S m o k e   a n d   S m e a r s
Christopher DeMuth and Steven Hayward
October 17, 2000

 In the closing weeks of the presidential campaign, Vice President Gore is
returning to the theme that Governor Bushs Texas has become an abysmal place
to live. It is a hard case to makeTexas is today the fifth fastest growing
state and fifth in net influx of Americans from other states, and Mr. Bush is
one of the nations most popular governors.
 Mr. Gores earlier attacks on the governors education record were set aside
following the July release of a comprehensive RAND study showing that Texas
has become the nations top state in achievement test scores. His subsequent
assertions about the number of Texans lacking health insurance seem to have
fizzled as well (it turns out that the number of uninsured has been falling
in Texas while rising in the nation as a whole). That leaves environmental
quality, where the Vice President and his ad writers have leveled a fusillade
of dramatic allegations about increasing pollution in Texass cities and
streams.
 Environmental quality presents rich opportunities for misleading data and
rhetoric. Measuring air and water pollution involves a host of variables: one
can measure pollution by emissions or by the quality of the air and water,
and measurements of air and water quality depend on the placement of
monitors, the use of *peak* versus average levels, and adjustments for
population exposure and for the widely differing health and amenity effects
of different kinds of pollution. Rankings among states are much more
problematic than rankings of school performance or health care, because all
states that are more urbanized and industrialized have higher pollution
levels. Texas accounts for 60 percent of the nations petrochemical
production capacity and 25 percent of oil refining, and it is the only state
with two metropolitan areas (Houston and Dallas-Ft. Worth) among the nations
top ten. Measured by simple gross quantities, Texas, California, and New
Jersey will have *more pollution* than most other states under any
circumstances; the rest of us can enjoy the products without having to bother
so much with the pollution-control challenges.
 Mr. Gores charges exploit these opportunities to the hilt, combining
misleading statistics with a few outright fabrications to create an
impression that bears little relationship to reality. The charges are,
however, easy to debunk, and it is surprising that they been reported with
little scrutiny by a media that has otherwise grown wary of the Vice
Presidents loose ways with facts.
 The Gore campaigns favorite charge is that Houston has passed Los Angeles
to become *the smog capital of the United States,* *No. 1 in air pollution,*
and *the dirtiest city in the nation.* (We will ignore Democratic National
Committee Chairman Joe Andrews claim that Houston has become *the dirtiest
city in the world,* which was evidently uttered in a fit of enthusiasm for
the latest party line.) The charge is false. According to the U.S.
Environmental Protection Agency, air quality in Houston is improving and is
unambiguously better than in Los Angeles, and is also better than in many
other cities.
 The Houston charge is based on 1999 city data on ambient levels of ozoneone
of six *criteria* air pollutants regulated under the national Clean Air Act
as measured by numbers of days of *exceedences*of the EPAs national
standard. Ozone levels are highly sensitive to weather conditions, especially
temperature. They have been essentially flat in Houston in recent years (and
other southern cities such as Atlanta), but they fell sharply in Los Angeles
in 1999 due to unusually cool summer weather. As a result, Houston topped Los
Angeles (and all other cities) in ozone exceedencesbut its air quality was
nevertheless better than LAs. Houstons ozone level was 10 percent higher
than in Los Angeles, but its particulates level was 20 percent lower
(particulates are the other major component of *smog,* and according to the
EPA a far more serious health risk than ozone; there is no separate measure
of *smog*). Houston did vastly better than LA for three of the four other
Clean Air Act pollutants: 63% lower for nitrogen oxides, 64% lower for carbon
monoxide, and 78% lower for lead (the cities sulphur dioxide levels were
identical). While Houston was out of compliance with EPAs national standard
for only one pollutant, ozone, LA was out of compliance for three: ozone,
particulates, and carbon monoxide.
 We hasten to add that we are comparing Houston with Los Angeles only to
demonstrate the falsity of Mr. Gores allegation. If Houston is not number
one in air pollution, neither is it number two or even number six (Houston is
the nations sixth largest metropolitan area).  According to the EPA Air
Quality Index, which aggregates levels of all six air pollutants and weights
them according to the health risks of each, air quality in Houston is better
than in ten other metropolitan areas. Houston also bests ten other cities on
a separate EPA index of ozone alone. (These data are for 1998, the most
recent year available; rankings for 1999 and 2000 will probably be similar.)
 A related charge, and particularly egregious falsehood, is Vice President
Gores assertion that Governor Bush *made key air pollution rules in Texas
voluntary.* In 1999, Governor Bush signed two laws concerned with
*grandfathered* sources of air pollution. Under the Clean Air Act and almost
all state air pollution programs, old power plants and industrial facilities
are subject to much more lenient emissions standards than new ones. It is a
serious loophole that has been bad for the economy as well as the environment
inducing firms to maintain old facilities (both less efficient and more
polluting than new ones) for longer then they otherwise would, and leading to
protracted litigation over the difference between renovating an old facility
and building a new one. Under the 1999 legislation, Texas became one of the
first three states to begin closing the loophole through tighter standards
for old facilities. The step was praised by environmental groups and helped
coax Mr. Gore, who had not previously confronted the problem as a legislator
or Vice President, to propose a national program of his own for old power
plants. (Mr. Bush has also advanced a national proposal.)
 But there was a wrinkle in the Texas initiative: the law covering utilities
enacted mandatory standards (which will result in huge reductions in power
plant emissions over the next three years), but the law covering industrial
facilities enacted a *voluntary* compliance schedule coupled with increased
fees for noncompliance. There is legitimate disagreement over just how
effective the fee-incentive program will turn out to be; there have been some
initial reductions in the first year, apparently of about 25,000 tons of air
pollution, but the program is too recent to estimate likely future
reductions. What is not in dispute is that both the *mandatory* and
*voluntary* prongs of the Texas program constitute an extension and
tightening of air pollution controlsand an innovation that powerful business
opposition has thwarted at the national level and in most states. Nor is it
disputed that the use of economic incentives rather than regulatory mandates
may significantly improve the effectiveness of our environmental laws and are
worth a try; indeed, that is precisely the approach of the Vice Presidents
national proposal for old utilities, which consists not of mandatory
standards but *voluntary* tax incentives.
 For Mr. Gorea self-described environmentalist and reformernow to turn on
the Texas reforms and describe them as having weakened existing pollution
standards (*Bush made key air pollution rules voluntary*) is an act of
striking mendacity. His latest campaign ad adds a particularly ruthless
twist: it couples the *made voluntary* fabrication with the Houston air
quality fabrication to produce a triple falsehoodthat air pollution got
worse in Houston because Governor Bush weakened air pollution standards.
 The Vice Presidents most plenary change is that, under Governor Bush, Texas
has become *last among all states in air quality,* *No. 1 in industrial air
pollution,* and *No. 3 in water pollution.* Although the Gore campaign has
occasionally relied on newspaper articles and rankings produced by
environmental groups, its primary and only official source for these claims
is an EPA compilation called the Toxics Release Inventory. The TRI, however,
is not a useful measure of air or water pollution and is not a measure of
environmental quality at all. Instead, it measures *releases* of certain
substances that the EPA classifies as toxicand *releases* includes not only
those that pollute the air and water but also those that are properly
disposed of through EPA-approved hazardous waste management and water
treatment practices. The agencys annual TRI reports warn that its estimates
*reflect releases and other waste management activities of chemicals, not
exposures of the public to those chemicals,* and that they are not sufficient
to determine exposure or harm to the environment or public health.
 So the TRI numbers cannot possibly support Mr. Gores assertions. But even
in their own terms, they tell a story that is the opposite of what the Vice
President would like voters to believe. Texas has always been near the top of
the various TRI ratings, reflecting the states huge share of national
petrochemical and refining capacity. But it did not become No. 1 in the
overall ranking under Governor Bush, as the Gore campaign insinuates. Rather,
Texas was No. 1 under Mr. Bushs predecessor, Democratic Governor Ann
Richards, and it has improved significantly since he took office. The EPAs
1999 release of TRI data through 1997 noted that *Texas, the state with the
largest production-related waste managed in 1997, was also the state
projecting the largest absolute reduction . . . over the next two years.* The
data for 1998, released earlier this year, shows Texas leading the nation in
reduction of toxic releaseswith 43 million pounds eliminated between 1995
(the first year of Mr. Bushs governorship) and 1998. The new report also
finds Texas leading all other states in energy recovery and waste treatment,
and second in on-site recycling. Due in part to these improvements, Texas has
now dropped from first to fifth place in the TRI composite index.
 Environmental quality in Texas has improved under Governor Bush according to
virtually every useful measure. Here are a few selected statistics of our
own: According to the Texas Natural Resources Conservation Commission,
industrial air emissions in Texas fell 11% from 1994 through 1998. According
to the EPA, ambient air quality in Texas improved for five of the six
national air pollutants for the same period, all Texas cities but one now
meet the national standards for four or more of the six pollutants (the
exception, El Paso, due to cross-border pollution from Mexico), and half of
Texass cities are now below the national average for all six pollutants.
According to the EPA, Texass proportion of rivers and streams classified as
*impaired* is better than the national average. And according to
Environmental Defense, which prepares a comprehensive index of water quality
aggregating 15 Clean Water Act pollution measures, Texas is not *No. 3 in
water pollution* but No. 37its overall water quality is better than in 36
other states.
 Governor Bush does not get all of the credit for this record; it is also due
to the progressive tightening of national environmental standards and,
perhaps even more, to progressive improvements in production technologies.
But he gets a share of it, due to his own decisions and those of his
appointees.  And in several critical areas of environmental policy, he has
been a national leaderclosing the old plants loophole, redeveloping
*brownfields* laid waste by the perverse incentives of the Superfund program,
providing positive incentives to businesses for *pollution prevention* and to
private landowners for conservation and species protection, and improving the
financing of public parks and recreation areas. *Texas-style environmental
regulation,* which the Gore campaign invites us to fear, is, like Texas-style
school reform, something Americans can look forward to.
_____________________
Mr. DeMuth is president of the American Enterprise Institute in Washington,
D.C. and Mr. Hayward is a senior fellow at the Pacific Research Institute in
San Francisco. Both are policy advisers to Texas Governor George W. Bush.
 - Enviro.wpd


These are the numbers just for today.

<Embedded Picture (Metafile)>


Marie - per our conversation yesterday afternoon, attached are proposed drafts
of the Schedule and the Para. 13 relative to the above.  Having spoken with
Dennis Goldmann, I am advised that there are currently 2 Guaranties in place in
the sum of $8M each:  one by Niagara Mohawk Holdings Inc f/b/o Enron, and one by
Enron Inc. f/b/o Niagara Mohawk Energy Marketing.  I am told that our respective
credit departments want to raise the credit lines to $10M for each party, but to
effect that we will have to modify the existing Guaranties accordingly.  Let me
know if this is your understanding, as well.

After you have had the chance to review the attached, please send me a marked-up
draft and we can discuss our concerns from there.

Should you have any questions, feel free to call me.  I can be reached at
315-460-3344.  Any credit concerns can be discussed with Dennis Goldmann, who
can be reached at 315-460-3349.

I look forward to hearing from you.

Patty Snyder

(See attached file: ENRON - SCHEDULE(nmemdrft8-7-01).doc)(See attached file:
ENRON - Para13(nmemdrft8-7-01).doc)

 - ENRON - SCHEDULE(nmemdrft8-7-01).doc
 - ENRON - Para13(nmemdrft8-7-01).doc


I'm showing the CNG/Nimo  FTNNGSS capacity of 15,957 DT's and the MARQ as
Wholesale - correct?


