Holly, I already mailed the documents out to meet the Fedex deadline.  Can
you substitute these pages out later, or hand write the changes?

	"Mitchell, Holly" <hollymitchell@dwt.com>
	07/28/2000 05:31 PM

		 To: "'tana.jones@enron.com'" <tana.jones@enron.com>
		 cc:
		 Subject: Process Agent

Stewart L. Thomas
Bellingham Cold Storage Co.
2825 Roeder Ave.
P.O. Box 895
Bellingham, WA 98227-0895

P.S. I just noticed that the zip code for BCS on page 4 of the Schedule to
the Master Agreement is not right. Can you please change as per the above?
Thanks


Initial Load and Daily Registration extracts were delayed today
(1/3/02).  The extracts should be out by late tonight  (01/03/02).
Expect these extracts to be posted and available 1/4/02.

Call the ERCOT Helpdesk with any questions in this regard.

Thank you!
CLIENT RELATIONS


Thank you for calling our customer service representative today
to inform us that you are consenting to the delay notification
we sent you.  We will continue to process your order.

Macys.WeddingChannel.com Order# W1021382-014043335

You will receive a shipment confirmation notification when your
order is shipped.  You have the continuing right to cancel this
order at any time before it is shipped by contacting us at the
toll-free number listed below, and your account will not be
charged (or you will receive a prompt refund or credit if due).

Thank you for your continued patience and understanding.

If you have any questions regarding this notice, please call our
customer service department at 1-888-989-9333.

Sincerely,

Macys.WeddingChannel.com Customer Service
http://www.Macys.WeddingChannel.com
CustomerService@MacysWeddingChannel.com
1-888-989-9333


We parked gas (deal 240072) on the 8th and the 9th and we are pulling it out
(deal 240073) on the 10th.  ENA will pay Transco $.055 times the daily
balance.


Are you going tonight?

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


Car Rental Options for Enron Travelers

Rental car contracts for 2001 have been awarded to:

National Car Rental (Primary) and  Alamo Rent-A-Car (Secondary).

The intent of these agreements is to consolidate and leverage Enron's total
car rental spend to achieve the most favorable rates and non-pricing
provisions (i.e. insurance).

National Car Rental, due to its service levels, availability and total value
proposition, has been awarded Primary status and is recommended as the first
choice for Enron travelers' needs.

Alamo Rent-A-Car, a sister company to National, has been awarded a contract
reflecting a Secondary status, due to its service levels, availability and
low cost solutions.  Alamo is recommended as an alternative to National,
where available.

When you rent a vehicle in the United States, (including Puerto Rico) or
Canada, the following insurance provisions are included, regardless of rate
selected:
1. L/DW (Loss/Damage Waiver) - This is what is called Comprehensive or
Collision on your personal auto. It covers the rental vehicle and pays for
any damage to it.
2. Liability - This covers people and property outside the rental vehicle.
For both National and Alamo, the coverage is $100,000 per person, $300,000
per occurrence and $50,000 for property damage.
** IMPORTANT ***
These coverages apply regardless of rate selected, as long as the following
contract ID is communicated at the time of reservation and rental is recorded
on the transaction rental agreement.  (National -  5000838 Alamo    - #143974)

To enjoy the highest levels of service while renting a vehicle from Enron's
preferred suppliers, it is recommended that each traveler enroll in
National's and Alamo's preferred traveler programs.  National's Emerald Club
membership and Alamo's Quicksilver program are designed to speed the
transaction time by providing services such as counter bypass and rapid
return.  The enrollment fees for these programs have been waived for Enron
travelers.  Enrollment packets will be mailed to the addresses of Enron
American Express T&E Cardholders.  You may also find an enrollment form on
the Enron Travel Program intranet @ gss.enron.com <http://gss.enron.com/>.

If you have any questions or comments, please contact Jeff Leath at
713-646-6165.


All LIM MIMIC & Excel Add-in Users within Enron,

            This past week LIM software was upgraded to reflect LIM latest versions.  If you are experiencing problems with MIMIC or the XMIM Excel Addin, please restart your machine for the latest changes to take effect, then follow the instructions for your specific application.

        MIMIC:

                   Under Start > Programs > Business Applications > LIM, Use the latest MIMIC version which is MIMIC 1.2.7

        Excel Addin:

                    Please reinstall your add-in, running the XMIM Excel User (installation) under Start > Programs > Business Applications > LIM

If problems persist, please contact the Enron - LIM Helpdesk at extension 33923 or 713-853-3923.


Hi Tana,

I was checking to see if the confidentiality agreement has been sent out.
Also I needed to clarify the process on this. When we say we are sending them
a draft is it a copy that can be signed by them if they are agreeable to the
language. If it is not we need to send them something that they can sign if
they agree with the language. It needs to go out within the next day or so. I
guess they need faster than I thought. Also the name of the person it needs
to be sent to is Jack Cogen not Jack Hogan. Thanks a lot for all your help.

Savita


We just finished doing the xpit that they asked for.  They have agreed to send the money immediately after that was done.  We should be getting the money very soon.  Hold off on the letter right now.

 -----Original Message-----
From: 	Wesner-Soong, Sarah
Sent:	Friday, November 02, 2001 11:43 AM
To:	Arnold, John
Subject:	$25 million

Legal drafted a letter demanding that EDF return the $25 million they withheld this morning.  I want to send it to EDF to preserve our rights under the customer agreement and to discourage them from this behaviour in the future.

