MSCF SPEAKER SERIES
OFFICIAL  INVITATION
?
?

IT IS WITH GREAT PLEASURE AND SOME AMOUNT OF  PRIDE THAT I ANNOUNCE THE NEXT
EVENT IN THE SPEAKER SERIES. NEXT FRIDAY WE WILL  HAVE THE HONOR TO HOST A
CONFERENCE GIVEN BY MR. VINCE KAMINSKI HEAD OF RESEARCH  AT ENRON CORP.?
?
THE?SIXTH EVENT IS?NEXT FRIDAY (Nov  3rd)!?
From: 11.30-13.30
please attend!!!

The Next Event in the
Student Speaker Series is:

Friday, November 3, 2000

11:30 a.m. to 12:30  p.m. Fast Lab

[IMAGE]Vince  Kaminski

Enron Corp.

Tentative Student Speaker Series Schedule 2000-2001

The following is a tentative schedule of the MSCF Student Speaker Series for
the 2000-2001 academic year. All events take place from 11:30 a.m. to 12:30
p.m.  in the Fast Lab (GSIA 229) unless otherwise noted. Updates are soon to
follow.

Volatility Curve and Bond Basis
August 11, 2000
David Hartney & Jerry Hanweck
Vice  President, Futures and Option Sales & Head of North American Futures
and  Options Research; J. P. Morgan

Price and Hedging Volatility  Contracts
September 1, 2000
Dmitry  Pugachevsky
Deutsche Bank

Dmitry Pugachesky is a Director with OTC  Derivatives Research of Deutsche
Bank, where his research is primarily focussed  on credit derivatives. Prior
to joining Deutsche Bank, Dmitry worked for six  years with Global Analytics
Group of Bankers Trust. There he developed models  for emerging markets,
interest rates, and equity derivatives and also  participated in actual
trading and structuring of interest rate options. He  received his PhD in
applied mathematics from Carnegie Mellon University  specializing in control
theory for stochastic processes. He has published  several papers on
modelling in emerging markets and on valuation for passport  options.

A Measurement Framework for Bank Liquidity  Risk
September 15, 2000
Raymond Cote
Vice  President, FinRad Inc.

Raymond Cote is Vice President, Financial  Engineering at FinRad Inc., a
Montreal-based consulting firm offering financial  management solutions that
combine advisory and systems development services to  &corporations and
financial institutions.

Abstract:

Liquidity  risk, as opposed to credit and market risks, has received little
attention in  professional or academic journals. We argue that analyzing bank
liquidity risk  can be viewed as a variation of credit risk analysis. After
introducing some  concepts and definitions, the presentation defines a
framework allowing to  measure a bank's structural liquidity risk. It then
shows that combining the  framework with modern credit risk measurement tools
leads to a liquidity risk  VAR measure. The presentation then offers
concluding comments on the integration  of the liquidity risk measurement
framework within enterprise-wide risk  management.

The Impact of Electronic Trading on the Uses  of Quantitative Research in
Equity Options
September 22,  2000
Scott Morris
Hull Group, Quantitative Research Department

Quantitative Research in Investment  Management
October 6, 2000
Raman Srivastava  & Anna Bulkovshteyn
Assistant Vice President, & Fixed Income,  Quantitative Analysts, Putman
Investments

[IMAGE]
TBA
November 3,  2000
Vince Kaminski
Enron Corp.

Fund Management and Market  Efficiency
November 10, 2000
Andrea  Dalton
Researcher, Friess Associates
(advisor to the Brandywine  Funds).

TBA
November 17,  2000
Jeff Keifer & Deb
AEP

Tutorial on BRIDGE
November 24, 2000
Pierre Ste-Marie & Punit  Rawal
MSCF Students

A Corporate Risk Management  Framework
December 8, 2000
Darin Aprati &  Brian Moore
McDonald's

[IMAGE]Math Speaker  Series Schedule 2000-2001
[IMAGE]Speaker Series Student  Committee
[IMAGE]Previous Speakers

?

Pierre-Philippe  Ste-Marie
--------------------------------------
[IMAGE]http://pstemarie.homestead.com


----- Forwarded by Tana Jones/HOU/ECT on 08/10/2000 08:55 AM -----

	Bradley Diebner
	08/09/2000 05:14 PM

		 To: Frank L Davis/HOU/ECT@ECT, Karen Lambert/HOU/ECT@ECT, Tana
Jones/HOU/ECT@ECT, Samuel Schott/HOU/ECT@ECT, Sheri Thomas/HOU/ECT@ECT, Mark
Taylor/HOU/ECT@ECT, Bernice Rodriguez/HOU/ECT@ECT, Brant Reves/HOU/ECT@ECT,
Debbie R Brackett/HOU/ECT@ECT, David Hardy/LON/ECT@ECT, Lesli
Campbell/HOU/ECT@ECT, Lisa Gillette/HOU/ECT@ECT, Molly Harris/HOU/ECT@ECT,
Cynthia Clark/Corp/Enron@ENRON, Mary G Gosnell/HOU/ECT@ECT, Enron Europe
Global Contracts and Facilities, Enron Europe Global CounterParty, Stephanie
Sever/HOU/ECT@ECT, Bradley Diebner/HOU/ECT@ECT, Stacey
Richardson/HOU/ECT@ECT, Tom Moran/HOU/ECT@ECT, Adnan Patel/Corp/Enron@ENRON,
Claudia Clark/HOU/ECT@ECT
		 cc:
		 Subject: EOL Credit Responses 08/09/00

The EOL approvals for 08/09/00 are attached below.

Thanks,
Brad


Thanks!

	Laurel Adams
	02/06/2001 04:24 PM

		 To: Tana Jones/HOU/ECT@ECT
		 cc:
		 Subject: Re: Bankers Trust

I don't think we have any active deals with BT.


Here are 4 of the five legislative proposals our office has been asked to
draft.  The only one missing is no. 4, the expedited generation siting
proposal, which will have to be worked on more as we have just received
extensive comments from ENA and outside counsel (McCutchen).  By separate
cover, I will send Jeff Dasovich the summary letter desribing the proposals.
If changes are required, please contact Brian Cragg of our office.
(bcragg@gmssr.com)

Thank you.

Mike Day

 <<PART5.DOC>>  <<PART3.DOC>>  <<PART2.DOC>>  <<PART1.DOC>>

 - PART5.DOC
 - PART3.DOC
 - PART2.DOC
 - PART1.DOC


Content-Transfer-Encoding: 7bit
Return-path: <JaneS1220@aol.com>
From: JaneS1220@aol.com
Full-name: JaneS1220
Message-ID: <98.1d88dcfe.292c2924@aol.com>
Date: Tue, 20 Nov 2001 16:46:12 EST
Subject: Mammograms--funny
To: AClark9502@aol.com
MIME-Version: 1.0
Content-Type: text/plain; charset="US-ASCII"
X-Mailer: AOL 5.0 for Windows sub 40

This is too funny !

Many women are afraid of their first mammogram, but
there is no need to worry.  By taking a few minutes
each day for a week preceding the exam and doing the
following exercises, you will be totally prepared
for the test and best of all, you can do these
simple
exercises right in your home.

EXERCISE ONE:

Open your refrigerator door and insert one breast in

door. Shut as hard as possible and lean on the door
for
good measure. Hold that position for five seconds.
Repeat again in case the first time wasn't effective
enough.

EXERCISE TWO:

Visit your garage at 3AM when the temperature of the

cement floor is just perfect.  Take off all your
clothes
and lie comfortably on the floor with one breast
wedged
under the rear tire of the car. Ask a friend to
slowly
back the car up until your breast is sufficiently
flattened and chilled.
Turn over and repeat with the other breast.

EXERCISE THREE:

Freeze two metal bookends over night. Strip to the
waist. Invite a stranger into the room. Press the
bookends against one of your breasts.
Smash the bookends together as hard as you can. Set
up an appointment with the stranger to meet next
year
and do it again.

YOU ARE NOW TOTALLY PREPARED!

AND, just a thought for all the women out
there.........
MENtal illness, MENstrual cramps, MENtal breakdown,
MENopause.. Ever notice how all of women's problems
start with men?....and when we have real trouble,
it's
HYSterectomy!!!

Send this to all the women you know and brighten
their
day!!! AND, don't forget to have a mammogram


---------------------- Forwarded by Sheila Glover/HOU/ECT on 08/01/2000 09:41
AM ---------------------------

"De Dalmas, Guillaume" <guillaume.dedalmas@csfb.com> on 08/01/2000 09:31:17 AM
To: "'sheila.glover@enron.com'" <sheila.glover@enron.com>
cc:
Subject: CSFB legal docs

Dear Sheila

My colleagues have told me that you have received the following CSFB
documents.

* PrimeTrade access agreement
* standardized give ups
* clearing docs
* futures fees.

Please let me know if you need any help or have any questions , I will make
sure that you get answers right away.

Sincerely

G de Dalmas

Guillaume de Dalmas
Director
CREDIT | FIRST
SUISSE | BOSTON
Prime Brokerage & Listed Derivatives
Eleven Madison Avenue
New York, NY 10010-3629
email:guillaume.dedalmas@csfb.com
Tel:      212-325-2730
Fax:     603-250-4916
Mobile: 914-830-4842

[INFO] -- Content Manager:
This message is for the named person's use only.  It may contain
confidential, proprietary or legally privileged information.  No
confidentiality or privilege is waived or lost by any mistransmission.
If you receive this message in error, please immediately delete it and all
copies of it from your system, destroy any hard copies of it and notify the
sender.  You must not, directly or indirectly, use, disclose, distribute,
print, or copy any part of this message if you are not the intended
recipient. CREDIT SUISSE GROUP and each of its subsidiaries each reserve
the right to monitor all e-mail communications through its networks.  Any
views expressed in this message are those of the individual sender, except
where the message states otherwise and the sender is authorised to state
them to be the views of any such entity.
Unless otherwise stated, any pricing information given in this message is
indicative only, is subject to change and does not constitute an offer to
deal at any price quoted.
Any reference to the terms of executed transactions should be treated as
preliminary only and subject to our formal written confirmation.


Chris,

I don't think so.

Stacy


This article from NYTimes.com
has been sent to you by eric.benson@enron.com.

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\----------------------------------------------------------/

Signs of Abuse Seen by Judge in Gas Case

By RICHARD A. OPPEL Jr.

Internal documents submitted as evidence that the El Paso
Corporation artificially inflated natural gas prices in California
suggest that the company did indeed intend to manipulate prices.

http://www.nytimes.com/2001/05/16/business/16PASO.html?ex=991029385&ei=1&en=0e
ff9dd844146986

/-----------------------------------------------------------------\

Visit NYTimes.com for complete access to the
most authoritative news coverage on the Web,
updated throughout the day.

Become a member today! It's free!

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\-----------------------------------------------------------------/

HOW TO ADVERTISE
---------------------------------
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or other creative advertising opportunities with The
New York Times on the Web, please contact Alyson
Racer at alyson@nytimes.com or visit our online media
kit at http://www.nytimes.com/adinfo

For general information about NYTimes.com, write to
help@nytimes.com.

Copyright 2001 The New York Times Company


---------------------- Forwarded by Kay Mann/Corp/Enron on 01/04/2001 12:59
PM ---------------------------

"Campbell, Carolyn" <CCampbell@KSLAW.com> on 01/04/2001 12:42:34 PM
To: "'kay.mann@enron.com'" <kay.mann@enron.com>
cc: "Keffer, John" <JKeffer@KSLAW.com>

Subject: Closing Checklist

 <<2RR403!.DOC>>

Kay:

An updated closing checklist is enclosed.

