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* Optical Processor Firm Chorum Lands $54.7M Round Four
Chorum Technologies, a provider of all-optical processors and subsystems for optical networks, said it raised $54.7 million in its fourth round of funding.>>

* Encorp Closes $38.1 Million Series D, Names New CEO
Encorp, a provider of products and services for the power-technology sector, has closed $38.1 million in Series D financing and appointed Dennis Orwig as chief executive officer. New investor Ballentine Capital Partners led the round, which also included other new investors, Perseus and Wexford Management.>>

* Napster Cuts 15% of Staff, Prepares for New Service
Napster, the embattled online song-swapping service, has cut 16 employees, approximately 15% of its staff, in an effort to strengthen resources in other areas as it prepares for the launch of its new membership-based service, the company said in a written statement.>>

* Bigstep Lays Off A Third of Staff
Bigstep, which provides small businesses with electronic business services, has laid off 25 employees, according to CEO Lucy Reid.>>

Rethink, Rebuild, Rebound

This is the worst downturn ever to hit Silicon Valley,
but it's hardly the first. So VentureWire is convening
a summit conference of CEOs, COOs, CFOs, and others
who've lead venture-backed companies through such times
before. We've chosen them for their years of experience
and for their ability to share it as coaches, mentors,
board members, and friends. Join us for an intense day
of guidance an inspiration from those who've been
through boom and bust and boom again.

Managing in the Downturn:
Survival Strategies for 2002
A VentureWire Executive Summit
Fairmont Hotel, San Jose
November 6, 2001
 http://events.venturewire.com/summit/default.asp <http://venturewire.com/ads/ad.asp?id=1448>

new money

* Home Networking Firm 2Wire Closes Fourth Round with $61M
* Semiconductor Systems Firm Hypernex Gets $2M Series A
* E-Learning Firm Demos Gets $4 Million
* Workforce Management Firm SmartTime Gets $10 Million
* TeamShare Raises $3 Million Second Round
* New Edge Networks Secures $12.5M in Credit

bad news

* Tropic Networks Releases 19% of Staff to Save Cash
* RadioWave.com in Talks to be Acquired, May Lay Off 25
* FreeRein Lays Off Most of Staff, Looks for Buyers and Funds
* Car Auction Site CarDay Shuts Down

m&a

* E-mail Management Software Firm Postini Buys Neomeo

new directors

* Celiant Names Credit Suisse CEO John J. Mack to Board
* Line56 Appoints Jack Dolce to Board
* TogetherSoft Adds Ex-3ware CEO John R. Vrolyk to Board
* Miza Adds Two to Board, Including Canadian Senator

new people

* Xythos Software Names Edward Miller President and CEO

vc fund news

* Investment Firm Paras Ventures Announces Launch

vc personnel

* ATV Adds Brian Hanson To Focus on Canadian Investments

Healthcare Outlook: Biotechnology  Pharmaceuticals:
development, delivery and distribution

Tremendous competition exists to find the new technology
that will identify new drug targets. Bioinformatics
companies that can bring precision to the R&D process,
but yet, may never be profitable. An expensive and
pitfall ridden drug approval  process.  A complex
business landscape created by the mergers of giant,
multinational pharmaceutical companies and upstart
biotech ventures. In the span of one day Healthcare
Outlook will address these issues and look at the
business plans of 50 private companies that promise
to innovate an industry. Industry executives, leading
academics and venture capitalists will meet to lend
perspective and point out opportunities along the
complicated life cycle of developing a drug.

Register today:
http://www.healthcareoutlook.com/register.asp <http://venturewire.com/ads/ad.asp?id=1449>

* Optical Processor Firm Chorum Lands $54.7M Round Four
By Giselle Greenwood <mailto:greenwood@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=NIQLONQMII>
RICHARDSON, TEXAS -- Chorum Technologies, a provider of all-optical processors and subsystems for optical networks, said it raised $54.7 million in its fourth round of funding.

Lead investors in the round included previous investors CenterPoint Ventures, InterWest Partners, Sevin Rosen Funds, and Scudder-Kemper Investments. Other investors included new investor Wheatley Partners, and previous investors Star Ventures, Austin Ventures, Rho Management Trust, Crown Advisors International, Azure Capital Partners, Sycamore Ventures, Bowman Capital Management, and J. & W. Seligman. The round, a down round, was completed in September.

No new board members were added to the seven member board. The company is in negotiations about filling open seats as well as the possibility of raising a fifth round targeting $10 million.

The company will use the funds to develop its existing products and begin producing new products. The company said the funding, combined with existing capital, will last more than two years.

<http://www.chorumtech.com>

* Encorp Closes $38.1 Million Series D, Names New CEO
By Michelle Tsai <mailto:tsai@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=QLPMJQPMII>
WINDSOR, COLO. -- Encorp, a provider of products and services for the power-technology sector, has closed $38.1 million in Series D financing and appointed Dennis Orwig as chief executive officer.

New investor Ballentine Capital Partners led the round, which also included other new investors, Perseus and Wexford Management. All existing investors -- Arete's Utech Climate Challenge Fund, Craig Drill Capital, Enron North America, Enstar Management, and Micro-Generation Technology Fund -- reinvested. Banc of America Securities served as placement agent for the deal.

Encorp had expected to raise $20 million for the round when it began fund-raising last fall, said Mr. Orwig, adding that the company's valuation is significantly up from the last round. Prior to this round, the company had raised $4.5 million.

Prior to Encorp, Mr. Orwig served as CEO and president of Catalytica Energy Systems, a manufacturer of pollution-prevention equipment. He replaces founder and former CEO and president, Jeff Whitham, who retains his chairman position on the board. The president position remains open.

Steve Ballentine of Ballentine Capital Partners joins the board, as does Mr. Orwig. Seven directors comprise the board, which is full.

New funds will be used for product and service development and commercialization. The company employs 115 and does not expect significant staff growth in the next year. Encorp, which opened six new sales offices this year, doesn't plan any additional new offices.

The company will break even within the next five years, said Mr. Orwig, who added that the company will be investing heavily in product development in the next 15 months. Encorp expects to generate $10 million to $12 million in revenues this year.

<http://www.encorp.com>

* Napster Cuts 15% of Staff, Prepares for New Service
By Lizbeth Scordo <mailto:scordo@technologicp.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=NIIHKIQMII>
REDWOOD CITY, CALIF. -- Napster, the embattled online song-swapping service, has cut 16 employees, approximately 15% of its staff, in an effort to strengthen resources in other areas as it prepares for the launch of its new membership-based service, the company said in a written statement.

A Napster spokesperson said the layoffs mainly focused on customer service, business development departments, and administration areas. The company's staff now totals 88.

Last month Napster said it reached a preliminary agreement with American songwriters and music publishers to settle their class-action lawsuit, under which Napster agreed to pay damages of $26 million to music creators and copyright owners for unauthorized uses of music, and will also pay an advance of $10 million against future licensing royalties. The company has also settled lawsuits brought by musicians Metallica and Dr. Dre.

Napster, which once let users download and trade songs for free, is planning to launch a fee-based membership service, though the target date has not been disclosed.

The company is backed by Hummer Winblad, the University of California at Los Angeles, and individuals. Last year Napster also received a $60-million loan from Bertelsmann that may convert to equity.

<http://www.napster.com>

* Bigstep Lays Off A Third of Staff
By Michelle Tsai <mailto:tsai@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=IJMKMNPMII>
SAN FRANCISCO -- Bigstep, which provides small businesses with electronic business services, has laid off 25 employees, according to CEO Lucy Reid.

Since last December, the company's staff size has shrunk from 150 employees to 50. This round of layoffs eliminated positions in engineering, content, marketing, and administration, including two vice presidents. The layoffs came after Bigstep attracted fewer customers as it became a fee-based service this summer and also from the completion of Bigstep's product development, said Ms. Reid.

The company, which has raised $72 million in venture capital, closed $6.5 million in Series E funding in September from InterWest Partners, Mayfield, Partech International, Staenberg Venture Partners, U.S. Venture Partners, VeriSign, The Washington Post, and Worldview Technology Partners.

Ms. Reid said the layoffs were not related to the funding and that the company still expects to break even in the third quarter of 2002.

<http://www.bigstep.com>

new money

* Home Networking Firm 2Wire Closes Fourth Round with $61M
By Lizbeth Scordo <mailto:scordo@technologicp.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=QPHMLJPMII>
SAN JOSE, CALIF. -- 2Wire, a developer of products that provide broadband content and services throughout the home, said it closed its fourth round of funding at $61 million. VentureWire first reported the round in August.

New investor Technology Crossover Ventures (TCV) and previous investor Oak Investment Partners co-led the round with participation from other new investors, Pilgrim Baxter & Associates and Shell Internet Ventures. Previous investors, including Accel Partners, Doll Capital Management (DCM), the Invesco Private Capital Group, Meritech Capital, and Venrock Associates, also joined the round.

The company would not comment on its valuation. In August, VentureWire reported that 2Wire's post-money valuation was approximately $157 million.

Founded in 1998, the company has raised $144 million to date.

<http://www.2wire.com>

* Semiconductor Systems Firm Hypernex Gets $2M Series A 	top   mail <http://venturewire.com/o_mailer.asp?sid=QNKOIMPMII>
STATE COLLEGE, PA. -- Hypernex, a provider of inspection software and systems for the semiconductor market, said it closed a Series A round of financing with just under $2 million.

Draper Triangle Ventures, the Pittsburgh affiliate of Draper Fisher Jurvetson, led the round with participation from partners of Staley Capital Advisors and previous individual investors.

The company said it will use the new capital for sales and marketing and to continue testing and refining its technology at a major semiconductor firm's facility.

Don Jones and Craig Gomulka, both of Draper Triangle, have joined Hypernex's board of directors.

<http://www.hypernexinc.com>

* E-Learning Firm Demos Gets $4 Million 	top   mail <http://venturewire.com/o_mailer.asp?sid=LJHOOIPMII>
PARIS -- Demos, a professional training and e-learning company, said it raised EUR 4.58 million ($4 million).

New investors Initiative & Finance, Natexis Investissement, and BNP Paribas Developpement participated in the funding. The company will use the money for the development of its courses and e-learning products and to expand internationally.

Demos was founded by Jean Wemaere and employs 200 people.