Did you ever hear back whether EDF was going to send this to you if you moved the short 1660 May 2002 futures positions?  If you have already resolved the matter and gotten EDF to agree to return the money, I might hold off on sending this.  Sarah


Attached is a draft of the Enron in-house legal opinion in connection with
the put option with Project Merlin.
> Alicia L. Curry
> Vinson & Elkins L.L.P.
> 2300 First City Tower
> 1001 Fannin Street
> Houston, Texas 77002-6760
> Phone:  713-758-4428
> Fax:  713-615-5688
> (Licensed in New York only)
>
>
>
>
> +++++++++++++++++++++++
> CONFIDENTIALITY NOTICE
> +++++++++++++++++++++++
> The information in this email may be confidential and/or privileged. This
> email is intended to be reviewed by only the individual or organization
> named above. If you are not the intended recipient or an authorized
> representative of the intended recipient, you are hereby notified that any
> review, dissemination or copying of this email and its attachments, if
> any, or the information contained herein is prohibited. If you have
> received this email in error, please immediately notify the sender by
> return email and delete this email from your system. Thank You
>
PRIVILEGED AND CONFIDENTIAL:
Contains attorney-client communications and/or attorney work product.

 <<Enron Opinion for Merlin Put Option.DOC>>

 - Enron Opinion for Merlin Put Option.DOC


We are concerned about leaks to the press which may have ocurred from our
Washington office over the last few months (including leaks from a former
employee).  Could you put someone in touch with Rick and Linda Robertson
(head of our DC office)?
---------------------- Forwarded by Steven J Kean/NA/Enron on 05/04/2001
03:33 PM ---------------------------

Richard Shapiro
05/02/2001 08:03 AM
To: Steven J Kean/NA/Enron@Enron
cc:

Subject: Security

Should I also talk to Brindell about possible inside leak?  anything else I
need to do relative to security ?


Start Date: 4/22/01; HourAhead hour: 24;  No ancillary schedules awarded.
Variances detected.
Variances detected in SC Trades schedule.
Variances detected in Load schedule.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final
Schedules\2001042224.txt

---- SC Trades Schedule ----
+++ Hour 24 - bad data from ISO.
  TRANS_TYPE: FINAL
  SC_ID: EPMI
  MKT_TYPE: 2
  TRANS_DATE: 4/22/01
  TRADING_SC: ECH1
  PNT_OF_INTRC: NP15
  SCHED_TYPE: ENGY
  PURCH_SALE: 2
  DEAL_NO: 1

---- Load Schedule ----
$$$ Variance found in table tblLoads.
     Details: (Hour: 24 / Preferred:  70.85 / Final:  70.82)
  TRANS_TYPE: FINAL
  LOAD_ID: PGE3
  MKT_TYPE: 2
  TRANS_DATE: 4/22/01
  SC_ID: EPMI


You have EB 3270


Dan Staines and Joe Conner focus on Wholesale activities, you can work this out with Rick/Jim. I'm fine with the rest.

 From: 	Steffes, James D.
Sent:	Tuesday, November 20, 2001 1:52 PM
To:	Dietrich, Janet; Shapiro, Richard; Delaney, David; Kitchen, Louise; Lavorato, John
Subject:	RE: Govt Affairs Org Chart

Janet -

1.	The best split is probably just 50/50 on personnel.  While everyone is in a specific box on the org chart, many if not all of the people are flexible enough that they can cover different roles.  The $ on outside services may be able to be split differently going forward (for example, if EES wants something specific on a state PUC matter).
2.	In terms of approving outside service expenditures, I would like to sit down with you, Louise, and Rick to work out what the best method of working through the approvals.  I will try and set up some time the first week of December.
4.	I have put Steve Montovano in the NE Gas box.  This will increase the budget by $400k (based on historical figures).  I have attached a new org chart to represent this change.

Also, Dan Staines (who is not on the Org Chart) has an Employment contract that ends 6/12/2002.  Dan has been working on Florida and Northeast RTO matters and continues to help East Power with the NYISO TCC auction.  We can sever him, but his contract will need to be paid off ($87k).  Govt Affairs also has a contract for support with Joe Connor (ex-Southern exec) to support our SE activities.  I am trying to get a copy of the contract, but I think that it is in place until 8/02.  My recommendation is to use these guys through their contracts instead of a large payment today.

Thanks,

Jim

 -----Original Message-----
From: 	Dietrich, Janet
Sent:	Tuesday, November 20, 2001 12:00 PM
To:	Shapiro, Richard
Cc:	Delaney, David; Steffes, James D.; Kitchen, Louise; Lavorato, John
Subject:	FW: Govt Affairs Org Chart

EES is fine with the Org. chart below. I understand the $6.4 million is total for both ENA & EES. Comments:

1.) Need a recommended split of the $6.4 million for ENA/EES.
2.) I understand the $6.4 million includes $0 for Outside Services. The OOC of ENA/EES needs to approve as these services are needed.
3.) The $6.4 million does include legacy real estate costs. Jim Fallon is the coordination point on our real estate costs-is this on his radar screen?
4.) We need to reconcile what we do with Steve Montovano. Because both ENA/EES want to utilize him, I might suggest leaving him in the regulatory group so that both groups can effectively utilize him. Louise/Jim- are you both OK with this? If so, Rick/Jim, I would suggest putting him in the NE Gas Box.
5.) Rick, I understand you're talking with Kean/Whalley on handling the Washington office activity in Corp. I agree.