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>

Enclosure: 129280v3

                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended
exclusively for the individual or entity to which it is addressed.  This
communication may contain information that is proprietary, privileged or
confidential or otherwise legally exempt from disclosure.  If you are not the
named addressee, you are not authorized to read, print, retain, copy or
disseminate this message or any part of it.  If you have received this
message in error, please notify the sender immediately by e-mail and delete
all copies of the message.

 - 2RR403!.DOC


CACT NG sheets for Friday


I submitted changes last week. They should be on the "O" drive.

 -----Original Message-----
From: 	Webb, Elizabeth
Sent:	Monday, October 15, 2001 3:05 PM
To:	Smith, George F.; Farmer, Daren J.
Cc:	Superty, Robert; Calcagno, Suzanne
Subject:	RE: Logistics PowerPoint presentation

Hi,

This is another friendly reminder to please submit your information for the Gas Logistics PowerPoint presentation.   I need this information ASAP.

Thanks,
Elizabeth

 << File: Gas Logistics PowerPoint1.ppt >>

 -----Original Message-----
From: 	Webb, Elizabeth
Sent:	Thursday, October 11, 2001 9:01 AM
To:	Lamadrid, Victor; Kinsey, Lisa; Sullivan, Patti; Jaquet, Tammy; Greif, Donna; Smith, George F.; Olinger, Kimberly S.; Farmer, Daren J.; Calcagno, Suzanne; Williams, Jason (Trading)
Cc:	Superty, Robert; Newton, Lisbet; Garcia, Clarissa; Schrab, Mark L.
Subject:	RE: Logistics PowerPoint presentation

Hi All,

This is just a friendly reminder that I need the information for the Gas Logistics PowerPoint presentation by tomorrow, Friday, October 12th.

Thanks for your time and assistance.   Please call me with any questions.

Thanks,
Elizabeth
x51694
 << File: Gas Logistics PowerPoint1.ppt >>  Presentation is located at O:/Logistics/Management/Presentations/Gas Logistics PowerPoint1.ppt

 -----Original Message-----
From: 	Webb, Elizabeth
Sent:	Thursday, October 04, 2001 2:56 PM
To:	Lamadrid, Victor; Kinsey, Lisa; Sullivan, Patti; Jaquet, Tammy; Greif, Donna; Smith, George F.; Olinger, Kimberly S.; Farmer, Daren J.; Calcagno, Suzanne; Williams, Jason (Trading)
Cc:	Superty, Robert; Newton, Lisbet; Garcia, Clarissa; Schrab, Mark L.
Subject:	Logistics PowerPoint presentation

Hi All,

Per the discussion at today's staff meeting, I would like you all to review the attached presentation and put in general information for your particular desk/cost center in the respective slides.   I have one slide for each desk/cost center called " Desk/Cost Center X Information" and another called "Asset Management Deals" if this is applicable to you.

Please return the attached presentation with your additions and/or changes to me by Friday, October 12th.    Please call me if you have any questions or concerns.

Also, please feel free to utilize me as a resource for any PowerPoint presentations, data gathering that you may need done.

Thanks,
Elizabeth

Presentation is located on O:/logistics/management/Gas Logistics PowerPoint1

 << File: Gas Logistics PowerPoint1.ppt >>
Elizabeth Webb
elizabeth.webb@enron.com
713-345-1694


ISO Market Participants:
  The ISO has posted on its web site a white paper and draft
Tariff language regarding its proposed New Facility Interconnection Policy
(NFIP).  You can find these documents at
http://www.caiso.com/docs/2001/03/05/200103051825008351.html
<http://www.caiso.com/docs/2001/03/05/200103051825008351.html> . These
documents will be the basis of the stakeholder meeting scheduled for Monday,
March 19.
  If, as you review these documents, you have questions or
comments that you would like to have addressed on March 19th, please send
them to me and to Steve Greenleaf (sgreenleaf@caiso.com
<mailto:sgreenleaf@caiso.com> ) by close of business on Wednesday, March 14.
(In your e-mail, use "NFIP Comments" in the subject line.)  We will do our
best to address whatever issues we receive by then.
  The ISO will present an informational briefing on the NFIP
proposal to the Governing Board on March 15.  We will then bring the issue
to them for a decision at their March 30 meeting.  Finally, FERC has
directed the ISO to submit a compliance filing with its NFIP proposal by
April 2.
  Byron B. Woertz, Jr.
  Director, Client Relations
  (916) 608-7066


Maya,

Thanks for the invitation. I shall attend.

Vince

 -----Original Message-----
From: 	Maya Houston <houstonm@rice.edu>@ENRON [mailto:IMCEANOTES-Maya+20Houston+20+3Choustonm+40rice+2Eedu+3E+40ENRON@ENRON.com]
Sent:	Monday, May 14, 2001 3:01 PM
To:	Roberto.Abib@dvn.com (Roberto Abib); malsup@luminant.com (Michael Alsup); amiainsworth@shellus.com (Anne-Marie Ainsworth); paul.allen@fluordaniel.com (Paul Allen); catherton@gulfstargroup.com (Cliff Atherton); dmaustgen@shellus.com (Dave Austgen); JBaker@danielind.com (John Baker); lbaker@rice.edu (Lovett Baker); sbanks@bcm.tmc.edu (Stephen Banks); skb.Bennett@worldnet.att.net (Sylvia Bennett); jboatwright.houston@att.net (John Boatwright); dclayton@rice.edu (Don Clayton); scott@cristventures.com (Scott Crist); cdurovich@mdanderson.org (Christopher Durovich); JDFaucher@aol.com (John Faucher); fingerj@rice.edu (Jerry Finger); flattr@rice.edu (Robert Flatt); joe.gagliardi@hstn.pgs.com (Joseph Gagliardi); tgarson@bcm.tmc.edu (Tim Garson); linsueross@aol.com (Jack Gill); lampton@wt.net (Larry Hampton); hannan@rice.edu (John Hannan); ttghemeyer@aol.com (Terry Hemeyer); brad_jackson@cogos.com (Brad Jackson); vince.j.kaminski@enron.com (Vince Kaminski); patlawlmg@worldnet.att.net (Pat Lawrence); Robert.M.Lesnick@usa.conoco.com (Robert Lesnick); llusa@rice.edu (Pilar Llusa); smalik@reliantenergy.com (Shahid Malik); james@hal-pc.org (James Mandel); rmcashan@frostbank.com (Robert McAshan); smorstead@aol.com (Stuart Morstead); dennism@murphco.com (Dennis Murphree); tnash@poten.com (Timothy Nash); betho@rice.edu (Beth O'Sullivan); robertp@bcm.tmc.edu (Robert Parke); ljrmktg@aol.com (Leslie Rohrer); dr@rosses.com (David Ross); srusso@eagleglobal.com (Steven Russo); Ashapiro@gardenridge.com (Armand Shapiro); jshook@msmail.is5.tch.tmc.edu (Dr.Joan Shook); sowersj@towers.com (James Sowers); texans@ibm.net (Russell Starbird); sukumar@rice.edu (Ramamirtham Sukumar); athomas80@aol.com (Ann Thomas); viebig@rice.edu; wagner@rice.edu (Stuart Wagner); tres@veronika.com (Richard Ward)
Cc:	cdelpag@rice.edu; grwhit@rice.edu; assistant to the Dean; veruki@rice.edu; sheaffer@rice.edu; chamberl@rice.edu
Subject:	End of the year breakfast

Dear Adjunct Professors and Lecturers,

Gil Whitaker would like to invite you and a guest to a breakfast on
Wednesday, May 30, 2001.  This breakfast is to celebrate the 25th
anniversary of the first graduating class, to celebrate the end of the
school year and to allow all of you the opportunity to hear about the state
of the school.

The breakfast will be in Farnsworth Pavilion from 8-10 am.  Farnsworth
Pavilion is in the Ley Student Center.  It is the meeting room on the side
closest to the new Jones School.  It is a casual event.

Please RSVP to Maya Houston by May 25th.

Thank you,
Maya

**********************
Maya C. Houston, '99
Director of Development
Jones Graduate School of Management
Rice University
347 Herring Hall
713.348.6145


Today at 3:30 - 4?

Benjamin Markey
02/24/2000 12:39 PM
To: Eric Bass/HOU/ECT
cc:
Subject: Re: favor

Ok, after 3 today or tom. or if u want to wait till Monday are all good with
me.

Let me know a day....

	Enron North America Corp.

	From:  Eric Bass                           02/24/2000 11:35 AM

To: Benjamin Markey/HOU/ECT@ECT
cc:
Subject: Re: favor

thats fine - just let me know when.  Afternoons, 1-2 and after 3 are better
for me.

Benjamin Markey
02/24/2000 10:53 AM
To: Eric Bass/HOU/ECT
cc:
Subject: favor

Hey Bass,
Got to ask a favor of u...

If u have a chance sometime in the near future could u do an hr session of
intro to risk 101?
I would feel comfortable looking like an idiot asking u questions.  I could
use just a
sliver of your knowledge on the subject to understand things a little better
over here.

Let me know, if not Jay can dedicate some time to it in a couple weeks.
Thanks.


FYI, summaries of two advice letters which may be of interest, although
neither are protest material.
?
Dan
 - 7-16-01 SCE AL Summary Chart.doc


I responded, I just did not copy anyone.
PL


----- Forwarded by Tana Jones/HOU/ECT on 07/07/2000 08:12 AM -----

	Tana Jones
	07/07/2000 08:12 AM

		 To: Chris Glaas/LON/ECT@ECT
		 cc:
		 Subject: Re: Enron North America Corp. NYMEX Hedge Exemption Applications

The NYMEX may require the aggregation of any employees NYMEX trading with the
trades of the company.  In addition, Enron Company Policy prohibits employees
from trading products that the company trades, which includes NYMEX crude.
In the future, please do not trade this product, or any products that the
company trades.  If you have any questions about any specific products,
please call me, Ted Murphy or Mark Taylor.

By copy of this email, I am also notifying Ted Murphy with the Control Group,
and Mark Taylor, VP and Assistant General Counsel of Trading.

	Chris Glaas
	Sent by: Chris Glaas
	06/22/2000 02:30 AM

		 To: Mark Taylor@ENRON
		 cc: Tana Jones/HOU/ECT@ECT
		 Subject: Re: Enron North America Corp. NYMEX Hedge Exemption Applications

Tana
I trade wti contracts on the nymex exchange. I don't understand what this
message is about. Can u help me?

regards
chris glaas

	Enron Capital & Trade Resources Corp.

	From:  Mark Taylor @ ENRON                           06/22/2000 01:39 AM

Sent by: Enron Announcements@ENRON
To: Everyone_in_ECT_Calgary, Everyone_in_ECT_London, Everyone_in_ECT_Denver,
Everyone_in_ECT_Singapore
cc:

Subject: Enron North America Corp. NYMEX Hedge Exemption Applications

We are in the process of preparing applications for position limit exemptions
for ENA,s NYMEX energy commodities futures trading.  These applications
require that ENA represent whether its officers, employees, owners, or agents
have a power of attorney, control or have a financial interest in any other
related commodity future(s) account either individually or acting with
another person pursuant to express or implied agreement.

Please direct any responses to my paralegal, Tana Jones, via intercompany
email or call her at (713) 853-3399 by the end of business Friday, June 30,
2000 if you have any power of attorney, control or have a financial interest
in any commodity futures account (other than an ENA or other trading
affiliate account).

IF YOU DO NOT HAVE A COMMODITY FUTURES ACCOUNT, YOU DO NOT NEED TO RESPOND TO
THIS REQUEST.


