======================================================
        VENTUREWIRE --- Wednesday, September 27, 2000
======================================================
           Private Company Business News
------ Published Daily by Technologic Partners -------
           http://technologicpartners.com
======================================================

Top Stories:

o PMC-Sierra To Buy SwitchOn Networks For $450 Million
o Latin ISP VeloCom Pays $875 Million for Bell Canada Stakes
o Jerusalem Venture Partners Launches Fourth Fund
o PixelFusion Changes Direction, Management Team, Board
o Vodafone Announces $146 Million Fund, Vodafone Ventures
o Atlas Venture Appoints Ex-Microsoft VP as Senior Principal

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Also in This Issue:

     New Money:
o $50 Million Round Two for Professional Services Site eLance
o E-Consulting Firm Differentis Raises $22.5 Million Series A
o Negroponte, Protos Back U.K. Online Barter Site Webswappers
o Provider of Security Services, Fiderus, Gets $75 Million
o $12 Million First Round for Laser Optics Firm LightPointe
o B2B ProductPOP Launches, Raises $5 Million First Round
o Billing, Customer Care Firm Raises $6 Million in First Round
o Israeli Security Firm Safewww Launches with $3.5 Million
o Network Management Firm Oracom Raises First Round
o Payroll Management Site PayCycle Raises $1.3 Million Seed
o Reinsurance E-Commerce Tech Firm Gets $2.5 Million Series A
o Telephony Provider Tierra Raises $4 Million in First Round
o Linux Porting Firm CodeWeavers Gets $1.8 Million First Round
o Digital Rights Firm NetQuartz Raises $17.6 Million Round Two
o Net Programming Firm ActiveState Gets $2.5 Million Round Two
o Online Marketing Service Encirq Gets $37 Million Third Round
o Automation Firm CommerceRoute Gets $15 Million Third Round
o Business Services Firm Viquity Gets $18 Million Round Three
o E-Signature Tech Firm Silanis Secures $11 Million Round Two
o Optical Network Firm Radiant Photonics Receives $18 Million
o PSINet Funds Millennium Internet, Operator of MovieWeb.com
o Teen Web Site Cool.com Names Ex-Zones.com Exec as President
o Adaytum Raises $24 Million Series D, Three Join Board
o Java-Based Software Developer WebX Raises $3.6 Million
o Telecommunications Firm Accordion Raises Funding in Series B
o Online Health Plan Lumenos Adds $9 Million to Round Three
o e-Healthcare Service Firm ProMetrics Invests in MDofficelinx

     New Products:
o Angel Investing Resource AngelSociety Launches
o Recently Launched Mutualfunds.com To Sell Its Domain Name
o Database ASP ECOLogic Systems Changes Name to DataZen
o Laventis & Promoselect Merge To Form LeGuide.com

     M&A:
o Spanish Incubator NetJuice Buys ISP Internet Initiatives
o iFUSE Acquires Struggling Marketing Firm College Broadcast
o NetNation Communications to Buy ADN for $9 Million in Stock
o Elder Care Service Platform CareGuide Acquires FamilyCare
o Group of Investors Acquires Information Site HedgeFund.net

     New Directors:
o B2B Platform Provider Extricity Names New Board Member
o Former CFO of Aspect Development Joins Aceva's Board
o IBM Executive Joins Domain Name Registry i-DNS.net's Board
o Sports Statistics Site Statswizard Announces Board
o Zymel CEO Joins Board of Human Resource Portal Globalaxxess

     New People:
o Collabria Names Former QAD Exec as President and CEO
o Former EDS Executive Joins E-Commerce Firm TIS as Co-CEO
o Transcept VP Mark Wilson Promoted to President & CEO

     VC Fund News:
o Microsoft and Sanwa Confirm Plans For Asian Fund

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======= Top Stories =======

o PMC-Sierra To Buy SwitchOn Networks For $450 Million

CAMPBELL, Calif. -- PMC-Sierra, a publicly-traded
provider of semiconductors and technical support,
said it acquired SwitchOn Networks, which develops
wirespeed packet classification and inspection technologies.
The stock acquisition is valued at approximately
$450 million. Through the acquisition PMC-Sierra
will acquire the SwitchOn Networks staff in both
Pune, India and California. The company is backed
by New Enterprise Associates, Redwood Ventures,
and Sequoia Capital.
http://www.pmc-sierra.com/
http://www.switchon-net.com/
_____________________________________________

o Latin ISP VeloCom Pays $875 Million for Bell Canada Stakes

DENVER -- VeloCom, a provider of voice, data, and
Internet services in Latin America, said it will
acquire Bell Canada International's 34.4% interest
in Vesper and its 45% interest in Vento for $875
million in cash and notes. Vesper is Latin America's
largest competitive local exchange carrier. Vento,
formerly BR Home Shopping, provides a range of Internet
access and Web-based services to business and residential
users in 18 Brazilian cities. VeloCom is Vesper's
largest shareholder. Qualcomm holds 16.2% stake
in Vesper and is also an investor in VeloCom. VeloCom's
other investors include El Paso Energy Communications
Company, a subsidiary of El Paso Energy Corp., Banc
of America Equity Partners Latin America, Brad Peery
Capital, Centennial Funds, Crescendo Ventures, CRI
Media Partners, Dolphin Communications Fund, First
Union Capital Partners.
http://www.velocom.com/
_____________________________________________

o Jerusalem Venture Partners Launches Fourth Fund

NEW YORK -- Jerusalem Venture Partners said it will
raise a new fund with a capitalization of up to
$500 million for investment in  optical networking,
wireless, mobile communications, and Internet infrastructure.
Upon its completion, the fund will be the largest
investment fund to be raised by an Israeli venture
capital firm. The fund intends to invest an average
of $15 million in its portfolio companies over their
life-cycle. However, the investment size could increase
to between $35 million and $50 million if the portfolio
company is operating in certain key markets, according
to the firm. Jerusalem Venture Partners intends
for the new fund to invest in between 28-30 companies
internationally. The firm has offices in London,
New York, and a business development office in Tokyo,
in addition to its Jerusalem headquarters. Jerusalem
Venture Partners has $260 million under management
from its first three funds and an existing portfolio
of 30 companies.
http://www.jvpvc.com/
_____________________________________________

o PixelFusion Changes Direction, Management Team, Board

BRISTOL, U.K. -- PixelFusion, a fabless semiconductor
company, said it changed the company's strategic
direction and will now focus on the network processing
market. The company is searching for a new chief
executive officer after its former CEO, Ilene Sterns,
resigned. Company co-founder Phil Atkin also resigned.
Tom Beese, vice president of marketing, is acting
as CEO until the company completes its search for
a new head. Peter van Cuylenburg remains chairman
of the company's board. John Hughes, president of
the GSM/UMTS wireless networks group at Lucent Technologies,
and Frank Owen, managing director of the telecomms
division in the Steria Group, were named to the
company's board of directors. The company is backed
by 3i Group.
http://www.pixelfusion.com/
_____________________________________________

o Vodafone Announces $146 Million Fund, Vodafone Ventures

LONDON -- Vodafone Group, which provides mobile
communications services, said it formed a global
venture fund to invest in wireless and Internet
opportunities. The initial fund will be capitalised
at GBP 100 million ($146 million), with the typical
investment ranging from $3 million to $15 million.
The fund, which will be managed by a wholly owned
subsidiary of Vodafone called Vodafone Ventures,
will target first and second stage investment opportunities.
Vodafone Ventures will be governed by a board of
directors. Goldman Sachs will assist Vodafone Ventures
in its investments and will have the right to co-invest
with Vodafone on a selective basis.
http://www.vodafone.com/
_____________________________________________

o Atlas Venture Appoints Ex-Microsoft VP as Senior Principal

BOSTON -- Atlas Venture, an international venture
capital firm, said it has appointed Laura Jennings
as senior principal. Ms. Jennings, who was most
recently the vice president of Microsoft's worldwide
strategic planning, will be in charge of leading
the firm's expansion on the West Coast and will
open an office in Seattle. Ms. Jennings has also
served as vice president of MSN. Atlas Venture has
$1.6 billion under management.
http://www.atlasventure.com/

