that is correct until monday morning.  tuesday may change.

Chris.Germany@enron.com on 02/25/2000 11:53:14 AM
Please respond to Chris.Germany@enron.com

To: Steve.Gillespie@enron.com, Joe.A.Casas@enron.com, Kim Novsek
Bizik/CES/ColumbiaGas@COLUMBIAGAS
cc: Tricia.Bowen@enron.com
Subject: February 2000 Deliveries to CGE

Steve is showing the following volumes for Texas Gas Zone 4
     26th 27th 28th 29th
Dayton    803  1309 1309 1309
CG&E 500  500  500  500

I'm using the volumes above in Sitara.  Kim, Joe, just let me know if the
volumes are different.  I realize Tues may change Mon morning.  That's ok.

Thanks

---------------------- Forwarded by Chris Germany/HOU/ECT on 02/25/2000 10:45
AM
---------------------------

Joe A Casas
02/25/2000 08:37 AM

To:   Chris Germany/HOU/ECT@ECT, Steve Gillespie/Corp/Enron@ENRON, Tricia
      Bowen/HOU/ECT@ECT
cc:
Subject:  February 2000 Deliveries to CGE

---------------------- Forwarded by Joe A Casas/HOU/ECT on 02/25/2000 08:35 AM
---------------------------

knovsek@columbiaenergygroup.com on 02/25/2000 08:35:04 AM

To:   " - *jcasas2@enron.com" <jcasas2@enron.com>
cc:   " - *Stiles, Marianne" <mstiles@columbiaenergygroup.com>, " - *Porter,
      Jeffrey" <jporte1@columbiaenergygroup.com>, " - *Perrone, Brian"
      <bperron@columbiaenergygroup.com>, " - *Kinney, Doug"
      <dkinney@columbiaenergygroup.com>, " - *Dalphon, Charles"
      <cdalpho@columbiaenergygroup.com>, " - *Bartlo, Noel"
      <nbartlo@columbiaenergygroup.com>
Subject:  February 2000 Deliveries to CGE

Hi Joe.  Effective the 26th - 29th,  please reduce the deliveries to CGE from
950 dth per day to 500 dth per day.  Thanks.


I have added my comments in capital letters below.  This is in addition to
the email agreeing with what Frank Vickers sent to you to which I responded.

	Jeff Dasovich@ENRON
	Sent by: Jeff Dasovich@ENRON
	12/29/2000 10:11 AM

		 To: Alan Comnes/PDX/ECT@ECT, Beverly Aden/HOU/EES@EES, Brenda
Barreda/HOU/EES@EES, Carol Moffett/HOU/EES@EES, Cathy Corbin/HOU/EES@EES,
Chris H Foster/HOU/ECT@ECT, Christina Liscano/HOU/EES@EES, Dan
Leff/HOU/EES@EES, Debora Whitehead/HOU/EES@EES, Dennis Benevides/HOU/EES@EES,
Don Black/HOU/EES@EES, Dorothy Youngblood/HOU/ECT@ECT, Edward
Sacks/Corp/Enron@ENRON, Eric Melvin/HOU/EES@EES, Erika Dupre/HOU/EES@EES,
Evan Hughes/HOU/EES@EES, Fran Deltoro/HOU/EES@EES, Frank W
Vickers/HOU/ECT@ECT, Gayle W Muench/HOU/EES@EES, Ginger
Dernehl/NA/Enron@ENRON, Gordon Savage/HOU/EES@EES, Harold G
Buchanan/HOU/EES@EES, Harry Kingerski/NA/Enron@ENRON, Iris Waser/HOU/EES@EES,
James D Steffes/NA/Enron@ENRON, James W Lewis/HOU/EES@EES, Jeremy
Blachman/HOU/EES@EES, Jess Hewitt/HOU/EES@EES, Joe Hartsoe/Corp/Enron@ENRON,
Karen Denne/Corp/Enron@ENRON, Kathy Bass/HOU/EES@EES, Kathy
Dodgen/HOU/EES@EES, Ken Gustafson/HOU/EES@EES, Kevin Hughes/HOU/EES@EES,
Leasa Lopez/HOU/EES@EES, Leticia Botello/HOU/EES@EES, Mark S
Muller/HOU/EES@EES, Marsha Suggs/HOU/EES@EES, Marty Sunde/HOU/EES@EES,
Meredith M Eggleston/HOU/EES@EES, mpalmer@enron.com, Neil
Bresnan/HOU/EES@EES, Neil Hong/HOU/EES@EES, Paul Kaufman/PDX/ECT@ECT, Paula
Warren/HOU/EES@EES, Richard Shapiro/NA/Enron@ENRON, Rita
Hennessy/NA/Enron@ENRON, Robert Badeer/HOU/ECT@ECT, Roger Yang/SFO/EES@EES,
Rosalinda Tijerina/HOU/EES@EES, Sandra McCubbin/NA/Enron@ENRON, Sarah
Novosel/Corp/Enron@ENRON, Scott Gahn/HOU/EES@EES, Scott Stoness/HOU/EES@EES,
Sharon Dick/HOU/EES@EES, skean@enron.com, Susan J Mara/NA/Enron@ENRON, Tanya
Leslie/HOU/EES@EES, Tasha Lair/HOU/EES@EES, Ted Murphy/HOU/ECT@ECT, Terri
Greenlee/NA/Enron@ENRON, Tim Belden/HOU/ECT@ECT, Tony Spruiell/HOU/EES@EES,
Vicki Sharp/HOU/EES@EES, Vladimir Gorny/HOU/ECT@ECT, Wanda Curry/HOU/EES@EES,
William S Bradford/HOU/ECT@ECT, Jeff Messina/HOU/EES@EES, Douglas
Huth/HOU/EES@EES, Richard Leibert/HOU/EES@EES, Scott Gahn/HOU/EES@EES,
Michael Mann/HOU/EES@EES, Angela Schwarz/HOU/EES@EES, Craig H
Sutter/HOU/EES@EES, Richard L Zdunkewicz/HOU/EES@EES, Bill Votaw/HOU/EES@EES,
James Wright/Western Region/The Bentley Company@Exchange, Christopher F
Calger/PDX/ECT@ECT, Frank W Vickers/HOU/ECT@ECT, Chris H Foster/HOU/ECT@ECT,
Tim Belden/HOU/ECT@ECT, Robert Badeer/HOU/ECT@ECT, Michael
Etringer/HOU/ECT@ECT, Michelle D Cisneros/HOU/ECT@ECT, Tim
Belden/HOU/ECT@ECT, Phillip K Allen/HOU/ECT@ECT, David Parquet/SF/ECT@ECT,
Marty Sunde/HOU/EES@EES, William S Bradford/HOU/ECT@ECT, Scott
Stoness/HOU/EES@EES, Dennis Benevides/HOU/EES@EES, Robert Badeer/HOU/ECT@ECT,
Jeff Dasovich/NA/Enron@Enron, Sandra McCubbin/NA/Enron@Enron, Susan J
Mara/NA/Enron@ENRON, Richard Shapiro/NA/Enron@Enron, James D
Steffes/NA/Enron@Enron, Paul Kaufman/PDX/ECT@ECT, Mary Hain/HOU/ECT@ECT, Joe
Hartsoe/Corp/Enron@ENRON, Mark Palmer/Corp/Enron@ENRON, Karen
Denne/Corp/Enron@ENRON, Paul Smith/HOU/EES@EES, Mike D Smith/HOU/EES@EES,
Mark Schroeder/LON/ECT@ECT
		 cc:
		 Subject: Meeting with Governor Davis, need for additional
comments/suggestions

All:

Please see attached materials from Steve Kean.  Ken Lay and Steve Kean met
yesterday with the Governor of California and his policy director to discuss
solutions to California's energy problems. The meeting was very
constructive.  Ken Lay and Steve offered some of Enron's proposed solutions
and the Governor discussed the options he's considering.  We've been asked to
provide--by Tuesday--feedback on his proposals.  The turn-around time is
tight, particularly in light of the holiday.  We'll need your feedback by COB
Monday.  If at all possible, if folks can group their feedback, comments and
suggestions and foward them along to me, that would be very helpful.  If
there is anyone else that you think ought to receive this information, please
forward along.  Thanks very much for you help.

Best,
Jeff
----- Forwarded by Jeff Dasovich/NA/Enron on 12/29/2000 11:33 AM -----

	Steven J Kean
	12/28/2000 09:19 PM

		 To: Tim Belden/HOU/ECT@ECT, Phillip K Allen/HOU/ECT@ECT, David
Parquet/SF/ECT@ECT, Marty Sunde/HOU/EES@EES, William S Bradford/HOU/ECT@ECT,
Scott Stoness/HOU/EES@EES, Dennis Benevides/HOU/EES@EES, Robert
Badeer/HOU/ECT@ECT, Jeff Dasovich/NA/Enron@Enron, Sandra
McCubbin/NA/Enron@Enron, Susan J Mara/NA/Enron@ENRON, Richard
Shapiro/NA/Enron@Enron, James D Steffes/NA/Enron@Enron, Paul
Kaufman/PDX/ECT@ECT, Mary Hain/HOU/ECT@ECT, Joe Hartsoe/Corp/Enron@ENRON,
Mark Palmer/Corp/Enron@ENRON, Karen Denne/Corp/Enron@ENRON
		 cc:
		 Subject: Meeting with Governor Davis, need for additional
comments/suggestions

We met with Gov Davis on Thursday evening in LA.  In attendance were Ken Lay,
the Governor, the Governor's staff director (Kari Dohn) and myself.  The gov.
spent over an hour and a half with us covering our suggestions and his
ideas.  He would like some additional thoughts from us by Tuesday of next
week as he prepares his state of the state address for the following Monday.
Attached to the end of this memo is a list of solutions we proposed (based on
my discussions with several of you) as well as some background materials Jeff
Dasovich and I prepared.  Below are my notes from the meeting regarding our
proposals, the governor's ideas, as well as my overview of the situation
based on the governor's comments:

Overview:   We made great progress in both ensuring that he understands that
we are different from the generators and in opening a channel for ongoing
communication with his administration. The gov does not want the utilities to
go bankrupt and seems predisposed to both rate relief (more modest than what
the utilities are looking for) and credit guarantees.  His staff has more
work to do on the latter, but he was clearly intrigued with the idea.  He
talked mainly in terms of raising rates but not uncapping them at the retail
level.  He also wants to use what generation he has control over for the
benefit of California consumers, including utility-owned generation (which he
would dedicate to consumers on a cost-plus basis) and excess muni power
(which he estimates at 3000MW).  He foresees a mix of market oriented
solutions as well as interventionist solutions which will allow him to fix
the problem by '02 and provide some political cover.
Our proposals:  I have attached the outline we put in front of him (it also
included the forward price information several of you provided).  He seemed
interested in 1) the buy down of significant demand, 2) the state setting a
goal of x000 MW of new generation by a date certain, 3) getting the utilities
to gradually buy more power forward and 4) setting up a group of rate
analysts and other "nonadvocates" to develop solutions to a number of issues
including designing the portfolio and forward purchase terms for utilities.
He was also quite interested in examining the incentives surrounding LDC gas
purchases.   As already mentioned, he was also favorably disposed to finding
some state sponsored credit support for the utilities.
His ideas:  The gov read from a list of ideas some of which were obviously
under serious consideration and some of which were mere "brainstorming".
Some of these ideas would require legislative action.
State may build (or make build/transfer arrangements) a "couple" of
generation plants.  The gov feels strongly that he has to show consumers that
they are getting something in return for bearing some rate increases.  This
was a frequently recurring theme.