Cost of preparing Level B estimates is in far right column on attached.
---------------------- Forwarded by Jack Boatman/FGT/Enron on 12/08/2000
12:02 PM ---------------------------

Dennis Alters
12/08/2000 01:30 PM
To: Jack Boatman/FGT/Enron@ENRON
cc: Terry Galassini/ET&S/Enron@ENRON

Subject: ENA Cost Estimates

Please see the attached scoping cost estimates.


It is my understanding, as much as anyone knows it today, that between now and January 2, 2002, we do not have to post any collateral or other payments (other than payment for commodity) to keep contracts we want to keep alive.

Dan and Janet are meeing with McMahon today at 2:00 to discuss our overall strategy.  Can you confirm back to me the above comment.

Thanks

Wade


----- Forwarded by Stuart Zisman/HOU/ECT on 11/30/2000 12:23 PM -----

	Stuart Zisman
	11/30/2000 12:06 PM

		 To: Matthew F Gockerman/HOU/ECT@ECT, Ben Jacoby/HOU/ECT@ECT, Rhett
Jackson/HOU/ECT@ECT, Roger Ondreko/HOU/ECT@ECT
		 cc:
		 Subject: First Amended and Restated Limited Liability Company Agreement

Please review the attached and provide any comments that you might have.  My
goal is to provide a comprehensive set of comments by 4:00 pm so that the doc
can be quickly revised and sent to Coral.

Stuart----- Forwarded by Stuart Zisman/HOU/ECT on 11/30/2000 12:05 PM -----

	"Campbell, Carolyn" <CCampbell@KSLAW.com>
	11/30/2000 10:02 AM

		 To: "'Stuart.Zisman@enron.com'" <Stuart.Zisman@enron.com>
		 cc: "Keffer, John" <JKeffer@KSLAW.com>
		 Subject: First Amended and Restated Limited Liability Company Agreement

 <<2R6K02!.DOC>>  <<2R6KRED.DOC>>

Stuart:

We have enclosed for your review the initial draft of the First Amended and
Restated Limited Liability Company Agreement of CA Energy Development I,
LLC.  Also enclosed is a redlined draft marked to reflect revisions from the
Power Generation Investco LLC transaction.

We anticipate forwarding to you shortly a draft of the proposed letter
agreement.  In the meantime, if you have any questions or comments regarding
the enclosed, or if we may be of any further assistance, please do not
hesitate to call.  Thank you.

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>

Enclosures: 128540v2
  128540vR

                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended
exclusively for the individual or entity to which it is addressed.  This
communication may contain information that is proprietary, privileged or
confidential or otherwise legally exempt from disclosure.  If you are not the
named addressee, you are not authorized to read, print, retain, copy or
disseminate this message or any part of it.  If you have received this
message in error, please notify the sender immediately by e-mail and delete
all copies of the message.

 - 2R6K02!.DOC
 - 2R6KRED.DOC


----- Forwarded by Richard B Sanders/HOU/ECT on 02/05/2001 11:27 AM -----

	"Fergus, Gary S." <GFergus@brobeck.com>
	12/20/2000 08:59 PM

		 To: "David J. Noonan (E-mail)" <djn@pkns.com>, "Jean Frizzell (E-mail)"
<jfrizzell@gibbs-bruns.com>, "Meringolo, Peter" <PMeringolo@brobeck.com>,
"Michael L. Kirby (E-mail)" <dcastro@pkns.com>, "Richard B. Sanders Esq.
(E-mail)" <richard.b.sanders@enron.com>, "Susan Bisop (E-mail)"
<sbishop@gibbs-bruns.com>
		 cc: "Mike D. Smith (E-mail)" <msmith1@enron.com>, "Molland, Michael E."
<MMolland@brobeck.com>, "Conner, Randall " <RConner@brobeck.com>, "Andy
Pickens (E-mail)" <apickens@gibbs-bruns.com>
		 Subject: Status Report

Here is a summary of recent developments:

Another Class Action Natural Gas Complaint Against El Paso and others (Los
Angeles)
 Berg v. Southern California Gas Company. Class action anti-trust and
unfair competition.   This is a conspiracy case alleging that the Southern
California Gas, SDGE and El Paso  conspired not to compete in the
delivery of natural gas in Southern California.  The  complaint alleges
that the conspiracy resulted in discouraging new power plants and drove
up the cost of electricity by controlling the supply of gas.
 <<Berg Gas Complaint.pdf>>
Copy of Rojoin Electricity Complaint
 I do not believe I include a copy of this complaint before.  It is a
class action involving the retail electrical market.
 <<Rojoin.cmplt.PDF>>
California AG Investigation
 Here is a copy of my email to the California AG describing our
agreement re preservation of data:
Rich,
 As promised, here is my summary outline of what we discussed
regarding preservation of data:

1. In Portland, we proposed to handle business email related to the
topics in your preservation letter by instructing employees not to delete
any email sent or received for 24 hours.  Email that is personal and does
not relate to the business topics you have identified can be kept, discarded
etc. at the employee's pleasure.  Each day there is a backup made that will
capture the email in those employees mailboxes.  After 24 hours, each
employee is free to manage their email box as they deem appropriate to the
business needs (e.g. keep, discard).  From our conversation, I understand
that you agree that this is an acceptable procedure.

2. With respect to the hard drives on individual computers, you would
like to get an organizational chart for Portland that would enable us to
discuss 6-12 individual's computers that would be copied using ProQuest
Drive Image Pro 4.0.  In addition, there may be some other individuals that
you would like to have us use a software product called Robocopy to copy
files from their hard drives onto the network.  Until we figure out which
computers to copy etc. we will not begin this process.  We discussed that
because of the holiday period, it may not be practical to get this started
until after the new year.

3. Outside of Portland, we have proposed making a snapshot backup along
business function lines reasonably called for by the subject matter of your
request.  We propose not to backup any other business units or functions.
On a going forward basis, those business functions that related to the
subject matter of your request would be instructed not to delete business
email.

4. We believe that relevant database  backups have been and will
continue to be made and preserved.

5. When an employee runs out of hard disk space on their computer, it
is an acceptable practice to copy files form their hard disk to the network
(where they will be backed up) and then delete those copied files to make
sufficient work space for the employee to work.

6. For EES, I explained that their IT services are outsourced so we do
not have as detailed information immediately available.

As I mentioned on the phone, all of these discussions and efforts being made
are done without waiving any objections that any of the Enron entities may
have to your request including scope, burden, jurisdiction, relevance,
privilege, privacy, vagueness etc. and Enron specifically reserves each and
every right and objection it or its employees may have.

Please let me know if your general understanding of our conversation is
different than the above.
CPUC Subpoena
 Jeff Richter and Tim Belden have been working on getting the EPMI
data correctly gathered.  They hope that by the middle of next week the
Enron technical types will have figured out where all the data is and have
assembled it for production.  Because Jeff Richter will be gone until after
the New Year, we will not be producing any data to the CPUC until early next
year.
 Jeff and Tim are focused on having a common set of reliable data
that will be used for all subpoenas, discovery requests etc.  We also
discussed once we have the data collected that we use one of our experts to
help with the analysis so that we are not creating files and records for
which we will need to claim a privilege at a later point in time.  In other
words, since we are keeping the backup tapes for the systems in Portland any
analytical work that Tim or Jeff do for us will be recorded on the backup
tapes.
Tim Belden
 FYI Tim and his wife are expecting their first child with a due date
of December 25th.  He will become out of pocket for a short time thereafter.
FERC Reporting
 A question arose regarding whether Enron needed to file a report to
FERC concerning sales out of market that exceeded the soft caps.  This was a
requirement that was requested by the ISO in an emergency application on
December 8th.  The order granting the relief did not seem to include the
reporting requirement.  The first cut at the data for the report showed that
Enron made $1.0M over a weekend by buying power at $500 and selling at $700.
A later cut at the data came up with a different answer.  When consulted by
Christian Yoder and Steve Hall, I made the unilateral decision not to file
the report.  It was unclear whether we needed to do so and I had not seen
and did not trust the data.  Later Dan Watkiss confirmed that he believed we
did not need to file the report.  However, beginning January 12th this
report will have to be filed for sales over the soft cap.  Since this report
requires a breakdown of costs vs. sales price, it is the same data that the
PUC has been requesting and we anticipate will be requested in the
litigation.  Tim Belden and Jeff Richter are working on a standard reporting
method.
Hiring of Chief Operating Officer for ISO
 Tim Belden has been approached by the current Chief Operating
officer of the ISO requesting a job.  Apparently the COO and the current ISO
board are not getting along.  The issue raised by Tim to Mark Haedicke and
Richard was whether they saw a problem with this hire.  One of the key
issues would be what was the business purpose for the hire.  Obviously,
Enron does not want confidential ISO information from this person.  Also, if
this person will be a witness in the litigation there is a risk that if his
testimony would be favorable to Enron it would be viewed as purchased.  On
the other hand if his testimony would not be favorable at a time when he was
employed by Enron that could be harmful.  There is also the question raised
whether this is a bona fide request for employment or whether other motives
could be in play.  Tim will be meeting with the COO on Friday.  He has
instructions to make sure that he is not given any confidential data and
that no commitment will be made then without consulting the litigation team.
Potential for Criminal Investigation
 The news of the investigation and all of our involvement has raised
questions in the mind of some employees as to whether there is a risk of
personal liability for them (civil or criminal).  I reported that all we
know is that there is an investigation under way by the California Attorney
General.  We have no reason to believe right now that they are focused on
Enron or that Enron or any employee is a target.  I said that at this stage
of the investigation (including our investigation) we do not know enough
facts to evaluate the risk for individual employees.  We have not reviewed
the trader tapes to know what has been said on those tapes.  If we learn of
facts that are specific to an employee, Mark has asked that we notify him
immediately.  We did provide some of this same information to traders we
interviewed early in the process.
Analysis of EPMI data
 I have taken a look at the deviation of the ISO energy flow on a
daily basis from its day ahead schedules and compared those deviations to
EPMI's.  The source of the data is public information that was available to
decision makers at the time.  The comparison shows that generally speaking
the ISO was short in its projection by a magnitude of 5-10 times the amount
that EPMI was out of balance.  There are some exceptions, but those are
rare.
Approaching Federal Judge for More Time
 Dave Noonan has pointed out that we should look carefully at the
assigned federal judge and decide who from the defense group locally in San
Diego would be in the best position to make the motion.
Holiday Contact List
 Dave Noonan suggested and I concurred that it makes sense for all of
you who receive this report to email me with your contact information and
schedule over the holiday period.  I will have a composite list made up and
distributed.

Thanks
Gary

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 - Berg Gas Complaint.pdf
 - Rojoin.cmplt.PDF


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Anymore details?  Is the offer above or below 675?

What else do you have in a clean 11cap in a good location with room to expand?


Because there is traffic.  I am walking in now.
--------------------------
Sent from my BlackBerry Wireless Handheld (www.BlackBerry.net)


Dear Amazon.com Customer,

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everything to make your gift giving easier--plus, for a limited
time, we're offering free shipping on orders over $99.

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Confirmed.