 -----Original Message-----
From: 	Steffes, James D.
Sent:	Monday, November 19, 2001 6:12 PM
To:	Dietrich, Janet
Cc:	Shapiro, Richard
Subject:	Govt Affairs Org Chart

Janet --

Here is the org chart that captures our discussions.  I think that this org and the # of people is the lowest level that can even try to meet the combined needs of ENA and EES.

Total headcount = 21.  The personnel cost = $6.4 MM (total for ENA and EES).

Please let me know if you have any questions.

Jim

 << File: ENA EES Govt Affairs 11.17.01.ppt >>


The muni bond that we bought today is the following:

Grant Co. Washington
Coupon 5.875%
Due 01/01/31
Callable: 01/01/06 at 102.00
YTM: 6.25%

I have already put a copy of your grant summary in the mail.

If you have any questions, please call me at (713) 654-0324.

Thanks, Julie


Wonderful.  One more question, could you give me the meter numbers for these
points?

"Immer, Ingrid" <Ingrid.Immer@Williams.com> on 12/20/2000 03:51:13 PM
To: "'chris.germany@enron.com'" <chris.germany@enron.com>
cc:
Subject: VNG Contract Volumes

Contr. No.????? Volume? (dt)??? Primary Rcpt/Del
3.1212? ??????? 14,625? ??????? Station 165 / Emporia

0.6507? ??????? ??? 556 ??????? UTOS / Leidy (545)
??????? ??????? ??????? ??????? Ragley / Leidy (11)

0.3924? ??????? 35,930? ??????? Sta 62 / Emporia (14,013)
??????? ??????? ??????? ??????? Sta 45 / Emporia (8,982)
??????? ??????? ??????? ??????? Sta 50 / Emporia (6,826)
??????? ??????? ??????? ??????? Sta 30 / Emporia (6,109)

0.3726? ??????? 15,930? ??????? Sta 62 / Emporia (6,213)
??????? ??????? ??????? ??????? Sta 45 / Emporia (6,691)
??????? ??????? ??????? ??????? Sta 50 / Emporia (9,717)
??????? ??????? ??????? ??????? Sta 30 / Emporia (2,708)

Note that the telescoped volumes on .3726 are cumulative and are incremental
on .3924.

ii


Kay, can you set up a one hour to half an hour with each if possible.

Regards
Delainey
---------------------- Forwarded by David W Delainey/HOU/ECT on 09/06/2000
03:18 PM ---------------------------

Shawn Cumberland@ENRON_DEVELOPMENT
09/06/2000 02:02 AM
To: David W Delainey@ECT, Kay Chapman@ECT
cc:
Subject: Contacts

Kay,

Dave asked me to send you a note to set up meetings for him with two of our
executives:  Mariella Mahan and Dan Castagnola.

It sounded like he was thinking about Friday.

Shawn


Meeting to organize gas curve validations with PwC.


Dear John,

I am please to hear that you have verbally accepted our offer to join the
Risk Management Group reporting to Stacey White. The details of the offer
will be outlined for you in a forth coming transfer offer letter. My
understanding is that you and your family will be going on a house hunting
trip to Portland and upon your return providing us with a start date. We
anticipating your start day to be some time in Mid May.  I left a message
with Lloyd Whiteurst (relocations services) concerning your decision. I
recommend you follow up with him to begin setting the ground work for your
move to Portland.

I will also touch base with Amy FitzPatrick (HR Portland) and Dawn Doucet (HR
Calgery) to ensure everyone is in the loop regarding your transfer. Please
let me know if you have any questions.

Regards,
Frank


Spoke with Ben Glisan re our conversation on retail credit and concluded that
we should meet with some banks that specialize in this area. Can you prepare
a brief presentation that would serve as a discussion document for such a
meeting. The concept is that a deal flows into a website?? that is basically
a checklist and the transaction is sized and scoped. If it met deal criteria
and portfolio requirements, it would flow directly to an outside shop that
would fund, bill, track etc. Enron could possibly keep a small interest in
economics and of course a skim.

Lets review presentation, then discuss with Ben/Andy and Janet D.  and
proceed to banks. Ben is clearing idea with Delaney. We are shooting for a
Friday (23) meeting.

Thanks, Rick


please change mike smith's email to be mike d smith.  Thanks.

From: Jeff Dasovich@ENRON on 12/21/2000 12:58 PM
Sent by: Jeff Dasovich@ENRON
To: Joseph Alamo/NA/Enron@Enron
cc: Alan Comnes/PDX/ECT@ECT, Dennis Benevides/HOU/EES@EES, Eric
Letke/DUB/EES@EES, George McClellan/HOU/ECT@ECT, Harry
Kingerski/NA/Enron@ENRON, James D Steffes/NA/Enron@ENRON, Jennifer
Rudolph/HOU/EES@EES, Joe Hartsoe/Corp/Enron@ENRON, Kevin
McGowan/Corp/Enron@ENRON, Lisa Yoho/NA/Enron@ENRON, Lysa Akin/PDX/ECT@ECT,
Mary Hain/HOU/ECT@ECT, Michael Smith/ENRON@enronxgate, Mona L
Petrochko/NA/Enron@ENRON, Paul Kaufman/PDX/ECT@ECT, Richard
Shapiro/NA/Enron@ENRON, Roger Yang/SFO/EES@EES, Sandra
McCubbin/NA/Enron@ENRON, Sarah Novosel/Corp/Enron@ENRON, Scott
Stoness/HOU/EES@EES, skean@enron.com, Stuart Staley/LON/ECT@ECT, Susan J
Mara/NA/Enron@ENRON, Vicki Sharp/HOU/EES@EES, Wanda Curry/HOU/EES@EES
Subject: Re: California PUC Decision Info/Update

