember Heathcliff the orange cat
You saw the California Raisins Christmas claymation special
You've gone through this list occasionally saying
"That wasn't from the 80's"
You remember Popples
DON'T WORRY, BE HAPPY!!!!!!!!!!!!
You wore socks over tights with high-top Reeboks
You wore like 8 pairs of socks at once, scrunched down
MISS MARY MACK MACK MACK ALL DRESSED IN BLACK BLACK BLACK.....
You remember boom boxes instead of CD players
You remember watching both "Gremlins" movies
You remember the gimp fad
You remember the Transformers
You had to buy a pair of overalls when everyone started wearing them
You knew what it meant to say: "Care bear stare!!" and you had a
favorite
You remember Rainbow Bright and MY Little Pony
You remember watching TV thinking Doogie Howser was hot!
You remember Alf, the little furry brown alien from Malmac
You remember the large amounts of hairspray used
You remember those very stylish headbands
You remember Vicky the Robot
You remember Eve Garland from Out of this World and how she could
stop time by pressing the tips of her index fingers together and
talking to her dad through a glowing cube in her bedroom
You remember the beginning of New Kids on the Block
You remember watching The Cosby show
You remember Mr.Belvedere
You remember Michael J. Fox in Family Ties and Back to the Future
_________________________________________________________________


what do you think
----- Forwarded by Steven J Kean/NA/Enron on 11/30/2000 07:47 AM -----

	J Paul Oxer@AZURIX
	11/29/2000 12:15 PM

		 To: Steven J Kean/NA/Enron@Enron
		 cc: Miguel Padron/NA/Enron@ENRON, Richard Shapiro/NA/Enron@Enron, Jose
Bestard/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
		 Subject:

Steve,

Thanks for your courtesy this morning, and recommendations for further
contacts.  (By copy of this transmission I'm sending my resume' on to Rick,
Jose' and Miguel, as you suggested.)  Much of the work I've done in the last
fifteen years has been involved government affairs, in one way or another.
Either I was dealing with state and federal regulatory agencies in the US,
working on political campaigns in Florida and Texas, or negotiating with
international governments preparing for purchase of utility concessions.  All
while developing strategy, building and organizing teams to execute the work,
and seeing to it that the job got done.

Three documents are attached.  I suggest this order to read them:
#1 "JPO Res Addendum" gives you a view looking forward (where I'll go, what I
can do) as all resumes should.
#2 "JPO Res Exec Summ" gives you a view looking back (where I've been, what
I've done) as all resumes would.
#3 "JPO Res Full CV" gives detail on specific assignments and projects
(essentially an expanded version of #2).

Hope the holidays are joyous and safe for all.

Best regards,

J. Paul

__________
J. Paul Oxer
Vice President, International Development, Azurix Corp.

E-Mail: joxer@azurix.com
or  jpaul0907@yahoo.com

TEL: 713-646-8304
FAX: 713-646-9620
MOB: 713-858-5508
ADM: 713-646-7297  Shelly Schoenfelder

"Yes, there are two paths you can go by, but in the long run
there's still time to change the road you're on."  --  R. Plant


You are taken care of.  I put it to family medical which is dependent illness.

 -----Original Message-----
From: 	Hyatt, Kevin
Sent:	Thursday, November 15, 2001 1:18 PM
To:	Wadle, Susan
Cc:	Gadd, Eric
Subject:	RE: Vacation time

I will be out Tuesday and Wednesday (Brandon's surgery).  thx
kh

 -----Original Message-----
From: 	Wadle, Susan
Sent:	Thursday, November 15, 2001 1:11 PM
To:	Gelin, Elberg; Junus, David; Dickerson, Steve V
Subject:	Vacation time
Importance:	High

If you plan to take time off next week, please let me know what days.

Also, please remember to change your voice mail to reflect your status and also your email.


How about next wednesday??

 -----Original Message-----
From: 	Gros, Thomas D.
Sent:	Monday, September 24, 2001 3:20 PM
To:	Arnold, John
Subject:	Mentor/Mentee Sushi

I think it's time for our semi-annual sushi dinner.....


What's up you two losers, and I mean losers!  Anyway, since I have to take time out of my busy schedule and lower myself to your standards here is my itinerary so pay close attention.