WE WOULD BE HAPPY TO DO THIS.  MUST DEAL WITH CREDIT ISSUES IN OUR LIFE
TIME.  NOTE THAT WE ARE TALKING TO SCE ABOUT A TOLLING AGT FROM LV COGEN.
CREDIT ISSUES ARE OPEN.

Utilities would sell the output from generation they still own on a cost-plus
basis to consumers.
Municipal utilties would be required to sell their excess generation in
California.
State universities (including UC/CSU and the community colleges) would more
widely deploy distributed generation.
Expand in-state gas production.
Take state lands gas royalties in kind.
negotiate directly with tribes and state governments in the west for
addtional gas supplies.
Empower an existing state agency to approve/coordinate power plant
maintenance schedules to avoid having too much generation out of service at
any one time.

THIS IS DONE NOW BY THE ISO

Condition emissions offsets on commitments to sell power longer term in state.

DO NOT THINK THIS WILL GO TOO FAR AS EMISSIONS OFFSETS ARE A FEDERAL ISSUE.
HOWEVER, THERE ARE A NUMBER OF THINGS THAT THE STATE COULD DO TO PROMOTE ERCS
(SEE PREVIOUS ISSUES DISCUSSED WITH STATE OFFICIALS, INCLUDING STEVENS, ET
AL.  SORRY I DO NOT HAVE THE DOC ON MY VACATION.  ASK SAM FOR A COPY OF HIS
SPECIFIC SUGGESTIONS.)  THIS PROMOTION COULD BE CONDITIONED ON SELLING IN
STATE.

Either eliminate the ISO or sharply curtail its function -- he wants to hear
more about how Nordpool works(Jeff- someone in Schroeder's group should be
able to help out here).

NICE SCAPEGOAT.

Wants to condition new generation on a commitment to sell in state.  We made
some headway with the idea that he could instead require utilities to buy
some portion of their forward requirements from new in-state generation
thereby accomplishing the same thing without using a command and control
approach with generators.

REQUIRING IN STATE SALE IS PROBALY RESTRAINT OF TRADE.  HOWEVER, GETTING THE
SAME OUTCOME THROUGH INCENTINVES, EG, LONG TERM CONTRACTS, IS BETTER.
(CONFIDENTIALLY, I KNOW THAT AES IS NEGOTIATING A PPA WITH SCE FOR ITS MOJAVE
PLANT, I PRESUME AS A CONDITION TO CONTINUING TO GET TO BUY IT.  THAT IS
FINE.)

Securitize uncollected power purchase costs.

SEE MY COMMENTS RE FRANK VICKERS EMAIL.  TO THE POINT, CANNOT SECURITIZE IF
HAVE A PHONY SRAC, IE., ONE BASED ON WACOG.  IF PUT IT BACK TO BORDER INDEX
GAS BASED SRAC, CAN SECURITIZE EASILY.

To dos: (Jeff, again I'd like to prevail on you to assemble the group's
thoughts and get them to Kari)
He wants to see 5 year fixed power prices for peak/ off-peak and baseload --
not just the 5 one year strips.
He wants comments on his proposals by Tuesday.
He would like thoughts on how to pitch what consumers are getting out of the
deal.

I DO NOT KNOW AB OUT YOU, BUT I THINK IT IS A COP OUT THAT "THE UTILITIES ARE
THE BLAME FOR THIS AND SHOULD TAKE ALL THE BRUNT FOR THE HIGH PRICES".
NOTWITHSTANDING FLORIOS COMMENTS THAT "HE WAS ALWAYS AGAINST DEREGULATION", I
THINK THAT AT LEAST SOME OF THE PROBLEM HAS NOTHING TO DO WITH DEREGULATION:
VERY HIGH LOAD GROWTH, NO GENERATION BUILT FOR YEARS (THAT WAS PROBABLY THE
PROBLEM OF THE REGULATED REGIME), LOW HYDRO IN NW, HIGH GROWTH IN ADJACENT
STATES, ETC.  I THINK IF GOV WAS HONEST WITH CONSUMERS (NO RATE INCREASE FOR
5 YEARS - IT IS NOW TIME...) THAT CONSUMERS WOULD BE OK WITH INCREASE.  MY
BIGGEST SUGGESTION IS TO THAT WHATEVER IS DONE IS DONE IN CONTEXT OF AN
OVERALL PLAN THAT ACCOMODATES UTILITY CREDIT, RATE INCREASES, GENERATION,
ETC., ETC,  EACH PARTY DOES NOT HAVE TO AGREE WITH EVERYTHING, BUT IF
EVERYONE CAN SEE THE WHOLE PLAN, THEN I BELIEVE THINGS WILL WORK.

He wants to assemble a group of energy gurus to help sort through some of the
forward contracting issues.
Thanks to everyone for their help.  We made some progress today.


Let's plan on Monday night for dinner.  Someone included me on the
distribution list for your going away bash, so I have put that on my calendar
for Wednesday night as well.  --Sally

Beth Apollo
01/11/2001 02:33 AM
To: Sally Beck/HOU/ECT@ECT
cc:
Subject: Re: London Hotel

Frank and I are staying at the Sheraton Belgravia which is about a 5 minute
walk to our office  -- it is small and quiet but nice rooms.  It is not on a
major street like Picadilly or Park Lane, but we like it.  The rate is about
o190 a night

We had to move out of our flat on Monday, so are staying there until we
leave.  Right now we are scheduled to fly out on Sat the 20th.

Also --- just a few notes on next week

I am free Monday night if you would like to have dinner.  I know Frank and
Maureen will be in Spain that night, they are back on Tuesday

Also my going away party that Fernley is throwing is on Wed night -- so
hopefully most people will drop by there.  It is just a pub thing near the
office, but hopefully you can make it!  I am sure there will be dinner or
something afterwards.

Talk to you soon

Beth

	Enron Capital & Trade Resources Corp.

	From:  Sally Beck                           10/01/2001 22:58

To: Beth Apollo/LON/ECT@ECT
cc:

Subject: London Hotel

Right now, I am booked at 47 Park for next week.  I would love to be closer
to the office, but I don't know if there is anything that makes sense.  Any
suggestions?  If not something close to the office, would you suggest another
spot besides 47 Park?

I am committed to working on my agenda for next week before I leave the
office tonight.  I will e:mail you tomorrow to see if we can schedule a time
to meet and hopefully a lunch or dinner, too.  --Sally


[IMAGE]

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---------------------- Forwarded by Marcia A Linton/NA/Enron on 10/10/2000
02:56 PM ---------------------------

Marcia A Linton
10/09/2000 02:25 PM

To: Steve Walton/HOU/ECT@ECT, Tom Hoatson/HOU/EES@EES, Tom
Mcnamara/EFS/EES@EES, Dan Staines/HOU/ECT@ECT@ENRON_DEVELOPMENT, James D
Steffes/NA/Enron@Enron, Tom Delaney/Corp/Enron@ENRON, Joe
Hartsoe/Corp/Enron@ENRON
cc: Jeff Brown/NA/Enron@Enron
Subject: Conference Call re: Commissioner Massey's Questions

A conference call has been set up for Wednesday, October 11 at 10:45 am
Central time to discuss a response to Commissioner Massey's questions at the
Edison Electric Institute meeting.  The call in number is 877-322-9648, Host
Code (for Jeff only) is 620623, Participant Code (for everyone else) is
601911.  Conference room EB-47C1 has been reserved for this call.

If you have any questions regarding this call, please give me a call at Ext.
33226.

Thanks,
Marcia


fyi...
 -----Original Message-----
From: 	CustomerNotices, WGPHOU [mailto:WGPHOU.CustomerNotices@Williams.com]
Sent:	Tuesday, October 23, 2001 11:29 AM
Subject:	Market Area IT Availability October 26, 2001

October 23, 2001

To:	Transcontinental Gas Pipe Line Corporation Customers
	and Shippers

Re:	Market Area IT Availability October 26, 2001

The available interruptible transportation service (IT and
secondary FT) on Transco for pipeline day Friday, October
26, 2001 and continuing until further notice is summarized as
follows:

Tier I and Tier II (only Sta. 90 through
Sta. 180 affected)					100 MDt/day

South Virginia Lateral Compressor Station 167	144 MDt/day

Tier III (Station 180 through East)			0   MDt/day

Leidy at Centerville Regulator Station
(Only deliveries downstream of Centerville
regulator affected)					OPEN

Linden Regulator Station
(Located in Union County, New Jersey)		OPEN

Mobile Bay Lateral					162 MDt/day

The above available interruptible transportation service
refers to deliveries into the affected area that have
receipts upstream of the bottleneck or affected area.

If you have any questions, please call John McGrath at (713)
215-2514 or Donna C. Long at (713) 215-4061.

J. E. McGrath
Manager
Operations Planning

Ann Taylor
Customer Service


Please add my name to this email if you continue to send this file out.
Thanks.
PL


Late afternoon 1/3/01 news:

USA: Calif utility ratings may fall too far on 7-15 pct hike.
By Jonathan Stempel

01/03/2001
Reuters English News Service
(C) Reuters Limited 2001.

NEW YORK, Jan 3 (Reuters) - Bankruptcy may loom and the credit ratings of the
two largest California electric utilities will likely fall too far if that
state's Public Utilities Commission awards them an interim rate hike of 7 to
15 percent, analysts said Wednesday.

In a draft decision on Wednesday, the CPUC proposed an immediate hike of 9
percent for residential customers of Pacific Gas & Electric Co. and Southern
California Edison, and hikes of seven to 15 percent for various business
customers.

The CPUC commission is expected to issue a final decision on Thursday.

"It forces the utilities and their creditors to be limbo dancers, and skilled
limbo dancers at that," said Shawn Burke, head of U.S. investment-grade
research at Barclays Capital.

PG&E and SCE had requested respective rate increases of 26 percent and 30
percent, a hike that would help them avoid imminent bankruptcy.

The utilities have also asked the regulators to remove a freeze on retail
rates imposed under California's 1996 law that deregulated the state's
electricity market.

On a day when most stocks roared ahead after the Federal Reserve announced
surprise interest rate cuts, investors beat down the stocks of Pacific G&E's
parent, San Francisco-based PG&E Corp. , and SoCal Edison's parent, Edison
International .

