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Stephanie:

I have the blue file in my office and a marked version of the ENE guaranty.
However, we are missing the recent assisgnment from the NY office to London
which you and I discussed last week.  I was waiting for you to figure out
whether the assignment is MIA.  SS

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


Bob,

Please activate some new Henry Hub Gas daily swaps that I created this
morning.

Thanks


FYI - Leslie drafted language (based on ISDA) some time ago.  I just want to
be consistent.  I left Leslie a vm. SS
----- Forwarded by Sara Shackleton/HOU/ECT on 06/05/2000 02:49 PM -----

	Melissa Ann Murphy
	06/05/2000 12:48 PM

		 To: Sara Shackleton/HOU/ECT@ECT
		 cc:
		 Subject: US East Power Financial Swaps - REVISED

FYI
---------------------- Forwarded by Melissa Ann Murphy/HOU/ECT on 06/05/2000
01:46 PM ---------------------------
Dale Neuner   06/05/2000 11:18 AM

To: Leslie Hansen/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT
cc: Eric Saibi/Corp/Enron@ENRON, Melissa Ann Murphy/HOU/ECT@ECT
Subject: US East Power Financial Swaps - REVISED

Carol St Clair has confirmed for me that the GTC does not contemplate a
'Correction for Prices'. John Suarez states that corrected prices must be
'flagged' by the ISO with 75 minutes of publication and must be changed
within 5 days. Since the GTC doesn't contemplate the issue and the mechanism
is different from ISDA,  I have added some suggested language to the Index,
as we should contemplate this issue in the Long Description.

My apologies for not having the attachment included in my last e-mail.

Dale

---------------------- Forwarded by Dale Neuner/HOU/ECT on 06/05/2000 11:14
AM ---------------------------
Dale Neuner   06/05/2000 10:13 AM

To: Leslie Hansen/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT
cc: Eric Saibi/Corp/Enron@ENRON
Subject: US East Power Financial Swaps

The East Power traders would like to commence transacting on financial swaps.
We had anticipated this, so the Product Type was already built and has been
approved. The Index and Loadshape built with this Product were done so based
on comments from John Suarez (the trader), who has approved the attached.

Leslie - please offer commets/suggestions from the power perspective.

Mark - final approval will need to come from you since this is a financial
product.

Also, trading wants us to consider price changes for the Product because the
prices published do change from time to time. I know that the ISDA
Definitions contemplate a 30-day true-up, but I can't find a like provision
in the GTC. So - I took a hack at some language to contemplate the issue:

"If the price published (as set forth herein) on any day during a
Determination Period is subsequently corrected and the correction is
announced within 30 calendar days of the original publication date, the
parties agree that the corrected price shall take affect as if it were the
price published on the original publication date and the Floating Price will
be adjusted accordingly. Payments of the adjusted Floating Amount will take
place 5 business days following notification by either party of a change to a
published price."

Dale
3-9746


Jerry Scarbrough's True Orange
The Internet Newsletter for the True Texas Longhorn Faithful

Volume 11, No. 5, November 13, 2000

Mitchell, Simms-to-Williams Combination
Way Too Much For Jayhawks; Aggies Next

Kansas came out smoking in damp, freezing Lawrence Saturday, taking a 14-0
lead over Texas before the sparse crowd had time to  settle down, but the
Longhorns came storming back for an easy 51-16  victory.
Senior TB Hodges Mitchell broke the UT and Big 12 records for all-purpose
yardage in a single game. He had 264 yards rushing, 23 yards in receptions
and 88 yards in punt returns for 375 total yards. He also scored two
touchdowns.
But sophomore QB Chris Simms, subbing for the injured Major Applewhite, and
sensational freshman WR Roy Williams also were huge offensive guns for the
Longhorns.
Simms passed for 240 yards and two touchdowns and Williams caught four of his
passes for 180 yards and both touchdowns ) all in the first half. Williams
also added a 35-yard touchdown on a new play ) an end around.
Williams, a true freshman, already held the season record in reception
yardage and in touchdowns for freshmen.
Kansas coach Terry Allen said his defense was able to hold Mitchell's
production down early, "but then we had to double-cover Williams and that
opened some running lanes."
When this UT offense is clicking, it's hard for a defense to stop because
Mitchell just needs a little crease to be productive and he gets those
creases regularly when Williams draws double coverage.
It takes a brave ) or foolhardy ) coach to consistently single cover
Williams, a 6-3, 210-pounder with awesome speed and leaping ability.
The victory gave Texas an-2 season record and 6-1 Big 12 mark, heading into
an open week and then the big regular season finale the day after
Thanksgiving against Texas A&M.
The Longhorns have won five games in a row after a 3-2 start.
Here, briefly, is how the game went:
FIRST QUARTER
The Longhorns started fearfully slow offensively and defensively. Texas got
the ball first, couldn't make a first down and punted quickly. Kansas scored
in three plays, with WR Derick Mills going the final 29 yards on a reverse to
give the Jayhawks a 7-0 lead with 12:45 left. On the fourth play after the
kickoff, Simms' pass in the left flat was picked off and returned 43 yards
for a touchdown by KU CB Andrew Davison. That put the Jayhawks on top, 14-0,
with 10:11 left. The Longhorns finally got something going on their third
possession, driving from their own 32 to a first down at the Kansas 4, but
they stalled and Kris Stockton kicked a 19-yard field goal to cut the deficit
to 14-3 with 4:50 left. Longhorn LB De'Andre Lewis pounced on a Kansas fumble
four plays later to set the Longhorn s up at the Jayhawk 38. Simms hit
Williams behind Davison for a touchdown on the first play to cut the Kansas'
lead to 14-9 with 3:06 left. The Longhorns decided to go for a 2-point
conversion, but it backfired when Simms, under pressure, threw into the end
zone and Kansas safety Carl Nesmith picked it off and returned it 100-plus
yards for two point for the Jayhawks and a 16-9 lead. Huge Longhorn OT
Leonard Davis showed a lot of heart on that play, chasing Nesmith all the way
down the sideline. But that was the last highlight for the Jayhawks. They had
to punt from their own 10 and the punter shanked it to the KU 35. With the
Jayhawks now aware of Williams and his long-distance threat, Mitchell ran for
5, then 21 more and then 14 for the TD. Stockton's kick tied it at 16-16 with
55 seconds left.
SECOND QUARTER
The Texas defense forced the Jayhawks to punt quickly and Williams got behind
Davison again on the first play and Simms hit him for a 65-yard touchdown
play. Stockton's kick put UT on top for the first time, 23-16, only 28
seconds deep in the quarter. Mitchell set up the Horns' next touchdown with a
25-yard punt return to the Kansas 40. Simms scrambled for four yards, then
hit Williams again to the Jayhawk 2. Mitchell scored on the next play for a
30-16 left with 11 second left in the half. Texas had a 381-131 edge in
yardage and a 15-4 advantage in first downs.
THIRD QUARTER
Kansas had a good drive to open the second half, but redshirt freshman safety
Dakarai Pearson stopped it with an interception at the UT 47. Later in the
period, Williams scored on a 35-yard end around to give Texas a 37-16 lead
with 4:22 left. Mitchell's 27-yard punt return to the Texas 44 got the
Longhorns started on their next drive. Simms picked up nine yards on a
scramble, then Mitchell ran for 14, 14 more than then 19 for another TD to
run the score to 44-16 with 2:08 left.
FOURTH QUARTER
Backup TB Victor Ike scored the final touchdown on a 2-yard run with 9:54
left. Backup QB Beau Trahan, one of the team's top special teams players,
relieved Simms and played most of the quarter.

900 Number Updated Daily

I update my 900 number daily with football and football recruiting news. The
number is 1-900-288-8839. It costs $1.59 a minute. You must be 18 to call.