Vince

 -----Original Message-----
From: 	"Francis X. Diebold" <fdiebold@sas.upenn.edu>@ENRON
Sent:	Friday, October 19, 2001 12:30 PM
To:	Kaminski, Vince J
Subject:	Re: weather research

Perfect, Vince.  I will be sitting by the phone.  Hopefully I won't blow it
this time!  Frank

Vince.J.Kaminski@enron.com wrote:

> Frank,
>
> What about Tuesday next  week, 10:00 a.m. my time?
>
> Vince
>
>     -----Original Message-----
>    From:   "Francis X. Diebold" <fdiebold@sas.upenn.edu>@ENRON
>    Sent:   Thursday, October 18, 2001 5:05 PM
>    To:     Kaminski, Vince J
>    Subject:  Re: weather research
>
>    Great, Vince -- I look forward to it.  I am available (hopefully!)
>    Monday:  7:30-12, EST
>    Tuesday: 7:30-9, 10:30-12, EST
>    Best regards,
>    Frank
>
>    Vince.J.Kaminski@enron.com wrote:
>
>    > Frank,
>    >
>    > I am in Argentina and Brazil this week.
>    > I shall call you Monday - Tuesday next week.
>    > I would like to give you my comments
>    > and talk about a few other things.
>    >
>    > Vince
>    >
>    >     -----Original Message-----
>    >    From:   "Francis X. Diebold" <fdiebold@sas.upenn.edu>@ENRON
>    >    Sent:   Tuesday, October 16, 2001 10:33 AM
>    >    To:     Kaminski, Vince J
>    >    Subject:  weather research
>    >
>    >    Hi Vince, Sorry that our earlier call didn't work out.  I just
>    wanted to
>    >    say that if you see any productive opportunities for joint work,
>    don't
>    >    hesitate to get in touch with me.  Best regards,  Frank
>    >
>    >    --
>    >    Francis X. Diebold
>    >    WP Carey Professor of Economics
>    >    Professor of Finance and Statistics
>    >
>    >    Department of Economics
>    >    University of Pennsylvania
>    >    3718 Locust Walk
>    >    Philadelphia, PA 19104-6297
>    >
>    >    fdiebold@sas.upenn.edu
>    >    http://www.ssc.upenn.edu/~diebold
>    >
>    >    (215) 898-1507  telephone
>    >    (215) 573-4217  fax
>    >
>    > **********************************************************************
>    > This e-mail is the property of Enron Corp. and/or its relevant
>    affiliate and may contain confidential and privileged material for the
>    sole use of the intended recipient (s). Any review, use, distribution or
>    disclosure by others is strictly prohibited. If you are not the intended
>    recipient (or authorized to receive for the recipient), please contact
>    the sender or reply to Enron Corp. at
>    enron.messaging.administration@enron.com and delete all copies of the
>    message. This e-mail (and any attachments hereto) are not intended to be
>    an offer (or an acceptance) and do not create or evidence a binding and
>    enforceable contract between Enron Corp. (or any of its affiliates) and
>    the intended recipient or any other party, and may not be relied on by
>    anyone as the basis of a contract by estoppel or otherwise. Thank you.
>    > **********************************************************************
>
>    --
>    Francis X. Diebold
>    WP Carey Professor of Economics
>    Professor of Finance and Statistics
>
>    Department of Economics
>    University of Pennsylvania
>    3718 Locust Walk
>    Philadelphia, PA 19104-6297
>
>    fdiebold@sas.upenn.edu
>    http://www.ssc.upenn.edu/~diebold
>
>    (215) 898-1507  telephone
>    (215) 573-4217  fax

--
Francis X. Diebold
WP Carey Professor of Economics
Professor of Finance and Statistics

Department of Economics
University of Pennsylvania
3718 Locust Walk
Philadelphia, PA 19104-6297

fdiebold@sas.upenn.edu
http://www.ssc.upenn.edu/~diebold

(215) 898-1507  telephone
(215) 573-4217  fax


They forgot one.

 -----Original Message-----
From: 	Delainey, David
Sent:	Wednesday, March 14, 2001 8:24 AM
To:	Whalley, Greg; Lavorato, John
Subject:	Organizational Changes

short but sweet ...
---------------------- Forwarded by David W Delainey/HOU/EES on 03/14/2001 08:23 AM ---------------------------

Ken Lay and Jeff Skilling@ENRON
03/13/2001 09:19 PM

Sent by:	Enron Announcements@ENRON
To:	All Enron Worldwide
cc:
Subject:	Organizational Changes

We regret to announce that with the reduced emphasis on developing large infrastructure projects in certain countries, a number of individuals have elected to leave Enron.  Diomedes Christodoulou, formerly Chief Commercial Officer of Enron Broadband Services, James Bannantine, formerly CEO of Enron South America, and Sanjay Bhatnagar, formerly CEO of Enron Broadband Services for the Middle East and Asia, have elected to leave Enron to pursue other opportunities.  Diomedes, Jim and Sanjay built and led strong and talented teams at Enron.  We wish all of these individuals the very best in their new endeavors.

<Embedded Picture (Metafile)>


Megan,

I changed the demand fee for Jan.  It looks like Trisha has changed the Transport ticket for the $.11.  I agree with the header charges.

D

	Enron North America Corp.  From:  Megan Parker @ ENRON                           03/14/2001 03:47 PM

To:	Daren J Farmer/HOU/ECT@ECT
cc:
Subject:	Re: Tenaska IV 1/01

TXU revised their rates for Jan 2001. They are now billing us at $0.10 and $0.08 for contract 1671.  This was previously billed all at $0.10.  Please change the demand fee on deal 384258 from $3,841,888.11 to $3,830,131.18.

Also, I spoke to TXU about the rate on contract 1856 (deal 452475).  They have been billing us $0.11 and we have $0.10.  The extra cent is for the El Paso header fee.  The pricing you gave me is for contract 1671, but also has the header fee if you look on page 5 of 6.  You'll see a a section called "Compression & Header Expense if Utilized".  The current rate for 1856 is $0.01 and 0% fuel.  I will leave a copy of the contract in your chair.

Thanks,
Megan

Daren J Farmer@ECT
03/13/2001 10:54 AM
To:	Megan Parker/Corp/Enron@ENRON
cc:

Subject:	Re: Tenaska IV 1/01

I have made the changes mentioned below.  I've also adjusted the spreadsheet based on our conversation yesterday.  Take a look at it when you get a chance.

D

	Enron North America Corp.  From:  Megan Parker @ ENRON                           03/13/2001 09:06 AM

To:	Daren J Farmer/HOU/ECT@ECT
cc:
Subject:	Tenaska IV 1/01

We need to change the demand fees for Tenaska IV based on actuals for Jan 2001.   Tenaska owes us some additional money.  I have attached my netting spreadsheet if you need it.

Deal 514353		Change MMBtu from 45,000 to 46,113
Deal 384258		Change amount from $3,934,644.50 to $3,841,888.11

I got your message regarding Apache.  I will just leave the pay the lesser ofs there until they come back for it.   Also, Mark checked with TXU and we do not have the rights to get dailies for the Tenaska meters.  He said that only the interconnecting pipes get dailies.  For the spreadsheet, I am just going to prorate the actuals based on the noms.

I will let you know when we receive the payment from Brazos for Feb 2001, so you can enter the demand fee to forward the cash to Tenaska IV.

Thanks,
Megan

<Embedded StdOleLink>
<Embedded StdOleLink>


-----Original Message-----
From: 	Patsy Barker <barker@rice.edu>@ENRON
Sent:	Tuesday, December 04, 2001 9:57 AM
To:	(Recipient list suppressed)@ENRON
Subject:	January 2002 All Faculty Meeting date changed

The January 23, 2002 All Faculty Meeting has been changed to accommodate a
Dean's Lecture on that date.

The revised information is as follows:

Monday, January 28
9:45 a.m. to 10:45 a.m.
Room 124

Please change this date on your calendar. For your convenience, I have
attached Revision 3 of the 2001-2002 All Faculty Meeting Schedule.

Thank you.

Patsy Barker
Executive Assistant to the Dean
Jones Graduate School of Management
Rice University
6100 Main Street, MS-531
Houston, Texas 77005
Tel:  713.348.4838
Fax: 713.348.5110
barker@rice.edu

 - AFMFall01-Spr02_Rev.3.doc


Here is a revised CA with CINergy.  They also sent a clean version thinking
that we might not have any changes other than what we had before.  I am still
trying to talk to Jeff about paragraghs #5 and #6.  Thanks
Ben
---------------------- Forwarded by Benjamin Rogers/HOU/ECT on 05/12/2000
03:29 PM ---------------------------

jvennemann@Cinergy.com@Cinergy.com on 05/12/2000 03:20:16 PM
Sent by: kkennedy@Cinergy.com
To: benjamin.rogers@enron.com
cc: mcyrus@Cinergy.com
Subject: Confidentiality Agreement

Ben, thanks for getting back so quickly with comments on the Confidentiality
Agreement.  Attached is a revised draft of the agreement blacklined from the
May 10 draft to show the changes you and I discussed and some slight
modification to address the concern I expressed to you.

I am enclosing a clean version of the blacklined agreement.  If the changes
are acceptable, please print out two originals for execution by ENA and
overnight to me for execution by Cinergy.  Please call me if you have any
questions or comments.
 <<Confidentiality Agreement between Enron North America Corp and Cinergy
Services Inc..DOC>>  <<Confidential AGrement with Enron which was sent to
Ben Rogers on 51200  - this version is a clean version accepting all
blacklined changes from 59437v3.DOC>>

 - Confidentiality Agreement between Enron North America Corp and Cinergy
Services Inc..DOC
 - Confidential AGrement with Enron which was sent to Ben Rogers on 51200  -
this version is a clean version accepting all blacklined changes from
59437v3.DOC


Can you unarchive the following post ids for me please:
684492
703886
725784

Thanks for you help
PL


After the Day ahead market ran, the COI branch group TTC in the (N-S)
direction was changed from 3800 MW to 4100 MW for HE's 1800 through 2400 for
operating day 7/26/01.  The reason for the change is for the Northwest
Generation Urgent pump repairs.  The first applicable Hour Ahead market to
run with these values is HE 1800.  The ISO will update you of any changes in
line rating status.  Sent by Market Operations, inquiries please call the
Hour Ahead Desk.

The system conditions described in this communication are dynamic and
subject to change.  While the ISO has attempted to reflect the most current,
accurate information available in preparing this notice, system conditions
may change suddenly with little or no notice.


Attached is the "Quick Tip" document that I have prepared to help us with the customer training.  Please review the document and I will set up a meeting next week to go over any questions or concerns.  Attached is the list of the customers that will be attending the training, let me know if there is specific customer or customers that you would rather visit with.  A schedule of the hands on training will be distributed at the time of registration.

Thanks,

Maggie


At the request of Reagan Rorschach and Kay Mann, attached please find the
Cover Sheet, General Terms and Conditions and Attachments for the above
referenced Agreement for your review.  Please do not hesitate to call me at
(713) 853-9239 with any questions you may have.  --David Portz


CALENDAR ENTRY:	APPOINTMENT

Description:
	Customer Accounts Status Mtg. conference room EB4102

Date:		12/28/2000
Time:		1:30 PM - 3:00 PM (Central Standard Time)

Chairperson:	Outlook Migration Team

Detailed Description:


I've had several phone calls with large customer groups over the past
24-hours, mostly explaining our noncore/core proposal (in contrast to the one
that the Assembly Democrats have launched which would saddle business with
100% of the utilities' past debts).  As folks know, the cost shift provision
of the Dems plans have been erroneously attributed to us in some cases.

The business folks have been very appreciative of the discussions and have
recognized that, generally, our proposal is a fair and reasonable one.  They
are going to try to set up direct negotiations with Hertzberg and have
requested that I be part of those negotiations.  They are not sure that
Hertzberg will go along with the idea, but they're going to try.  They will
get back to me when they find out.  I'll report back soon as I hear
something.


Per my vague voice mail, please open the attached document (Terms of Business) and look at page 12, Paragraph 20 (Jurisdiction).  This is the paragraph I am inquiring about.

Thanks, as usual.