======= New Money =======

o $50 Million Round Two for Professional Services Site eLance

SUNNYVALE, Calif. -- eLance, which provides a marketplace
for the exchange of professional services such as
Web and graphic design, said it held its second
round of funding for $50 million. Pequot Private
Equity Group led the round, which included previous
lead investor Kleiner Perkins Caufield & Byers,
Charter Venture Group, Citigroup, and Integral Capital
Partners. The round brings the company's total funding
to over $65 million. Pequot Capital Management managing
director Lawrence D. Lenihan Jr. will join eLance's
board of directors. The company will use the funding
for further technology and business development,
and expansion. eLance provides services to both
users and providers of professional services.
http://www.elance.com/
_____________________________________________

o E-Consulting Firm Differentis Raises $22.5 Million Series A

LONDON -- Differentis, an Internet business consulting
and implementation firm, said it raised $22.5 million
in Series A funding and launched its services. Texas
Pacific Group was the sole investor in the round.
The company was founded by Ron Mackintosh, previously
president and CEO of CSC's European business. Differentis
will focus on taking established British, French,
and German companies online.
http://www.differentis.com/
_____________________________________________

o Negroponte, Protos Back U.K. Online Barter Site Webswappers

LONDON -- Webswappers.com, a Web site that enables
users to barter for goods and services, said it
raised a six-figure investment from Nicholas Negroponte,
a founder of Wired magazine and the MIT media lab,
and Protos, a seed-stage investment fund. The company
said it would use the money for continued development
of its technology, marketing and customer support.
Mr. Negroponte will assume the position of independent
advisor for the company.
http://www.webswappers.com/
_____________________________________________

o Provider of Security Services, Fiderus, Gets $75 Million

CHICAGO -- GTCR Golder Rauner said it committed
$75 million in first round funding to Fiderus, an
information security and privacy services company.
Philip Canfield and David Donnini, of GTCR Golder
Rauner, joined the company's board of directors.
The company will use the funding for operations
and strategic acquisitions.
http://www.fiderus.com/
_____________________________________________

o $12 Million First Round for Laser Optics Firm LightPointe

SAN DIEGO -- LightPointe Communications, a provider
of hybrid laser-optic microwave systems that enable
businesses to connect to fiber optic networks, said
it raised $12 million in its first round from investors
Sevin Rosen Funds, Ampersand Ventures and Telecom
Partners. The company will use the funds to expand
its manufacturing capabilities and for marketing.
http://www.lightpointe.com/
_____________________________________________

o B2B ProductPOP Launches, Raises $5 Million First Round

SAN FRANCISCO -- ProductPOP, a business-to-business
provider of electronic commerce channel marketing
technology and services for manufacturers, said
it has raised $5 million in its first round of funding
from Draper Fisher Jurvetson. The round was raised
earlier this year to fuel the company's launch.
ProductPOP, which is developing the use of interactive
displays to improve manufacturer's e-commerce channel
performance, said it is currently seeking its second
round financing.
http://www.productpop.com/
_____________________________________________

o Billing, Customer Care Firm Raises $6 Million in First Round

LAUREL, Md. -- ASC Billing Solutions, a provider
of convergent billing and customer care services
and products for the communications industry, said
it has raised $6 million in its first round of funding.
Edison Venture Fund led the round, with Mid-Atlantic
Venture Funds and STI Ventures participating as
co-investors. The company said it will use the funds
for marketing, sales, and engineering activities
to enhance its products.
http://www.ascglobe.com/
_____________________________________________

o Israeli Security Firm Safewww Launches with $3.5 Million

UNIONDALE, N.Y. -- Safewww, which provides identity
protection and authorization technologies, said
it launched its service and established a new office
in Uniondale, N.Y. The company has raised $3.5 million
in capital through  seed and Series A fundings.
Investors in these rounds included a subsidiary
of Cohen & Co., as well as  individuals from New
York and Argentina. The money was used to establish
the company's New York headquarters. The company
also announced the appointment of its president
and CEO, Kenneth Bob. Mr. Bob previously served
as a senior vice president for the Descartes Systems
Group.
http://www.safewww.com/
_____________________________________________

o Network Management Firm Oracom Raises First Round

NORTH ANDOVER, Mass. -- Oracom, which provides online
network management software, said it has raised
an undisclosed amount of funds in its first round.
Egan-Managed Capital, a New England-based venture
capital fund, led the round, which included Point
Ventures and CIG Ventures.  As a result of the funding,
Bob Creeden, general partner of Egan-Managed Capital,
Baruch Russo, who manages CIG Ventures, and  Michael
O'Malley of Inflection Point, will join Oracom's
board of directors.
http://www.oracom.com/
_____________________________________________

o Payroll Management Site PayCycle Raises $1.3 Million Seed

MOUNTAIN VIEW, Calif. -- PayCycle, a provider of
Web-based payroll management services for business
with up to 20 employees, said it raised $1.3 million
in its seed round from private investors. Individual
investors included John Monson, vice president of
sales and marketing at BigStep; Eric Dunn, former
Intuit executive; Jeff Brown, director of finance
at McKensey; Carey Masatsugu, vice president of
development at Excite; Dan Rudolph, chief operating
officer at the Stanford school of business; and
Tom Proulx, co-founder of Intuit and chief executive
officer of NetPulse. The company will use the funds
to launch.
http://www.paycycle.com/
_____________________________________________

o Reinsurance E-Commerce Tech Firm Gets $2.5 Million Series A

SALT LAKE CITY -- eReinsure.com, a provider of e-commerce
technology to the reinsurance industry, today announced
that it has received $2.5 million in Series A financing
from Chubb. The company said the funds will be used
for its sales and marketing initiatives. eReinsure
received seed funding from Interpacific Group and
individual investors.
http://www.ereinsure.com/
_____________________________________________

o Telephony Provider Tierra Raises $4 Million in First Round

SAN DIEGO -- Tierra Telecom, an Internet telephony
service and infrastructure provider, said it closed
its first round with $4 million. Investors were
Southern Pacific Capital Group and Nextreme Ventures.
The company will use the funds to expand its service
throughout the U.S. and Latin America and to become
a supplier of voice over IP technology for businesses.
The company also said it added James Canton, head
of the Institute for Global Futures, to its board
of directors.
http://www.tierratelecom.com/
_____________________________________________

o Linux Porting Firm CodeWeavers Gets $1.8 Million First Round

MINNEAPOLIS -- Code Weavers, a Linux porting company,
said it raised $1.8 million in its first round from
investors Linux Global Partners and individual investor
John Gilmore. Mr. Gilmore is a founder of Cygnas
Solutions. The company will use the funds for development
of its product, which enables users to run Windows
software on the Linux operating system.
http://www.codeweavers.com/
_____________________________________________

o Digital Rights Firm NetQuartz Raises $17.6 Million Round Two

PARIS -- NetQuartz, which develops technology for
digital rights management products and services,
said it held its second round of funding for EUR
20 million ($17.6 million). New investor Deutsche
Bank Venture Partners led the round, which included
previous investors Auriga Ventures and Natexis Ventech.
The company will use the funding for marketing,
opening an office in the United States, and for
further technology development.
http://www.netquartz.com/
_____________________________________________

o Net Programming Firm ActiveState Gets $2.5 Million Round Two

VANCOUVER -- ActiveState, a provider of Internet
programming software and services, said it closed
its second round with $2.5 million, led by Opticality
Ventures. The company also received strategic investments
from individual investors Michael Tiemann, an ActiveState
board member who is chief technology officer at
RedHat, and Nick Bedford, head of German equity
sales for an unspecified German investment banking
firm. The company will use the funds to expand its
management team, open a Seattle office, and increase
marketing.
http://www.activestate.com/
_____________________________________________

o Online Marketing Service Encirq Gets $37 Million Third Round

SAN FRANCISCO -- Encirq, an online marketing services
company that protects consumer privacy, said it
has raised more than $37 million in its third round
of funding. Chase Capital Partners and GE Capital
co-led the round, which included Technology Partners,
Charter Ventures, Financial Technology Ventures
and Shamrock Holdings. The company said it would
use the funding to support the rollout of its initial
personalized services, as well as the development
of additional Internet personalization services.
http://www.encirq.com/
_____________________________________________

o Automation Firm CommerceRoute Gets $15 Million Third Round

EVERYVILLE, Calif. -- CommerceRoute, which provides
business-to-business integration and process automation
products and services for digital trading networks,
said it raised a $15 million third round of funding.
CMGI @Ventures and Kohlberg Kravis Roberts & Co.
(KKR) co-led the round. The latest funding brings
the company's total venture capital raised to $20.5
million. CMGI @Ventures general partner Gary Curtis
and David Chung of KKR will join the company's board
of directors. The company will use the funding for
further development of its services, expanding its
operations, and for sales and marketing. CommerceRoute's
suite of services enables users to define, deploy,
and integrate trade partner networks.
http://www.commerceroute.com/
_____________________________________________

o Business Services Firm Viquity Gets $18 Million Round Three

SUNNYVALE, Calif. -- Viquity, a provider of online
business infrastructure services, said it has completed
its third round of funding, raising more than $18.5
million. The funding was led by JK&B Capital and
included funds from previous investors Atlas Venture
and Hummer Winblad Venture Partners. The company
said the funds are going to be used to accelerate
growth in its field organizations and for marketing.
Marc Sokol, executive member of JK&B Capital, will
join Viquity's board of directors.
http://www.viquity.com/
_____________________________________________

o E-Signature Tech Firm Silanis Secures $11 Million Round Two

MONTREAL -- Montreal-based Silanis Technology, a
developer of electronic signature and approval management
software, said it secured $11 million in its second
round of financing. The round included Quebec-based
Sofinov, a subsidiary of the Caisse de depot et
placement (CDP) and Investissement Desjardins, with
participation from New York-based Lehman Brothers
Venture Capital. The funding will be used for company
expansion, including product development, marketing,
sales, and opening new offices.
http://www.silanis.com/
_____________________________________________