PG&E shares closed Wednesday on the New York Stock Exchange at $17, down
$2-9/16, or 13.1 percent, while Edison International shares closed at
$12-1/4, down $2-3/4, or 18.3 percent, on the Big Board.

Bond quotations were not immediately available for the utilities' bonds,
which in recent weeks have traded like junk.

Pacific G&E and SoCal Edison were banking on a big rate hike to allow them to
pass on some of their soaring wholesale power costs to consumers.

The utilities, which operate under a rate freeze, have accumulated more than
$8 billion in unrecovered costs since wholesale power prices started
skyrocketing last summer amid a worsening electricity shortage in the state.
They claim they are running out of money due to the price freeze, and have
billions of dollars of bills coming due in the next six weeks.

Central to their concerns is whether credit rating agencies Moody's Investors
Service and Standard & Poor's will cut their medium investment grades to junk
status.

"No one knows for sure, but if we consider the average rate hike is only
about 10 percent, it will be difficult for the companies to maintain
investment-grade ratings," said Dorothea Matthews, a fixed-income electric
utilities analyst for Deutsche Banc Alex. Brown.

The utilities have already been unable to tap short-term capital markets
because of their precarious financial state.

Downgrades to junk, which the agencies have already threatened, would cement
the door shut to these markets, and cause the utilities to default on some of
their loans.

Late Wednesday, PG&E Chief Executive Gordon Smith said the commission's
proposed hikes could jeopardize his utility's future loans.

Even a downgrade to the lowest investment grades - "Baa3" for long-term debt
and "Prime-3" for short-term debt from Moody's, and "BBB-minus" and "A3" from
S&P - would make the going very difficult for the utilities. The reason:
short-term debt markets are often closed to companies with those ratings.

"Unless this process allows the rating agencies to keep 'A2/P2' ratings on
the short-term debt of both companies, then this process has largely been a
waste of everyone's time," said Burke.

Still, he said, "there is a reasonable chance, despite today's weak
recommendation, that the situation can be salvaged with mid-'triple-B'
ratings, which would allow a lifeline to conventional sources of liquidity."

Moody's and S&P were not available for comment.

Copyright , 2000 Dow Jones & Company, Inc. All Rights Reserved.


FYI, I got a message from Elizabeth Hernanadez that we are missing a few of
these sitara numbers in tagg when we are booking deals.  She fixed the ones
we missed yesterday.  Please put these numbers in because it is vital to
resolving OA variances that we are able to tie tagg deals to sitara.
PL


Have updated spreadsheet for known data tonight.

THESE THINGS NEED TO BE REVIEWED AND POSSIBLY CHANGED:

Had Perlman's total numbers from today, which she did no subdivide into EA, EIM and EGM numbers.  Made assumption that numbers from Sunday's spreadsheet for Beth's EGM and EIM totals stood, and backed into EA numbers by simply taking her total minus Sunday's EGM and EIM numbers.  You will want to gut check this with Beth.

Had Jenny's current total headcount (546) and her reductions to contractors and FTE's.  Didn't have detail on her contractor versus FTE numbers after reductions.  Just assumed 100 contractors, remaining FTE's.  You will need to get that detail from Jenny to correctly reflect her Revised Headcount.

There was a bust in numbers that I had for Commodity Logic Development.  Gros gave me the starting number of 46 (contractors and FTE's - but without current breakdown).  His reductions were 6 contractors and 8 FTE's, which should have left a revised total headcount of 32.  But I wrote down a revised total headcount of 24 for this group.  Off by 8, so I increased the number of contractor cuts to 14 to make the math work.  Please go over details with Tom and make corrections as needed.

Didn't have confirmed starting total headcount for ISC.  Spreadsheet with his FTE names gives a count of 129, so I assumed that he has 50 contractors to come up to the spreadsheet starting number of 179.   Allan only reduced by 3 FTE's and if he plans to reduce contractors I did not have that info.  So all other numbers for the ISC are simply forced.  Please review with Allan and make corrections as needed.

Have a nice Thanksgiving with your families.  You can reach my by cell phone tommorrow (mine: 713-417-1591 or David's:  713-299-1436) or at my parents' home starting about mid-afternoon (512-458-5510).  We will drive back from Austin sometime on Friday.  Could come in on Saturday or Sunday, as needed.  --Sally


Hi Mrs. Vittor -

Your Dad just asked if you had sent an e-mail where you are staying in Miami.

Rosie


Hi Dave,

I revised the change order to segregate the signature page.

Thanks,

Kay


FYI

- Exotic Library :

Issue :  The London version is different from the Houston version.
  The problem is that some bugs in the London version were found.

Temporary solution: Bugs were immediately fixed at a local level.

Permanent Solution:  The London Exotic Version will be replaced by the
Houston Exotic Version.
   The Houston Version is expected to be robust.
   Sharad (London Research) is spending this coming week in Houston.
   When Sharad is back to London, the Houston version will replace the London
version.

Approach:  Steven Leppard is designing a regression testing procedure that
will involve IT to fully test the similarity of the two versions.
  The procedure is expected to take at least one month from commencement.
  Hopefully, no discrepancies will be found.
  In the adverse case it happens, it will be necessary to conduct an analysis
to decide what is wrong.
  If necessary  further testing and development has to take place.

Rodrigo


NO STAFF MEETING TODAY, JUNE 30, 2000
      HAPPY  HOLIDAY

This is a reminder !!!!!  There will NOT be a Friday Meeting June 30, 2000.

    Date:  Friday June 30, 2000

    Time:  2:30 pm - 4:30 pm

    Location: 30C1

    Topic:   Combined Staff and Budget Meeting

If you have any questions or conflicts, please feel free to call me (3-0643)
or Bev (3-7857).

Thanks,

Kay 3-0643


Transwestern is seeking your assistance in conducting a workshop on its
proposed Transport Options Program.  We are asking a small group of our
business partners representing a cross section of Transwestern's customer
base to help us resolve some of the remaining details of the program.  During
the 2-hour workshop, Transwestern will attempt to answer questions raised by
its customers following the original rollout of the program a couple of weeks
ago.  It is hoped that following the workshop, we can put the finishing
touches to a service offering that merits the support of those involved in
the workshop group as well as the FERC and Transwestern's shippers.  We ask
that you send both a commercial representative as well as a regulatory or
legal representative in order that we can address the full range of issues
affecting this proposed filing.  Below are the details of the meeting:

Double Tree Hotel
400 Dallas Street
Houston, TX  77002
(713) 759-0202

Meeting Room: Fannin Room, 2nd Floor
Date:  Thursday, August 31, 2000
Time:  2:00 - 4:00 p.m.
Coffee, soft drinks and snacks will be provided

RSVP your company's attendance by telephone or Email to Jeff Fawcett at
713-853-1521 or jfawcet@enron.com.  Your company's participation in this
workshop will be greatly appreciated.


Mr. Wolfe,

People also called Castro a socially conservative nut amid other
things and yet he has successfully retained power in his country for 40
years.  I think Buchanan is capable of similar achievement, don't you?

> -----Original Message-----
> From: Jason.Wolfe@enron.com [SMTP:Jason.Wolfe@enron.com]
> Sent: Wednesday, December 13, 2000 10:30 AM
> To: Lane Capron, AC BAISP
> Subject: RE: FW: Your March Vacation
>
>
> This ski trip is sounding better and better. Get my glass of wine ready
> and
> stoke up the fire. Only how about doing me a favor and substituting your
> sister in your place.
>
> It looks like the election is over. My mind turns to a conversation I had
> with you
> in which you confessed to voting for Buchanan. I can only believe you are
> as
> undeserving of having a vote as Palm Beach County voters who couldn't
> figure
> out the ballot. Way to pick a socially conservative, racist, nut that even
> the
> Republicans wouldn't support.


Draw up Scheduling procedures for the deal


mine is huge


Mark,

Home is:

Yew Tree Cottage
Hammer Lane
Warborough
OX10 7DJ

Phone: +44 (0) 1865 - 85 85 15
Cell: +44 (0) 7973 - 85 85 15

What are yours?

