Greg, I answered your questions in blue.  Please let me know if you need more clarification.
	Thanks. Lynn

 -----Original Message-----
From: 	Greg_Hathaway@dom.com@ENRON
Sent:	Sunday, November 11, 2001 7:50 PM
To:	Blair, Lynn
Cc:	Mercaldo, Vernon
Subject:	Re: Demarc Allocation Conference Call - 11/06/01

Thanks for the clarification.

On number 4 is still a little fuzzy.  Does Demarc Deff. get allocated during the
same cycle as Demarc?  [Blair, Lynn]  Yes  Seems unlikely since Demarc Deff. is a
storage pt and storage is allocated at a different time? [Blair, Lynn]   A transportation
delivery directly to  Demarc Def. is a part of the Demarc allocation.  When NNG looks at a storage allocation,
 we review all the  injections (or withdrawals) at the storage point.

If we were nominating our Firm from Beatrice to Demarc Deff. where would our
customers pull from? [Blair, Lynn]   Customers can pick up gas at Demarc Def.
The storage that is offered by NNG's park and ride is at what location?  Demarc
or Demarc Deff.?   [Blair, Lynn]  	Demarc Def.

Greg Hathaway

Office Phone: 804.273.4421

Virginia Power Energy Marketing
5000 Dominion Blvd.
Glen Allen, Virginia 23060
Fax: 804.273.2927

greg_hathaway@dom.com

|--------+----------------------->
|        |          "Blair, Lynn"|
|        |          <Lynn.Blair@e|
|        |          nron.com>    |
|        |                       |
|        |          11/07/01     |
|        |          03:18 PM     |
|        |                       |
|--------+----------------------->
  >----------------------------------------------------------------------------|
  |                                                                            |
  |       To:     Greg Hathaway/WP/VANCPOWER@VANCPOWER, Brent                  |
  |       Cinnamond/WP/VANCPOWER@VANCPOWER, Gregg Tyson/WP/VANCPOWER@VANCPOWER,|
  |       Hillary Dryselius/WP/VANCPOWER@VANCPOWER, Jason J                    |
  |       Lewis/WP/VANCPOWER@VANCPOWER, M Lynn Dotter/WP/VANCPOWER@VANCPOWER,  |
  |       Mark_J-DeCarlo@dom.com, Mark Moyer/WP/VANCPOWER@VANCPOWER, Stacy     |
  |       Lee/WP/VANCPOWER@VANCPOWER                                           |
  |       cc:     "Mercaldo, Vernon" <Vernon.Mercaldo@enron.com>, "Blair, Lynn"|
  |       <Lynn.Blair@enron.com>, "Medeles, Gerry" <Gerry.Medeles@enron.com>,  |
  |       "Kowalke, Terry" <Terry.Kowalke@enron.com>, "Williams, Jo"           |
  |       <Jo.Williams@enron.com>, "Buchanan, John" <John.Buchanan@enron.com>, |
  |       "January, Steve" <Steve.January@enron.com>                           |
  |       Subject:     Demarc Allocation Conference Call - 11/06/01            |
  >----------------------------------------------------------------------------|

>
     Greg, it was good to visit with you yesterday.  Here are the
questions and answers that we promised you
     at the conference call on Tuesday, November 6.  Please review
and let Vernon or I know if you need any clarification.

>    1.  What fields can be changed on a nomination and the
> nomination still keep its flowing gas rights from the previous cycle?
>
>         Answer - (1) QUANTITY volume equal to scheduled amount
> or volume lower than scheduled amount
>                (2) RANK changed to a different number
>
>    2.  Where can I find information on Imbalance Tiering in
> relation to mandatory monthly cash out?
>
>         Answer - Tariff Sheet 268, D & E
>
>    3.  What points are in the grouping to determine a demarc
> allocation?
>
>         Answer - Beatrice (Trailblazer) and demarc are the only
> two points in the group
>
>    4.  If Virgina Power is transporting gas to demarc and demarc is
> allocated, can Virginia Power
>         switch their nomination to demarc deferred delivery and
> keep their gas flowing?
>
>         Answer - The field Receipt to demarc deffered delivery
> IS included in a demarc allocation
>                because the transport tied to this storage
> nomination is physically coming from
>                       the field to the market area. (Greg we may
> not have been clear on this comment
>                on the conference call)
>

**********************************************************************
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
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This e-mail (and any attachments hereto) are not intended to be an offer (or an
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other party, and may not be relied on by anyone as the basis of a contract by
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**********************************************************************


Following the flowchart for power, the Texas gas team feels that EES should handle customers below 1,000 MMBtu/day and EA handles all accounts above that number.


The final window for making your 2001 benefits elections or changes ends
11/15 at 5 pm.  If you do not elect to make any changes, your 2000 health
benefit elections will rollover for 2001.

If you still need to make changes, logon to www.enron.benefitsnow.com or call
1-800-425-5864.  You will need your PIN number that is printed on your
personal worksheet to access the web and hotline.

If you have any questions, please call the Benefits Dept. directly at x37979,
option 1, or Anne Labbe, at x57809.


can you find out if the tech group has scheduled installation of a dsl line
in my apartment?


Transwestern's pre-filed Direct Testimony.

The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s) named above. This message may be an attorney-client communication and/or work product and as such is privileged and confidential. If the reader of this message is not the intended recipient or an agent responsible for delivering it to the intended recipient, you are hereby notified that you have received this document in error and that any review, dissemination, distribution, or copying of this message is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail, and delete the original message.


Jeffrey:
Will you be able to join other VentureWire
subscribers in the Bay area for this month's breakfast
briefing?  We'll be gathering at the San Mateo Marriott
next Tuesday (7/24) to hear Bryant Tong's thoughts on
this month's topic:

The Energy Sector: Urgent Needs, Emerging Opportunities.