o Optical Network Firm Radiant Photonics Receives $18 Million

AUSTIN, Texas -- Optical networking company Radiant
Photonics said it received $18 million in its first
round of equity funding led by New York-based Adam
Smith Investment Partners and San Jose-based KLM
Capital, with participation from Intel Capital and
Ridgewood Capital. Orin Hirshman of Adam Smith Investment
Partners, and Peter Mok of KLM Capital will join
the board of directors. The funding will be used
for general company expansion, including product
development. The company will also use the funds
to build another facility for the manufacture of
optical network photonic components, including wavelength
division multiplexers (WDMs), optical switches,
and other products designed for metropolitan area
networks.
http://www.radiantr.com/
_____________________________________________

o PSINet Funds Millennium Internet, Operator of MovieWeb.com

LOS ANGELES -- Millennium Internet, which owns and
operates MovieWeb.com, said that PSINet Ventures,
the corporate ventures arm of PSINet, made an investment
in the company. The amount invested was not  available
at this time. PSINet announced last month that it
will also provide Internet infrastructure and development
services to MovieWeb.com and the MovieWeb Video
Retail Network as part of its partnership agreement.
Millennium Internet's investors include PSINet,
technology law firm Wilson Sonsini Goodrich and
Rosati, and individual investors.
http://www.movieweb.com/
_____________________________________________

o Teen Web Site Cool.com Names Ex-Zones.com Exec as President

REDMOND, Wash. -- Cool.com, a Web site for teens
and college students, announced Larry Grella as
the company's new president. Mr. Grella was a senior
vice president and general manager of Zones.com,
a computer products provider. Cool.com recently
closed a $1.8 million Series A round funded by Beyond
Ventures and Winston Technology Ventures.
http://www.cool.com/
_____________________________________________

o Adaytum Raises $24 Million Series D, Three Join Board

MINNEAPOLIS -- Adaytum, a provider of enterprise
business-planning services, said it has secured
a $24 million in Series D funding from a group of
investors led by AC Ventures, with additional participation
from St. Paul Venture Capital, 3i, and Chase H&Q.
Proceeds from the financing will be used for international
sales, marketing, and product development. The company
also announced three new members to its board of
directors, which includes C. Scott Phillips, general
partner of AC Ventures, Douglas P. Smith, executive
vice president of Mercury Interactive, and Robert
E. Switz, senior vice president and CFO of ADC Telecommunications.
http://www.adaytum.com/
_____________________________________________

o Java-Based Software Developer WebX Raises $3.6 Million

LONDON -- WebX, which is developing an online insurance
software application, said it raised GBP 2.5 million
($3.6 million) from Quester. The company said it
will use the funding to rollout its product and
increase sales and marketing. Nick Stinton, a representative
from Quester, will take a seat on the company's
board of directors.
http://www.quester.com/
http://www.webx.co.uk/
_____________________________________________

o Telecommunications Firm Accordion Raises Funding in Series B

NEWARK, Calif. -- Accordion Networks, which develops
a delivery platform for multi-tenant units, said
it raised new funding in its Series B round from
Tarrant Venture Partners, a venture fund sponsored
by the Texas Pacific Group. Previous investors in
Accordion are Accel Partners and Crescendo Ventures.
The company will use the funds to release and market
new products.
http://www.accordionnet.com/
_____________________________________________

o Online Health Plan Lumenos Adds $9 Million to Round Three

ALEXANDRIA, Va. -- Lumenos, which provides a healthcare
plan to consumers via the Internet, said it added
$9 million to previous funding announced in July,
closing its second round with $43 million. The additional
financing came from Draper Fisher Jurvetson and
previous investor Internet Health Group. The company
said it will use the funds to develop its service
and Web site. Previous investors are KBL Healthcare
Ventures, Liberty Partners, Novartis, Johnson &
Johnson Development and Allianz of America.
http://www.lumenos.com/
_____________________________________________

o e-Healthcare Service Firm ProMetrics Invests in MDofficelinx

KING OF PRUSSIA, Pa. -- ProMetrics Consulting, an
electronic healthcare services provider and business
incubator, said it has made an undisclosed investment
in MDofficelinx, an online service provider that
creates and maintains databases of student health
records. The investment is a combination of cash
and devoted services, which will allow for an equity
stake valued at up to 25% of MDofficeLinx. Individual
investors back MdofficeLinx, which is currently
raising additional funds.
http://www.mdofficelinx.com/

======= New Products =======

o Angel Investing Resource AngelSociety Launches

NEW YORK -- AngelSociety, which serves as multi-platform
resource for angel investing and early-stage growth
companies, announced it has launched. Founded by
CEO Scott P. Peters and President Andrew R. Moore,
the company will provide information, communication,
and transactional services designed to enable and
enhance angel investing. The company's investors
include the New York City Investment Fund, Columbia
Business School's Eugene Lang Fund, and over 40
individual investors and angel networks. AngelSociety
also announced Nigel Harrison, former chief financial
officer of Thomson and an investor, has joined the
company's board of directors.
http://www.angelsociety.com/
_____________________________________________

o Recently Launched Mutualfunds.com To Sell Its Domain Name

BOSTON -- MutualFunds.com, an online portal providing
information and services for the mutual fund industry,
announced it is selling its domain name, and plans
to change its name to Financial Services Institute.
The company said the domain name has been appraised
for approximately $250,000 but that it expects to
receive more than that amount. The company, which
provided financial services as well as online distance
learning, said it will now concentrate on its online
learning in the financial services industry. MutualFunds.com
is backed by Nvest Companies, TIS Worldwide, WR
Hambrecht & Co., and individual investors.
http://www.mutualfunds.com/
_____________________________________________

o Database ASP ECOLogic Systems Changes Name to DataZen

HERNDON, Va. -- ECOLogic Systems, a database management
and research engineering ASP, said it is changing
its name to DataZen. The company's subsidiary will
remain as ECOLogic, working as a research and development
agent. The company said the new name targets the
communications industry better. DataZen is backed
by Signal Equity Partners, Alexander Enterprise
Holdings, Garden House, Mostafa Venture Fund, Burden
Direct Investment Fund, and Island Holdings.
http://www.datazen.com/
_____________________________________________

o Laventis & Promoselect Merge To Form LeGuide.com

PARIS -- LeGuide.com, an online shopping site formed
from the merger of French companies Promoselect
and Laventis and the acquisition of Le Web Marchand,
announced its launch. The new company provides a
real-time price comparison search mechanism, along
with its online retail and shopping community operations.
LeGuide.com raised EUR 476,520 ($416,000) in its
initial funding from investors including Galileo
Partners, Siparex, IPO, Patrice Magnard, and Patick
Robin. The new company merges Promoselect, which
developed a technology guide in conjunction with
France Telecom; Laventis, which developed comparative
pricing technology; and Le Web Marchand, France's
first online shopping directory.
http://www.leguide.com/

======= M&A =======

o Spanish Incubator NetJuice Buys ISP Internet Initiatives

MIAMI -- NetJuice Networks, the Internet consulting
arm of Spanish incubator NetJuice, acquired Miami-based
ISP service provider Internet Initiatives. The terms
of the acquisition were undisclosed, but the deal
is part of $50 million NetJuice Networks plans to
spend this year for expansion in the U.S., and Latin
America, particularly Brazil and Mexico. Capital
for the acquisition came from the company's last
round of funding raised from institutional investors
including 3i, G.E. Capital, Spanish industrial firm
Fomento de Construcciones y Contratas, and Catalan
Investment Bank Fibanc. NetJuice said its next move
would involve the acquisition of an Internet service
provider in Buenos Aires. The company said Internet
Initiatives will experience no layoffs as a result
of the acquisition. The company said it is following
an acqusition model to keep the company's expanded
network in touch with local culture.
http://www.netjuice.com/
_____________________________________________

o iFUSE Acquires Struggling Marketing Firm College Broadcast

LOS ANGELES -- iFUSE, a communications company focused
on young people, said it acquired College Broadcast,
a multimedia marketing company specializing in college-age
consumers. No financial details were released about
the acquisition, which comes three months after
College Broadcast laid off two of its three divisions,
its online and on campus units. iFUSE will absorb
the company, but has not retained all of its remaining
cable channel employees. College Broadcasts's chief
executive officer, Chet Lyons, is joining iFUSE's
board of directors. College Broadcast is backed
by Heritage Capital, U.S. Web CKS, and individual
investors. iFUSE is backed by Alloy Online, Coca-Cola,
Cisneros Television Group, the Interpublic Group
of Companies, and Odyssey Capital.
http://www.collegebroadcast.com/
http://www.ifuse.com/
_____________________________________________

o NetNation Communications to Buy ADN for $9 Million in Stock

VANCOUVER, British Columbia -- Publicly-traded NetNation
Communications, a Web site hosting company, domain
name registrar, and ASP, said it has entered into
an agreement to acquire privately-held American
Digital Network (ADN), an e-commerce and web-site
hosting company, for 2.25 million common shares
valued at approximately $9 million. NetNation said
the acquisition will have little effect on ADN's
management and employees. ADN has received up to
$1 million in financing from individual investors.
http://www.netnation.com/
http://www.adnc.com/
_____________________________________________

o Elder Care Service Platform CareGuide Acquires FamilyCare

SAN FRANCISCO -- CareGuide, a provider of elderly
care management services through an integrated Internet,
telephony, and wireless platform, said it acquired
FamilyCare, which develops family programs and services
for employers and employees, for an undisclosed
amount. Cathy Leibow, founder and former CEO of
FamilyCare, will be CareGuide's new senior vice
president and a general manager. CareGuide is backed
by Peuqot Capital Management and Nob Hill Capital
Management
http://www.famcare.com/
http://www.careguide.com/
_____________________________________________

o Group of Investors Acquires Information Site HedgeFund.net

NEW YORK -- A group of investors including Links
Holdings and Capital Z Investments, said that it
has acquired HedgeFund.net, a Web site that contains
hedge fund information and performance, from Tuna
Group. Terms were undisclosed. B. Scott Minerd has
been named HedgeFund.net's chief executive officer.
http://www.hedgefund.net/