From the most recent information we have, the most likely outcome appears to
be the following:

As we've discussed this week, the administration and the utilities continue
to have a very difficult time reaching agreement on 1) how much of the
undercollection the IOUs should absorb and how much consumers should absorb
and 2) how big the rate increase should be to manage the IOUs cash
flow/credit  problems (governor wants 10%, IOUs want at least 20%).
It remains likely that the Commission will rule today on relaxing regulations
to make it easier for the IOUs to enter into longer-term contracts w/out
getting 2nd and 3rd guessed by the Commission.
It is likely that the Commission will signal strongly that it will not let
the IOUs go bankrupt but will only go so far as to outline its plan for
considering and implementing a "rate stabilization" plan in Q1 2001.

That said, the stakes are very high and things could change dramatically
between now and 2 PM PST.  Just talked to two SVPs with PG&E and Edison and
they said that they don't know what the Commission will do at 2.

Jeff

	Joseph Alamo
	12/21/2000 12:30 PM

		 To: George McClellan/HOU/ECT@ECT, Kevin McGowan/Corp/Enron@ENRON, Stuart
Staley/LON/ECT@ECT, Lisa Yoho/NA/Enron@Enron, skean@enron.com, Richard
Shapiro/NA/Enron@Enron, Susan J Mara/NA/Enron@ENRON, Sandra
McCubbin/NA/Enron@Enron, Paul Kaufman/PDX/ECT@ECT, James D
Steffes/NA/Enron@Enron, Harry Kingerski/NA/Enron@Enron, Wanda
Curry/HOU/EES@EES, Dennis Benevides/HOU/EES@EES, Roger Yang/SFO/EES@EES,
Scott Stoness/HOU/EES@EES, Mary Hain/HOU/ECT@ECT, Alan Comnes/PDX/ECT@ECT,
Joe Hartsoe/Corp/Enron@ENRON, Sarah Novosel/Corp/Enron@ENRON, Mona L
Petrochko/NA/Enron@Enron, Jennifer Rudolph/HOU/EES@EES, Eric
Letke/DUB/EES@EES, Vicki Sharp/HOU/EES@EES, Michael Smith/ENRON@enronxgate
		 cc: Jeff Dasovich/NA/Enron, Lysa Akin/PDX/ECT@ECT
		 Subject: California PUC Decision Info/Update

On behalf of Jeff Dasovich, please note:

the California PUC decision will be available on
the PUC website @ 1:00 PM PST.

The Commission will continue the meeting @ 2:00 PM PST
to address the issue.

Thanks,

Joseph Alamo
Sr. Admin. Asst.
Government Affairs - The Americas
San Francisco CA


The Insurance Luncheon/Presentation  is TODAY.  Lunch will be served at
11:30, with the presentation beginning around noon.  We have reserved The
Houston Room at 601 Jefferson (The Kellogg Building), Level A.

Walking Directions:  Exit the Enron Building, go to the right to Pease (1-1/2
blocks) and turn left.  The Kellogg Building is directly across from the YMCA
on Pease.  Go down the escalator one level to Level A and the Houston Room
will be directly in front of you.

You can also reach The Kellogg Building through the tunnel and skywalks.
Take the tunnel to the Continental Building and then the skywalks will take
you the rest of the way.

Shuttle Riders:  The Enron Shuttle will be leaving at approximately 11:15.
The Shuttle will hold a maximum of 30 people, so hopefully the weather will
clear up and some of you will want to walk the 1-1/2 blocks.  If more than 30
people want to take the Shuttle, he will be making a second trip at about
11:30-11:35.

SEE YOU THERE!


This  is  a very good  synopsis of  how  retail markets  are  responding  to
US power peaks this summer
---------------------- Forwarded by Margaret Carson/Corp/Enron on 07/31/2000
08:21 AM ---------------------------

webmaster@cera.com on 07/27/2000 10:22:50 PM
To: Margaret.Carson@enron.com
cc:

Subject: Weathering the Summer Price Volatility and Highs--How Will Retail
Marketers Fare? - CERA Alert

**********************************************************************
CERA Alert: Sent Thu, July 27, 2000
**********************************************************************

Title: Weathering the Summer Price Volatility and Highs--How Will Retail
Marketers Fare?
Author: Biehl, Behrens, Reishus
E-Mail Category: Alert
Product Line: Retail Energy Forum ,
URL: http://www.cera.com/cfm/track/eprofile.cfm?u=3014&m=1291 ,

Alternative URL:
http://www.cera.com/client/ref/alt/072700_16/ref_alt_072700_16_ab.html

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

This summer retail marketers have been confronted with extraordinarily
difficult market circumstances for both gas and power. So far this summer,
average weekly power prices have risen above $100 per megawatt-hour (MWh) in
several markets--almost double many of the standard offer levels. This
differential between market prices and standard offers has made it almost
impossible for retail marketers to offer customers an attractive service
proposition in many areas of the United States open to competition.
Similarly, in the gas market this summer (May through June) prices at the
Henry Hub have averaged $3.92 per million British thermal units (MMBtu), well
above the average of $2.62 per MMBtu during the same period last year. In
some cases, the volatile gas and power markets this summer are proving lethal
to retail marketers that chose to ride the spot markets rather than properly
hedge their purchases and who lack the balance sheet strength to carry the
burden. In addition, som!
e retail marketers have experienced difficulty with contract fulfillment by
their wholesale suppliers, even when the retailer may have felt secure going
into the summer. As a result of these market conditions, a few marketers have
even relinquished their customers, returning them to the utilities who are
the default suppliers.