Sara

 -----Original Message-----
From: 	Glover, Sheila
Sent:	Tuesday, September 18, 2001 8:01 AM
To:	Shackleton, Sara; Heard, Marie
Subject:	FW: Terms of Business

Sara and Marie,
Attached is the Executing Broker agreement with Monument and Credit Lyonnais for ECT Investments Inc.
Please do not hesitate to call if you have any questions.
Thanks. Sheila

 -----Original Message-----
From: 	Jacqueline Tokley <jtokley@monumentderivatives.com>@ENRON [mailto:IMCEANOTES-Jacqueline+20Tokley+20+3Cjtokley+40monumentderivatives+2Ecom+3E+40ENRON@ENRON.com]
Sent:	Monday, September 17, 2001 10:58 AM
To:	Glover, Sheila
Subject:	Terms of Business

Further to our conversation we are pleased to attach an E Mail copy of the
Terms of Business in the name of the new entity.
Copies together with a covering letter will be forwarded to you shortly

Regards
Jacqui Tokley <<201543.doc>>  <<201544.doc>>
*************************************************************************
The information in this internet E-mail is confidential and is intended
solely for the addressee. Access, copying or re-use of information in it
by anyone else is unauthorized. Any views or opinions presented are
solely those of the author and do not necessarily represent those of
Monument Derivatives or any of its affiliates. If you are not the
intended recipient please contact  postmaster@monumentderivatives.com
*************************************************************************

 - 201543.doc
 - 201544.doc


Well, you must be famous in the I bank bidness, as she claims to know you.

From: Lisa Bills/ENRON@enronXgate on 01/10/2001 10:54 AM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: RE: CA Development - revised documents

Never worked at Chase.  Worked at Citi.

 -----Original Message-----
From:  Mann, Kay
Sent: Wednesday, January  10, 2001 10:54 AM
To: Bills, Lisa
Subject: RE: CA Development - revised documents

She says you worked together at Chase.

From: Lisa Bills/ENRON@enronXgate on 01/10/2001 10:50 AM
To: Kay Mann/Corp/Enron@Enron
cc: Roseann Engeldorf/Corp/Enron@ENRON

Subject: RE: CA Development - revised documents

Kay, welcome back.  The intent is that the document package should be sent
together, if not immediately after delivery of Notice.  When are you
expecting the package to be delivered?  Can't it be this pm?  I'm reviewing
the notices now.

By the way, who is Laurie Mahon?

Lisa

 -----Original Message-----
From:  Mann, Kay
Sent: Wednesday, January  10, 2001 9:00 AM
To: Bills, Lisa
Cc: Engeldorf, Roseann; Ondreko, Roger; Jacoby, Ben; Mitro, Fred; Clark,
Catherine
Subject: RE: CA Development - revised documents

Hi Lisa,

I'm back, and will finish up these docs this am.  The notice provision does
not require that all the closing documents be completed as of the date of the
notice, although I expect to have the package finished anyway, including the
CA II documents.

We expect the escrow to be funded today, so as far as I know we will want to
give notice today, although it might be later than the am, depending on when
the escrow is funded.  Ben, Fred, are you ready for us to give notice?

Kay

PS.  Laurie Mahon says "hello".

From: Lisa Bills/ENRON@enronXgate on 01/08/2001 07:21 PM
To: Kay Mann/Corp/Enron@Enron
cc: Roseann Engeldorf/Corp/Enron@ENRON, Roger Ondreko/HOU/ECT@ECT, Ben
Jacoby/HOU/ECT@ECT, Fred Mitro/HOU/ECT@ECT, Catherine Clark/ENRON@enronXgate

Subject: RE: CA Development - revised documents

Kay,
I see that the Notice is dated January 10th with a closing on January 18th.
If you are not back to clean these documents revised and CA II completed
until Wed am, I don't see how we can provide Notice on the am of January
10th.  Also, is the 18th an absolute purchase date so Catherine can work with
Ben to calculate how much money goes to TurboPark and how much we pay to GE?

Notice Ag:  Does "Confirmed by" mean the same thing as "Consented to"
legally?  Would think so but CSFB wants us to Consent so let's make sure we
have the strongest of the two language formations.

Assumption Ag: Pg 2, Clause 1:  insert ")" after Administrative Agent.
  Pg 2, Clause 3:  insert "and otherwise with respect to the Property" at the
end of the last sentence.

Bill of Sale:  Last para:  Need to insert purchase date at end rather than
"January 2001."
       Schedule 1:  Insert ")" after "Assigned Equipment".

Look forward to knowing the final notice and closing date.

 -----Original Message-----
From:  Mann, Kay
Sent: Monday, January  8, 2001 6:38 PM
To: Bills, Lisa; Engeldorf, Roseann; Ondreko, Roger; Jacoby, Ben; Mitro,
Fred; Clark, Catherine
Subject: CA Development - revised documents

Here's a set of CA I revised docs.  If these are ok, we will get CA II lined
up as well.

 << File: Assumption with GE ack(CAEDI)rev2.DOC >>  << File: Bill of
salerev2.DOC >>  << File: Purchase Option Notice(CAED I)rev2.doc >>

I'm on the road tomorrow, but should be back in the office on Wednesday am.

Kay


OK.

 -----Original Message-----
From:  Mann, Kay
Sent: Friday, June 01, 2001 4:16 PM
To: Jacoby, Ben
Subject: RE: TECO

I vote for you.

From: Ben Jacoby/ENRON@enronXgate on 06/01/2001 04:08 PM
To: Kay Mann/Corp/Enron@Enron
cc: Fred Mitro/ENRON@enronXgate

Subject: RE: TECO

Do you want to send the LOI to TECO, or should I?

 -----Original Message-----
From:  Mann, Kay
Sent: Friday, June 01, 2001 1:32 PM
To: Mitro, Fred
Cc: Jacoby, Ben
Subject: RE: TECO

I don't believe we need Keffer's input to process the LOI.  I can have their
power guy look at the term sheet if we think we are done with it.

From: Fred Mitro/ENRON@enronXgate on 06/01/2001 12:42 PM
To: Kay Mann/Corp/Enron@Enron
cc: Ben Jacoby/ENRON@enronXgate

Subject: RE: TECO

Kay:

I will review your comments on the LOI.  I wanted to check with make sure
that someone at King & Spalding is reviewing the Midway term sheet along with
the LOI, so that we can send the term sheet to TECO on Monday/Tuesday.

Let me know.

Fred

 -----Original Message-----
From:  Mann, Kay
Sent: Friday, June 01, 2001 11:45 AM
To: Jacoby, Ben; Mitro, Fred
Cc: jkeffer@kslaw.com
Subject: TECO

Ben,

I made a minor adjustment to the LOI re: exclusivity.

 << File: Midway TECO LOI june 1.doc >>

Policy states that any time we sign up to exclusivity we are supposed to get
it approved by Mark Metts, Tim Detmering and the CEO of the affected business
unit.  Seems a little silly in this case, but it can't hurt. (yes, I know we
didn't do it with the turbine stuff)

Kay


-----Original Message-----
From: 	Scholtes, Diana
Sent:	Tuesday, July 10, 2001 2:14 PM
To:	Swerzbin, Mike
Subject:	FW: That just sucks!
Importance:	High

 -----Original Message-----
From: 	Cutsforth, Diane
Sent:	Tuesday, July 10, 2001 1:13 PM
To:	Freeman, Scott; Runswick, Stacy; Scholtes, Diana; Wilson, Susie; Gang, Lisa
Subject:	FW: That just sucks!
Importance:	High

 -----Original Message-----
From: 	Runswick, Stacy
Sent:	Tuesday, July 10, 2001 1:04 PM
To:	Semperger, Cara; Cutsforth, Diane; Scholtes, Diana
Subject:	That just sucks!

 -----Original Message-----
From: 	Freeman, Scott
Sent:	Tuesday, July 10, 2001 12:55 PM
To:	Runswick, Stacy
Subject:	Stacy's first

Scott Freeman
Enron Summer Analyst
West Power Trading Desk
Work: 503-464-3911
Portland Cell: 503-701-1163
Austin Cell: 512-294-7692
Home: 503-236-6204


Don't mean to keep the chain of emails going, but given the cameras and the
grand-standing politicians (who seem to have an abundance of rhetoric and
capacity for scape-goating, and a paucity of constructive solutions or the
will necessary to do what needs to be done), seems worth considering the pros
and cons of throwing anyone in front of any legislative committees.  We may
decide that the pros outweigh the cons and that there's discernable value
having our outside counsel speak to the issues of supply and demand in
California and the West, but seems worth spending 5 or 10 minutes on.

Best,
Jeff

	Paul Kaufman@ECT
	01/11/2001 01:30 AM

		 To: Susan J Mara/NA/Enron@ENRON
		 cc: Alan Comnes/PDX/ECT@ECT, James D Steffes/NA/Enron@Enron, Jeff
Dasovich/NA/Enron@Enron, Richard Shapiro/NA/Enron@Enron, Sandra
McCubbin/NA/Enron@Enron
		 Subject: Re: Special Oversight Committee

What the heck are you doing awake at 2:00 a.m.

Re:  the hearing.  I'm really not sure that this hearing is worth spending
alot of time worrying about--at least given my understanding of the scope of
this Committee's responsibilities during the special session (i.e, the lack
of responsibilities).   Although, Sandi may know more about the importance of
this hearing based on discussions with the Committee folks, from our
discssions over the past couple of days in Sacto it really seems like the
hearing will be informational in nature.

In any event,  I don't see the downside to having Mike do the testimony.
Mike knows enough to be helpful to the Committee.  He's easy to insert in the
process.   While I have absolutely no problems using Robert Michaels, the
hearing is on Tuesday--less than one week from today--and somebody would have
to vet his testimony and work with him to prepare the document.  If we can
make this work, I'm all for it.  It just seem a lot easier to use Mike.

Re:  why can't we just say no.  From my standpoint there is an upside in
participating--we continue to support Wright.  Wright has become the voice of
reason on energy issues.

Susan J Mara@ENRON
01/10/2001 10:48 PM
To: Paul Kaufman/PDX/ECT@ECT
cc: Alan Comnes/PDX/ECT@ECT, James D Steffes/NA/Enron@Enron, Jeff
Dasovich/NA/Enron@Enron, Richard Shapiro/NA/Enron@Enron, Sandra
McCubbin/NA/Enron@Enron
Subject: Re: Special Oversight Committee

Can't we just say "no"?  I know Rod thinks highly of Mike, but I'm having a
hard time seeing what he can add on the stated topic.  Mike Day is certainly
no expert on supply and demand.  I can understand our reluctance in putting
an Enron person on the stand, so maybe we shouldn't.  Why not pay an
economics consultant, like Robert Michaels to represent us?  He's been in the
media lately and has the right type of expertise.  ALso, he's just joined
TCA, so we could easily use him.

	Paul Kaufman@ECT
	01/10/2001 10:19 PM

		 To: Susan J Mara/NA/Enron@ENRON, Sandra McCubbin/NA/Enron@Enron, Jeff
Dasovich/NA/Enron@Enron, Alan Comnes/PDX/ECT@ECT
		 cc: James D Steffes/NA/Enron@Enron, Richard Shapiro/NA/Enron@Enron
		 Subject: Special Oversight Committee

The invitation is to participate in a meeting before the Utilities and
Commerce Committee of the regular session.  The oversight committee is an
entirely different matter--as of yesterday no schedule for its meetings had
been set (timing may follow the release of the CPUC auditor's report on the
utilities).