Martin
>
> I have made note to your new email address.
>
> When I make it over to London again, you will be one of the first that I
> contact.  Could you send me your home number and address?
>
> Great luck running the search firm,
>
> Mark
>
> -----Original Message-----
> From: Martin Joergensen [mailto:martin@heelas-joergensen.com]
> Sent: Friday, October 26, 2001 6:47 AM
> To: McConnell, Mark
> Subject: FWD:Hello from Houston
>
>
> Mark,
>
> "Godav" to you too. And great to hear from you again.
>
> Yes, certainly the world has changed since we last met. As it turned out
> I was
> in the Enron building in London when it all happened on Sep 11. And to
> all of
> us in London, that moment has been as defining as it has been to you in
> the
> States.
>
> - With one exception: We have had terrorism here for a very long time.
> So much
> so that I have learned to tell the difference between the sounds of an
> IRA
> semtex bomb and a Palestinian fertiliser one...
>
> And life goes on. I keep reminding everybody how many people die in the
> traffic
> every day, and that I shall have to go someday anyway. So even though
> London
> probably is high on the hit list, I have not changed my lifestyle
> significantly.
>
> Now it looks like EBS definitively is closing down in Europe. Personally
> if
> find it a shame, since I rather valued the people in the group, but
> probably it
> was inevitable.
>
> But I am pleased that you have moved into the Oil and Gas part of Enron.
>
> Whatever the current woes of Enron Corp, that sector is doing fine as a
> whole.
>
> My own stray into telecomms components did not last long. I was out
> after 3
> months on the back of completely collapsing sales in the US.
>
> Now I have ventured into Executive Search, where I am working as COO for
> a
> small group with 70 staff in 10 countries. I am not "hunting" myself,
> but
> rather involved in corporate issues such as reporting contracts and
> business
> development. We are hoping to place some Eastern European engineers into
> a
> Houston company before long, but I am not expecting to have to go there
> for
> some time to come.
>
> You may notice that I am sending this e-mail from a new address. I am
> trying to
> face out the old one, since it has caused me endless problems. So in
> future
> please use the new one: martin@heelas-joergensen.com (heelas being my
> wife's
> maiden name).
>
> I am very pleased to hear that you are well, but would rather hope that
> you
> could find an excuse to come to London, even if your pipelines do not
> reach
> that far...
>
>
> All the best,
>
>
> Martin
>
>
>
> Forwarded Message:
> > To: martin@heelas-joergensen.com
> > From: "Martin B Joergensen" <mjoergensen@netlane.com>
> > Subject: FWD:Hello from Houston
> > Date: Fri, 26 Oct 2001 05:45:00 -0500
> > -----
> >
> > ----------------------------------------------
> > Original Message
> > From: "McConnell, Mark"<Mark_mcconnell@enron.net>
> > Subject: Hello from Houston
> > Date: Mon, 22 Oct 2001 14:09:09 -0500
> >
> > >
> > >Mr. Joergensen,
> > >
> > >A big "Howdy" from your Texas friend.
> > >
> > >I was so glad to get your voice message the other day (week).  It is
> > >always nice to pick up a voicemail and have it turn out to be a
> > >colleague from the not so distant past.  I hope you and your family
> are
> > >doing well.
> > >
> > >As EBS changed direction, I did as well.  I decided to get back to my
> > >roots in the gas and gas asset business.  I looked inside of Enron
> and
> > >also with some outside companies and decided to work with
> Transwestern
> > >pipeline (an Enron company).  I've been here for about a month and
> all
> > >is well.  The people here are very nice and very genuine (just like
> my
> > >old friends from London).  It is weird to actually have a product to
> > >sell - if you know what I mean.  I think I'll like it but I'm already
> > >missing my travels in your neck of the woods.  Also, I'm home so much
> > >now, my wife doesn't know what to do with me.
> > >
> > >I'm still saddened by the demised of our Blockbuster/VOD deal.  It
> was a
> > >great concept and it worked.  Oh well.  We'll see it someday, I'm
> just
> > >not sure who is going to win the race on getting it to the public in
> > >bulk.
> > >
> > >Christian sent an email to me and he seems to be doing fine, loving
> Rio
> > >but still looking for a job.  Speaking of that, I hope your job is
> going
> > >well and as secure as it can be in today's climate.
> > >
> > >It is a strange time here in America.  The terrorist attacks, the
> > >retaliation in Afghanistan and the constant update on new discoveries
> of
> > >the spread of Anthrax are constantly being talked about and on every
> > >news channel.  It is amazing how a handful of people>sadness and
> effect the
> world in so many ways.  There is no doubt that
> > >the spirit of the people will prevail.
> > >
> > >Take care Martin.  It was great to hear your voice.
> > >
> > >Mark
> > >
> > >
> > >
> > >Mark McConnell
> > >Transwestern Pipeline Company
> > >713-345-7896   office
> > >713-822-4862   cell
> > >713-646-2551   fax
> > >mark.mcconnell@enron.com
> > >
> > >
> > >
> >
> >**********************************************************************
> > >This e-mail is the property of Enron Corp. and/or its relevant
> affiliate
> > and may contain confidential
> > >and privileged material for the sole use of the intended recipient
> (s).
> > Any review, use, distribution
> > >or disclosure by others is strictly prohibited. If you are not the
> > intended recipient (or authorized
> > >to receive for the recipient), please contact the sender or reply to
> Enron
> > Corp. at enron.messaging.administration@enron.com
> > >and delete all copies of the message. This e-mail (and any
> attachments
> > hereto) are not intended to be
> > >an offer (or an acceptance) and do not create or evidence a binding
> and
> > enforceable contract between
> > >Enron Corp. (or any of its affiliates) and the intended recipient or
> any
> > other party, and may not be
> > >relied on by anyone as the basis of a contract by estoppel or
> otherwise.
> > Thank you.
> >
> >**********************************************************************
> > >
> >
> > _____________________________________________
> > Free email with personality! Over 200 domains!
> > http://www.MyOwnEmail.com
> >
> >
>
>
> ----------------------------------------------------------
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If someone can tell me which ENA lawyer worked on it, I'll track it down.

Brian D Barto@ENRON_DEVELOPMENT
06/05/2000 10:11 AM
To: David K Bargainer/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Kay Mann@ENRON

Subject: RE: Letter agreement

David:  do you have the electronic file of the "MOU" for Cogen Tech.  If so,
please provide to kay Mann per the request below.  I would be willing to bet
that Mike Miller and ENA legal have the whole file.  We entered into the
picture after the MOU was executed and only received hard copies.

---------------------- Forwarded by Brian D Barto/ENRON_DEVELOPMENT on
06/05/2000 10:09 AM ---------------------------
From: Kay Mann@ENRON on 06/05/2000 10:07 AM
To: Brian D Barto/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc:

Subject: RE: Letter agreement

Hi Brian,

Could you email me the MOU we are terminating?

Thanks,

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 06/05/2000 10:06
AM ---------------------------

jeffreye.smith@ps.ge.com on 06/02/2000 07:10:57 PM
To: Kay.Mann@enron.com, william.danaher@ps.ge.com
cc: Brian.D.Barto@enron.com, patricia.gonzalez@ps.ge.com

Subject: RE: Letter agreement

Kay,
Here is a version of a "letter agreement" we came up with (2 pages).
Perhaps we can use the same company ID's that we are using in the contracts
themselves.  I will double check with our legal/tax/finance folks [Bill, can
you comment on this?]
Regards,
Jeff Smith

 <<Termination MOU.doc>>

-----Original Message-----
From:   Smith, Jeffrey E (PS, CommOps)
Sent:   Friday, June 02, 2000 6:46 PM
To:   Kay.Mann@enron.com; jeffreye.smith@ps.ge.com
Cc:   Brian.D.Barto@enron.com
Subject:   RE: Letter agreement

Kay,
I'm still in the office.  I assume you need the addresses of the parties
involved with the MOU to include in the "letter agreement".  (So the GE
entity named therein can send the money back to the Enron entity named
therein.)
I do not have access to that document at this time.  I can get access on
Monday.  If you have other names and addresses in mind, let me know.
Regards,
Jeff Smith

-----Original Message-----
From:   Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent:   Friday, June 02, 2000 5:24 PM
To:   jeffreye.smith@ps.ge.com
Cc:   Brian.D.Barto@enron.com
Subject:   Letter agreement

Hi Jeff,

I'm preparing the letter agreement regarding payment.  Can you help me with
the name and address to use?

Thanks,

Kay


Please place on your calender my vacation days beginning July 31st through
August 7th.

Thanks!

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


Tana:

AM Gas Marketing Corp. is NOT authorized to trade US power -- restricted by
credit.

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

Utilicorp United Inc. is authorized to trade US power -- profile is unchanged.

NRG Power Marketing Inc. is authorized to trade US power pursuant to the
on-line GTCs.

Leslie


One additional point I should have mentioned on last e-mail...While it was
good to spend this visit exclusively in the office, I want to find additional
ways to contribute to the group during my future stays in the London office.
If there are meetings outside the office, with regulators or others, where I
could be of value, please let me know. I will try to give as much advance
notice as possible of future stays in Europe. I'm feeling my way through this
new role  and will be looking to the four of you for guidance, both as to
where I can contribute and where I can't. Thanks.


Sara,
I want to wire the Hedge book to the account below where we always wire to.  Is there a problem since ENA is in bankruptcy and eCT Investments is not.  The hedge book is in an ENA grouping at Goldman Sachs but is included in financial reporting with ECT Investments Inc.
			ECT Investments Inc.
			Citibank NY
			Acct # 4069-5791
			ABA 021-000-089

Enron Credit Inc. want to wire to Enron Credit Limited, Bank of Scotland
Do you see a problem?
Please advise.

Thanks. Sheila
 -----Original Message-----
From: 	Glover, Sheila
Sent:	Tuesday, December 11, 2001 1:20 PM
To:	'rich.sussman@gs.com'
Cc:	Hemsley, Simon
Subject:	Goldman Sachs Cash Balances

Rich,
I would like Goldman Sachs to release the following funds based upon balances as of December 10, 2001.  We will wire out the Hedge and Credit balances.  I would like to transfer the Convert balances to the Convert book.

I will prepare wire requests and send to you.

Thanks. Sheila

Cash Balances for December 10, 2001 for ENA- TOP and
Results sorted by Group, Account Number, Currency and Account Type.

ENA- TOP

Currency	Account Name	Account Number	Account Type	TD Balance	SD Balance

U S DOLLAR	Hedge	206447	3	                    1,552.33 	                   1,552.33
 	Hedge	3366888	6	                 984,062.06 	                984,062.06
				                 985,614.39 	                985,614.39

 	Convert	3367171	6	                  (41,329.96)	                 (41,329.96)
 	Convert	225783	1	                        (45.00)	                       (45.00)
				                  (41,374.96)	                 (41,374.96)

 	Credit	207005	3	                    5,115.90 	                   5,115.90
 	Credit	225784	1	                              -   	                             -
 	Credit	225784	6	                 291,817.71 	                291,817.71
 	Credit	3367170	6	              1,196,354.20 	             1,196,354.20
				              1,493,287.81 	             1,493,287.81

				              2,437,527.24 	             2,437,527.24


I meant to try and explain, not to redo.  Only as a last resort<ould we wantto redo
--------------------------
Sent from my BlackBerry Wireless Handheld (www.BlackBerry.net)


doubleday

	Enron North America Corp.

	From:  Timothy Blanchard @ EES                           04/18/2000 08:06 AM

To: Eric Bass/HOU/ECT@ECT
cc:
Subject:

what's the name of that dermatologist?


REMINDER:  This call will take place on Monday, August 13 @ 10:00 AM (CDT).

Also, as a reminder, these calls are mandatory.  If you are unable to attend please let both Rick & I know.

Ginger Dernehl
Administrative Coordinator
Global Government Affairs
Phone# 713-853-7751
Fax# 713-646-8160

 -----Original Message-----
From: 	Dernehl, Ginger
Sent:	Wednesday, July 25, 2001 11:21 AM
To:	Palmer, Mark A. (PR); Steffes, James D.; Guerrero, Janel; Kaufman, Paul; Dasovich, Jeff; Fromer, Howard; Robertson, Linda; Landwehr, Susan M.; Allegretti, Daniel; Thome, Jennifer
Cc:	Underwood, Jody; Noske, Linda J.; Tracy, Lysa; Alamo, Joseph; Sullivan, Lora; Miller, Terri; Dernehl, Ginger; Shapiro, Richard
Subject:	Campaign Leadership Call (CHANGE)

It has been decided that this call will now take place on a bi-weekly basis.  Below are the dates for the upcoming calls, so please mark your calendars accordingly.

Dates for Upcoming Leadership Calls:

Monday, July 30
Monday, August 13 & 27
Monday, September 10 & 24
Monday, October 8 & 22
Monday, November 5 & 19
Monday, December 3, 17 & 31

Time for Upcoming Leadership Calls: 10:00 AM (CDT)

Number: 1-800-998-2462
               pass code 5316376

Also, as a reminder, these calls are mandatory.  If you are unable to attend please let both Rick & I know.

Thanks and please call if you have any questions.

Ginger Dernehl
Administrative Coordinator
Global Government Affairs
Phone# 713-853-7751
Fax# 713-646-8160


SEC 20 (not including the two championships Georgia Tech won while they were
still a member of the conference)
Big 12 18

http://ncaafootball.net/local/d1pastchamps.html

	Luis Mena@ENRON
	12/04/00 04:13 PM

		 To: Timothy Blanchard/HOU/EES@EES
		 cc: Eric Bass/HOU/ECT@ECT@EES, Chad Landry/HOU/ECT@ECT@EES, Matthew
Lenhart/HOU/ECT@ECT@EES, Bryan Hull/HOU/ECT@ECT@EES, Brian Hoskins/Enron
Communications@Enron Communications@EES
		 Subject: Re: FYI

Speaking of SEC dominance, Brian and I made a 100 dollar bet this weekend.
Who had more football titles, the teams in the SEC or the teams in the Big
12????