Retail marketers serving these difficult markets (which include the West,
PJM, and New England) are approaching the current situation with a number of
different strategies, including

*  selling either part or all of their customer base

*  continuing to serve their existing customers but not renewing their
contracts and planning to exit the market

*  turning customers back on utility service

*  continuing full steam ahead

The irony of this situation is that high prices over the next few years may
actually help increase consumer awareness about competitive energy supplies
and may even cause utilities under unrecoverable price cap rates to question
whether they should remain in the merchant business. Uncertainties whether
retail marketers can withstand these conditions and regulators and other
interested parties will tolerate a sustained period of both high and volatile
prices or if instead they will step in and adjust the rules in the name of
protecting retail customers.

In this briefing CERA examines the question of whether one possible fallout
from this summer's high and volatile energy prices will be increased
consolidation among retail marketers, as retail customers (and/or businesses)
begin to be actively bought and sold. We also examine the implications on
retail markets of recent federal legislation supporting the legality of
electronic contracts. In addition, we focus our first regional analysis on
the regulatory developments and retail activity in the Northeast states and
Canadian provinces--one of the most dynamic regions in terms of retail energy
activity.

Retail Metrics

Trading Retail Customer Bases: Avenue for Building Market Share

Although the impact of volatile and high energy prices this summer may be
bleak for many retail players, for a new entrant and/or contrarian buyer,
this could be an excellent time to pick up customers "on the cheap" and build
market share. In the past month there have been three notable cases of retail
energy companies buying retail customer bases from other companies--in some
cases just the retail customers have been purchased and in other cases whole
retail energy businesses have been purchased. Examples include

*  North American market entry strategy. Centrica, an energy marketing
business in the United Kingdom, purchased Direct Energy, an energy marketing
business in Canada that also has a joint venture with Sempra called Energy
America. Through its acquisition of Direct Energy, Centrica acquired 820,000
Canadian gas customers and 27.5 percent ownership interest in Energy America,
a US company that has 450,000 gas and power customers (see Table 1). In
addition to gaining access to the largest retail customer base in North
America, Centrica was able to buy a company with significant experience in
various North American retail markets.

*  Gaining critical mass for an IPO. The New Power Company (a joint venture
between Enron, IBM, and AOL) recently acquired over 300,000 gas and power
customers from Columbia Energy Services as a way to quickly build market
share before an initial public offering, for which a request has recently
been filed with the Securities and Exchange Commission.

*  Building market share. Energy America acquired 50,000 gas customers from
Titan Energy, an energy marketer in Georgia, after the latter filed for
bankruptcy.

In the two cases of bankruptcy, mass-market gas customers were purchased in
the range of $44-$112 per customer. It appears that purchasing a base of
retail customers is a cheaper form of buying market share than purchasing an
entire company or division. For example, Centrica paid between $480 and $645
per customer in its purchase of Direct Energy's business. This metric is
somewhat misleading, however, as the purchase of Direct Energy also included
upstream gas assets.

The three recent transactions join the list of retail customer acquisitions
over the past year or two (see Table 1). These transactions are generally
occurring for three common reasons: either as a result of a retail marketer
bankruptcy (e.g., Titan Energy and Peachtree Gas), because companies are
changing their strategic focus (e.g., NiSource/Columbia Energy and PG&E), or
as a market entry tool (e.g., AES, Centrica, New Power). CERA expects many
more players to consolidate and exit the business this year, particularly in
the aftermath of the summer market.

The idea that the current climate might offer a good buying opportunity for
retail customers has not been lost on the market. While existing retail
markets are struggling to make ends meet, the number of marketers requesting
certification has increased in some places such as Massachusetts, where it is
expected these new entrants will attempt to purchase other marketers'
businesses.

Table 1 shows extreme differences in prices paid for retail customer bases
(on a total-cost-per-customer basis), since a wide variety of factors
contribute to the cost of a customer and/or a retail business. CERA does not
suggest that this table provides an apples-to-apples comparison on the cost
of a customer. In terms of just pure customer acquisition costs there can be
significant regional differences in the value of a customer owing to average
use per customer and local market conditions. For example, a residential gas
customer in Georgia will likely use far less gas than one in Michigan and
should be valued differently as a result. Other factors such as buying
habits, load size, existing contracts, and future potential growth in the
market need to be evaluated to determine the proper valuation of customers.
In addition, a myriad of factors can affect the value of a retail company,
including what other capabilities, assets, and other factors are part of the
deal, separat!
e from the customer base and underlying contracts.

Retail Market Share Consolidation Could Be the Trend over the Next Year

Although the buying and selling of retail customers through aggregators was a
common feature of Ontario gas restructuring, this tactic has not been as
prevalent in the United States for two reasons. Marketers have been
distrustful of the methods of acquisition of other players and are therefore
skeptical about the loyalty of customers if they were to be acquired through
a purchase. Additionally, many have felt that they could acquire customers at
a much lower cost than by purchasing an existing customer base.

This historical reluctance to buy retail customer bases seems to be changing,
and will likely continue to change in the future. Over the past few years
there has already been a maturation of many of these marketers and of the
rules that they must obey. In addition, as larger name companies enter the
retail markets, the risk associated with buying a customer base that had been
acquired through questionable means has been drastically reduced.

