Jealousy, jealousy...!!!

	Marie Heard@ENRON COMMUNICATIONS
	07/13/2000 05:28 PM

		 To: Tana Jones/HOU/ECT@ECT@ENRON
		 cc:
		 Subject: Re: Allegheny Energy

That's your opinion.  GAG!!!!!!!!!!!

Marie Heard
Senior Legal Specialist
Enron Broadband Services
Phone:  (713) 853-3907
Fax:  (713) 646-8537
Marie_Heard@Enron.net

	Tana Jones@ECT
	07/13/00 05:14 PM

		 To: Marie Heard/Enron Communications@ENRON COMMUNICATIONS@ENRON
		 cc:
		 Subject: Re: Allegheny Energy

But none as good looking!

	Marie Heard@ENRON COMMUNICATIONS
	07/13/2000 05:12 PM

		 To: Tana Jones/HOU/ECT@ECT@ENRON
		 cc:
		 Subject: Re: Allegheny Energy

Well, all I have to say is that I've certainly been insulted by better people.

Marie Heard
Senior Legal Specialist
Enron Broadband Services
Phone:  (713) 853-3907
Fax:  (713) 646-8537
Marie_Heard@Enron.net

	Tana Jones@ECT
	07/13/00 05:03 PM

		 To: Marie Heard/Enron Communications@ENRON COMMUNICATIONS@ENRON
		 cc:
		 Subject: Re: Allegheny Energy

I already know that!

	Marie Heard@ENRON COMMUNICATIONS
	07/13/2000 04:55 PM

		 To: Tana Jones/HOU/ECT@ECT@ENRON
		 cc:
		 Subject: Re: Allegheny Energy

I know nothing!

Marie Heard
Senior Legal Specialist
Enron Broadband Services
Phone:  (713) 853-3907
Fax:  (713) 646-8537
Marie_Heard@Enron.net

	Tana Jones@ECT
	07/13/00 04:26 PM

		 To: Alan Aronowitz/HOU/ECT@ECT, Jeffrey T Hodge/HOU/ECT@ECT, Stacy E
Dickson/HOU/ECT@ECT, Leslie Hansen/HOU/ECT@ECT, Harry M Collins/HOU/ECT@ECT,
David Portz/HOU/ECT@ECT, Elizabeth Sager/HOU/ECT@ECT, David
Minns/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Marie Heard/Enron
Communications@Enron Communications, Robbi Rossi/Enron Communications@Enron
Communications
		 cc:
		 Subject: Allegheny Energy

One of the online team is looking for someone from Legal who is working with
(read "holding up things with") the Allegheny Energy people right now.  Any
of you got anything going on?


Step # 1 has been completed.
Sherlyn, verify step # 2 tomorrow and call me when completed.

Jackie, verify the nom on Oct 4 & 5.  It appears there is still a volume for
meter 6892 until Oct 6.

If there are any questions or issues, contact me at 37649.  I am the contact
person while Clem is out (through Friday).
HC
---------------------- Forwarded by Howard B Camp/HOU/ECT on 10/04/2000 01:01
PM ---------------------------

Romeo D'Souza
10/04/2000 12:40 PM
To: Clem Cernosek/HOU/ECT@ECT
cc: Michael Eiben/HOU/ECT@ECT, Howard B Camp/HOU/ECT@ECT
Subject: Re: Tetco/HPL (Enerfin) Meter #986892

Clem,

I have completed setting the confirm = 0 for 986892 and reallocated
all the days. They are all zero now, however 10/4/2000 and 10/5/2000
still have a non-zero BAV, these should get set to 0 by 10/6. Since
allocation will not allocate these days till 10/6 gas date.

r.d

Clem Cernosek
10/03/2000 05:19 PM
To: Donna Consemiu/HOU/ECT@ECT, Romeo D'Souza/HOU/ECT@ECT, Sherlyn
Schumack/HOU/ECT@ECT, Jackie Young/HOU/ECT@ECT
cc: Michael Eiben/HOU/ECT@ECT, Rita Wynne/HOU/ECT@ECT, Pat
Clynes/Corp/Enron@ENRON, Daren J Farmer/HOU/ECT@ECT, Gary A
Hanks/HOU/ECT@ECT, Victor Lamadrid/HOU/ECT@ECT, Howard B Camp/HOU/ECT@ECT
Subject: Tetco/HPL (Enerfin) Meter #986892

Step I.

Romeo:   Please do Step 1 today, 10/4/00.

1.  Please change the confirmed noms to zero for all contracts that have be
nominated for period 1/1/00 thru 10/31/00 for the above meter.
2.  Change the allocation method to "Not Allocatable" effective 1/1/99.
3.  Please reallocate the meter for period 1/1/99 thru 10/31/00.
4.  Call me after the above tasks have been completed.

Step  II.

Sherlyn:  Please check the following tommorrow, 10/5/00.

1   Verify with Settlements that the zero BAV adjustment were received  for
all Contract Activities at Meter 986892 for period 1/1/99 thru 9/30/00.
2.  After verification is complete, please call me.

Step III.

Donna:  I will call you tomorrow, 10/5/00 to inform when you can make the
following changes:

1.  Change the meter # and DRN # at Facility # 501026.  This facility should
be Trade and Nom "YES".
2.  Change the meter # and DRN # at Facility # 515136.  This facility should
be Trade and Nom "No".
3.  After completion, please call me as well as Romeo (x-34544).

Step IV.

Romeo:   Upon receiving a call from Donna:

1.  Please make the appropriate changes or corrections in POPs System for the
Facility Changes made by Global Facilities Dept.  My understanding is that
these changes can not be done automatically.
2.  Upon completion, please call me.

Step V.

Jackie:

1.  Tomorrow, 10/05 /00, after I am informed that Romeo has made his changes,
I will let you know and you may begin scheduling Meter #0980439 which is the
meter replacing #0986892.
2.  After completion, please let me know.

********

Gary:

This could create some problems for Gas Control, because all confirmed
volumes will be zeroed including October, 2000 activities at meter 986892
today (10/4/00).   This should correct itself within 24 thru 48 hours at
meter #980439.

Daren:

This could also create some issues for you, but remember, these issues should
clear within 24 to 48 hours.

Victor:

This is just for your information, since this should not create and changes
for you.

IF ANYONE HAS ANY QUESTIONS, PLEASE FEEL FREE TO CALL ME AT X-3665O.

THANKS, CLEM


---------------------- Forwarded by Steven J Kean/NA/Enron on 05/24/2001
02:00 PM ---------------------------

eserver@enron.com on 05/17/2001 05:28:07 PM
To: "Steven.J.Kean@enron.com" <Steven.J.Kean@enron.com>
cc:

Subject: <<Concur Expense Document>> - RS050901

The following expense report is ready for approval:

Employee Name: Richard Shapiro
Status last changed by:  Automated Administrator
Expense Report Name: RS050901
Report Total: $4,095.22
Amount Due Employee: $4,095.22

To approve this expense report, click on the following link for Concur
Expense.
http://xms.enron.com


---------------------- Forwarded by Darron C Giron/HOU/ECT on 11/14/2000
04:42 PM ---------------------------

Mark.Ebert@broadwing.com on 11/14/2000 01:50:35 PM
To: bphipps@carltonstaffing.com, bonnie.ebert@tasb.org, BryLad5@aol.com,
dgiron@ect.enron.com, david.long@tdhca.state.tx.us, keykeith@mindspring.com,
george.ewton@unisys.com, heather.hodnett@tdhca.state.tx.us,
bjnelson81@uswest.net, jw@cleartrading.com, kelang@mmm.com,
keith.doran@tdhca.state.tx.us, psalas@flash.net, SPSMITHCPA@aol.com,
swash@tdhca.state.tx.us
cc:
Subject: FW: West Palm Beach Florida - Simplified Election Ballet 2000

Subject:  West Palm Beach Florida - Simplified Election Ballet 2000

(See attached file: WPB Voting Ballot_.doc)

 - WPB Voting Ballot_.doc


Start Date: 4/26/01; HourAhead hour: 9;  HourAhead schedule download failed.
Manual intervention required.


---------------------- Forwarded by Mike Grigsby/HOU/ECT on 03/13/2001 08:33
AM ---------------------------

	From:  Mike Swerzbin                           03/13/2001 08:14 AM

To: Mike Grigsby/HOU/ECT@ECT
cc:
Subject: New Generation Report 2/28/01

---------------------- Forwarded by Mike Swerzbin/HOU/ECT on 03/13/2001 06:21
AM ---------------------------
From: Jeffrey Oh on 02/28/2001 09:59 AM
To: Phillip K Allen/HOU/ECT@ECT, Julie A Gomez/HOU/ECT@ECT, Tim
Belden/HOU/ECT@ECT, Robert Badeer/HOU/ECT@ECT, Matt Motley/PDX/ECT@ECT, Mike
Swerzbin/HOU/ECT@ECT, Jim Gilbert/PDX/ECT@ECT, David Parquet/SF/ECT@ECT,
Christopher F Calger/PDX/ECT@ECT, Jim Buerkle/PDX/ECT@ECT, Angela
Cadena/PDX/ECT@ECT, Elliot Mainzer/PDX/ECT@ECT, Todd Perry/PDX/ECT@ECT, Laird
Dyer/SF/ECT@ECT, Michael McDonald/SF/ECT@ECT, Ed Clark/PDX/ECT@ECT, Dave
Fuller/PDX/ECT@ECT, Alan Comnes/PDX/ECT@ECT, Michael Etringer/HOU/ECT@ECT,
John Malowney/HOU/ECT@ECT, Stewart Rosman/HOU/ECT@ECT, Jeff
Shields/PDX/ECT@ECT, Julie Sarnowski/HOU/ECT@ECT, Kim Ward/HOU/ECT@ECT, Bill
Williams III/PDX/ECT@ECT, Jeff Richter/HOU/ECT@ECT, Sean
Crandall/PDX/ECT@ECT, Tom Alonso/PDX/ECT@ECT
cc:
Subject: New Generation Report 2/28/01


I will be hosting a cookout at my home for OU summer interns, recently hired
OU grads and the OU recruiting team on Sunday, July 30th in the late
afternoon.  More details will follow soon, but I wanted to let you know the
date so that you can hold this on your calendar.

I will look forward to hopefully seeing all of you there.  And my husband
will be glad to be surrounded by many fellow Sooners!


Kathleen,

We need to set up an LLC for the Blue Dog turbines.  Chris had proposed some
names at some point, then Ben had come up with something.  I now can't
remember what it is.  Anyway, it needs to be on the list for next week.

Thanks,

Kay


Please give me a call at your convenience to discuss.

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


Per authorization fromDaren Farmer, I have changed pipe code PGEV to PGTT.  The meter no. will remain the same.  The Rate Zone is PGTT and the Trade Zone is TUFCO.

Should you have any further questions, please do not hesitate to contact me.

Marlene D. Hilliard

 -----Original Message-----
From: 	kdstewart@aep.com@ENRON [mailto:IMCEANOTES-kdstewart+40aep+2Ecom+40ENRON@ENRON.com]
Sent:	Friday, August 10, 2001 1:30 PM
To:	Hilliard, Marlene
Subject:	8743 Meter Set Up; Fac# 501869

Look thru the sequence history.  The Meter # on the opposite side did not change
even though the pipe code did.  That is all I have to suggest.
To:        <kdstewart@aep.com>, "Farmer, Daren J." <Daren.J.Farmer@enron.com>
cc:
Subject:        FW: FW: 8743 Meter Set Up; Fac# 501869
I need to get the approval from Daren Farmer ext. 3-6905.  Please feel
free to contact him to discuss this matter.
Also, I do not believe the meter no. will be the same.  I searched PI
Grid and it shows HPL with DRN 92686 interconnect with meter no.
237-07-1-004, DRN 26879 for Teco Pipeline Co.
We have discrepencies/isssues.
What verifying information do you have for this meter?
Marlene D. Hilliard
Ext. 3-9167
>  -----Original Message-----
> From:                  kdstewart@aep.com@ENRON
> [mailto:IMCEANOTES-kdstewart+40aep+2Ecom+40ENRON@ENRON.com]
> Sent:                 Friday, August 10, 2001 1:16 PM
> To:                 Hilliard, Marlene
> Subject:                 Re: FW: 8743 Meter Set Up; Fac# 501869
>
>
> I have already created a new sequence starting 7/01/2001, can you
> change the pipe
> code and other relavant info in the new sequence starting 7/01/2001.
**********************************************************************
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.
**********************************************************************


Rick Causey left each of you a message on Tuesday evening concerning a
meeting to dsicuss the following topics:

Progress of the Risk Management initiatives across the company from a
wholesale perspective.