Well, after analyzing the data for the past hour, and analyzing every poll
every which way, there is no doubt about it now.  I counted each single poll
individually (AP, the National Football Foundation and College Football Hall
of Fame, the United Press, the Football Writers Polls and the USA Today/ESPN)
and every poll gives more championships to the Big 12 than the SEC.

Since college football is all about rivalries and drinking, Eric and I will
be hosting a "The SEC is definitely better than the BIG 12 happy hour" which
will be paid for by Brian "The SEC is definitely better than the BIG 12"
Hoskins.

Place and time TBD

http://www.ncaa.org/library/records/football_records_book/division_ia_records.
pdf

	Enron Energy Services

	From:  Timothy Blanchard @ EES                           12/04/2000 02:21 PM

To: Eric Bass/HOU/ECT@ECT, Chad Landry/HOU/ECT@ECT, Matthew
Lenhart/HOU/ECT@ECT, Bryan Hull/HOU/ECT@ECT, Brian Hoskins/Enron
Communications@Enron Communications, Luis Mena/NA/Enron@Enron
cc:

Subject: FYI

With all of the HYPE surrounding the Big 12 this season....

Nine SEC teams are going to bowls, an unprecedented number of bowl-bound
teams from a single conference in NCAA history.


I didn't want to talk price with him.  He saw our ERCs (that we just sold for $15,000) on website and called Kevin's line.  I was told to pick up the phone.  I told him somebody would call him back.  Either you or I would if you didn't want to call him.  He wanted to move fast, and he mentioned he used brokers in the past.

If none are out, I think we should call and tell him.

-----Original Message-----
From: Woods, Trevor
Sent: Monday, November 19, 2001 4:00 PM
To: Taylor, Michael E
Subject: RE:

Who is that and how do you know him?  I haven't seen any come on since we sold some. What was his bid?
 Trevor Woods

-----Original Message-----
From: Taylor, Michael E <Michael.E.Taylor@ENRON.com>
To: Woods, Trevor <Trevor.Woods@ENRON.com>
CC: Massey II, John <John.Massey@ENRON.com>
Sent: Mon Nov 19 15:56:46 2001
Subject: RE:

I just spoke with Tom Hartman of San Joaquin Power.  He wants up to 20 HGA NOx ERCS.  I told him I would have to check.  He wants to move quickly.  His number is 832-496-0123.  I know we do not have any, but I wanted to see if an arb was possible before we tell him we do not have any.

-----Original Message-----
From: Woods, Trevor
Sent: Monday, November 19, 2001 3:43 PM
To: Taylor, Michael E
Subject: RE:

I'll email him again.
 Trevor Woods

-----Original Message-----
From: Taylor, Michael E <Michael.E.Taylor@ENRON.com>
To: Woods, Trevor <Trevor.Woods@ENRON.com>
Sent: Mon Nov 19 15:41:16 2001
Subject: RE:

I understand.  I am not the one holding you up.  I printed out both documents for him to read.  John doesn't take commands from me.  I will make any revisions he has made on his printed copies tomorrow.

-----Original Message-----
From: Woods, Trevor
Sent: Monday, November 19, 2001 3:28 PM
To: Taylor, Michael E
Subject: RE:

I want the next rev done before Monday so I can go from there.
 Trevor Woods

-----Original Message-----
From: Taylor, Michael E <Michael.E.Taylor@ENRON.com>
To: Woods, Trevor <Trevor.Woods@ENRON.com>
Sent: Mon Nov 19 15:12:37 2001
Subject: RE:

I think he looked at the preso and maybe 25% of the b-plan.  We did not talk about it, yet.  He said it looked good, but he got bored so he stopped reading.  He may be waiting for you to come back in town to discuss.  I told him you would be back Monday.  That is the latest.

-----Original Message-----
From: Woods, Trevor
Sent: Monday, November 19, 2001 3:06 PM
To: Taylor, Michael E
Subject: RE:

You two go over the bplan?
 Trevor Woods

-----Original Message-----
From: Taylor, Michael E <Michael.E.Taylor@ENRON.com>
To: Woods, Trevor <Trevor.Woods@ENRON.com>
Sent: Mon Nov 19 14:59:29 2001
Subject: RE:

done

	 -----Original Message-----
	From: 	Woods, Trevor
	Sent:	Friday, November 16, 2001 3:19 PM
	To:	Taylor, Michael E
	Subject:

	we're gonna need a table of contents on the b plan in addition to the printed version


Cle and I wanted to add a few comments to Boyd's email:

1.     Section 1.6 (Cumulative Net Revenues).  As noted, MEH should be
compensated in full (or be paid a reduced finders fee) for transactions it
brings to Peoples during the term that may be performed after the term.

2.     Section 2.1.  MEH may want to ask for a termination right on the
transfer of the Facilities.  Also, transfers should be prohibited unless the
Agency Agreement is directly assumed on terms that are satisfactory to MEH.

3. Section 2.2.

They deleted the reference to our agency being an agency coupled with an
interest.  An agency coupled with an interest exists when consideration has
been given or paid for the right to exercise the authority, or if the agent
is given an interest in the property with which the agent is dealing. A
principal may not be entitled to revoke an agency coupled with an interest.
I think we need to reach a meeting of the minds as to whether they will be
allowed to modify or terminate the agency other than pursuant to terms of the
agreement.

Their language states that Peoples' responsibilities as principal are limited
to those set forth in the agreement.  We do not set those out, so we must do
so if this limitation is to survive.  For example, we do not expressly
obligate Peoples to deliver Hub Services in accordance with the GT&C and
applicable law, to perform the contracts for Hub Transactions that it has
made, to maintain its facilities in good repair, etc.  In particular, a
principal has the following duties, among others, to its agent:  (i) the duty
to furnish an opportunity for work (e.g., to supply hub services for sale),
(iii) the duty not to interfere with the agent's work, (iv) the duty to
indemnify the agent where (a) the agent makes a payment authorized or made
necessary in executing the principal's affairs or a payment beneficial to the
principal or (b) the agent suffers a loss which, because of their relation,
it is fair that the principal should bear, and (vi) the duty to compensate
the agent for performing requested services that are beyond the scope of the
agency agreement.  We will need to determine exactly what duties should be
expressly included in the agreement.

A gross negligence standard of liability is preferable to an ordinary
negligence standard.

As noted, it is inappropriate to make the agent strictly liable for complying
with the GT&C, since it may be vague, subject to conflicting interpretations,
and subject to change at Peoples' whims.

4.     Section 2.10. If the concept survives, MEH should not be liable for
accounts receivable in dispute, particularly where Peoples may be directly at
fault for the nonpayment.  MEH should not be accountable for payment defaults
by shippers who meet the credit standards that Peoples has historically
applied.

5.     Section 3.2.  Ideally, the receivables held by MEH should secure the
amounts owing to MEH.  Further, MEH should be empowered to apply accounts
receivable toward the payment of taxes, Hub Shipper refunds, and reimbursible
expenses.

6.     Section 5.1.  As noted, no materiality qualifier should apply to
Judgments and Laws.

7.     Section 10.1.  As noted, I am uncertain how it can be determined which
expenses are "incremental to" MEH's obligations.

8.     Section 14.1.  Clearly, (b) is too broad.  If the concept survives,
MEH should be liable for taking action which it knows or reasonably should
know exceed its authority.

9.     Section 14.2.  Section (i) needs to be restored, particularly in light
of comment 3 above regarding common law duties of a principal.

10.     Section 18.3.  Peoples' liability for MEH's routine and extraordinary
expenses should be negotiated between the parties.

11.     Section 18.14.  The new language should be dropped as too vague.

12.     Section 18.16.  This requires further explanation from Peoples.


ISDA PRESS REPORT - MAY 3, 2001

*  ISDA lobbies FASB on swaps - Financial Times
*  Corporates warm to charms of credit derivatives - Reuters
*  Fed Proposes Rules On Derivatives, Intraday Lending - Dow
Jones
* Banks urged to improve credit, operational risk disclosure - IFR
* Argentina crisis default swap ripples contained - IFR
*  Fed Proposes First-Ever Regulation To Govern Limits on
Affiliate Transactions - BNA

ISDA lobbies FASB on swaps
Financial Times - May 3, 2001
By Vincent Boland

The International Swaps and Derivatives Association has expressed concern
that proposed changes to US accounting standards and tax regulations could
have a negative impact on swaps transactions. In a submission to the US
Federal Accounting Standards Board, ISDA said that definitions of
liabilities and equity as "residual interest" were adequate and that it had
asked the FASB to reconsider proposed changes and to retain the current
accounting model. It also said, in a submission to the Internal Revenue
Service, that it was concerned that proposed changes to hedging regulations
did not properly implement Congressional intent with regard to risk
management standards that qualify for hedging treatment.

Corporates warm to charms of credit derivatives.
Reuters English News Service - May 3, 2001
By Tom Bergin

European corporates are beginning to turn to credit derivatives, among the
more esoteric and complex of financial instruments, to hedge the risk their
debtors won't pay up, market participants said on Thursday.

Credit derivatives are insurance-like tools that allow users to hedge the
risk of default on a debt. They are mainly used by banks, hedge funds and
insurance companies to hedge or gain exposure to the risk of a bond issuer
defaulting.

Dealers said an environment of deteriorating credit quality and a growing
awareness among corporates that credit derivatives offer certain advantages
over established hedging tools was behind the increasing use of the
instruments.

The market remains small, with only around a dozen non-financial European
corporates regularly using credit derivatives to manage their credit
portfolio at present. But market professionals predict they will one day
become as commonplace in the corporate world as other hedging tools such as
interest rate swaps and currency options.

"We see (corporate use) as a big growth area for credit derivatives, maybe
the biggest," says Bryan Seyfried, vice-president of Enron Credit in London.

Enron Credit grew out of the efforts of energy company Enron Corp. to hedge
its own credit risk portfolio and now specialises in marketing credit risk
management solutions to other non-financial corporates.

Ralf Lierow, director of credit derivatives at Siemens Financial Services in
Munich, said the ability to buy and sell in a liquid market means credit
derivatives offer a flexibility that established tools like credit insurance
and forfaiting guarantees lack. Credit derivatives were are often cheaper
than the alternatives, too, he added.

"This is not a trading book thing. For us, the credit default swap is
another tool for credit risk management," Lierow said.

HELPS OPERATIONAL UNITS DO MORE BUSINESS

Siemens Financial Services acts as the centralised risk portfolio management
operation for companies within the Siemens electronics and industrial group.
It first started using credit derivatives in July 2000.

Large companies like Siemens can have hundreds of millions of dollars in
receivables on their books at any time. The efficiency with which these
companies manage the credit risk on their receivables has an impact on their
day to day business.