Please get info from Lloyd.

 -----Original Message-----
From: 	White, Stacey W.
Sent:	Tuesday, September 18, 2001 9:49 AM
To:	Presto, Kevin M.
Subject:	FW:

Could you let me know what regions the following trader track individuals (in power) will be trading.  I am working on getting them all the correct access and need this information.

Thanks,
Stacey
 -----Original Message-----
From: 	Lavorato, John
Sent:	Monday, September 17, 2001 3:34 PM
To:	Rawal, Punit; Schneider, Bryce; Oh, Seung-Taek; Philip, Willis; Bajwa, Bilal; Espey, Darren; Pehlivanova, Biliana; Shim, Elizabeth
Cc:	Gossett, Jeffrey C.; White, Stacey W.; Kitchen, Louise; Allen, Phillip K.; Arnold, John; Aucoin, Berney C. ; Bentley, Corry; Coulter, Kayne; Davis, Mark Dana; Gaskill, Chris; Gilbert-smith, Doug; Grigsby, Mike; Herndon, Rogers; Kitchen, Louise; Lavorato, John; Martin, Thomas A.; McMichael Jr., Ed; Neal, Scott; Presto, Kevin M.; Schwieger, Jim; Shively, Hunter S.; Sturm, Fletcher J.; Superty, Robert; Thomas, Martin; Will, Lloyd
Subject:

Hello

Each of you is going to be able to trade on the training tool that we developed.  Please call Jeff Gossett who will coordinate the trading.

Here are the rules:

1.  Eol trades only.

2.  Financial trades only.

3  Maximum 20 trades per day.

4.  100 K in Var limit.

5.  100K penalty for first day VAR violation.  1 Million for the second consecutive VAR violation.

6.  Gas or Power Trades allowed.

7.  Your book will be run every day.

8.  This game/training cannot affect your dayjob.  Don't let it!

Jeff - Start next monday.
      -  Add this report to my reports and get it on the internet reports.

Thanks

John


Please find attached a list of companies that have signed up to the Blackout
Busters Program.  A company has agreed to participate in general if they
have a person listed under "contact."  Ignore the LR column; these are just
the liaison representatives for SVMG membership.

<<Blackout Buster Companies>>
Thanks!

 - Blackout Buster Companies.xls


Joanie Veselack is leaving.  She is going to PG&E in Bethesda


Please print
----- Forwarded by Sara Shackleton/HOU/ECT on 08/30/2000 08:14 AM -----

	Carol St Clair
	08/30/2000 08:10 AM

		 To: Sara Shackleton/HOU/ECT@ECT, Mary Cook/HOU/ECT@ECT
		 cc:
		 Subject: Enron/Tahiti

Carol St. Clair
EB 3892
713-853-3989 (Phone)
713-646-3393 (Fax)
carol.st.clair@enron.com
----- Forwarded by Carol St Clair/HOU/ECT on 08/30/00 08:06 AM -----

	"Cassandra Davis" <DAVICA@andrews-kurth.com>
	08/30/00 12:29 AM

		 To: <alan.quaintance@enron.com>, <brenda.l.funk@enron.com>,
<Carol.St.Clair@enron.com>, <charles.delacey@enron.com>,
<Clement.abrams@enron.com>, <David.roland@enron.com>,
<Gina.Karathanos@enron.com>, <Joel.ephross@enron.com>,
<tina.livingston@enron.com>, <Trevor.Randolph@enron.com>,
<trushar.patel@enron.com>, <mniebruegge@mayerbrown.com>,
<tellwood@mayerbrown.com>, <eawilburn@prickett.com>, <Tamullen@prickett.com>,
<kenton@rlf.com>, <mark.wolf@us.cibc.com>, <mercedes.arango@us.cibc.com>,
<schottla@us.cibc.com>, <aroberts@wilmingtontrust.com>
		 cc: "David Barbour" <BARBD@andrews-kurth.com>, "MURIEL McFARLING"
<MCFAM@andrews-kurth.com>, "SCOTT OLSON" <OLSOS@andrews-kurth.com>, "TOM
POPPLEWELL" <POPPT@andrews-kurth.com>, "Michael Thimmig"
<THIMM@andrews-kurth.com>
		 Subject: Enron/Tahiti

In connection with the Tahiti Transaction, attached  in WordPerfect format
are each of the following documents.  Unless otherwise noted, each document
is marked against the original version circulated last week.

Trust Agreement of Tahiti (254424)
Beneficial Interest Certificate (254806)
Series Supplement Creating Series Z (254816)
Tahiti Series Z Certificate issued to Fiji Z (254975)
Warrant Assignment (254974)
Promissory Note from Tahiti (254802)
Direction Letter to Owner Trustee of Tahiti (254976)
Amended and Restated LLC Agreement of Fiji Z, L.L.C. (254423)
Promissory Note from Fiji to Tahiti (254977)
Amended and Restated LLC Agreement of Bora Bora Z, L.L.C. (254978)
Promissory Note from Bora Bora to Fiji (254979)
Sale and Auction Agreement (255084)
Independent Auctioneer Letter Agreement (255097)
B Interest Assignment Agreement (254982)
Assignment of Bali Promissory Note to Fiji (255717)
              (marked against B Interest Assignment Agreement for McGarret B)
Trust Agreement of Bali (255146)
Reimbursement and Disclosure Agreement (255563)
               (marked against RADA for Hawaii 125-0)
Promissory Note from Bali to Bora Bora (254981)
Certificate Distribution Agreement (255568)
                (marked against Certificate Distribution Agreement for Hawaii
125-0)
Subscription Documents (255729)
Beneficial Interest Certificate to CIBC (254983)
Direction Letter to Owner Trustee of Bali (254980)

If you have any questions or comments, please call Muriel McFarling or David
Barbour at (713) 220-4242.  Thank you.

Cassandra Davis
Evening Word Processor  (5:00 PM-12:30AM)
Andrews & Kurth L.L.P.
1717 Main Street, Ste 3700
Dallas, Texas  75201
(214) 659-4590
davica@andrews-kurth.com

 - 255729.wpd
 - 254424.wpd
 - 254802.wpd
 - 254806.wpd
 - 254816.wpd
 - 254974.wpd
 - 254975.wpd
 - 254976.wpd
 - 254977.wpd
 - 254978.wpd
 - 254979.wpd
 - 254980.wpd
 - 254981.wpd
 - 254982.wpd
 - 254983.wpd
 - 255001.wpd
 - 255084.wpd
 - 255097.wpd
 - 255146.wpd
 - 255563.wpd
 - 255568.wpd
 - 255717.wpd
 - 254423.wpd


TOMARROW.

-----Original Message-----
From: Parks, Joe [mailto:Joe.Parks@bridgeline.net]
Sent: Thursday, June 20, 2002 2:54 PM
To: Fenner, Chet
Subject: RE: Go Baby!

9369 TOMORROW

-----Original Message-----
From: Fenner, Chet [mailto:Chet_Fenner@bmc.com]
Sent: Thursday, June 20, 2002 2:53 PM
To: Parks, Joe
Subject: RE: Go Baby!

Yep, one thing I'm good at is being wrong (just ask Molly).

-----Original Message-----
From: Parks, Joe [mailto:Joe.Parks@bridgeline.net]
Sent: Thursday, June 20, 2002 2:49 PM
To: Fenner, Chet
Subject: RE: Go Baby!

does that mean i need to cover

-----Original Message-----
From: Fenner, Chet [mailto:Chet_Fenner@bmc.com]
Sent: Thursday, June 20, 2002 2:45 PM
To: Parks, Joe
Subject: Go Baby!

Finally putting my money where my mouth is - I'm in.

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

This e-mail is the property of Bridgeline Holdings, L.P. and/or its relevant affiliate(s) 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 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 Bridgeline Holdings, L.P. (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.

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

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

This e-mail is the property of Bridgeline Holdings, L.P. and/or its relevant affiliate(s) 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 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 Bridgeline Holdings, L.P. (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.

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


I'm leaving on vacation after tomorrow for 2 1/2 weeks and there's no way I
can get to this before I leave.  Would you please handle this for me in the
interim?  If not, please talk to Kay about who could handle this for Greg in
my absence.  It may just need to go to outside counsel.

Thanks!
---------------------- Forwarded by Ann Elizabeth White/HOU/ECT on 05/21/2001
05:06 PM ---------------------------

	From:  Christi L Nicolay                           05/21/2001 04:21 PM

To: Ann Elizabeth White/HOU/ECT@ECT, Carlos Sole/NA/Enron@Enron
cc:
Subject: Midway Project - Generic Interconnect Agreement

I will review this, but one of you needs to also.  Thanks.
---------------------- Forwarded by Christi L Nicolay/HOU/ECT on 05/21/2001
04:20 PM ---------------------------

Greg Krause@ENRON
05/21/2001 04:00 PM
To: Christi L Nicolay/HOU/ECT@ECT
cc: Ben Jacoby/HOU/ECT@ECT

Subject: Midway Project - Generic Interconnect Agreement

Please see attached for your review and comments.


We will hold off transferring any physical positions desk to desk until the end of bidweek.  After NX1, we will transfer positions at a daily EOL Index mid price.  Please monitor my book and others to make certain DEC deals are not being transferred prior to NX1 at an IF monthly or GD daily mid price.

Thanks,

Mike


can you fax me the schedule and csa for the ena isda (853-9476) and I will decide if similar terms are appropriate

 -----Original Message-----
From: 	Shackleton, Sara
Sent:	Monday, October 01, 2001 8:42 AM
To:	Rohauer, Tanya
Subject:	FW: First Union National Bank ("FTU") ISDA with Enron Corp.

Tanya:  Enron Corp. wants to transact with FTU.  I sent FTU a "blank" Paragraph 13 subject to ENA's credit review.  Can you give me a call about this one?  The FTU lawyer is calling me and already has comments to our draft Paragraph 13.  Thanks.  Sara

 -----Original Message-----
From: 	Shackleton, Sara
Sent:	Tuesday, September 25, 2001 6:34 PM
To:	Rohauer, Tanya
Cc:	Bailey, Susan
Subject:	First Union National Bank ("FTU") ISDA with Enron Corp.

Tanya:  FTU has asked to resume negotiations on the ISDA.  We originally sent our draft without a Paragraph 13 and FTU wants a Paragraph 13 (similar to the one FTU negotiated with ENA).  If you are agreeable to credit, can you please propose a credit worksheet?

Thanks.  Sara

Sara Shackleton
Enron Wholesale Services
1400 Smith Street, EB3801a
Houston, TX  77002
Ph:  (713) 853-5620
Fax: (713) 646-3490


FYI.  Meeting is at 100
---------------------- Forwarded by Kay Mann/Corp/Enron on 09/21/2000 12:02
PM ---------------------------
From: Sheila Tweed@ECT on 09/21/2000 11:21 AM
To: Peggy Banczak/HOU/ECT@ECT, Bob Carter/HOU/ECT@ECT, Barton
Clark/HOU/ECT@ECT, Ed B Hearn III/HOU/ECT@ECT, Kay Mann/Corp/Enron@Enron,
Matt Maxwell/Corp/Enron@ENRON, Dale Rasmussen/HOU/ECT@ECT, Alan
Larsen/PDX/ECT@ECT, Karen E Jones/HOU/ECT@ECT, Stuart Zisman/HOU/ECT@ECT,
Kathleen Carnahan/NA/Enron@Enron
cc:

Subject: Quick Meeting of the Power Assets Group.