Update of the audit process.

Review and analysis of trading systems level of integration.

This meeting has been scheduled for Monday, August 28, 9:30 - 10:30 in Rick's
office (EB5023).


1.  Enron Online Trading -- organized a legal team and solved enforceability
and documentation issues around the world in a few short months for all the
commodities traded by Enron.

   2.  Developing New Businesses -- major contributions in developing and
structuring coal, insurance, band-width and power plant transactions.  The
groundwork has been laid to develop very profitable businesses in each of
these areas.

   3.  Aggressive Pursuit of Litigation Claims as a Plaintiff -- pursued
Carolina Power & Light , Shell/Meridian, TVA, Ft. James and many others.
Most have already settled with excellent results.  Successfully defended
Wolfschlager, the last Panhandle case and Jolen.

   4.  Lead Power Industry to Develop Master Power Agreement -- ENA lead the
Edison Electric Institute coalition in developing  the first master power
agreement.  ENA will benefit greatly in terms of dramatically lower
transaction costs and greater liquidity.

   5.  Reduced Legal Costs as Percentage of Earnings -- brought overall legal
costs to less than 6% of EBIT in 1999, down from 8% in 1998, despite the
upsurge in origination activity.

   6.  Brought Finance and Corporate Legal Talent to Origination Deals -- as
the origination work expanded dramatically and became much more complex,
brought in more sophisticated legal talent to deals like UI and Peoples with
great success.

   7.  New Concept to Better Manage and Communicate Legal Risks -- developed
the legal risk book concept to highlight where the largest buckets of legal
risks were and where efforts should be focused.


The stag was a total monkey show. We played golf and pool, ate some dinner,
took in the ballet and the hit the bars. I did manage to get a couple of
rounds of golf in between all the drinking. I actually played pretty good.
Houseboating sounds like fun. I've never done that. I am so on the wagon. I
can't express to you how little I'm going to drink this weekend. Lots of
golf.


Ed,

I shall be available on both days. What about Wednesday,
July 12, between 1:30 and 4:00. Please, let me know
what time would work for you.

It will be nice to see you again.

Vince

P.S. By the way, did you have a chance to take a look at the EOL?

"Edward Krapels" <ekrapels@esaibos.com> on 06/28/2000 02:49:41 PM
Please respond to ekrapels@esaibos.com
To: Vince J Kaminski/HOU/ECT@ECT
cc:
Subject: Next visit to Houston

Dear Vince,

I will be returning to Houston during the  week of July 10.

ESAI and Weather Services International have launched -- after more than 18
months of R&D --  our service, called Energycast Power Trader and Energycast
Gas Trader, for power traders in Nepool and PJM. I would be happy to review
the service with you as well as take you on a tour of our web site. Are you
available on July 12 - 13?

Sincerely,

Ed Krapels

 - 61900_WSIESAI_Energycast.doc


vegas is out,....................take a look at
montessori.........................i really think i could move all our stuff
in one trip ( by myself too!)..........on those days that you work from home
i would have  drop him off downtown........................you go woman!


-----Original Message-----
From: 	"Haddock, David" <David.Haddock@jacobs.com>@ENRON
Sent:	Wednesday, November 21, 2001 9:38 AM
To:	Bernard Teal (E-mail); David Giancola (Home) (E-mail); Dwayne Young (E-mail); Heath Trousdale (E-mail); Miller, Jeffrey; Kevin Dixon (E-mail); Martin Thomas (E-mail); Matt Donnell (E-mail); Melissa Heier (E-mail); Rhett Horton (E-mail); Rob Porchey (E-mail); Robert Renner (E-mail); Stephan Eckhardt (E-mail); Steve Snyder (E-mail); Tom Franzone (E-mail); Tom Ivester (E-mail); Walter Chance (E-mail)
Subject:	FW: CHECK IT OUT!

-----Original Message-----
From: Runyan, Jim (Decatur) [mailto:RunyanJ@bek.com]
Sent: Wednesday, November 21, 2001 10:05 AM
To: Whitley, Joyce (Decatur)
Cc: 'David.Haddock@jacobs.com'
Subject: FW: CHECK IT OUT!

> -----Original Message-----
> From:	Ray, JoAnne (Decatur)
> Sent:	Wednesday, November 21, 2001 8:16 AM
> To:	Runyan, Jim (Decatur); abrams, daryl (000138); Pugh, Larry
> (Decatur); Yelvington, Evan; Johnson, Elisa (Decatur); Strickland, J
> (Decatur); Sheffield, John (Decatur)
> Subject:	CHECK IT OUT!
>
>  <<ban.jpg>>
>
> Miss you all ! ! ! !
>
> Joanne.

======================================================================================
NOTICE - This message may contain confidential and privileged information that is for the sole use of the intended recipient.  Any viewing, copying or distribution of, or reliance on this message is strictly prohibited.  If you have received this message in error, please notify us immediately by replying to the message and deleting it from your computer.

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

 - ban.jpg


This is correct.

Errol

Dawn C Kenne@ECT
02/15/2001 01:48 PM
To: Errol McLaughlin/Corp/Enron@ENRON, Dutch Quigley/HOU/ECT@ECT, Mike
Maggi/Corp/Enron@Enron, Jeffrey C Gossett/HOU/ECT@ECT
cc: Torrey Moorer/HOU/ECT@ECT, Tara Sweitzer/HOU/ECT@ECT

Subject: Option Logic

Now that the tagg test environment is running, I have tested the option logic
with the new NG-Exotic book.  Please review the following deals in tagg stage
and let me know if this is correct.

QQ7966 Call Option
QQ7967 Hedge

If this is the way it should be booked in tagg, it is all contingent on Mike
Maggi deleting the current option suites active on option manager, recreating
them and selecting NG-Exotic as the risk book under the auto hedge
selection.  We will be more than happy to provide assistance, if needed.  If
you approve, we will place this logic into production this evening after
trading.

If this does not look correct or if you have any further questions, please
contact Dawn (3-9353) or Tara (3-4523).

Thank you for your help!

Dawn


FYI,  I will be leaving at 3:45  tomorrow  for a doctors appointment.

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


Is this someone in the analyst/associate program?
---------------------- Forwarded by Steven J Kean/NA/Enron on 08/23/2000
05:55 PM ---------------------------
From: Cindy Derecskey on 08/23/2000 04:32 PM
To: Karen Denne/Corp/Enron@ENRON, Steven J Kean/NA/Enron@Enron
cc:

Subject: How should this be handled - rather touchy

----- Forwarded by Cindy Derecskey/Corp/Enron on 08/23/2000 04:31 PM -----

	MerryKath@aol.com
	08/23/2000 03:52 PM

		 To: public-relations@enron.com
		 cc:
		 Subject: No Subject

Dear Sir and Madam.

I did not know whom to contact at Enron, so chose to contact you.  I am a
Ph.D candidate at the University of Rhode Island.  My speciality is English
and Business Communication.

I am contacting you because I a person I know has applied and given a
high-end position within your company.  Please check his credentials.  He is
presenting himself as a Brown University Graduate with an MBA from another
college.

Please be advised, I did a reference check with Brown, and he is not a Brown
graduate.  His name is Steven R. Hill.

I feel obliged to divulge this information to you because of the law that
holds me responsible for knowing that someone might be purposely
misrepresenting themselves.

Mary K. Cardinale


We do have an ISDA Agreement in place between Koch Energy Trading and ENA,
but Anthony is correct on a number of accounts.  First, we could not put Oslo
trades under this master.  It is a Local Currency form and could not be used
for any non US transaction. Second, it is quite old and our forms have
evolved since then and we would not want to replicate this form.  Lastly, it
has the old "ERMS" style collateral annex, and we would want to use an ISDA
Credit Support Annex on a going forward basis.  I would suggest contacting
Matt Dawson in London Legal and Rod Nelson in London Credit and getting a new
master based off our current form.

Tana Jones, Houston Legal

	Matthew Allan
	11/09/2000 06:43 AM

		 To: Yumi Takei/OSL/ECT@ECT
		 cc: Anthony Campos/HOU/ECT@ECT, Gail Hill/LON/ECT@ECT, Martin
Rosell/OSL/ECT@ECT, Tana Jones/HOU/ECT@ECT, Matthew Dawson/LON/ECT@ECT,
European Contract Management
		 Subject: Re: ISDA- Koch Energy Trading Inc

Hi Yumi,

Yes I realise the entities are going to be different if this turns out to be
a ENA ISDA but the by already having an ISDA with the counterparty we can
quicken the negotiation process, i.e. 'mirroring' the contract as you say,
and having the correct entities in place. Thats what I am proposing we do.
This is something we'll need to work with Martin on.

Thanks

Matthew

Yumi Takei
09/11/2000 12:38
To: Matthew Allan/LON/ECT@ECT
cc: Anthony Campos/HOU/ECT@ECT, Gail Hill/LON/ECT@ECT, Martin
Rosell/OSL/ECT@ECT, Tana Jones/HOU/ECT@ECT, Matthew Dawson/LON/ECT@ECT,
European Contract Management, Martin Rosell/OSL/ECT@ECT

Subject: Re: ISDA- Koch Energy Trading Inc

Hi Matt,

I believe we may need to set up a new ISDA since ECTRIC is a different entity
than ENA.  In the past we have mirrored an existing ENA ISDA in order to
create one between the CP and ECTRIC.  However, I'll wait to turn in any
requests until I hear what we already have with Koch.

Thank you,
Yumi

	From:  Matthew Allan                           09/11/2000 13:26

To: Anthony Campos/HOU/ECT@ECT
cc: Gail Hill/LON/ECT@ECT, Martin Rosell/OSL/ECT@ECT, Tana Jones/HOU/ECT@ECT,
Yumi Takei/OSL/ECT@ECT, Matthew Dawson/LON/ECT@ECT, European Contract
Management

Subject: Re: ISDA- Koch Energy Trading Inc

Hi Anthony,

Can you do me a favour and take a look into this ISDA. The traders in our
Oslo office have done a weather deal with Koch Energy Trading Inc.  The
counterparty mentioned they had an ISDA in place with ECTRIC. We are trading
as ECTRIC.   But maybe the CP was confused and thought it was ECTRIC instead
of ENA.

The trader here said she plans to do many more future trades with Koch, and
has been asking if we can amend the ENA ISDA to cover Oslo.

If you can just confirm what you've got, whats covered etc and if possible
send through a copy and I can liaise with Oslo and our legal dept to get them
covered.

Thanks

Matthew
830 36840

---------------------- Forwarded by Matthew Allan/LON/ECT on 09/11/2000 10:36
---------------------------

	Enron Europe

	From:  Stephen Furter                           09/11/2000 10:24

To: Matthew Allan/LON/ECT@ECT
cc: Matthew Dawson/LON/ECT@ECT

Subject: Re: ISDA- Koch Energy Trading Inc

Matt,

I spoke to Matthew Dawson, and he said there is an old ISDA out there, with
an effective & contract date of 23 May 1994 with ECT.
It was apparently negotiated in Houston, and the contact there is Tana Jones.

There is no copy here in London, but Matt said he would ask Tana, if we could
see one.

Regards
Stephen  (Ext:34716)

	From:  Matthew Allan                           09/11/2000 10:03

To: Stephen Furter/LON/ECT@ECT
cc:

Subject: ISDA- Koch Energy Trading Inc

Steve,

Do we have anything out there for this....should be an ISDA.