<http://www.demos.fr>

* Workforce Management Firm SmartTime Gets $10 Million	top   mail <http://venturewire.com/o_mailer.asp?sid=QLJQOPQMII>
FRAMINGHAM, MASS. -- SmartTime Software, a provider of enterprise workforce management applications, said it closed a $10 million round of funding.

General Atlantic Partners led the round. The company will use the funds to develop its product, SmartWorks, which is being deployed. The company will also use funds to expand sales and customer services.

SmartTime has been in business since 1986.

<http://www.smarttime.com>

* TeamShare Raises $3 Million Second Round	top   mail <http://venturewire.com/o_mailer.asp?sid=NKIIIPQMII>
COLORADO SPRINGS, COLO. -- TeamShare, a provider of process management and issue tracking software, said it raised $3 million in its second round of funding.

Previous investor The Strum Group was the sole investor in this round. The company will use the funds to expand its strategic partner alliances and promote its products in new markets.

TeamShare raised $8 million in March 2000.

<http://www.teamshare.com>

* New Edge Networks Secures $12.5M in Credit	top   mail <http://venturewire.com/o_mailer.asp?sid=LPOLHQOMII>
VANCOUVER, WASH. -- New Edge Networks, which provides broadband and enhanced data communications to small and mid-sized cities, said it received the final installment of $12.5 million in credit by reaching certain milestones, such as cash flow and revenue targets, set forth in its fourth round of financing.

When the round was announced in April, the company said that First Union would provide the debt financing. Since that time, Wachovia and First Union merged, and Wachovia will provide the financing. The money, $12.5 million of $37.5 million in debt, will be used for operations and sales and marketing.

New Edge Networks has raised $380.1 million to date. It is backed by Accel Partners, Comdisco Ventures, Crosspoint Venture Partners, Greylock Management, GS Capital Partners, Intel, Intel Capital, Meritech Capital Partners, Morgan Stanley Venture Partners, and The Goldman Sachs Group.

<http://www.newedgenetworks.com>

bad news

* Tropic Networks Releases 19% of Staff to Save Cash
By Jeffrey Sanders <mailto:sanders@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=MJHKLOQMII>
OTTAWA -- Tropic Networks, which develops optical packet networking systems, released 35 people, or 19% of its total staff in an across-the-board cost-cutting move, according to a company spokesperson.

The layoffs occurred in both of Tropic's offices, in Ottawa and Andover, Mass., with the most cuts in the Ottawa office. The company, which now employs 150, did not make any changes to its executive management team, the spokesperson said. All employees received severance packages.

In early September, Tropic Networks secured a $10 million loan from GATX/MM Venture Finance Partnership, Silicon Valley Bank, and Transamerica Commercial Finance. The money was to be used for purchasing equipment for product trials and testing.

The company reduced its headcount in order to preserve its cash until 2003, the spokesperson said, adding that it is still on target to release its first product in 2002.

Tropic Networks has raised $80 million to date and is also backed by Altamira Management, Anschutz Investment Co., Celtic House, Crescendo Ventures, Enron Broadband Services, Goldman Sachs Group, Kodiak Venture Partners, the Ontario Teachers Pension, and Raza Foundries.

<http://www.tropicnetworks.com>

* RadioWave.com in Talks to be Acquired, May Lay Off 25
By Giselle Greenwood <mailto:greenwood@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=IPNQPOPMII>
CHICAGO -- RadioWave.com, which provides a Web-based, interactive audio player, has warned 25 of its 28 employees of possible layoffs with severance in two weeks.

CEO Bill Pearson said the company is in a "pretty vulnerable state," and is talking to several companies about the possibility of being acquired. Although the company has not shut down, if no one acquires the company, it will no longer be in business, Mr. Pearson said, adding that he expects a decision to be made in two weeks.

"It is a possibility that we will remain intact," Mr. Pearson said. "However, we're anticipating the worst."

Mr. Pearson attributed the slumping ad market to the company's demise, leading to the decision to increase its fees to make up for revenue loss. Previously, the company did not rely on its fees as a source of revenue, but with ad revenue flagging, Mr. Pearson said a fee increase is necessary.

If the company is acquired, Mr. Pearson said it will operate as a wholly owned subsidiary of a larger company.

RadioWave.com has raised $22 million from FBR Technology Venture Partners, Intel Capital, Motorola, Susquehanna Radio, and Warburg, Pincus Equity Partners.

<http://www.radiowave.com>

* FreeRein Lays Off Most of Staff, Looks for Buyers and Funds
By Michelle Tsai <mailto:tsai@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=MJHJNHQMII>
BELLEVUE, WASH. -- FreeRein, a developer of platforms that provide enterprise applications and services, has laid off all but six of its 31 remaining employees, according to CEO Bruce Gilpin.

The company laid off five employees in September, but needed to make additional cuts to conserve cash, Mr. Gilpin said. Of the firm's executive staff, Mr. Gilpin, the chief financial officer, the chief scientist, and the vice president of product strategy remain.

FreeRein continues to operate and to fund-raise for $10 million in Series B financing, though it has also begun to look for a buyer. Existing investors ComVentures and Technology Partners will contribute to the round if FreeRein can secure a new lead investor, said Mr. Gilpin. He added that given the current fund-raising environment, an acquisition is more likely. FreeRein expects to find a buyer in the wireless enterprise or carrier sectors.

Without additional capital, the company can operate through the end of the year, since 90% of its former staff worked on technology development. The company expects to generate $500,000 in revenues this year.

FreeRein has raised $15 million in venture capital from ComVentures and Technology Partners. In March, FreeRein acquired Clarios, which creates wireless platforms for messaging, in a stock swap.

<http://www.freerein.com>

* Car Auction Site CarDay Shuts Down	top   mail <http://venturewire.com/o_mailer.asp?sid=QHPNHNQMII>
NEW YORK -- CarDay, which operated an online auction for the sale of used cars through franchised auto retailers, has shut down, according to a note posted on its Web site. The company could not be reached for comment.

In January, the company raised $25 million in first-round funding from Citigroup Investments, Goldman Sachs, Odeon Capital Partners, and Sierra Ventures.

<http://www.carday.com>

m&a

* E-mail Management Software Firm Postini Buys Neomeo
By Michelle Tsai <mailto:tsai@venturewire.com>	top   mail <http://venturewire.com/o_mailer.asp?sid=NMIKIKPMII>
REDWOOD CITY, CALIF. -- Postini, a provider of e-mail management software and services, said it has acquired San Francisco-based Neomeo, an enterprise software company that develops corporate e-mail services. Terms of the deal were not disclosed.

Fewer than 10 Neomeo employees will join Postini, including CEO Amir Bakhtiar. Neomeo had developed its product but did not have a full sales team, nor was it generating significant revenues, said Scott Petry, founder and vice president of products at Postini. The companies were introduced to each other through a mutual industry contact. Neomeo raised about $5 million in venture capital from Softbank and individual investors.

Including former Neomeo employees, Postini has a staff of more than 30. Postini will offer at least some of Neomeo's products, said Mr. Petry.

Baker and McKenzie advised Postini, while Cooley Godward advised Neomeo.

Postini is backed by $17 million from August Capital, Sumit Accelerator, Sun Microsystems, and individuals.

<http://www.postini.com>
<http://www.neomeo.com>

new directors

* Celiant Names Credit Suisse CEO John J. Mack to Board	top   mail <http://venturewire.com/o_mailer.asp?sid=HHQHLHPMII>
WARREN, N.J. -- Celiant, a supplier of wireless power amplifiers, said Credit Suisse First Boston CEO, John J. Mack, has joined the company's board.

Mr. Mack, 56, is also an investor in Celiant. The board has six directors; the seventh seat is open. He was introduced to the company through Jerry Poch, the chairman at Celiant and managing director at Pequot Capital.

The company is on track to open a sales office in China, said Celiant president and CEO Ralph Faison. Celiant sells its products in Asia, Europe, South America, and the U.S., according to Mr. Faison, adding that the company plans to go public within two years.

Celiant, which spun out of Lucent Technologies with a $50 million investment from Pequot Capital, recently received a multi-year supply contract with Lucent to provide the company with wireless power amplifiers.

<http://www.celiant.com>

* Line56 Appoints Jack Dolce to Board	top   mail <http://venturewire.com/o_mailer.asp?sid=NQJQLLPMII>
LOS ANGELES -- Line56, a media company focused on e-business strategy and technology, said Jack Dolce has joined the board of directors.

Mr. Dolce formerly served as executive vice president at CMP's Enterprise Computing Group and founded Interactive Enterprises, a magazine publisher. He will help the company oversee its magazine circulation and sales strategy.

Line56 has received financing from EnterVentures, Argos, and individual investors, including Francois Bitz, a former Carnegie Mellon professor and founder of Fore Systems.

<http://www.line56.com>

* TogetherSoft Adds Ex-3ware CEO John R. Vrolyk to Board 	top   mail <http://venturewire.com/o_mailer.asp?sid=QJONKPOMII>
RALEIGH, N.C. -- TogetherSoft, a provider of software development technologies and services, said it appointed John R. Vrolyk to its board of directors.

Mr. Vrolyk joins as the seventh board member and most recently served as president and CEO of 3ware. The board now has four outside members and three internal.

TogetherSoft has raised $20 million to date from TA Associates and doesn't anticipate further funding. Founded in 1999, the company has 425 employees.

<http://www.togethersoft.com>

* Miza Adds Two to Board, Including Canadian Senator	top   mail <http://venturewire.com/o_mailer.asp?sid=HHNIJOPMII>
TORONTO -- Miza Pharmaceuticals, a Canadian pharmaceutical contract manufacturing company, said it named Senator Michael Kirby and Dr. Geoffrey Shulman to its board.

Senator Kirby is the chairman of the Standing Senate Committee on Social Affairs, Science and Technology, for the Canadian government. He previously was chairman of the Standing Senate Committee on Banking, Trade and Commerce. From 1984 to 1994, he was vice president of Goldfarb Consultants, an international market research firm in Toronto.

Dr. Shulman is chairman, president, and CEO of DUSA Pharmaceuticals, a Massachusetts-based biopharmaceutical company focused primarily on photodynamic therapy, the treatment of diseases using light-activated drugs. The addition of Messrs. Shulman and Kirby bring the company's board membership to six people.

Miza has received funds from CCL Industries, a publicly traded outsourcing company.

<http://www.miza.com>

new people

* Xythos Software Names Edward Miller President and CEO	top   mail <http://venturewire.com/o_mailer.asp?sid=LLLMPMPMII>
SAN FRANCISCO -- Xythos Software, which provides enterprise file management software, said it named Edward Miller as its president and CEO.