I arrive Friday October 5th
	Airline:  United
	Flight:	1478
	Airport:  DFW
	Time:	2:21 pm (arrive Dallas)

I leave Sunday at 12:50 pm

I booked two rooms at the Holiday Inn Express, they are in my name but are not paid for yet.  I'll give them a credit card when I get there.  One of the rooms has a King only and the other room has two beds but it's a smoking room, that's all they had.  So smoke um if you got um!  Both rooms have an additional pull out bed, FYI.  I'm looking forward to this weekend, go UT!!!!!!!!!!

Your Master

Paul

PS  I haven't been going to the gym since I started getting laid by this girl.


One of the bidders on the RFP, Beachfire, will be making a presentation of
their product at our New York offices on Monday, April 23, at 4:00 p.m. I
have seen the product previously and I think it is impressive. I have
attached materials we have received from them.

The presentation is best seen in person, and I encourage you to come to our
offices. I have asked that a web connection be established so that Mark will
be able to view it from Houston. If other Board members are interested in
seeing it, please let me know. Anyone who wants to view the presentation via
the web will need to have special web conferencing software installed on
their computer (downloadable from the internet). Please have your assistant
contact Justin Itin ( jitin@isda.org <mailto:jitin@isda.org> ) who can get
you in touch with the Beachfire people who are arranging the presentation.

Bob

Message-ID: <B1152EAAE0F1D211B59E0008C733FF3D4BAF01@ISDANT1>
From: Kimberly Summe <KSumme@isda.org>
To: Robert Pickel <RPICKEL@isda.org>
Subject: FW: Beachfire - power point
Date: Mon, 12 Mar 2001 16:11:42 -0400
MIME-Version: 1.0
X-Mailer: Internet Mail Service (5.5.2650.21)
Content-Type: multipart/mixed;
boundary="----_=_NextPart_002_01C0C83C.7B1937B0"

Beachfire's Presentation.
-----Original Message-----
From: Ben Coes [mailto:Ben.Coes@BeachFire.com]
Sent: Monday, March 12, 2001 11:28 AM
To: 'ksumme@isda.org'
Subject: Beachfire - power point

Kim,

Thanks for taking the time to meet with us last week.  We really enjoyed it,
and hope that we can work with ISDA as you seek to bring this process
online.

As requested, I am sending along a copy of our Power Point presentation.
Please let me know if there is anything else you need.

Sincerely,

Ben

Ben Coes
Chairman & Founder
Beachfire
2 Atlantic Avenue
Boston, MA  02110
ben@beachfire.com
617-570-8616
617-570-8609 fax
www.beachfire.com

 - ISDA.ppt
Message-ID: <3BAD11DD38ACD411AC6600508BF3070811DB9A@cliff.beachfire.com>
From: Walter Hamscher <Walter.Hamscher@BeachFire.com>
To: Robert Pickel <RPICKEL@isda.org>
Subject: FW: Beachfire response to ISDA RFP for a Document Information and
Management System
Date: Mon, 19 Feb 2001 15:06:33 -0400
MIME-Version: 1.0
X-Mailer: Internet Mail Service (5.5.2650.21)
Content-Type: multipart/mixed;
boundary="----_=_NextPart_002_01C0C83C.7B1937B0"

Bob,
You may recall from the note below that we'd very much like to meet with you
to discuss the Negotiation Facility requirements and offer our assistance.
We're going to be in the New York area on Wednesday March 7th through Friday
the 9th, and would very much enjoy an opportunity to stop by.  I'm attaching
an updated one-page information sheet about Beachfire; let me know if you'd
like me to re-send the materials that I sent previously regarding your
negotiation facility RFI.

Best Regards,
Walter Hamscher
Chief Technology Officer | www.beachfire.com
Beachfire Inc.           | P: +1-617-570-8619
2 Atlantic Avenue        | M: +1-617-515-1424
Boston, MA  02110        | F: +1-617-570-8701

-----Original Message-----
From: Walter Hamscher
Sent: Tuesday, January 09, 2001 3:32 PM
To: rpickel@ISDA.org
Cc: Jamie Moffitt; ALG@UDICo.com; KSumme@ISDA.org
Subject: Beachfire response to ISDA RFP for a Document Information and
Management System

Bob,

You may recall that Kimberly Summe forwarded to you our response to your RFP
for a Document Information and Management System.  Our response focused on
the Negotiation Facility, which speaks directly to Beachfire Technologies'
core competence in Negotiation Solutions.

We would very much like to meet with you in New York in late January or the
week of February 5th to discuss your requirements and offer our assistance.
There are a number of ways that we could assist ISDA, for example on a
diagnostic survey of process costs and opportunities in swaps and
derivatives trading that could be addressed by a negotiation facility.