It's becoming clear that far-reaching changes in energy
markets, along with urgent production and distribution
needs across the country, have created a wealth of new
opportunities for high-tech investment -- at a time
when deal flow in other sectors has significantly
diminished.

Join us for a presentation by Bryant J. Tong, managing
director of Nth Power Technologies, on the important
trends, key strategies, emerging opportunities, and
potential risks involved in investing in this growing
sector. Nth Power Technologies is a venture capital
firm focused on investment opportunities arising from
the restructuring of the global energy utility
marketplace.

For VentureWire subscribers, we have extended the early
registration discount through this Friday, July 20.
Pay only $99 for the July 24th VentureWire Breakfast:
The Energy Sector: Urgent Needs, Emerging Opportunities.
So register online at http://events.venturewire.com
prior to July 20 and pay only $99.

Hope you'll be able to join us on July 24.

Best,
Brian O'Connell
Publisher,
VentureWire
events@venturewire.com
http://events.venturewire.com


Save the date:    May 17th
		   Cubs vs. Astros
		   1:20pm
		    Wrigley Field


See assignments and comments in red.  Reagan/Kayne/Dave/Jeff responses due to
Kay by noon today.

1) General comments -
a) We have not seen a draft of the MPPSA or the MGPSA for review and comment.
Kay
b) All section references in the draft should be reviewed and checked.  The
majority of the references checked were incorrect. Kay
c) Since financial security is still an outstanding issue, all comments
regarding the provisions in the draft pertaining to that subject have been
excluded.  Kay
d) The draft contains references throughout to exhibits that will be attached
to the agreement that were not included in the draft.  See bleow.

2) Article 1, pages 6 and 7 - Profit and Savings: These definitions reference
exhibits that were not included in the draft.   One of the most significant
issues we had with the prior drafts were with the definition for "savings" so
it is important to review a draft of these exhibits as soon as possible.
Reagan/Kayne/Dave/Jeff to chech with Marvin.  He should have forwarded
exhibits with everything else.  time is running out on them to do anything
here.  Will report more on this issue.

3) Section 3.1(b): This section obligates EPMI to &Propose8 a load projection
and stack model.  Should this say &Prepare8 as opposed to &Propose8.
"Prepare" is fine.

4) Section 3.1(c): First line refers to a &request by Customer8.  Customer is
not defined, is this intended to refer to MDEA?  If not, include a definition
of Customer.  "...upon request by Customer" is not necessary.  This has
already been done.

5) Section 3.2(a): Provides that EPMI will use &commercially reasonable
efforts8.  The draft does not include a definition for this term.  Suggest
including a definition since this standard is used throughout the draft.  Kay

6) Section 3.2(a): Suggest adding the following phrase in the second line
after &schedule Products8, &in a manner intended to minimize the cost of
serving MDEA,s native load8.  Adding this seems fine; however, are there any
legal implications, Kay?  If not, add it in.

7) Section 3.2(c): Line 3 refers to Cajun and EPI, which are not defined in
the draft.  Suggest including definitions or inserting the phrase &Existing
Contract Resources8 in place of &SEPA, Cajun, EPI8.  The substitution is fine.

8) Section 3.2(h): Line 1 provides &EPMI will optimize scheduling and usage
or resale (when appropriate)8.  Would suggest deleting &when appropriate8 and
inserting &(in accordance with the terms and conditions of each Existing
Contracted Resources contract)8.  The suggested change is OK.

9) Section 4.1(a): Line 1 requires MDEA to operate and maintain its native
load distribution system in accordance with Prudent Operating practices(.8.
Would suggest deleting the phrase &and the Native Load distribution system8.
This agreement does not bear on how the cities would operate and maintain
their distribution systems.  Reagan/Kayne/Dave/Jeff

10) Section 6.4: The fourth sentence states & due to the use of imprecise
data such as weather reports, heat rate estimates and the like, it is
understood between the Parties that the resulting projections,
recommendations and daily plan are consistent with commercially reasonable
industry practices8.   According to this provision, the parties agree in
advance that the resulting projections, recommendations and daily plans are
consistent with commercially reasonable industry practices.  We believe that
the &use of that type of data8 is consistent with commercially reasonable
industry practices, but do not believe that that this automatically
translates into the projections themselves being consistent with commercially
reasonable industry practices.  Text should be changed as appropriate to
reflect this change.  Reagan/Kayne/Dave/Jeff

11) Section 7.1: Second sentence provides &Risk of loss and all price and
unit contingency and transmission risk shall be borne by Customer8.  Suggest
adding the phrase & For Back to Back Transactions8 at the beginning of this
sentence.  MDEA should not be responsible for unit contingency, transmission
risk etc. for an EPMI Transaction.    Reagan/Kayne/Dave/Jeff

12) Section 10.2(a): Line 3, change & MDA8 to &MDEA8.  Kay

13) Section 14.6: Line 3, change &and the MPPSA8 to &the MPPSA and the
MGPSA8.  Kay

14) Section 15.1(d): provides three business days written notice to the
defaulting party to cure a Financial Event of Default, otherwise the
agreement can be terminated.  Three days is too short of a time period for
MDEA.  Kay/David Hunt/Jeff

15) Section 17.1: Second sentence, provides that an independent auditor
reasonably acceptable to EPMI is entitled to audit all books and records of
EPMI.  However this provision goes on to state that EPMI shall be entitled to
audit MDEA,s books, not an independent auditor subject to MDEA,s approval.
Suggest deleting &EPMI shall be entitled to audit8 and adding &An independent
auditor reasonably acceptable to MDEA8.  Kay

16) Article 28: As we have previously noted, this section contains language
related to conflict of interest issues and the lack of notification related
to conflicts of interest that should be read carefully reviewed by MDEA and
the Cities.  Kay/David Hunt/Jeff


FYI and Ken's review (no offense, John).
---------------------- Forwarded by Kay Mann/Corp/Enron on 06/01/2001 01:46
PM ---------------------------
From: Fred Mitro/ENRON@enronXgate on 05/31/2001 05:45 PM
To: Ben Jacoby/ENRON@enronXgate, Kay Mann/Corp/Enron@Enron
cc:

Subject: TECO Term Sheet

Attached is the draft term sheet for the Midway toll.  I have pulled in the
language from the earlier draft and incorporated Black Hills language where
applicable. I have left the pricing blank for now, subject to a refresh from
structuring.