Coach's Corner

Coach Mack Brown said Sunday the Longhorns are a much better football team
than they were early this season.
He said the team's five-game winning streak is something they worked very
hard to achieve.
"I am very proud of our team over the past five weeks," he said. "To win
three conference games on the road, including back-to-back away contests,
against teams that all had something to prove, shows me that our team is not
only tough, but is gaining more confidence.
"As a result, they are also earning back some of their national respect," he
said.
Brown said playing 10 straight weeks worked a real hardship on the team, and
he said the open date this week is very welcome.
He said the regular season finale against Texas A&M on Nov. 24, the Friday
after Thanksgiving, will be a tough one.
"We will use this week to prepare for Texas A&M, which I think has been
underrated all year," he said. "Ja'Mar Toombs is one of the best tailbacks in
the country and Robert Ferguson is one of the top receivers."
"It also looks to me as if they have improved their offense with quarterback
Mark Farris taking the helm, and defensively they are the same great team
that they have always been. We will have our hands full in two weeks."
But he said the Longhorns have improved so much that they have a chance to
close strong if they keep working hard.
He also said sophomore QB Chris Simms, subbing for the injured Major
Applewhite, "gets better every time he gets to play."
"I was pleased with the way he came back after his rough start," Brown said.
"He showed the ability to scramble and make plays."
"He also displayed good leadership in the huddle, Brown said. "We should have
thrown the ball more in the second half, but we still wanted to  be physical
and use the running game as much as possible."
Brown said the victory at Kansas was a big one because it was the second
straight tough road trip and the players really kept their focus.
"Overall, we felt that it was a very good win for us. We were able to play
everybody that we took on the trip and came out of the game very well."
"Offensively, we won the field position battle with our kicking game, Roy
Williams played great, and we were obviously pleased to have 61 plays in the
running game produce about 400 yards."
"In fact," he said, "we have felt good about our running game over the last
five weeks as Hodges (Mitchell) has established himself as one of the best
running backs in the country."
"In terms of the quarterback position, we only threw the ball three times in
the second half, but I thought Chris Simms got better as the game went on. He
hit big plays in the passing game and kept moving the chains for us."
"Defensively," Brown said, "we didn't let Kansas score again after their
first drive, so we also played very well on that side of the ball."
Brown said he knew the Longhorns had hit the jackpot when they signed WRs
Williams, B. J. Johnson and Sloan Thomas last February, but he said the
freshmen receivers are even better than he thought.
"I have been very impressed with the maturity of Roy , Sloan and B.J.," he
said. "Yesterday was a day that young players could have been flat because of
the cold weather and lack of a big crowd. I have been amazed all year with
how these freshmen play as if they are older. The young players have competed
and showed a lot of maturity, which is hard to do at that age."
Brown said he has been telling the team it needs to keep winning to have a
shot at a good bowl game.
"We try to have a theme each week," he said, "and our theme last week was to
put ourselves in position to go to the best bowl possible."
"Regardless of what bowl it is, we know we do not get to choose," he said. "I
went through the bowls available to our team last week, which was the only
time this year that we have mentioned bowls."
"I also showed our players the records of each team in the league, and told
them that it is critical for them to beat Kansas," he said, adding that each
win improves the bowl picture for the team.

Horns Climb to 14th in AP

Texas is ranked 14th in this week's Associated Press poll.
Five Big 12 teams are in the top 25, headed by top-ranked Oklahoma, the only
team remaining with a perfect record.
Other Big 12 teams ranked are Kansas State at No. 9, Nebraska at No. 10 and
Texas A&M at No. 21.
One cautionary note should be injected here. There is a very good reason why
Texas has not finished in the AP's top 10 since 1983.
It is the fact that every time the Longhorns got close to the top 10 or
actually got in the top 10, the unthinkable happened and they lost and went
tumbling down the rankings.
You have to go back no farther than the start of this season. The Horns
opened at No. 7, and in the second week of the season, they ventured out to
Palo Alto and got upset by Stanford. They haven't been close to the top 10
since ) until now.
If they beat the Aggies and win their bowl game, they will break that 17-year
drought, but that's a big "if."

A Clutch Freshman

True freshman WR Roy Williams has been Mr. Clutch for the Longhorns. He is
averaging 47.6 yards per catch on his seven touchdown receptions.
In addition, five of his TD grabs came when the Horns were behind or tied and
the other two came when UT held either a 3-point or 7-point lead.

Basketball Team Opens

The Longhorn men's basketball team opens its season tonight (Monday) when it
hosts Navy at 7 p.m. in the Erwin Center in the opening round of the
Preseason NIT.
Texas won its two pre-season exhibition games leading up to the start of the
regular season, showing a surprisingly strong inside game without departed
big men Chris Mihm and Gabe Muoneke.
Freshman forward James Thomas was a big factor in both exhibition games. He
had 21 points and nine rebounds in the 84-67 victory over EA Sports
California All-Stars Wednesday after getting 25 points and nine boards in the
92-81 triumph overTeam Ezybonds of Australia last Sunday.
Junior forward Chris Owens had 20 points and seven rebounds against the
California team and 27 points and 14 rebounds against Ezybonds.
Junior swingman Maurice Evans, a transfer from Wichita State, had15 points,
seven rebounds and three blocks against EA Sports, and freshman Brian
Boddicker had 10 points and eight boards in just 19 minutes.
Junior transfer point guard Fredie Williams scored five points, three steals
and nine assists against only three turnovers.

Lee Will Get Medical Redshirt

Coach Mack Brown said Sunday freshman DT Stevie Lee won't play against Texas
A&M because the broken bone in his foot has not allowed him to begin
practicing.
That means Lee will get a medical redshirt and will be a redshirt freshman
next year.
He was injured in the third game and anyone who suffers a season-ending
injury prior to the fourth game is eligible for a medical redshirt year.
INJURY NOTES: Brown said starting QB Major Applewhite is questionable for the
Aggie game. He suffered a knee sprain against Texas Tech and  missed the
Kansas game.
Brown said safety Lee Jackson's leg injury is much better and he probably
will play against A&M.
WR Artie Ellis (shin) and TE Brock Edwards (leg) are both questionable for
the Aggie game.
Edwards' injury left the Horns with converted FB Chad Stevens as the only
healthy scholarship TE at Kansas.
DT Shaun Rogers played without reinjuring his ankle and should be closer to
100% for the Aggie game than he has been since early this season.
OG Antwan Kirk-Hughes has been having problems with a shoulder, and it
bothered him during the Kansas game, but the week off should give him a
chance to be ready for the Aggie game.

The True Orange Fax/E-Mail
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Game Quotes . .
"We had to regain our composure after our slow start. We had to get the
strong safety removed a little bit, and the long passes from Chris (Simms) to
Roy (Williams) caused him to start playing back a little. That opened it up
more for the run."
) UT offensive coordinator Greg Davis
* * * *
"I'm not sure I've seen one like that. We tried to double cover him, but that
didn't always work either."
) Kansas head coach Tim Allen, talking about the problems created for his
team by sensational Longhorn freshman receiver Roy Williams
* * * *
"I knew what was going through their minds: 'Holy cow, another one.' All
quarterbacks throw interceptions. It just seems like mine go for touchdowns.
I'n not used to throwing it away. I always try to find a place to fit it in,
but this is a different level. I guess I'm going to have to learn the hard
way, but at least I'm learning.
)  UT QB Chris Simms, talking about the two interceptions Kansas ran back all
the way, one for a touchdown and the other for two points on an errant
conversion pass
* * * *
"I've been saying prayers for Joe Beene. I dedicated this game to him. He
used to cover me on the scout team. He's a good friend and it's really sad."
) TexasWR Roy Williams, talking about the terrible injury to his former
Odessa Permian teammate, who is paralyzed from the chin down after suffering
a cracked vertebrae in practice earlier in the week
* * * *
"The big man is really good."
) Simms, talking about Williams
* * * *
"Hodges (Mitchell) really gets the job done. If we give him just a little
hole, he really gets through it in a hurry."
) Longhorn OT Leonard Davis, the biggest man on the team, talking about one
of the smallest
* * * *
"I didn't think I was going to get to 1,000 yards again, but these last two
games really helped. The offensive line is just doing a great job."
) Texas TB Hodges Mitchell, who has 1,029 yards rushing to give him
back-to-back 1,000-yard seasons
* * * *
"I thought he was a pretty easy quarterback to read. I just stepped in front
of the receiver, caught the ball and I was gone. I don't know what happened
after that. I guess after the first one I got, I thought I knew what he was
going to do so I cheated a little."
) Kansas CB Andrew Davison, who returned one of Chris Simms' passes for a
touchdown, but then gave up four completions from Simms to Roy Williams for
180 yards and two touchdowns

Texas-Kansas Statistics
Scoring Summary

Texas           16      14       14       7    )    51
Kansas          16        0        0        0    )    16

UK - Mills 29 run (Garcia kick) 12:45 1Q (58 yds, 3 plays)
KU - Davison 43 interception return (Garcia kick) 10:11 1Q
UT - Stockton 19 FG 4:50 1Q (66yds, 11plays)
UT - Williams 38 pass from Simm (pass failed) 3:06 1Q (39 yds, 1 play)
KU - Nesmith 100 yd conversion pass interception return 3:06 1Q
UT - Mitchell 14 run (Stockton kick) 0:55 1Q (35 yds, 3 plays)
UT - Williams 65 pass from Simms (Stockton kick) 14:32 2Q (65 yds, 1 play)
UT - Mitchell 2 run (Stockton kick) 0:11 2Q (40 yds, 4 plays)
UT - Williams 35 run (Stockton kick) 4:22 3Q (79 yds, 6 plays)
UT - Mitchell 19 run (Stockton kick) 2:08 3Q (56 yds, 4 plays)
UT - Ike 2  run (Stockton kick) 9:54 4Q (63 yds, 10 plays)

Official Attendance: 27,200

Team Statistics

Texas            Kansas
First Downs                 30           12
Rushing                     20             6
Passing                         7              5
Penalty                         3              1
Rushing Atts, Net Yards         61-396       36-125
Net Yards Passing               241         111
Passes Comp., Att., Int.      11-19-2        10-25-1
Total Plays, Offense              80-637         61-236
Avg. Gain per Play                      8.0        3.9
Fumbles Lost                            0 of  0      1 of 1
Penalties, Yards                      9-80        7-81
Punts, Avg.                      2-39         9-39.9
Time of Possession          33:54         26:06
Third-Down Conversions         6 of 14  3 of 14
Fourth-Down Conversions     1 of  4      0 of 0
Sacks by Team, Yds Lost      2-17         2-12

Individual Statistics
Texas
Rushing -  Mitchell 37-264, 3 TD; Ike 7-40, 1 TD; R. Williams 1-35, 1 TD;
Simms 8-19; Hayter 4-15; Trahan 1-14; Robin 2-6; I. Williams 1-3.
Passing -  Simms 10-18, 240 yds, 2 TD, 2 Int.; Trahan 1-1, 1 yd, 0 TD, 0 Int.
Receiving - R. Williams  4-180, 2 TD; Mitchell 2-23; Healy 2-22; Johnson
2-15; I. Williams 1-1.