Dig out anything and everything we've got and send it through

cheers

matt


Attached please a revised draft of the Assignment and Assumption
Agreement effecting the transfer of the Blue Dog turbine into the Turbo
Park structure.  Both a clean copy and a copy blacklined to show the
changes from the prior version are attached.

Please feel free to call me if you have any questions or comments.

~~~~~~~~~~~~~~~~~~~
Sean Bunk
Andrews & Kurth L.L.P.
600 Travis St., Suite 4200
Houston, Texas  77002
Tel.:  713.220.4427
Fax.: 713.238.7252
e-mail: seanbunk@andrews-kurth.com

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

 <<E-Next Generation LLC Assignment and Assumption Agreement.DOC>>
<<Blackline 593853v2 to v1 (Assignment - Blue Dog).DOC>>
 - E-Next Generation LLC Assignment and Assumption Agreement.DOC
 - Blackline 593853v2 to v1 (Assignment - Blue Dog).DOC


Thanks for the update on this and all your assistance.

-----Original Message-----
From: Tana.Jones@enron.com [mailto:Tana.Jones@enron.com]
Sent: Monday, November 13, 2000 4:28 PM
To: Clare.Godson@AllenOvery.com
Cc: Sara.Shackleton@enron.com
Subject: RE: FW: Deutsche Bank ISDA Master Agreements

Sara Shackleton, an attorney in our group, is drafting some language that
we will be proposing to Deutsche Bank in response to their request that we
add the Enron companies they do financial business with to the definition
of "Specified Entity".   We have some concern that by adding certain Enron
entities to Specified Entity, a default in a swap transaction could
possibly default certain structured loan transactions with a swap
component, and we are trying to carve those transactions out.

Sara is also working on the FUNB agreement.  I checked with her and the
FUNB agreement we had been working from was so old that we agreed to start
from the latest form of our agreement, so Sara sent Dee Travella at FUNB a
revised draft on 11/8/00.  Sara's direct phone no. is 713/853-5620.

                    Clare.Godson@Alle

                    nOvery.com               To:     Tana.Jones@enron.com

                                             cc:     richard.sage@enron.com

                    11/13/2000 10:09         Subject:     RE: FW: Deutsche
Bank ISDA Master Agreements
                    AM

Tana,

Hope you are well.  I wondered whether you had had any progress on the
final
form of the Deutsche Schedule yet? or any progress on the FUNB documents?
Thanks for your help in keeping us up to date on the status here.

Best regards,

Clare

-----Original Message-----
From: Tana.Jones@enron.com [mailto:Tana.Jones@enron.com]
Sent: Monday, October 30, 2000 7:27 PM
To: Clare.Godson@AllenOvery.com
Subject: RE: FW: Deutsche Bank ISDA Master Agreements

Attached is the final version of the Enron Corp. Guaranty.  Unfortunately,
the ISDA Schedule is in the hands of Deutsche Bank and I need them to turn
around the revised draft.  I'm still working on it.

(See attached file: Deutsche Bank Enron Guaranty4.doc)

                    Clare.Godson@Alle

                    nOvery.com               To:     Tana.Jones@enron.com

                                             cc:
richard.sage@enron.com,
Denis.O'Connell@enron.com
                    10/20/2000 12:22         Subject:     RE: FW: Deutsche
Bank ISDA Master Agreements
                    PM

Tana,

Thanks for this.  It would be very helpful if you could send me the latest
versions of the Guarantee and the Schedule just indicating which is the
only
outstanding point.  That way we can prepare the versions for
EnronCredit.com
Limited based on these and get things as close to finalised pending the
outcome of this last credit point that you refer to.

My fax number is 0207 330 9999.

Many thanks for your assistance.

Kind regards,

Clare

-----Original Message-----
From: Tana.Jones@enron.com [mailto:Tana.Jones@enron.com]
Sent: Thursday, October 19, 2000 7:40 PM
To: Clare.Godson@AllenOvery.com
Subject: RE: FW: Deutsche Bank ISDA Master Agreements

I bet you thought I forgot about you?!

The lawyer up at Enron Corp. just called me and said he just got off the
phone w/Deutsche Bank and they have come to an agreement as to the proposed
form of guaranty.  We have one more credit issue on the master that Credit
would like us to revisit with them, but otherwise I think we close to being
done.  If you would like me to coordinate the execution of the guarantees
you need with Enron Corp., I will be happy to assist you.

                    Clare.Godson@Alle

                    nOvery.com               To:     Tana.Jones@enron.com

                                             cc:

                    10/10/2000 12:57         Subject:     RE: FW: Deutsche
Bank ISDA Master Agreements
                    PM

Many thanks for the update.

-----Original Message-----
From: Tana.Jones@enron.com [mailto:Tana.Jones@enron.com]
Sent: Tuesday, October 10, 2000 1:31 PM
To: Clare.Godson@AllenOvery.com
Subject: RE: FW: Deutsche Bank ISDA Master Agreements

We just received what we hope is a final draft of the documents from
Deutsche Bank, and I hope to respond back to you shortly, once I have had a
chance to confirm they made all the changes.

                    Clare.Godson@Alle

                    nOvery.com               To:     Mark.Taylor@enron.com

                                             cc:     Tana.Jones@enron.com

                    10/10/2000 04:33         Subject:     RE: FW: Deutsche
Bank ISDA Master Agreements
                    AM

Many thanks. Apologies for the error, I obtained Tana's e-mail details from
someone at Enron in London and they had misspelled it for me.

Thanks again for all your help.

Clare

-----Original Message-----
From: Mark.Taylor@enron.com [mailto:Mark.Taylor@enron.com]
Sent: Monday, October 09, 2000 6:00 PM
To: Clare.Godson@AllenOvery.com
Cc: Tana.Jones@enron.com
Subject: Re: FW: Deutsche Bank ISDA Master Agreements

Clare,

Thanks for your note.  Your e-mail trouble is due to the spelling of Tana's
name - should only be one 'n.'  I am forwarding this on to her.

Mark

                    Clare.Godson@Alle

                    nOvery.com               To:     mark.taylor@enron.com

                                             cc:

                    10/09/2000 04:50         Subject:     FW: Deutsche Bank
ISDA Master Agreements
                    AM

Mark,

I am having some problems sending this to Tanna.  her e-mail keeps bouncing
back.  Could you pass this on to her please?

many thanks for your help.

Kind regards,

Clare

>  -----Original Message-----
> From:   Godson, Clare:ICM (LN)
> Sent:   Friday, October 06, 2000 3:16 PM
> To:     'tanna.jones@enron.com'
> Cc:     Markus.Fiala@enron.com; Nicholas.J.Stephan@enron.com;
> Rod.Nelson@enron.com; 'Elaine.Bannerman-Sowah@enron.com';
> edmund.cooper@enron.com; denis.o'connell@enron.com; paul.simons@enron.com
> Subject:     RE: Deutsche Bank ISDA Master Agreements
>
>
> Tanna,
>
> Could you please give me an update on where things stand on the
> finalisation of the Guarantees and Schedule with Deutsche.  I understood
> that the guarantees were with Enron Corp. for final approval and
> signature.  Is the documentation now agreed? As you are aware the
> negotiation of the documentation with EnronCredit.com is dependent upon
> the finalisation of the documentation outstanding with Houston.
>
> Many thanks for your help.
>
> Kind regards,
>
> Clare
>  -----Original Message-----
> From:   Godson, Clare:ICM (LN)
> Sent:   Friday, September 22, 2000 3:06 PM
> To:     'tanna.jones@enron.com'
> Subject:     First Union National Bank (FUNB) ISDA Master Agreements
>
> Tanna,
>
> Thanks for your help on the Goldman Sachs and Deutsche negotiations.  If
> you could keep me posted on the timing of the Deutsche agreements being
> put in place that would be really helpful.  I also have another quick
> request and that relates to the ISDA Master Agreement with FUNB.  I have
> spoken to Delene Travella at FUNB.  They are negotiating an ECTRIC
> Schedule with you in Houston which they want to finalise before
commencing
> EnronCredit.com's negotiation.  Can you give me an update on where this
> negotiation stands and how long before it is likely to be finalised?
>
> Many thanks,
>
> Clare Godson

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

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I am a West Virginia Pjublic Service Commissioner.  I received your letter inviting me to  the Energy Policy Forum.  I have accepted and am looking forward to  participating.

I am also very much interested in being appointed to Ferc, if and when there is a vacancy.  I would appreciate any help you could give me.  Thank you. Charlotte R. Lane


---------------------- Forwarded by Kay Mann/Corp/Enron on 05/24/2001 03:58
PM ---------------------------

Dan Lyons@ECT
05/24/2001 03:42 PM
To: Kay Mann/Corp/Enron@Enron, rstephens@bracepatt.com
cc:

Subject: Sunday at 7:00

Dinner is 7ish on Sunday...Rob you know how to get there...Kay this will be a
test for your Onstar(registered trademark) System...the address is 510
Crestwood, Houston 77007...if your Onstar(registered trademark) System fails
you the telepone (unlisted) number for rescue is 713.863.8331...no gifts
please...dress is Danjoe casual(and you know what that means)...

Regards to Rob

XOXOXO to Kay


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(c) 2001. All rights reserved (ST) This email has been screened and filtered by the a third party removal system. Client I.D. # 602142 If you wish to remove your email address from this mailing please send a email to "remove-me@ebizoppcntr.com" with the word "remove" in the subject line


Hey Dad -
Thanks for your update on the status of the sailing club's opening day. For
my purposes, April 22 works better simply because I probably won't be coming
anyway..... Just joking. Looks like I mistakenly made it onto your sailing
club e-mail list. Unless I'm really invited to opening day?

Kate

"Bill Symes" <wjsymes@home.com> on 02/19/2001 11:40:57 AM
To: "Bogden, Barbara" <bbogden@ix.netcom.com>, "Conerly, Bill"
<Bill@ConerlyConsulting.com>, "Ewers, Sue" <EWERSSF@aol.com>, "Dal Molin,
Tony" <tonydalmolin@home.com>, "Feldman, Christin" <feldmacc@excite.com>,
"Hodson, Marilyn" <mhhodson@hotmail.com>, "Jones, Jenni"
<JRoseJones308662@AOL.com>, "Norris, Tony" <tasar541@msn.com>, "O'Brien, Jeff
& Liz" <oretasar@europa.com>, "Peet, Jennifer" <peet@bmsc-law.com>, "Poe, Amy
TQO" <apoe@tqs.com>, "Salas, Steve" <smsalas@concentric.net>, "Symes, Kate"
<kate.symes@enron.com>
cc:

Subject: Proposed date change for WSC Opening Day

After some discussion about WSC Opening Day date,  Marilyn and I would like
to propose moving it from Apr. 1 to Apr. 22. Our  reasoning is as follows:
?
1. Apr. 1 is last day of spring break which will be  a conflict for many WSC
families. It's also just a week after the board chili  feed on Mar. 25.
?
2. Apr. 22 is the last Sunday of series sailing  before we go to evenings.
It's the week after Easter, chances for good weather  are marginally better,
and there are no conflicts that we are aware  of.
?
If you have any suggestions pro or con, please let  me know by Wednesday (we
need to publish date in Mar. Telltales). If not, we'll  go with Apr. 22.
Thanks,
?
Bill


Peter:

This e-mail will confirm the site visit by your company at the three plants.
The relevant information is as follows:

Pursuant to the Site Visit Procedures sent you by CSFB, if you have not
already done so, please send me the following:
List of your team members and titles
For outside consultants, state their employer