Let's discuss sometime tomorrow.

Fred


I think I have this under control -- it is basically the same long drill I
did for Trutta.  When everything is done, I'll doublecheck with one of them
to make sure nothing is undone.  Thanx.

Cheryl Nelson
Senior Counsel
EB3816
(713) 345-4693

	Sara Shackleton@ECT
	03/16/2001 02:16 PM

		 To: Cheryl Nelson/NA/ENRON@ENRON
		 cc:
		 Subject: Re: Raymond James & others ready for execution

Cheryl:

Should you have any SEC issues (whether these are reps or forms to be
completed, you should check with Travis or Lance (or anyone suggested by
them).  As you may know, ENA has an affiliated registered broker-dealer (and
that fact could be pertinent in some type of rep).  Thanks.

03/16/2001 02:02 PM
Cheryl Nelson@ENRON
Cheryl Nelson@ENRON
Cheryl Nelson@ENRON
03/16/2001 02:02 PM
03/16/2001 02:02 PM
Sent by: Cheryl Nelson@ENRON
To: Samantha Boyd/NA/Enron@Enron, Stephanie Panus/NA/Enron@Enron
cc: Sara Shackleton/HOU/ECT@ECT
Subject: Raymond James & others ready for execution

Sam, I am forwarding to you the final version of the ECT Investments -
Raymond James Agreement today for execution.  By the end of the day, R/J
should call me back with a separate account number for an identical agreement
for ENA for signature as well.  Please have the accompanying docs ready so
that we can send everything out for signature asap.

Stephanie, by the end of the day or Monday, we are going to have ready for
execution the agreements with "Simmons" and Frost -- both with ENA.  Can you
doublecheck with Aneela that this choice, based on her list, is correct.
Then, when these come in at the end of the day or Monday I will forward for
execution.

Do we know who other than Gary could sign any agreements today?  If not,
maybe we will take all of these, plus Robertson Stephens and J.P. Morgan to
him on Monday.

We may have to wait until Monday to talk about Enron Credit because I have to
spend the rest of the afternoon preparing the SEC docs, opinion letters and
other documents for the sale of the Cynet stock by the Houston Economic
Opportunity Fund LP.

Cheryl Nelson
Senior Counsel
EB3816
(713) 345-4693


The Week Ahead for November 25- December 1

1.  Introduction
2.  Earnings Releases
3.  Economic Releases
4.  Stock Splits
5.  Initial Public Offerings
6.  Disclaimer

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brought to market.  Retail sales and mall traffic could have
a strong effect on trading early in the week, with military
and other news events potentially playing a significant role
later in the week.  Some tax selling may also occur, while
certain Nasdaq stocks will show above average volatility on
speculation that they may be added to or dropped from the
Nasdaq 100 {QQQ}.

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____________________________________________________________

2.	Earnings Releases

Only 172 companies will report earnings next week.  Companies
with market capitalizations above $5 billion are listed in
the table below.

Company                Ticker     EPS        Date
                                  Estimate
-----------------------------------------------------------
Medtronic              MDT        $0.29      11/27/01
Brocade Comm.          BRCD       $0.04      11/28/01
H&R Block              HRB        ($0.21)    11/28/01

A complete listing of companies, with market
capitalizations above $1 billion, expected to report next
week is presented in "The Week Ahead" article on Wall
Street City.  To read the column, visit Wall Street City
and click on "The Week Ahead" article.

http://www.wallstreetcity.com
____________________________________________________________

3.	Economic Releases

Monday's weekly Instinet Redbook Retail Sales will get a
closer than normal look on Monday, as investors try to gauge
how strong retail sales were over the weekend.  Perhaps even
more important than the total sales, however, will be mall
traffic since economists will be looking for signs that
consumers are responding to promotional pricing.

Two other numbers may also affect the equity markets next
week, the Conference Board's consumer confidence and Q3 Gross
Domestic Product.  Most traders expect a weak GDP number,
but a better than expected consumer confidence could help to
boost retail stocks.

Economic releases scheduled for next week are listed in the
table below.

Report                          Estimate     DATE
------------------------------------------------------------
Conf. Bd. Consumer Confidence   86.4         11/27/01
Existing Home Sales             5.0M         11/27/01
Durable Goods Orders            1.9%         11/29/01
New Home Sales                  850K         11/29/01
Q3 Gross Domestic Product       (0.7%)       11/30/01
GDP Price Deflator              2.1%         11/30/01
Chicago Purchasing Managers     45.0         11/30/01
____________________________________________________________

4.	Stock Splits

Stocks that will begin trading on ex-dividend basis are
listed in the table below.

Company			 Ticker   Split   Ex-Dividend Date
-----------------------------------------------------------
American Healthways      AMHC     3-2     11/26/01
Michaels Stores          MIKE     2-1     11/27/01
Geoalert                 GEOA     3-1     11/29/01
____________________________________________________________

5.	Initial Public Offerings

No IPOs are scheduled to price next week.

To view more detailed information, visit Wall Street City
and click on "The Week Ahead" article.

http://www.wallstreetcity.com

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is no indication of future results.