Kansas
Rushing - Winbush 9-42; Coke 4-39' Mills 1-29, 1 TD; Freyhofer 1-20; Duncan
10-19; White 2-5; Ross 1-2; Smith 9-minus 1; Dyer 1-minus 2.
Passing -Smith 10-24, 111 yds, 0 TD, 1 Int.; Dyer 0-1, 0 yds, 0 TD, 0 Int.
Receiving -Thompson 2-42; Hill 3-25; Fulton 3-24; Ross 1-16; Winbush 1-4.

Tackles by Texas Players, Unasst., Asst., Total
Hampton 7-2-9; Rawls 2-5-7; Pearson 4-1-5; Boyd 4-1-5; Lewis 3-2-5; T. Jones
3-0-3; Gordon 2-1-3; Pittman 2-1-3; Redding 2-1-3; Rogers 2-1-3; McClintock
1-2-3; Thornton 1-1-2; Brown 1-1-2; Dockery 1-0-1; Ungar 1-0-1; Geiggar
1-0-1; Walker 1-0-1; Wilkins 1-0-1; Jammer 1-0-1; Tubbs 0-1-1.
Tackles for Losses: Rawls 2-minus 4; Rogers 2-minus 4; Hampton 2-minus 3;
Gordon 1-minus 2.
Sacks: Gordon and Lewis combined for 1-minus 13; Redding 1-minus 4.

Scouting Texas A&M

The Longhorns finally get a week off after playing 10 consecutive games, and
they need to try to get  rested and get some people well for their annual
shoot-out with traditional rival Texas A&M on Nov. 24, the day after
Thanksgiving.
The game has a 2:30 p.m. kickoff and will be televised nationally by ABC.
Texas is ranked No. 14 in the AP poll and A&M is No. 21.
The Longhorns are 8-2 and the Aggies are 7-3 heading into the game, and Texas
is also a game ahead in the race for second place in the Big 12 South, with a
6-1 record to A&M's 5-2.
The Aggies, like the Longhorns, had a slow start this season. They opened
with a 24-10 loss at Notre Dame, before winning three straight, over Wyoming,
51-3, UTEP, 45-17, and Texas Tech, 33-15.
But then they were upset at home by previously winless Colorado, 26-19.
Much like the debacle in Dallas caused Texas to bear down and start playing
better, the loss to Colorado seemed to bring out the best in A&M.
Since that disappointing loss, they have defeated Baylor, 24-0, Iowa State,
30-7, and Northern Division leader Kansas State, 26-10, before losing to
top-ranked Oklahoma Saturday by a razor-thin 35-31 margin.
Mark Farris, a 25-year-old sophomore who gave pro baseball a whirl before
winning the A&M QB job, has put some life into the Aggies' offense.
He is a very cool, and very accurate passer and he has some outstanding
receivers. Huge TB/FB Ja'Mar Toombs also is an effective weapon.
But it is on defense where the Aggies win or lose most games. The Longhorns'
outstanding defense actually has better statistics overall, but the Aggies
are No. 6 in the country in scoring defense, giving up an average of only
13.1 points per game.
There are four keys to a UT victory, two on offense, one on defense and one
on special teams.
Offensively, they must be balanced and they can't lose the turnover battle,
and they surely can't stand any touchdowns by the Aggie defense.
Defensively, they have to shut down the Aggie running game and pressure
Farris.
On special teams, the Aggies are good at blocking punts and the Longhorns
have had some blocked. That's a no-no if the Horns want to win this one.
Here's how the teams compare statistically (national rank in parenthesis):
Texas                                       Texas A&M
Offense
(57)   149.1         Rushing Avg.          (49) 152.9
(15)   284.2         Passing Avg.          (41) 229.8
(17)   433.3        Total Off. Avg.     (52) 382.7
(9)     38.2       Scoring Avg            (43)   29.0

Defense
(14)     95.3        Rushing Avg.          (20) 106.0
(12)   173.7         Passing Avg.          (34) 198.6
(4)   269.0       Total Def. Avg.        (18) 304.6
(18)     18.2    Opp. Scoring Avg            (6)   13.1

Big 12 Roundup

Barring some monumental upsets, Oklahoma and Kansas State will meet in Kansas
City in early December in the Big 12 Championship Game.
The top-ranked Sooners survived their toughest test of the year by rallying
to beat Texas A&M, 35-31, in College Station.
The Sooners would have to lose their last two games against Texas Tech and
Oklahoma State and Texas would have to beat Texas A&M for OU to miss the
title game.
All K-State has to do is beat 2-7 Missouri Saturday to secure its berth in
Kansas City.

BIG 12 STANDINGS
SOUTHERN DIVISION
Conference              Season
W   L   PF    PA        Pct.      W   L    PF     PA     Pct.
Oklahoma        6    0  260   113   1.000     9    0   402   148   1.000
Texas           6    1  258   143     .857     8    2   382   180     .800
Texas A&M       5    2  184   109     .714     7    3   290   153     .700
Texas Tech  3    4  189   185     .426     7    4   290   211     .636
Okla State      0    6    80   215     .000     2    7  145   269      .222
Baylor          0    7    60   293     .000     2    8   117   347     .200

NORTHERN DIVISION
Conference                  Season
W   L   PF     PA      Pct.     W    L      PF      PA
Pct.
Kansas State    5    2  250   162      .714     9     2   462  189     .818
Nebraska        5    2  304   131      .714     8     2   422  181     .800
Iowa State      4    3  182   225      .574     7     3   268  276     .700
Colorado        3    4  168   188      .426     3     7   220  250     .300
Kansas          2    5  162   270      .286     4     6   244  321     .400
Missouri        1    5  162   225      .167     2     7   231  320     .222

Last Week's Results
Texas 51, Kansas 16
Oklahoma 35, Texas A&M 31
Kansas State 29, Nebraska 28
Texas Tech 58, Oklahoma State 0
Missouri 47, Baylor 22
Iowa State 35, Colorado 27

This Week's Games
Texas Tech at Oklahoma, 2:30 p.m .(ABC)
Baylor at Oklahoma State, 1 p.m.
Kansas at Iowa State, 1 p.m.
Kansas State at Missouri, 11:30 a.m. (Fox Synd.)
Remaining Regular-Season Games
Texas A&M at Texas, 2:30 p.m., Nov. 24 (ABC)
Colorado at Nebraska, 11 a.m., Nov. 24 (ABC)
Oklahoma at Okla. State, 2:30 p.m., Nov. 25 (Fox)

2000 Longhorn Schedule, Record (8-2)

Texas   Opp.
Sept. 9     Louisiana-Lafayette   52    10
Sept 16    at Stanford                24    27
Sept 23    Houston                    48      0
Sept 30    Oklahoma State             42      7
Oct. 7       Oklahoma (Dallas)        14    63
Oct. 14    at Colorado                28    14
Oct. 21    Missouri                   46    12
Oct. 28    Baylor                     48    14
Nov. 4      at Texas Tech             29    17
Nov. 11    at Kansas                  51    16
Nov. 24    Texas A&M

Scoring by Quarters
Texas         51    130 90    111   -  382
Opponents     56      61        42    21    -  180


Mike,

The version of this that you sent out forgot the ".com" on Joe Paul's
address.  I forwarded a copy of it to him, but we want to correct it in
future forwardings, etc. of this letter.
--
Michael S. Alexander
Southern California Edison
626-302-2029
626-302-3254 (fax)

                    MBD
                    <MDay@GMSSR.c        To:     "'Pocta, Robert M.'"
<rmp@cpuc.ca.gov>,
                    om>                  "'Counihan, Rick'"
                                         <rick.counihan@greenmountain.com>,
                    12/11/2000           "'Jeff.Dasovich@enron.com'"
                    10:43 AM             <Jeff.Dasovich@enron.com>, "'John
Burkholder'"
                                         <burkee@cts.com>, "'Mike Alexander'"
                                         <alexanms@sce.com>, "'Craig
Chancellor'"
                                         <craigc@calpine.com>, "'Colin
Cushnie'"
                                         <cushnice@sce.com>, "'Jeff Dasovich'"
                                         <jdasovic@enron.com>, MBD
<MDay@GMSSR.com>, "'Paul
                                         Amirault'" <PaulAmirault@aec.ca>,
"'Doug Porter'"
                                         <porterdk@sce.com>, "'Tom Beach'"
                                         <tomb@crossborderenergy.com>,
"'Amirault, Paul'"
                                         <PaulAmirault@aec.ca>, "'Craig
Chancellor,
                                         Calpine'" <craigc@calpine.com>,
"'How-Downing,
                                         Lindsey'"
<Lindseyhowdowning@dwt.com>, "'Phil
                                         Davies, WGSI Calgary'"
<PhilDavies@aec.ca>,
                                         "'jleslie@LUCE.com'"
<jleslie@LUCE.com>, "'Jeff
                                         Fawcett, Transwestern'"
<jfawcett@enron.com>,
                                         "'Michael Rochman'"
<rochmanm@spurr.org>, "'Rick
                                         Counihan, Greenmountain.com'"
                                         <counihan@greenmountain.com>,
"'Bayless,
                                         David@Utility'"
<david.bayless@utility.com>,
                                         "'Dingwall, Brian@UEM'"
<bdingwall@unitedgas.com>,
                                         "'Elsesser, Evelyn@aelaw'"
<eke@aelaw.com>,
                                         "'Johnson, Pamela@REMAC'"
                                         <johnson_pamela@lacoe.edu>, "'Jun,
                                         Christine@aelaw'" <chj@aelaw.com>,
"'Karp,
                                         Joseph@Whitecase'"
<karpjos@sf.whitecase.com>,
                                         "'McCrea, Keith@CIG/CM'"
<kmccrea@sablaw.com>,
                                         "'Paul, Joe@Dynegy'"
<joe.paul@dynegy>, "'Pocta,
                                         Mark@ORA'" <rmp@cpuc.ca.gov>,
"'Scott, Susan@TW'"
                                         <sscott3@enron.com>, "'Worster,
Gerard@TXU'"
                                         <gworster@txuenergy.com>,
"'kmills@CFBF.com'"
                                         <kmills@CFBF.com>, "'Karp,
Joseph@Whitecase'"
                                         <karpjos@sf.whitecase.com>, "'Skaff,
Andy@Dynegy'"
                                         <askaff@chrm.com>
                                         cc:
                                         Subject:     FW: Proposed revisions
to CSA Letter