Name, phone number (office and mobile) and e-mail address of your designated
deal team leader

Lastly, I will serve as the due diligence coordinator for the three plants,
handling all questions and responses.  Should you have any due diligence
questions or require copies of any oversized documents, please contact me at
713.853.7998.

Regards,
Ben


The government affairs seminar will run until about 12:10.  Therefore, we will have the floor meeting at 12:15.

Tim


Thanks for the update.  On the potential issues side, what do you mean by
weekly mark to market?  Don't you mean daily?

	Doug Leach
	01/29/2001 07:11 AM

		 To: Jeffrey A Shankman/HOU/ECT@ECT
		 cc:
		 Subject: Orion Refining

Having a meeting today with Enron representatives from legal, tax,
underwriting, accounting, trading controls, finance, trading and origination
to discuss the merits and risk of the Orion inventory financing. If I have
overlooked any positives or negatives below, please advise.Will keep you
posted.
---------------------- Forwarded by Doug Leach/HOU/ECT on 01/29/2001 07:08 AM
---------------------------

	From:  Doug Leach                           01/29/2001 06:54 AM

To: Michael A Robison/HOU/ECT@ECT, John Viverito/Corp/Enron@Enron, Michelle
Bruce/HOU/ECT@ECT, Brent A Price/HOU/ECT@ECT, Tom Moran/HOU/ECT@ECT, Bjorn
Hagelmann/HOU/ECT@ECT, James W Lewis/HOU/EES@EES, David Gorte/HOU/ECT@ECT,
Stephen H Douglas/HOU/ECT@ECT, Jerry Seade/NA/Enron@Enron, Jim
Goughary/HOU/ECT@ECT
cc: Marc De La Roche/HOU/ECT@ECT, Larry Lawyer/NA/Enron@Enron, John L
Nowlan/HOU/ECT@ECT
Subject: Orion Refining

In preparation for our meeting today please find below a list of the positive
aspects and potential issues related to the Orion inventory financing.

Positive Aspects
Confidentiality Agreement signed
Spread on Enron's money
Hedging opportunities
Retain title to inventory for securitization
Strength of current equity owners
Experienced management
Access to market information
Storage and blending opportunities
Contango play
Spot and term product purchase
Crude and feedstock sale
Export cargo arbitrage
Orion keeps crack spread risk
Wide light/heavy crude spread
Good coker and hydrotreating capabilities
Reformer project
Crude supply contract with Mexico/Venezuela
Good inbound/outbound logistics
Recent success

Potential issues
Insure that there are no liens against Orion impacting Enron's title to crude
and refined products
Address environmental issues at refinery site
Commitment from equity owners
Weekly true up on yields
Weekly MTM on inventory write ups/downs
Accounting/payables/receivables/lock box issues
Evaluate hedging risk
Address shortage of hydrogen
Review reformer project plans
Review Orion's operations including planned and unplanned maintenance
Review insurance and chartering policies
Current financials
Insure that Jack Stanley has no interest in Orion
Which Enron entity should be contracting party
Review all tax issues
Personnel requirements
Exit strategy


I agree.

"Conrad Neal" <cneal@bc-arch.com> on 07/26/2000 09:31:48 AM
Please respond to <cneal@bc-arch.com>
To: "'Scott Neal'" <sneal@enron.com>
cc: "'Bill Neal'" <billnealmd@hotmail.com>, "'Chris Neal'"
<chrisn@thisco.com>, "'Eric Neal'" <ericn@thisco.com>, "'John Neal'"
<muddywaters@hubserv.com>, "'Todd Neal'" <todd.neal@chron.com>
Subject: Tree Stumps Removal

Scott: Barry called me this morning and asked if we would want to get the
stumps ground of the trees removed in the yard. He said the tree man had a
relative that would do it for a $70 set up fee plus $5 per stump (approx 14
stumps). The tree man will deduct this off of what he owes us for the trees.
I told Barry to go ahead as it needs to be done and the price is right.

Dad

 - winmail.dat


attached for your review and comment are IEP's Draft Comments on the Wood
ACR.  Please provide comments to IEP no later than COB Thursday as these
comments are due to be filed on Friday, Sept. 15.

----- Original Message -----
From: Eric Janssen <EricJ@eslawfirm.com>
To: 'Steven Kelly' <steven@iepa.com>; 'Katie Kaplan' <kaplan@iepa.com>
Cc: 'DKK' <runwithmee@aol.com>; Andy Brown <ABB@eslawfirm.com>
Sent: Tuesday, September 12, 2000 1:49 PM
Subject: Comments to Wood ACR

> Steven/Katie: attached is Doug's draft of the Comments to the Wood ACR in
> the Wholesale Market investigation for your and the members' comment.
(This
> is the same document that Doug said he'd have ready for you by tomorrow -
> it's a day early.)  FILING DATE IS FRIDAY, SEPTEMBER 15.  Please call if
you
> have any questions.
>  <<Comments to Wood ACR dkk2.doc>>
>
> Eric Janssen
> Ellison Schneider & Harris  LLP
> 2015 H Street
> Sacramento, CA  95814
> Phone: (916) 447-2166
> Fax: (916) 447-3512
> mailto:ericj@eslawfirm.com
>
> CONFIDENTIALITY NOTICE:  This communication and any accompanying
document(s)
> are confidential and privileged.  They are intended for the sole use of
the
> addressee.  If you receive this transmission in error, you are advised
that
> any disclosure, copying, distribution, or the taking of any action in
> reliance upon the communication is strictly prohibited.  Moreover, any
such
> inadvertent disclosure shall not compromise or waive the attorney-client
> privilege as to this communication or otherwise.  If you have received
this
> communication in error, please contact the sender at the internet address
> indicated or by telephone at (916)447-2166. Thank you.
>
>

 - Comments to Wood ACR dkk2.doc


Enron Fuels International, Inc. and Enron Powerr Oil Supply Company need to
be added to the list.  EFI is used for crude purchases in Dominion Republic
and EPOS is used in Guatemala.

	Leslie Hansen
	11/01/2000 10:29 AM

		 To: Dan J Hyvl/HOU/ECT@ECT, Alan Aronowitz/HOU/ECT@ECT
		 cc:
		 Subject: FW: Enron OnLine DRAFT compliance Document

Dan and Alan:

Please confirm that this is a complete list so that I can get back to this CP.

Thanks,

Leslie
----- Forwarded by Leslie Hansen/HOU/ECT on 11/01/2000 10:28 AM -----

	"Weisz, John L" <WeiszJL@bp.com>
	10/31/2000 03:35 PM

		 To: "'justin.boyd@enron.com'" <justin.boyd@enron.com>,
"'leslie.hansen@enron.com'" <leslie.hansen@enron.com>
		 cc:
		 Subject: FW: Enron OnLine DRAFT compliance Document

I have searched the website and believe that the list below captures all the
Enron entities which deal in Oil, products, petchems and Gas and LPG markets
on the Enron Online Website.

Can you confirm that this is a complete list ?

> UK
> ---------
> Enron Capital and Trade Resources International Corp
> Enron Capital and Trade Resources Limited
> Enron Gas and Petrochemicals Trading Limited
>
> USA
> ---------
> Enron Capital and Trade Resources International Corp
> Enron Reserve Acquisition Corp
> Enron North America Corp
> Enron Gas Liquids Inc
> ENRON PETROCHEMICALS COMPANY a division of Enron Liquid Fuels, Inc.
>
Many Thanks,

> John L. Weisz
> OTI US Region E-commerce/BIM
> Phone: 1-630-836-5687
> Cell:  1-630-841-2454
> Fax:   1-630-836-6589
>
>


Get your FREE download of MSN Explorer at http://explorer.msn.com


Toni:  I do not think Mike would be suitable at this time.  Thanks.


The FERC website link is still not active for the new agenda; here is the agenda in MSWord

 -----Original Message-----
From: 	Bagot, Nancy
Sent:	Wednesday, October 31, 2001 6:55 PM
To:	Bagot, Nancy; Butler, Janet; Benner, Martha; Blair, Lynn; Boatman, Jack; Cordes, Bill; Corman, Shelley; Culwell, Christi; Daniel, Shonnie; Darveaux, Mary; Dietz, Rick; Dornan, Dari; Dushinske, John; Farrell, Sharon; Fossum, Drew; Fulton, Donna; Goodpasture, John; Harris, Steven; Hartsoe, Joe; Hass, Glen; Hayes, Robert; Hayslett, Rod; Heckerman, Bambi; Hess, Theresa; Hill, Robert; Holmes, Bradley; Holtzman, Staci; Horton, Stanley; Janousek, Martha; January, Steve; Kilmer III, Robert; King Jr., Frazier; Kirk, Steve; Kissner, Tim; Lantefield, Laura; Lichtenwalter, Blair; Loeffler, Michael; Lowry, Phil; Mann, Ruth; Martens, Donna; McCoppin, Dorothy; McGowan, Mike W.; Miller, Mary Kay; Nacey, Sheila; Nelson, Kimberly (ETS); Neppl, Ray; Neubauer, Dave; Neufeld, Eva; Novosel, Sarah; Paladino, Ranelle; Paschal, Zelda; Patterson, Geneva; Pavlou, Maria; Petersen, Keith; Place, Janet; Porter, Gregory J.; Pribble, Dan; Pryor, Tony; Raker, Colleen; Rice, Randy; Ringblom, Kathy; Saunders, James; Sawyer, Lisa; Scott, Donna; Soldano, Louis; Stanton, Lon; Talcott, Jim; Taylor, Gina; Tu, Denis; Van Norden, Mike; Veatch, Stephen; Vignaroli, Donald; Warner, Jody; Watson, Kimberly; Wilkie, Kim; Wilson, Rob; Winckowski, Michele
Subject:	Agenda items for Nov. 7th FERC Meeting

The agenda is attached as a word document at the end of this message; the link to the current agenda is not yet functional, but should be tomorrow at http://www.ferc.fed.us/public/isd/sunshine.htm
____________________________________________________________

On the agenda for next week's FERC Sunshine meeting are the following:

Administrative Items:

A-1: Agency Administrative Matters, Docket AD02-1
A-2: Legislative Matters, Docket AD02-2

Gas Items:

G-13: Northern Border Pipeline, RP01-267-001.  Rate T1-B firm backhaul service; this service was accepted and suspended by the FERC on March 30, 2001.  There has been no subsequent action by FERC on the tariff filing.

G-15:  Midwestern Gas Transmission, MG01-30-000.  Midwestern's revised standards of conduct under Order 637.

C-3:  Northern Natural Gas, CP01-403-000:  Northern's application to construct and modify facilities at the Bellville Compressor Station in Green County, Wisconsin.  The facilities are necessary to meet current Northern customer obligations in light of increased pressure that will result from the addition of Guardian Pipeline.

G-3:  Kern River Gas Transmission System, RP00-157-005.  Kern River's Firm Customer Group has protested a negotiated rate that allows the use of unlimited transportation at receipt and delivery points other than those listed for the backhaul services, at negotiated rates, including an index spread rate adjustment for apparent forward haul transportation.  The Firm Customers are concerned that this model will allow for additional forward haul firm capacity to be sold at already "constrained and oversold California delivery points, such as Wheeler Ridge," resulting in (1) degraded service for preexisting firm shippers [who are already experiencing reliability problems], and (2) increased delivery rates to California, "similar to those that occurred on Transwestern Pipeline Company?."

 C-1: Cross Bay Pipeline and Transcontinental Gas Pipe Line, CP00-412-000:  This may be a certificate for Transco's Cross Bay Pipeline, a new 614,628 Dth/d interstate pipeline system that would extend from Middlesex County, NJ, across the lower New York Bay, all the way to Nassau County, NY.  Transco will lease approx. two-thirds of that capacity from Cross Bay.

Electric Items:

E-1:  FERC/State Partnerships, EX02-6.  This should be the Staff report to the Commissioners on a suggested formal structure for ongoing communications between FERC and state commissions and representatives (as discussed at the Oct. 24th Sunshine meeting).

E-2:  Electricity Market Design and Structure, RM01-12-000.  FERC issued summaries of the RTO Week discussions and has asked for comments.


I need to provide the NCPUC a copy of the incorporation documents as soon as
I can. How long will it take?

Kay

Matt Maxwell on 09/20/2000 01:38:33 PM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: Re: Edgecombe LLC

I have requested for CT Corp. the best route to correct the spelling of
Edgecombe.  I believe we file a Cert of Correction.  CT Corp will confirm
this afternoon.