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There was no attachment to my e-mail.  I would be happy to review the
override letter.  I have not drafted one of these before, but I have in
in my possession a draft of the override letter for the Master Agreeemnt
and an ABB override letter.  They look very similar.

-----Original Message-----
From: Engeldorf, Roseann [mailto:Roseann.Engeldorf@enron.com]
Sent: Tuesday, May 01, 2001 2:42 PM
To: Thompson, Peter J.
Cc: tconstan@llgm.com; Bills, Lisa; Rasmussen, Dale; Williams, Bill;
Mann, Kay
Subject: GE Override Letter - New LM6000

Peter - I understand that you will be working on the latest LM6000
contract.  I have attached a copy of the override letter - one we
executed in January.   I am not sure how much is applicable to this
particular contract; I have not proofed the letter against it.  Would
you take a look at it and check it against the latest version of the
LM6000 contract you are working on?  Maybe we can talk later this
afternoon about any changes you think need to be made.  At the least, we
will need to conform the letter for this contract's details.

Thanks again for your help.

Rose

713-345-7726


When you return from your trip, please follow up with respect to your entry
to Canada through Calgary.  We are revising your letter and Kevin Zemp will
be available to assist you through immigration with the appropriate
officers.  SS


Thanks.  Of the two - I think UBS is better.  It seems like they are a smaller, more specialized company that is more similar to our culture from a risk tolerance perspective.  It should be good.  Of course, anything is better than the way it has been.

We are not going to be able to go to Tahoe anymore b/c of scheduling conflicts with my boss, so we are planning on going to Las Vegas from Feb 13-16.  The airfare is $200/person roundtrip and we can stay at the aladdin or rio for about $100/night (or the bellagio for $200/night). We were wondering if you guys would be interested in joining us?

Let me know.

-Eric

-----Original Message-----
From: K. Bass [mailto:daphneco64@alltel.net]
Sent: Friday, January 11, 2002 12:32 PM
To: Bass, Eric
Subject: UBS

Are you happy??  Congratulations!  LU-M


i didn't piss her off at dinner.  i pissed her off b/c i didn't stay over
that night after everything.  she was pissed and now i have to make it up to
her.  that is ok.  so no one from denver is going to miami for your
engagement party?  i wish i was going.  i would love to get to miami.  i will
call you guys this weekend.


-----Original Message-----
From: 	Schoolcraft, Darrell
Sent:	Monday, February 11, 2002 7:15 AM
To:	January, Steve; Harris, Steven; Watson, Kimberly; Lohman, TK; Lokay, Michelle
Subject:	Transwestern scheduled volumes

February 2002		Scheduled

Friday 08
West			 (1036)
San Juan	                867
East			   (315)

Saturday 09
West			  (941)
San Juan		   855
East			  (467)

Sunday 10
West			   (940)
San Juan		    854
East			   (442)

Monday 11
West			   (958)
San Juan		    873
East			   (441)


Congratulations on your new roles!  I look forward to congratulating you in
person.  All the best,  Jim
---------------------- Forwarded by James Derrick/Corp/Enron on 12/01/2000
02:23 PM ---------------------------

	Enron North America Corp.

	From:  Enron Europe Office of the Chairman @ ECT
11/30/2000 06:29 AM

Sent by: Enron Europe General Announcement@ECT
To: Enron Executive Committee, Enron VPs and MDs 1, Enron VPs and MDs 2, ECT
Europe
cc:

Subject: Organisational Change

As a continuation of the integration of Enron Metals into Enron Europe we are
pleased to announce the following organisational changes which become
effective immediately.

Tom McKeever, presently Chairman of Enron Metals will move into the role of
Vice Chairman Enron Europe reporting directly to John Sherriff and Michael
Brown.  Tom will focus on developing our key senior business relationships
across all of Enron Europe.

Joe Gold will become President of Enron Metals responsible for the entire
organization.  We will announce Joe's replacement for managing our trading
and origination efforts on the Continent in the near future.

Michael Farmer and Michael Hutchinson will continue in their roles managing
the Metals's Merchanting and Financial Trading businesses respectively.

Please join us in congratulating Tom and Joe on their new roles.

From the Enron Europe Office of the Chairman


Shawnee (TVA) 8 looks like a good unit to model.

-	Nat

PS: If you're interested in modeling one of the other nine units just unhide the cells for their data.


Hi Gerry,

I don't remember anyone signing a notice of lien in Arizona.  I remember
seeing a bunch of lien notices, since they have to send a notice even if
payment isn't due yet.  I always thought that was strange, and sure created
clutter.  I can't remember if there was any requirement that we sign.  Does
Dewey remember?  If you didn't sign and Dewey didn't sign, that doesn't leave
many folks who would have done so.  I guess they could have changed the laws,
though.   Sorry I'm not more help.  I've forgotten more than I've remembered.

If you are near town this evening, we are celebrating Paige's 21st birthday
at Keneally's, staring around 7.  I'll buy.  I can't  believe she is 21. Very
disruptive of my self-perception.

Ciao,

Kay

"Turner, Gerry" <TurnerGerry@bek.com> on 06/07/2001 08:23:14 AM
To: "'Kay Mann'" <kay.mann@enron.com>
cc:

Subject: Arizona

Hello Kay---

I need some free legal advice and you are my favorite attorney.  I'll buy
you a drink as payment in kind.

Try and remember El Paso work in Arizona.  Arizona has statue that says you
must make a twenty day preliminary notice to file a lien.  If you don't file
such notice you waive your right to ever file a lien.  I remember this from
our previous work out there.

We have a vendor who is supplying services to one of our subcontractors.  He
has sent us a twenty day notice to file a lien.  There is no dispute but he
is sending the notice anyway.  I understand all of that.