Mr. Miller, 43, replaces co-founder Kevin Wiggen, 29, who has been named the company's chairman. Mr. Miller formerly served as president and CEO at digital imaging software company, Xippix. He will also sit on the board at Xythos, becoming the fifth director. He was introduced to the company through executive search firm Russell Reynolds.

This spring, Xythos Software raised $6 million in its first round from IDG Ventures, Softbank Venture Capital, and individual investors. The company, which employs 22, said it will look to raise its Series B within the next 12 months.

<http://www.xythos.com>

vc fund news

* Investment Firm Paras Ventures Announces Launch	top   mail <http://venturewire.com/o_mailer.asp?sid=LNKOLQQMII>
TYSONS CORNER, VA. -- Paras Ventures, a management and investment firm, announced its launch.

The company is being headed by Rahul Bhandari, formerly vice president of business development and alliances and co-founder of Accenture's business launch center. The company's investment focus will be in enterprise software, security, biotech, and related emerging technology.

Aside from providing funding, the company will provide services to other venture capital firms' portfolio companies, and help oversea companies establish U.S. operations.

The company will not raise a traditional fund, but instead gather a pool of individual investors to help identify and invest in emerging companies. These individual investors will also provide management consultation as well as other services.

Mr. Bhandari is the only employee at the time, but he expects to expand the team later this year.

<http://www.parasventures.com>

vc personnel

* ATV Adds Brian Hanson To Focus on Canadian Investments	top   mail <http://venturewire.com/o_mailer.asp?sid=INQPHIPMII>
PALO ALTO, CALIF. -- Advanced Technology Ventures (ATV), a venture capital firm, said it named Brian Hanson as a venture partner. Mr. Hanson will primarily focus on ATV's strategic expansion in Canada, and also support ATV's investments in New York and New Jersey.

Prior to joining ATV, he served as managing director and co-head of mergers and acquisitions at UBS Warburg.

ATV made its first investment in Canada late last year in Innovance Networks, an optical networking company. At the time the investment was the largest investment ever made in a Canadian technology start-up company.

ATV has more than $1.5 billion in capital under
management, and its portfolio now includes approximately 75 active investments in the areas of communications, Internet infrastructure, software and services, and healthcare. The firm is in the process of closing its seventh fund, slated to close by the end of the year.

<http://www.atv.com>

Digital Anything, Networked Everything ...

Even in the economic downturn, high-profile companies
are directing investment and development focus on the
technologies that are fueling the next wireless
revolution.
From traditional industries like semiconductors to new
ones like telematics, the most promising 100 companies
will present during our private equity platform at
Pervasive Computing Outlook.
Atheros, Rioport, and WhereNet are just a few of the
companies to expect. Hear the business plans and pick
the winners that are capitalizing on the rise of
inexpensive intelligence at the edge of the Internet.
Register today.
Pervasive Computing Outlook
December 4 & 5 at the San Francisco Airport Marriott

http://www.pervasivecomputingoutlook.com/register.asp <http://venturewire.com/ads/ad.asp?id=1450>

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Send other questions to prohelp@venturewire.com <mailto:prohelp@venturewire.com>  	 Thursday, October 25, 2001
published daily by Technologic Partners <http://technologicpartners.com>

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Enron

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company index
companies mentioned in this issue
? 2Wire
? Alliance Technology Ventures
? BigStep.com
? CarDay
? Celiant
? Chorum Technologies
? Demos
? Encorp
? FreeRein
? Hypernex
? Line56
? Miza Pharmaceuticals
? Napster
? Neomeo
? New Edge Networks
? Paras Ventures
? Postini
? RadioWave.com
? SmartTime Software
? TeamShare
? TogetherSoft
? Tropic Networks
? Xythos Software

investor index
investors participating in new rounds in this issue
? Arete
? Ballentine Capital Partners
? BNP Paribas Group
? Draper Triangle Ventures
? Drill Capital
? Enron
? General Atlantic Partners
? Initiative & Finance Gestion
? Micro-Generation Technology Fund
? Natexis Investissement
? Perseus Capital
? Staley Capital Partners
? Strum Group
? Wexford

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?2001 Technologic Partners
All Rights Reserved


We have received the executed EEI Master Power Purchase and Sale Agreement
dated 2/1/2001 from the referenced CP.  Copies will be distributed to Legal
and Credit.


I would think cocktail attire.  What time are the receptions?

From: Suzanne Adams@ECT on 10/03/2000 12:01 PM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: Need Advice

This seminar that Ric is going to in Las Vegas is having cocktail receptions
each evening and special shows by Dana Carvey and Penn and Teller.  There's
no dress specified, so I'm assuming something nice but not overdone.  What
would you think?


Kimberley,

Where are the services -  date and time and location.

	Enron North America Corp.

	From:  Kimberly Brown                           08/28/2000 08:59 AM

To: Scott Neal/HOU/ECT@ECT, Jared Kaiser/HOU/ECT@ECT, Sandra F
Brawner/HOU/ECT@ECT, Dick Jenkins/HOU/ECT@ECT, Brad McKay/HOU/ECT@ECT, Scott
Hendrickson/HOU/ECT@ECT, Sarah Mulholland/HOU/ECT@ECT, Andrea
Ring/HOU/ECT@ECT, Susan W Pereira/HOU/ECT@ECT, Dan Junek/HOU/ECT@ECT, Chris
Germany/HOU/ECT@ECT, Judy Townsend/HOU/ECT@ECT, Robin Barbe/HOU/ECT@ECT, Kate
Fraser/HOU/ECT@ECT, Tammi DePaolis/Corp/Enron@ENRON, Maureen
Smith/HOU/ECT@ECT, John Craig Taylor/HOU/ECT@ECT, Scott
Goodell/Corp/Enron@ENRON
cc:
Subject: Randy Gay's Wife

Just in case you did not know, Randy's wife died last week. They will be
having services today and tomorrow.  However, in lieu of flowers they would
like donations for a playground in their neighborhood.  If you want to give a
donation, please bring it by my desk.

Thanks
Kimberly


Gerald and Judy,

Shawyne Smith has made the following deals with Unimark LLC   pooled and committed wells ( 1063501, 1033968, and 1063576 ) which include pricing language with 5 separate tiers for maximum volumes of 4275/d.
How should we confirm these deals?  We have language to confirm 2 pricing tiers.

Judy how should we proceed to confirm these deals?  Should we start this trend of multiple pricing tiers for such small volumes?

Please let me know how we should proceed.
Lisa  5 4766


How's everything going?  Did you finish on time?


I copied this email list and copied Rita Wynne, Stacey White by mistake which obviously I shouldn't have done.

 -----Original Message-----
From: 	Kitchen, Louise
Sent:	Monday, December 31, 2001 12:54 PM
To:	Colwell, Wes; Hodges, Georgeanne; Milnthorp, Rob; Zufferli, John; Hedstrom, Peggy; Myers, Thomas; Bradford, William S.; Will, Lloyd; Beck, Sally; Hall, Bob M; Presto, Kevin M.; Forster, David; Reeves, Leslie; Gaskill, Chris; Superty, Robert; Lagrasta, Fred; Luce, Laura; Tycholiz, Barry; Redmond, Brian; Vickers, Frank; Gossett, Jeffrey C.; Arnold, John; Grigsby, Mike; Allen, Phillip K.; Neal, Scott; Martin, Thomas A.; Shively, Hunter S.; Wynne, Rita; Rub, Jenny; Webb, Jay; Haedicke, Mark E.; Buy, Rick; Calger, Christopher F.; Duran, W. David; Robinson, Mitch; Curry, Mike; Heizenrader, Tim; Belden, Tim; White, Stacey W.; Steffes, James D.; Aucoin, Berney C. ; Roberts, Mike A.; Oxley, David
Cc:	Lavorato, John
Subject:	NETCO

The New Year has arrived and we really to finalize a lot of the work with regards to moving into NETCO.  Obviously we still do not have a deal but the deadline is approaching and preparations need to be finalized.

The main areas to focus on over the next week are:-

(i) 	Re-start/Integration Plans (due on Jan 7)				To be forwarded to Louise
	These plans need to be detailed and show clear detailed timelines and detailed responsibilities for getting us up and running as soon as possible.
	The current restart date is January 21, 2001 but may be pushed forward to January 14, 2002.
(ii)	Budget (due Jan 3, 2002)						To be forwarded to Faith Killen
	First year budget to include all start up costs (some of which can be amortized)
(iii)	Seating Plans								Tammy Shepperd to co-ordinate
	We need to start the planning process for seating as we will be living on floors 5 & 6 of the Enron South building.
	I have asked Tammy Shepperd to commence the seating plan and we would look to start the moves as soon as possible but with a large number occuring around January 11,2002.
(iv)	Due Diligence
	We continue the process with two new companies this week (Wednesday and Thursday). Andy Zipper is taking the lead for the company arriving on Wednesday, please help him with his requirements.

I would ask that both John and I are notified of any changes to the Netco personnel list on a timely fashion and that the list is maintained on a continual basis.  Please forward all alterations to Jeanie Slone who has responsibility for the master list.

Communication - I believe that the New Year combined with a internal communication issues may be a good time to review what we want to say on Netco and what our policies are.  I am asking David Oxley to co-ordinate with all of you on this.  I know a lot of you believe that we need to only communicate once we have retention programme in place for the estate which may be a good idea but we we need to make sure that we lose as few people as possible.

If you are unavailable this week, please ensure you delegate this work out.

Happy New Year

Louise


Nancy,

Here are some come comments to the draft PPA:

As a general note, we would have these goals:

1.  Keep the PPA has streamlined as possible, putting as much as we can in
the interconnection agreement.
2.  Minimize ties to specific unit.
3.  Maximize optionality, especially delivery points.
4.  Keep construction/ownership of the facility off the balance sheet.
5.  Signing the interconnection agreement must be simultaneous, or a CP.

More specifically we would like to:

Move start up/metering terms to interconnection agreement.
Megawatts will probably change due to change in equipment.  Bracket 192 for
now.  The capacity will change for summer and winter, also, specifics to be
determined.
Make sure we are protected from any liability caused by their delay.