Also, in this Document Information and Management System, ISDA has a unique
opportunity to leverage emerging XML standards.  Standards such as FpML, an
XML based standard for financial products information, would allow your
proposed system to integrate in a seamless fashion with the trading and
other systems in place at many of your member companies.  To that end, we'd
also like to bring Adam Greissman, author of FpML and CEO of Wall
Street-based Universal Data Interface corporation, a company with whom we
would envision partnering with to serve ISDA on this project.

I very much look forward to meeting with you and hope to hear from you soon
as to a convenient date.

Regards,
Walter Hamscher
Chief Technology Officer

Beachfire Inc.           www.beachfire.com
2 Atlantic Avenue        P: (617) 570-8600
Boston, MA 02110         F: (617) 570-8701

 - Beachfire.pdf
 - Walter Hamscher (E-mail).vcf
Message-ID: <B1152EAAE0F1D211B59E0008C733FF3D405AF6@ISDANT1>
From: Kimberly Summe <KSumme@isda.org>
To: Robert Pickel <RPICKEL@isda.org>
Subject: FW: Beachfire Response to ISDA RFP
Date: Mon, 18 Dec 2000 15:28:33 -0400
MIME-Version: 1.0
X-Mailer: Internet Mail Service (5.5.2650.21)
Content-Type: multipart/mixed;
boundary="----_=_NextPart_002_01C0C83C.7B1937B0"

-----Original Message-----
From: Jamie Moffitt [mailto:Jamie.Moffitt@BeachFire.com]
Sent: Monday, December 18, 2000 2:45 PM
To: Kimberly Summe
Cc: Walter Hamscher
Subject: Beachfire Response to ISDA RFP

Kimberly -

Thanks for taking time out of your schedule to talk with Walter and me this
morning.  It was very helpful to hear about ISDA's plans regarding the
implementation of a negotiation facility.  Attached below is our response
that outlines our initial thinking regarding the negotiation facility that
you plan on developing.  Once you have had a chance to read through the
material, we would be very interested in talking later in the week to see if
there is an opportunity for us to work together in the future.  Given that
our core business is focused around the negotiation of complex agreements,
we have done a significant amount of thinking regarding the type of
technology that you plan on building and would welcome the chance to share
some of our insights with you.  We look forward to talking with you further.

Jamie

Jamie Moffitt
Director of Business Development / Strategy
BeachFire
www.BeachFire.com
(t) 617-570-8646
(f) 617-624-3733
jamie.moffitt@beachfire.com

 - Initial Beachfire Response to ISDA RFP.doc


Kaye:  Can you please email the prior report to me?  Thanks.

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com
----- Forwarded by Sara Shackleton/HOU/ECT on 04/10/2001 06:21 PM -----

	Nita Garcia@ENRON
	04/10/2001 05:56 PM

		 To: Daniel R Rogers/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Coralina
Rivera/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Ned E
Crady/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, John Viverito/Corp/Enron@Enron,
Matthias Lee/SIN/ECT@ECT, Michael A Robison/HOU/ECT@ECT, Robert
Bruce/NA/Enron@Enron, Brent Hendry/NA/Enron@Enron, Lou Stoler/HOU/ECT@ECT,
Sara Shackleton/HOU/ECT@ECT, Robert Quick/LON/ECT@ECT, Wayne
Gresham/HOU/ECT@ECT, Justin Boyd/LON/ECT@ECT, Rahul Saxena/LON/ECT@ECT, Randy
Young/NA/Enron@Enron
		 cc: Alan Aronowitz/HOU/ECT@ECT
		 Subject: EGM Monthly Legal Report for April 2001

At Alan's request, please provide to me by e-mail (with a cc: to Alan) by
Thursday of this week your suggested changes to the March 2001 Monthly
Report, so that we can issue the April 2001 Monthly Report by the end of this
week.  Thanks for your attention to this matter.

Nita


Hi guys,

Is the LV Co Gen break out contract ready to go?  Lee Johnson was asking this
am.

Thanks,

Kay

Kay Mann
04/20/2001 08:32 AM
To: "Cobb, Chris" <chriscobb@akllp.com>
cc: "Thompson, Peter J." <pthompson@akllp.com>, <dale.ramussen@enron.com>

Subject: Re: FW: GE and ABB comments

I believe it is the E-Next Generation LV Co Gen contract.  I believe the last
draft was around the beginning of April.  I can check for more specifics.