As for the invitation to speak, my thought is that we ask Mike Day to speak
on our behalf.  The issue we have been asked to address is, very generally,
supply and demand.    Day has a lot of credibility with Wright and it's
Wright's committee.   Just be sure, this afternoon, Sandi was following up
with the Wright's office to get a better picture on scope of the hearing.
With regard to this subject, I asked Alan Comnes to look through the Mary
Hain presentation to FERC (from last summer) and pull out the slides that
were relatively current (or not too awfully out of date).  From what we have
seen so far, I don't think we need to get to worked up over this particularl
hearing before the regular Utilities committee.  All the action will occur
before the special session committees.

If the need to discuss the hearing continues to be an issue, let's talk
further.   Sandi please follow up with Sue on what we've discovered through
Wright's office re:  the Tuesday hearing.

---------------------- Forwarded by Paul Kaufman/PDX/ECT on 01/10/2001 10:18
PM ---------------------------

Susan J Mara@ENRON
01/09/2001 10:50 PM
To: Paul Kaufman/PDX/ECT@ECT, Sandra McCubbin/NA/Enron@Enron, Jeff
Dasovich/NA/Enron@Enron, Marcie Milner/Corp/Enron@ENRON, James D
Steffes/NA/Enron@Enron, Richard Shapiro/NA/Enron@Enron, Alan
Comnes/PDX/ECT@ECT
cc:
Subject: Special Oversight Committee

We need to discuss our response to this invitation
----- Forwarded by Susan J Mara/NA/Enron on 01/09/2001 09:22 PM -----

	Scott Govenar <sgovenar@govadv.com>
	01/09/2001 03:15 PM

		 To: Hedy Govenar <hgovenar@govadv.com>, Bruno Gaillard
<bgaillar@ees.enron.com>, Mike Day <MDay@GMSSR.com>, Mona L Petrochko
<Mona_L_Petrochko@enron.com>, Jeff Dasovich <jdasovic@enron.com>, Susan J
Mara <smara@enron.com>, Paul Kaufman <pkaufma@ect.enron.com>
		 cc:
		 Subject: Special Oversight Committee

There will be an oversight subcommittee of the new committee formed to
shape energy policy in the Special Session.  In a meeting today,
Assembly Member Darryl Steinberg, who will Chair the subcommittee, told
us he expects to hold two hearings to "track the money" between
utilities, geneators and wholesalers.  He hopes to wait until after the
completion of the PUC audit, unless that audit drags on longer than the
next week or so.  He is planning a "constructive investigation" and
pledges to be fair.  The subcommttee will be staffed by the Speakers
Office of Oversight.

Also, Enron has been invited to testify at an informational hearing of
the Assembly Utilities and Commerce Committee on January 16, 2001.  The
general topiic is how supply and demand affect the California market and
what options are available for new or repowered generation in
California.


Do you have Mike's new address?
~*~*~*~*~*~*~*~*~*~*~*~*~
Karen
~*~*~*~*~*~*~*~*~*~*~*~*~


---------------------- Forwarded by Judy Hernandez/HOU/ECT on 05/12/2000
03:26 PM ---------------------------

Judy Hernandez on 05/12/2000 02:11:34 PM
To: suhernan@llgm.com, Dora_Thurmond@uniteddc.com,
Sandy_Hernandez@uniteddc.com, Maria Sandoval/HOU/ECT@ECT, Diane
Salcido/Corp/Enron@Enron, Bernice Rodriguez/HOU/ECT@ECT, Hannah
Ortiz/HOU/ECT@ECT, Melissa Rodriguez/HOU/ECT@ECT, Rose Botello/HOU/ECT@ECT,
Amber Ebow/HOU/ECT@ECT, jh306@netzero.net, jcutaia@tupac.com
cc:
Subject: FW: For our Children...

---------------------- Forwarded by Judy Hernandez/HOU/ECT on 05/12/2000
02:04 PM ---------------------------

Angela Barnett
05/12/2000 01:17 PM
To: Regina Blackshear/Corp/Enron@ENRON, Judy Hernandez/HOU/ECT@ECT, Leslie
Smith/HOU/ECT@ECT, Eve Puckett/Corp/Enron@ENRON, McJenjil@aol.com,
Topey0661@aol.com, kittenkid_65@yahoo.com, lsharis@msn.com
cc:
Subject: FW: For our Children...

---------------------- Forwarded by Angela Barnett/HOU/ECT on 05/12/2000
01:14 PM ---------------------------

"Curley, Kim" <KCurley@tmh.tmc.edu> on 05/12/2000 09:40:40 AM
To: "'angela.barnett@enron.com'" <angela.barnett@enron.com>
cc:
Subject: FW: For our Children...

> -----Original Message-----
> From: Curley,  Kim
> Sent: Friday, March 17, 2000 4:47 PM
> To: 'angela.barnett@enron.com'
> Subject: FW: For our Children...
>
>
>
> -----Original Message-----
> From: Labbe, Tammy R.
> Sent: Thursday, July 29, 1999 1:52 PM
> To: Curley,  Kim
> Subject: FW: For our Children...
>
>
>
> -----Original Message-----
> From: Jackie.Preston@waii.com [SMTP:Jackie.Preston@waii.com]
> Sent: Thursday, June 24, 1999 2:03 PM
> To: tlabbe@tmh.tmc.edu
> Subject: For our Children...
>
> I hope you get this attachment.  It may or may not work.  Enjoy.
>
> Jackie
>  <<Childs10.pps>>

 - Childs10.pps


Mark - for your info.

   Mark

---------------------- Forwarded by Mark Evans/Legal/LON/ECT on 06/03/2001
18:20 ---------------------------

Mark Evans
06/03/2001 18:15
To: Ann Ballard/enron@enronxgate, Lance Schuler-Legal/HOU/ECT@ECT, Donna
Lowry/Enron@EnronXGate
cc: Jonathan Marsh/EU/Enron@Enron, Mahesh Lakhani/LON/ECT@ECT

Subject: Re: Equity Stake in British Energy (STRICTLY PRIVATE AND
CONFIDENTIAL)

Ann, Lance,

the possibility of Enron Europe shorting the stock of British Energy (BE), a
UK listed company has raised its head again and I would be grateful for your
assistance (or for the assistance of someone in your teams) in analysing the
US consequences.

I attach for your information an exchange of emails which took place in
October last year when we last discussed this.

The largest trade we would execute would be to short up to 5% of the capital
of BE, which is currently worth approx UKo50m. I believe that Enron
Investment Services Limited (as agent for ECT Investments Inc. - the
principal in the transaction) would execute the trade through third party
brokers in the UK.

A number of issues cropped up last time and I presume the position is not
changed as a result of our transaction being being a short sale rather than a
purchase. The issues were:

1. Hart Scott Rodino:  could you please let us know how HSR impacts the sale,
whether filings are required which mean the transaction has to be delayed,
and what further information you need to be able firm up on your analysis.

2. PUHCA: same as for HSR.

3. Restricted List: hopefully Donna will be able to confirm that BE is not on
the restricted list, but I have not seen the list for some time.

4. Enron Corp Personal Trading Rules: Richard Lewis is the originator of the
idea for the trade in the UK and he expects to have a say in when it is
liquidated, so it might be said that he has a degree of "responsibility" for
the trade although it would be executed through John Greene's team. Richard
and his team are responsible for UK Power and Gas and Continental Gas at
Enron Europe. They do not on a day to day basis have responsibility for
equity trading within Enron Europe. My reading of the latest version of the
Personal Trading Rules which I received:

"Employee Trading.  No employee of any Enron Business Unit may engage in the
trading of any Position for the benefit of any party other than an Enron
Business Unit (whether for their own account or for the account of any third
party) where such Position relates to  (i) any financial instrument,
security, financial asset or liability which falls within such employee,s
responsibility at an Enron Business Unit, or (ii) any other commodity not
covered by (i) included in any Commodity Group".

...is that this trade should not result in Richard or any of his team losing
the ability as a result of the above rule to trade generally in equities for
their own account. Do you agree? Is there any mechanic for getting a
clearance on that front?

5. Insider Trading: two UK issues here which we are getting to the bottom of.
Firstly, Richard and/or members of his team with knowledge of this potential
trade may have already shorted BE in their own names. If done in anticipation
of a future large short trade by Enron Europe, Enron Europe's trade could
make them insiders and their trades criminal offences. Secondly we need to be
clear that the information which is driving Enron Europe (through ECT
Investments Inc) to execute the trade is public information and not insider
information: eg information obtained through a one on one trading
relationship with BE. Breach of these rules, or even the appearance of breach
of these rules, could breach the rules of the SFA, our UK regulator.

I presume there are similar issues in the US.

I will call you both this evening to discuss this if I may. It would be very
useful if a Houston lawyer could be nominated to assist us on this and to
coordinate input from the (inevitable) various sources .

Many thanks in advance.

        Mark

---------------------- Forwarded by Mark Evans/Legal/LON/ECT on 06/03/2001
17:40 ---------------------------

Paul Simons
06/10/2000 16:01
To: Ann Ballard/Corp/Enron@ENRON
cc: Michael Mills/LON/ECT@ECT (bcc: Mark Evans/Legal/LON/ECT)

Subject: Re: Equity Stake in British Energy (Confidential)

Ann

We would like to kick off the filing under the HRS Act - if only to be able
to move forward quickly if we decide to do so. Seeking guidance from outside
counsel may be a waste of time in light of the clear advice you received
recently from V&E.  But we'll be guided by you if you think otherwise.

Michael Mills - who is the commercial person leading this in London -  would
first like to understand at what point the filing fee becomes irrecoverable
(this may be day 1!).

Please provide any info on this and Michael will then decide whether to kick
off the filing (which, if I've understood correctly, will not take more thanm
20 days - please confirm).

Please liaise with Michael directly since I'm out Monday and we may well want
to begin this process then.  Many thanks for your help

Paul

From: Lance Schuler-Legal on 06/10/2000 08:17 CDT
To: Paul Simons/LON/ECT@ECT
cc: Ann Ballard/Corp/Enron@ENRON

Subject: Re: Equity Stake in British Energy (Confidential)

I assume that we still do not have material, inside information for US
securities laws purposes.  I think the Chinese Walls issue we have resolved.
As for HSR, it is applicable to foreign investments if the target meets
certain revenue requirements from the US.  You may want to followup on this
point from Ann.  Good luck.  Lance.

W. Lance Schuler
Enron North America Corp.
1400 Smith Street, EB 3826
Houston, Texas  77002
Phone:  713/853-5419
Fax:  713/646-3393
Email:  lance.schuler-legal@enron.com

	Paul Simons
	10/06/2000 05:40 AM

		 To: Mahesh Lakhani/LON/ECT@ECT
		 cc: Donna Lowry/HOU/ECT@ECT, Ann Ballard/Corp/Enron@ENRON, Lance
Schuler-Legal/HOU/ECT@ECT, Mark E Haedicke/HOU/ECT@ECT, Mark
Evans/Legal/LON/ECT@ECT, Richard Lewis/LON/ECT@ECT, Sheila Tweed/HOU/ECT@ECT,
Erica Gut/LON/ECT@ECT, Stephen Dwyer/LON/ECT@ECT, Janine Juggins/LON/ECT@ECT
		 Subject: Re: Equity Stake in British Energy (Confidential)

Ann/Donna/Lance

If BE or other equity trades are executed by a UK trader are the US issues we
have been discussing still relevant if the trades are booked in our US
entity?

Do you need to see the agency agreement Mahesh refers to below?