My question is this----it asks for us (BE&K) to sign and acknowledge receipt
of the notice.  It doesn't exactly read like I am required to acknowledge
receipt.  What do you think or remember?  Am I required to sign the notice
or not.  Minor point I know, but I'd rather not raise the flag in
Birmingham.

Thanks.  I really just want to hear from you and this is all I could come up
with for an excuse to write.

Gerry Turner


Jacques,

The amounts needed to fill in the blanks on Exhibit "B" are as follows:

Kipp Flores-Total Contract was $23,600 but $2,375 was paid and only $21,225
is outstanding.

Kohutek- $2,150

Cuatro- $37,800

George & Larry paid $3,500 for the appraisal and I agreed to reimburse this
amount.

The total cash that Keith and I will pay the Sellers is $5,875 ($3,500
appraisal and $2,375 engineering).    I couldn't find any reference to this
cash consideration to be paid by the buyers.

Let me know if I need to do anything else before you can forward this to the
sellers to be executed.

Phillip


Stephanie:
This is okay with me.

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

	Stephanie Panus@ENRON
	05/29/2001 08:09 AM

		 To: Carol St Clair/HOU/ECT@ECT
		 cc:
		 Subject: RE: Maclaren/ENA ISDA Master

Carol,
See attached from Maclaren re: process agent.

----- Forwarded by Stephanie Panus/NA/Enron on 05/29/2001 08:09 AM -----

	MAkkawi@torys.com
	05/27/2001 11:44 AM

		 To: Stephanie.Panus@enron.com
		 cc: ginebert@energiemaclaren.com
		 Subject: RE: Maclaren/ENA ISDA Master

Hi Stephanie,

Maclaren doesn't have an entity which can act as a process agent in the US.
How about this as a suggestion:

"(c) Process Agent.  For the purpose of section 13(c) of this Agreement:

Process Agent for Party A shall be its legal officer at its address for
notices or, in his or her absence, any other senior officer of Party A at
such address.

Process Agent for Party B shall be its legal officer at its address for
notices or, in his or her absence, any other senior officer of Party B at
such address.

For purposes of this Part 4(b), a "senior officer" shall be any officer of
such party with a title of vice president or higher."

Regards,
Michael

-----Original Message-----
From: Stephanie.Panus@enron.com [mailto:Stephanie.Panus@enron.com]
Sent: Thursday, May 24, 2001 5:36 PM
To: MAkkawi@torys.com
Subject: RE: Maclaren/ENA ISDA Master

Michael,
Attached for your review are clean and blacklined copies of the ISDA Master
Agreement.  Also attached is a proposed Amendment to the Enron Corp.
Guaranty.  If the attached meet with your approval, we will proceed with
the execution copies (pending completion of the Process Agent info).

(See attached file: maclaren ISDA 5-24.doc)(See attached file: MACLAREN
ISDA 5-24 RED.DOC)(See attached file: enron maclaren amend guaranty2.doc)

                    MAkkawi@torys

                    .com                 To:     Stephanie.Panus@enron.com

                                         cc:

                    05/24/2001           Subject:     RE: Maclaren/ENA ISDA
Master
                    09:54 AM

I have asked Maclaren for one in NY, and will get back to you.  Do you have
a Process Agent in Quebec, as it doesn't help Maclaren that yours is in
Washington?

As I understand it, there are no outstanding issues - the credit issues
have
been resolved (I guess you have received this update since you are
preparing
the final drafts).  Once we clear the Process Agent point, the documents
can
be executed.

Regards,
Michael

-----Original Message-----
From: Stephanie.Panus@enron.com [mailto:Stephanie.Panus@enron.com]
Sent: Thursday, May 24, 2001 10:26 AM
To: makkawi@torys.com
Subject: Maclaren/ENA ISDA Master

Mike,

Can you supply me with the Process Agent information for Maclaren?  We are
preparing a final draft of the ISDA Master Agreement.

Thanks,
Stephanie Panus
Sr. Legal Specialist
Enron North America Corp.
1400 Smith Street, EB3806
Houston, Texas  77002
ph:  713.345.3249
fax:  713.646.3490


Ok Team, we are in the last throws of documentation of financing documents!
They will be done by noon.  If anyone has comments, they need to be in before
that.  I also want to receive written confirmation from Accounting, Tax, ENA
Legal, EGF Legal that they have signed off on the documents.   The only
document left outstanding which the legal team is busily working on for
completion [today hopefully?] is the EPC Contract.

Starting on Monday, the legal team needs to begin the closing due diligence
process.  Given that we thought we had a great call with GE this week and got
at least S&S's signoff on consent letter, we haven't heard from anyone.  This
is UNACCEPTABLE since it puts not just TurboPark but all the deals relying on
TurboPark in jeopardy!

I will arrange a meeting on Monday to walk through the closing checklist with
the legal team to insure that everything can be completed by December 13th.

CLOSING WILL OCCUR ON DECEMBER 15TH!

Happy Holidays,
Lisa


Where did you go fishing, offshore?  Who all went with you?  This company
that you work for...is it named after your old girlfriend?
PL


Sally,

Thanks for taking the time to meet with me today and telling me about the exciting opportunities you have at North America.  I reviewed the presentation that you  gave me and found myself already thinking about how to make it happen.  I would very much like to work with you to make this a reality.  Attached is a copy of my resume.  I look forward to continuing our discussions next week.

Gay

Gay Mayeux
Vice President, Enron Broadband Services
Physical Location:  1400 Smith Street EB4620
                                      Houston, TX 77002
Email:  gay_mayeux@enron.net
Office: (713) 853-9905
Cell:     (713) 416-8821
Fax:     (713) 646-5737


Its your call, you know I am happy as a hog as long as I get to eat.

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


Please find attached a memo and powerpoint  presentation that memorializes
the above-refrenced meeting. I would ask that Kevin and Tim forward this on
to everyone in their group who should see it- we did'nt have a good list of
names. Thanks and feel ree to call if you have any questions.