With the emergence of significant players such as Enron, Centrica, and Shell
into the retail market,  further customer buyouts will occur as these and
other large players work to gain enough scale to make the retail business
significant to their bottom line. The new breed of retail marketers may be
better capitalized to play the short-run game of building market share as
well as the long-run game. As a result, these players may be able to achieve
scale in a market where no single company has achieved significant scale to
date. In addition, many of these companies have strong wholesale marketing
capabilities to support their retail marketing capabilities, inform their
contracting practices, and help shield them from being on the wrong side of
volatile markets.

Market Developments

New Law Removes the Wet Signature Barrier, but Lack of Uniform Rules Persists

The regulatory requirement for retail energy marketers to obtain written
("wet") signatures from end users wanting to switch their energy service
provider has posed a major cost barrier to marketers that already face high
customer acquisition costs. As a result, a number of competitive energy
marketers have exited markets with wet signature requirements. This cost
barrier will be lowered in October when recently passed federal legislation
takes effect--sparking renewed interest in the affected markets as well as
guaranteeing that in the states scheduled to open, electronic customer
sign-ups and transactions will be legally binding.

In late June, President Bill Clinton signed into law the Electronic
Signatures in Global and National Commerce Act, which will take effect
October 1, 2000. This law overrides state regulatory rulings and laws that
have required wet signatures. However, although the news is a step forward
for marketers, the issue is not entirely cut and dried.

*  The Act confirms the legality of electronic transactions, while giving the
states broad authority on how to implement and judge requirements for these
transactions.

*  It stipulates that parties engaged in transactions must both agree to
conduct commerce electronically. This act neither mandates electronic
commerce nor allows it to be mandated if not agreed to.

*  The Act follows on an earlier act titled the Uniform Electronic
Transactions Act (UETA), which was proposed last year by the National
Conference of Commissioners on Uniform State Laws. For the states that
adopted this earlier Act, the latest Congressional legislation allows them to
adhere to the UETA. States that have not implemented the UETA will be under
the jurisdiction of the new federal legislation, which is slightly more open
to interpretation than the UETA.

What does this legislation mean at the state level? Unfortunately, this Act
did not come in time to have a significant impact on the states that have
troubled marketers (e.g., Arizona and New Jersey). Prior to the passing of
this new legislation, Arizona adopted its own version of the UETA in April.
Almost concurrent with the federal legislation, New Jersey recently approved
an Internet pilot program to allow marketers to use electronic signatures to
switch customers beginning in September. The program will be open to 350,000
customers (10 percent of the market) and will last for six months before
reevaluation by the Board of Public Utilities (BPU). However, in lieu of the
federal legislation, the BPU will vote in August on lifting the program cap.
It remains to be seen if either the pilot or new rules will be sufficient to
lure back the marketers (e.g., KeySpan, DTE, Conectiv) that pulled out of New
Jersey over the past year, citing the state's wet signature rules as one of!
 the primary reasons for their exit. Given the high use and ownship of
personal computers in the residential market, as well as customer interest in
being able to shop for suppliers over the Internet (about one third of
customers surveyed in New Jersey supported Internet sign-up), we expect this
recent ruling could jump-start marketing to the mass market this fall.

This legislation will have the most significant impact in states that have
not opened to competition or ruled on wet signatures. Although benefiting all
marketers by increasing their options, this Act benefits pure e-commerce
players the most. The cost of acquiring customers over the Internet can be
substantially less than other forms of customer acquisition such as mail
(whose costs include paper and postage) or door-to-door sales (which involves
high labor costs). Since many consumers will continue to remain without
Internet service for the midterm, another implication of the ruling is that
it will drive further customer segmentation by different types of marketers.

The implementation of the electronic signature law may signal the advent of
the Internet as a favored marketing tool over the more traditional means of
marketing to customer through paid advertising, direct mail, or door-to-door
sales. Since the Act does not require states to accept oral communication as
legally binding, many states will continue to require written or electronic
signatures. "Slamming" and "cramming" remain the concern of many state
regulators, resulting in rules that disallow oral transactions as a means of
signing customers.

The cost of acquiring customers over the Internet can be substantially less
than other forms of customer acquisition such as mail (whose costs include
paper and postage) or door-to-door sales (which involve high labor costs).
This will help divide the retail market into players serving different
customer segments. One set will continue to acquire customers that do not
have Internet access through traditional methods, whereas the other set of
retail players will acquire and conduct business over the Internet, typically
gaining higher income customers.

Though there can be little question that states will eventually have to allow
marketers to transact and acquire customers over the Internet, the
state-by-state rules governing electronic transactions are likely to continue
to be nonstandard. Although the intent of the law as it is written is to
nullify state wet signature legislation in all but a few cases, there could
be some confusion over its interpretation at the state level. One area to
watch will be how states interpret one of the law's few exceptions--that
customers must be notified in a nonelectronic format when their utility
service is being terminated. Some regulatory agencies may take that to mean
that when consumers switch away from utility service, some form of
communication must be sent to the consumer, and potentially a regulatory
commission could require marketers to bear some or all of these costs.

For more information, see the following hyperlinks:

*  Uniform Electronic Transactions Act (1999) (promoted by the National
Conference of Commissioners on Uniform State Laws):
http://www.law.upenn.edu/bll/ulc/ulc_frame.htm

*  Electronic Signatures in Global and National Commerce Act (signed into law
by President Clinton): http://thomas.loc.gov/cgi-bin/query/z?c106:S.761.ENR:
Regional Analysis--Northeast Market

The attention being given to the high-priced summer market of 2000 is masking
what could be seen as small steps forward for competition in the Northeast.
Despite headlines about retail players exiting some markets and customers
being returned to system supplies, state regulatory activity is proceeding
apace this year, and there continues to be a steady influx of new players
that are waiting for certification in states such as Massachusetts and New
Jersey. Still, this has not been a banner year for retail activity in the
Northeast (see Figure 1 and Table 2).