Kay

"Cobb, Chris" <chriscobb@akllp.com> on 04/19/2001 10:53:37 AM
To: <kay.mann@enron.com>
cc: "Thompson, Peter J." <pthompson@akllp.com>, <dale.ramussen@enron.com>

Subject: FW: GE and ABB comments

Dear Kay and Dale,
 Peter Thompson is on vacation and has asked me to make the
attached changes (sent to Peter by Dale).  They are very
straight-forward and will only take a minute.  However, there are a
couple of contracts to which the changes could potentially apply, and
I'd like to make sure I've got the right one before I start making
changes.  Please let me know which contract needs to be changed, and
I'll take care of the rest.  Thank you, Chris

-----Original Message-----
From: Lindo, Jacqueline E.
Sent: Wednesday, April 18, 2001 1:27 PM
To: Cobb, Chris
Subject: FW: GE and ABB comments

-----Original Message-----
From: Dale.Rasmussen@enron.com [mailto:Dale.Rasmussen@enron.com]
Sent: Tuesday, April 17, 2001 9:23 PM
To: Thompson, Peter J.; Kay.Mann@enron.com
Subject: FW: GE and ABB comments

Here's what we're hearing from our contractor.  Can you work them in,
Peter?
---------------------- Forwarded by Dale Rasmussen/HOU/ECT on 04/17/2001
06:30 PM ---------------------------

 (Embedded     Enron Capital & Trade Resources Corp.
 image moved
 to file:      From:  Don Hammond
 pic10004.pcx) 04/12/2001 10:32 AM

To:   Bill Williams/PDX/ECT@ECT, Dale Rasmussen/HOU/ECT@ECT
cc:
Subject:  FW: GE and ABB comments

I'm not sure the status of these agreements and the ability or
appropriateness to incorporate changes. But, here's he input for
consideration.
---------------------- Forwarded by Don Hammond/PDX/ECT on 04/12/2001
10:37
AM ---------------------------

  (Embedded        Enron Capital & Trade Resources
  image moved      Corp.
  to file:
  pic16337.pcx     From:  "Phillips, Bill"
  )                <BPhillips@moderncontinental.com>
                   04/11/2001 04:50 PM

To:   "'don.hammond@enron.com'" <don.hammond@enron.com>
cc:   "Sisson, Bob" <BSisson@moderncontinental.com>
Subject:  FW: GE and ABB comments

Please consider the attached comments in your final
negotiations with GE and ABB. Hopefully this format
is more user friendly than the whole pile. These are
Lauren/DHEC understanding of requirements to conform
with EPC contract.  Bill Phillips

-----Original Message-----
From: Paul Garner [mailto:pgarner@laurenec.com]
Sent: Wednesday, April 11, 2001 7:41 PM
To: Phillips, Bill
Cc: "Jack Cress"; "Kevin Hargis"; "Mike Shelton"; "Roy Milne"
Subject: GE and ABB comments

Bill,

In reviewing these documents we find that these changes were not
incorporated.  Could you please make certain they are included.

Thanks

Paul

(See attached file: ABB B-1Comments.doc)
(See attached file: GE contract comments.doc)

 - pic10004.pcx
 - pic16337.pcx
 - ABB B-1Comments.doc
 - GE contract comments.doc


Dale,

Congratulations. Well deserved. I am very happy your tremendous
contribution to the company has been recognized.

Vince


We have received the executed Second Amendment to the ISDA Master Agreement
dated as of July 31, 2000.  This amendment changes the Counterparty's
exposure Threshold and exempts certain Transactions when calculating
"Exposure" under Paragraph 3 of the ISDA Credit Support Annex.  Copies will
be distributed.


Hunter,

Attached is the file with the updated IT costs - East Power should be $2.1million.

Chris


Shi-Jie Deng
Assistant Professor
School of ISyE
Georgia Institute of Technology

Office Phone: (404) 894-6519
E-mail:       deng@isye.gatech.edu
Home page:    http://www.isye.gatech.edu/~deng


<<_HMW01_.DOC>>  <<Titan-Schaeffer Optionredline.DOC>>

Kay: Per your request, attached hereto please find the blacklined
Titan-Schaffer Option with those blacklined changes per your email yesterday
and sent to Mr. Freehill today for his review.  I have also attached the
coverletter sent to Mr. Freehill for your files.  Please feel free to call
with any questions or comments.