======= New Directors =======

o B2B Platform Provider Extricity Names New Board Member

REDWOOD SHORES, Calif. -- Extricity, a platform
provider for business-to-business software products,
said it has appointed Tania Amochaev, former president
and CEO of QRS, to its board of director. Ms. Amochaev
serves on several boards including Symantec and
Walker Interactive. Extricity is backed by Charter
Venture Capital; Aspen Technology; Intel 64 Fund;
Manugistics; SAP Ventures, a division of SAP; and
Wingspring. Charter Venture Capital, Broadview Capital
Partners, Technology Crossover Ventures, and Invesco,
have also invested in Extricity.
http://www.extricity.com/
_____________________________________________

o Former CFO of Aspect Development Joins Aceva's Board

MOUNTAIN VIEW, Calif. -- Online finance infrastructure
provider Aceva Technologies, formerly known as InPurchase,
said it has appointed David Dury, the former chief
financial officer of Aspect Development, to its
board if directors. Mr. Dury has served as CFO,
COO, and president of several enterprise technology
companies including Boole & Babbage, NetFrame Systems
and Priam Corporation. He joins the Aceva board
that currently includes members form Accel Partners,
Sequoia Capital, and idealab Capital Partners. Aceva
is backed by Accel Partners, American Online, Charter
Growth, Clayton Dubilier & Rice, IdeaLab Capital
Partners, Oracle, and Sequoia Capital.
http://www.aceva.com/
_____________________________________________

o IBM Executive Joins Domain Name Registry i-DNS.net's Board

PALO ALTO, Calif. -- I-DNS.net International, a
multilingual Internet technology provider and registry
of multilingual domain names, said it elected Irving
Wladawsky-Berger to its board of directors. Mr.
Wladawsky-Berger is vice president of technology
and strategy in IBM's Server Group and co-chair
of the President's Information Technology Advisory
Committee. The company is backed by General Atlantic
Partners.
http://www.i-dns.net/
_____________________________________________

o Sports Statistics Site Statswizard Announces Board

NEW YORK -- Statswizard.com, a Web-based sports
statistical analysis and reporting site, announced
its board of directors. The six-member board consists
of Gerald D. Cohen, president and CEO of Information
Builders; Steven Kemler, CEO and chairman of Fastwired;
Charles "Bud" Bristow, Statswizard's CEO; Timothy
J. Boylan, Statswizard's president and vice president
of Fastwired; Kevin Quinn, Statswizard.com founder
and Information Builders' vice president of sales
support services; and Mark Holtzman, senior vice
president of club marketing at National Football
League Properties. Statswizard is backed by Fastwired
and Information Builders Ventures.
http://www.statswizard.com/
_____________________________________________

o Zymel CEO Joins Board of Human Resource Portal Globalaxxess

TAMPA, Fla. -- Globalaxxess.com, which operates
a portal that provides human resources services
to businesses, said it has appointed Christos G.
Papadopoulos to its board of directors. Mr. Papadopoulos
is president and chief executive officer of Zymel
Enterprises, a financial consulting firm. He also
serves on the board of directors for Steinway Child
& Family Services, a non-profit organization. Globalaxxess
is backed by Silicon Valley Internet Capital.
http://www.globalaxxess.com/

======= New People =======

o Collabria Names Former QAD Exec as President and CEO

SAN MATEO, Calif. -- Collabria, an online commerce
service provider to the print industry, said it
named Donald Armagnac as president and CEO, replacing
co-founder Alan Hu, who will remain as chairman
and continue to play a role in business strategy
and development. Mr. Armagnac comes to Collabria
from QAD, where he most recently served as executive
vice president of global field management. Collabria
is backed by Bessemer Venture Partners; Weiss, Peck
& Greer; the Internet Capital Group; and ABS Ventures.
http://www.collabria.com/
_____________________________________________

o Former EDS Executive Joins E-Commerce Firm TIS as Co-CEO

NEW YORK -- TIS Worldwide, an e-commerce services
provider, said that David Moxam, a member of TIS'
board of directors since 1999, has joined TIS as
co-CEO. Jeff Najarian will remain chairman of TIS
Worldwide, and Bob Gold, the company's CEO, will
share the CEO role with Mr. Moxam as co-CEO. Mr.
Moxam comes to TIS from EDS, where he built their
N.Y.-based global financial markets group and as
president of strategy, marketing, and portfolio
management. TIS is backed by Silverline Technologies
and Goldman Sachs.
http://www.tisworldwide.com/
_____________________________________________

o Transcept VP Mark Wilson Promoted to President & CEO

MANCHESTER, N.H. -- Transcept, a designer and manufacturer
of communications equipment for commercial wireless
networks, said it promoted Mark R. Wilson, senior
vice president of operations, to president and CEO
of the company.  In January, the company closed
a $35 million second round of funding organized
by Spencer Trask & Co. The investors in the round
were not disclosed.
http://www.transcept.com/

======= VC Fund News =======

o Microsoft and Sanwa Confirm Plans For Asian Fund

REDMOND, Wash. -- Microsoft said it will provide
consulting services to Sanwa Bank's newest portfolio
companies. The Japanese bank's new $50 million fund
was funded by Sanwa Bank itself. Microsoft has not
invested any cash into the new fund but will only
provide consulting services to the fund's portfolio
companies. The fund was launched by the Hong Kong
unit of Sanwa Bank and will invest in online commercial
ventures in China, South Korea, and other Asian
countries.
http://www.microsoft.com/

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FYI.
---------------------- Forwarded by Rebecca W Cantrell/HOU/ECT on 12/13/2000
04:18 PM ---------------------------

"Randall Rich" <rrich@bracepatt.com> on 12/13/2000 04:13:55 PM
To: "Jeffrey Watkiss" <dwatkiss@bracepatt.com>, <jhartso@enron.com>,
<jsteffe@enron.com>, <llawner@enron.com>, <rebecca.w.cantrell@enron.com>,
<Richard.b.sanders@enron.com>, <snovose@enron.com>
cc:
Subject: Final Filed Version

The filed version of the comments in the San Diego Gas & Electric matter at
FERC is attached.

 - SANDIEGO.DOC


fyi

-----Original Message-----
From: Boudreaux, Shanna
Sent: Thursday, October 18, 2001 9:31 AM
To: Townsend, Judy; Germany, Chris; Lamadrid, Victor; Neal, Scott;
Versen, Victoria; Ordway, Chris
Subject: FW: TE Restriction for Oct 18-19

FYI...

October 18, 2001

An unplanned outage at the ATHENS (ATH) Ohio Compressor station has
occurred.  Due to high throughput levels already in the system and the
restriction at ATH, TEXAS EASTERN TRANSMISSION, LP (TE) will not be
accepting physical increases for Gas Day October 18, 2001 upstream of
ATH.  This would include the entire Access Area, Market Zone 1 30 Inch &
24 Inch, Market Zone 2 upstream of the ATH compressor station.  Due Pipe
makeup cannot be accepted for Gas Day October 19,2001.  These
restrictions may be extended through the weekend.   Meter operators are
reminded to flow at scheduled volumes.

Should you have any questions, please contact your Operations Account
Manager.

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

NOTE:

Duke Energy Gas Transmission respects your online time and privacy.
You have received this email because you elected to subscribe. To
unsubscribe, login to the E-mail Notification Subscription page at
http://www.link.duke-energy.com/script2/Notification.asp
uncheck the appropriate checkbox, and click the Submit button.