Comments on specific articles:
Definition of emergency start up will belong in interconnection agreement.
2.2  Expiration is Dec. 31, 2004; move  bracketed language into interconnect.
2.3  We need an out in case we don't commence construction/achieve commercial
operation as a result of Buyer's action/inaction, and the term "breach"
should include failure to timely perform any of buyer's obligations under any
of the agreements. Any reason why we shouldn't want an extension if there is
a delay due to action/inaction of any governmental authority?  We can add
change of law as an event which gives us schedule relief, but we might want
to broaden the definition of change of law. Also, we don't have the site
acquired yet, so we may need an out in case we encounter a problem, unless we
will not sign this agreement before acquiring the site.
3.4  Peak period is July and August.
3.5 (b) Amount left over will depend on the summer and winter capacity.
Might just leave blanks as placeholders.
3.5 (c) Let's try for 4 hours notice.
3.5 (d) suggest title "Start-Up Minimum Run Time".
3.5 (e)  add maximum of ___ per year.
Need a minimum shut down time between start ups.
4.6 Note:  3.3 refers to alternate sources and market sources; 4.6 refers to
the wholesale market.  We should pick a term, define it, and use it
throughout.
8.1 (c)  replace "covenant" with "obligation", and follow with "(other than
payment)". Default isn't a remedy, so there's a disconnect in that sentence.
8.1 (d) remove "shall" and conform grammar in romanettes.
8.3 refers to LD's, 4.8 but I didn't see any unless 4.8 is meant to encompass
the concept. A little unclear to me.  How is this supposed to work with 4.8?
Is there any reason the damage waiver can't be absolute?  Does the sole and
exclusive language in 4.8 need to be conspicuous, or is it ok?
9.1  Is the demand charge included in the invoice, or is it due without an
invoice?
10.1 On the third line, shouldn't the second "Seller" be "Buyer"?
15.  No mediation.
16.1  Delete oral amendment language.

Exhibits:
A. Megawatts, heat  rate to be confirmed.  Heat rate believed to be 10,600.
Deleted bracketed language about implied cost of fuel from alternate source
energy.  Start up costs:  $500.  Emergency start up to be addressed later.

Could we schedule a conference call for Friday or Monday to discuss any
questions/issues.  Please let me know your availability.

Thanks,

Kay


Rick-
Since this is not a claim and simply a letter of protest, no response is required by us nor would one be expected of us by Cabot or the ship.  Please see my email from earlier for further information or give me a call when you get a chance.

Dan

Rick Sierra@ENRON_DEVELOPMENT
04/09/2001 03:16 PM
To:	Dan Masters@ect
cc:	Paul Y'Barbo/NA/Enron@Enron, Larry Snyder@EES
Subject:	Ship Demurrage Claim

Dan,

Victor and I did discuss the demurrage claim.  As I understand the facts, this does not appear to be a valid claim.

I am looking to your group to evaluate the merits of the claim.  If you conclude that the claim is valid, please prepare memo to Victor with copy to me, explaning why the claim is valid.  If on the other hand, you conclude the claim is not valid, then please prepare a letter to Cabot ( for Victor's signature) explaning why the claim is not valid.

Rick


Sara -

I would like to discuss with you a potential opportunity at WAPA Sierra
Nevada.  We have just sent them an EEI and would like you to send them an
ISDA.  Basically in the near future they might find themselves quite short
due to a PG&E contract being invalidated.  If that happens they will either:

1. Buy physical power from the market (use our EEI)
2.Do a financial swap with the market and continue to do the physical index
with PG&E (there are some reasons for this which I am not 100% sure on).

The lawyer we have dealt with is Koji Kawamura and his email address is:

kawamura@wapa.gov

Thanks for your help - If you have any questions please let me know.

Stewart Rosman


Good Morning-

We are ready to run the Performance test Day 1 scenario again today Friday -
April 6, 2001.  Please read below for the details.

Thank you all for your help.
Georgia Ward
ENW - Development Support - QA
(713)853-9974

 -----Original Message-----
From:  Ward, Georgia
Sent: Thursday, April 05, 2001 9:06 AM
To: Dawes, Cheryl; Gulka, Michelle; Hanslip, David; Heal, Kevin; Heal,
Siroun; Hedstrom, Peggy; Jessop, Jaimie; LaPorte, Nicole; Louie, Jill; Scott,
Laura; Ta, Kha; Torres, Carlos; Vallejo, Stacey; Vander Velde, Nikole; Wells,
Michelle; Acton, Tom; Adams, Jacqueline; Allwein, Robert; Baker, Natalie;
Boudreaux, Shanna; Brady, Kevin; Brewer, Stacey; Calcagno, Suzanne; Carter,
Tamara; Casas, Joe; Christiansen, Suzanne; Collins, Joann; Dempsey, Wes;
Dinari, Sabra; Evans, Ted; Fletcher, Brenda; Franklin, Cynthia; Franklin,
Mary Theresa; Garcia, Clarissa; Gillespie, Steve; Gilmore, Tammy; Greif,
Donna; Groenewold, Shannon; Halstead, Lia; Homco, Meredith; Lakho, Shahnaz;
Lamadrid, Victor; Lenart, Kirk; Lisk, Daniel; Loving, Scott; Mack, Hillary;
McCoy, Mark; Mendel, Shelly; Muzzy, Charles; Olinger, Kimberly; Ordway,
Chris; Pendergrass, Cora; Pinion, Richard; Sanchez, Christina; Schrab, Mark;
Superty, Robert; Sutherland, Jan; Terry, Edward; Thompson, Alvin; Villarreal,
Jesse; White, Jessica; Wolfe, Jason; Wood, Tracy; Wukasch, Jeanne; Alba,
Mary; Baxter, Bryce; Boxx, Pam; Castro, Shielah; Chism, Pamela; Cook, Audrey;
Couvillon, John; Curtis, Valerie; Doner, Max; Dozier, Scott; Ellenberger,
Mary; Ellis, Laurie; Eubanks, David; Ewing, Linda; Griffin, Rebecca;
Hakemack, Cynthia; Hamic, Priscilla; Harwell, Melanie; Herrera, Katherine;
Howard, Charles; Jacobs, Charles; Lenart, Gregg; Majorwitz, Buddy; Mendoza,
Genaro; Mousteiko, Michael; Myers, Donnie; Nelson, Doug; Ngo, Joanie; Parker,
Megan; Pham, Vivien; Poledore, LaShanda; Price, Wade; Resendez, Isabel;
Richmond, Charlene; Saladino, Jane; Saucier, Darla; Stewart, Willie; Thomas,
Yolanda S; Truong, Tricia; Valderrama, Lisa; Aguirre, Larry; Anastas, Sherry;
Barkowsky, Gloria; Beale, Antoinette; Bolanos, Milton; Brooks, Willie; Brown,
Rosa; Calub, Eric; Camp, Howard; Chance, Lee Ann; Comello, Mary; Fisher, Bob;
Gaskey, Ron; Honore, Alton; James, Marlo; Keith, Ryan; Lindley, Karen;
McClure, Mark; Mitchell, Jack; Nguyen, Thu; Ogunbunmi, Hakeem; Pattison,
Jennifer; Robinson, Leslie; Schumack, Sherlyn; Spears, Christopher; Trabulsi,
Alfonso; Vaughn, Kimberly; Viltz, Joyce; Vogler, Jason; Wynne, Rita
Cc: Johnson, Jeff; Rao, Ramesh; Dugger, Tony; Harmon, Kenneth M.; Hopson,
Jill; Potter, Dale; Smith, Regan M.
Subject: Gas Performance Testing TODAY - April 5, 2001
Importance: High

The Unify Migration Team would like to thank you for your participation in
the gas performance test on Wednesday 4/4.  Based on our observations, system
monitoring, and your feedback we have identified several areas for
performance improvement.  We have attempted to fix some of these issues and
need everyone's help again on Thursday 4/5 from Noon until 2:00, to test the
modifications and identify other areas for improvement.

The purpose of this test is to continue to measure Unify's performance on the
new platform and find new areas for potential improvement before the
application is delivered into production.  Identifying performance issues at
this early stage is extremely important to all of us and beneficial to the
successful completion of our migration efforts.

Thursday 4/5 Testing Agenda (Same as Wednesday 4/4)

Retest Day 1 Items - Use April 3rd & 4th Gas Day in the Unify2K PT Gas
database.  Your floor contacts and phone numbers will be the same as Day 1.

DO NOT PERFORM TESTS FOR DAY 2 - These activities will be addressed in the
next round of performance testing beginning 4/18.

Attached are the documents that were distributed in Tuesday's meeting.

Thank you again for all of your help and support.
Georgia Ward
ENW - Development Support - QA
(713)853-9974


Stranger:
Any interest in getting a drink or dinner Tuesday?  havent seen you in forever.


Mark,

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

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

Cheers
Scott

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

Scott,

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

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

Thanks.

         Mark

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

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

Subject: Margaux/Whitewing

Ron/Trina/Ben,

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

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

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

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

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

Best regards,

Stuart

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

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

Subject: Re: Margaux - Whitewing Partnership amendment

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

Subject: Re: Margaux - Whitewing Partnership amendment

Dear All,

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

Cynthia

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

Donette,

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

      Mark

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

Subject: Margaux - Whitewing Partnership amendment

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

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

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

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

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

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

Kindest Regards,

DMD


Please note on your calendars that our Annual Thanksgiving Luncheon is
scheduled for Thursday, November 16th.  For those of you who would like to
participate by bringing in a dish, a sign-up sheet is posted in the copier
areas on the 38th floor.

If you have any questions, please feel free to contact Kaye Ellis at
extension 3-5968 or myself at 39402.

* Note - Turkey and Ham will be catered by Logan Farms.

Twanda Sweet
Enron North America Corp.
EB3821
(713) 853-9402
twanda.sweet@enron.com


Here is the draft of the amendment letter.  Please let me know if it is
acceptable and I will have it executed.


Hey Holly just thought I'd say hi. It has been a while, the last time we talked you were on your way to Mexico with your new man. How was it ? Do you now have a ring on your finger ? Any ways I suck at writing letters so email me back if you want. We should go golfing some time or go for a drink.

					Talk to ya later,  Rob


Dear Enron Employees:

I am saddened to inform you that there was an explosion and fire at our Teesside power facility in England at approximately 2:40 p.m. local time.  At this point, we know that two employees have died, and at least two others have been seriously injured. The area has been evacuated and the power station is currently off-line.  The cause of the incident is not yet known.