PLEASE, if possible, attend a 30-minute meeting today in 38C1.  I have a
couple of announcements and I would like for everyone to clean off your desk
and bring every single invoice you have to me.  Our existing procedures are
not working now that Erica has left and we need to develop a new system.   If
you can't attend, please see me as soon as possible.  Thanks!


Thanks Kathy...

Would you mind letting me know when I have access to the curve validation file in the O:// drive, or if there's anything I need to do to secure those rights.  Currently we are actually trying to track down who has the broker quotes.  Chance Rabon has said he will do some research and I've contacted some of the traders from the West Desk who were in charge of collecting that information.

Susan

 -----Original Message-----
From: 	Kelly, Katherine L.
Sent:	Wednesday, February 13, 2002 9:47 AM
To:	Mckay, Brad; Parks, Joe; Ruscitti, Kevin; Plachy, Denver; Scott, Susan M.; Denetsosie, Troy
Cc:	McMichael Jr., Ed
Subject:	FW: Natural Gas Trader procedures

FYI - Below are procedures for populating the curve validation templates.  All templates have now been loaded with curve information and are now ready for the broker quotes.  Could you please also keep me informed of where you stand in the process of completing these.

Thanks,

Kathy Kelly

 -----Original Message-----
From: 	Bowler, Tim
Sent:	Tuesday, February 12, 2002 10:25 PM
To:	Considine, Keith; 'mark.allan.smith@us.pwcglobal.com'
Cc:	Kelly, Katherine L.; Barone, Michael
Subject:	Natural Gas Trader procedures

All,

Attached is the preliminary draft of the Natural Gas procedures for Trader actions in populating the template.

Kathy, I'm getting this to you as a heads-up.  There are specific actions the traders need to take in order to populate the templates accurately.  Please share this info. with them; they shouldn't wait on us for the final copy.

 << File: Curve Validation memo - Trader procedures.doc >>


The article on our diminished trading is scary.

 -----Original Message-----
From: 	Sooter, Lea
Sent:	Tuesday, November 27, 2001 4:26 PM
To:	Grube, Raimund; Gimble, Mathew; Krause, Greg; Krimsky, Steven; Moore, John; Sole III, Carlos; Robinson, Mitch
Subject:	Enron mentions 112701 4 p.m.

Enron Fights To Find Near-Term Sellers,But Still Trading
Dow Jones Energy Service, 11/27/01
USA: UPDATE 3-Dynegy says in talks on Enron merger structure.
Reuters English News Service, 11/27/01
RPT Dynegy confirms in talks on structure of Enron merger deal
AFX News, 11/27/01
Merger Traders Wary Even If Enron, Dynegy Cut New Terms
Dow Jones News Service, 11/27/01
Dynegy confirms in talks on structure of Enron merger deal
AFX News, 11/27/01
STOCKWATCH Enron slightly higher on hopes for new deal price
AFX News, 11/27/01
IN THE MONEY: Hedge Funds Say Yes To New Enron Terms
Dow Jones News Service, 11/27/01
Dynegy Confirms Talks On Enron Deal Structure - Source
Dow Jones News Service, 11/27/01
USA: Enron shares down despite talk of new Dynegy deal.
Reuters English News Service, 11/27/01
Enron Credit Rating to Remain Unchanged for Today, Moody's Says
Bloomberg, 11/27/01

Enron Turned Down by Investors Alwaleed, Blackstone, Carlyle
Bloomberg, 11/27/01

Liberty Funds Analyst Paik Comments on Dynegy and Enron Talks
Bloomberg, 11/27/01

A.G. Edwards Analyst Heim Comments on Dynegy and Enron Talks
Bloomberg, 11/27/01

Commerzbank Analyst Meade Comments on Dynegy's Talks With Enron
Bloomberg, 11/27/01

ENRON SHARES RECOVER FROM A.M. SLUMP
CBS.MarketWatch.com, 11/27/01

Enron In Free Fall
Forbes.com

Enron Fights To Find Near-Term Sellers,But Still Trading
By Mark Golden
Of DOW JONES NEWSWIRES

11/27/2001
Dow Jones Energy Service
(Copyright (c) 2001, Dow Jones & Company, Inc.)
NEW YORK -(Dow Jones)- Enron Corp. (ENE) continued to struggle Tuesday to find willing sellers of near-term gas and power in North America, but the one-time market maker was still able to trade on a limited basis, according to market sources.
"It's not getting any better," said one major energy broker.
Many energy trading companies aren't selling to Enron and are only buying from it near-term. These include Aquila Inc. (ILA), Mirant (MIR), Royal Dutch/Shell Group (RD) subsidiary Coral Energy, Sempra Energy (SRE), and Morgan Stanley Dean Witter's energy trading subsidiary, said the broker. The broker estimated Enron's over-the-counter trading volume to be about 25% of what it was a month ago. Companies are willing to buy from Enron in the spot gas and power markets, because taking delivery on commodity and paying for it a month later poses no credit risk for the buyer.
Some other companies, like Dynegy Inc. (DYN), Duke Energy Corp. (DUK) and BP PLC. (BP), continue to trade with Enron fairly freely, the broker said. Dynegy has reached an agreement to acquire Enron, though the terms of that deal are being renegotiated. The trading subsidiaries of troubled California utility-holding companies PG&E Corp. (PCG) and Edison International (EIX) also are trading with Enron.
The third and largest group of companies are trading with Enron on a very limited basis to reduce exposure by taking off-setting trades against deals done long ago. These include El Paso Corp. (EPG), Reliant Resources (RRI), Tractebel SA's (B.TRB) U.S. trading unit and regulated utilities, the broker said.
Several energy traders said that both power and gas were being sold at prices lower than Enron was offering.
"They've been cut off from so many people," said one electricity trader.
Enron Says Just Slight Reduction In Transactions

An Enron spokesman said he has seen a slight reduction in transactions but not to 25% of the one-month-ago level.
The notional value of Enron's 30-day rolling average of transactions is $2.8 billion, said Enron spokesman Eric Thode. Thode declined to give volume data for Tuesday or Monday, although the company was giving daily information two weeks ago.
"We're not doing daily information. We're only speaking in terms of 30-day rolling averages. ... It's not fair to speak in terms of daily because of daily volatility," Thode said.
Traders and brokers said they hope Dynegy will offer some kind of guarantee to Enron's trading to restore confidence. But, after Enron's ability to transact took a severe turn for the worse Nov. 20, Dynegy said that the companies must continue to operate independently until their merger is approved and completed.
Energy companies began shying away from Enron over the past month, as concerns about its finances precipitated a 75% drop in its stock price and left its bonds trading at levels typically associated with junk-rated debt.
But Enron saw its ability to trade seriously damaged last week following the late release of its quarterly financial report with the U.S. Securities Exchange Commission. For the first time since Enron's troubles began a month ago, energy companies stopped selling to Enron in the spot markets for fear that Enron might not be able to pay its bills as soon as next month based on the quarterly filing.
Moody's Investors Service and Standard & Poor's all rate Enron one notch above speculative grade. Moody's has Enron's ratings on review for a downgrade, and S&P has Enron on negative credit watch. Fitch calls Enron's credit rating "evolving." Enron's ability to do business in the energy markets depends on its maintaining investment-grade ratings.
-By Mark Golden, Dow Jones Newswires; 201-938-4604; mark.golden@dowjones.com
(John Edmiston in Houston and Jon Kamp in Chicago also contributed to this article.)

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
USA: UPDATE 3-Dynegy says in talks on Enron merger structure.
By C. Bryson Hull

11/27/2001
Reuters English News Service
(C) Reuters Limited 2001.
HOUSTON, Nov 27 (Reuters) - Energy trader Dynegy Inc. confirmed on Tuesday it was in talks with floundering rival Enron Corp. over their proposed merger, as sources familiar with the negotiations indicated the final buyout price may be slashed some 40 percent.
"I can confirm that we are in discussions with the parties involved in the transaction related to the deal," Dynegy spokesman John Sousa told Reuters. He declined to give further details.
Dynegy had planned to buy its Houston rival for $9 billion in stock and is currently in a "due diligence" examination of Enron's complex financial books that began before the Thanksgiving holiday last Thursday.
The buyout offer, finalized Nov. 9, would have had Dynegy paying about $10.41 for each share of Enron, but Enron's shares have since cratered to near $4, stoking investor fears the merger will not go through as planned - if at all.
The stock exchange ratio under discussion could fall from the originally proposed valuation of 0.2685 of each Dynegy share for each Enron share to around 0.15 instead, sources familiar with the matter told Reuters. Enron is willing to accept the lower valuation, given the pressure on its stock price, the sources said.
Enron's shares bounced on Dynegy's confirmation of the restructuring talks, trading up 22 cents at $4.23 in late afternoon action on the New York Stock Exchange. The shares had dipped as low as $3.84 in late-morning dealings and as high $4.49. Dynegy's shares gained 4.7 percent or $1.83 to move to $41.08 on the NYSE.
Also on the table were negotiations to extend maturation of Enron's debt past the close of the merger, expected in the third quarter of 2002. The sources said an announcement was possible on a new infusion of at least $500 million in cash, which Enron has said it was seeking.
There also seemed to be an accord over who gets first crack at the Northern Natural Gas Pipeline, which would be Dynegy's consolation prize if the deal fell apart, a source said. Published reports have said that investment banks J.P. Morgan and Salomon Smith Barney had already accepted the pipeline as collateral in other loans, and may dispute Dynegy's ownership if the deal breaks up.
"The pipeline is far more valuable than what has already been collateralized. There's a solid earnings stream from that thing," said one source familiar with the discussions.
ONE TRADING UNIT SHUT DOWN
Two sources confirmed to Reuters that Enron's equity trading unit has been told it is being closed and that the roughly 60 employees there are being laid off. Enron was not immediately available for comment.
Those layoffs, part of broader job cuts expected as part of the Dynegy buyout, point to an acute problem for Enron - the loss of volume in its premier trading franchise. Enron's trading partners have been cutting back transactions with North America's largest energy trader because of credit concerns.
"This business is hugely dependent on volumes and volume growth. It is the principal reason that Dynegy is making the deal. If it's worth a lot less then Enron is worth less. It's vital to stop the bleeding in its core trading and marketing business," said Commerzbank analyst Andre Meade.
But as Enron's stock continued to lose value, down over 50 percent since Dynegy's initial bid, it seemed likely the purchase price would fall as well. Enron has seen its market capitalization drop to around $3 billion, from $60 billion at the start of 2001. (additional reporting by Jeff Goldfarb, Janet McGurty and Jonathan Stempel in New York).