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Michael,
	I prepared the TW Marketing slides.  I have been incorporating Kim and Steve's comments.  You can work with me on any questions you have or any additional information you may need from Marketing.
	I follow-up on your notes in red.

Thx,
Lindy

 -----Original Message-----
From: 	Watson, Kimberly
Sent:	Monday, February 11, 2002 5:32 PM
To:	Donoho, Lindy
Cc:	Harris, Steven
Subject:	FW: TW Presentation.

Lindy,

Michael sent me this draft today, but I think that you should review these slides since I know that you have been working on this.  Let's discuss in the morning.  Tuesday is my last day before I leave on vacation.

Thanks, Kim.

 -----Original Message-----
From: 	Ratner, Michael
Sent:	Monday, February 11, 2002 4:51 PM
To:	Watson, Kimberly; Zahn, Gary; Saunders, James
Cc:	Howard, Kevin A.
Subject:	TW Presentation.

Attached is a draft presentation for credit agencies regarding TW.  Please take a look at it and provide me with your comments.  In particular, I have designated some pages that I think you can help me with, see below.  Please feel free to comment on the rest of the presentation too.

Thanks,

Michael

Jim Saunders and Gary Zahn - 26

Kim Watson - 6, 17, 19, 24


Are we still on for lunch?


The canadian sap # is 	p00565421
the us sap # is		p00503799

rumor on cnbc is that dynegy is buying enron


Gas OII Settlement Parties:

This morning, the CPUC approved the Comprehensive PG&E Settlement Agreement,
resolving all issues concerning PG&E in the Gas Strategy Investigation.
Thanks to all of you for your part in making this settlement possible.

The next step is getting the tariffs approved.  PG&E sent out a first draft
of the tariffs on March 28, 2000, and then held a tariff workshop on April
10, 2000.  We will send out a revised draft next week, on the 25th, which
will take into account suggestions many of you made on the prior draft.  We
will then hold half-day tariff workshop on Tuesday, June 13th.  We must file
the tariffs with the CPUC by July 17, 2000.  A detailed schedule for
completion of these tariffs is attached.

 <<OII Tariff Schedule for Parties_.doc>>

Thanks again for your efforts in negotiating this settlement, and we look
forward to completing the tariffs together with you.

Ron Stoner     Randy Litteneker
(415) 973-3606    (415) 973-2179

 - OII Tariff Schedule for Parties_.doc


Thanks!!!

Veronica

 -----Original Message-----
From:  Jones, Tana
Sent: Thursday, March 15, 2001 5:43 PM
To: Gonzalez, Veronica
Subject: Re: Perfercting Monies for Canadian Counterparties

He can call any one of the attorneys in the Swap Group, Mary Cook does
Canada, but she'll be out next week so it would have to be quick, or Sara
Shackleton or Brent Hendry.

	Veronica Gonzalez/ENRON@enronXgate 03/15/01 04:37 PM 	   To: Sara
Shackleton/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT  cc:   Subject: Perfercting
Monies for Canadian Counterparties

The legal counsel at Sempra would like to contact someone in our office
regarding "perfecting monies" for Canadian counterparties when posting
collateral.  Who should I have him call?

Please advise.

Veronica Gonzalez
Credit Analyst
ext 3-0511


---------------------- Forwarded by Matthew Lenhart/HOU/ECT on 06/14/2000
08:24 AM ---------------------------

Bryan Hull
06/14/2000 06:54 AM
To: hullkron@bellsouth.net, Michael Walters/HOU/ECT@ECT, rondaj@hotmail.com,
Eric Bass/HOU/ECT@ECT, Matthew Lenhart/HOU/ECT@ECT
cc:

Subject: Fw: Good Golf Joke

>
> >
> > > >It was a sunny Saturday morning on the course and I was beginning my
> > > >
> > > >pre-shot routine, visualizing my upcoming shot, when a voice came
over
> > > >
> > > >the clubhouse loudspeaker.
> > > >
> > > >"Would the gentleman on the woman's tee back up to the men's tee
> > > >
> > > >please!!" I was still deep in my routine, seemingly impervious to the
> > > >
> > > >interruption.
> > > >
> > > >       Again the announcement,
> > > >
> > > >"Would the MAN on the WOMEN'S tee kindly back up to the men's tee." I
> > > >
> > > >simply ignored the guy and kept concentrating, when once more, the
man
> > > >
> > > >yelled: "Would the man on the woman's tee back up to the men's tee,
> > > >
> > > >PLEASE!"
> > > >
> > > >I finally stopped, turned, looked through the clubhouse window
directly
> > > >
> > > >at the person with the mike and shouted back, "Would the person in
the
> > > >
> > > >clubhouse kindly shut the fuck up and let me play my second shot?"
> > > >
> > > >
> > > >   _____
> > > >
> > > >
> > > >
> > > >Happy July 4th !!!
> > > >
> > > >
> > > >
> > > >
> > > >
> > > >
> > > >
> > > >Please visit our web site.  [http://www.dunavant.com]
> > > >
> > >
>**********************************************************************
> > > >This email and any files transmitted with it are confidential and
> > > >intended solely for the use of the individual or entity to whom they
> > > >are addressed. If you have received this email in error please notify
> > > >the sender.
> > >
>**********************************************************************
> > > >
> > > >
> > > >
> > > >
> > >
> > >
________________________________________________________________________
> > > Get Your Private, Free E-mail from MSN Hotmail at
http://www.hotmail.com
> > >
> > >
> >
>


Looking at Earnings estimates I think they are under estimating the long term
shift in natural gas prices.  90 days ago they had next year earnings $.17
under this year
and only resently have they started to raise 2001 earnings to account for
were prices are.  I image that are still under estimating next year earnings
based on where
the strip of natural gas is.  I don't think most people expected gas next
summer to be trading over $4.55

    Dec 00          Mar 01    This Year - Dec 00     Next Year Dec 01  Long
Term Growth
Current
7 Days Ago
30 Days Ago
60 Days Ago
90 Days Ago	 0.93
0.93
0.82
0.67
0.60	0.92
0.92
0.78
0.59
0.59	2.70
2.70
2.57
2.33
2.14	 2.78
2.78
2.52
2.15
1.97	9.05%
9.05%
9.24%
10.20%
10.20%


Dear David:

Thanks so much for your voicemail message confirming your agreement and assurance that the Enron HR Global team will ensure compliance with the strategy approved by the Enron Corp. Board of Directors relating to the use of separate lines of business to manage Enron's risks, liabilities and costs.