Here are some edits to our letter from socal.  I do not feel they diminsh
the usefulness of the letter, and they moderate the tone a little, as you
would expect.  They also eliminate the lengthy recitation of the procedural
events at the end of the letter.  If this gets them on the letter, I say
let's sign.  I will assume everyone who signed on last week stays on the
letter unless I hear differently from you by 3 pm today.  I really
appreciate the quick turnaround.  Mike Day

-----Original Message-----
From: Wright, Gillian - TP1GXW [mailto:GWright@sempra.com]
Sent: Monday, December 11, 2000 10:26 AM
To: 'mday@gmssr.com'
Subject: Proposed revisions to CSA Letter

Mike,
Here are SoCal's proposed revisions to the CSA letter - I'll call in a
minute.  The edits are pretty extensive, but all along the lines we
discussed (ie changing the tone to a more positive one).

Gillian

<<CSA Letter SCG.doc>>

Gillian A. Wright
Regulatory Case Manager
Sempra Energy
555 W. Fifth St. GT14D6
Los Angeles, CA 90013-1011
(213) 244-3833
(213) 244-8820 fax
gwright@sempra.com

(See attached file: CSA Letter SCG.doc)

 - CSA Letter SCG.doc


I would like to attend.

 -----Original Message-----
From: 	Elbertson, Janette
Sent:	Monday, August 13, 2001 8:56 AM
To:	Aronowitz, Alan; Asmus, Deborah; Blaine, Michelle; Brownfeld, Gail; Bruce, Robert; Bushman, Teresa G.; Carolan, Dominic; Cash, Michelle; Castano, Marianne; Clark, Barton; Collins Jr., Harry M.; Cook, Mary; Corbet, Nancy; Crady, Ned E.; Culver, Deborah; Daniels, Eddy; Darmitzel, Paul; Davis, Angela; Del vecchio, Peter; Dickson, Stacy E.; Dieball, Scott; Dietrich, Sarah; Donovan, Elisa; Edison, Andrew; Engeldorf, Roseann; Essandoh, Edwin; Freed, Richard; George, Robert H.; Gray, Barbara N.; Greenberg, Mark; Gresham, Wayne; Hansen, Leslie; Harkness, Cynthia; Hendry, Brent; Henry, Joseph; Hicks, Michelle; Higgason, Kelly; Hodge, Jeffrey T.; Keller, James; Koehler, Anne C.; Leite, Francisco Pinto; Lindeman, Cheryl; Lyons, Dan; Mann, Kay; Maynard, Michelle; McCullough, Travis; Mellencamp, Lisa; Moore, Janet H.; Murphy, Harlan; Murray, Julia; Nelson, Bonnie; Nelson, Cheryl; Nemec, Gerald; Nettelton, Marcus; Pais, Randy; Portz, David; Ralston, Andrew; Rapp, Bill; Rivera, Coralina; Robison, Michael A.; Rogers, Daniel R.; Roland, David; Rossi, Robbi; Sager, Elizabeth; Sanders, Richard B.; Sayre, Frank; Schuler, Lance; Schwartzenburg, John; Shackleton, Sara; Sharp, Vicki; Smith, Mike; Sole III, Carlos; St. Clair, Carol; Stoler, Lou; Taylor, Mark E (Legal); Tweed, Sheila; Van Hooser, Steve; Viverito, John; Wu, Andrew
Subject:	REMINDER - CLE Program - Antitrust Issues

If you have not already responded and would like to attend this CLE program, please RSVP by e-mail by Wednesday, August 15.  Thank you.

Jamie Serota and Allan Van Fleet with Vinson & Elkins have developed a one hour CLE program covering the antitrust issues encountered when non-regulated entities such as Enron compete with regulated utilities for market share.  An outline of the program is attached.

Jamie Serota and Allan Van Fleet will present the CLE program on Wednesday, August 22, 2001 at the Doubletree Hotel, 400 Dallas (La Salle B room) from Noon to 1:30 p.m.  The program will be accredited for 1.00 hour of CLE credit including at least .25 hours of ethics credit.  If you would like to attend please RSVP by Wednesday, August 15, 2001 by sending an e-mail to my assistant, Janette Elbertson.

Lunch will be served.

 << File: IDENTIFYING MARKET POWER ABUSE.doc >>


We have received an executed Master Agreement:

Type of Contract:  ISDA Master Agreement (Multicurrency-Cross Border)

Effective Date:   February 15, 2001

Enron Entity:   Enron North America Corp.

Counterparty:   Olympic Steel, Inc.

Transactions Covered:  Approved for all products with the exception of:
Foreign Exchange

Confirming Entity:  Enron North America Corp.

Governing Law:   New York

Copies will be distributed.

Cordially,
Susan S. Bailey
Enron North America Corp.
1400 Smith Street, Suite 3806A
Houston, Texas 77002
Phone: (713) 853-4737
Fax: (713) 646-3490
E:mail:  Susan.Bailey@enron.com


Attached please find a clean copy of the most recent version of the City
of Austin Agreement (the second document below), as well as a blackline
showing changes from the last version circulated on December 14.  The
Agreement deletes references to specific performance guarantees for
combined cycle plants. The Agreement now has the exhibits rolled in. To
complete the agreement, we need to include the date of execution, the
addresses and contacts for Sections 25.1 and 25.3, and Exhibit H-2. Let
me know if you would like me to e-mail a copy of this directly to Lee
Johnson and Kent Shoemaker.

 Please call when you have the opportunity to discuss the form
agreement you asked me to create.
 <<CRO- City of Austin/GE Facility Agreement Versions 3 to 4.DOC>>
<<Gas Turbine Agreement Draft of 12/13/00.DOC>>
 - GE Facility Agreement Versions 3 to 4.DOC
 - 00.DOC


Please contact Gia Maisashvili (713-853-4346) or John Neslage (713-853-6827)
and let them know which working group you would like to participate in.

Thanks,
Marcia


The EES summary sheet is now in P/Realtime/EES/EES FEB.  Just copy the EES
deals over from the Inc. Sheet. Do not copy any colums past the Sell Price
colum as it is not necessary for EES to have all our Info.

Geir


It is attached now!

 -----Original Message-----
From:  Engeldorf, Roseann
Sent: Tuesday, May 01, 2001 1:42 PM
To: 'pthompson@akllp.com'
Cc: 'tconstan@llgm.com'; Bills, Lisa; Rasmussen, Dale; Williams, Bill; Mann,
Kay
Subject: GE Override Letter - New LM6000

Peter - I understand that you will be working on the latest LM6000 contract.
I have attached a copy of the override letter - one we executed in January.
I am not sure how much is applicable to this particular contract; I have not
proofed the letter against it.  Would you take a look at it and check it
against the latest version of the LM6000 contract you are working on?  Maybe
we can talk later this afternoon about any changes you think need to be
made.  At the least, we will need to conform the letter for this contract's
details.

Thanks again for your help.

Rose

713-345-7726


Tanya,
        While there is seasonal correlations in power, especially for Np-15
and SP-15 (same region), the term structure of correlations can be input.
However, the same correlation structure with similar periodicity may not hold
between Np-15 and, say, R1B (Neepool), though one would imagine that
relationship would still be seasonal (summer/winter), with greater noise.
Even if the correlational term structure is to be done for Power, different
rules would have to be inputted for different regions.
Naveen

Tanya Tamarchenko@ECT
10/05/2000 10:42 AM
To: Vladimir Gorny/HOU/ECT@ECT, Naveen Andrews/Corp/Enron@ENRON
cc: Kirstee Hewitt/LON/ECT@ECT, Debbie R Brackett/HOU/ECT@ECT, Wenyao
Jia/HOU/ECT@ECT, Vince J Kaminski/HOU/ECT@ECT

Subject: Re: implementing term-structure of correlations for power

Vlady & Naveen,
I am sending you the factor loadings for power calculated based on the prices
from 25-jun-00 to 25-sep-00. They look rather messy.