"The advantage for the operative area is that they can offload more
receivables and do more business," Lierow said.

Siemens uses credit default swaps , the most liquid type of credit
derivatives, to hedge its portfolio of debtors on a constant basis. As the
balance of cash owed by each name fluctuates over time, the company tries to
match this with default swap positions. Hence, if a customer fails to pay,
Siemens can recoup the debt from the default swap seller.

Other companies use credit derivatives less frequently.

"There are occasional corporate users that have secured one-off requirements
for balance-sheet management aims or to strip out the credit risk of a
commercial transaction," said Walter Gontarek, head of global credit
products at RBC Dominion Securities.

By hedging a country or company risk which a corporate may not be
comfortable in carrying, a credit derivative can facilitate a project that
may otherwise be unfeasible, dealers said.

NOT PUT OFF BY BAD PRESS

Corporates' adoption of credit derivatives is in spite of the negative
publicity the instruments have received in recent years. A number of
disputes over whether protection buyers could force banks to pay up on
contracts have ended up in court. However, traders insist that subsequent
work done on contract documentation minimises the risk of such disputes in
future.

Nonetheless a very practical concern for corporates remains, in that credit
derivatives documentation was designed by bankers with sovereign and
corporate bonds in mind. The International Swaps and Derivatives Association
(ISDA) standard documentation for credit default swaps allows for a pay-out
in relation to defaults on bond payments but not on a private debtor's
failure to pay.

"We use the ISDA framework but we need it redrafted in specific ways to fit
our needs. You cannot take a standard contract and trade on it if you want
to hedge trade receivables," Lierow said. These amendments add to the cost
of the credit derivative.

Another problem that corporates face is the complexity of credit
derivatives. There is little experience of the instruments, which are barely
a decade old, in the corporate world. Siemens had to get its expertise from
the financial markets, hiring Lierow from Bankgesellschaft Berlin.

Clive Banks, UK head of derivatives sales to buy-side clients at Schroder
Salomon Smith Barney, said much of the effort in marketing credit
derivatives to corporates involves educating them about the products and the
risks involved.

"It's about explaining credit risk management and what kind of volatility
and cost having credit risk introduces," he said.

OUTLOOK PROMISING

Yet some corporates are beginning to take full advantage of their new tool.
Lierow said that Siemens, which currently only buys credit protection,
planned to start acting as a default swaps seller in the coming months.

He said selling would facilitate better matching of protection levels to
actual exposures, and would enable diversification of risk away from
industry sectors where the company's activities are concentrated.

"You could improve the portfolio mix by buying protection on automotives and
selling protection on pharmaceuticals," he said.

Fed Proposes Rules On Derivatives, Intraday Lending
Dow Jones - May 3, 2001
By Dawn Kopecki

The Federal Reserve Board Wednesday proposed regulations that would place
restrictions on intraday lending as well as on derivatives contracts between
banks and their affiliates.

The Fed is seeking public comment on the proposal, which would apply rule
23A of the Federal Reserve Act to derivatives contracts as well as to
intraday extensions of credit. The proposal is designed to limit a bank's
exposure to risk from an ailing affiliate.

Section 23A limits the ability of an insured depository institution to
extend credit to or purchase assets from an affiliate. It also establishes
collateral requirements for credit transactions between banks and their
affiliates.

Fed officials also proposed to extend rule 23B, which requires that
transactions between banks and their affiliates be on market terms, to
derivatives and intraday loans.

Under the interim rule, over-the-counter (OTC) derivatives contracts would
have to be collateralized and the terms of the contract would have to
reflect market prices. Banks would also have to have procedures in place to
handle derivatives transactions and intraday lending.

The interim rule, which is not yet final and could change, would go into
effect Jan. 1, 2002.

"Its primary goal will be to establish barriers protecting depository
institutions from the problems of a failing affiliate," said Anthony
Santomero, president of the Federal Reserve Bank of Philadelphia, in a
speech earlier this year. "Even with the best of intentions, this regulation
will prove difficult to codify and will be subject to close scrutiny."

The proposal was precipitated by legislation passed in late 1999 that
overhauled the U.S. financial service sector. The Gramm-Leach-Bliley Act
also required the Fed to issue rules by May 12 on derivatives transactions
done by banks.

The Federal Reserve Board also unanimously adopted a new rule that exempts
certain transactions between banks and their affiliates from those same
collateral standards as well as from other restrictions.

For example, loans made by a bank to an unaffiliated borrower that then uses
the loan to buy securities underwritten or sold by a brokerage affiliated
with the bank would be exempt from rule 23A.

Banks urged to improve credit, operational risk disclosure
IFR - April 28, 2001

International banks will need to increase credit and operational risk
disclosure to regulators, according to a report issued by the Bank for
International Settlements last week. "There is still a long way to go
compared with the current practice," said an official at the regulatory
body. Disclosure related to credit derivatives and banks' use of internal
credit risk rating methods, as well as disclosure of methods for measuring
and assessing operational risk was lacking, the BIS report found.

Fewer than half of the banks that use credit derivatives disclosed their
strategies and objectives for the use of such instruments, it noted.
Furthermore, only 18% of banks disclosed a breakdown of type of credit
derivative instrument used, notional and fair values, and the amount of
credit risk bought or sold, it added.

Similarly, few banks provided summary information on the quality of on and
off-balance sheet credit exposures based on internal ratings or external
ratings, the report said, noting that this is an area where disclosure could
be improved.
According to the report, less than one quarter of the banks described how
internal ratings are used in the bank's capital allocation process. The
adequacy of disclosure related to the use of internal ratings will be an
area of increased importance under the new Basle Capital Accord as banks
will need to qualify to allow their internal based approaches to be
considered, the BIS report said.

Overall, banks did disclose their objectives and strategies in using
derivatives to hedge risks, with 81% of banks disclosing their objectives
for the use of non-trading derivatives. Fifty-seven banks from the 11 Basle
Committee member countries took part in the survey conducted by the BIS
transparency working group.

The report found that while 96% of respondents disclosed their risk-based
capital ratio in accordance with the methods prescribed in the Basle Capital
Accord, only 30% provided all of the information relevant to understanding
how Basle requirements for market risk under internal models have been
calculated. Further, only half of those surveyed disclosed whether they had
an internal process for assessing capital adequacy and for setting
appropriate levels of capital.

The absence of existing guidance at the time of the study is the likely
reason for the poor marks for disclosure on operational risk management.
"They should see how their [operational risk management] practices compare
with guidance released in January," said a BlS official.

A discussion paper elaborating on the tenets of the Basle Committee's
January proposal is slated for release toward the end of the summer. The aim
of the paper will be to assist banks in their implementation of the final
proposal, which is due for release at the end of the year. The Basle
Committee in its most recent draft proposals indicated its intention to levy
an operational risk capital charge.

Although the BIS conducts annual reports on bank disclosure practices, the
1999 survey cannot be compared directly with previous surveys as its focus
shifted away from trading and derivatives to cover other areas such as
operational risk.

Argentina crisis default swap ripples contained
IFR - April 28, 2001

Argentine default swaps drove out last week, as the sovereign teetered on
the brink of a forced restructuring of its debt. The ripple effect on credit
default swaps in other Latin American sovereigns was limited, however, and
even Argentine quotes were well off their highs by the end of the week.
Investment grade corporate default swaps mostly fell on the back of a wave
of CDO portfolio position unwinds.

There was one-year Argentina default swap trade as high as 2,450bp last
Monday, but by the end of the week, the maturity was quoted at
1,225bp/1,725bp. For much of the week, the market was illiquid, with major
dealers saying that they would only come inside bid/offer spreads to do
client trades.

There was mild curve inversion in Argentina by the end of the week, with
two-year quotes at 1,lOObp/1,600bp, the five-year at 1,060bp/1,520bp, and
the 10-year at 1,000bp/1,400bp.

The basis between default swaps and the asset swap value of Argentine FRB
debt was very wide. For much of the week FRBs were trading at levels at
least 300bp tighter than the apparent realistic mid-point for default swaps.

Before the most recent crisis in confidence over Argentina's ability to
raise funds, and to maintain its currency peg to the dollar, its default
swaps were trading at levels tighter than the asset swap value of comparable
FRBs.

Brazilian default swap levels were not hit as hard as those in Argentina,
and Mexican credit protection swaps did not suffer contamination from
Argentina's troubles. There was one-year trading in Brazil default swaps
seen at least as high as 475bp, but quotes in the maturity at the end of the
week were at 360bp/430bp.

Brazil's default curve also remained positive - with the three-year at
620bp/695bp at the end of the week, the five-year at 660bp/740bp and the
10-year at 740bp/820bp.

The basis between the asset swap value of Mexican dollar debt and its
default swap prices remained at a comparatively tight 2Obp-30bp, which
indicated that there had been no aggressive move to buy default swap
protection, Its one-year default swap quotes were holding in at 100bp/135bp
at the end of the week, its three-year quotes at 200bp/240bp, five-year
prices at 250bp/290bp (there was trade at 273bp) and its 10-year prices at
280bp/320bp.

There was a sharp decline in credit default swap quotes for many of the most
liquid corporate names on the back of off-loading of CDO positions by some
of the bigger dealers. Telecoms and auto conipany quotes fell as a result of
this swap selling, with many benchmark quotes falling by 10bp or more last
Thursday.

British Telecom was one of the biggest movers, trading at least as low as
120bp in the five-year, having been l5bp higher the session before. Its
quotes were well offered on the back of the announcement of the replacement
of chairman lain ValIance, and talk of a o5bn rights issue to replace debt,
as well as the effect of the CDO selling.

France Telecom dealt at levels below 70bp in the one-year and its five-year
mid quotes fell below l20bp.

DaimlerChrysler saw five-year trading below lOObp, and its mid quotes were
approaching 9Obp by the end of the week, having started the week at 1 l5bp,
while Ford and GMAC both saw five-year trade as low as 83bp.

Not all investment grade corporate default swaps fell, however.

Carnival continued to be strongly bid on the back of hedging of its recent
convertible bond, which was increased by US$ lOOm to US$600m.

There was five-year default swap trading in Carnival seen at levels
including 8Obp.

Fed Proposes First-Ever RegulationTo Govern Limits on Affiliate Transactions
BNA - May 3, 2001
By R. Christian Bruce and Richard Cowden

The Federal Reserve Board unveiled one of its most important regulatory
projects in recent years on May 2 and asked for comment on a proposed
regulation that would implement key provisions in federal law limiting
transactions between banks and their affiliates.

As required by Congress, the Fed also released an interim rule to cover
aspects of those transactions and finalized another rule that addresses
exemptions from the law.

The proposed Regulation W marks the first time the Fed has formulated rules
implementing restrictions under Sections 23A and 23B of the Federal Reserve
Act, two of the most important laws for federally-insured banks.

Although the Fed has offered advice and interpretation before with respect
to Sections 23A and 23B, it has done so using legal rulings and advisory
letters geared to specific cases.