The only other documents I have in my file which will need to be replaced are
the LLC agmt and the officer election consent.

I will proceed expeditously and let you know when complete.

Matt A. Maxwell
Enron North America Corp.
Legal Specialist
EB3875a
Ext. 3-6265
Fax 646-3490
Assistant:  Linda Noske
Ext. 3-6082

	Kay Mann
	09/19/2000 12:09 PM

		 To: Matt Maxwell/Corp/Enron@ENRON
		 cc:
		 Subject: Edgecombe LLC

Hi Matt,

We have an LLC which should  be signing a contract soon.  I believe the name
as filed was Edgecomb Development, but it should be Edgecombe Development,
LLC, named for the county in which the power plant will be built.  Can you
take care of getting this changed officially?

This may sound silly, but our customer looked up the official records and
pointed this out, so we need to fix it. Also, we have told the State that the
name is Edgecombe.

Many thanks,

Kay


Mark Greenberg asked me to send you the Password Application to be used for
the brokers.  Actually, there will not be a Password Application.  What they
will be signing instead is the attached Fee Agreement.   Any questions, call
me, Mark Taylor or Mark Greenberg...


This is from my friend Jane in Texas - these phrases are pretty funny and I
am sure we can all incorporate them into our everyday conversations!

I am sending this only because I have actually heard several of these in
conversation over the years. Come to think of it, Jack may have used
some of these phrases.

Subject: Whitehouse Language

New language for the press corp and others at the
White House to get used to. The White House is not
just getting a new team, but a whole new language.
George W. Bush will be bringing with him many friends
from Texas, and for anyone not born in the Lone Star
State, the Texan accent and the cowboy colloquialisms
can seem a bit strange.

Here is a guide to a few of the more colorful
expressions they might encounter:

1. The engine's runnin' but ain't nobody driving = Not
overly-intelligent

2. As welcome as a skunk at a lawn party (self-explanatory)

3. Tighter than bark on a tree = Not very generous

4. Big hat, no cattle = All talk and no action

5. We've howdied but we ain't shook yet = We've made a
brief acquaintance, but not been formally introduced

6. He thinks the sun come up just to hear him crow =
He has a pretty high opinion of himself

7. She's got tongue enough for 10 rows of teeth = That
woman can talk

8. It's so dry the trees are bribin' the dogs = We
really could use a little rain around here

9. Just because a chicken has wings doesn't mean it
can fly = Appearances can be deceptive.

10. This ain't my first rodeo = I've been around
awhile.

11. He looks like the dog's been keepin' him under the
porch = Not the most handsome of men

12. They ate supper before they said grace = Living in sin

13. Time to paint your butt white and run with the
antelope = Stop arguing and do as you're told

14. As full of wind as a corn-eating horse = Rather
prone to boasting

15. You can put your boots in the oven, but that
doesn't make them biscuits = You can say whatever you
want about something, but that doesn't change what it is.

16. Yankees are kinda like hemorrhoids, they're not too
bad when they come down and go back up, but they're a
real pain in the butt when they come down and stay.


I have been attending when I am here.  I missed last month's meeting when I was in Seattle.

TK

 -----Original Message-----
From: 	Watson, Kimberly
Sent:	Monday, October 22, 2001 4:06 PM
To:	Lohman, TK
Subject:	FW: Bid Cycle Meeting

TK,

Have you been attending this or is it just NNG?  Kim

 -----Original Message-----
From: 	Williams, Jo
Sent:	Monday, October 22, 2001 3:07 PM
To:	Johanson, Tim; Hook, Connie; Aschwege, Doug; Johnson, Robert L.; Sans Souci, Becki; Barker, Courtney; Barry, Mike; Berg, Vicki; Bolks, Sean; Bollinger, Joni; Bowers, Janet; Branney, Theresa; Brennan, Lorna; Burleson, Bob; Cabrera, Reyna; Cohrs, Allen; Donoho, Lindy; Dushinske, John; Fiscus, John; Fowler, Bill; Gadd, Eric; Gilbert, Steve; Halpin, Tom; Harris, Steven; Herber, Stephen; Hyatt, Kevin; Jones, Dana; Joyce, Jane; Korbelik, Stephanie; Lagerstrom, Karen; Lantefield, Laura; Lindberg, Lorraine; Lohman, TK; Lokay, Michelle; McCarran, Penny; McGowan, Mike W.; Mercaldo, Vernon; Millar, John; Miller, Kent; Moore, Jan; Neubauer, Dave; Neville, Sue; Oldenhuis, Frank; Paladino, Ranelle; Pavlou, Larry; Penkava, Loren; Powell, Don; Powers, Ken; Pritchard, John; Riehm, Richard; Roobaert, Preston; Sebesta, Chris; Semin, Frank; Stage, Michael G.; Stevens, Bob; Swett, Larry; Thomas, Steve; Threet, Kay; Valley, Lisa; Watson, Kimberly; Weller, Steve; Westfall, Roger; Wilkinson, Chuck; Williams, John; Cappiello, Deborah; McCoy, Julie; Ramirez, Pilar; Robertson, Audrey; Wadle, Susan; Wehring, Linda
Subject:	RE: Bid Cycle Meeting

I thought you had gone off the deep end up there in the far north, Tim, and then I noticed Connie's typo on the "Bib" cycle....okay, it is a "Bid" cycle.....

Please be there anyway!!!!

 -----Original Message-----
From: 	Johanson, Tim
Sent:	Monday, October 22, 2001 2:34 PM
To:	Hook, Connie; Aschwege, Doug; Johnson, Robert L.; Sans Souci, Becki; Barker, Courtney; Barry, Mike; Berg, Vicki; Bolks, Sean; Bollinger, Joni; Bowers, Janet; Branney, Theresa; Brennan, Lorna; Burleson, Bob; Cabrera, Reyna; Cohrs, Allen; Donoho, Lindy; Dushinske, John; Fiscus, John; Fowler, Bill; Gadd, Eric; Gilbert, Steve; Halpin, Tom; Harris, Steven; Herber, Stephen; Hyatt, Kevin; Jones, Dana; Joyce, Jane; Korbelik, Stephanie; Lagerstrom, Karen; Lantefield, Laura; Lindberg, Lorraine; Lohman, TK; Lokay, Michelle; McCarran, Penny; McGowan, Mike W.; Mercaldo, Vernon; Millar, John; Miller, Kent; Moore, Jan; Neubauer, Dave; Neville, Sue; Oldenhuis, Frank; Paladino, Ranelle; Pavlou, Larry; Penkava, Loren; Powell, Don; Powers, Ken; Pritchard, John; Riehm, Richard; Roobaert, Preston; Sebesta, Chris; Semin, Frank; Stage, Michael G.; Stevens, Bob; Swett, Larry; Thomas, Steve; Threet, Kay; Valley, Lisa; Watson, Kimberly; Weller, Steve; Westfall, Roger; Wilkinson, Chuck; Williams, Jo; Williams, John; Cappiello, Deborah; McCoy, Julie; Ramirez, Pilar; Robertson, Audrey; Wadle, Susan; Wehring, Linda
Subject:	RE: Bid Cycle Meeting

Are you serving ribs?

Tim

 -----Original Message-----
From: 	Hook, Connie
Sent:	Monday, October 22, 2001 2:31 PM
To:	Aschwege, Doug; Johnson, Robert L.; Sans Souci, Becki; Barker, Courtney; Barry, Mike; Berg, Vicki; Bolks, Sean; Bollinger, Joni; Bowers, Janet; Branney, Theresa; Brennan, Lorna; Burleson, Bob; Cabrera, Reyna; Cohrs, Allen; Donoho, Lindy; Dushinske, John; Fiscus, John; Fowler, Bill; Gadd, Eric; Gilbert, Steve; Halpin, Tom; Harris, Steven; Herber, Stephen; Hyatt, Kevin; Johanson, Tim; Jones, Dana; Joyce, Jane; Korbelik, Stephanie; Lagerstrom, Karen; Lantefield, Laura; Lindberg, Lorraine; Lohman, TK; Lokay, Michelle; McCarran, Penny; McGowan, Mike W.; Mercaldo, Vernon; Millar, John; Miller, Kent; Moore, Jan; Neubauer, Dave; Neville, Sue; Oldenhuis, Frank; Paladino, Ranelle; Pavlou, Larry; Penkava, Loren; Powell, Don; Powers, Ken; Pritchard, John; Riehm, Richard; Roobaert, Preston; Sebesta, Chris; Semin, Frank; Stage, Michael G.; Stevens, Bob; Swett, Larry; Thomas, Steve; Threet, Kay; Valley, Lisa; Watson, Kimberly; Weller, Steve; Westfall, Roger; Wilkinson, Chuck; Williams, Jo; Williams, John; Cappiello, Deborah; Hook, Connie; McCoy, Julie; Ramirez, Pilar; Robertson, Audrey; Wadle, Susan; Wehring, Linda
Subject:	RE: Bid Cycle Meeting

The Bib Cycle meeting date is changed from Friday Oct.26th to Wednesday, Oct. 25th at 10:30 a.m.  The Houston folks will  use Dave Neubauer's office 3963.  Omaha folks will use 696.

Jo will initiate the conference call:
Houston 713-853-7240
Mpls  952-887-1789

 -----Original Message-----
From: 	Gracey, Rosemary
Sent:	Wednesday, October 17, 2001 11:17 AM
To:	Aschwege, Doug; Johnson, Robert L.; Sans Souci, Becki; Barker, Courtney; Barry, Mike; Berg, Vicki; Bolks, Sean; Bollinger, Joni; Bowers, Janet; Branney, Theresa; Brennan, Lorna; Burleson, Bob; Cabrera, Reyna; Cohrs, Allen; Donoho, Lindy; Dushinske, John; Fiscus, John; Fowler, Bill; Gadd, Eric; Gilbert, Steve; Halpin, Tom; Harris, Steven; Herber, Stephen; Hyatt, Kevin; Johanson, Tim; Jones, Dana; Joyce, Jane; Korbelik, Stephanie; Lagerstrom, Karen; Lantefield, Laura; Lindberg, Lorraine; Lohman, TK; Lokay, Michelle; McCarran, Penny; McGowan, Mike W.; Mercaldo, Vernon; Millar, John; Miller, Kent; Moore, Jan; Neubauer, Dave; Neville, Sue; Oldenhuis, Frank; Paladino, Ranelle; Pavlou, Larry; Penkava, Loren; Powell, Don; Powers, Ken; Pritchard, John; Riehm, Richard; Roobaert, Preston; Sebesta, Chris; Semin, Frank; Stage, Michael G.; Stevens, Bob; Swett, Larry; Thomas, Steve; Threet, Kay; Valley, Lisa; Watson, Kimberly; Weller, Steve; Westfall, Roger; Wilkinson, Chuck; Williams, Jo; Williams, John; Cappiello, Deborah; Hook, Connie; McCoy, Julie; Ramirez, Pilar; Robertson, Audrey; Wadle, Susan; Wehring, Linda
Subject:	Bid Cycle Meeting

 << File: BID CYCLE MEETING NOTICE.doc >>

Rosemary Gracey
Marketing - 402/398-7431
rosemary.gracey@enron.com


Jeff, I am not aware of any questions.

Regards
Delainey


Per Scott, the Crescendo meetings scheduled for tomorrow, 3/6/01,  and the
one scheduled for next week, 3/13/01, are both cancelled.

The next scheduled meeting will take place on Tuesday, March 20th.

Thanks!


Apparently Jeff thought this had already been changed , and it hadn't - I
just changed it.

Thanks,
Kate

Evelyn Metoyer@ENRON
01/23/2001 12:24 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: deal 502122

Hi Kate,

Jeff Richter
deal 502122

Amerex says the delivery point should be NP-15 and we have SP-15.  I was out
on yesterday and someone else verballed my trades for me.

Thanks!!


What do you mean "leaving Enron"?  Where are you going?

D

Beverly Beaty
03/13/2001 09:11 AM
To: Charlene.Merrill@dvn.com, Victor.Haley@dvn.com, Alan.Coad@dvn.com,
Deana.Thayer@dvn.com
cc: Mark L Schrab/HOU/ECT@ECT, Kirk Lenart/HOU/ECT@ECT, Jesse
Villarreal/HOU/ECT@ECT, Sabra L Dinari/HOU/ECT@ECT, Clarissa
Garcia/HOU/ECT@ECT, Daren J Farmer/HOU/ECT@ECT, Meredith Homco/HOU/ECT@ECT,
Cynthia Franklin/Corp/Enron@ENRON, Christina Sanchez/Corp/Enron@ENRON, Darren
Espey/Corp/Enron@ENRON, Carlos J Rodriguez/HOU/ECT@ECT, Scott
Loving/NA/Enron@ENRON, George F Smith/HOU/ECT@ECT, Margie
Straight/HOU/ECT@ECT, Mary Ellenberger/Corp/Enron@ENRON, Aimee
Lannou/HOU/ECT@ECT, Jessica White/NA/Enron@Enron, Patti Sullivan/HOU/ECT@ECT,
Teresa McOmber/NA/Enron@ENRON, hpl.scheduling@enron.com, Katherine L
Kelly/HOU/ECT@ECT
Subject: New Contact for Devon

Please note that I will be leaving Enron as of March 23,2001.  Please send
future e-mails regarding
Devon changes to Kathy Kelly and Clarissa Garcia, as well as the schedulers
that you are already sending
changes too.  They will coordinate all future Devon inquiries and changes.

If there are questions before then, please call me at 713-853-6357

Thanks,
Beverly Beaty


yes


Stan - Operations have been normal this week. NBP's unit price recovered to above $38. Prices in the midwest have continued to be low vs. Alberta, so we have been running at around 90% load factor (200-300/d empty space). Hopefully the current cold weather will hang on until next week when the industries come back up after the new year.

 I have not seen Crestone/Bearpaw volumes this week. We should get an update after the holidays. No reports of any problems.