Here is the final draft of my rebuttal testimony.? I will  be spending the
rest of the morning cleaning up the few remaining holes for  numbers, etc.?
Please note I have added extensive rebuttal to the SCGC /  TURN study
showning that demand charges could increase EG fixed costs by up to  20%.?
The study, which Edison received in a data response late Wednesday,  is very
weak.? Please call with any final comments by 1 p.m.  today.
?
Also -- this draft has revised language indicating that this  testimony is
not meant to express the CCC's or Dynegy's opposition to any  element of the
Interim Settlement.? I would appreciate any feedback on  whether this
language is consistent with how other signatories to the Interim  Settlement
are dealing with this issue.
?
Tom Beach
----- Original Message -----
From:  Tom Beach
To: Leslie, John ; 'Cherry, Brian - TPBKC' ; AlexanMS@sce.com ;
paulamirault@aec.ca ; david.bayless@utility.com ; Burkee@cts.com ;
Craigc@calpine.com ; Rick.Counihan@greenmountain.com ; Jdasovic@enron.com ;
Mday@gmssr.com ; bdingwall@unitedgas.com ; Douglass@arterhadden.com ;
eke@aelaw.com ; Jfawcet@enron.com  ; rfoss@coral-energy.com ; plg@cpuc.ca.gov
; johnj@bcjlaw.com ;  Johnson_Pamela@lacoe.edu ; karpjos@sf.whitecase.com ;
kmccrea@sablaw.com ; jmpa@dynegy.com ; rmp@cpuc.ca.gov ; porterdk@sce.com ;
RochmanM@cubjpa.org ; RochmanM@spurr.org ; susan.scott@enron.com ; Betonte,
Robert - TP2RSB ; Brill, Thomas R. ; Davis, Robert E.  ; Follett, B.  David -
TPDBF ; Fong,  Ed ; Freeman, Kimberly ; Gaines, Mark -  TPMFG ; Harrigan,
James P. - TP1JPH ; Hay, James E. ; Hubbard, Lisa  J. ; Lorenz, Lad - TPLPL ;
McVay, Nancy W -  TPNWM ; Morrow, Rick - TP3RMM ; Purves, Ralph A. ;  Reed,
William ;  Sakarias, Wayne  P. ; Schavrien, Lee ; Smith, Anne S. -  TPASS ;
Sullivan, Glen J. ; Surak, Thomas M. -  TP1TMS ; Suwara, J.- TPJUS ;
Takemura,  Earl - TPEKT ; Teeter, James S. ; Van Lierop, Jan -  TP2JXV ;
Watson, Steven - TP2SAW ; Wright, Gillian -  TP1GXW ; Barker, David - TPDTB ;
'How-Downing, Lindsey' ; 'Jun, Christine' ; 'Khoury, Dexter' ; ack@aelaw.com
; Nelson, Eric B.  - TPEBN ; Bisi, David - TP1DMB ; Mumford, Joel  - TP4JDM ;
Tom,  Gwoon - TPGYT ; Scott, Addis B.
Sent: Tuesday, May 16, 2000 5:46 PM
Subject: Re: Tom Beach's Prepared  Rebuttal Testimony

Attached please find Word and Wordperfect versions of Tom  Beach's draft
rebuttal testimony in the Gas OIR proceeding, on behalf of the  Indicated
Electric Generators.
I look forward to comments from any of the supporters of the  Comprehensive
Settlement.
?
Tom Beach
 - EG Rebuttal Testimony on GIR Settlement.doc
 - EG Rebuttal Testimony on GIR Settlement.wpd


After reviewing new information i am comforatable amending the existing
Master Agreement's credit line from $2.25MM to $3.00.

Let me know if I can be of any futher assistance.

thanks
brant


Vince/Vasant,

It has been some time since we spoke at the San Antonio conference.
Unfortunately,as soon as I got to India I was diagnosed wih a slip disc and
had to be in bed for a long time.

In the mean time the team continued to work on the concept of a sale to
another state out of the Dabhol plant.  I have developed the concept whereby
we are now looking at a firm component (over peak period), and an infirm
power sale during the monsoon.

The series of quesions and comments from my team in te attachment below
should help you a bit to get a feel for the proposal.  I am currently in
Houston and reachable at 281-345-9870.  I maybe needing a surgery for the
slip disc but am currently on medication hoping that surgery won't be needed.

I would like to wis you all a very happy X'Mas and a Great New Year, and will
catch you in the NEw YEar in Houston to discuss this wit you further.  I can
see that soem structuring help will be needed on this, and would like to get
some help from your end.

Regards,
Sandeep.
---------------------- Forwarded by Sandeep Kohli/ENRON_DEVELOPMENT on
12/25/99 10:17 PM ---------------------------

Sandeep Kohli
12/25/99 10:06 PM
To: Rajesh Sivaraman/ENRON_DEVELOPMENT
cc: Vivek Kejriwal/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Shubh
Shrivastava/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Anshuman
Srivastav/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: Re: Firm Power sale from Phase I - Issues

Team,

Please find my comments in the word document attached.

Please go through this and run the sensitivities and get a good idea of way
to structure thsi.  Having gone through the comments, I feel that it maybe
necessary to get some help on the structuring side.  I will try to get you
some structuring expertise asap.  In the mean time, I would like you all to
focus on getting resources together and working this to the next pass.

Lets see where we can get with this.

Regards,
Sandeep.

Rajesh Sivaraman
12/24/99 10:06 PM
To: Sandeep Kohli/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Vivek Kejriwal/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Shubh
Shrivastava/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Anshuman
Srivastav/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: Firm Power sale from Phase I - Issues

As discussed, please find enclosed  a word document which essentially
discusses most of the issues involved with a Firm Power sale of 50 MW from
Phase I, which would have to be sorted out with MSEB.

Vivek & I have also worked out a methodology for computing tariff for this
firm power sale during the peak period. In doing this, we have tried to keep
the tariff formula as simple as possible, while simulating the PPA tariffs to
the extent possible. (Currently, we have just shown the tariff computation;
will put the tariff formula in the next mail)

The tariff structure & the issue list obviously need further refinement,
before we discuss it with MSEB.

Looking forward to your comments on both the issue list as well as the tariff
computation.

regards,

Rajesh S


Marie:
Could you please alert the "receivables financing" group about this?

Carol St. Clair
EB 4539
713-853-3989 (phone)
713-646-8537 (fax)
281-382-1943 (cell phone)
8774545506 (pager)
281-890-8862 (home fax)
carol.st.clair@enron.com

 -----Original Message-----
From: 	Sager, Elizabeth
Sent:	Thursday, November  15, 2001 1:27 PM
To:	'dtmusselman@aep.com@ENRON'
Cc:	Bradford, William S.; Kitchen, Louise; Portz, David; St. Clair, Carol
Subject:	RE:MNA 11-15-01

Hi Dave
Here is a revised draft for discussion purposes only of the MNA, marked to show changes from the prior draft of 11/8.  In order to get this to you for your review as soon as possible, I am by copy of this email sending drafts to others in Enron's legal, credit and commercial groups for their first review;  accordingly, there likely will be additional changes based upon their review.  Please call if you have any questions or comments. Thanks
Elizabeth Sager
713-853-6349

 -----Original Message-----
From: 	dtmusselman@aep.com@ENRON
Sent:	Thursday, November 08, 2001 2:11 PM
To:	Sager, Elizabeth
Subject:	RE:  master netting draft 11-1-01


I set up a directory called "Confidentiality Agreements" and put a form in
there based on what KC sent me.

I'm so proud of myself.


I took an online course last month and would like to take another. I have
forgotten my password/id and I can't login. Can you send me an enail with
this info. Also-- I have lost the course # for the seminar I took last month
entitled " Ethics For Inhouse Lawyers" which was a 3 hour course. Could you
send me this? Thank You


Please start the following task in the morning:

Using the Official 11-30 calcs that you exported deal summaries from, add the following counterparty's MTM by desk:
Constellation
Energy Authority
Sempra Energy Trading
Public Service of Colorado

I believe the calc that identified our top-levels had extra transactions or values that did not fall out of our books.  Once you have figured out the total for the above counterparties compare them to your top-levels.

Thanks,
Stacey


i just found out that i get in tues afternoon and leave thurs afternoon.  we
will try to get together at least once.


An "April-less" version...

Kay


Yeah Baby, that hits the spot!

-----Original Message-----
From: john.d.williamson@us.andersen.com
[mailto:john.d.williamson@us.andersen.com]
Sent: Wednesday, November 14, 2001 11:05 AM
To: awhite@ktvd.com; BLagodna@aol.com;
chandu.v.chilakapati@us.andersen.com; anthony.r.coghlan@us.andersen.com;
DWC3@pge.com; kblume@logicon.com; laurie.p.klumb@us.andersen.com;
jlynch@xemkt.com; Rappold@aol.com; sakom@attglobal.net;
Reese_Spears@NEXGENW2K.nexgeninc.com; steven.r.thornton@us.andersen.com;
Lucci, Paul T.; lance.e.workman@us.andersen.com
Subject: My life

Way too close to home!

Male Maturity

When I was 14, I hoped that one day I would have a girlfriend.

When I was 16 I got a girlfriend, but there was no passion. So I decided I
needed a
passionate girl with a zest for life.

In college I dated a passionate girl, but she was too emotional. Everything
was an emergency;
she was a drama queen, cried all the time and threatened suicide.

So I decided I needed a girl with stability.

When I was 25 I found a very stable girl but she was boring. She was
totally
predictable and
never got excited about anything. Life became so dull that I decided that I
needed a girl with some
excitement.

When I was 28 I found an exciting girl, but I couldn't keep up with her.
She
rushed from one
thing to another, never settling on anything. She did mad impetuous things
and made me miserable as often as happy. She was great fun initially and
very energetic, but directionless.

So I decided to find a girl with some real ambition.

When I turned 31, I found a smart ambitious girl with her feet planted
firmly on the
ground and married her.

She was so ambitious that she divorced me and took everything I owned.