Thanks

Paul

Mahesh Lakhani
06/10/2000 09:51
To: Paul Simons/LON/ECT@ECT
cc: Donna Lowry/HOU/ECT@ECT, Ann Ballard/Corp/Enron@ENRON, Lance
Schuler-Legal/HOU/ECT@ECT, Mark E Haedicke/HOU/ECT@ECT, Mark
Evans/Legal/LON/ECT@ECT, Richard Lewis/LON/ECT@ECT, Sheila Tweed/HOU/ECT@ECT,
Erica Gut/LON/ECT@ECT, Stephen Dwyer/LON/ECT@ECT, Janine Juggins/LON/ECT

Subject: Re: Equity Stake in British Energy (Confidential)

As I mentioned at the meeting on Wednesday, we should use the structure that
we are setting up for John Greene's European equity trading activities.
Enron Investment Services Ltd (the UK agent) is now set up and the agency
agreement with ECT Investment Inc has been drafted and is being circulated
for comments.  The securities would be held in ECT Investment Inc as agent
with Enron Investment Services Ltd acting as its agnet..

Mahesh

Paul Simons
05/10/2000 19:19
To: Donna Lowry/HOU/ECT@ECT
cc: Ann Ballard/Corp/Enron@ENRON, Lance Schuler-Legal/HOU/ECT@ECT, Mark E
Haedicke/HOU/ECT@ECT, Mark Evans/Legal/LON/ECT@ECT, Richard
Lewis/LON/ECT@ECT, Sheila Tweed/HOU/ECT@ECT, Erica Gut/LON/ECT@ECT, Mahesh
Lakhani/LON/ECT@ECT

Subject: Re: Equity Stake in British Energy (Confidential)

Thanks, Donna - This is very helpful.  My guess is that the securities will
be held by the normal US entity - ECT Investments Inc - while we continue to
"set up shop" in London.  UK Tax may wish to consider this. Thanks

Paul

To: Paul Simons/LON/ECT@ECT
cc: Ann Ballard/Corp/Enron@ENRON, Lance Schuler-Legal/HOU/ECT@ECT, Mark E
Haedicke/HOU/ECT@ECT, Mark Evans/Legal/LON/ECT@ECT, Richard
Lewis/LON/ECT@ECT, Sheila Tweed/HOU/ECT@ECT

Subject: Re: Equity Stake in British Energy (Confidential)

Paul, As a follow up to the Chinese Wall issues, I have verified that Gary
Hickerson does not currently have a position in British Energy (as of
10/3/00).  After discussion with Lance, we have determined that it will be
acceptable for the commercial team to have direct contact with Gary providing
direction for Gary's group to purchase shares for the London group, assuming
London is not in possession of material non-public information.  We will NOT
be putting British Energy on the Private Restricted List for Gary, thus
allowing him to freely trade if he so chooses.  Please let me know if this
will be problematic.

From an operational standpoint, EEL does not have an existing account with
Morgan Stanley, the broker dealer that Gary's group executes trades through,
so it appears that one will have to be established if the securities are
going to be purchased in EEL's name.  Is there currently any thought on which
entity will actually own the shares?  Donna

Ann Ballard@ENRON
10/05/2000 11:26 AM
To:
cc: Donna Lowry/HOU/ECT@ECT,
Subject: Re: Equity Stake in British Energy (Confidential)

I am not at all sure that Enron could rely on the "Solely for Investment
Purposes" exemption of Section 802.9 of the Rules promulgated under the
Hart-Scott-Rodino Anti-trust Improvements Act.  On its face the rule seems to
be applicable if the voting securities are acquired for investment purposes
only and the post-acquisition holdings will be 10% or less, regardless of
dollar value.  Section 801.1(i) defines "solely for  purpose of investment"
as having no intention of participating in the formulation, determination or
direction of the basic business decisions of the issuer.  Background
Information published by the FTC relating to Rule 801.1(i) in the Statement
of Basis and Purpose lists conduct which may be viewed as inconsistent with
an investment purpose.  Those include (i) nominating a candidate for the
Board of Directors, (ii) proposing corporate action requiring shareholder
approval, (iii) soliciting proxies, (iv) having a controlling shareholder,
director, officer or employee simultaneously serving as an officer or
director of the issuer, (v) being a competitor of the issuer, or (vi) doing
any of the foregoing with respect to any entity directly or indirectly
controlling the issuer.  Although the Statement of Basis and Purpose says
that the presence of any of these factors will be taken into account in
determining whether or not an investment purposes exists, I have been advised
recently by Neil Imus, a partner in the Anti-trust Section of Vinson &
Elkins' Washington Office, that the FTC Staff does not like the Section 802.9
exemption, and will not allow a competitor to rely on the exemption.  If an
investment of more than $15 million of voting securities will be made, then
we should consider whether to make further inquiry with the FTC staff or make
a filing under the HSR Act.  The filing fee is US$45,000, and the waiting
period would begin upon filing by Enron and expire 20 days later.  It is
likely that early termination of the waiting period would be granted as I
assume that there would be no substantive anti-trust issues. The penalty for
violating the HSR Act is up to $10,000 per day.  I would be very interested
if anyone has gotten different advice on this exemption from other counsel.

	Paul Simons@ECT
	10/05/2000 10:38 AM

		 To: Sheila Tweed/HOU/ECT@ECT, Donna Lowry/HOU/ECT@ECT, Lance
Schuler-Legal/HOU/ECT@ECT, Ann Ballard/Corp/Enron@ENRON
		 cc: Richard Lewis/LON/ECT@ECT, Mark Evans/Legal/LON/ECT@ECT, Mark E
Haedicke/HOU/ECT@ECT
		 Subject: Equity Stake in British Energy (Confidential)

We are currently analysing British Energy to ascertain whether or not we want
to take an equity stake in them.  Our equity trading capability in London is
not quite up and running, which means that if a decision is taken to move
forward with this investment, the equity trades would need to be executed by
traders based in Houston.

Lance has kindly provided some useful initial information on this and has
indicated that you may be able to assist further.  The issues would seem to
be as follows:

1. Chinese Walls Procedures

I understand that your Chinese Walls procedures require all proposed
investments of this kind to be routed through Donna Lowry.  Donna, on the
assumption that our decision to invest is not based on price-sensitive,
non-public information, please let us know what other procedures we need to
follow to satisfy your requirements.

2. Hart Scott Redino

I gather that these issues will not arise if the stake we are looking to take
is less than $15 million, or less than 15%.  We will certainly be taking less
than 15% of  BE, but it is not clear to me what the size of our investment is
likely to be.   (Richard?).

Lance, you mentioned that if the shares are being acquired for "investment
purposes only" then we would be exempt from these requirements.  Presumably
this is in addition to the size requirements mentioned above.  My
understanding is that our stake would be purely for investment purposes -
essentially to hedge our trading position should the price of power go up,
and that we are not looking to acquire BE (or a substantial stake in BE)
which is in the same sector as Enron.  Assuming this is the case (and
Richard, please correct me if I'm mistaken), please let me know whether we
need to take this issue further.

3. PUHCA Issues

I am not sure what these are (!), but perhaps Sheila could comment on whether
any arise on the facts given above.

It may also be helpful to note that British Energy is a UK company quoted on
the London Stock Exchange, but not on any North American Exchange.  It does,
however, have substantial assets in Canada and a 50/50 joint venture with a
US partner which owns Three Mile Island and another generating asset.  Please
let me know if you require further information.

Many thanks.

Paul


Joe,
As Eric discussed, we need to get the MCV 1 Contract "re-quoted" as of close of business today (03/20/2002). For reference, below are the quotes you provided on 03/15/2002.
NYMEX
indication on the nymex for jun 02/dec 07 is 3.651
Basis:
indication for the trunkline s tx jun 02-dec 07 is -13/-10, trunkline,la. jun 02-dec 07-10/-8
apr 02-oct 02 trunkline s tx indication -12/-9, nov 02-mar 03 -13/-9
apr 02-oct 02 trunkline, la indication -8.5/-7.5, nov 02-mar 03 -8.5/-7.5
Index:
Joe the indication for index on the trunkline s texas is index-1/ index+1 for jun 02/ dec 07, and the trunkline, la index indication is index flat/ index +1 jun02/ dec07

Thank you very much for your help.

Yuan


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GLOBAL FX STRATEGY by Deutsche Bank AG Foreign Exchange Research Department

The U.S. Dollar is the only major industrial currency that has generated a
year-to-date positive return in U.S. Dollar terms this year (see Figure 1).
Our 2000 FX Scorecard of yield adjusted currency returns for the
January-November 2000 period reveals that the Canadian Dollar is the
industrial world's second best performing currency with a return of -0.7% in
U.S. Dollar terms, while the yen came in third place with a return of -6.7%.
The Australian Dollar and New Zealand Dollar are the world's worst performing
currencies so far this year with returns of -15.8% and -18.2%, respectively,
in U.S. Dollar terms...

GANN ANGLES by Phyllis Kahn

(December, 2000) The big question that I can't answer this early is: will the
anniversary date of this year's Dow high on January 14th be a high or low?
The high was followed by a major low in March, both time periods, i.e.,
January and March, are very important as 2001 unfolds, as they are key
"seasonals" for major turning points...

A RECESSION IS ON THE WAY by Peter Dag & Associates, Inc.

What is the likely direction of the financial markets? In order to answer
this question it is useful to recognize that there are 6 phases in a complete
financial cycle. Each phase is characterized by the position of various
indicators as follows...

INFORMATION TECHNOLOGY AND PRODUCTIVITY by Federal Reserve Bank of San
Francisco

(November 10, 2000) Productivity growth in the U.S. has picked up noticeably
in recent years. From 1996 to 1999, average labor productivity, or ALP, in
the private, nonfarm U.S. economy grew at a 2.8% annual rate, more than twice
the rate that prevailed between 1980 and 1995. Many observers have linked
this acceleration in productivity to the explosive growth of computers and
information technology (IT)...

MONETARY TRENDS by Federal Reserve Bank of St. Louis

(December 2000) Earlier this year, the United States introduced its eighth
dollar coin. The new dollar coin is gold in color and bears the image of
Sacagawea--the only woman on the Lewis and Clark expedition. Proponents of
the dollar coin point out that the widespread use of dollar coins would
result in considerable savings to the government...

NATIONAL ECONOMIC TRENDS by Federal Reserve Bank of St. Louis

(November 2000) Economic growth in the United States has averaged about 4.5
percent per year since 1996. The Congressional Budget Office (CBO), the
budget and macroeconomic analysis agency of the U.S. Congress, has raised its
estimate of the growth rate of potential GDP for the period 1994-2000 (see
chart)...
CBO's Growth Outlook

=============================================================

Thank you for reading the CONSENSUS Market Advisory Newsletter. In the future
we plan to include special offers, contests and other features. The next
issue of our newsletter will be e-mailed December 12.

CONSENSUS, INC.
PO Box 411128, Kansas City, MO 64141
816-461-2800 or 800-383-1441
mailto:editor@consensus-inc.com


Hey, Pete. The Appalachian, Algonquin others, M3, non-NY, NY, and Tenn. Z6
prices and ranges are repeats of yesterday, thanks...

Tom Castleman
Assistant Markets Editor, Gas Daily
713-939-5831


Are you guys up for a little guys night out tonight?? Call me 713-853-6203
or leave a message for me at home 713-668-3712.

MC


Thanks for checking on this.

Kate

Stephanie Piwetz   12/05/2000 08:27 AM

To: Melissa Ann Murphy/HOU/ECT@ECT, Kate Symes/PDX/ECT@ECT
cc:

Subject: Re: Missing Trade

Yes, the following trade was cancelled, Bloomberg failed to send a
cancellation.  Called Bloomberg, spoke to Trish, and she emailed me a
cancelled copy.  Thanks
Stephanie

Melissa Ann Murphy
12/05/2000 08:46 AM
To: Stephanie Piwetz/HOU/ECT@ECT
cc:
Subject: Re: Missing Trade

---------------------- Forwarded by Melissa Ann Murphy/HOU/ECT on 12/05/2000
07:44 AM ---------------------------
   Kate Symes                12/04/2000 04:57 PM

To: Melissa Ann Murphy/HOU/ECT@ECT
cc:
Subject: Re: Missing Trade

According to all the guys at the Long Term Northwest desk, this trade was
cancelled by Bloomberg. Let me know if Bloomberg still thinks it's good, and
I'll have the traders call over there.