One very sad note. Larry Weisman (52) of the Petersburg Team on MGT died as a result of a heart attack on Christmas eve. I will send along details as I get them. We have sent flowers from here. I believe the funeral will be Friday. We will have Company representation at the funeral, but I do not plan to go.

I will be in the office this week, but on vacation Monday 12/31. I will give you a call next Wednesday with next week's update. On Friday 1/4, I will be in late due to the big party after the Husker Rose Bowl victory.

Please give me a call if there is any big new news regarding Enron this week.

Happy New Year,
Bill


---------------------- Forwarded by Sally Beck/HOU/ECT on 01/17/2001 04:19 PM
---------------------------

	Enron North America Corp.

	From:  Shona Wilson @ ENRON                           01/16/2001 05:20 PM

To: Ted Murphy/LON/ECT@ECT, Sally Beck/HOU/ECT@ECT, Bjorn
Hagelmann/HOU/ECT@ECT, Cassandra Schultz/NA/Enron@Enron, Juan
Camarillo/NA/Enron@ENRON
cc:
Subject: NY Doorstep with Word Stuff

Draft report for tomorrow.  We have cleared the findings with Mike Jordan,
Marcelo Parra, and Lou Colarusso, and will clear the report with them after
we discuss it tomorrow.

Best regards

---------------------- Forwarded by Shona Wilson/NA/Enron on 01/16/2001 05:22
PM ---------------------------
From: Veronica Valdez@ECT on 01/16/2001 05:11 PM
To: Shona Wilson/NA/Enron@Enron
cc:

Subject: NY Doorstep with Word Stuff

Please let me know if this is not what you wanted.


Hello, I guess if he wants to leave the deals as they are in the system then
the accounting group will see zero for an index price and they will see the
index off set price.  If he and Constellation both agree to do nothing to
these trades (not to revise the confirms or change the index on the trades)
then we can put notes in the trades explaining that.  I just want to make
sure that Constellation agrees with however we handle this.

Thanks for your help,
Melissa

   Kate Symes                04/17/2001 12:28 PM

To: Melissa Ann Murphy/HOU/ECT@ECT
cc:
Subject: Re: Constellation Cal Px trades

I asked Bob about these this morning, and he said he's still got to work this
out with Constellation. The way he explained it, our position is flat with
Constellation, so for settlements purposes we're okay - i.e. We've bought the
same volumes that we've sold, and we end up losing a bit due to the index
offset - but otherwise the index price won't make a difference.  But I
suspect he's not thinking of the problem from the confirmation standpoint.
Could you tell me exactly what needs to happen to clear this up on your end
so that I can explain it to Bob in a way that might make him DO something?
I'm sorry for the delay on this - I'm getting ready to call Bob's contact at
Constellation for him.

Let me know what your ideal solution would be. Should we get Constellation to
agree to the Dow Jones index? Or should we change the deals to forward fixed
price? We'll fix this today - I promise.

Thanks,
Kate

Melissa Ann Murphy
04/17/2001 08:12 AM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: Re: Constellation Cal Px trades

Hello, any news on these Constellation Cal PX trades?
Thanks,
Melissa
---------------------- Forwarded by Melissa Ann Murphy/HOU/ECT on 04/17/2001
09:06 AM ---------------------------
   Kate Symes                03/30/2001 12:57 PM

To: Melissa Ann Murphy/HOU/ECT@ECT
cc:
Subject: Re: Constellation Cal Px trades

I just talked to Bob, and I don't know if he's responded yet, but I thought
I'd fill you in anyway. He's been talking to his contact at Constellation
about changing these deals over, but hasn't received a concrete answer yet.
I've reminded him and he said he WILL talk to the guy and resolve it today.
I'll keep on it, and let you know when these deals have been changed.

Thanks,
Kate

Melissa Ann Murphy
03/29/2001 11:13 AM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: Constellation Cal Px trades

Hello, I hate to bug you with this.  Whenever you can spare a second would
you ask Bob about this?  I am afraid it is going to slip through the cracks.

Thanks for your help!
Melissa
---------------------- Forwarded by Melissa Ann Murphy/HOU/ECT on 03/29/2001
12:07 PM ---------------------------

Melissa Ann Murphy
03/26/2001 10:34 AM
To: Robert Badeer/HOU/ECT@ECT
cc: Kate Symes/PDX/ECT@ECT
Subject: Constellation Cal Px trades

Hi Bob, I was wondering if you have contacted Constellation about the 6
trades that are in the system with the Cal Px as the index price.  All of
these trades start flowing in July of this year.

The deal numbers are as follows:

453152.01
453175.01
453294.01
462109.01
471888.01
471889.01

Let me know if Constellation agrees to change these deals to the Dow Jones so
I can send a letter for them to sign.

Thanks,
Melissa


Vince & Vasant,

 The enclosed document discusses the incorporation of detailed ensemble
outputs into our mark-to-marketing routines. In the next few days I will
schedule an update on SMUD and perhaps we could spend a few minutes
discussing how to proceed with this.

Joe

---------------------- Forwarded by Joseph Hrgovcic/HOU/ECT on 10/26/2000
12:55 PM ---------------------------
Please respond to dchang@aer.com
To: Joseph.Hrgovcic@enron.com
cc:
Subject: Re: "White Paper"

Dr. Hrgovcic,

We look forward to your comments.

D. Chang

Joseph.Hrgovcic@enron.com wrote:
>
> Dr Chang,
>
>      Thank you for the white paper. I have distributed
> it to most of the parties concerned (the head of our research department is
> away this week) and am gathering feedback on how to proceed. I will be at a
> conference next week, but I hope to get back to you on the week of the
> 30th.
>
> Yours truly,
>
> Joseph Hrgovcic


We have received fully executed copies of the following assignments of
physical natural gas transactions:

1.  Assignment of Various Natural Gas Transactions by and between El Paso
Merchant Energy-Gas, L.P. and Enron North America Corp.

2.  Assignment of Various Natural Gas Transactions by and between El Paso
Merchant Energy-Gas, L.P. and Enron Canada Corp.

Copies will be distributed.


Teco Tap       10.000 / Enron ; 110.000 / HPL IFERC

LS HPL LSK IC       30.000 / Enron


Start Date: 2/3/02; HourAhead hour: 10;  No ancillary schedules awarded.  No variances detected.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final Schedules\2002020310.txt


All,

I would be grateful if you could send me a copy of your resumes today (sorry for the short notice).

Kind regards,  Karen.


Folks:  Let me know if this captures the results of the conversation on
Friday.

Best,
Jeff
******************************************************************************
*********************************************
Basics of Proposal
Something akin to the MOU (that adequately addresses the solvency issue, for
the IOUs, the State and QFs), but WITHOUT the transmission component
Direct Access for ALL customers, transitioning to a core/noncore market
structure in 18-24 months (this can be accomplished without stranding CDWR's
contracts)
Concessions
 -IOUs (MOU modifications)
 -Generators (past due amounts)
 -investigations
Package to finance the deal (bond issuance backed by rate increases to permit
securitization)

Message
This is the last best chance to achieve a comprehensive settlement
We have developed a comprehensive solution and are meeting with everyone that
will see us.
We have thus far received positive feedback on and a willingness to work with
our proposal
We intend to work tirelelessly to gain support for a total solution---it's
vital, and time's running out

Media Strategy---Karen Denne

Corporate leader strategy---Karen Denne

Meetings with legislators in Sacramento---Sandi McCubbin

WPTF, IEP, ARM---Sue Mara

Large customers---Jeff Dasovich


---------------------- Forwarded by Jonathan Hoff/HOU/ECT on 10/11/2000 12:52
PM ---------------------------

	From:  Jinsung Myung @ ENRON                           10/11/2000 12:31 PM

To: Don Miller/HOU/ECT@ECT, Jonathan Hoff/HOU/ECT@ect
cc:
Subject: Wheatland .exe file

FINAL
---------------------- Forwarded by Jinsung Myung/Corp/Enron on 10/11/2000
12:29 PM ---------------------------

Pam Rosen
10/11/2000 12:26 PM
To: Jinsung Myung/Corp/Enron@Enron, Miguel Vasquez/HOU/ECT@ECT
cc:

Subject: Wheatland .exe file

 - WheatlandLATEST.exe


Hi Karen,

I'm looking at a version which was faxed on Sept 13.  If this the final
version?  Expecting the answer to be "yes", I am reviewing it now.

Kay


Jessie:

Steve Kean and I need to be at the following address on the 11th:  County
Adminstration Center Building, 1600 Pacific Highway in San Diego.  Can you
recommend a hotel that's near by and tolerable.  Much appreciated.

Best,
Jeff


Scherlyn,  Per our conversation here is the  meter 986296, and the months of
Feb and March this meter needs to go to the 012-41500-02-015 contract.
Thank you Sherlyn.  let me know and I'll enter the new track Id's.   Tom.


---------------------- Forwarded by Kay Mann/Corp/Enron on 04/02/2001 11:05
AM ---------------------------

"Clark Thompson" <cthompson@bracepatt.com> on 04/02/2001 11:01:55 AM
To: <kay.mann@enron.com>
cc:

Subject: Astros Luncheon Invitation

Kay,

I am back at the plate for another shot at your schedule.  There is a
Distinguished Speaker Luncheon this Thursday at noon at the Houston Club
featuring Larry Dierker, Milo Hamilton and Jerry Hunsicker of the Houston
Astros.  Could you please be a guest at our table?  Hawaiian shirts are
required.

Let me know.  Hope you can make it.

cgt


Sara,

Per my last e-mail on the Papeis Inapa deal, herewith for your complete
information a copy of the final form of Deemed ISDA Confirmation very
helpfully drwan up by Edmund Cooper in London to document the trade between
EEFT (for ECTRIC) and Papeis Inapa.

May be when you get a few minutes, we can have a chat just to confirm the
Enron entities involved in paper deals in Europe as there appear to be
certain people in London who are a little confused on this issue.

Kind regards

Mark

Edmund Cooper
08/03/99 02:26 PM
To: Tom Bruce-Jones/LON/ECT@ECT
cc: Mark Elliott/LON/ECT@ECT
Subject: Papeis Inapa - deemed ISDA confo; final version

Tom,

Here's the final version, subject to:

1. Need to insert the Trade Date at the top of page 2
2. Need to insert the Houston deal number.

Let me know if you have any queries.

Regards, Edmund.


FYI.  Seems like this is something you should ok.
---------------------- Forwarded by Kay Mann/Corp/Enron on 01/16/2001 06:02
PM ---------------------------

Alan Larsen@ECT
01/16/2001 01:20 PM
To: Sheila Tweed/HOU/ECT@ECT
cc: Kay Mann/Corp/Enron@Enron, Ed B Hearn III/HOU/ECT@ECT

Subject: ABB Override Letter

Here is the revised, and final form, of the ABB override letter for use in
conjunction with the FVP breakout contract for FVP.


Looks fine to me.  Will you accept the changes and send out?  I would like to
receive a  bcc of whatever goes out, if possible.

Thanks,

Kay

From: William Keeney/ENRON@enronXgate on 06/06/2001 11:40 AM
To: Kay Mann/Corp/Enron@Enron, William Abler/ENRON@enronXgate, David
Marks/ENRON@enronXgate, Janelle Scheuer/ENRON@enronXgate, Tom
May/ENRON@enronXgate
cc:

Subject: NRG Asset Management LOI

Kay:

Attached is your draft of the LOI with revisions from the origination team.
Please call me with any questions at x37590 or on my mobile at 713.303.4583.
As we discussed, we would like to have something ready to send to the
counterparty by the end of today.

Thanks-
Bill


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April 20, 2001

Deal for SCE's Transmission Assets Appears Dead on Arrival

by Will McNamara
Director, Electric Industry Analysis

[News item from Reuters] California Gov. Gray Davis' billion dollar plan to