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
RPT Dynegy confirms in talks on structure of Enron merger deal

11/27/2001
AFX News
(c) 2001 by AFP-Extel News Ltd
(Repeating to clarify lead)
NEW YORK (AFX0 - Dynegy Inc confirmed it is in talks with Enron Corp on the terms of their two week-old acquisition deal.
"I can confirm that we are in discussions with the parties involved in the transaction related to the structure of a deal," Dynegy spokesman Steve Stengel said.
Enron declined to comment.
Citing people familiar with the matter, the Wall Street Journal reported today that Enron is in advanced talks with Dynegy to cut the price of the all-stock transaction by more than 40 pct to about 5 bln usd.
Enron is also trying to extend the maturity dates of some of its borrowings to stem a growing liquidity crisis, the Wall Street Journal said.
lwl/gc

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
Merger Traders Wary Even If Enron, Dynegy Cut New Terms
By Christina Cheddar
Of DOW JONES NEWSWIRES

11/27/2001
Dow Jones News Service
(Copyright (c) 2001, Dow Jones & Company, Inc.)
NEW YORK -(Dow Jones)- Even if Dynegy Inc. (DYN) revises the terms of its acquisition of Enron Corp. (ENE), some takeover traders say the stock remains too risky.
Earlier Tuesday, a Dynegy spokesman confirmed the company was in talks to restructure the Enron acquisition. Separately, a person familiar with the negotiations said the talks are centered on creating a package that includes a lower exchange ratio for Enron shareholders, a provision for additional funding for Enron, and the refinancing of Enron's existing debt.
Even with the boost Enron shares have received from the reports, they continue to trade at a sharp discount to the original deal's value. Enron shares recently traded at $4.30, up 29 cents, or 7.2%, while Dynegy shares changed hands at $41.50, up $2.25, or 5.8%.
Under the original terms of the deal, Enron shareholders will receive 0.2685 of a Dynegy for each share outstanding, or $9.47 billion. At current trading levels, Enron shares are at a 61% discount to the offer price.
According to The Wall Street Journal, Dynegy and Enron are contemplating an exchange ratio of less than 0.15 of a Dynegy share, or about $5.29 billion.
The rejiggered deal is an attempt to restore confidence in Enron's ability to carry on its core energy marketing and trading business as the deal moves toward completion, the person said.
As the market waits for more details from the two companies, some say it will take more than a revised offer to provide takeover traders, also known as arbitrageurs, with enough confidence to play the deal in the typical fashion.
Often arbitrageurs bet on pending mergers by selling short shares of the acquiring company and buying shares of the target. In this way, the traders hope to profit as the target's share price moves toward the buyer's offer.
But according to some traders, there is too much risk, even for those accustomed to uncertainty, to play the Dynegy-Enron deal in this way.
Several traders said they were still wary that the deal could collapse and potentially push Enron into bankruptcy.
Enron's fortunes took a sharp turn for the worst after investors began to realize the company liberally used accounting loopholes to move its debts into off-balance-sheet financing vehicles, including partnerships run by its former chief financial officer, Andrew Fastow.
"There's nothing like accounting to scare people," said one trader, who said there is still a perception in the market that there is more bad news yet to come from Enron.
-By Christina Cheddar, Dow Jones Newswires; 201-938-5166; christina.cheddar@dowjones.com

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
Dynegy confirms in talks on structure of Enron merger deal

11/27/2001
AFX News
(c) 2001 by AFP-Extel News Ltd
NEW YORK (AFX0 - Dynegy Inc confirmed it is in talks with Enron Corp to renegotiate the terms of a deal with Dynegy Inc in an attempt to save their two week-old acquisition deal.
"I can confirm that we are in discussions with the parties involved in the transaction related to the structure of a deal," Dynegy spokesman Steve Stengel said.
Enron, meanwhile, declined to comment on the report.
Citing people familiar with the matter, the Wall Street Journal reported that Enron Corp is in advanced talks with Dynegy to cut the price of the all-stock transaction by more than 40 pct to about 5 bln usd.
Enron is also trying to extend the maturity dates of some of its borrowings to stem a growing liquidity crisis, the Wall Street Journal said.
lwl/gc

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
STOCKWATCH Enron slightly higher on hopes for new deal price

11/27/2001
AFX News
(c) 2001 by AFP-Extel News Ltd
NEW YORK (AFX) - Shares of Enron Corp were slightly higher in midsession trade on reports that the company is trying to renegotiate the terms of a deal with Dynegy Inc, by cutting the price of the all-stock transaction to 5 bln usd, or 40 pct, from 9 bln usd, dealers said.
At 12.19 pm, amid broad declines in the market, Enron shares were trading up 5 cents at 4.04 usd. Dynegy was up 1.26 usd, or 3.26 pct, at 40.51.
The DJIA was down 111.48 points at 9,871.28. The S&P 500 was down 10.40 points at 1,147.02. The Nasdaq composite was down 20.25 points at 1,920.98.
Earlier, the Wall Street Journal said Enron was in advanced talks with Dynegy in an attempt to salvage their two week-old acquisition deal. The companies are discussing a new price for the all-paper deal, following the sharp fall in Enron's share price of the past few weeks.
Enron had hoped to finalise the deal and make an announcement yesterday that would calm investors -- the shares are trading at a small fraction of their record high last year of 87.50 usd.
As of today, however, the revised deal still has not been formalised.
The current agreement with Dynegy contains a "material adverse change" clause, which could be invoked to call the deal off.
As part of its due diligence, Dynegy is examining details of Enron's filing with the Securities and Exchange Commission last week, which reportedly contained information it had not received previously.
"Enron is a black hole, and I don't know how deep the bottom is," said Fadel Gheit an analyst at Fahnestock & Co.
Only four weeks ago, Enron's stock was trading at the 8 usd mark, Gheit said, noting that if the Dynegy had done their homework the stock would not have continued to collapse.
"The market sees this and somebody has to figure out the potential exposure, it could be several billion dollars," said Gheit.
If the deal is to go through then the two companies must arrive at a new stock-exchange ratio, said Gheit. Under the current acquisition agreement, Dynegy would exchange 0.2685 share for each Enron share tendered.
According to the Wall Street Journal, the new ratio is expected to be less than 0.15 share of Dynegy stock for every share of Enron stock, which would value Enron at less than 6 usd a share, or about 5 bln usd.
blms/cl/gc

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
IN THE MONEY: Hedge Funds Say Yes To New Enron Terms
By Carol S. Remond

11/27/2001
Dow Jones News Service
(Copyright (c) 2001, Dow Jones & Company, Inc.)
A Dow Jones Newswires Column

NEW YORK -(Dow Jones)- News that Enron Corp. (ENE) and would-be suitor and savior Dynegy Inc. (DYN) are working to renegotiate their merger agreement has done little to assuage market jitters about Enron's fate.
And so far, even professional arbitrageurs, who normally thrive on placing bets on whether a merger is going to go through, continue for the most part to stay clear of Enron's stock and bonds because of the uncertainty surrounding the once mighty energy trader.
Still, reports that the equity swap ratio offered by Dynegy could be revised down to below 0.15 from 0.2685, has some hedge funds, often willing to take more risks, looking to place trades on the deal.
"We're trying to figure out a good play," said a trader at a New York hedge fund.
So far, bets under consideration seem to be those that would include a combination of stock and debt trading, somehow hedging a short position on Enron's shares with a long position in some of its bonds.
"People that are playing the debt are definitely playing the stock against it," a hedge fund manager at another fund said. This manager added, "We're still trying to evaluate different risk/reward scenario on the debt and equity sides."
Investors that sell stock short borrow shares in the hopes of replacing them later by purchasing them at a lower price.
Arbitrageurs typically sell short shares of the acquirer, while taking long positions in the stock of the target company. But there is nothing typical about Enron's financial woes and the rescue efforts launched by Dynegy and large banks like J.P. Morgan Chase & Co. and Citigroup Inc.
Traders reported increased activity in the still mostly illiquid Enron debt market. "Some bids are coming in, especially on the lower priced bonds," said a trader at a large New York investment bank that makes a market in Enron's bonds.
Enron bonds, which had fallen in value in recent weeks, gained five to seven points early Tuesday as investors continue to await confirmation from Enron and Dynegy that their merger deal remains on track, albeit at a lower price. Enron's 6.4% bonds due 2004 were recently trading at about 55 cents on the dollar, up from 48 cents Monday.
Under the original terms of the deal, Enron holders would have gotten 0.2685 of Dynegy shares for each of their Enron shares. Quoting people close to the discussions, The Wall Street Journal reported Tuesday that the new ratio is expected to be less than 0.15 share of Dynegy stock for every share of Enron stock. That lower exchange was also mentioned in a Dow Jones Newswires story last Friday. At current prices a 0.15 exchange ratio would value Enron at less than $6 a share.
Essentially this new value, if true, means that it has now become easier for hedge funds and other risk takers to play the merger odds.
When a hedge fund shorting Enron stock at $4 a share risked losing more than $6 if the merger went through at the 0.2685 ratio, it now stands to lose only $2 a share (based on the $6 value of Enron stock under the new 0.15 ratio). At the same time it has become much easier to hedge that loss potential by going long on Enron bonds. If the merger doesn't happen, Enron is seen by many as heading for bankruptcy with an ultimate share value of 0. That means that hedge funds shorting Enron at $4 stand to benefit by that amount.
Hedge fund managers and traders said that current thinking puts the value of Enron bonds at about 20 cents on the dollar if the merger fails and about 80 cents on the dollar if it goes through. Meanwhile, the value of Enron stock is capped at about $6 a share if the merger goes through with a new conversion ratio of 0.15.
"A lot of the guys are still very skeptical," said a bond trader at a New York bank. "But this is really making the hedge trade easier and we've seen more customers short the stock and buy the bonds."
Still, this type of bets isn't for the faint of heart, and most investors are likely to wait for more news before taking a position.
"We're nibbling a little bit at the bonds right now. But the situation is so volatile that it's difficult to be aggressive," the manager of a large New York hedge fund said.
Carol S. Remond; 201-938-2074; Dow Jones Newswires
carol.remond@dowjones.com

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
Dynegy Confirms Talks On Enron Deal Structure - Source
By Christina Cheddar
Of DOW JONES NEWSWIRES

11/27/2001
Dow Jones News Service
(Copyright (c) 2001, Dow Jones & Company, Inc.)
NEW YORK -(Dow Jones)- Dynegy Inc. (DYN) confirmed the company is in talks with a number of parties regarding the structure of its transaction with Enron Corp. (ENE).
"I can confirm that we are in discussions with the parties involved in the transaction related to the structure of the deal," said John Sousa. "I can't elaborate any further at this time."
An Enron official wasn't immediately to comment.

Earlier Tuesday, a report in The Wall Street Journal quoted people familiar with the matter who said Enron and Dynegy were in advanced discussions to cut the price of the all-stock transaction by more than 40% to about $5 billion. Sousa, the Dynegy spokesman, didn't comment on the newspaper report.
Dynegy shares recently traded at $40, up 75 cents, or 1.9%, while Enron shares changed hands at $3.94, down 7 cents, or 1.7%.
Under the original terms of the transaction, Enron shareholders are to receive 0.2685 of a Dynegy share, or $10.78, for each share outstanding, or about $9.14 billion, based on Dynegy's recent stock price.
According to the Journal report, the new terms could be below 0.15 of a Dynegy share.
The deal is critical for Enron, which also simultaneously carrying out talks to receive between $500 million to $1 billion in additional funding to support its operations, while carrying on negotiations to restructure its debt, which totals about $13 billion.
While Dynegy has already provided Enron with a cash infusion, it is uncertain how long Enron's current funds will allow it to remain solvent.
Meanwhile, a third employee lawsuit has been filed against Enron over lost 401(k) retirement savings due to the recent collapse of Enron's stock, which has declined more than 90% in the trailing 12 months. The suit claims Enron "locked down" the plan, which prevented employees from being able to sell the shares, and seeks $850 million for plan losses.
Although the other recently filed employee suits didn't disclose the amount of compensation the plaintiffs are seeking, it is possible the suits seek a similar level of damages, a CreditSights report said.
If this is true, the CreditSights report said, it is possible the clause that allows Dynegy to walk away from the deal if the liabilities from "pending"' or "threatened" litigation may exceed $3.5 billion may be invoked.
In addition, to the employee lawsuits, more than a dozen shareholder suits have been filed against Enron.
-By Christina Cheddar, Dow Jones Newswires; 201-938-5166; christina.cheddar@dowjones.com

The discussions between Enron and Dynegy aren't merely focused on revising the consideration Dynegy will pay. They are also aimed at providing Enron with additional funding and at restructuring its debt, said a person familiar with the negotiations.
The moves are aimed at restoring confidence in Enron and relieving "the perceived liquidity crisis," the source said.
-By Christina Cheddar, Dow Jones Newswires; 201-938-5166; christina.cheddar@dowjones.com

Copyright ? 2000 Dow Jones & Company, Inc. All Rights Reserved.
USA: Enron shares down despite talk of new Dynegy deal.