Our hearts and deepest sympathies go out to the families of those affected by this terrible incident.

Jeff Skilling


We'll be buying gas on Tuesday the 29th.  Please review the attached RFQ
and respond.

Have a great HOLIDAY weekend.

(See attached file: 0601RFQ1.xls)
 - 0601RFQ1.xls


Following please find the Daily EnronOnline Executive Summary.

EnronOnline Executive Summary for 12/05/00
Transaction Summary
External Transactions Today	5,686
Average Daily External Transactions (30 day Trailing Avg)	4,199
Total Life to Date Transactions	499,401

EnronOnline Daily % of Entity's Total Transactions for 12/05/00	Trans	Percent
Enron North America	4,845	79%
Enron Europe Limited	230	45%
Global Products	228	36%
Enron Metals	383	15%

EnronOnline Percentage of Total Corporate Transactions
(30 day Trailing Avg)	54%

Gross Notional Value of EnronOnline Transactions	Total
Today	5,437,653,224
MTD	16,875,412,478
LTD	296,045,937,343
Average Daily Notional Value (30 Day Trailing Avg)	3,213,819,755

Notional Revenue from Physical Flows to Date	19,465,339,625

Counterparties, Users, and Products Offered
Counterparties having transacted to date	595
New Counterparties transacting for the first time today	2
Number of Products Offered Today	1,162
Total Number of External Users Logged on Today	3,274
Average # of External Users logged on (30 day Trailing Avg)	2,913


When this email reaches you, I pray that you are fine and well.  Just because I have not spoken to you, does not mean I don't MISS YOU.

VAL


Carol:

Thankyou for the attached.  I believe the governing law for each issuing
surety will be the law where the surety is domiciled, but let me do some
checking and confirm this.  Also, will get back to you on your comments Re
the language in our recommended bond form...probably Monday or Tuesday next
week.  Thanks for your continued efforts in this matter.

Bill Oldham
Director, Insurance Risk Management
Reliant Energy Incorporated
Telephone No.713/207-3131
FAX No. 713/207-3251
email:    bill-oldham@reliantenergy.com

                    Carol.St.Clair
                    @enron.com            To:
bill-oldham@reliantenergy.com
                                          cc:
janet-greene@reliantenergy.com, Edward.Sacks@enron.com,
                    06/01/01 09:02        Wendy.Conwell@enron.com
                    AM                    Subject:     Update

Bill:
I spoke with our outside counsel yesterday and we have some more follow up
work that we need to do on our side.  One issue that may be of some
importance to us in our analysis is determining what the governing law of
the surety bond will be for each issuer, and more importantly, whether we
can have the bonds governed by Texas law.  Can you answer this for me?

Also, with respect to the form of the bond itself, as we mentioned at the
meeting, the language in the third paragraph which states that "if the
Principal shall promptly and faithfully provide the Firm energy as defined
in the Confirm, hen this obligation shall be null and void," does not work
for us.  Has anyone come up with alternative language?  Finally, with
respect to the Notice of Claim, we would like for the certification to say
something like, "an Event of Default has occurred under the Master
Agreement" rather than tie it to a specific default under the Confirmation.
Does that work for the sureties?

I look forward to hearing from you.

Carol St. Clair
EB 3889
713-853-3989 (Phone)
713-646-3393 (Fax)
carol.st.clair@enron.com


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Their real time phone number is 877-350-8420.  They are willing to do real
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Here is today's copy of Bloomberg Power Lines. Adobe Acrobat Reader is
required to view the attached pdf file. You can download a free version
of Acrobat Reader at
   http://www.adobe.com/products/acrobat/readstep.html

If you have trouble downloading the attached file it is also located at
   http://www.bloomberg.com/energy/daily.pdf

Don't forget to check out the Bloomberg PowerMatch West Coast indices, the
most accurate indices anywhere. Index values are calculated from actual trades
and can be audited by all PowerMatch customers.

Our aim is to bring you the most timely electricity market coverage in the
industry and we welcome your feedback on how we can improve the product further.

Bloomberg Energy Department

06/01 Bloomberg Daily Power Report

Table

                      Bloomberg U.S. Regional Electricity Prices
      ($/MWh for 25-50 MWh pre-scheduled packages, excluding transmission costs)

                            On-Peak
West Coast                   Index       Change       Low         High
 Mid-Columbia                168.13      +18.13      160.00      175.00
 Ca-Or Border                160.00      +20.00      160.00      170.00
 NP15                        159.82      +10.89      160.00      175.00
 SP15                        160.71      +10.80      130.00      185.00
 Ault Colorado               132.50      -4.17       130.00      185.00
 Mead                        186.00      +1.00       180.00      192.00
 Palo Verde                  187.41      +12.45      175.00      215.00
 Four Corners                178.33      +4.04       170.00      185.00

Mid-Continent
 ECAR                        21.84       +1.49       19.86       23.86
  East                       24.00       +1.00       23.00       25.00
  AEP                        21.75       +1.25       18.50       24.00
  West                       20.67       +2.34       19.00       22.00
  Central                    19.64       +1.04       17.00       22.00
  Cinergy                    19.64       +1.04       17.00       22.00
  South                      23.70       +2.95       21.50       28.00
  North                      23.50       +0.83       23.00       24.00
 Main                        21.05       +1.74       18.50       23.00
  Com-Ed                     20.67       +2.61       19.00       23.00
  Lower                      21.43       +0.87       18.00       23.00
 MAPP                        21.91       +1.27       18.25       23.50
  North                      21.13       +0.13       17.50       23.00
  Lower                      22.70       +2.41       19.00       24.00

Gulf Coast
 SPP                         23.13       +1.63       22.00       25.00
  Northern                   19.25       -0.25       18.00       22.00
 ERCOT                       38.00       +1.25       37.00       39.00
 SERC                        29.29       +1.22       27.97       31.22
  Va Power                   25.50       +3.00       25.00       26.00
  VACAR                      27.50       +5.00       26.50       28.50
  Into TVA                   23.70       +2.95       21.50       28.00
  Out of TVA                 27.58       +3.03       25.31       32.02
  Entergy                    28.00       +1.21       27.00       28.50
  Southern                   34.75       +3.35       33.00       36.00
  Fla/Ga Border              38.00       -10.00      37.50       39.50
 FRCC                        40.00       -23.33      39.00       41.00

East Coast
 NEPOOL                      37.50       +1.60       37.25       37.75
 New York Zone J             53.00       +6.00       50.50       55.50
 New York Zone G             45.75       +3.50       45.50       46.00
 New York Zone A             33.50       +3.00       33.25       33.75
 PJM                         25.51       +1.88       24.75       26.50
  East                       25.51       +1.88       24.75       26.50
  West                       25.51       +1.88       24.75       26.50
  Seller's Choice            25.01       +1.88       24.25       26.00
End Table

Western Spot Power Prices Rise With Weekend Risk Premium

     Los Angeles, June 1 (Bloomberg Energy) -- Western day-ahead
power prices traded higher because of risk premiums, traders
said.
     The Bloomberg Mid-Columbia day-ahead heavy load index price
increased an average of $18.13 a megawatt-hour to $168.13 amid
trades at $160.00-$175.00. Light-load energy sold at $100.00-
$110.00, an average of $30.56 more than equivalent trades made
yesterday for delivery today.
     Traders said that power prices typically rise on Friday
because Monday begins a new week and demand for energy increases.
     "Prices also increase because there is some uncertainty of
what could happen over the next three days, a unit might trip or
the weather could suddenly change,'' said one Northwest trader.
      In the Southwest, power prices climbed an average of $12.45
at the Palo Verde switchyard to a Bloomberg average of $1187.41
amid trades in the $175.00-$215.00 range.
     Temperatures in Phoenix were forecast to reach 105 degrees
on Sunday and increasing two degrees to 107 degrees on Monday.
     Traders said this should keep power prices elevated at Palo
Verde and at the Four Corners trading point in New Mexico.
     Four Corners heavy load energy traded at a Bloomberg average
of $178.33, gaining $4.04 more than yesterday.
     According to Belton, Missouri-based Weather Derivatives
Inc., forecast temperatures in the Pacific Northwest would
average 4.0 degrees above normal over the next 6-10 days and 2.9
degrees above normal in the Southwest.

-Robert Scalabrino

Northeast Spot Power Prices Rise With Natural Gas, Weekend Risk

     Philadelphia, June 1 (Bloomberg Energy) -- Following a two-
week decline driven primarily by mild temperatures and healthy
generation levels, day-ahead power prices in the Northeast U.S.
rebounded this morning amid rising fuel costs and weekend risk
premiums.
     Traders said natural gas futures on the New York Mercantile
Exchange were "hardly bullish, but enough to spark a slight turn-
around" in the power market.
As of 1 p.m. local time, the Henry Hub front-month contract
traded as high as $4.000 per million British thermal units, which
is 8.6 cents greater than yesterday's close, yet 94.9 cents below
the contract's three-month historical average.
     "At this time of year, when generation is plentiful and
weather is a non-issue, power prices will jump on the most
insignificant of news," said one Northeast trader. "These
[natural] gas prices don't pose any threat, they just lend some
fundamental justification for a run-up."
     Peak power scheduled for Monday delivery to the Western Hub
of the Pennsylvania-New Jersey-Maryland Interconnection was
assessed $1.88 higher, at a Bloomberg volume-weighted index of
$25.51 per megawatt hour. While up on the day, next-day values
remain $18.75, or 42.4 percent, below the three-month historical
mean.
     In the New York Power Pools, next-day power prices climbed as
a function of weekend risk premiums. Traders said generators
typically place higher bids for Monday power because of the
uncertainties associated with speculating weather and load
forecasts 3 days in advance.
     Zone J was discussed at $53.00, though no trades were
reported. Zones A and G jumped $3.00 and $3.50, respectively, to
$35.00 and $47.25 indices.