Now the Fed is updating those interpretations and putting all of the
information in one place. "The proposed Regulation W seeks to provide users
with a single, comprehensive reference tool for complying with and analyzing
issues arising under sections 23A and 23B," the Fed said.

Action in Three Parts
In its May 2 meeting, the Fed took three distinct actions. The Fed issued an
interim rule, effective Jan. 1, 2002, that requires banks to establish
policies and procedures to monitor and control credit exposure from intraday
credits and derivatives transactions with affiliates. Although the effective
date is delayed, banks are expected to get to work on the new policies and
procedures as soon as possible. The interim rule also clarifies that both
types of transactions are covered under Section 23B, which means that banks
will have to treat those transactions as "arms-length" transactions, just as
they would with any other third party. The Fed expressly declined to rule on
whether derivative transactions between banks and affiliates are covered
transactions under Section 23A;
asked for comment on the main text, the proposed new Regulation W, which
would incorporate many existing Fed pronouncements and interpretations
applying Sections 23A and 23B, as well as adding some important new
wrinkles; and issued a final rule setting out various transactions that are
eligible for exemption from Section 23A. The rule was originally proposed
June 11, 1998. In addition, the Fed is allowing opportunity for further
comment on some of the exceptions during the comment process for the
proposed Regulation W.

Why the Rule Matters
The Fed's three-part initiative is significant because Sections 23A and 23B
are important statutes that protect banks from losses due to transactions
with affiliated institutions, such as securities units or mortgage firms.

According to the Fed, the increasing scope and complexity of bank operations
in recent years sparked more requests for guidance, especially in connection
with Section 23A, which places quantitative limits on affiliate
transactions.

And if transactions with affiliates were important before, they are even
more important now. In 1999, Congress passed the Gramm-Leach-Bliley Act, the
financial services modernization law that was expressly crafted to allow
even broader affiliations between banks, securities companies, and insurance
firms.
The GLB Act, which also amended key provisions in sections 23A and 23B, gave
the Fed until May 12 to adopt rules addressing credit exposure in connection
with intraday credits and derivatives transactions with affiliated
institutions. The Fed accomplished that task by issuing the interim rule.

Finally, the rule is important because it could make things easier for
everyone involved, at least in theory. By crafting an implementing rule for
Sections 23A and 23B, the Fed will be able to consolidate its doctrine. In
addition, the rulemaking process gives bankers the opportunity to shape the
final version of the rule.

Early Reaction
Observers were still poring over the Fed's initiative late May 2, especially
the interim rule and the newly proposed Regulation W. They welcomed the
Fed's decision to delay the interim rule's effective date, saying the time
between now and Jan. 1, 2002, will be put to good use.

Sarah A. Miller, general counsel of the American Bankers Association
Securities Association, told BNA May 2 that the Fed "took a fairly
responsible approach," especially in terms of taking limited action in the
interim rule and leaving many of the tougher issues for the comment process.

Above all, she said, bankers hope that the rule, once finished, will provide
much-needed clarity with respect to Section 23A and Section 23B issues.
"We're elated that the rule is out," she said.
Miller also said the final rule on exemptions will be helpful, especially
provisions addressing certain loans to third parties. She said the ABASA has
been working for such changes since at least 1997. "This is something our
guys have been very much anticipating," she told BNA.

Definitions at Issue
Another analyst noted that the Fed gave a fairly narrow definition of
intraday credits in the interim rule, carving out exceptions for securities
clearing and settlement transactions on behalf of affiliates.

"Clearly, they didn't want to interrupt normal day-to-day dealings that
don't present any real risk," the analyst told BNA.

However, there was some disquiet over other aspects of the Fed's action. For
example, analysts said the interim rule defines "derivative transaction"
quite broadly, so much so that many transactions will fall under the
coverage of Section 23B. According to the Fed, "derivative transaction"
means "any derivative contract covered by the Board's capital adequacy
guidelines [which includes most interest-rate, currency, equity, and
commodity derivative contracts] and any similar derivative contract,
including credit derivative contracts."

Another potential sticking point is how the proposed Regulation W addresses
independent credit judgments under 12 C.F.R. 250.250, an interpretive rule.
The proposal establishes a bright-line quantitative test, but goes on to
give bank examiners significant discretion to decide whether a bank has
shown the independence required to gain a critical exemption under the rule.
Under the proposal, even if the bank meets the quantitative test, it may
still be denied the exemption if the examiner decides that the bank is
providing substantial and ongoing funding to the affiliate.

More Exemptions Could Be on the Way
The Regulation W proposal also allows bankers to comment on potential
additions to the exemptions in the final rule. One would involve purchases
by a bank of municipal securities from a broker-dealer affiliate that is
registered with the Securities and Exchange Commission, according to a Fed
staffer. Among other requirements, the municipal securities must be eligible
for purchase by a state member bank and must be rated by a nationally
recognized rating organization or it must be part of a pool of securities of
less than $25 million.
Another would allow certain companies to charter a new bank and transfer
assets to the new bank from affiliated institutions outside the restrictions
of Section 23A.

A third possible exemption would govern certain credit card transactions. A
Fed official explained a typical case in which the proposed exemption would
apply. "If a [bank] loan to a third party is pursuant to a general purpose
credit card, like a Visa or Mastercard, and the third party buys a product
from an affiliate of the bank, we're going to basically ignore that
transaction," he said.

Another Fed official said the purpose of the exemption was to accommodate
extensions of credit that are not designed to subsidize an affiliate of the
bank through transactions that elude the Sections 23A and 23B limitations.

Comments Due in 90 Days
The proposed rule applies to all federally-insured banks. However, even
though Congress has extended coverage of Sections 23A and 23B to savings
associations, the Office of Thrift Supervision (OTS) will have to craft its
own rule, the Fed said. OTS officials told BNA May 2 that they are studying
the Fed's proposal.

Comments on the proposal are due 90 days after it is published in the
Federal Register. All existing Fed interpretations and staff opinions remain
in effect until the new Regulation W becomes final.

Scott Marra
Administrator for Policy & Media Relations
ISDA
600 Fifth Avenue
Rockefeller Center - 27th floor
New York, NY 10020
Phone: (212) 332-2578
Fax: (212) 332-1212
Email: smarra@isda.org


Do any of you guys know about this deal?
---------------------- Forwarded by Mark Taylor/HOU/ECT on 02/24/2000 02:49
PM ---------------------------

Scott Sefton
02/24/2000 11:32 AM
To: Mark Evans/LON/ECT@ECT
cc: Stuart Schardin/LON/ECT@ECT, Mark - ECT Legal Taylor/HOU/ECT@ECT, Nora
Dobin/Corp/Enron@ENRON
Subject: Re: Margaux/Whitewing

Mark,

I finally got to speak with Mike yesterday. The short answer is that Nora
Dobin in Global Finance legal will be your contact person on everything other
than the swap. Mark Taylor (or his designee) will handle the swap.

We will rely heavily on Ron Astin and Trena Chandler of V&E to assist us on
the Whitewing issues. In case you didn't know, Ron and Trena represented us
in the creation of Whitewing (and its holding company Condor) and have been
involved in all the subsequent Condor/Whitewing transactions. Because Jeff
Eldredge has a significant role in Margaux, I hope having V&E involved here
and in London will facilitate coordination on these issues.

Cheers
Scott

Mark Evans
02/24/2000 08:55 AM
To: Scott Sefton/HOU/ECT@ECT
cc: Stuart Schardin/LON/ECT@ECT
Subject: Margaux/Whitewing

Scott,

in Cynthia's absence, can you allocate someone else from your group to
oversee this? As you can see, we are in need of some immediate assistance on
Whitewing.

Did you get the chance to speak to Mike Jakubik about Margaux? Can you help
out with Houston coordination or shall I just get on with it with Mark Taylor
and Jeff Hodge?

Thanks.

         Mark

---------------------- Forwarded by Mark Evans/LON/ECT on 24/02/2000 14:47
---------------------------

Stuart Schardin
24/02/2000 11:52
To: rastin@velaw.com, tchandler@velaw.com, Ben F Glisan/HOU/ECT
cc: Donette Dewar/HOU/ECT@ECT, Anne Edgley/LON/ECT@ECT, Mark
Evans/LON/ECT@ECT, Maroun J Abboudy/LON/ECT@ECT

Subject: Margaux/Whitewing

Ron/Trina/Ben,

I wanted to touch base with you on some Margaux-related issues for Whitewing
and determine what the appropriate course of action is.

As a brief description of the Margaux transaction, in case you have not been
updated recently, the Margaux transaction will now occur through the
synthetic transfer of risk to the Noteholders/Margaux equity.  The method by
which this occurs is as follows.  Whitewing continues to hold the equity
interests in the assets (excluding 56% of Trakya, ETOL, approx. 31.25% of
Sutton Bridge, 50% of Nowa Sarzyna, and approx. 50% of Teesside, all of which
are held by Enron).  Whitewing enters into a fixed for floating swap with
ENA, with Whitewing making a fixed annual payment to ENA in an amount
representing the base case cash flows of the underlying assets and ENA making
a floating payment to Whitewing that is initially equal to the fixed payment
from Whitewing but is adjusted downward if certain identified negative things
happen at the various projects (thereby transferring certain of the risks of
the projects through the floating leg).  Concurrently, Margaux (the Issuer)
raises approx. $511 mm of capital and, through a whollly-owned subsidiary,
purchases the floating leg (receiveable) from Whitewing for $511 MM.  In
other words, Whitewing enters into the swap and immediately monetizes its
receiveable to Margaux.  The net result is that Whitewing receives cash
proceeds up front, and has a fixed payment obligation to ENA, and ENA has a
floating payment obligation to Margaux.  I've attached a structure diagram
below.

With this in mind, the following issues related to Whitewing have arisen.
The tax group would like to characterize the payment ENA receives from
Whitewing as a preferred partnership distribution (see attached note from
Donette Dewar below).  My question is how do we achieve this result.  First,
is Whitewing LP able to enter into this transaction itself, or does it need
to occur at a subsidiary level?  In other words, does the swap fall under the
definition of "Indebtedness" (clause (viii) perhaps?) in the Whitewing LP
Agreement, which is prohibited at the Whitewing level?  If it cannot, is SE
Acquisition the best candidate to be ENA's counterparty, or do we run into
issues with the Natwest facility (although they'd likely consent since they
will get repaid out of the proceeds of the transaction)?  Once the issue of
who is the appropriate counterparty has been determined, we need to discuss
the mechanics by which we effect the transaction.  If we are indeed going to
open up the Whitewing LP Agreement, I suspect that AnnMarie will need to
revisit the Allocation and Distribution sections, which is probably no easy
task.  If not, and the transaction will occur at a subsidiary level, we need
to determine where.  Also, I'm sure this transaction will require
Certificateholder approval as it is in excess of the $40mm threshold.  A
final logistical issue that Donette raises in her note is who will be
responsible for the legal work required at the Whitewing level.