11/27/2001
Reuters English News Service
(C) Reuters Limited 2001.
NEW YORK, Nov 27 (Reuters) - Shares of financially troubled energy trading giant Enron Corp. slipped back into the red on Tuesday after gaining in opening trade following news of a new rescue deal from Dynegy Inc. .
Enron shares were down 2 cents at $3.99 after rising 19 cents, or 4.7 percent, to $4.20 in early dealings on the New York Stock Exchange.
Analysts questioned the viability of the original proposal for Dynegy to acquire Enron in a deal worth about $9 billion.
The Wall Street Journal reported that the companies were discussing reducing the price of the all-stock deal by more than 40 percent, to about $5 billion.

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

Enron Credit Rating to Remain Unchanged for Today, Moody's Says
2001-11-27 16:12 (New York)

Enron Credit Rating to Remain Unchanged for Today, Moody's Says

     New York, Nov. 27 (Bloomberg) -- Enron Corp.'s credit rating
will remain at ``Baa3,'' the lowest investment grade, by Moody's
Investors Service, which said it won't take any ratings action
today on the largest energy trading company.

     David Stimpson, Moody's managing director for ratings
communication, said although there was speculation in the market
that Moody's would make a ratings change, the company won't take
any action on Enron today. Stimpson declined further comment.

     Moody's had been expected to make a statement on Enron's
credit as bankers sought to raise as much as $2 billion for the
energy trader in private equity.

     Bankers led by J.P. Morgan Chase & Co. Vice Chairman James B.
Lee have been unable for two weeks to raise the money because of
concern Enron won't be able to meet its obligations. That concern
was heightened after Enron disclosed a $690 million payment due
this week. Enron needs the money to operate as it completes an
acquisition by Dynegy Inc.

Enron Turned Down by Investors Alwaleed, Blackstone, Carlyle
2001-11-27 15:16 (New York)

Enron Turned Down by Investors Alwaleed, Blackstone, Carlyle

     New York, Nov. 27 (Bloomberg) -- Enron Corp.'s bankers,
seeking to raise as much as $2 billion for the energy trader, have
been turned down by investors including Prince Alwaleed Bin Talal,
the Carlyle Group Inc. and Blackstone Group LP.

     ``I was approached by several people to invest in the
company, but we declined,'' said Alwaleed, a billionaire investor
from Saudi Arabia. The fall in Enron's shares, which have declined
95 percent this year, didn't necessarily make it a good
investment, he said.

     Bankers led by J.P. Morgan Chase & Co. Vice Chairman James B.
Lee have been unable for two weeks to raise the money because of
concern Enron won't be able to meet its obligations. That concern
was heightened after Enron disclosed a $690 million payment due
this week. Enron needs the money to operate as it completes an
acquisition by Dynegy Inc.

     The prospect that Enron will fail to line up financing,
jeopardizing its plan to be acquired by Dynegy, has weighed on its
stock and bonds. The company's securities gained today as talks
between Enron and Dynegy to renegotiate terms of the transaction
convinced some investors the takeover was more likely to take
place.

     Enron 6.4 percent bonds that mature in 2006, which closed
yesterday at 48 cents on the dollar, rebounded to trade at about
55 cents on the dollar. At that price, the bonds yield 22.5
percent. Enron shares rose 21 cents, or 5 percent, to $4.22. The
stock finished yesterday at $4.01, its lowest level in 14 years.

                        Declining to Invest

     J.P. Morgan and Citigroup Inc., Enron's largest lenders, plan
to provide $250 million to Enron each as part of a $2 billion
package. The bankers have been seeking additional investments,
which would be made in the form of convertible stock, for more
than two weeks.

     Questor Management Co., a $1 billion private-equity fund that
invests in troubled companies, and buyout funds such as Carlyle
Group and Blackstone have balked at investing, said people
familiar with the situation. Blackstone and Questor declined to
comment. Christopher Ullman, a spokesman for Carlyle, said: ``We
are not in discussions with Enron about financing.''

   ``More equity would leave Enron with a stronger balance sheet,
which should reassure their trading partners,'' said Kathleen
Vuchetich, who helps manage $1.4 billion in assets at the Strong
American Utilities Fund. Vuchetich has 4.2 percent of her
portfolio invested in Dynegy shares.

     Enron and Dynegy discussed revising the terms of their merger
over the weekend, said Steve Stengel, spokesman for Dynegy. Dynegy
is now talking about paying less than 0.15 share for each of
Enron's, valuing the company's equity at about $5 billion, or less
than $6 per share, the Wall Street Journal reported, citing people
close to the discussions.

                               Terms

     ``The concern is that the Dynegy deal breaks down,'' said
Paul Tice, co-head of U.S. high-grade credit research who covers
the energy market for Deutsche Bank.

     Current terms call for an exchange ratio of 0.2685 share of
Dynegy stock for each Enron share. Given recent disclosures about
Enron's debt and the drop in the stock price, a fairer ratio would
be 0.15 share of Dynegy, said Ronald Barone, a UBS Warburg analyst
who rates Dynegy a ``strong buy.''

    Under current terms, the deal makes sense for Dynegy only if
Enron earns 85 cents or more next year, said Gordon Howald, an
analyst at Credit Lyonnais who rates Dynegy a ``buy.'' UBS
Warburg's Barone has reduced his estimate of Enron's 2002 earnings
to 75 cents a share from $1.65.

     Enron needs an infusion in part because it has $9 billion of
payments due before the end of 2002 and less than $2 billion in
cash and credit lines. The decline in reserves has also raised the
prospect that Moody's Investors Service may cut Enron's credit
rating. A lower rating would trigger $3.9 billion in debt
repayments for two affiliated partnerships.

                           Cash Question

     ``The main question is: `What is the cash position right
now?''' said Tice at Deutsche Bank. ``Is the falloff in the cash
position of the company stabilizing or not?''

     Moody's hasn't issued a report on Enron since the company
filed a quarterly report with the Securities and Exchange
Commission last week announcing it had a $690 million note due
this week. On Wednesday, Enron got a three-week reprieve from
lenders on the $690 million note and closed on a $450 million
credit line. Dynegy Chief Executive Officer Chuck Watson said he
was ``encouraged'' by the developments.

Liberty Funds Analyst Paik Comments on Dynegy and Enron Talks
2001-11-27 11:56 (New York)

     Boston, Nov. 27 (Bloomberg) -- Edward Paik, an analyst at
Liberty Funds Group, comments on Dynegy Inc.'s proposed
$23 billion acquisition of Enron Corp., the largest energy trader.

     Paik has Enron shares among the $3.6 billion in assets he
helps manage at Liberty.

     Dynegy may renegotiate terms of its bid for Enron, people
familiar with talks between the Houston-based companies said
yesterday.

     ``The stock market is clearly 100 percent certain the Dynegy
deal won't go through as negotiated,'' Paik said. ``We're just
waiting.''

     ``If they announce they've renegotiated the deal, it will be
implicit that due diligence has been done, and that Dynegy won't
walk away for anything that's happened up until now. If they were
to impose more conditions, what good is that? Dynegy needs to
resuscitate Enron back to health.''

A.G. Edwards Analyst Heim Comments on Dynegy and Enron Talks
2001-11-27 11:00 (New York)

     St. Louis, Missouri, Nov. 27 (Bloomberg) -- A.G. Edwards &
Sons Inc. analyst Michael Heim comments on Dynegy Inc.'s proposed
$23 billion buyout of Enron Corp., the largest energy trader.

     Dynegy may renegotiate terms of its bid for Enron, people
familiar with talks between the Houston-based companies said
yesterday. Heim rates Enron ``sell'' and Dynegy ``hold'' and
doesn't own shares of either company.

     The market is waiting for confirmation and details of a
renegotiated bid, Heim said.

     ``We'd need to know why they'd agreed to a new price,'' Heim
said. ``It also needs to be combined with some sort of shoring up
of Enron's trading business, which needs to be stabilized for the
deal to have real value.''

Commerzbank Analyst Meade Comments on Dynegy's Talks With Enron
2001-11-27 10:42 (New York)

     New York, Nov. 27 (Bloomberg) -- Commerzbank Securities
analyst Andre Meade comments on Dynegy Inc.'s proposed
$23 billion buyout of Enron Corp., the largest energy trader.

     Dynegy may renegotiate terms of its bid for Enron, people
familiar with talks between the Houston-based companies said
yesterday. Meade rates both companies ``hold'' and owns no shares.

     ``If they are renegotiating, it confirms our fears that
Enron's crown jewel, its marketing and trading business, is
deteriorating,''

      Investors are waiting for a sign on the state of the
business, Meade said.

      Enron's trading business was worth more than $10 billion
before partners began shunning it on credit concerns, Meade said.
A lower price struck by Dynegy may reveal how much business has
fallen, and whether Dynegy believes Enron can regain it, Meade
said.

     A New York Times report that banks may extend payments on
some loans until after Dynegy purchases Enron ``raises concern
that Dynegy will be hurt by taking on the vast liabilities of
Enron,'' Meade said.

ENRON SHARES RECOVER FROM A.M. SLUMP
By Lisa Sanders
CBS.MarketWatch.com

4:10 PM ET Nov 27, 2001

HOUSTON (CBS.MW) -- Shares of Enron recovered from the morning's sub-$4
a share level Tuesday amid reports that the embattled energy merchant is
working with Dynegy to renegotiate its takeover offer.

Enron (ENE), which once hit $84.88 during the last holiday season,
added 13 cents to close at $4.14 on volume of 68.4 million shares. The
stock was the most actively traded on the New York Stock Exchange
Tuesday.

Dynegy shares added $1.64 to close at $40.89.

The New York Times reported that Houston-based Dynegy (DYN) and Enron
are renegotiating Dynegy's bid, once valued at $9 billion in stock.
According to the report, Dynegy is worried that Enron's core business --
energy trading -- is deteriorating. See full story.

Getting it done

_______________________________________________________________________

Glen Hilton, portfolio manager of the Montgomery New Power Fund, said
it's a "crapshoot" as to whether the deal gets done.

"I think that regardless of the outcome Dynegy is still in a good
position for the long-term," he said. His fund liquidated its Enron
holdings completely in mid to late-October. "Enron was the leader (in
energy trading), and it's clearly suffering so Dynegy is in a good shot
to take up the mantle."

Hilton pointed to Enron's 10-Q, filed last Monday with the Securities
and Exchange Commission, and the falling share price as potential
triggers of the deal's material adverse affect clause. Those two things
could very well make Dynegy walk away from the merger. If that happens,
Hilton said, an Enron bankruptcy is a very real possibility.

"Very few companies understand what Enron does and Dynegy is one of the
few that could make something out of it," Hilton said. "If Dynegy can
restore confidence in Enron's trading business and get Northern Natural
Gas, it looks like it might be worth the headache."