Now I am 49 and just looking for a girl with big tits.
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Gary, Trena,

The key points are:

1. Any FX business conducted from London must in most cases be done by or
through a specifically authorised SFA-regulated entity.  None of the MG
London entities is authorised to conduct this type of business.  The choices
therefore are:

- Set up a new SFA-regulated entity specifically authorised to carry on this
type of business (up to 6  months to implement)

- Change the current authorisation of the regulated MG London entities to
permit this type of business (this would involve a material change to its
current  authorisation )

- Consider using Enron Europe Finance & Trading Limited ("EEFT"), which is
SFA-regulated.  However, the approval of SFA would be required to   extend
the scope of its current SFA authorisation to include this type of
business.   Note also that EEFT Enron Europe Finance & Trading Limited
currently acts as agent only and not as principal - this is primarily for
regulatory capital reasons for unregulated entity.  Any proposed extension
of   EEFT's current authorisation must also be carefully considered in the
light of the potential increased risk of consolidated supervision from a
regulatory  capital perspective.

2. Enron carries on all of its current investment business with commercial
enterprises, and not private individuals.  And there are good reasons for
this.  From a legal and regulatory perspective, this exposes Enron to fewer
potential risks and to a significantly lower degree of regulatory
compliance.  If Enron were to carry on this business with private
individuals, this would materially increase the level of regulatory
compliance; it also may give the individual additional rights of recourse
against Enron for breach of its regulatory duties, and could also expose
Enron to a greater risk of potential claims as to existence of a special or
fiduciary relationship between itself and the private individual.  There
would therefore need to be an overwhelming commercial rationale to support
the decision to take on private individuals as customers.

Justin


I've checked with Alan and I think Mike R. is probably the right guy all the way around.

-----Original Message-----
From: Ephross, Joel
Sent: Wednesday, July 25, 2001 10:25 AM
To: Boyd, Justin; Taylor, Mark E (Legal)
Subject: FW: Enron/Barclays Global Markets Inventory Financing

I am forwarding initial documents concerning an inventory finance transaction.

Mark, I am distributing to your attention since the structure involves the buying/selling of inventory in a trading arrangement, and the documents are in some respects derived from an ISDA format. While this is a "financing" with a bank, and hence my involvement, there are trading aspects here as well. [Mike Robison is reviewing from the EWS business unit perspective.]If someone in your group should review, please advise.

Justin, I am distributing to your attention, since the choice of law is English, and you were involved in the prior Metals transaction that this is derived from. If someone else in London should review, please advise.

-----Original Message-----
From: Sitlani, Deepak [mailto:deepak.sitlani@linklaters.com]
Sent: Friday, July 20, 2001 10:20 AM
To: Ghosh, Soma; Ephross, Joel; Liu, Ying; Brian Smith (E-mail); Richard
Firth (E-mail); 'Martin.Woodhams@barclayscapital.com'
Cc: Firth, Simon N; Lee, Gareth
Subject: Enron/Barclays Global Markets Inventory Financing

Please find attached first drafts of:

1 the Master Agreement;
2 the Forward Sale Agreement; and
3 the Agency Agreement.

 <<00300601_EnronCorp_DES.doc>>  <<010702_Forward_Sale_Agreemnt_DES.doc>>
<<010702_DES_EnronAgencyAgreement.doc>>

For ease of review, I also attach:

1 the Master Agreement marked up to show changes against the physical metal
Master Agreement (as last amended on 21 May 2001);

 <<00300601_EnronCorp_DES.doc>>

2 the Forward Sale Agreement marked up to show changes against the physical
metal Master Agreement (as last amended on 21 May 2001); and

 <<REVISED3.DOC>>

3 the Agency Agreement marked up to show changes against the physical metal
Master Agreement (as last amended on 21 May 2001);

 <<PhysMstrvAgency.doc>>

Please note the following:

1. General

- I have drafted the agency and forward sale aspects previously contained in
the physical metal Master Agreement in separate agreements. In order to
ensure that these agreements are as distinct as possible, certain elements
of the physical metal Master Agreement (for example, conditionality of
Transactions/Call Options on hedging) may have to be included in a separate
side letter.
- To the extent that I have insufficient details in relation to this
transaction, I have retained the structure of the physical metal Master
Agreement.
- These drafts have not been reviewed by Enron and therefore remain subject
to their comments.

2. Master Agreement

- As the Commodities will not be exchange traded, I have introduced the
concepts of "Reference Price" and "Pricing Date", which are similar to those
contained in the 1993 ISDA Commodity Derivatives Definitions.
- Enron would like to be able to enter into Transactions/exercise Call
Options on non-Business Days.
- I have, where possible, avoided referring to the Agency Agreement and the
Forward Sale Agreement. However, one aspect of the Agency Agreement that
does remain in the Master Agreement is that of "Agency Costs", which is, in
some instances, an intrinsic element of pricing. This will need to be
discussed.
- I have removed the concept of "Minimum Value", which I understand will not
form part of this transaction.
- I understand that, due to the nature of the Commodities, there may be an
imbalance in the quantity sold and that delivered. Although the consequences
of this need to be discussed, I have introduced provisions to cater for this
(see Clauses 4.3 and 5.5.5).

3. Forward Sale Agreement

- I have attempted to make this agreement as distinct as possible from the
Agency and the Master Agreements.
- The pricing of the forwards needs to be discussed.
- I have removed "Credit Support Default" as an Event of Default.

4. Agency Agreement

- As with the Master and Forward Sale Agreements, I have attempted to make
this agreement as distinct as possible.

I look forward to discussing your comments and working with you on this
transaction.

Kind regards
Deepak

Deepak Sitlani
Linklaters, London
A member firm of Linklaters & Alliance
Tel: (44-20) 7456 2612
Fax: (44-20) 7456 2222

> http://www.linklaters.com
> http://www.linklaters-alliance.com
>
>

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otherwise protected by work product immunity or other legal
rules. If you have received it by mistake please let us know
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--------------------T O P S T O R I E S--------------------

Top Stories (January 10)

CALIFORNIA GOVERNOR SAYS PROGRESS WAS MADE IN CALIFORNIA POWER TALKS
After meeting behind closed doors for seven hours, government officials said
progress was made during a White House-brokered meeting to identify solutions
for California's troubled electricity market.
http://199.97.97.79/IMDS%PMADJN0%read%/home/content/users/imds/feeds/djn/2001/
01/10/eng-djn/eng-djn_112027_38_9608982484788

PG&E SAYS ITS CURRENTLY UNABLE TO BORROW MORE MONEY
PG&E Corp.'s (PCG) Pacific Gas & Electric Co. said the disparity between
wholesale power prices and the current utility rates has made further
borrowing impossible, according to a Form 8-K filed Wednesday with the
Securities and Exchange Commission.
http://199.97.97.79/IMDS%PMADJN0%read%/home/content/users/imds/feeds/djn/2001/
01/10/eng-djn/eng-djn_160035_224_442865708843

JUSTICE DEPARTMENT OK'S ARKANSAS ELECTRIC COOPERATIVE RETAIL JOINT VENTURE
The Arkansas Electric Cooperative Corp., has obtained Justice Department
approval to jointly market electric power to retail customers when Arkansas
moves to deregulate its electric market.
http://199.97.97.79/IMDS%PMADJN0%read%/home/content/users/imds/feeds/djn/2001/
01/10/eng-djn/eng-djn_184026_22_6107542845421

MASSACHUSETTS ATTORNEY GENERAL WANTS ELECTRIC TRANSMISSION CAPACITY ADDED
Massachusetts Attorney General Thomas F. Reilly yesterday urged electric grid
managers to step up efforts to add new transmission capacity in the state and
region to help curb soaring electric costs.
http://199.97.97.163/IMDS%PMAKRT0%read%/home/content/users/imds/feeds/knightri
dder/2001/01/10/krtbn/0000-0176-GL-ELECTRIC

-IS NUCLEAR ENERGY ON THE VERGE OF A RESURGENCE? - ISSUEALERT FOR JANUARY 10,
2001
According to the Nuclear Energy Institute, for the first time in more than a
decade, production costs (outlays for fuel and operations and maintenance) at
U.S. nuclear plants are the lowest of any major reliable electricity source,
dropping below coal-fired power plants.
http://199.97.97.163/IMDS%PMANAT0%read%/home/content/users/imds/feeds/writersd
esk/2001/01/10/eng-powerm-000001/eng-powerm-000001_125702_201_045852864627

----------------------------------------------------------------------
DOW JONES NEWSWIRES
----------------------------------------------------------------------

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

FERC Approves Governance Issues Of 'GridFlorida' RTO Plan

PG&E Corp Dividends -2: Cites Wholesale Power Crisis

PG&E Corp Dividends -4: To Postpone 4Q Fincl Results

PG&E Corp Dividends -3:Operating In 'Liquidity Crisis'

PG&E Corp Postpones Release Of 4Q Results >PCG

PG&E Corp Won't Pay 30c Dividend For 4Q >PCG

PG&E Corp Suspends Charitable Contributions >PCG

PG&E Corp Defers Annual Merit Salary Raises >PCG

PG&E Corp's Pacific Gas Unit Won't Pay Qtr Div >PCG

M. Stanley's Berner: U.S. Econ Problems Hit Calif Hardest

FERC's Hoecker/Calif Pwr -2: 'Substantial Progress' Seen

FERC's Hoecker: White House Calif Pwr Summit 'First Step'

Justice Dept. OKs Ark Elec Coop Retail Joint Venture

CORRECTION: Kent Funds Spokesman Is Mitchell Stapley

Calif Legislator:Vote Thu On Retaining Utils Generation

PG&E Bonds -2: Bids On 10-Yr Notes In Mid-60's

Calif Util Shrs Dn -4: PG&E Has $500M In Reserves Wed.