More generally, are there any other legal or other issues that you see with
respect to this transaction from a Whitewing perspective?

If you'd like to discuss the transaction further, please let me know.  I'll
be in Houston the early part of next week, so perhaps we can spend some time
discussing these issues then.  Thanks, and I look forward to seeing you next
week.

Best regards,

Stuart

---------------------- Forwarded by Stuart Schardin/LON/ECT on 24/02/2000
11:09 ---------------------------

Anne Edgley
24/02/2000 09:48
To: Stuart Schardin/LON/ECT@ECT
cc:

Subject: Re: Margaux - Whitewing Partnership amendment

---------------------- Forwarded by Anne Edgley/LON/ECT on 24/02/2000 09:49
---------------------------
From: Cynthia Harkness on 23/02/2000 12:28 CST
To: Mark Evans/LON/ECT@ECT
cc: Donette Dewar/HOU/ECT@ECT, Anne Edgley/LON/ECT@ECT, Maroun J
Abboudy/LON/ECT@ECT, Stephen Dwyer/LON/ECT@ECT, AnnMarie
Tiller/Corp/Enron@ENRON, James Ginty/Corp/Enron@ENRON, Ben F
Glisan/HOU/ECT@ECT, Scott Sefton/HOU/ECT@ECT

Subject: Re: Margaux - Whitewing Partnership amendment

Dear All,

I will be leaving Enron Global Finance this Friday to join Enron Broadband
Services, Inc.  You should refer any inquiries in this regard to Scott
Sefton.  It was a pleasure working with you and I wish you great success in
finalyzing Margaux!  Please do not hesitate to contact me if I can help you
with anything in the future!  All the best!

Cynthia

Mark Evans
02/23/2000 11:37 AM
To: Donette Dewar/HOU/ECT@ECT
cc: Anne Edgley/LON/ECT@ECT, Maroun J Abboudy/LON/ECT@ECT, Stephen
Dwyer/LON/ECT@ECT, AnnMarie Tiller/Corp/Enron@ENRON, James
Ginty/Corp/Enron@ENRON, Cynthia Harkness/HOU/ECT@ect
Subject: Re: Margaux - Whitewing Partnership amendment

Donette,

these questions need to be directed to the Whitewing legal team. I believe
this is Cynthia Harkness. I will then work with Cynthia to ensure her efforts
are coordinated with ours.

      Mark

Donette Dewar
23/02/2000 17:19
To: Mark Evans/LON/ECT@ECT, Anne Edgley/LON/ECT@ECT, Maroun J
Abboudy/LON/ECT@ECT
cc: Stephen Dwyer/LON/ECT@ECT, AnnMarie Tiller/Corp/Enron@ENRON, James
Ginty/Corp/Enron@ENRON

Subject: Margaux - Whitewing Partnership amendment

As you may recall, the tax comments to the debt term sheet reflected a need
for an amendment to the Whitewing partnership agreement to admit ENA as a
partner. You also may recall that we briefly discussed the potential for
legal/accounting/other issues that may arise as a result of any such
amendment.  So that the Whitewing process can be moved forward, would you
please consider the following:

1. Have any legal/accounting/other issues been identified as resulting from
an amendment to the Whitewing partnership agreement?

2. If so, what are the potential solutions to any such issues?

3. Have definite conclusions been reached regarding the economics of ENA's
preferred return on the Whitewing interest, such that a draft of the
necessary partnership allocations can be undertaken?

4. Has a decision been made regarding who will be charged with drafting the
amendments?  Will it be the Margaux legal team?  The Houston Global Finance
legal group?  Other??

Thanks, in advance, for your consideration of these issues.

Kindest Regards,

DMD


Notice # 01-366
October 31, 2001

TO:
All NYMEX Division members
All NYMEX Division cleating members

FROM:
J. Robert Collins, Jr., President

RE:
Introduction of EFS Trading in Natural Gas

The New York Mercantile Exchange, Inc., will begin offering tomorrow
exchange of futures for swap (EFS) transactions in the first step of its
plans to offer over clearing services to the over-the-counter (OTC) natural
gas market.

This plan will also include the introduction of large order execution in the
natural gas futures market and electronic trading of cleared natural gas
swaps and basis contracts.

We are delighted that we were able to expedite the introduction of this
instrument as the current climate in the natural gas market has served to
reinforce the necessity of credit intermediation.  The liquidity of our
market, combined with a clearinghouse that has half billion dollars
available to participants on each of the Exchange divisions through each
guarantee fund and the respective clearing members, put us in a unique
position to offer these services.

In addition, natural gas futures and options volume in 2000 reached the
equivalent of approximately 230 trillion cubic feet of natural gas and the
notional value of last year's transactions Exchange-wide totaled $3
trillion, or $14 billion per day.

EFS transactions will work similarly to exchange of futures for physical
(EFP) transactions.  Two parties will be allowed to privately negotiate the
execution of an integrated over-the-counter swaps and related futures
transaction on pricing terms agreed upon by the involved parties.  The
transaction must involve approximately equal but opposite side-of-market
quantities of futures and swap exposures in the same or related commodities
and will be permitted until two hours after trading terminates in the
underlying futures contract.  EFS transactions will be permitted to
liquidate, initiate, and transfer futures market positions between the two
parties involved in the transaction.  The Exchange will charge $10 per side
for each EFS transaction.  The clearing member representing each party will
be responsible to notify the Exchange of the amount and type of futures
contracts involved, the price at which the futures transaction should be
cleared, and the identity of the parties involved.

Forward Looking and Cautionary Statements
The New York Mercantile Exchange, Inc., has attempted, wherever possible, to
make statements in good faith , as of the date of this release, by using
words such as anticipate, believes, expects, and words and terms of similar
substance in connection with any discussion of its present and future
operations within the industry. Any forward-looking statements made by, or
on behalf of the Exchange, involve a number of risks, trends, uncertainties,
and other factors which may cause actual results to differ materially,
including; the Exchange=s receipt of the necessary Commodity Futures Trading
Commission approval; timely performance and cooperative effort of exchange
partners; and changes in financial or business conditions at the Exchange.


Your order has been received and is being processed. You will receive an
update shortly to let you know the status of the item(s) on your order.

Order Number: 3679548
------------------------------------------------------------------------------
Qty  Description                          Unit Cost   Total Cost
------------------------------------------------------------------------------

  2  saxonygoblet1230000                         25.00       50.00

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

SubTotal:          50.00
Shipping:           6.95
Wrap Charge:        0.00
Tax:                4.70
GrandTotal:        61.65

All in stock items will ship via UPS within 2 business days. Please allow 7-10
business days for regular shipping and 2-3 days for express delivery.

If you have questions about your order, e-mail us at
Customer_Service@dillards.com or call 1-800-345-5273.

Thank you for shopping Dillard's Direct.


No problema!

	Karen A Cordova@EES
	05/21/2001 10:20 AM

		 To: Tana Jones/HOU/ECT@ECT
		 cc:
		 Subject: Re: Credit Support Annex

Can't thank you enough!

Karen

From: Tana Jones@ECT on 05/21/2001 10:17 AM
To: Karen A Cordova/HOU/EES@EES
cc: Marianne Castano/HOU/EES@EES, James E Keller/HOU/EES@EES
Subject: Re: Credit Support Annex

Attached is "Annex B.doc" which we use to prepare Annex B which contains the
credit provisions we attach to a Confirmation when such is requested for
omnibus financial confirmations.  About mid-way through the US Annex B is
about 4 selections of collateral annexes depending on whether the credit is
one-way or two-way and whether the collateral requested is letters of credit
only or letters of credit and cash.  Following that is form of letter of
credit.  We have an Annex B form for US counterparties and Canadian
counterparties.  I have attached both.   The law in Canada currently does not
favor taking cash in Canada and WE DO NOT TAKE CASH (this obviously is quite
problematic for us!).  Our current advice from Canadian counsel is that Cash
must be perfected in a way similar to filing a UCC.  The Canadian and US
lawyers are re-reviewing this situation and I will let you know when/if this
advice changes.

	Karen A Cordova@EES
	05/21/2001 10:00 AM

		 To: Tana Jones/HOU/ECT@ECT
		 cc:
		 Subject: Credit Support Annex

Tana -

Does a Credit Support Annex exist for transactions perfected on the long form
(omnibus) confirmation?  Is there such an animal?  If you have something like
that, can I get a copy?

Thanks again, Karen


Robert & Jeff --

Is there some other (competitive) storage that would want to work with our
deal in CA other than SocalGas?  Maybe find someone adding some new storage.

Jim

Robert Neustaedter@ENRON_DEVELOPMENT
05/16/2001 10:20 AM
To: Kurt Lindahl/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Jody
Crook/Enron@EnronXGate
cc: Harry Kingerski/NA/Enron@Enron, James D Steffes/NA/Enron@Enron

Subject: California LNG

In response to your request to review the SoCalGas tariff with respect to
storage service for quantities of  gasified LNG in excess of market I present
the following.

SoCalGas has various storage rate schedules available to its customers,
including forms of interruptible storage service.

Because of the long-term nature of the proposed project and firm injection
requirements I focused on Schedule No. G-LTS (firm Long-Term Storage Service).

Pricing under this schedule is very flexible (both upwards and downwards).  I
have used the rates included in the tariff which are suppossed to closely
correspond to utilty cost of providing such service and are also consistent
with rates previously supplied for economic modeling purposes.  Keep in mind,
these are benchmark costs, and may be subject to downward or upward
negotiation.

Because of the magnitude of the injection quantities, it was advised that
some expansion of storage capabilities may be required.

Fixed charges consist of an annual inventory capacity charge, and annual
withdrawal capacity charge and a monthly firm injection charge.  The monthly
firm injection charge is the largest cost component.  Based on conversations
with SoCalGas, firm injection rights (similar to pipeline capacity) would be
sold on a monthly basis.  Consequently, in order to have firm rights to
injection capacity, it would have to be reserved 365 days out of a year.
During the off-peak season, "as-available" injection rights may be used that
could substantially lower the cost, but given the inflexibility of unloading
of the LNG ships, this was not considered.

Variable costs would consist of injection and withdrawal charges in the
applicable periods (peak and off-peak) for injection and withdrawal
quantities.

A fuel retention factor of 2.44% would be applied to injections during the
peak period.

While not necessarily affecting the overall costs, a transmission charge on
injections and withdrawals would also be assessed.  A transmission charge on
injections would appear as a debit on the invoice, and an equal transmission
charge on withdrawals would appear as a credit, effectively resulting in a
wash.  However, for cash flow purposes it should be considered.  The
transmission charge is approximately 57 cents per dekatherm.

Transportation from storage would require a separate contract.

A spreadsheet is attached that quantifies the storage cost on an annual basis
utilizing the injection/ withdrawal and inventory assumptions provided.
Again, please keep in mind that the actual costs are negotiable.

I hope this helps in your analysis, and please feel free to call and discuss
further.

Robert