Thus joint estimation of factors for a few regions does not look realistic.

Instead we might implement the term structure of correlations.
Instead of heaving 1 correlation matrix based on prompt month prices and
applying this matrix to all maturities,
we can have a number correlation matrices each corresponding to a particular
prompt month.
I attached the term structure of correlations between R10 and R11 calculated
using 5, 4, 3, 2, 1 months
of historical forward prices prior to 30-sep-00 with and without decay factor.

You can see that:
1)  the results are close for 5, 4, and 3 months of history;
2) correlations are periodic with a period of 1 year (this means we can use
12 correlation matrices calculated from
first 12 forward contracts and apply these matrices to other forward months);
3) Using decay factor makes the curves a little smoother.

Implementation of multiple correlation matrices will not affect the speed of
calculations in VAR model significantly.

Please, give me your response,

Thanks,

Tanya.


Lauri,  Per my voicemail, the attached docs outline the elements for
comparable shippers in the RailRoad Commissions eyes.


Mike,
Since the IT guys want to wait for the new software to put your cost analysis on the plasma screens I am currently working on using Reuters so that we'll have something in the meantime.  I had to call Lori Hernandez, Reuters contact, and have her add some more products to Kobra.  As soon as she gets back to me I'll put that together and get it on the screens.  Let me know if you have other questions.

Aaron


By Tuesday of next week or sooner if your schedule permits.

 -----Original Message-----
From:  Engeldorf, Roseann
Sent: Thursday, May 31, 2001 7:27 PM
To: Mann, Kay; Bills, Lisa; Manis, Herman
Cc: Jacoby, Ben; Krimsky, Steven
Subject: RE: Deerfield development agreement

Both Herman and Lisa are out of the office - Herman will be gone for at least
a week, Lisa will be back in on Monday.  I can do a prelim  review tomorrow,
but am traveling next week also. When do you need comments from the group?

Rose

 -----Original Message-----
From:  Mann, Kay
Sent: Thursday, May 31, 2001 6:48 PM
To: Bills, Lisa; Manis, Herman; Engeldorf, Roseann
Cc: Jacoby, Ben; Krimsky, Steven
Subject: Deerfield development agreement

Hello.

The commercial team  has asked that I forward this document to you for
review.  It is a development agreement for a project in Florida.  We have
attempted to address the accounting/E-Next issues, but please advise of any
desired changes.

Thank you,

Kay

 << File: Deerfield development ag May 31.DOC >>

PS  Pardon the formatting.  It will be cleaned up by those with the ability
to do so.


Per my earlier e-mail, attached is Tripp Scott's form.
---------------------- Forwarded by Ben Jacoby/HOU/ECT on 02/28/2001 12:17 PM
---------------------------

Steven Krimsky@ENRON
02/28/2001 09:11 AM
To: Ben Jacoby/HOU/ECT@ECT
cc:
Subject: Tripp Scott Proposed Terms of Engagement

As discussed, Roger has no problem engaging Tripp Scott.  He does want to use
Enron's standard 9 page engagement letter in lieu of the attached 2 pager
received from Tripp Scott.  Is this necessary - any thoughts?

Steve

---------------------- Forwarded by Steven Krimsky/Corp/Enron on 02/28/2001
09:08 AM ---------------------------

Steven Krimsky
02/16/2001 03:44 PM
To: Ben Jacoby/HOU/ECT@ECT, Roger Balog@ECT, Marchris Robinson/NA/Enron@Enron
cc:

Subject: Tripp Scott Proposed Terms of Engagement

As discussed in Fort Pierce, Tripp Scott is that insurance policy I've been
looking for to help secure the commission vote in Pompano.  Tripp Scott will
also assist us in our door knock campaign in the County & Tallahassee.
Pozzuoli is a mover & shaker and is on a first name basis with Jeb Bush -  he
was the Chairman for the Bush/Cheny Broward County re-count.

Bill Keith & Debbie Orshefsky highly recommends the engagement.

Lets discuss Tuesday.

Steve
---------------------- Forwarded by Steven Krimsky/Corp/Enron on 02/16/2001
03:38 PM ---------------------------

"Edward J. Pozzuoli (Paulette R Segal)" <PRS@trippscott.usa.com> on
02/14/2001 01:56:42 PM
To: steven.krimsky@enron.com
cc: TSCS.TSCS-1.ejp@mail4.allegro.net

Subject: Proposed Terms of Engagement

It was a pleasure meeting with you and Debbie on Monday afternoon.  Per our
discussion, enclosed is Tripp Scott's proposed terms of engagement as well as
an abbreviated description of the firm and its key directors.

I look forward to speaking with you soon.

Ed
 - 239299.WPD
 - 239243.WPD


talked to roger again.  give me a call when you get a chance.

Best,
Jeff


f.y.i.

---------------------- Forwarded by Kevin G Moore/HOU/ECT on 01/07/2000 06:03
AM ---------------------------

Kevin G Moore
01/07/2000 06:03 AM
To: Tommy Garza/HOU/ECT@ECT
cc:
Subject: Re: Flat Screens

Thanks Tommy ,
The locations are correct.
EB3131B AND EB3132B.
The persons at the locations
are Trisha Tlapek and Michael Sergeev.

                                 Thanks

Also we need a computer for Roman Zadorozhny
location EB1972B.

Please inform me on this.........

                                   Kevin Moore


---------------------- Forwarded by Kay Mann/Corp/Enron on 12/08/2000 02:07
PM ---------------------------

"George Kutzschbach" <gkutzschbach@fulbright.com> on 12/08/2000 01:55:51 PM
To: areynaud@coral-energy.com, dwhaley@coral-energy.com,
TSeigler@coral-energy.com, Ben.F.Jacoby@enron.com, Kay.Mann@enron.com,
CCampbell@KSLAW.com, JKeffer@KSLAW.com
cc:

Subject: Section 17.4.4 of Facility Agreement

The second sentence of Section 17.4.1 of the Facility Agreement should
be revised to read as follows:

"If the Maximum Liability Amount (less any unpaid portion of the
Purchase Amount) is greater than the Proper Scope Value the difference
between such amount and the Proper Scope Value (the "Refund Amount")
shall be settled between the parties in accordance with Section 17.4.4
below."


I am looking for a 12' - 14' stepladder to use in pruning two crepe myrtles
later in the month.  If you have one I might borrow for 4-5 hours, I would
gladly pick it up and return it to you.

Thanks.

John Borrowman
Damon Court


Attached is a marked version of the Assignment Agreement with our initial
comments.  In addition to the comments marked, we also have a few other
questions.

Although we do not object to it being mentioned twice, why is the lease
assigned pursuant to this Assignment Agreement when there is also a separate
lease assignment agreement?

How was the employment of the persons listed on Exhibit A to the Assignment
Agreemement effected?  Were they terminated or did they resign?  Is there any
documentation regarding this?

We may have further comments after review by Enron and our labor attorney.
Please call Cle at (713) 221-1314 or me at (713) 221-1131 with your comments.

Thanks.

Scott L. Miller
Bracewell & Patterson, L.L.P.
Phone (713) 221-1131
Fax (713) 222-3242
email:  smiller@bracepatt.com

 - Redline AMPS Assignment Agreement.doc


Will do, brother.


I believe ,,I am 7 & 2


Teco Tap       40.000 / Enron ; 110.000 / HPL IFERC


The offer still stands but the location has changed...We're meeting at the
Gingerman instead of Kenneally's (so alas no pizza - but oh, what a selection
of beer).

---------------------- Forwarded by Susan M Scott/HOU/ECT on 08/29/2000 06:05
PM ---------------------------

Susan M Scott
08/29/2000 05:09 PM
To: Darren Maloney/Corp/Enron@ENRON
cc: Ted Noble/HOU/ECT@ECT
Subject: Raincheck

Hey Darren,

I haven't forgotten that I still owe you a birthday beer.  In fact, Ted was
kind enough to point out my failure to do so and add to my already heavy
feelings of guilt.  Anyway, I know you guys are working hard getting your
presentation ready, but if you need a break I'm planning on meeting a friend
at Kenneally's tonight for a little pizza and beer.  Let me know if you have
any interest in collecting...if not, you can just hold on to your raincheck
until another time.