save utility Southern California Edison (SCE) from bankruptcy is in deep
trouble and could be rejected by legislators. Legislative sources said the
governor was having so much trouble gathering support for his plan that he
could not find anyone to sponsor a bill. One Assembly official called the SCE
bailout plan "the most unpopular piece of legislation in years."

Analysis: Even when this deal was announced as an "agreement in principle"
some 50 days ago, it seemed too far-fetched to be possible. The only party
that clearly seems to benefit from the agreement forged between Gov. Davis
and SCE is the cash-strapped utility. California energy customers appear to
get the short end of an expensive stick, while the state seemingly gains
nothing of value beyond what could amount to a whole new set of
administrative problems. Thus, despite the hype with which Gov. Davis
announced this rescue plan for SCE, California legislators-both Republicans
and Democrats-are saying  "not so fast" and appear to be collectively opposed
to the plan as it currently stands. As it becomes apparent that the
California Legislature will not approve this plan, the general consensus is
that Gov. Davis' offer to SCE is simply a financial bailout for the utility
that provides no benefit to California residents.

For background on the details of Gov. Davis' rescue plan for SCE, please
reference my IssueAlert from 4/11/01. In a nutshell, the state of California
agreed to buy SCE's 12,000-mile transmission grid, which covers much of the
southern half of the state, for $2.76 billion, 2.3 times the system's book
value. SCE would be allowed to use the proceeds to pay off its existing debt,
restoring it to financial stability.  Both the California Legislature and the
CPUC need to approve this deal by Aug. 15 or else the agreement is
terminated.

In the highly politicized climate under which the California energy crisis
has unfolded, it is imperative to understand the agendas that each
stakeholder possesses. For instance, keep in mind that Gov. Davis' political
career has been severely damaged by the state's energy crisis, and the fact
that Pacific Gas & Electric Co., California's largest utility company,
declared bankruptcy has only further tainted the governor's standing. Perhaps
more than any other goal, Davis wants to keep SCE from also filing for
Chapter 11 protection. In addition, Davis believes he will be better able to
solve the crisis if he assumes control over the state's transmission grid
(much like the state has assumed the role of a power purchasing agent).
Normally, a measure supported by the Democratic governor could be easily
approved by California's Democrat-controlled legislature. However, the energy
issue has divided support for Davis even within his own party. Consequently,
the governor needs the support of both Republicans and Democrats in order to
see his rescue plan for SCE pass.

For its part, there was very little reason why SCE should not have agreed to
the governor's terms. From multiple standpoints, the utility gains enormously
from the governor's offer, while at the same time it avoids lengthy and
costly bankruptcy proceedings. Under the agreement, SCE gains a method for
pulling itself out of debt, via rate increases that probably would be
implemented over the next 15 years. Further, its parent company Edison
International gets to hold on to a reported $4.8 billion that SCE has
provided to the corporate operation since 1997. (The exception to this is a
$400 million tax refund that Edison International would give back to SCE).
While Davis referred to his plan as a  "good, balanced deal," some consumer
groups have charged that SCE "has taken the governor to the cleaners."

Meanwhile, California customers clearly lose in the deal because they would
be forced to ultimately pay for the $2.76 billion that the state needs to buy
the transmission assets. The state would purchase the lines with bonds that
would be paid off by transmission fees charged to SCE customers. It is
presently not clear whether or not those fees, which are already part of
monthly bills, would be sufficient; therefore, it is likely that rates would
be increased to support the purchase. In addition, the subtext of the deal is
that customers would ultimately pay to drive down SCE's debt, which was
accumulated as a result of unrestricted wholesale power costs charged by
generators. Consequently, California customers would bear the responsibility
for prices that FERC has at times deemed "unjust and unreasonable."

Ultimately, however, it is the California Legislature and CPUC that will have
the authority to approve the agreement between Gov. Davis and SCE. These two
agencies must ultimately decide if the plan is good or bad, and weigh the
impact for various stakeholders. Presently, the legislature in particular is
finding that there are many questionable aspects about the plan. For
instance, what value would there be in the California government owning only
one portion of the state's interconnected transmission system? PGOCorp. has
walked away from the negotiating table and has expressed little interest in
selling its transmission lines to the state. No agreement with Sempra Energy
(parent of San Diego Gas & Electric) has been reached either. Thus, if the
Gov. Davis / SCE agreement is approved, the state of California would gain
ownership rights to only a portion of the overall transmission system in the
state. Many legislators challenge the value of this, especially when it is
considered that most of the congestion that leads to higher prices within the
state is concentrated along PG&E's portion of the grid. The counter-argument
to this point is that, now that its utility is in bankruptcy proceedings,
PGOmay not have the choice of whether or not to sell its transmission assets
to the state. The bankruptcy judge would make this decision. Thus, some
argue, the state may have a better chance of obtaining PG&E's transmission
assets if it can first complete a deal with SCE.

The second fundamental problem is that causing California legislators to turn
their back on the governor's plan is what some have referred to as an
"obscene bailout" for SCE and its parent company. Some reportedly believe
that Gov. Davis rushed into an overly generous offer for SCE out of anxiety
caused by the breakdown in his communications with PG&E. As noted, the $2.76
billion offer for SCE's assets is about 2.3 times their book value, so many
legislators are having difficulty reconciling what appears to be an
inappropriate price tag (and, once again, a cost that taxpayers and
ratepayers would ultimately have to absorb). Currently, SCE customers pay a
FERC-approved transmission rate based upon a cost-plus formula. If the state
pays 2.3 times book value, it would equate to ratepayers paying two times
over for those same transmission lines. In addition, some legislators,
including former Democratic allies of Gov. Davis, have suggested that SCE
should be forced to enter bankruptcy as Pacific Gas & Electric Co. has done.
Naturally, legislators will approach the issue with their constituents in
mind, knowing that they will be accountable for how they vote on this plan.
Looking at the issue from a customer perspective, one could argue that SCE
declaring bankruptcy would create less financial hardship for California
customers than bailing out the utility and increasing rates. This will be a
major political challenge for California legislators to resolve if the
governor's plan becomes sponsored as a bill.

If I pull out my crystal ball and be so bold as to make projections in this
case, I would predict that there is little chance that Gov. Davis' rescue
plan for SCE will pass in its current form. The energy crisis in California
has become so politicized that legislators will be very reticent to approve
any measure that resembles a financial bailout for one of the utilities,
especially without obtaining something of value for the state in return. It
is Gov. Davis' personal agenda to obtain control over the state's
transmission assets, but I don't see this as being a priority for other
California lawmakers. Thus, the deal will be a tough sell unless some new
development occurs that puts owning SCE's transmission assets in the state's
best interest. Considering the many headaches associated with this business,
and the fact that the state has no expertise in this area, I don't see this
occurring. Consequently, the game is by no means over for SCE and its
potential for bankruptcy does not appear to have decreased to any large
extent. One large California utility is already in bankruptcy court. We could
be only days or weeks away from seeing SCE head in that direction as well.

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Mathematical properties can never be challenged

---Original Message-----
From: 	"Amyx, Julie" <Julie.Amyx@bain.com>@ENRON [mailto:IMCEANOTES-+22Amyx+2C+20Julie+22+20+3CJulie+2EAmyx+40bain+2Ecom+3E+40ENRON@ENRON.com]
Sent:	Wednesday, May 16, 2001 3:37 PM
To:	'jana.amyx@fedex.com'; 'jaa0629@aol.com'; 'Boland Jacee'; 'amy_bonner@prodigy.net'; 'jmarie@tamu.edu'; 'Shanelle_Martin@TEKUS.COM'; 'ccarter614@yahoo.com'; 'crafty_lefty@hotmail.com'; 'michelleguziec@firstusa.com'; 'kmerryman@audaxgroup.com'; Meyer, Tim; Mena, Luis; 'jodie_pierce@ml.com'; 'JenAmyx@aol.com'; 'ss@tridentpartners.com'; 'mmw@ureach.com'; Straub, Brad; Mackenzie, Scott; 'michaeltucker@gwl.com'
Subject:	Basic Math

Except ME!!!!

 - GirlsEvil.jpg


Thanks.  We have been working with Baker & McKenzie (Jeremy Pitts for this
sort of thing).  Do you want to send it to him or shall I send it?

Jane

	Sara Shackleton@ECT
	2000/11/28 03:49

		 To: Jane McBride/AP/Enron@Enron
		 cc: John Suttle/HOU/ECT@ECT
		 Subject: Re: IBJ ISDA MASTER AGREEMENT - 1. Credit matrix and 2. Threshold
amount

Jane:  I forgot to mention that I will need to have our Japanese outside
counsel review the "credit section."  Who should I be dealing with?  Sara
----- Forwarded by Sara Shackleton/HOU/ECT on 11/27/2000 12:51 PM -----

	Sara Shackleton
	11/27/2000 12:39 PM

		 To: Jane McBride/AP/Enron@ENRON
		 cc: John Suttle/HOU/ECT@ECT
		 Subject: Re: IBJ ISDA MASTER AGREEMENT - 1. Credit matrix and 2. Threshold
amount

Jane:  Sorry for the delay.  I'm preparing a "cash only, two-way" section for
the ISDA.  I will try to get it to you this week.  Sara

	Jane McBride@ENRON
	11/27/2000 03:54 AM

		 To: Sara Shackleton/HOU/ECT@ECT
		 cc:
		 Subject: Re: IBJ ISDA MASTER AGREEMENT - 1. Credit matrix and 2. Threshold
amount

Hi Sara,

How are you going - did you have a good Thanksgiving?  Coincidentally
Thursday was also a holiday here - we were celebrating Respect for the Aged
Day though.

Actually, Sara, I was wondering how we are going in getting some drafting
together for the credit provisions discussed recently with John Suttle and
Jonathan Whitehead.

Thanks and sorry for the trouble.

Jane

	Sara Shackleton@ECT
	11/09/2000 12:48 AM

		 To: Jane McBride/AP/Enron@ENRON
		 cc: John Suttle/HOU/ECT@ECT, Alan Aronowitz/HOU/ECT@ECT, Mark
Taylor/HOU/ECT@ECT, John Viverito/Corp/Enron@Enron, Jonathan
Whitehead/AP/Enron@Enron
		 Subject: Re: IBJ ISDA MASTER AGREEMENT - 1. Credit matrix and 2. Threshold
amount

Jane:

If you have time in the morning (Nov. 9 Tokyo), I would like to discuss ENA's
view of the CSA/Schedule relationship.  In a nutshell, we provide that a
ratings downgrade is an Additional Event of Default in the Schedule (normally
a MAC in the CSA).  John's preferance, of course, would be a unilateral event
triggering an IBJ default (which I am sure would be difficult to negotiate).