As you know Enron maintains many separate lines of business with separate assets, directors, officers, employees and payrolls.  This provides a protective shield described or known as the "corporate veil".  Thus, in the event of litigation, only the assets of the individual business are subject to said litigation, its attendant risks, liabilities and costs if Enron adheres to basic corporate principles and the separate line of business is truly a separate entity.  If the corporate veil is pierced and other Enron entities, including Enron Corp. are successfully subjected to the risks, liabilities and costs of said litigation, then all of the assets of Enron would be at risk.   Further, litigation, risk management, accounting and finance, tax, treasury, and many other Enron Corp. groups work diligently to ensure compliance with this strategy.  All filings with the federal government, including the 10K and Proxy Statements, reflect this strategy. In addition, there are certain Enron benefits, namely the Enron Corp. 1994 Deferral Plan, which require all participants in said plan be an employee of Enron Corp.

One of the additional ways Enron minimizes said risks is to ensure that employees are employed and paid by the proper employer.  Thus, Enron has many payrolls and Enron Corp. is not a master payroll company.  As you know, the pipelines are regulated by the FERC (Federal Energy Regulatory Commission) and separate payrolls are necessary for each pipeline.  Further, Enron has separate payrolls for it union companies, its third country nationals and its expatriates.   These payrolls are in addition to the local payrolls of Enron in those countries in which we do business around the world.

Thus, it is imperative that each of the Enron entities properly reflect their respective directors, officers, and employees.  Here in the United States, each of our separate lines of business have separate Federal Employer Identification Numbers.  During times of Enron reorganization and movement of Enron employees from one Enron entity to another, if this movement results in a change in the employee's employer, under the U.S. Tax laws, FICA Withholding for both the new Enron employer and employee begin again.  The employee may file a new W-4 form to alleviate some of the tax consequences or the employee can wait until he/she files the income tax return for the year in question and receive a refund.  The Enron employer does not receive a refund or any credit when it must pay the employer's portion of FICA even though it has been paid in whole or in part by another Enron employer.  This payment by the Enron employer is a small amount to pay in comparison to the overall risks.

As we discussed, any changes with respect to this strategy, including the impact on payroll, Enron employers, and Enron employees must be reviewed and approved by the Enron Corp. Board of Directors due to the significant risks to Enron Corp., its subsidiaries, divisions, and affiliates.

I appreciate your enthusiasm for compliance with this important strategy and respectfully request your immediate assistance in communicating this strategy to your team and assuring that they in turn make sure that all of the Enron employees who are not currently employed by the proper Enron employer are transferred as soon as humanly possible in order to minimize the risks.  I understand that failure to place the employee in the proper company has an impact in many areas around Enron, including PRC, compensation, ibuyit, ipayit, and benefits, just to name a few.

If you have any questions, please contact me at 713-853-7224.

Thanks so much for your help.

Sharon


---------------------- Forwarded by Kay Mann/Corp/Enron on 12/04/2000 10:54
AM ---------------------------

	From:  Mark Frevert and Mark Haedicke                           12/04/2000
10:36 AM

Sent by: Enron Announcements
To: All Enron Wholesale Services Employees
cc:

Subject: Enron Wholesale Services Legal Department

 As a follow-up to the recent Enron Corp. memorandum forming Enron Wholesale
Services (EWS), effective today, we have reorganized the Wholesale Services
Legal Department.

 The goals in reorganizing the department are as follows:  (i) align the
legal department as closely as possible with the business units, (ii) speed
the flow of legal technology across the business units, and (iii) achieve
greater efficiency and consistency across the organization.

 To this end, a legal policy group will be formed for EWS Legal, which will
include Lance Schuler, Enron Americas; Mark Evans, Enron Europe; Mark Taylor,
Enron Net Works; Alan Aronowitz, Enron Global Markets; Julia Murray, Enron
Industrial Markets; and Bruce Lundstrom, Enron Global Assets.

 The organization chart for the EWS Legal Department is attached.  More
comprehensive organization charts will follow for each group.

Mark Frevert and Mark Haedicke


Hi Cate -

Mike McConnell has asked me to respond to you on his behalf.  He said that he
is fine with the bullet points you have listed below, with the exception of
"Acquisitions".  Mike will not focus on acquisitions in his speech.

Please let me know if you have any questions or if you need any additional
information.  Thank you.

Cathy Phillips for
Mike McConnell
713-853-6898

"Cate Ambrose" <CateAmbrose@economist.com> on 07/13/2000 01:22:30 PM
To: Mike.McConnell@enron.com
cc:
Subject: Re: The Economist E-Business Summit

Mike,
I am delighted to know that you are available to take part in the Atlanta
E-Business Summit in October. I have tentatively scheduled you for
mid-morning on October 3rd - let me know if that does not work for you.

With regard to the focus of your presentation, I have written a suggested
session description below for your review. It reflects a strategic view of
Enron's move into online B2B markets, which will be very relevant for our
audience of C-level executives from the Fortune 1000.