-Karyn Rispoli

Southern Demand, Forwards Drive Midwest Spot Power Prices Up

     Cincinnati, June 1 (Bloomberg Energy) -- Prices rose today
for peak power delivered Monday in the Mid-Continent U.S. in line
with short-term over-the-counter values and demand from the
South, traders said.
     The Bloomberg index price for power delivered Friday into
the Cincinnati-based Cinergy Corp. transmission system climbed
$1.04 to $19.64 a megawatt-hour, with trades ranging from $22.00
when the market opened to $17.00 after options expired.
     "When the bal(ance of)-week market came out at $23-$24,
people tried to hold the dailies up at that level," an ECAR
trader said. "There just weren't any fundamentals there to
support the market though, so it crashed."
     In its seven-day forecast, Belton, Missouri-based Weather
Derivatives Inc. predicted high temperatures would average 7
degrees Fahrenheit below normal in Cincinnati.
     Traders said they expected cool weather to keep prices in
the low-$20 range through next week, while uncertain weather
forecasts limited price movement and activity in over-the-counter
contracts.
     "Weather forecasters are having trouble predicting things
three days out, let alone 30. Nobody wants to take any serious
positions because of it," one trader said.
     In Mid-America Interconnected Network trading, for-Monday
power at the Chicago-based Commonwealth Edison hub sold $2.61
higher on average at $19.00-$23.00 as exports to the west
increased, traders said.
     Power in the lower half of the region sold 87 cents higher
at $18.00-$23.00, also boosted by exports.
     In the Mid-Continent Area Power Pool, traders said prices in
northern areas were little changed with stable temperatures,
rising 13 cents on average to $17.50-$23.00, while southern MAPP
spot prices climbed $2.41 to $19.00-$24.00 with demand from the
Southwest Power Pool.
     Peak Monday power in SPP sold at $18.00-$28.00, up $1.63 on
average from yesterday.
     "A little bit of stuff going south is all that propped
things up today," a MAPP trader said. "With things this cool
though, we're not going to see much of a market anytime soon.
Heck, I had to use the heater in my car this morning."

-Ken Fahnestock

Most Southeast Power Prices Rise Amid Weekend Risk, Weather

     Atlanta, June 1 (Bloomberg Energy) - U.S. Southeast spot
electricity prices for delivery Monday were mostly higher today
because sellers expected a premium price to sell power three
days in advance, traders said.
     Peak power for Monday delivery into the Tennessee Valley
Authority transmission grid traded at $21.50-$28.00 a megawatt
hour, with a Bloomberg index rising $2.95 from yesterday to
$23.70.
     "Prices are rising because it's a typical Monday, prices
usually fall on the weekend because of businesses and schools
closed, and then trade higher for Monday with everything re-
opening,'' said one Southeast marketer.
     In the Nashville, Tennessee area, temperatures that were
to reach 73 degrees Fahrenheit today, were expected to rise to
82 degrees for Monday.
     The Bloomberg Southeast regional average price gained 56
cents from yesterday to a Bloomberg index of $28.63 amid trades
at $21.50-$39.50.
     Traders said that Entergy was purchasing power from the
Southwest Power Pool and paying premium prices because of
transmission constraints along with zero availability
transmission capacity.
     In the Southern section of the Southwest Power Pool,
trades for Southern SPP increased $3.50 to a Bloomberg index of
$27.00, with sales completed at Entergy between $26.00-$28.00.
     Forecasters call for temperatures in the Southeast to
average about 1.9 degrees Fahrenheit below normal over the next
seven days.
     On the New Orleans-based Entergy Corp. grid, peak power
for Monday traded between $27.00-$28.50, and averaged $28.00,
$1.21 higher than yesterday.
     "Power prices next week will depend on what the weather
related demand is,'' said one Southeast marketer.
     In the Virginia-Carolina region, peak power increased
$5.00 to a Bloomberg index of $27.50, with trades completed
between $26.50-$28.50.

-Robert Scalabrino

U.K. Short-Term Power Prices Fall on Increased Selling

     London, June 1 (Bloomberg Energy) -- U.K. power prices
tumbled in lackluster trade today as participants sold contracts
deemed over-valued, traders said.
     July baseload traded 20 pence lower following trades at 17.55
pounds a megawatt-hour. August baseload traded at 17.60 pounds a
megawatt-hour, 25 pence lower than yesterday.
     "If you've got day-ahead trading at 17 pounds in May, then
people are thinking July and August are definitely over-priced,"
one trader said.
     Participants, unsure of new price levels following the New
Electricity Trading Arrangements sold the summer month contracts
today as they compared them to lower day-ahead and week-ahead
prices, traders said.
     Day-ahead baseload for Monday last traded at 17 pounds a
megawatt-hour, 1 pound lower than yesterday.
     The contract fell on expectations temperatures, expected to
fall over the weekend, would begin to rise again on Monday,
stifling heating demand, traders said.
     Week 23 traded 70 pence lower than yesterday following trades
at 17 pounds a megawatt-hour.
     Traders said the Sizewell B power plant restart delay had
little impact on prices amid sufficient supply.

-Amal Halawi

Nordic Power Prices Gain Ahead of Holiday in Limited Trade

     Lysaker, Norway, June 1 (Bloomberg Energy) -- Electricity
prices on the Nordic Power Exchange in Lysaker, Norway, rose today
as participants purchased power in order to cover their contracted
requirements ahead of the long-weekend Whit holiday on Monday,
traders said.
     Week 23 closed at 206.18 Norwegian kroner a megawatt-hour,
gaining 2.18 after 297 megawatts traded. Week 24 jumped 3.5 kroner
to 210.50 kroner a megawatt-hour with 202 megawatts exchanged.
     Prices rose as participants bought contracts in an attempt to
close positions and minimize the risk of changing weather
conditions over the long-weekend, traders said.
     Scandinavian rainfall was forecast to remain above average
over the next 5 days, according to Weather Services Corp. in the
U.S. Still, worries about limited hydro-supply persist following
scarce snow accumulation and melting this year, traders said.
     Saturday's system area average price was set at 188.71 kroner
a megawatt-hour, 17.89 kroner lower than today's spot price,
because of lower industrial demand over the weekend. Traders said
the price was in line with expectations.
     Winter-2, 2001 rose 0.65 kroner to 220.25 kroner a megawatt-
hour after 89.00 megawatts were sold. Winter-1, 2002 jumped 1.25
kroner to 222.25 kroner a megawatt-hour.
     Traded volumes on Nordpool rose to 1,292 gigawatt-hours
generation today from 1,030 gigawatt-hours yesterday.
     Still, activity was lackluster, traders said as many
participants were away from their trading desks ahead of Monday's
holiday.
     The Nordpool Exchange will be closed on Monday June 4 and is
scheduled to reopen on Tuesday.

-Amal Halawi
-0- (BES) Jun/01/2001 19:17 GMT

 - daily.pdf


Between the Lines...
Issue #6 ????November? 9,  2000
Biweekly Newsletter from
[IMAGE]

In This Issue:
1.?Breeders' Cup Success
2.?Pro Points Challenge
3.?NFL  Football Schedules
4.?Promotions
5.?NBA  Schedule
6.?Inside  sportingbetUSA.com
7.?Your Voice

??Breeders' Cup Success

This  year's Breeders' Cup was a vintage affair and the busiest yet at
Sportingbet USA! We had all of our phone clerks busy as bees trying  to take
all of the action spawned by the pony runs. All of our phone  lines were tied
up as horse enthusiasts were frantically calling in  to place bets on their
favorite picks before the next race was about  to begin. There were a lot of
unexpected surprises as long shots,  such as Spain which paid 50-to-1,
eclipsed the favorites. The  succession of thrilling finishes had many of our
members on the edge  of their seats, not to mention our clerks on their
toes.  Congratulations to all of the big winners who were lucky -shrewd-
enough to reach the winners' circle.

-Top-

?

??Pro Points Challenge

[IMAGE]
Steve
Operations  Manager

"As operations manager of sportingbetUSA.com I'm happy  to announce that the
response to our Pro Points Challenge contest  was overwhelming! We would like
to congratulate the winners of this  contest who all together took home a
grand total of $10,300!  For those of you out there who think nobody ever
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Kevin C. won $2,100
Ramon P. won  $1,600
Gary S. won $1,600
Dave S. won  $5,000

-Top-

??NFL Football Schedule

NFL  Schedule November 12 thru November 23, 2000

All times are  EST

Week  11

Sunday, Nov. 12
Arizona at  Minnesota, 12 p.m.
Atlanta at Detroit, 1 p.m.
Baltimore at  Tennessee, 12 p.m.
Chicago at Buffalo, 1 p.m.
Cincinnati at  Dallas, 12 p.m.
Green Bay at Tampa Bay, 4:15 p.m.
Kansas City  at San Francisco, 1:05 p.m.
Miami at San Diego, 1:05 p.m.
New  England at Cleveland, 1 p.m.
New Orleans at Carolina, 1  p.m.
Philadelphia at Pittsburgh, 1 p.m.
St. Louis at N.Y.  Giants, 4:15 p.m.
Seattle at Jacksonville, 1 p.m.
N.Y. Jets at  Indianapolis, 8:35 p.m.
Monday, Nov. 13 Oakland at Denver, 7  p.m.
(Open date: Washington)

Week 12

Sunday, Nov.  19
Arizona at Philadelphia, 1 p.m.
Atlanta at San  Francisco, 1:15 p.m.
Buffalo at Kansas City, 12 p.m.
Carolina  at Minnesota, 12 p.m.
Cincinnati at New England, 1  p.m.
Cleveland at Tennessee, 12 p.m.
Dallas at Baltimore, 4:15  p.m.
Detroit at N.Y. Giants, 1 p.m.
Indianapolis at Green Bay,  12 p.m.
N.Y. Jets at Miami, 4:05 p.m.
Oakland at New Orleans,  12 p.m.
San Diego at Denver, 2:05 p.m.
Tampa Bay at Chicago,  12 p.m.
Jacksonville at Pittsburgh, 8:35 p.m.

Monday, Nov. 20
Washington at St. Louis, 8  p.m.
(Open date: Seattle )

Week  13

Thursday, Nov. 23
Minnesota at  Dallas, 3:05 p.m.
New England at Detroit, 12:30 p.m.

-Top-

??Promotions

STUFF THE TURKEY!!

SportingbetUSA gives you yet  another reason to give thanks this year.
[IMAGE]Everyone  knows that underdogs (or "Turkeys" as I like to call them)
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*Please refer to our website for complete  details.

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??NBA Schedule

All times are Eastern p.m.