Thanks,
Kate

Melissa Ann Murphy
12/04/2000 02:46 PM
To: Kate Symes/PDX/ECT@ECT
cc: Stephanie Piwetz/HOU/ECT@ECT

Subject: Missing Trade

Hi Kate, I have a broker confirm from Bloomberg for the following deal:

Deal Date:  12/04/2000

Enron buys from Idaho Power

January 2001  $300.00   25 Mws  Mid Columbia

Mike Swerzbin was the trader.

I cannot find this trade in the system.

Let me know,

Thanks,
Melissa
(713) 853-1886


---------------------- Forwarded by Mike Grigsby/HOU/ECT on 08/16/2000 12:03
PM ---------------------------
From: Joan Collins@EES on 08/16/2000 09:32 AM
To: Mike Grigsby/HOU/ECT@ECT
cc:
Subject: Forward Basis Info

Mike-
    Here are the locations that I need forward basis for the period Sept 00 -
Dec 01, broken out on a monthly basis if possible.  I am utilizing this info.
to project gas cost for Suiza Dairy, an EES customer.

  Locations:
Socal Border
CIG Rockey Mts
NW Sumas
EPNG San Juan
EPNG Permian

Thanks for your help!!!!
Joan


James or Rishi:
Please send out the books for Sempra, PPL Global, and NRG.  We have executed
signed CA's with them and are ready t go out.  Thanks
Ben


Hey Lisa,

Hope you had an absolutely incredible honeymoon.  I'm sure it was a blast.  The reason I'm writing, actually, is because I left something at the church the night of the wedding.  I thought it had been taken to the country club but the wedding co-ordinators didn't have it.  Basically, it was a white plastic bag with a little kids t-shirt and a little girls shorts & tank top outfit (along with a little hand painted picture).  I bought the clothes in the Caymans for my niece and nephew, so ideally I like to track them down.  I was hoping you could tell me who I should contact about items left in the bridesmaid's room in the church.  I think the bag said The Wharf on the outside if that helps at all.

Thanks,
Sue


I'm pretty sure we're good to go.  Check back with you on the restaurant.

Fletch


More questions:

We have two different levels of guarantee values.  We have the specific
performance levels, which if not met can result in termination, etc.  This
includes emissions, electrical output, heat rate, water (consumption and
discharge).  Will all of these have  more stringent guaranteed levels that
FCE will have to work to try to fix?  I'm assuming there are no sound
issues.

Thanks again,

Kay


---------------------- Forwarded by Tana Jones/HOU/ECT on 09/22/99 10:01 AM
---------------------------

Shari Stack
09/21/99 03:49 PM
To: Tana Jones/HOU/ECT@ECT
cc:
Subject: MAC as an Add'l Event of Default

I will leave this in your capable hands to sort out w/ MET.

Thanks!

S
---------------------- Forwarded by Shari Stack/HOU/ECT on 09/21/99 03:48 PM
---------------------------

Tanya Rohauer
09/21/99 03:47 PM
To: Shari Stack/HOU/ECT@ECT
cc: Patricia Cini/HOU/ECT@ECT
Subject: MAC as an Add'l Event of Default

Shari,

The correct S&P rating is BBB- and as Pat mentioned, we DO want to include as
part of the definition of Material Adverse Change if the counterparty ceases
to be rated.  Let me know if you have questions.

Thanks,
Tanya
---------------------- Forwarded by Tanya Rohauer/HOU/ECT on 09/21/99 03:44
PM ---------------------------

	Enron North America Corp.

	From:  Patricia Cini                           09/17/99 11:19 AM

To: Tanya Rohauer/HOU/ECT@ECT
cc:
Subject: MAC as an Add'l Event of Default

Tanya-

I am sure that you noticed in the attachment that Shari has the trigger at
BBB and not BBB-.  In addition, do we want to add language in that section
that says an Event of Default also occurs if they are no longer rated by S&P?

Regards,

Pat

---------------------- Forwarded by Patricia Cini/HOU/ECT on 09/17/99 11:16
AM ---------------------------

Shari Stack
09/17/99 10:26 AM
To: Mark - ECT Legal Taylor/HOU/ECT@ECT, Sara Shackleton/HOU/ECT@ECT, Carol
St Clair/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT, Marie Heard/HOU/ECT@ECT, Susan
Flynn/HOU/ECT@ECT, Susan Bailey/HOU/ECT@ECT, William S Bradford/HOU/ECT@ECT,
Tanya Rohauer/HOU/ECT@ECT, Rod Nelson/HOU/ECT@ECT, Patricia Cini/HOU/ECT@ECT,
John Suttle/HOU/ECT@ECT, Russell Diamond/HOU/ECT@ECT, Debbie R
Brackett/HOU/ECT@ECT, Brant Reves/HOU/ECT@ECT, Tracy Ngo/HOU/ECT@ECT, Tom
Moran/HOU/ECT@ECT, Christopher Smith/HOU/ECT@ECT
cc:
Subject: MAC as an Add'l Event of Default

Further to our meeting this past Monday, attached please find a proposal for
a Material Adverse Change Clause as an Additional Event of Default in the
ISDA Master Agreement.

Any comments or suggestions would be welcome.

Many thanks,

Shari


Dear Sally,

Here is the lastest.  I'll continue to keep you in the loop.

Best regards

Shona


The New Cash Approval Tool is ready for use.
Please begin using the new process as soon as possible.

We will continue to run payment proposals through Thursday to provide a transition period for catching same day and next day items until the process is in full swing.  For those of you who started working with your data yesterday and have set items for payment on Wednesday, we will be working with George to review these items today.

There will be a communication coming out from Ray Bowen shortly introducing the new process and the changes being made.  Please help communicate the changes within your business unit. The success of this process is very dependent on you helping enforce the guidelines.    If you have any questions or need any assistance, please call me at 5-4866.

Note:  The transaction code to get into the tool is ZEBOI.

Sheila Howard
Integrated Solutions Center
Customer Care
713-345-5301


Dear Traders,

OUR MEETING HAS BEEN SWITCHED TO THE CASCADE CONFERENCE ROOM........

  We will have our regular bi-weekly Enpower meeting this Wednesday at 1 PM in the CASCADE conference room (unless otherwise notified of a conference room or time change).  Please make plans to be in attendance for pertinent updates.  The meeting should last 15 - 20 minutes. If you will not be there, please let me know in advance who I can forward information on to.
Thanks and see you there!,
 Virginia


Do you need the electronic file?  All I sent was the redline.

	From:  Robert Sevitz                           02/06/2001 04:41 PM

To: Kay Mann/Corp/Enron@Enron
cc: John G Rigby/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Richard
Leibert/HOU/EES@EES, Fred L Kelly/ENRON_DEVELOPMENT@ENRON_DEVELOPMENt, Peter
Nassab/Corp/Enron@Enron, Jude Rolfes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT,
Mark Bernstein/HOU/ECT@ECT, John
Schwartzenburg/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT

Subject: Re: FW: Draft Coop City Term Sheet - priority.

Kay

No, it is not true that we are scrapping the document you worked on.  We are
in the process of further development of that same document to meet the needs
of the project based on discussions with Mark earlier today.  I anticipate
issuing a revised draft to you for review tomorrow.

Bob


I am ok.

 -----Original Message-----
From: 	Moore, Jan
Sent:	Thursday, October 25, 2001 8:29 AM
To:	Geaccone, Tracy
Subject:	TW Weekly

Tracy:

Good morning.  Attached below is the Weekly and my explanations for Steve.  Let me know if you are OK with it.

Thanks!

 << File: Steve_10_26.doc >>  << File: sharris1001wk4.xls >>

Jan
X53858


When: Monday, October 22, 2001 1:00 PM-3:00 PM (GMT-06:00) Central Time (US & Canada).
Where: 3 Allen Ctr, 17C1

*~*~*~*~*~*~*~*~*~*

As per our conversation, we will be meeting Kevin Burns with OATI on Monday from 1 to 3 PM in the Three Allen Center, 17C1.
He is making himself available to demonstrate any OATI products you think may be applicable for term, hourly,  or services.
Plan on attending or sending a representative over.

Thanks,
Corry Bentley


Rosie just called... Ken will record the voicemail.  Are you hungry?  Want us to bring you food?


come on up tomorrow afternoon.

-----Original Message-----
From: Andrews, Jeff
Sent: Tuesday, October 02, 2001 8:35 AM
To: Arnold, John
Cc: Fraser, Jennifer
Subject: morning gas views

John,

We have developed a "morning briefing" for Gary Hickerson that includes primarily views on the crude and products markets.  Recently, Gary has asked that we include a brief overview on Nat Gas in this packet.  We have worked with Chris Gaskill to get the morning briefing that he puts together for you and your traders and find it very helpful.

However, I am interested in going a step further and would like to talk with you or one of your traders on a regular basis in order to get a more trading-centric view on this morning packet.  Specifically, I want to ask the question, "What do you view as most important in this information" so we can develop our own "value added" information for Gary's group.

Is there one of your traders who I might be able to meet with (after market close, of course) to discuss?

Thanks, John.

Jeff


Chinese Wall training of one hour has been scheduled on the dates listed
below.  The training is mandatory and allows EWS to continue operating all
its businesses including equity trading without violating the securities laws.

Please register for one of the four one-hour sessions listed below.  Each
session is tailored to a particular commercial group, and it would be
preferable if you could attend the session for your group.  (Your particular
group is the one highlighted in bold on the list below.)

 Monday, March 5, 2001, 10:00 a.m. ) Resource Group
 Monday, March 5, 2001, 11:00 a.m. ) Origination/Business Development
 Monday, March 5, 2001, 3:30 p.m. ) Financial Trading Group
 Monday, March 5, 2001, 4:30 p.m.  ) Heads of Trading Desks

Each of the above sessions will be held at the downtown Hyatt Regency Hotel
in Sandalwood Rooms A & B.  Alternatively, two make-up sessions are scheduled
for Tuesday, March 13, 2001 at 3:30 p.m. and 4:30 p.m.  Location information
for the make-up sessions will be announced later.

Please confirm your attendance at one of these sessions with Brenda Whitehead
by e-mailing her at brenda.whitehead@enron.com or calling her at extension
3-5438.

Mark Frevert and Mark Haedicke


FYI.  Thanks. Lynn

 -----Original Message-----
From: 	"Robinson, Erin" <Erin.Robinson@Williams.com>@ENRON
Sent:	Tuesday, December 18, 2001 3:34 PM
To:	Blair, Lynn
Cc:	McDaniels, Steve (EM&T Gas Accounting)
Subject:	11-01 payment

Lynn,
I have confirmed with TGPL that the $490,440.00 payment should be wired to you tomorrow.  Please let me know if you have any other questions.
Thanks, Erin
Erin Robinson
Williams Energy, Marketing & Trading
Gas & Power Operations Accounting
Phone:  (918) 573-5445
Fax:  (918) 573-1965


Scott:  I just wanted to let you know that I am working on a number of
quarter-end deals and haven't heard from anyone today about the ESA swap for
Raptor 2.  I WILL NOT BE IN THE OFFICE ON FRIDAY, SEPTEMBER 29.  However, I
will identify a lawyer to assist on this transaction should the need arise.
I'll be back in the office on Monday.  Sara


are you lunchable?

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