Karen S. Way
Piper Marbury Rudnick & Wolfe
203 N. LaSalle
Chicago, Illinois 60601
email:  karen.way@piperrudnick.com
(ph) 312-368-2152
(fax) 312-630-6347

I appreciate the heads up -  I'll try to chase down the fax (it hasn't been
delivered yet).  Can you email me the blacklines just in case?

Thanks,

Kay

____________________________________________________________________________
The information contained in this communication may be confidential, is
intended only for the use of the recipient named above, and may be legally
privileged.  If the reader of this message is not the intended recipient, you
are hereby notified that any dissemination, distribution, or copying of this
communication, or any of its contents, is strictly prohibited. If you have
received this communication in error, please re-send this communication to
the sender and delete the original message and any copy of it from your
computer system.
Thank you.

For more information about Piper Marbury Rudnick & Wolfe, please visit us at
http://www.piperrudnick.com/
____________________________________________________________________________

 - _HMW01_.DOC
 - Titan-Schaeffer Optionredline.DOC


Susan:
Please coordinate this.  Thanks.
Carol
----- Forwarded by Carol St Clair/HOU/ECT on 06/12/2000 05:58 PM -----

	"Robert J. Rieth" <rjr@houston.rr.com>
	06/11/2000 08:00 PM

		 To: "Carol St Clair" <Carol.St.Clair@enron.com>
		 cc:
		 Subject: Re: ISDA Master

Carol  - If Enron Corp. could date the guaranty the same day as the
Agreement - June 8, 2000 - I think that would work best.

Rob

----- Original Message -----
From: "Carol St Clair" <Carol.St.Clair@enron.com>
To: <rjr@houston.rr.com>
Cc: "Susan Flynn" <Susan.Flynn@enron.com>
Sent: Friday, June 09, 2000 2:16 PM
Subject: ISDA Master

>
>
> Rob:
> I received the documents and Susan Flynn will get them executed along with
the
> Enron Guaranty and the other certificates and get them back to you next
week.
> My question for you is when you consider the agreement to be effective for
> trading purposes?  I'm assuming you want to wait for the Enron Guaranty
and that
> any trades done before the Guaranty is sent to you would not be confirmed
under
> the Master.  Please let me know your thoughts on this.  I have asked
Enron's
> counsel to process the Guaranty ASAP.  Thanks.
> Carol
>
>


Sharon:

I'm on my way out of the office for an appointment but will be back around 4
or 4:30 Houston time.  I'd like a quick chat this evening or tomorrow morning
(before 11 am Houston, if possible).  I understand that the dynamics of this
deal were discussed by Russ and Jeff Kinneman/Sheila Glover.  The Enron party
is Enron North America Corp. ("ENA", formerly named "ECT") and the $25million
Enron Corp. guaranty is for the purpose of securing payment of the 20%plus
margin requirement for  illiquid securities held by ENA in its Bear account
("stock loan account").  I'm not sure if other agreements are necessary and I
was hoping that we could discuss.

Feel free to email or call.  Thanks for your help.

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

	"Chernick, Sharon Confidential Memo-Counsel (Exchange)" <schernick@bear.com>
	02/07/2001 01:17 PM

		 To: "'sara.shackleton@enron.com'" <sara.shackleton@enron.com>
		 cc: "Talento, Scott (Exchange)" <STALENTO@bear.com>, "Miron, Russel
(Exchange)" <rmiron@bear.com>
		 Subject: enhanced stock loan

Sara:

I have made some inquiry and verified that the Bear Stearns Stock Loan
enhanced leveraged product is indeed what is under consideration.

As promised, I have a brief step-by-step  explanation of such a stock loan
transaction, which is appended to this message.  There are actually two
possible scenarios: one where cash collateral is used for the stock loan,
the other where actual securities are used as collateral.  We understand
that, at least initially, you will be using bonds as collateral.

The Stock Loan Agreement is used in connection with our current form of
Institutional Account Agreement which ECT may not have signed.  I therefore
also append that agreement to this message.

I expect you waill wnat to review these attachments before we speak again.
Again, as a reminder, I will be on vacation from Friday the 16th through the
following week.  If you would like to speak before hand, or if you have any
questions regarding any of the documents, please let me know.

Regards,

Sharon

 <<Enhanced Stock Loan-explained.doc>>

 <<IAA_ 9-8-00rev_clean.doc>>

 - Enhanced Stock Loan-explained.doc
 - IAA_ 9-8-00rev_clean.doc
***********************************************************************
Bear Stearns is not responsible for any recommendation, solicitation,
offer or agreement or any information about any transaction, customer
account or account activity contained in this communication.
***********************************************************************