Dynegy has the rights to Enron's Northern Natural Gas, a pipeline
system, whether the merger goes through or not.

Enron wasn't immediately available for comment. Dynegy, through a
company spokesman, confirmed that it was in discussions with "the
parties involved in the transaction" related to the structure of the
deal.

Top Of The News
Enron In Free Fall
Dan Ackman <javascript:newWindow('Ackman')>, Forbes.com <http://www.forbes.com/news>, 11.27.01, 9:00 AM ET

NEW YORK - If not for Sept. 11, Enron would be a major scandal; as it stands, it's a minor scandal. The Houston-based energy company, whose Chairman Kenneth Lay is a personal friend of and top fundraiser for President George W. Bush <http://www.forbes.com/2001/10/12/gwbush.html> and Vice President Dick Cheney, is in free fall. The bailout by rival Dynegy made public three weeks ago appears to be unraveling.

Dynegy's (nyse: DYN <http://www.forbes.com/finance/mktguideapps/compinfo/CompanyTearsheet.jhtml?tkr=DYN> - news <http://www.forbes.com/markets/company_news.jhtml?ticker=DYN> - people <http://www.forbes.com/peopletracker/results.jhtml?startRow=0&name=&ticker=DYN>) buyout of Enron (nyse: ENE <http://www.forbes.com/finance/mktguideapps/compinfo/CompanyTearsheet.jhtml?tkr=ENE> - news <http://www.forbes.com/markets/company_news.jhtml?ticker=ENE> - people <http://www.forbes.com/peopletracker/results.jhtml?startRow=0&name=&ticker=ENE>) was originally valued at $9 billion. But just as the deal was announced, Enron said its prior financial reporting was inaccurate and that it had overstated earnings by $586 million over the past four years.

While the companies have not said the merger is off, investors don't believe it will happen, at least not at the stated price; they have bid Enron shares down to the point where the company has a market value of less than $3 billion. The shares closed yesterday at $4.01, down from $78 a year ago.

The situation is in flux, as it has been for months. During that time, several top Enron executives have been forced to resign. Jeffrey Skilling, Enron's former chief executive officer, left in August for "personal reasons."

Company officials said they hope to announce, perhaps as early as today, a series of changes: a lower price for the takeover; a cash infusion of $500 million; new, extended loan terms by Enron's bankers; and somehow, an agreement that prevents Dynegy from walking away in the face of litigation over Enron's devastated employee-retirement plan. Lawsuits by shareholders are sure to follow, considering Enron's restatement and the pay it lavished on executives, including Lay who received $135 million from salary, bonus and the exercise of stock options in 2000 alone.

For now, Dynegy says it still wants to do a deal for its crosstown rival with 2000 revenue of $101 billion.

Even more alarming than the deterioration in the share price is the crisis of confidence in Enron's reliability as a trading partner in worldwide energy markets. Last year, Enron was the dominant player in natural gas and electricity trading--a fast-paced, complex business quite removed from the company's history as a gas- and oil-pipeline builder and operator. The fear now is that other companies will refuse to trade with Enron out of trepidation that it will file for bankruptcy and not pay its bills.

The company had $10.5 billion in debt as of its last annual report, and that number has likely grown by 20%. Already, credit agencies have cut their ratings on Enron debt.

Dynegy and its partner, ChevronTexaco (nyse: CVX <http://www.forbes.com/finance/mktguideapps/compinfo/CompanyTearsheet.jhtml?tkr=CVX> - news <http://www.forbes.com/markets/company_news.jhtml?ticker=CVX> - people <http://www.forbes.com/peopletracker/results.jhtml?startRow=0&name=&ticker=CVX>), may pump billions of dollars into Enron's operations if the purchase goes through. But the deal will certainly undergo regulatory scrutiny and will take months to close. Investors and energy traders are increasingly doubtful that Enron can hang on by itself.

Enron bills itself as one of the world's leading energy, commodities and services companies. It says it "markets electricity and natural gas, delivers energy and other physical commodities, and provides financial and risk management services to customers around the world." While all this may be true, its popularity with investors was based largely on its fast-growing revenue--much like the Internet companies whose collapse it mirrors.

Few shareholders had any understanding of what Enron did to generate that revenue, and indeed Enron's own auditors at Arthur Andersen were confused. Most of the revenue was generated from trading, but the company's shares sold as if it was still an industrial company and not a financial firm.

Enron was famous for being famous. Before the start of the 2000 baseball season, it purchased the rights to have its name on Houston's new ballpark. By 2002, Enron Field may need a new name.

The name Enron itself sounds like it has something to do with energy, but it means nothing. At the time the company was formed from the merger of InterNorth of Omaha and Houston Natural Gas, the idea was to call the company Enteron. But the namers then looked in the dictionary and found out that Enteron means "intestines;" they decided to drop the "te" in the middle and go with Enron. Soon Enron may be part of Dynegy, a much smaller company in terms of revenue. If the deal falls apart, it may want to go back to Enteron.


Kay, I lost my cell phone the other day... as such, can you please forward to me Dave's Cell phone, and work #'s to re-install.

Thanks.

BT


I know you guys have a few other things on your mind these days, but......
With Rod Eddington unavailable, might we not best fill that slot by inviting
Brian Wilson. He is an energy minister, charged by Blair with chairing a
review by the Cabinet Office's Performance and Innovation Unit of energy
policy to meet "the challenge of global warming while ensuring secure,
diverse and reliable energy supplies at a competitive price." My
understanding is that Britain is worried about excessive reliance on gas from
foreign sources, scared to death by the experience in California, and looking
for some way to revive the nuclear option.
    If you think Wilson worth having, I will draft an invitation letter for
Ken's consideration.
    Steve: Are you going to take Eddington up on his invitation to visit?


O.K.  I will inquire along the lines you suggest.  It would be pretty good to know if they're just making a political statement and have no intention of pushing it, if, e.g., FERC approves the ALJ's order in the PNW case.

 -----Original Message-----
From: 	Steffes, James D.
Sent:	Monday, October 29, 2001 2:28 PM
To:	Kaufman, Paul
Subject:	RE: PGE Imbalance Charge

Think the best thing is to let it ride - no sense in discussing because we don't have a solution for them.  See if any intelligence on how hard they are going to push NPCo to fight us.

Jim

 -----Original Message-----
From: 	Kaufman, Paul
Sent:	Monday, October 29, 2001 4:21 PM
To:	Steffes, James D.
Subject:	RE: PGE Imbalance Charge

I'm going to Carson City tomorrow.  I thought I could present the following message to the Commissioners:

Contracts were negotiated in a bilateral market at arm's length.  Nobody was requiring NPCo to do business with us.  Similar contracts were upheld by the ALJ in the PNW refunds case.  You're going to completely screw up forward markets and NPCo's ability to contract in the future.  Think of the risk premium that will attach to future contracts.
We tried to be the good guy with NPCo by offering a more comprehensive solution for them numerous times.  Now we're getting attacked for their mistakes?
We have met with NPCo a number of times to try and resolve this issue.  But the resolution requires that they post collateral.  Now they won't even talk with us.  The only way you (PUCN) are going to fix this is if you step up and require the utilities to post collateral when necessary.

However, after talking with Steve Hall I concluded that it would be unwise at this point for me to contact the Commissioners.  We don't have anything to offer and very little new to say.   For example, according to Steve, we won't touch a blend and extend because of credit problems.  This said, he was uncomfortable saying that the entire issue was collateral.

 -----Original Message-----
From: 	Steffes, James D.
Sent:	Monday, October 29, 2001 1:52 PM
To:	Kaufman, Paul
Subject:	RE: PGE Imbalance Charge

Trying to put something together.

Jim

 -----Original Message-----
From: 	Kaufman, Paul
Sent:	Monday, October 29, 2001 1:11 PM
To:	Steffes, James D.
Subject:	RE: PGE Imbalance Charge

Always.  By the way, did you have further thoughts about a call to develop a comprehensive Nevada strategy?

 -----Original Message-----
From: 	Steffes, James D.
Sent:	Monday, October 29, 2001 10:57 AM
To:	Kaufman, Paul
Subject:	RE: PGE Imbalance Charge

Are we still friends??

 -----Original Message-----
From: 	Kaufman, Paul
Sent:	Monday, October 29, 2001 11:44 AM
To:	Steffes, James D.
Subject:	RE: PGE Imbalance Charge

Thanks.  I hate it when I sound petulant.

 -----Original Message-----
From: 	Steffes, James D.
Sent:	Monday, October 29, 2001 9:12 AM
To:	Kaufman, Paul; Nicolay, Christi L.
Subject:	RE: PGE Imbalance Charge

My fault for not making it clear that you should have been in the loop.  We will send out a message across the board to help with this.

Jim

 -----Original Message-----
From: 	Kaufman, Paul
Sent:	Monday, October 29, 2001 11:08 AM
To:	Nicolay, Christi L.; Steffes, James D.
Subject:	RE: PGE Imbalance Charge

This is going to sound like empire building. But I need to know what we're doing with PGE.  I don't need to participate in the calls--but I do need to know.  The PGE folks need to have confidence that I'm aware of our positions and plans.

 -----Original Message-----
From: 	Nicolay, Christi L.
Sent:	Monday, October 29, 2001 9:04 AM
To:	Steffes, James D.
Cc:	Kaufman, Paul
Subject:	RE: PGE Imbalance Charge

We are having a conference call tomorrow with PGE.  They did not decide anything on the last conference call after I told them why Enron retail in the East likes the Duquense type imbalance (no bandwidth, thus no penalties-- imbalances settle at verifiable system lambda).  John Malowney of EPMI west desk likes the bandwidth, but we are discussing it further since it has created problems for the East EES desk (due to the penalties associated with being outside the bandwidth).  John likes the PGE proposal to settle at an index price, but PGE is reconsidering that aspect.

Unfortunately, I don't know of any TPs that allow a bandwidth without penalties.

Let me know if you want to participate in the call.

 -----Original Message-----
From: 	Steffes, James D.
Sent:	Monday, October 29, 2001 10:50 AM
To:	Nicolay, Christi L.
Cc:	Kaufman, Paul
Subject:	PGE Imbalance Charge

Christi --

What's the latest on the PGE imbalance method??

Jim


Sounds great - I'm thinking tomorrow or Wednesday night might be the best,
but let me know what works for you. Glad you survived a weekend with the
"lesser" of the journalistic species.

Talk to you soon,
Kate

John Enders <jenders@ap.org> on 04/23/2001 10:07:48 AM
To: kate.symes@enron.com
cc:

Subject: a beer

Hi. I'm back from Sunriver, and survived a hundred broadcasters. God...
Still wanna try to get together this week for a beer after work?
John


check it out
---------------------- Forwarded by Eric Bass/HOU/ECT on 10/12/2000 11:24 AM
---------------------------

Brian Hoskins@ENRON COMMUNICATIONS
10/12/2000 11:04 AM
To: Eric Bass/HOU/ECT@ECT, Luis Mena/NA/Enron@Enron
cc:
Subject:

I'm going to be out of town for this, but I thought you might want to
participate.

http://downoutup.com/TOURNAMENT.htm

Brian T. Hoskins
Enron Broadband Services
713-853-0380 (office)
713-412-3667 (mobile)
713-646-5745 (fax)
Brian_Hoskins@enron.net


CALENDAR ENTRY:	APPOINTMENT

Description:
	Ava-35842/Market Services Council Mtg. conference room 42C2

Date:		12/7/2000
Time:		10:30 AM - 12:00 PM (Central Standard Time)

Chairperson:	Outlook Migration Team

Detailed Description:


Drow:

Congratulations on Joe. At least one of your kids likes you.