Susan


Sukran and Mark;  We had a good visit with Jeff and Rebecca last week and
heard the good news about their engagement.  They left Sunday morning to go
back to Houston.
     Our heat wave finally broke last night.  We had about 2 weeks of close
to 90 degree weather every day and the heat index climbed over 105 degrees on
many days.  As with most people we stayed close to home.
      I called the Chicago Motor Club and they will send me maps and other
info for your trip up to Minnesota.   It is a beautiful drive particularly
along the Mississippi.
       Don't forget to send me your Flight Number and local takeoff time and
I can keep track of your flight location along the way.  There may be a
problem on a foreign flight but I haven't heard of one.
       We are sure looking forward to meeting Sukran.
      Mother and I send Lots of Love and Kisses to both of you.      Dad


----- Forwarded by Jeff Dasovich/NA/Enron on 04/06/2001 11:59 AM -----

	Jean Munoz <jmunoz@mcnallytemple.com>
	04/06/2001 12:46 PM

		 To: "'Andy Brown (E-mail)'" <ABB@eslawfirm.com>, "'B Brown Andy (E-mail)'"
<andybrwn@earthlink.net>, "'Baker Carolyn (E-mail)'"
<cabaker@duke-energy.com>, "'Bob Escalante (E-mail)'"
<rescalante@riobravo-gm.com>, "'Bob Weisenmiller (E-mail)'"
<rbw@mrwassoc.com>, "'Curtis Kebler (E-mail)'"
<curtis_l_kebler@reliantenergy.com>, "Dean. Nistetter (E-mail)"
<Dean.Nistetter@dynegy.com>, "'Douglas Kerner (E-mail)'" <DKK@eslawfirm.com>,
"'Greg Blue (E-mail)'" <gtbl@dynegy.com>, "'Jan Smutny-Jones (E-mail)'"
<smutny@iepa.com>, "'Jeff Dasovich (E-mail)'" <Jeff.Dasovich@enron.com>,
"'Joe Ronan (E-mail)'" <joer@calpine.com>, "'John Larrea (E-mail)'"
<john.g.larrea@williams.com>, "'John Stout (E-mail)'"
<John_H_Stout@reliantenergy.com>, "'Julee Malinowski-Ball (E-mail)'"
<jmball@ns.net>, "'Kassandra Gough (E-mail)'" <kgough@calpine.com>, "'kent
Palmerton (E-mail)'" <kent.palmerton@williams.com>, "'Lynn Lednicky
(E-mail)'" <lale@dynegy.com>, "Marie Moretti (E-mail 2)"
<mmoretti@mccabeandcompany.net>, "'Marty Wilson (E-mail)'"
<mwilson@pstrategies.com>, "'McNally Ray (E-mail)'"
<rmcnally@mcnallytemple.com>, "''Nam Nguyen' (E-mail)'"
<nam.nguyen@powersrc.com>, "'Norton Kelli (E-mail)'"
<knorton@mcnallytemple.com>, "'Paula Hall-Collins (E-mail)'"
<paula.hall-collins@williams.com>, "'Pigott Jack (E-mail)'"
<jackp@calpine.com>, "'Richard Hyde (E-mail)'" <rwhyde@duke-energy.com>,
"'Roger Pelote (E-mail)'" <roger.pelote@williams.com>, "'Stephanie-Newell
(E-mail)'" <stephanie-newell@reliantenergy.com>, "'Sue Mara (E-mail)'"
<smara@enron.com>, "'Tom Ross (E-mail)'" <tross@mcnallytemple.com>, "Tom
Williams (E-mail)" <tcwillia@duke-energy.com>, "'Alex Sugaoka (E-mail)'"
<alex.sugaoka@uaecorp.com>, "'Bill Carlson (E-mail)'"
<william_carlson@wastemanagement.com>, "'Bill Woods (E-mail)'"
<billw@calpine.com>, "'Bob Ellery (E-mail)'" <bellery@spi-ind.com>, "'Bob
Gates (E-mail)'" <bob.gates@enron.com>, "'Cody Carter (E-mail)'"
<cody.carter@williams.com>, "'Curt Hatton (E-mail)'"
<Curt.Hatton@gen.pge.com>, "'David Parquet'" <david.parquet@enron.com>,
"'Dean Gosselin (E-mail)'" <dean_gosselin@fpl.com>, "'Doug Fernley (E-mail)'"
<fernley.doug@epenergy.com>, "'Duane Nelsen (E-mail)'"
<dnelsen@gwfpower.com>, "'Ed Tomeo (E-mail)'" <ed.tomeo@uaecorp.com>,
"'Eileen Koch (E-mail)'" <eileenk@calpine.com>, "'Eric Eisenman (E-mail)'"
<eric.eisenman@gen.pge.com>, "'Frank DeRosa (E-mail)'"
<frank.derosa@gen.pge.com>, "Frazier Blaylock (E-mail)"
<frazier_blaylock@ogden-energy.com>, "'Hap Boyd (E-mail)'"
<Hap_Boyd@enron.com>, "'Hawks Jack (E-mail)'" <jack.hawks@gen.pge.com>, "'Jim
Willey (E-mail)'" <elliottsa@earthlink.net>, "'Joe Greco (E-mail)'"
<jgreco@caithnessenergy.com>, "'Jonathan Weisgall (E-mail)'"
<jweisgall@aol.com>, "'Kate Castillo (E-mail)'" <CCastillo@riobravo-gm.com>,
"'Kelly Lloyd (E-mail)'" <kellyl@enxco.com>, "'Ken Hoffman (E-mail)'"
<khoffman@caithnessenergy.com>, "'Kent Fickett (E-mail)'"
<kfickett@usgen.com>, "'Lynn Lednicky (E-mail)'"
<lynn.a.lednicky@dynegy.com>, "'Marty McFadden (E-mail)'"
<marty_mcfadden@ogden-energy.com>, "'Paula Soos'"
<paula_soos@ogden-energy.com>, "'Randy Hickok (E-mail)'"
<rjhickok@duke-energy.com>, "Rick S. Koebbe (E-mail)"
<rskoebbe@powerworksinc.com>, "'Rob Lamkin (E-mail)'"
<rllamkin@seiworldwide.com>, "'Ross Ain (E-mail)'" <ain@worldnet.att.net>,
"'Steve Iliff'" <siliff@riobravo-gm.com>, "'Steve Ponder (E-mail)'"
<steve_ponder@fpl.com>, "'Tony Wetzel (E-mail)'" <twetzel@thermoecotek.com>,
"'William Hall (E-mail)'" <wfhall2@duke-energy.com>,
<trusso@mcnallytemple.com>, <sadlersa@earthlink.net>, <mstultz@epsa.org>,
<rtemple@mcnallytemple.com>, <tracy.fairchild@edelman.com>,
<megan.beiser@edelman.com>, <deborah.fiorito@dynegy.com>, <lchurch@epsa.org>,
Katie Kaplan <kaplan@iepa.com>, <tcwillia@duke-energy.com>,
<rwhyde@duke-energy.com>, Beth Miller <bam_miller@hotmail.com>,
<rlapsley@yahoo.com>, Jonathan Wilcox <wilcoxjr@earthlink.net>
		 cc:
		 Subject: PG&E Files Chapter 11

Pacific Gas and Electric Company Files for Chapter 11 Reorganization

Business Wire
04/06/01, 12:34p
(Copyright , 2001, Business Wire)

SAN FRANCISCO--(BUSINESS WIRE)--April 6, 2001--Pacific Gas and Electric
Company, the utility unit of PG&E Corporation (NYSE: PCG), today filed for
reorganization under Chapter 11 of the U.S. Bankruptcy Code in San Francisco
bankruptcy court. The company said it is taking this action in light of its
unreimbursed energy costs which are now increasing by more than $300 million
per month, continuing CPUC decisions that economically disadvantage the
company, and the now unmistakable fact that negotiations with Governor Gray
Davis and his representatives are going nowhere.

Neither PG&E Corporation nor any of its other subsidiaries, including its
National Energy Group, have filed for Chapter 11 reorganization or are
affected by the utility's filing.

"We chose to file for Chapter 11 reorganization affirmatively because we
expect the court will provide the venue needed to reach a solution, which
thus far the State and the State's regulators have been unable to achieve,"
said Robert D. Glynn, Jr., Chairman of Pacific Gas and Electric Company. "The
regulatory and political processes have failed us, and now we are turning to
the court."

Glynn added, "Our objective is to move through the Chapter 11 reorganization
process as quickly as possible, without disruption to our operations or
inconvenience to our customers. Throughout this crisis, our 20,000 employees
have been and remain committed to providing safe and reliable service to the
13 million Californians who depend on us to deliver their gas and
electricity."

Pacific Gas and Electric Company decided to file for the protection of
Chapter 11 primarily due to:

   --  Failure by the state to assume the full procurement
       responsibility for Pacific Gas and Electric's "net open
       position" as was provided under AB1X. This has the result of
       increasing financial exposure to unreimbursed wholesale energy
       procurement costs, which the utility estimates to be
       approximately $300 million or more per month.

   --  The impact of actions by the California Public Utilities
       Commission (CPUC) on March 27, 2001, and April 3, 2001, that
       created new payment obligations for the company and undermined
       its ability to return to financial viability.

   --  Lack of progress in negotiations with the state to provide
       recovery of $9 billion in wholesale power purchases made by
       the utility since June 2000, which have not been recoverable
       in frozen rates.

   --  The adoption by the CPUC of an illegal and retroactive
       accounting change that would appear to eliminate our true
       uncollected wholesale costs.

"In addition, despite Pacific Gas & Electric's best efforts to work with the
State of California to reach a consensual, responsible, fair and
comprehensive solution to California's energy crisis, no agreement has been
reached with the Governor and the Governor's representatives have
dramatically slowed the pace and the progress of discussions over the past
month.

"Furthermore since last fall, we have filed comprehensive plans for resolving
this matter with the CPUC, but they have not acted affirmatively on them,"
said Glynn.