Thursday,  November 9
Detroit at New Jersey 7:30
Seattle at  Charlotte 7:30
Philadelphia at Minnesota 8:00
Orlando at  Chicago 8:30
Vancouver at Houston 8:30
Atlanta at Phoenix  9:00
Denver at Portland 10:00

Friday, November  10
Indiana at Washington 7:00
Cleveland at Toronto 7:00
New York at Boston 7:30
San Antonio at Dallas 8:00
Miami  at Utah 9:00
Atlanta at L.A. Clippers 10:30
Sacramento at  Golden State 10:30

Saturday, November 11
Seattle  at New Jersey 1:00
Detroit at Indiana 7:00
Charlotte at New  York 7:30
Washington at Cleveland 7:30
Boston at  Philadelphia 8:00
Toronto at Chicago 8:30
Minnesota at  Milwaukee 8:30
Vancouver at San Antonio 8:30
Miami at  Phoenix 9:00
Houston at Portland 10:00

Sunday,  November 12
Seattle at Detroit 6:00
L.A. Clippers at  Denver 9:00
Orlando at Golden State 9:00
Dallas at  Sacramento 9:00
Houston at L.A. Lakers 9:30

Monday,  November 13
Portland at New Jersey 7:30
Dallas at L.A.  Clippers 10:30

Tuesday, November 14
Charlotte at  Miami 7:30
Portland at Atlanta 7:30
Golden State at  Cleveland 7:30
Orlando at Sacramento 8:00
Chicago at Houston  8:30
Utah at San Antonio 8:30
Denver at L.A. Lakers 10:30
New York at Seattle 10:30

Wednesday, November 15
Washington at Boston 7:00
Cleveland at Philadelphia 7:00
Indiana at Detroit 7:30
Miami at New Jersey 8:00
Atlanta  at Milwaukee 8:00
Golden State at Minnesota 8:00
Dallas at  Phoenix 9:00
New York at L.A. Clippers 10:30

Thursday, November 16
San Antonio at Washington  7:00
Portland at Toronto 7:00
L.A. Lakers at Sacramento 8:00
Charlotte at Houston 8:30
Chicago at Denver 9:00
Orlando  at Utah 9:00
L.A. Clippers at Vancouver 10:00

Friday,  November 17
Miami at Philadelphia 7:00
Golden State at  Indiana 7:00
Atlanta at Boston 7:30
Detroit at Charlotte  7:30
San Antonio at Minnesota 8:00
Cleveland at Milwaukee  8:30
New York at Phoenix 9:00
Dallas at Seattle 10:00

Saturday, November 18
Boston at Washington 7:00
Milwaukee at Toronto 7:00
Portland at Miami 7:30
Minnesota at Atlanta 7:30
Indiana at New Jersey 8:00
Phoenix at Houston 8:30
L.A. Lakers at Denver 9:00
Chicago at Utah 9:00
Dallas at Vancouver 10:00
Seattle  at L.A. Clippers 10:30

Sunday, November 19
Portland at Orlando 6:00
Charlotte at Detroit 7:00
Golden State at New York 8:00
Chicago at L.A. Lakers 9:30

Monday, November 20
Philadelphia at Boston 7:00
Charlotte at Toronto 7:00
Dallas at Utah 9:00
Denver at  Vancouver 10:00
New Jersey at L.A. Clippers 10:30

Tuesday, November 21
Portland at Washington  7:00
Houston at Indiana 7:00
Detroit at Cleveland 7:30
New York at Orlando 8:00
Seattle at Dallas 8:00
Chicago  at Golden State 10:30

Wednesday, November 22
Houston at Boston 7:00
Cleveland at Miami 7:30
Philadelphia at Charlotte 7:30
New York at Atlanta 7:30
Portland at Milwaukee 8:00
Vancouver at Minnesota 8:00
Seattle at San Antonio 8:30
Denver at Utah 9:00
New  Jersey at Phoenix 9:00
Golden State at L.A. Lakers  10:30
Chicago at Sacramento 10:30

NOTICE: Schedule subject to  change.

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?? Inside sportingbetUSA.com

We have some great news for all of our SportingbetUSA  members. We have done
an analysis of our loyalty program and have  found that it has been so
effective that we are going to up the  ante! We are sliding the scale in your
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or even a free wager. So, get in  the game and get more betfrequent points!

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Mary Theresa Franklin will be working on all the gathering stuff.  She and I
will be getting together tomorrow afternoon at 12:30.  Actually, you could
set the priorities for us.  What should we work on first?

---------------------- Forwarded by Chris Germany/HOU/ECT on 03/27/2000 12:56
PM ---------------------------

Brenda H Fletcher
03/27/2000 12:33 PM
To: Chris Germany/HOU/ECT@ECT
cc:
Subject: Re: CGAS K# 39764 - Deal #77349

Are you planning on working on the gathering contracts or is someone else
going to enter?

Chris Germany
03/27/2000 12:07 PM
To: Brenda H Fletcher/HOU/ECT@ECT, Scott Goodell/Corp/Enron@ENRON, Mark
Feldman/HOU/ECT@ECT, Mary Theresa Franklin/HOU/ECT@ECT
cc:
Subject: Re: CGAS K# 39764 - Deal #77349

I would change it to an IT gathering contract.  I didn't know we had any firm
gathering in the Market area.  And currently, I am not working on the other
gathering contracts.

Brenda H Fletcher
03/27/2000 11:53 AM
To: Chris Germany/HOU/ECT@ECT
cc: Scott Goodell/Corp/Enron@ENRON, Mark Feldman/HOU/ECT@ECT, Mary Theresa
Franklin/HOU/ECT@ECT
Subject: CGAS K# 39764 - Deal #77349

The invoiced rate on this contract is for  interruptible gathering but the
information on the deal reflects a Firm contract. How do you suggest handling
so the contract type, rate schedule and firmness are consistent with the
pipeline?

Also, there are 10 contracts that we were invoiced for processing charges
that are not on the Service List in Path Manager for Feb.
Are you working on getting contracts and deals added?

Thanks,
Brenda


Daren...

How are you?  Its been a while since we spoke.  I'm interested in knowing if
you would like to keep our coaching sessions alive.

Please let me know what your intentions are and if we can schedule a
meeting.

Thanks...I hope things are going well.

Dwight Dawson

TeamLeadership Center
713 446-8025 (cell phone)
713 942-8326 (office)
713 942-1707 (fax)

281 550-8304 (home)

ddd@teamlead.com


I'm thinking you don't have anything to move.  Maybe it would help if you
acknowledged that ENA might not be your final destination, but seems like a
good place to get exposed to a variety of opportunites, such as Enron Global
Markets and Enron Industrial Markets - both new businesses with international
aspects. Plus, lawyers at ENA move between groups without much fuss and
bother (if it changes, don't blame me later!)

How does that sound?

Kay

Carlos.Sole@enron.com on 10/23/2000 04:00:44 PM
To: Kay.Mann@enron.com
cc:

Subject: Thoughts

My deductive reasoning leads me think that JS's reaction was based on his
marine motto of being semper fei and thus feels that he has an obligation
to Vicki to present her with the opportunity of recruiting me first.
Anyway, I guess I should be flattered that I am such a coveted asset.  I'm
thinking that my next step tomorrow needs to be able to convey the message
to John that in visiting with Vicki, my interview season starts and based
on that, I'd like to be able to explore all opportunities where I have
leads (EES and ENA) and then make a decision based on what "offers" I
receive, rather than limiting myself to just one interview and wondering
what if.  It's a bit like a pushing a rock, you can only move so much each
day.  Today he was the one who opened the opportunity to discuss this
topic, so tomorrow can the opportunity to get what I've been wanting since
June.  So what do you think?


Karen/Sherlyn,

Gary has placed this in Daren's lap.  Please read the below information that
was requested of me from Daren.

This is the latest.

I'll get back as soon as I hear from Daren again about my response to him.

-Jackie-
3-9497
---------------------- Forwarded by Jackie Young/HOU/ECT on 08/24/2000 08:32
AM ---------------------------

Jackie Young
08/23/2000 04:27 PM
To: Daren J Farmer/HOU/ECT@ECT
cc:
Subject: Re: Meter 984132 for 1/16/99

On day 5 in MOPS (HPL/ENA) there is a delivery nom of 10.0 pathed to the ENA
201 K.  On day 16 in MOPS (HPL/ENA) there is not a deal (which is strange
because day 16 in POPS references Adonis).  The deal on the 5th was a swing
deal.

Daren J Farmer
08/23/2000 12:59 PM
To: Jackie Young/HOU/ECT@ECT
cc:
Subject: Meter 984132 for 1/16/99

Jackie,

What does MOPS show for the days in question?  It would be incorrect to add
any days to the Adonis ticket mentioned below.  It sounds as if the meter was
allocated incorrectly in POPS and/or a deal was not pathed correctly in
MOPS.  Let me know what you find in MOPS.

D
---------------------- Forwarded by Daren J Farmer/HOU/ECT on 08/23/2000
12:54 PM ---------------------------

	Enron North America Corp.

	From:  Gary W Lamphier                           08/22/2000 02:51 PM

To: Daren J Farmer/HOU/ECT@ECT
cc:
Subject: Meter 984132 for 1/16/99

---------------------- Forwarded by Gary W Lamphier/HOU/ECT on 08/22/2000
02:51 PM ---------------------------

	From:  Sherlyn Schumack                           08/22/2000 02:07 PM

To: Jackie Young/HOU/ECT@ECT, Karen Lindley/Corp/Enron@ENRON
cc: Gary W Lamphier/HOU/ECT@ECT
Subject: Meter 984132 for 1/16/99

Here is the issue for 1/16/99 at meter 984132.

20,000 mmbtu were confirmed for Adonis in POPS.   10,000 mmbtu on day 5 and
day 16.   Day 16 is not valid for deal 51862 (track id 6155), which is where
10,000 was confirmed.   The  actual sale to Adonis was 10,000 which was
invoiced and paid by Adonis.  We are trying to clear the feedback error
report.   My question is why was 10,000 confirmed on 1/16/99 if the date is
not valid for the deal?

When Karen allocates the actual 10,000 it is prorating 5,000 for each day
that is confirmed (the 5th and 16th).

Should the whole 10,000 be allocated to the 5th or should 5,000 be allocated
to each day?   If 5,000 should be allocated to each day, the 16th needs to be
added to the deal.


Richard:

It was good to meet you this afternoon.  Attached is my Q&A for the traders
regarding  the U.S. concept of "Eligible Swap Participant".  Let me know if I
can be of further help. Also, I asked Tana Jones to send you the link for our
Financial Trading Lotus Notes database.  Sara


Neither ENA/RAC/EGF employees nor family members or others living in their
household or financially dependent on the ENA/RAC/EGF employee may purchase
or sell securities of any entity (or derivatives thereof) listed on the
Restricted List for your or their personal or related accounts or recommend
the purchase or sale of such securities to any person, except with the prior
approval of the Compliance Department in consultation with the ENA Legal
Department.