How is the BBQ joint coming? Have you finished The Undefeated. If so, would
you mind applying your literary mind to a book review for Amazon.com? Feel
free to tell everyone just how great I used to be, still am, and how I led
the Betas in receiving yards, touchdowns and sheer leadership ability for
three straight seasons. Well, if you don't feel like doing that, just tell
'em how great the book is.

Brother Dent

----- Original Message -----
From: woody berry <boethia@hotmail.com>
To: <smu-betas@yahoogroups.com>
Sent: Monday, August 27, 2001 10:06 AM
Subject: Re: [smu-betas] Thank you for being great friends.

> Brothers,
>     He'll never get over that even though I don't deny providing Hutch
with
> some of his best eroticism during his college days when we roomed
together,
> the fact remains Dent was then, as now, short, dumpy, sloth-footed with
> hands like skillets whilst I was tall, lithe, svelte, speedy, with great
> moves and hands like pillows.  It was a no brainer for Hutch to decide who
> to throw to.  It was made even easier when Hutch considered the other
> lineman, Fu-Fu puss, who performed his best imitation of one of Jerry's
kids
> everytime Hutch even thought about throwing one in his direction.
>
>
> Yours in -kai-,
> Drow
>
> PS. Brother Dent, the book signing was again, a really neat affair.  Sorry
I
> couldn't stay longer.  And Brother Hester.....do you remember the legacy
of
> the Beta D---?  It seems it is alive and well.
>
> _________________________________________________________________
> Get your FREE download of MSN Explorer at http://explorer.msn.com/intl.asp
>
>
>
> At Homecoming 2000, the BETA TENT had the biggest crowd by far.  Stay
connected and consider a future homecoming BETA reunion.  It's
incredible...forget the 20 years in between...everyone just seems to pick it
up right where they left off years ago.
>
>
>
> Your use of Yahoo! Groups is subject to http://docs.yahoo.com/info/terms/
>
>

------------------------ Yahoo! Groups Sponsor ---------------------~-->
FREE COLLEGE MONEY
CLICK HERE to search
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At Homecoming 2000, the BETA TENT had the biggest crowd by far.  Stay connected and consider a future homecoming BETA reunion.  It's incredible...forget the 20 years in between...everyone just seems to pick it up right where they left off years ago.

Your use of Yahoo! Groups is subject to http://docs.yahoo.com/info/terms/


Brett, since Enron owns NEPCO - true risk transfer under a fixed price
contract is difficult.  However, I do like the behaviour that you get from
such accountability (ie) high incentive to get done on time and on budget.
My experience with NEPCO on cost plus has been very unfavourable (don't like
#1).  I will be supportive of any structure that aligns our interests
appropriately.  You might want to bounce a few ideas off Dan.  I have already
given him a heads up on the value at stake if we can come in at the low end
of the scale and early.

Drop me a note on where you end up.

Regards
Delainey
---------------------- Forwarded by David W Delainey/HOU/ECT on 12/20/2000
05:14 PM ---------------------------

Brett R Wiggs@ENRON
12/20/2000 06:07 PM
To: David W Delainey@ECT
cc: Joe Kishkill/SA/Enron@Enron
Subject: EPC for Eletrobolt

Dave:

Do you have any general guidance on how you would like for me to approach the
EPC contract with NEPCO Houston?  The three options that we currently have on
the table are:

Fixed engineering/internal costs with pass-through on external costs with fee.
Same structure with cap.
Fixed price contract.

Our last conversation was very focused on a fixed price contract.  My
conversations with Dan Leff were moving in the direction of one or two.  My
concern on a fixed price number is the timing and my negotiating position,
but I understand your issues.  Any general thoughts would be helpful.

Thanks,
Brett


Union is treated as a synthetic storage on Sithe, so we do not keep inventory
profit schedules.  As far as I can tell you fixed that last month.  I will
continue to work on Central issues.  Thanks.
PL


Attached is a first draft of a letter agreement relating to the LM 6000/Coral
transaction.  Please let me know ASAP if you have any comments.

Thanks,

Kay


fyi

gngr
713-853-7751
----- Forwarded by Ginger Dernehl/NA/Enron on 11/18/2000 07:35 AM -----

	Elizabeth Linnell
	11/17/2000 02:36 PM

		 To: Ginger Dernehl/NA/Enron@Enron
		 cc:
		 Subject: Project Tracking

Ginger - This has been tested and should now work for everyone.  Please
forward this message to Rick's group.

Project Tracking (with RCRs) has been moved from the EES server to the Corp
server.  We need to re-establish everyone's connection to the application.

To check to see if you have a link to the correct copy of the application, in
Lotus Notes right click on each link to the application, then select
Database, Properties, and check the server name, which should be ENE-NS05.
If it is this server name, you can skip the rest of this message.

If that's not the server you're accessing for each link, follow these steps.

- Delete from your Lotus Notes workspace your existing links to the project
tracking system.  You should have three links - Project Tracking, Projects
and Contacts.  To delete each link, click on the link and press the delete
key.
- Click on each of the attached links to re-load the system on the new
server.  When you click each one, it will add the link to your Lotus Notes
workspace.  You should be launched into the database as each database loads.

Please double check each link following the directions at the beginning of
this message to make sure it's linked to the ENE-NS05 server.
- If the server name is different, please leave me a voicemail or send me an
e-mail.

The Projects database is the one you'll access for project management and
RCRs.  The Contacts database was created for future use, and the Project
Management database is necessary for administrative purposes.


I am available until 3 pm

 Remaining gas demand letters will be sent today.  I have already received a number of queries on the demands sent on Friday.

 -----Original Message-----
From: 	Bridges, Michael
Sent:	Monday, March 04, 2002 9:32 AM
To:	Shackleton, Sara
Subject:	Live and Terminated CP status update

Sara,

I sent you an invitiation to a meeting earlier today and noticed that I scheduled it for last Saturday; my apologies.  Anyway, Louis and I are trying to get together with you and Alan Aronowitz to get up to speed on the status of Live CP's that were sent Demand Letters and to begin determining a process for moving ahead with terminated CP's.

We are able to meet in your building at whatever time works best for yours and Alan's schedules.

Mike Bridges


Ken - I thought I would give you a quick update on our conversations
regarding Atlantic Copper.  Our team met with the senior management from
Atlantic Copper last week in concert with the London Metal Exchange Week.

There are several hurdles to overcome in structuring a deal to acquire
Atlantic Copper and a long term copper concentrates supply from FM's
Indonesian mine complex.   Current contract prices for copper smelting and
refining capacity are low and they might be a bit unrealistic on price.    We
suggested a conceptual structure that may work but is
probably a long shot at this time.   They were interested and requested a
more definitive proposal, which we will develop this week.

We will keep you posted.

John


---------------------- Forwarded by Sandra F Brawner/HOU/ECT on 12/21/2000
12:37 PM ---------------------------

"Pamela Anderson" <pama9@flash.net> on 12/19/2000 10:02:04 PM
To: "Terri Bailey" <tlbkk@aol.com>, "Kandy Daniel" <Kandydan@aol.com>, "Gregg
Anderson" <TEJASGREGG@aol.com>, "Dillard, Kari K" <dillarkk@bp.com>, "Amanda
C. Herzer" <acherzer@aol.com>, "angie schniers"
<angie.schniers@williams.com>, "Carl Kemmerly" <audubon100@cs.com>, "David
Dutch" <dutchd@kochind.com>, "Dawn Doga" <dawndoga@aol.com>, "Dayna Erck"
<derck@medicalprofiles.com>, "Hough, Lisa" <lisa.hough@neg.pge.com>, "Kevin
Cokinos" <kcokinos@compuserve.com>, "Kody Newland" <kodynewland@hotmail.com>,
"Nancy Gilbertson" <ngilbertson@earthlink.net>, "Patricia DeMamiel"
<princess3456@dellnet.com>, "Pedersen, Julie" <julie.pedersen@neg.pge.com>,
"Sandra Brawner" <Sandra.F.Brawner@enron.com>, "Strphanie Friedhoff"
<Stephanie.g.Friedhoff@pfizer.com>, "Susan Schnitzer"
<S.Schnitzer@worldnet.att.net>, "Sue Caldwell" <sue@mbainsurance.net>
cc:
Subject:

A Woman's  Dictionary??

  	?

	Airhead (er*hed) n.
	What a woman intentionally becomes when pulled over by a  policeman.

	Argument (ar*gyou*ment) n.
	A discussion that occurs when you're right but he just hasn't  realized it
yet.

	Balance the checkbook (bal*ens da chek*buk)  v.
	To go to the cash machine and hit  "inquire".

	Bar-be-que (bar*bi*q) n.
	You bought the groceries, washed the lettuce, chopped the  tomatoes, diced
the onions, marinated the meat, cleaned everything up, but  he "made the
dinner".

	Blonde jokes (blond joks) n.
	Jokes that are short so men can understand them.

	Cantaloupe (kant*e*lope) n.
	Gotta get married in a church.

	Childbirth (child*brth) n.
	You get to go through 36 hours of contractions; he gets to hold  your hand
and say, "Focus...breath...push...Good Girl!"

	Diet Soda (dy*it so*da) n.
	A drink you buy at a convenience store to go with a pound of  M&M chocolate
covered peanuts.

	Eternity (e*ter*ni*tee) n.
	The last two minutes of a football game.

	Exercise (ex*er*siz) v.
	To walk up and down a mall, occasionally resting to make a  purchase.

	Hair Dresser (hare dres*er) n.
	Someone, who is able to create a style, you will never be able  to duplicate
again. See also "Magician".

	Lipstick (lip*stik) n.
	On your lips, coloring to enhance the beauty of your mouth. On  his collar,
coloring only a tramp would wear.

	Valentine's Day (val*en*tinez dae)  n.
	A day ,when you have dreams of a candlelight  dinner, diamonds, and romance,
but consider yourself lucky to get a  card.

	Waterproof Mascara (wah*tr*pruf mas*kar*ah)  n.
	Comes off if you cry, shower, or swim, but  will not come off if you try to
remove it.

	Zillion (zil*yen) n.
	The  number of times you ask someone to take out the trash, then end up
doing  it yourself anyway.

 - spacer.gif


Can the gas company also make the same requests?

"Duncan, Allyson" <aduncan@kilstock.com> on 09/12/2000 09:08:11 AM
To: "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>, "Duncan, Allyson"
<aduncan@kilstock.com>
cc: Tom.Chapman@enron.com, Heather.Kroll@enron.com, Ozzie.Pagan@enron.com,
Jeffrey.Keenan@enron.com, Reagan.Rorschach@enron.com, "Fine, Jonathan"
<JFine@kilstock.com>

Subject: RE: CPCN proceeding - AG intervention

The NC Attorney General asserts a statutory right to intervene which I think
misreads the statute but which the Commission has always allowed.  The AG
routinely intervenes.  I suspect that in this case they are interested in
the possibility of bypass and the merchant plant issue.  I will call Len
Green today to find out.  The AG can make the same discovery requests that
the Public Staff makes, subject, as was the case with the Public Staff, to
the execution of a confidentiality agreement.