On October 4, 2000, Pacific Gas and Electric sought emergency rate action by
the CPUC. In November 2000, we filed our rate stabilization plan, which, if
adopted, would have increased electric prices by an initial 25 percent,
compared with the 46 percent recently adopted by the CPUC. Neither request
was acted upon. Had the state acted at that time:

-- Pacific Gas and Electric would have been kept creditworthy;

   --  Pacific Gas and Electric would have been able to enter into
       long-term power purchase contracts at prices lower than those
       announced by the state;

   --  The state would not have had to almost exhaust the state's
       budget surplus by spending billions of dollars to purchase
       power for the utility's customers;

   --  The state would not now need to issue billions of dollars in
       bonds to cover these power purchases; and

   --  The state would not now be advancing a proposal to spend
       billions of dollars to purchase the state's three
       investor-owned utility's electric transmission systems.

"This year, the state has spent more than $3 billion on power purchases and,
with the CPUC, has arranged to be reimbursed for these expenses," noted
Glynn. "In contrast, since June Pacific Gas and Electric Company has spent $9
billion in excess of revenues to pay for power for its customers and
exhausted its ability to continue borrowing, but there has been no progress
on a plan to reimburse it for those expenditures as provided by law.

"Statements by the Governor and other public officials since last September
gave us reason to believe that a solution could be reached outside the
context of Chapter 11 that would restore the utility's financial viability
and enable it to meet its financial obligations equitably. However, these
statements have not been followed up by constructive actions, and a
reorganization in Chapter 11 is now the most feasible means of resolution."

The utility will utilize existing resources to continue operating its
business during bankruptcy, including paying vendors and suppliers in full
for goods and services received after the filing. The utility will pay
electric commodity suppliers as provided by law. The utility intends to
continue normal electric and gas transmission and distribution functions
during the Chapter 11 process. Employees will continue to be paid. Health
care plans and other benefits for employees and most retirees will continue.
The utility's qualified retirement plans for retirees and vested employees
are fully funded and protected by federal law.

Notice

A media teleconference will be held today at 10:15 A.M. Pacific Daylight Time
to discuss this announcement. Pacific Gas and Electric Company Chairman
Robert D. Glynn, Jr., and Pacific Gas and Electric Company President and CEO
Gordon R. Smith will be available for questions. The dial-in number is
888/469-2078, and the password for access is "media." An investment community
conference call to discuss Pacific Gas and Electric Company's Chapter 11
filing has been scheduled for 11:15 A.M. Pacific Daylight Time today. A
real-time webcast of this conference call can be accessed at www.pgecorp.com.

  CONTACT: PG&E Corporation
           News Department 415/973-5930


Transwestern's average deliveries to California were 884 MMBtu/d (81%), with San Juan lateral throughput at 773 MMBtu/d.  Total East deliveries averaged 391 MMBtu/d.

El Paso's average deliveries to California were 1896 MMBtu/d (65%):
- PG&ETop, capacity of 1140 MMBtu/d, deliveries of 608 MMBtu/d (53%)
- SoCalEhr, capacity 1250 MMBtu/d, deliveries of 863 MMBtu/d (69%)
- SoCalTop, capacity 540 MMBtu/d, deliveries of 425 MMBtu/d (79%)

Friday's posted Gas Daily prices:
	SoCal gas, large pkgs	  3.18 (+.375)
	PG&E, large pkgs	  3.18 (+.37)
	San Juan (non-Bondad)	  3.015 (+.325)
	TW Permian		  3.04 (+.40)


Attention POWER REPORT Readers: Go to
http://www.powermarketers.com/prdaily.htm to view today's edition with direct
headline links to each story.]

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CRISIS AND OPPORTUNITY:  POWER MARKETS 2001
http://www.pmaconference.com/0103Agenda.pdf

Every day the headlines bring us more information:

-- Western governors are petitioning for streamlining of permitting for new
powerplants.
-- The availability of sufficient natural gas to serve Northeastern plants is
being questioned
-- The law which requires sales to bankrupt California utilities is slated
for revokation.
--  Hydroelectric plants which were considered candidates for decommissioning
are now likely to continue operating.
--  Microturbines, originally thought to be a niche market, seem set to make
dramatic market inroads.

You can find the individual stories at  http://www.powermarketers.com.   To
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--------------------T O P S T O R I E S--------------------

Top Stories (February 14)

CALIFORNIA GOVERNOR REQUESTS ADDITIONAL $500 MILLION TO BUY ENERGY
As Gov. Gray Davis works to craft a bailout plan for California's two largest
electric utilities, California's fledgling foray into the power business is
coming at an ever more expensive price that is nearing $2 billion.
http://199.97.97.163/IMDS%PMAKRT0%read%/home/content/users/imds/feeds/knightri
dder/2001/02/14/krtbn/0000-0350-SJ-ENERGY

CALIFORNIA CONSIDERS BUYING POWER LINES AMID CHANCE OF LOSING PRICE CAP
With a potential legal guillotine looming on Monday, Gov. Gray Davis is
trying to piece together the framework of a utility bailout that includes a
state purchase of privately owned electricity transmission lines in exchange
for a series of concessions from Pacific Gas & Electric Co. and Southern
California Edison.
http://199.97.97.163/IMDS%PMAKRT0%read%/home/content/users/imds/feeds/knightri
dder/2001/02/14/krtbn/0000-0358-SJ-POWER-LINES

BORALEX INC. TO ACQUIRE 2 POWER PLANTS IN VERMONT
Boralex Inc. has agreed in principle to acquire two power facilities in
Vermont from Citizens Utilities.
http://199.97.97.79/IMDS%PMADJN0%read%/home/content/users/imds/feeds/djn/2001/
02/14/eng-djn/eng-djn_112028_70_7387464866042

UTILITY COMPANY BOWS OUT OF PENNSYLVANIA ELECTRICITY MARKET
PG Energy is getting out of the electricity business this year. That leaves
the company's residential customers who live in the PPL service area with
three options, according to a state Web site.
http://199.97.97.163/IMDS%PMAKRT0%read%/home/content/users/imds/feeds/knightri
dder/2001/02/14/krtbn/0000-0514-WB-ELECTRIC

GREEN MOUNTAIN ENERGY COMPANY WINS OVER 400,000 OHIO CUSTOMERS UNDER
COUNTRY'S LARGEST ENERGY AGGREGATION CONTRACT
Green Mountain Energy Company, featuring the leading brand of cleaner and
renewable energy, today was selected to serve over 400,000 Ohio electricity
customers in the country's largest-ever energy aggregation contract.
http://199.97.97.163/IMDS%PMANAT0%read%/home/content/users/imds/feeds/prnewswi
re/2001/02/14/tXbXo/2757-0651-TX-Green-Mountain-Co..photo.

NYISO: NYC NEEDS ANOTHER 296 MW TO MEET SUMMER POWER DEMAND
The operator of New York's bulk power grid said Wednesday New York City must
add more generation to meet projected electricity demand this summer.
http://199.97.97.79/IMDS%PMADJN0%read%/home/content/users/imds/feeds/djn/2001/
02/14/eng-djn/eng-djn_210039_24_9287815438583

----------------------------------------------------------------------
DOW JONES NEWSWIRES
----------------------------------------------------------------------
Access stories online at:
http://199.97.97.79/IMDS|PMADJN0,PMADJN1,PMADJN2,PMADJN3,PMADJN4|index

NYISO: NYC Needs Another 296 MW To Meet Summer Pwr Demand

Winstar Comm To Connect To LighTrade Pooling Points

EEI: Elec Output Report For Wk Ended Feb 17 Delayed 1 Day

EEI: US Electric Output For Wk Ended Feb 10 Up 1.6% On Yr

Colorado PUC:XCel Energy Can Upgrade 115KV Line By Summer

Green Mtn Energy Gets Deal To Serve 450K Ohio Customers

Families Of Miami Men To Get $96M In Frozen Cuba Assets

LIPA Raising Plant Capacity To Meet Summer Energy Needs

Merrill, BNP Paribas Analysts Cautious On Edison, PG&E

Brink Looms After California Utility's Day In Court

Keyspan, Elec Workers Reach Agreement To Avert Strike

US Weather:Showers Cover Southern Half Of Nation

Spain's Regulator Sparks Problems For Ferroatlantica

Boralex Inc./Buy -2: Sees C$600,000 EBITDA Boost >BLX.A

EnBW Not Giving Up On Spain's Cantabrico Despite Setback

Boralex Inc. To Acquire 2 Power Plants In Vermont >BLX.A

Edison Intl: No Decision From Banks On Extending Credit

Ferroatlantica To Wait For CNMV Decision On RWE Bid>G.RWE

Endesa's Opciona.com Chosen For Internet-based Elec Mkt

Spanish Press:Cantabrico Chmn Sees "Economic Rationality"

India Press:Marathon Oil In Race For Enron Oil Stake

FREE TRIAL: For a free trial of the Dow Jones Energy Service go to
www.dowjonesnews.com, and click "create account," or call
1-800-223-2274.