Regulatory Front

The region has more competitive retail power markets open than any other in
the United States. Of the nine states in the Northeast, only New Hampshire
and Vermont have not been opened to competition, although both states are
moving forward to break the political impasse there. Maine and Connecticut
have opened since January.

Although natural gas competition got off to an early start in the region, it
now lags electric access, with only New York, Pennsylvania, and New Jersey
technically open to gas competition to all customers. Over the next year, the
only state that is expected to take any significant step forward on the gas
front is Massachusetts, as the Department of Telecommunications and Energy
(DTE) is likely to rule in favor of opening the market to all customers by
the end of the year.

There has been a decrease in the number of customers in some utility
jurisdictions that are competitively buying gas and power in the Northeast
since March, particularly in Pennsylvania and New Jersey. Since March the
number of customers switched to retail marketers has dropped from 612,000 to
547,000 for gas and increased somewhat for power from 680,000 customers to
801,000. Although new competitors continue to petition for the right to serve
in a number of northeastern states, in a few of the newly opened access
states, retailers have been slow to step forward with competitive offers.
This is particularly true for offers directed to residential and small
commercial customers.

Wholesale Volatility

Market share of retail players in the Northeast has always remained highly
fragmented, and utility affiliates retain the bulk of deregulated market
share. This is poised to change over the next year, as some of the early
retail marketers experiencing difficulty under the current market conditions
pull back, leaving room for new entrants on the sidelines. In many of the
states, wholesale prices this summer dramatically exceeded the level of
competitive offers in the marketplace, exceeding $100 MWh in some cases in
New England. A few retailers caught without a secure supply of wholesale
power were forced to return their customers to the provider of last resort
service. It will be important to watch these markets in the fall to see if
customers return to these marketers and/or whether the regulators adjust the
rules to prohibit this kind of behavior and/or fix the rules that perpetuate
this discrepancy between the standard offer and market price.

Until the wave of new supply resources are built and brought online in these
markets, high and volatile prices are likely to be a characteristic of this
market. It remains to be seen if retailers will have learned the lessons from
this past summer, however, and go into the next peak period with firm supply
contracts as well as arm themselves with the marketing savvy to take
advantage of customer aversion to high and fluctuating prices with offers of
a stable price, while providing the marketer with a significant margin above
the wholesale price.

The story is similar for gas, as CERA expects strong gas prices in the
Northeast to continue for the new few years, until increased supply comes
into the market. High prices will continue, owing to tight storage
inventories and increased demand for gas for power generation, with last
winter's volatility likely to be repeated in upcoming winters.

Canada

The largest Canadian market in the Northeast is Quebec, as Ontario will be
covered as part of our Midwest regional analysis. The Quebec gas market is
the only northeastern Canadian gas or power market fully open to competition.
There is no investigation into power competition in Quebec at this time. It
is likely that Quebec will wait and see how opening of the Ontario power
market plays out next year before taking any action, just as it watched and
repeated the Ontario gas market experience.

Greenfield gas distribution companies are being built in New Brunswick and
Nova Scotia, which will be served by Sable Island gas supplies. The
regulatory focus there is to encourage hooking customers up to gas system
supplies, not necessarily to promote retail competition.

**end**

Follow URL for PDF version of this Monthly Briefing with associated tables
and graphic.

**********************************************************************
Account Changes
To edit your personal account information, including your e-mail
address, etc. go to: http://eprofile.cera.com/cfm/edit/account.cfm

This electronic message and attachments, if any, contain information
from Cambridge Energy Research Associates, Inc. (CERA) which is
confidential and may be privileged. Unauthorized disclosure, copying,
distribution or use of the contents of this message or any attachments,
in whole or in part, is strictly prohibited.

Terms of Use: http://www.cera.com/tos.html
Questions/Comments: webmaster@cera.com
Copyright 2000. Cambridge Energy Research Associates


-----Original Message-----
From: 	Yeung, Charles
Sent:	Monday, December 03, 2001 11:30 AM
To:	Linnell, Elizabeth
Subject:	My Contact

Charles Yeung
12203 North Shadow Cove Dr
Houston, TX 77082

home - 281-493-4130
cell - 713-907-3432
Skytel pgr 1-800-605-8249

wife's pager 281-729-3582
wife's cell 281-546-6165
wife's office 713-420-6519


Stephen Cooper left the following voice mail for all Enron Estate employees.

ENA HR
x7404
x8321


---------------------- Forwarded by Judy Townsend/HOU/ECT on 10/20/2000 11:01
AM ---------------------------

lamoss@duke-energy.com on 10/18/2000 02:05:54 PM
To: judy.townsend@enron.com
cc:
Subject: HPL Meter

Here is the message I received from my technical folks. (below in red).
As you can see a lot of work is involved.  Let me know how much you would
plan to nominate at this point, etc.    And can they committ to a certain,
volume, etc.   Also,  have they talked to HPL about taking gas at this
point.