I am not certain of the time difference but perhaps you could call me at the
office after 4 pm (Nov.8 in Houston) and I could then conference in John.
Alternatively, please feel free to contact me at home (after 7 pm Houston
time on Nov. 8) at 713-664-3207.

I look forward to hearing from you.  Regards.  Sara

	Jane McBride@ENRON
	11/07/2000 04:03 AM

		 To: John Suttle/HOU/ECT@ECT, Alan Aronowitz/HOU/ECT@ECT
		 cc: John Viverito/Corp/Enron@Enron, Jonathan Whitehead/AP/Enron@Enron, Mark
Taylor/HOU/ECT@ECT, Sara Shackleton/HOU/ECT@ECT
		 Subject: IBJ ISDA MASTER AGREEMENT - 1. Credit matrix and 2. Threshold
amount

Dear John,

Jonathan and I met with IBJ today to try and push our negotiations through to
the end.  They are still unwilling to do a CSA with us but very significantly
their back / mid office is currently looking at getting systems support in
place which would permit them to do a CSA with us in due course.  They
acknowledged to us of their own volition that the market trend is towards
CSAs even in transactions where the counter party is not a bank.  They did
say though that it would be a few months before they would be set up to do
so. Pls note that they did not agree to do a CSA with us as soon as they are
set up to do so but they now know we will come knocking at some stage to ask
them to do it so I think we have gone as far as we can on this for now.

We will therefore move forward on the credit matrix in the meantime, if you
are still willing to do so.  The bank has a credit rating of A, so I guess
this means US$15 million credit limit.

On the assumption that it is possible to draft these terms into a contract
without a full CSA, I wonder who is best to do this drafting.  I should be
able to do the negotiations but I am not sure that I am able to do the
drafting .... Alan, do you have any suggestions?

Most of the other issues are sorted now but they still want to change the
"Threshold Amount" definition to US$10 million.  Is there any flexibility on
this?

Thanks.

Jane McBride

	John Suttle@ECT
	09/27/2000 12:39 AM

		 To: Jonathan Whitehead/AP/Enron@ENRON
		 cc: Jane McBride/AP/Enron@Enron, John Viverito/Corp/Enron@Enron, Kevin
Cordesman/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Morten E
Pettersen/AP/Enron@Enron, Steven Kleege/HOU/ECT@ECT, Tom
Bruce-Jones/LON/ECT@ECT
		 Subject: Re: Fw: IBJ ISDA MASTER AGREEMENT

Jonathan,

One thing we might be able to propose is a "Credit Matrix" which prescribes a
Credit Line under which each counterparty can transact - with collateral
rights and collateral thresholds tied to the credit rating of each
counterparty.  We have used credit matrixes in several contracts here and
they are appealing in that there are no Material Adverse Change (MAC)
clauses.  This is appealing to the counterparty in that we cannot
automatically drop their collateral threshold to zero when a MAC occurs.  We
are comfortable because as the counterparty's credit quality deteriorates,
the amount of exposure to which we are subject decreases.  I would propose to
IBJ something like the following in lieu of a full CSA.  Jane and John - is
it possible to draft these collateral/credit terms into the contract without
using a full CSA?  (I think every matrix I have used here has been part of a
CSA).

Rating (S&P)     Credit Line
AA or above    $20MM
BBB+ to AA-    $15MM
BBB     $10MM
BBB-     $7MM
BB- to BB+    $5MM
Below BB-    $1MM

These terms are subject to negotiation.  Once again, the matrix removes MAC
clauses and the stress counterparties associate with such, but effectively
reduces the potential exposure we have (or THEY have) to a counterparty with
diminishing credit quality.

What do you all think?

John

Jonathan Whitehead @ ENRON   09/25/2000 08:18 PM

To: John Suttle/HOU/ECT@ECT
cc: Jane McBride/AP/Enron@Enron, John Viverito/Corp/Enron@Enron, Kevin
Cordesman/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Morten E
Pettersen/AP/Enron@Enron, Steven Kleege/HOU/ECT@ECT, Tom
Bruce-Jones/LON/ECT@ECT
Subject: Re: Fw: IBJ ISDA MASTER AGREEMENT

Sorry, Pressed send too early:

John, Have had a conversation with IBJ re the CSA, and they have asked us to
consider proposing a solution that does not involve a CSA. I propose to meet
with them again to try and explore why, but I would like to be prepared to
offer them a solution whereby we don't enter into a CSA, and we would limit
the types of trades that we could enter into with IBJ. My feeling is that we
would be unlikely to enter into any long term transactions (over 2 years) at
this stage anyway, and would prefer to get the relationship going, as I am
not sure they are going to budge on this issue yet. They appear to be quite
willing to discuss all the other points. We can always press for a
renegotiation at a later stage if we do want to enter into longer term deals.
I also want to keep the loan facility completely separate.

What are your thoughts on this, and what limitations would you want to put on
trades if we do not have a CSA?

Thanks,
Jonathan

	John Viverito
	09/22/2000 12:04 PM

		 To: John Suttle/HOU/ECT@ECT
		 cc: Jane McBride/AP/Enron@Enron@ECT, John Viverito/Corp/Enron@ENRON@ECT,
Jonathan.Whitehead@enron.com, Kevin Cordesman/HOU/ECT@ECT, Mark
Taylor/HOU/ECT@ECT, Morten E Pettersen/AP/Enron@Enron@ECT, Steven
Kleege/HOU/ECT@ECT, Tom Bruce-Jones/LON/ECT@ECT
		 Subject: Re: Fw: IBJ ISDA MASTER AGREEMENT

John-

During our last meeting with IBJ, we pushed hard for the implementation of
the CSA.  I believe that they have the systems capability to handle the
requisite activities relating to the CSA, as we understand that they utilize
same with certain financial institution counterparties.  We expressed our
view on these matters and also raised other issues that we had discussed in
our recent conference call.

IBJ informed us that they have never entered into a CSA with a non-financial
institution counterparty and my response was that Enron can then be the
first.  We requested that they raise this issue with their respective
superiors.  As you know, their response to our discussions relating to this
issue was "In terms of CSA, as we are not ready for running collateral
operations, we still do not prefer to use the CSA."  The legitimacy of this
statement is certainly debatable and the underlying reason may actually be
something entirely different, including the possibility that they merely do
not want to enter into a CSA with a non-financial institution.

We will continue to attempt to persuade IBJ to enter into the CSA with Enron,
however it is uncertain if this is achievable.


We have received an executed Master Agreement:

Type of Contract:  ISDA Master Agreement (Local Currency-Single Jurisdiction)

Effective Date:   January 19, 2001

Enron Entity:   Enron Canada Corp.

Counterparty:   IPSCO Saskatchewan Inc.

Transactions Covered:  Approved for all products with the exception of :
Foreign Exchange

Confirming Entity:  Enron Canada Corp.

Governing Law:   Province of Alberta

SPECIAL NOTE:   THIS ISDA MASTER AGREEMENT CAN BE USED BY COUNTERPARTY FOR
ONE TRADE ONLY, BEING THAT    CERTAIN TRADE DATED JANUARY 19, 2001.

Copies will be distributed.

Cordially,
Susan S. Bailey
Enron North America Corp.
1400 Smith Street, Suite 3806A
Houston, Texas 77002
Phone: (713) 853-4737
Fax: (713) 646-3490
E:mail:  Susan.Bailey@enron.com


Can you unarchive a postid for me.  The number is 773500.  Thanks.
PL


3-9573
281-304-8303
832-563-6328
N/A

	Enron North America Corp.

	From:  Irena D Hogan                           09/15/2000 09:17 AM

To: Kam Keiser/HOU/ECT@ECT, Souad Mahmassani/Corp/Enron@ENRON, Darron C
Giron/HOU/ECT@ECT, Victor Guggenheim/HOU/ECT@ECT, Shawna
Johnson/Corp/Enron@ENRON, Jackson Logan/HOU/ECT@ECT, Phillip M
Love/HOU/ECT@ECT, B Scott Palmer/HOU/ECT@ECT, Cathy Sprowls/HOU/ECT@ECT,
Natalie Baker/HOU/ECT@ECT, Jennifer Lee/NA/Enron@Enron
cc:
Subject: Info for updated contact list please

Hi Everyone,

Please send me at your earliest convenience the following info:

Extention #

Home #

Cell #

Pager #

Thanks,

Vanessa


Carol,

- Do we really want to accept arbitration in Portland?
- What is our exposure to Federal Law?

Dave

   Carol St Clair @ ECT                05/11/2000 10:05 AM

To: David Forster/Corp/Enron@Enron
cc: Mark Taylor/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT

Subject: Bonneville Power Administration

David:
Enclosed for your review is a draft amendment letter for the above
counterparty.  All of the requested chnages are driven by the fact that BPA
is a federal agency.  I look forward to hearing from you.
Carol


Hi Jeff,

I guess this answers the question of whether the policy has been adopted.

I'm at home this am, as I'm on my way to MD Anderson to donate blood for a
friend's son who has leukemia.  I don't think it will take too long, but they
don't open until 930.

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 10/24/2000 08:20
AM ---------------------------
From: Gregg Penman on 10/23/2000 12:12 PM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: enovate Risk Policy

Kay - Can you please review this additional language to the risk management
policy ( or circulate to Jeff Hodge)?  In light of the CA regarding curves, I
am slightly concerned with a blanket statement essentially giving Peoples
unlimited access to information. I know that we address audit rights in the
LLC agreement so this may not matter anyway if this is a right they already
have.  Let me know what you think.

Thanks,

Gregg
----- Forwarded by Gregg Penman/Corp/Enron on 10/23/2000 12:07 PM -----

	m.nordstrom@pecorp.com
	10/20/2000 11:32 AM

		 To: p.burgener@pecorp.com, Vladimir.Gorny@enron.com, Gregg.Penman@enron.com
		 cc:
		 Subject: enovate Risk Policy

Attached please find the latest enovate risk policy.  Our attorneys and
internal audit area have made one language revision concerning Section XIII
Audit Rights.

Mary <<MEH-risk Oct 20>>

----------------------------------------------------------------
The information transmitted is intended only for the person
or entity to which it is addressed and may contain confidential
and/or privileged material.  Any review, retransmission,
dissemination or other use of, or taking of any action in
reliance upon, this information by persons or entities other than the
intended recipient is prohibited.   If you received this in error, please
contact the sender and delete the material from any computer.

 - MEH-risk Oct 20.doc


Bought from CPA (deal 157219) sold to CES (deal 157220) for the 29th-31st.


I need a list of all 2000 dollars that we carried into 2001 by Wednesday.  You can round to the nearest $100,000.  Let me know if they are in the 2001 plan or not.

Thanks

Tracy


Start Date: 1/23/02; HourAhead hour: 1;  HourAhead schedule download failed. Manual intervention required.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final Schedules\2002012301.txt
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----- Forwarded by Tana Jones/HOU/ECT on 03/21/2001 03:24 PM -----

	Russell Diamond/ENRON@enronXgate
	03/21/2001 01:27 PM

		 To: Frank Sayre/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
		 cc: Tana Jones/HOU/ECT@ECT
		 Subject: RE: Enron Canada Corp./Fletcher Challenge Open and Closed Swaps

Frank, I have attached the spreadsheet you forwarded me, and have included
the Enron TAGG#'s that match the referenced transactions.  In addition, I
have listed a few other TAGG#'s entered into between ECC and Fletcher that
are not listed on the spreadsheet.  This encompasses all the transactions we
have with Fletcher Challenge Industries Limited.

Thanks
Russell