In addition to the trading restrictions above, should you at any time possess
non-public material information about any public company, you, your family
members and anybody that is financially dependent on you, are restricted from
trading in that issue, and you may not disclose the non-public material
information to anyone that does not have a business need to know.

Company Name Stock Symbol

3 TEC Energy Corp.       TTEN
Adrian Resources ADRRF
Beau Canada Exploration Ltd BAU CN
Belco Oil & Gas Corporation BOG
Bonus Resource Services Corp BOU
Brigham Exploration BEXP
CanFibre Group Ltd. CFGL
Carrizo Oil & Gas Inc. CRZO
Costilla Energy COSE
Crown Energy CROE
CyNet, Inc. CYNE
Cypress Energy CYZ
Esenjay Exploration ESNJ
FirstWorld Communications Inc. FWIS
Hanover Compressor Co. HC
ICE Drilling Enterprises Inc. IDF
Industrial Holdings, Inc. IHII
Inland Resources, Inc. INLN
Kafus Environmental Industries, Inc. KS
Nakornthai Strip Mill Public Co Ltd NSM SET
Paladin Resources PLC PLR LD
Paradigm Geophysical PGEOF
Place Resources, Inc. PLG CN
Quanta Services Inc. PWR
Queen Sand Resources, Inc. QSRI
Quicksilver Resources Inc. KWK
Saxon Petroleum, Inc. SXN CN
Southwest Royalties SWROY
Startech SEH CN
Syntroleum Corp. SYNM
Tejon Ranch Corp. TRC
Tetonka Drilling TDI
Titan Exploration TEXP
TransCoastal Marine Services, Inc. TCMS

The Restricted List is solely for the internal use of ENA/RAC/EGF.  No one
may engage in discussions regarding whether a security is or is not on the
Restricted List with persons outside ENA/RAC/EGF without specific clearance
from the Compliance Department in consultation with the ENA Legal Department.

In addition to the above, you are reminded that pursuant to Enron Corp.'s
Risk Management Policy ("Policy"), no ENA/RAC/EGF employee may engage in the
trading of any "Position"  ("Position" means any  commodity, financial
instrument, security, equity, financial asset or liability that are
authorized for trading in
the

Policy for the benefit of any party other than ENA/RAC/EGF, whether for
his/her own account or the account of any third party, where such Position
relates to (i) any commodity,  financial instrument, security, equity,
financial asset or liability which falls within such employee's
responsibility at ENA/RAC/EGF or (ii) any energy commodity.

The prohibitions listed above do not replace or modify the policies set forth
in ENA's Policies and Procedures Regarding Confidential Information and
Securities Trading, Enron Corp.'s Risk Management Policy, or Enron Corp.'s
Conduct of Business Affairs.  Should you have any questions regarding the
above, please contact me at ext. 31939.


Steve, we received a request from METI in Tokyo last Friday to arrange a
meeting in Houston for Mr Hirata from METI to discuss gas issues. The meeting
was largely driven by the travel schedule of Mr Hirata rather than a specific
need to meet with Enron. I query whether this is the same enquiry, via a
different channel, that you mentioned this morning. We asked Robert
Neustaedter to meet with Mr Hirata. The meeting took place today in Houston.

In any event, I attach a copy of a presentation given by Joe to METI last
month which reflects our current thinking on gas issues in Japan.

I will let you know what the outcome of the Houston meeting.

kind regards

---------------------- Forwarded by Nicholas O'Day/AP/Enron on 05/02/2001
04:38 PM ---------------------------

Robert Neustaedter@ENRON_DEVELOPMENT
04/27/2001 11:54 PM
To: Mark Crowther/AP/Enron@ENRON
cc: Nicholas O'Day/AP/Enron@Enron, Harry Kingerski/NA/Enron@Enron

Subject: Re: Visit by METI Director

Mark,

I would be happy to share Enron's US regulatory experience with Mr. Hirata.
May 2 would probably work better for me, if possible.  If you could advise on
issues specific to Mr. Hirata's interests, that would  allow me to gather any
information that may be of relevance and provide a more focused discussion.

Thanks
Robert

	Mark Crowther@ENRON
	04/27/2001 12:47 AM

		 To: robert.neustaedter@enron.com
		 cc: Nicholas O'Day/AP/Enron@Enron
		 Subject: Visit by METI Director

Robert,

I am writing to see whether you can help us out with a sudden request that we
have had from the Japanese Ministry of Economy, Trade and Industry (METI). A
Mr. Hirata, Director of Oil and Natural Gas Division, Resources and Fuel
Department in METI is in Houston early next week and would like to visit
Enron to talk about gas market and pipeline investment issues. He is not
responsible for gas deregulation but plays a role in the potential
development of a gas pipeline into northern Japan from Russia (the Sakhalin
line), bearing some relation therefore to E-Power's (Enron asset development
subsidiary in Japan) plans for a gas-fired power plant in the North.

Would it be possible for you to meet him informally for an hour on 1 or 2
May? We appreciated the amount of work that you put into the presentation for
our main METI gas contact Mr. Ueda last year. This time, we would not expect
a formal presentation from you, given the short notice and our limited
contact with Mr. Hirata. Also, Mr. Hirata appears happy just to discuss
issues informally.

For your information, I attach a presentation that Joe Hirl made at a recent
Government gas deregulation committee explaining Enron's views on
deregulation of the Japanese gas market. I'm sure you will recognize a number
of the slides.

Could you let me know of the possibility of this meeting? I will also try to
phone you later to answer any comments you may have. Thank you for your help.

Best regards
Mark Crowther
Manager, Public Affairs
Enron Japan


Cassandra and Cheryl,
 ECT Investments, Inc. has an existing executing broker relationship with
Sanford Bernstein.  The electonic agreement will provide ECT Investments with
an alternative medium in order flow.  Also, ENA currently does not have an
executing broker agreement with Sanford Bernstein and would like to establish
one for both research access and order flow.

Thanks,
Theresa


Please review the attached outage report.

Jerry Graves
713-345-8923


Let's plan happy hour for Friday after work!  Does anyone have any ideas?

 -----Original Message-----
From: 	Harvey, Claire
Sent:	Wednesday, August 08, 2001 3:44 PM
To:	Akers, Michelle; Anderson, Matthew C; Bayer, Adam; Benkert, Christina; Bermack, Andrew; Berutti, Aaron; Bishop, Serena; Bosek, Laura; Brady, Edward; Braganza, Michelle F; Bruce, James; Bukenya, Bali; Caminos, Facundo; Case, Grant; Cavanaugh, Darren; Chang, Bonnie; Chang, Sheila; Commons, Matthew; Costello, Zachary; Culotta, Lindsay; Czuppon, Christopher; Daetz, Milagros; DeLa Cruz, Belinda; Dicke, Scott; Dickson, Andrew; Falik, Brian; Freije, William; Freire, Deborah; Gottredson, Bryan; Haghighat, Neeloofar; Haque, Fariha; Hasan, Omar; Hazur, Mona; Hemani, Karim; Hernandez, Morela; Hopkins, Stephanie; Horng, Paul; Huang, Jason; Inman, Zachary; Irani, Eric; Ishaq, Syed K; Jenkins IV, Daniel; Juvane, Danilo; Kaniss, Jason; Kanji, Ayesha; Khanova, Sona; Koop, Kelly D; Kreamer, Nat; Lane, Forest; Larkworthy, Carrie; Lasuzzo, Blake; Leung, Albert; Levitas, Jaryn; Lowell, Thomas; Mahdi, Natalie; Marshall, McCaleb; Martin, Jabari; Master, Mitesh; Matamoros, Joseph; McPhaul, Rachel; Mehta, Rishi; Merrill, Brian; Michels, David; Miller, Shaleen; Moore, Castlen; Mujica, Mitra; Muller, Nathaniel; Murphy, Brendan (Houston); Murray, Kevin; Ng, Timmy; Nichols, Natalie A; Oboukhov, Fedor; Oishi, Craig; Olney, Matthew; Puntumapanitch, James; Raque, Michele; Reddy, Rohit; Sandford, Marcie; Sanguanruang, Eddie; Savvas, Leonidas; Sell, Maximilian; Shupe, Jacob; Spencer, Victoria; Swanson, Blake; Taylor, Michael E; Underwood, Thomas; Videtto, Melissa; Weil, Timothy; Wexler, Nikolas; Williams, Ryan; Willis, Cory; Wilson, Derek; Wong, Iz; Zou, Michael
Subject:

Hey everyone!
I just wanted to send this email out to give you all the updated email addresses that I have for everyone. I hope you are all doing well and are enjoying your rotations. Let me know if there is anything going on this week! Talk to you all later alligator!
Claire


Lorraine, here is the letter.  You will need to fill in the address;
otherwise it's ready to go.  Let me know if you need anything else (including
initialling).


Hi Jeff,

You are now registered in E222 Financial Information Analysis.  Please come
in and pick up any books/readers for the course.

Thanks,
TJ


Hi Kate,

I spoke with Jeff Richter this morning and the index sleeve he did on
yesterday with EES (deal 533084) and Sempra(deal 533085) is incorrect in
Enpower.  He said he would change the publication code to reflect Dow Jones
SP-15 Peak instead of Dow Jones NP-15 Peak on both of these deals.

Can you please check with Jeff to see what the status is on these changes.
The EES deal has been changed. The Sempra deal has not been changed.

Thanks!!


---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 04/04/2001
03:52 PM ---------------------------

"Angela Dorsey" <Angela.Dorsey@bus.utexas.edu> on 04/03/2001 03:12:14 PM
To:
cc:
Subject: Energy Finance Conference presentations available

FYI:
You can now retrieve most all the speaker presentations of the 2001 Energy
Finance Conference (Feb 22-23) from our website at
http://cefer.bus.utexas.edu, with the exception of presentations made by John
McCormack, Peter Nance, Sailesh Ramamurtie, and Ehud Ronn / Anoop Kapoor,
which I hope to still receive.

Sincerely,
Angela

**************
Angela Dorsey
Assistant Director
Center for Energy Finance Education & Research
The University of Texas at Austin
Department of Finance, CBA 6.222
Austin, TX 78712
angela.dorsey@bus.utexas.edu
**************