After visiting the site (M&R 71886/76886), I found the following work that
would need to be done before custody transfer measurement could be
performed :
 (The site has two 12" meter runs with valve switching (bidirectional flow)
and run switching - and has not flow gas in over 10 years)

1. All valves will need to be inspected & overhauled
     A. Run switching valve - major overhaul (needs to be sent off for this
work)
     B. Control valves - inspected & overhauled (needs to be sent off for
this work)
     C. Small regulators overhauled
2. Both meter tubes pulled and inspected
     A. Sr. fitting needs to be overhauled
     B. Tubes will need to be honed (needs to be sent off to have fitting
overhauled and tubes honed)
3. All transmitter need to be replaced
     A. Differential - 2
     B. Temperature - 2 (1 additional from original setup)
     C. Pressure - 4
     D. Direct mount manifolds - 2
     E. UPS system
4. RTU boards need to be furnished
     A. Mother board
     B. STI REM
     C. Main terminal board
     D. Serial IO LEM
     E. Analog Output board
5. New batteries ( 4 @ $ 160)
6. Two sets of orifice plates (In .50" increments through Beta range)

It would take at least 1.5 months to re-work the station controls and
associated valves, meter runs, and EGM.  If you need more information
please let me know.


---------------------- Forwarded by David W Delainey/HOU/ECT on 11/28/2000
12:18 PM ---------------------------

Sandeep Kohli@ENRON_DEVELOPMENT
11/28/2000 11:15 AM
To: David W Delainey@ECT
cc:
Subject: Request a Meeting

Dave,

Some time back you should have received a voicemail from Paula Rieker
regarding my seeking a meeting with you.  I was located in India at the time,
and project Summer was on at the time.  Hence, after a couple of initial
attempts, I decided to wait a while before I sought a meeting with you.

However, now with Project Summer behind us, I would like to meet with you to
discuss potential opportunities in the North America Region.  I was part of
the Associate pool at ECT, and have worked with Jim Fallon and Paula Rieker,
among others.  I had then taken an assignment to work in India, and have been
there for some years now.

I am in Houston for the rest of the week and will be seeking to get on your
calender for a brief chat on opportunities in your group.

Regards,
Sandeep.


Please REPLACE the Enron Broadband Services presentation with this one.

Thanks,

Dan
---------------------- Forwarded by Daniel Diamond/HOU/ECT on 06/05/2000
11:40 AM ---------------------------
From: Fred Cohagan@ENRON COMMUNICATIONS on 06/05/2000 11:15 AM
To: Daniel Diamond/HOU/ECT@ECT
cc:
Subject: EOL Presentation revised to match audio

Dan,

I didn't speak to slides 6, 9, or 14 of the original presentation sent to
you.  I think they are bad slides so you can either take them out or leave
them in with no audio.  If in the final review it is determined that these
slides should stay in, I am happy to come back in and do the audio for them.
The revised presentation is below, the original presentation is further down
in the e-mail

Fred Cohagan
Manager, Bandwidth Origination
Enron Broadband Services
Office:  713-853-1805
Mobile/Pager: 713-826-4485
e-mail: fred_cohagan@enron.net

About Enron:

Most Innovative Company, 5th Consecutive Year, Fortune Magazine, February 21,
2000

Quality of Management, Voted 1st in US , Fortune Magazine, February 21, 2000

100 Best Companies to Work for in America, Fortune Magazine, February 21, 2000

----- Forwarded by Fred Cohagan/Enron Communications on 06/05/00 11:16 AM
-----

	Erik Simpson
	06/02/00 10:35 AM

		 To: Paul Racicot/Enron Communications@Enron Communications, Fred
Cohagan/Enron Communications@Enron Communications
		 cc:
		 Subject: EOL Presentation

Erik Simpson
Global Bandwidth Risk Management
Enron Broadband Services
Phone: +1 713-853-0600
Mobile: +1 832-689-4939
Facsimile: +1 713-646-8795


Start Date: 4/29/01; HourAhead hour: 15;  No ancillary schedules awarded.  No
variances detected.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final
Schedules\2001042915.txt

Error retrieving HourAhead price data - process continuing...


Sharon,

Robin Rodrigue and I tried to give you a call, but your voice mail says that
there is no message recorded.  We looked at the October P/L and could not
find an "Other" column with $9.2MM in it.  If you could, please give Robin a
call at X5-7478, and she will be happy to answer your questions about this.

Thanks,

Errol


Here are the credit worksheets for Valentis (25% of the trade and Independent
amount should be allocated here) and CD Holdings (75% allocated here).  This
will work for the ISDA, and I am hearing from Caroline that they are ok with
posting this up front amount in cash.  So, for purposes of the Deemed ISDA,
we may as well include all of the credit provisions, but make the $2MM a
"Special Independent Amount" applicable to the counterparty, which may be
increased by Enron up to $5MM. This Special Independent Amount should be
added to the Independent Amount as that term is used in the ISDA in order to
give us the ability to demand more collateral at will with respect to the
long term hedge.  Given the fact that the c/p can post cash instead of LC's I
see no reason for us to always have the Special Independent Amount in cash.
That is, if we are $2MM out of the money on the position, I do not have a
problem returning their cash, so long as it is in increments of the rounding
amount.

So I think we should just go ahead and put credit into these Deemed ISDAs,
and require that the failure of the parties to execute an ISDA within 60 days
will constitute a termination event.

Caroline, again, the c/p will have to verbally agree to Loss instead of
market quotation, to the special margining provisions with respect to this
particular long term trade, etc.  Let's discuss how this will work, since it
is different from what I proposed on the phone.

Sara, after you have had a chance to look at these, give me a call so we can
discuss.

Thanks.
Paul