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Tuesday, September 12, 2000 10:00 AM
To: aduncan@kilstock.com
Cc: Tom.Chapman@enron.com; Heather.Kroll@enron.com;
Ozzie.Pagan@enron.com; Jeffrey.Keenan@enron.com;
Reagan.Rorschach@enron.com; jfine@kilstock.com
Subject: CPCN proceeding - AG intervention

Hi Allyson,

What is your impression of why the NC attorney general's office has
intervened in the CPCN proceeding?  Is this typical?  Does the AG's office
(or any other intervenor) have any special rights to discover any of the
confidential information we file?

Thanks,

Kay


David,

Thank you for your comments on the US GTC.

Taking each of your main points in turn:

Section 2(e)(i)(1) - This Section does not preclude us from doing business
with banks or other financial institutions.

As you anticipate, breach of warranty constitutes an Event of Default
entitling termination.

Section 1 - Your main concern appears to focus on the issue of sleeving.  As
you will see, we have included in Section 1 of all GTCs a provision
prohibiting transactions to be entered into by the reference entity itself or
by any of its affiliates.  Any purported transaction of that sort is
automatically void.  We considered carefully (both internally and with
outside counsel) going further than this by including a provision stopping
parties acting in concert with reference entity groups.  We concluded that
such a provision would be inappropriate for two main reasons.  First, as a
practical matter, it is almost impossible to police such a provision and
detect cases of such collusion.  Secondly, if we were to find out about such
collusion, we would be entitled to withhold payment (regardless of any
contractual provision) on the basis that such collusion constitutes fraud.

It is also worth pointing out in this context that sleeving is not an issue
germaine only to credit derivatives trading online.  It is possible in the
existing OTC credit derivatives markets for this kind of activity to be
perpetrated.  You will not find any provisions in existing market
documentation addressing this point - indeed, the new 1999 ISDA Credit
Derivatives Definitions are consistent with this.

I only hope that reference entities do not follow the devious thought
processes set out in your options (a)-(c) (and we will clearly have to keep
an eye on you if you ever decide to pursue a different career!).

It is not "nasty" defining Enron as the "Determination Agent". This accords
with the standard ISDA Master Agreement and, in fact, is less dramatic than
the ISDA insofar as all Enron will be required to do as Determination Agent
is to verify the validity of notices submitted under transactions (in the
context of ISDA, all sorts of complex calculations and subjective evaluations
fall to be made by the "Calculation Agent").

Thanks very much for thinking through the issues on the GTC and reviewing it.

Please let me know if you would like to discuss this further.

Best regards.

Paul Simons

David Forster
18/02/2000 03:14
To: Bryan Seyfried/LON/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Edmund
Cooper/LON/ECT@ECT, Paul Simons/LON/ECT@ECT
cc: Mark Dilworth/LON/ECT@ECT

Subject: Credit GTC

All,

I have looked over the U.S. credit GTC and the long descriptions. I see we
have decided to go with quarterly billing, rather than monthly. Will the
payment/collections cycle cause any heartburn for the back office?

I didn't spot any problems with the long descriptions.

A few relatively minor comments on the GTC's - which you may or may not want
to consider:

- Clause 2.(e) (i) (1) - Does this clause preclude us from doing business
with banks or other financial institutions? Could we append: "with regard to
the Transaction"?

- What happens if a Rep or Warranty is broken? Does that constitute
sufficient breach to terminate the contract? I'm thinking specifically about
sleeving, which is perhaps covered by Clause 2(e)(ii)(1)? I still think that
sleeving is one of the most significant commercial risks faced by online
trading of derivatives. If I were working for a third party, I'd immediately
look for ways to set up a sleeving service to sell credit protection to the
Reference Entities where the Reference Entity or its affiliate views its own
risk differently from Enron. If I were the Reference Entity in question, I'd
consider:
 a) Buying a load of protection via sleeving and then declaring bankruptcy -
then do a Phoenix (in the UK at least)
 b) Buy a load of protection via sleeving, then take the Credit Derivatives
to another third party financial institution and using the credit derivatives
as collateral to increase my line of credit - I'm no expert, but I suspect
there might be an interesting leverage effect here, which might actually
cause a significant increase in Enron's risk exposure.
 c) Like (b), only the financial institution could buy the credit derivative
with or without the need for sleeving - we probably need a restriction on
this? (I know financial institutions are not our preferred counterparts up
front, but if I were a financial insitution, I'd quickly find a way around
this limitation - Affiliates or Sleevers.

-  Do you think it would beneficial to strengthen our protection against
sleeving by adding something to Clause 2, like: "It is not entering into a
Transaction for the purpose of concluding a similar transaction with the
party (or any Affiliate of such party) which is the Reference Entity in the
Transaction".

- Should Def'n of "Contract Currency" be "Contractual Currency"?
("Contractual" is also used in the Long Descriptions)

- Def'n of "Credit Product" - after "Entity", should we insert "which is"?

- Are we being a bit too nasty by defining the Determination Agent as
"Enron"? As the reference to Determination Agent in the contract is in a
context similar to that of an arbitrator, it seems a bit cheeky to then
define ourselves as the arbitrator - would this be enforceable if we were in
court?

I'm assuming the other GTC's are very similar to the U.S. one and I have not
read them.

Dave


Re:    Proposed Fourth Amendment to the Master Energy Price Swap
Agreement between Enron North America Corp. ("Enron") and Morgan Stanley
Capital Group Inc. ("MSCGI")

Dear Susan:

Pursuant to the discussions between Anthony Lupiano of our Credit
Department and Bill Bradford of your Credit Department yesterday,
attached you will find a proposed Fourth Amendment to the Master Energy
Price Swap Agreement.  The purpose of this Fourth Amendment is to amend
the Exposure Threshold definition.    It is my understanding that Mr.
Bradford has agreed to these terms.   Our Credit Department is expecting
that we bring this document to a closure quickly.

Please contact me with any questions or comments you may have.

Kind regards,

Beth Ng
Commodities Division - Documentation
Tel:  212 761 8720
Fax: 212-507-4898 /  212 761 0293
Email:  Beth.Ng@morganstanley.com

1585 Broadway, 4th Floor
New York, NY   10036

 - enron north america_4th Amend.doc
 - Beth.Ng.vcf


Start Date: 4/17/01; HourAhead hour: 24;  HourAhead schedule download failed.
Manual intervention required.


Rick and Jim:

As Linda and I discussed with Rick, attached are two memos which lay out the
plan we discussed last week in Washington in how to restructure the
Washington office.  The first memo is a narrative summary, and the second is
more of an outline of the questions we addressed during our meeting last week.

I am still working on the last document which compares all of the legal work
performed by Bracewell during the year 2000, and the work that we could
perform in house if we are properly set up.

Let us know if you have any questions.  We look forward to talking with you
about this.

Sarah and Linda


We will be looking for you. Check to see though if you get there first.

-----Original Message-----
From: Matthew.Lenhart@enron.com [mailto:Matthew.Lenhart@enron.com]
Sent: Monday, June 04, 2001 9:51 AM
To: Hal.Lenhart@apollogrp.edu
Subject: RE:

i arrive in fargo  at 12:20 from minneapolis on flight 1051. see you soon.

    -----Original Message-----
   From:   Hal Lenhart <Hal.Lenhart@apollogrp.edu>@ENRON

[mailto:IMCEANOTES-Hal+20Lenhart+20+3CHal+2ELenhart+40apollogrp+2Eedu+3E+40E
NRON@ENRON.com]

   Sent:   Tuesday, May 15, 2001 1:14 PM
   To:     Lenhart, Matthew
   Subject:  RE:

   Saturday, June 9 through Wednesday, June 13.

   -----Original Message-----
   From: Lenhart, Matthew [mailto:Matthew.Lenhart@ENRON.com]
   Sent: Tuesday, May 15, 2001 12:06 PM
   To: hfl@fp.edu
   Subject:

   what are the dates of the june trip to nd?


Will do.

Lisa Bills
12/10/2000 03:33 PM
To: Kay Mann/Corp/Enron@Enron
cc: Roseann Engeldorf/Corp/Enron@ENRON, "Taylor, Rob" <robtaylor@akllp.com>,
"Kay Mann (E-mail)" <kay.mann@enron.com>, "Lisa Bills (E-mail)"
<Lisa.Bills@enron.com>, "Roseann M Engeldorf (E-mail)"
<Roseann.Engeldorf@enron.com>, "Bunk, Sean" <seanbunk@akllp.com>, "Sheila
Tweed (E-mail)" <Sheila.Tweed@enron.com>

Subject: Re: Winston & Strawn Comment: Consents to Assignment

Kay, I have told Rob that we are not pushing GE for this point.  WestLB is
plenty protected without it.  If GE gives a yes to the change on Monday -
Great!  If no answer or answer is no - we take what we have.  Therefore,
please log  call into GE on Monday am and let them know we need an answer on
Monday and would appreciate if they would accomodate us.

Lisa

Kay Mann
12/10/2000 02:25 PM
To: Roseann Engeldorf/Corp/Enron@ENRON
cc: "Taylor, Rob" <robtaylor@akllp.com>, "Kay Mann (E-mail)"
<kay.mann@enron.com>, "Lisa Bills (E-mail)" <Lisa.Bills@enron.com>, "Roseann
M Engeldorf (E-mail)" <Roseann.Engeldorf@enron.com>, "Bunk, Sean"
<seanbunk@akllp.com>, "Sheila Tweed (E-mail)" <Sheila.Tweed@enron.com>

Subject: Re: Winston & Strawn Comment: Consents to Assignment

I forwarded the email to GE and received no comment back.

Kay

From: Roseann Engeldorf on 12/10/2000 02:22 PM
To: "Taylor, Rob" <robtaylor@akllp.com>
cc: "Kay Mann (E-mail)" <kay.mann@enron.com>, "Lisa Bills (E-mail)"
<Lisa.Bills@enron.com>, "Roseann M Engeldorf (E-mail)"
<Roseann.Engeldorf@enron.com>, "Bunk, Sean" <seanbunk@akllp.com>, "Sheila
Tweed (E-mail)" <Sheila.Tweed@enron.com>

Subject: Re: Winston & Strawn Comment: Consents to Assignment

Kay mentioned to me (I think it was on Friday) that she may be talking to GE
about this - don't know if she did or what the outcome was, so stay tuned.

Thanks,

Rose

	"Taylor, Rob" <robtaylor@akllp.com>
	12/08/2000 12:12 PM

		 To: "Roseann M Engeldorf (E-mail)" <Roseann.Engeldorf@enron.com>, "Kay Mann
(E-mail)" <kay.mann@enron.com>, "Sheila Tweed (E-mail)"
<Sheila.Tweed@enron.com>, "Lisa Bills (E-mail)" <Lisa.Bills@enron.com>
		 cc: "Bunk, Sean" <seanbunk@akllp.com>
		 Subject: Winston & Strawn Comment: Consents to Assignment

Winston & Strawn has asked that the following be added to the Consents
to Assignment (e.g., in the "Successors and Assigns" paragraph):

"WestLB is an express third-party beneficiary of this Consent."

Please forward the revised draft of the GE Consent to Winston & Strawn
(toxley@winston.com).

Regards,

Rob Taylor
Andrews & Kurth L.L.P.
600 Travis Street
Suite 4200
Houston, Texas  77002

Tel: (713) 220-4436
Fax: (713) 238-7273
e-mail: robtaylor@andrews-kurth.com

This e-mail is privileged and confidential and is intended only for the
recipient(s) named above.  If you are not the intended recipient, please
(i) do not read, copy, use or disclose the contents hereof to others
(any of the foregoing being strictly prohibited), (ii) notify the sender
immediately of your receipt hereof, and (iii) delete this e-mail and all
copies of it.


Anyone up for Keneally's after work today?