----------------------------------------------------------------------
N A T I O N A L
----------------------------------------------------------------------
Access stories online at: http://www.powermarketers.com/pma-nat.htm

Calif's 30th Consecutive Power Alert

Power Needs, Clean Air Standards Clash

Progress Energy Completes $3.2 Billion Bond Offering

American Pacific Claims Unjust, Unreasonable Electric Rates

Top Energy Summaries - Wednesday, February 14, 2001 - 5:20 PM

Senate Agrees To Power Deregulation Delay

-OPTIRON ISSUES A BILLING AND CUSTOMER CARE CHALLENGE TO THE UTILITY INDUSTRY

Great River Energy Issues RFP Seeking Power Supply Resources

Atmos Energy Declares Dividend

Account4 Selected to Power It for Philadelphia Gas Works

Power Supply Should Exceed Demand in New England Experts Predict No Poblems
During Summer

Dencor Energy Cost Controls Inc - Planned Merger with Reliable Power Systems

Energy Update/Los Angeles Department of Water And Power Daily Energy Update
for Wednesday, Feb. 14, 2001

Reliant Energy Minnegasco Launches Newly Designed Web Site; New Features
Designed to Improve Experience for Customers

Top Energy Summaries - Wednesday, February 14, 2001 - 2:25 PM

Repeats: Energy Volume And Open Interest Totals-Feb 14

Green Mountain Energy Company Wins Over 400,000 Ohio Customers under
Country's Largest Energy Aggregation Contract

Puco Chairman Schriber to Present Testimony to House Subcommittee on Energy
And Air Quality on Ohio's Power Siting Process

Cal-ISO Directs SCE to Curtail Some Customers; Conservation Urged As State
Faces Energy Shortfall

Up Next: Solvent Utility Firms

Long Island Power Authority Proposes New Plants

Fitch Publishes Credit Update Report on Lubbock Power & Light

Blue Dolphin Energy Company

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Ohio Electric Choice Campaign Is Off to A Great StartOhio Electric Choice
Provides "State of The Education Campaign" Update

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And Supply Activists Are Prepared to Oppose The Move to Coal

Utility Offers Farmers a Deal Regulators Still Have to Approve Idaho Power
Plan

Power Suppliers Must Sell to California Judge Extends Temporary Order

Idaho Oks 29% Rate Increase for Avista Power Company Has No Control Over Cost
of Gas, Puc Says

Proton Energy Systems Awarded Key Patents for Lower Cost Hydrogen Production
And Purification

Power Prices at New Plant Can't Be Set Natural Gas Cost Predicted to Drop for
Canyon Site

Cambridge Energy Corp - Stuart Brown Consulting Corporation Issues Report on
Company

Equatorial Energy Inc - Closes Financing

El Paso Energy Partners, L.P. Announces Highlights of February 14 Analyst
Meeting

Power Measurement/Operation Technology Partnership Combines Energy Metering
with Real-Time AnalysisAlliance to Provide Complete, Intelligent Energy
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Interview with Electric City CEO John Mitola on Ceocast.Com; Interview
Available to Listeners at Financial Forum Website

Stuart Brown Consulting Corporation Issues Report on Cambridge Energy
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Docucorp And Vectren Announce Multi-Year Asp Contract; Vectren's Energy
Subsidiaries Will Outsource Bill Production, Distribution And Offer Ebpp

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Us: Uqu Compressor Drive Motors for Ford's Fuel Cell Vehicles

Us: Potomac Electric to Buy Conectiv for $2.2b

Longer Hours for Calif Power Plants

Whistle-Blower Wins Ruling Vs. GA. Power

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Letters from Our Readers ; Solar Power Is Abundant Here

Thermo Electron Cutting Power Unit

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Calif. Bill Could Create New State Power Transmission Authority

----------------------------------------------------------------------
I N T E R N A T I O N A L
----------------------------------------------------------------------
Access stories online at: http://www.powermarketers.com/pma-intr.htm

Edesur Signs Energy Efficiency Agreements - Argentina

Codelco Putting US$1.3bn Power Contract Out to Tender - Chile

CST Seeks Partner for Power Plants - Brazil

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Scpl, Gamesa to Install 16 Wind Turbines Feb. - Argentina

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Eletrobras to Market Energy from Nuclear Plants - Brazil

Cassol Plans Hydro Inauguration Jan.20 - Brazil

Bes Recommends Generation Sector - Brazil

Pemex Makes Natural Gas Contracts More Flexible

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Icsid Dismisses Malaysian Power Firm's Claims Against Tanzania

Mirant CFO Will Speak at Ubs Warburg Energy Conference

Brazil: Cpfl Investing in Electric Power Generation

Natural gas prices skyrocket

Top Energy Summaries - Wednesday, February 14, 2001 - 12:16 PM

Drnec Lashes Out at Rival Energy Drinks

Genrad Signs Global Contract with Celestica And Launches Next-Generation Mes
Platform

Iasiaworks Deploys Asia's Most-Advanced Data Center Power Design; Piller UPS
to Guarantee Continuous Services And Operating Efficiency

Hafslund Q4 boosted by active Norway power generation, U.S. energy trading

FX Energy Updates Operations in Poland

German regional utility EnBW still interested in Hidrocantabrico

Italys's ENI signs MoU to build power plant in Nigeria

Solar Energy to Be Widely Used in Buildings

China Power Finance to Acquire 4 Firms, Will Become Country's Biggest Finance
Player

Electricity Generating acquires 60 pct stake in power plant

Japan Govt Tender - RF Power Amplifier

Hokkaido, Sakhalin Discuss More Japan Investment in Energy.

Pakistan Govt to Seek Approval for 8 Hydro Plant Sites

----------------------------------------------------------------------
KRT DAILY ENERGY NEWS
----------------------------------------------------------------------
Access stories online at http://www.powermarketers.com/pma-krt.htm

Utility Company Bows Out of Pennsylvania Electricity Market

Power Plant Proliferate Across Gas-Rich Oklahoma Region

Gas Consumers in United Kingdom Face Higher Bills

Bid Battle Heats Up for United Kingdom-Based Yorkshire Utility

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Spanish Electricity Giant Endesa Becomes Bid Target After Failed Merger

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California's Growing Silicon Valley Guzzling Power at High Speeds

California Considers Buying Power Lines Amid Chance of Losing Price Cap

California Governor Requests Additional $500 Million to Buy Energy

Texas Senator Criticizes Clinton's Order on Natural-Gas Supplies to California

Washington State Lawmaker Proposes Tax Break for New Power Plants

West Coast's Energy Hunt Renews Interest in Nuclear Solutions

Geothermal Systems Develop a Following Among Illinois Homeowners

ST. Charles, Colo., Residents Support Construction of Sewage Treatment Plant

Deregulation Fuels Salt Lake City-Based Utility's Profits

California Utility Companies Scramble to Lobby Legislators, Appease Creditors

Federal Judge Expected to Rule on California Utility Lawsuit

Washington Utility to Buy New Jersey Utility for $2.2 Billion

Mid-Atlantic Electric Utility Makes Bid for Delaware-Based Conectiv

California Judge Says Utilities Can't Pass Along Power Costs to Consumers

New Jersey Colleges Pledge to Cut Back Energy Use

New Massachusetts Energy Parent Company Introduces Deferred Billing Plan

New England Leaders Dismiss Foreshadowing of California Energy Crisis

Evening Standard, London, Andrew Smithers Column

Canadian Company Produces Efficient, Durable Fuel Cells

Superior, Wis., Lab Puts Fuel to the Test

California Officials Struggle to Prevent Energy Crisis

Ge's Power Systems Unit Moves Headquarters from Schenectady, N.Y., to Atlanta

Latham, N.Y.-Based Fuel Cell Maker Posts $22.3 Million Loss in Quarter

----------------------------------------------------------------------
REUTERS
----------------------------------------------------------------------
Access stories online at: http://207.32.82.57/news/ElectricPower.html

PG&E mulls debt restructure, banks won't move on unit

Brazil holds power line auction, contest thin

Turkish MPs extend power deregulation tender process

RPT-INTERVIEW-Enron business model almost limitless-CEO

Canada natgas prices mixed ahead of storage report

US Corp Bonds-Progress progresses, market regresses

Great River looks for 200-300 MW of Minn. power

INTERVIEW-Enron lauds Germany's open power market resolve

NY to revise energy plan early due to high power demand

El Paso concerned by growing Calif. credit risk

U.S. Enron worried by German power sector integration

UPDATE 2-Calif. pleads for power savings to avoid blackouts

NewPower posts quarterly loss

Group lays out plan for clean energy in U.S. Midwest

Ukraine PM wants top energy officials sacked

S&P rates Progress Energy $3.2 bln notes BBB

S&P comments on KeySpan Corp KeySpan Corp. corporate credit rating: A/Stable/A

McCook declines comment on Alcoa's Longview cuts

UPDATE 1-PG&E mulls debt restructure, banks won't move on unit

UPDATE 2-PG&E says banks won't move on unit,may restructure debt

Does the bell toll for NJ electricity deregulation?

Cleco files shelf for $150 mln in stock, debt

Nuclear watchdog: Iraq cooperated with inspection

Hard to pin blame for California power plant shutdowns

UPDATE 1-Peabody earnings eased in December quarter

UPDATE 3-Progress Energy sells $3.2 bln bonds after merger

UK consumer body warns energy firms over mis-selling

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NUTS AND BOLTS OF RETAILING. What it takes to put an energy retailing
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RETAIL: WHAT WENT WRONG, HOW TO FIX IT. Retail electric deregulation has thus
far been an underwhelming success, but a great deal has been learned, and it
is eminently fixable. By Dr. John O'Brien, Principal, Skipping Stone

MANAGING BILLING. The complex requirements for managing billing and
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CIS and CRM technology. Energy Retailers must embrace the next evolution of
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THE INTERNET AND THE VELOCITY FACTOR. Greater price transparency, faster
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