PG&E Bonds Tread Water After Utility Warns Of Bankruptcy

PG&E/Filing -3: Has Cash Reserves Of $500M >PCG

PG&E/Filing -2: Rate Increase Not Enough To Pay Bills

PG&E: Under-Collected Balance Of $6.6B As Of Dec. 31

Calif Util Shrs Dn -2: Edison Intl, PG&E Shrs Up Earlier

PG&E Outlines Financial Condition In SEC Filing >PCG

Calif. Util Shrs Dn After PG&E Outlines Fincl Condition

PG&E:Foreclosed From Capital Mkts Due To Fincl Condition

PG&E: Faces Default; May Be Forced Into Bankruptcy >PCG

Brazil's Cesp Climbs On Expectations Of New Output Record

PG&E Says Its Currently Unable To Borrow More Money

PacifiCorp/FPL Group -2: Plant To Svc 70,000 Houses >FPL

Southern Co. Forms Unit -2: Names McCrary Unit Pres >SO

SEC Clears Southern Co. To Form New Unit >SO

Bewag Strives For Equal Owership Control Of Veag -Sources

Calif Gov Says Progress Was Made In Calif Power Talks

FPL To Build, Own Plant; PacifiCorp To Buy, Sell Output

PacifiCorp, FPL Group To Build Wind Energy Plant >FPL

PacifiCorp, FPL To Build Plant On Ore./Wash. Border >FPL

Delays/N Korea/GE -2: No New Date For Proj Completion

Delays Mount In N Korea Nuclear Proj After GE Ends Talks

Enron India Expects State Pwr Board To Meet Debt Payments

Enron India/Pwr Board/Payments -2: Doubts Over Phase 2

PRESS RELEASE: Cal-ISO Declares Stage 2 Emergency

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
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Access stories online at: http://www.powermarketers.com/pma-nat.htm

Bode to Advise Bush on Energy Concerns

Once-Largest Solar Power Farm in World Becomes Observatory Set for
Unprecedented Detection of Gamma Rays

League of Women Voters of California President Issues Open Letter to
Governor, Cpuc on Proposed Electric Rate Increases

Study Details Impact of Pollution on Public Health from Nine Older Fossil
Fuel Power Plants in Illinois

Wind Farm to Power 70,000 Homes

California ISO Calls for Energy Conservation; Morning Hours between 5- A.M.
Are Critical

Campus power plant to save U. Mississippi $1 million a year-(U. Mississippi)

Electrical Emergency Steps Up to Stage Two; Interruptible Load Programs
Activated

Peoples Energy Gives $500,000 to Share the Warmth

Company Supports Realistic Solutions to California Power Crisis; Reliant
Energy Sees Dialogue at Washington Summit As A 'First Step'

Energy Update/Los Angeles Department of Water And Power Daily Energy Update
for Wednesday, Jan. 10, 2001

Oregon-Wash. Border Gets Wind Farm

Pinnacle West Energy Awaiting Approval on Acquisition of Nuclear Assets,
Focusing on New Generation Projects

Clean Energy Critical in New Millennium: U.N. Senior Official

NY Natural Gas Review: Tumbles As Aga Draw at Low End of Views

Boxer, Feinstein Aim to Help Feds Aid Resolution of Power Crisis

Tentative Schedule Set for PG&E, Edison Power Rate Case

Top Energy Summaries - Wednesday, January 10, 2001 - 4:4 PM

Columbia Gas of Ohio to Distribute Energy Conservation Kits

Honeywell Shareowners Approve Proposed Merger with General Electric

PG&E Corporation And Pacific Gas And Electric Company to Suspend Dividend
Payments

Teledyne Technologies to Deliver Hydrogen Supply System for Fuel Cell Powered
Buses

Energy Over the Years

Sustainable Energy to Provide Proton Energy Systems with Power Conditioning
Units

Cytec Initiates Natural Gas Surcharge on Melamine Crystal

Pacific Gas & Electric says faces risk of default: SEC filing

PetroQuest Energy Voluntarily Delists From the Toronto

Top Energy Summaries - Wednesday, January 10, 2001 - 2:36 PM

Repeats: Energy Volume And Open Interest Totals-Jan 10

Ubs Warburg Upgrades Noble Affiliates, Ocean Energy (Nbl)

Florida Power Says Cold Weather Conditions to Drive Up Winter Utility Bills

Almost Unnoticed Among the Region's Raging Electric Crisis, South King
County's Natural Gas Bills Will Jump Another 26 Percent This Week, the Third
Increase in the Last 14 Months. - The Result: Customers Who Use Natural Gas
to Heat Their Homes Or Cook Their Dinners Will See Their Costs Nearly Double

-Is Nuclear Energy on the Verge of a Resurgence? - IssueAlert for January 10,
2001

Mariner Energy Names Thomas E. Young Vice President - Business Development

-David Rich Joins Retx As Vice President Of Sales

Universal Stainless & Alloy Products, Inc. Announces Natural Gas Surcharge

GE Power Systems wins 460 mln usd gas, steam turbines order from TECO Energy

TVA Prices $1 Billion 10-Year Global Power Bonds

-EREN NETWORK NEWS -- January 10, 2001

Uni-Solar(R) Triple-Junction Technology Honored with The Bright Light Award
from The U.S. Department of Energy
Analyst: Nation Near Energy Crisis

GE to Provide Turbines, Long-Term Services for Two New Power Plants in
Southeastern U.S.

Energy Sector Has Some Gas Left in the Tank

Resource Shortfall Triggers Stage One Emergency; California ISO Requests
Consumers to Immediately Cut Back on Energy Usage

Energy Channel Buildings.com Presents: Bottom Line Energy Issues

N.M. Utility Pushes Power-Line Plan

Wps Energy Is Selected As the Lowest-Cost Provider for Northern Maine

Cbi Announces the Industry's Most Comprehensive Business to Business Energy
Conference Series

Electrons without Borders: California Can't Make Itself an Energy Island

-DOMINION INCREASES 2001 EARNINGS TARGET BY 30 CENTS PER SHARE

Green Mountain Power Corporation of Vermont Files SEC Form k

Potomac Electric Power Company of Virginia Files SEC Form k

Potomac Electric Power Company of District of Columbia Files SEC Form k

-EPRI Reliability Initiative Provides Tools to Help Utilities Avoid Power
Outages

Thermal Energy Storage Helps Cut Energy Bills

-CBOT to Launch 5-Year Agency Note Futures and Options Jan. 12

Top Energy Summaries - Wednesday, January 10, 2001 - :14 Am

Davis Pledges Power Contract Reforms

Green Mountain Energy to Flip Switch on Connecticut Business

Gateway Energy Corporation Announces Increased Tariff Rates for Its
Distribution Subsidiary

Top Energy Summaries - Wednesday, January 10, 2001 - 7:42 Am

Calif. Crisis Threatens to Spread Utility Deregulation, Energy Shortage Send
Shock Waves Clear to Washington

New Electrical Device Can Extend Energy Supplies, Cut Business And Consumer
Power Bills

World's Largest Wind Plant to Energize the West; Pacificorp Will Sell Power;
Fpl Energy Will Build, Own And Operate

E Source Asks: Will Undoing Deregulation Undo the Energy Distribution Company?

Energy Companies Prepare for Uncertain Future As A New Year's Chill Hits
Restructuring Efforts

STOCKWATCH: ENEL lower on concern on Wind, Infostrada merger, govt stake sale

Icc to Hold Natural Gas Price Hearings

ENEL has to transfer ownership of national grid - energy regulator

Protection from Energy Market Manipulation

Power generators kicked into high gear

Richardson, Governor Davis claim progress in Califronia energy crisis talks

AG Eyes Calif. Power Debacle

Chubu Elec. to Be 1st Power Firm to Enter Retail Gas Market

Ohio Power Agency Sells $52 MillionOf Bonds to Boost Peaking Capacity

Davis Offers No Short-Term Fix To California Energy Crisis

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

National Energy Board to Hold Public Hearing on Application for Proposed
Chinchaga Sales Gas Pipeline Loop

CanArgo Energy Corporation: President Shevardnadze Visits

Alstom wins contract worth over 440 mln eur for Saudi power plant expansion

E.ON lifts holding in Swedish utility Sydkraft, aims for majority

Indian Government: Shri Prabhu Discusses Power Reforms with Visiting British
Delegation

Indian Government: N.T.P.C. to Look Into Feasibility of Setting Up Power
Plant in Maharashtra

Cambridge Energy Corp. Announces Acquisition of Its Donner Field in
Southeastern Louisiana

India: Mangalore LNG Power Station Project Shelved

Tractebel eyes expansion in Poland, bidding for new power generator

CBK Power to draw first tranche of 340 mln usd loan for hydropower project

Muslim rebels attack power plant, army unit in southern Philippines

Philippines National Power Corp May Supply Zamboanga Freeport

E.On Power Unit Targets Poland in Expansion Plan

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

Connecticut Attorney General's Suit Forces Utility Regulators to Hire Lawyer

Oklahoma-Based Williams Cos. Plans to Sell 30 Million Shares of Stock

Energy Company Begins Job Cuts in Florida

Peoples Gas Undercharged Customers in Fall, Illinois Regulators Told

Ruling Could Hand California Consumers $12 Billion Bill for Utilities' Costs

California Governor Offers Measures to Address Electric Deregulation `Failure'

Analysis: California Governor Offers Few Specifics on Fix for Electric Crisis

Seattle Power Company Proposes An Increase in Electric Rates

California Governor Urges Greater State Role to End 'Energy Nightmare'

Washington, Oregon Governors Urge Residents to Reduce Power Usage

The Philadelphia Inquirer Andrew Cassel Column

New Heating Assistance Program Draws Support in Illinois

Western Kentucky Gas Says It Will Work with Delinquent Customers

Electricity, Natural Gas Bills in Utah to Increase

The Orange County Register, Calif., Jonathan Lansner Column

Reaction Split on California Governor's Response to Energy Crisis

California Struggles to Deal with Energy Crisis

California Governor Calls Electric-Industry Deregulation a `Failure'

Portable Heaters a Rare Commodity in High Point, N.C.

Massachusetts Attorney General Wants Electric Transmission Capacity Added

Hyundai's Eugene, Ore., Chip Factory Pays 70 Percent More for Electricity

Energy Conservation Low in Public Consciousness for Oregon Residents

Dayton, Ohio-Area Officials Will Meet on Electric Deregulation

Colorado Regulators Consider Xcel Energy's Request for Increase in Gas Rate

California's Woes Put North Carolina's Electric-Deregulation Plans on Hold

California Governor's Energy Proposals Face Criticism from All Sides

California Governor Backs Public Power Agency, Incentives to Fix Energy Woes

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

Canada natgas mixed, Alberta down in pipe constraints

UPDATE 1-FERC chief says Calif power crisis goes beyond state

Dominion raises earnings estimates for 2001, 2002

Canadian bonds end down, outperform U.S. treasuries

FPL, PacifiCorp plan 300 MW Wash./Ore. wind farm

WRAPUP 2-Pacific Gas & Electric pleads for help

Lattice picks Nortel for telecoms deal

Southern sets up Southeast wholesale power unit

Turkish PM sees ``secret'' powers behind energy probe

Kaiser adds energy surcharge to fabricated products

Moody's says no change in PG&E ratings after request

FACTBOX-Key issues on table in Calif. power crisis talks

Pinnacle West says will not buy Edison's share of Four Corners

Justice Dept allows joint power marketing in rural Arkansas

Canada natgas mixed, Alberta down in pipe constraints

New York City seen facing tight summer power supplies

U.S. FERC chairman says to leave agency Jan. 18

UPDATE 3-PG&E cuts dividend to preserve cash, seeks state aid

UPDATE 1-Spain power merger seen narrowly approved by court

GE Power to supply turbines, services for $460 million

PG&E asks Calif. governor to use emergency powers

Richardson says pushing for West region power price cap

UPDATE 3-Clinton administration meets on Calif power crisis

Framework offered to resolve Calif. power crisis

PG&E Corp halts fourth quarter dividend, delays results

Germany's MVV takes stake in U.S. solar tech firm

UPDATE 1-California power talks end with 'progress'

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ELECTRONIC TRADING. Power is following natural gas to become an
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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
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The report named: NG - PROPT P/L <http://trv.corp.enron.com/linkFromExcel.asp?report_cd=11&report_name=NG+-+PROPT+P/L&category_cd=5&category_name=FINANCIAL&toc_hide=1&sTV1=5&TV1Exp=Y&current_efct_date=10/25/2001>, published as of 10/25/2001 is now available for viewing on the website.


Philippe forgot that Beth was on Vacation 5/5/00
Peggy McCurley - 31832 (Bibi)
Cheri Westbrook -  36477 (Perlman)


I haven't received anything.

	Susan J Mara
	12/28/2000 02:49 PM

		 To: Sandra McCubbin/NA/Enron@Enron
		 cc: Jeff Dasovich/NA/Enron@Enron
		 Subject: Republican Caucus Energy Briefing

Have we gotten an invite?
----- Forwarded by Susan J Mara/NA/Enron on 12/28/2000 12:49 PM -----

	"Julee Malinowski-Ball" <jmball@ns.net>
	12/27/2000 01:18 PM
	Please respond to "Julee Malinowski-Ball"

		 To: "kent Palmerton" <kent.palmerton@williams.com>, "Bill Carlson"
<william_carlson@wastemanagement.com>, "Bill Woods" <billw@calpine.com>, "Bob
Ellery" <bellery@spi-ind.com>, "Bob Escalante" <rescalante@riobravo-gm.com>,
"Carolyn Baker" <cabaker@duke-energy.com>, "Curtis Kebler"
<curtis_l_kebler@reliantenergy.com>, "David Keane" <dnke@dynegy.com>, "David
Parquet" <dparque@ect.enron.com>, "Dean Gosselin" <dean_gosselin@fpl.com>,
"Duane Nelson" <dnelsen@msn.com>, "Ed Tomeo" <ed.tomeo@uaecorp.com>, "Frank
DeRosa" <fderosa@sanfrancisco.usgen.com>, "Greg Blue" <gtbl@dynegy.com>, "Hap
Boyd" <rboyd@enron.com>, "Jack Pigott" <jackp@calpine.com>, "Jeff Dasovich"
<Jeff.Dasovich@enron.com>, "Jim Willey" <elliottsa@earthlink.net>, "Joe
Greco" <joe.greco@uaecorp.com>, "Joe Ronan" <joer@calpine.com>, "John Stout"
<john_h_stout@reliantenergy.com>, "Jonathan Weisgall" <jweisgall@aol.com>,
"Kassandra Gough" <kgough@calpine.com>, "Ken Hoffman"
<khoffman@caithnessenergy.com>, "Kent Fickett" <kfickett@usgen.com>, "Lynn
Lednicky" <lale@dynegy.com>, "Marty McFadden"
<marty_mcfadden@ogden-energy.com>, "Nam Nguyen" <nam.nguyen@powersrc.com>,
"Paula Soos" <paula_soos@ogden-energy.com>, "Richard Hyde"
<rwhyde@duke-energy.com>, "Robert Lamkin" <rllamkin@seiworldwide.com>, "Roger
Pelote" <roger.pelote@williams.com>, "Stephanie Newell"
<stephanie-newell@reliantenergy.com>, "Steve Ponder" <steve_ponder@fpl.com>,
"Steven Kelley" <steven@iepa.com>, "Sue Mara" <smara@enron.com>, "Tandy
McMannes" <mcmannes@aol.com>, "Tony Wetzel" <twetzel@thermoecotek.com>,
"Trond Aschehoug" <taschehoug@thermoecotek.com>, "William Hall"
<wfhall2@duke-energy.com>
		 cc: "Susan McCabe" <sfmccabe@mindspring.com>, "Scott Govenar"
<sgovenar@govadv.com>, "Ron Tom" <thackbarth@govadv.com>, "Robert Ross"
<robbiz@cwo.com>, "Phil Isenberg" <Isenberg@HMOT.com>, "Mike Monagan"
<mrmonagan@aol.com>, "Maureen OHaren" <Oharen@HMOT.com>, "Marie Moretti"
<marie_moretti@msn.com>, "Kassandra Gough" <kgough@calpine.com>, "Jenn
Paulsen" <paulsen@hmot.com>, "Jamie Parker" <jparker@hmot.com>, "Hedy
Govenar" <hgovenar@acom2.com>, "DJ Smith" <djsmith@smithandkempton.com>,
"Delany Hunter" <dhunter@smithandkempton.com>, "Cary Rudman"
<cjrudman@softcom.net>, "Bev Hansen" <bhansen@lhom.com>, "Anne Kelly"
<kelly@hnks.com>, "Chuck Cole" <ccole@advocation-inc.com>, "Jan Smutny Jones"
<smutny@iepa.com>, "Steven Kelley" <steven@iepa.com>, "Katie Kaplan"
<kaplan@iepa.com>
		 Subject: Republican Caucus Energy Briefing

The Assembly and Senate Republican caucuses are holding an energy briefing
for its members on January 4th from 9 am to noon in room 126 of the Capitol.
I don't have all the details on the briefing but speakers were invited by
Assembly Member Anthony Pescetti and will be given the opportunity to speak
as well as to bring up to 10 pages of written materials to hand out to
members.

Please let me know if you have received an invite and/or are speaking at
this briefing.  So far, Williams is the only IEP member company participant
I have heard about.

THANKS.

Julee Malinowski-Ball
Senior Associate
Edson + Modsette
916-552-7070
FAX-552-7075
jmball@ns.net