The audience at the 21st Century Internet Summit will be primarily CIOs and
senior executives from Internet companies, so perhaps you could deliver the
same presentation with a slightly more technological content and perspective.

The programme for the E-Business Summit goes to print next week, so please
forward me any modifications of the text below by July 19.

Leveraging core brick-and-mortar assets to create new businesses

o     Shifting strategies: turning an energy company into a new economy player
o     Acquisitions: targeting companies on which to build B2B platforms
o     Applying Enron's model to other wholesale commodity markets
o     Added-value as the competitive edge: risk management, financial
services, liquidity
o     EnronOnline: evolving the customer relationship while increasing sales

Thank you for your interest in this project and I look forward to seeing you
in Atlanta.
Best,
Cate Ambrose

>>> <Mike.McConnell@enron.com> 07/11 7:12 PM >>>

Cate,

 I could make the Atlanta conference on Oct. 2 - 3.  The presentation would
be similar to the one I am going to do in Sept. would that be a problem?
Actually, I thought the Sept. conference was aimed at this type of crowd as
well.

Mike McConnell

"Cate Ambrose" <CateAmbrose@economist.com> on 06/30/2000 03:46:55 PM

To:   mike.mcconnell@enron.com
cc:
Subject:  The Economist E-Business Summit

Dear Mike:

On behalf of The Economist Group, I have the pleasure of inviting you to
participate as a key presenter at our second US E-Business Summit in
October 2000.

The Economist's US e-business series was founded in March 2000 with Summits
in New York and Laguna Niguel California, and with the subtext "Strategic
business transformation for chief executives in the digital economy".

I am aware that you attended the event in Laguna Niguel, where John
Chambers, Dan Nordstrom, and Kevin O'Connor were among the speaker faculty.

The fall E-Business Summits are scheduled for October 2nd-3rd at the JW
Marriott in Atlanta, and October 18th-19th at the Ritz-Carlton in Chicago.
I have attached preliminary drafts of the programme for both cities, which
reflect a session dedicated to Enron Net Works.

We are particularly interested in including a presentation on how Enron has
leveraged core competencies to take on a new role in the Internet economy,
including the Net Works initiative to create B2B websites for other
businesses and industries. We would be delighted to have you speak on this
subject at either the Atlanta or Chicago Summit.

I understand that you have already agreed to participate as a speaker in
the 21st Century Internet Summit that will take place September 20-22 in
Laguna Niguel CA. That event, which has been organised by my colleague Lisa
Weiner, is targeted to an audience of CIOs in its focus on technology,
whereas the E-Business Summit targets CEOs in its emphasis on strategic
business transformation.

Thank you for your consideration of this invitation and I look forward to
following up with you following the holiday weekend.

Best regards,
Cate Ambrose
Director of Programmes
212.554.0659

(See attached file: programAt.doc)
(See attached file: programCh.doc)


saban should tell him don't let the door hit you in the ass on the way out.


To clarify the 15-day supply with Progas:  this is inventory that, for the most part, is already at Progas.  If there was any shortage, most likely it would be discounted from the purchase price, so no additional product would need to be delivered.

 -----Original Message-----
From: 	Curran, Greg   On Behalf Of Greg Curran/ENRON_DEVELOPMENT@ENRON
Sent:	Tuesday, May 08, 2001 3:45 PM
To:	Maltes, Miguel
Cc:	Curran, Greg; Mahan, Mariella; Javier Chavarria/ENRON_DEVELOPMENT@ENRON; Haeussler, Federico; Y'Barbo, Paul
Subject:	Re: Next Cargo

Paul

Progas pays for the 15 days.
I assume that premium 1 means a penny and premium 2 means 2 pennies.  Have you gone out to the market to check if you can get a better deal?  This means we are paying MB +9 in July.  Do you think we should expose ourselves to a bit of risk or cover ourselves?

Miguel

How long until you have the $800K to pay it ?  Is it 10 days or 30.  If it is not long then we should be able to delay payment by a few days.  Where are you on your investigation of making Procaribe and Eco free trade zones.  This should help you with your cash flow and transhipments since you do not pay taxes until you pay the taxes until you sell the product in PR.  Do you know how long it takes to do this?

Miguel Maltes@ENRON_DEVELOPMENT
05/08/2001 12:10 PM
To:	Greg Curran/CA/Enron@Enron
cc:	Mariella Mahan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Javier Chavarria/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Federico Haeussler/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Paul Y'Barbo/NA/Enron@Enron
Subject:	Re: Next Cargo   << OLE Object: StdOleLink >>

The usual payment terms of PDVSA are 30 days after bill of lading.  We should pay Enron, who is our seller, 30 days after bill of lading plus monthly adjustments accordingly to market index movement.  We are better protected by paying as we did on the last cargo.  We should follow Paul's recommendations which are being discussed with Suzanne and her group.

Our cash flow forecast shows that we will be short by $800M depending on the market index movements and after paying $397M of import tax, $156M of rent and $164M of property tax.

Saludos

Paul Y'Barbo@ENRON
05/04/2001 04:10 PM
To:	Greg Curran/CA/Enron@Enron
cc:	Miguel Maltes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Javier Chavarria/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Federico Haeussler/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Suzanne B Clapp/HOU/ECT@ECT, Mariella Mahan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT

Subject:	Re: Next Cargo   << OLE Object: StdOleLink >>

If we worked out a price structure similar to the last cargo, we could eliminate the price risk by paying the following for the LPG:

1400 MT at a Fixed Price (represents amount borrowed that went to April sales)
2900 MT based on May Mont Belvieu plus Premium 1
2800 MT based on June Mont Belvieu plus Premium 2 and
2900 MT based on July Mont Belvieu plus Premium 3

The Fixed Price for 1400 MT and the Premiums 1,2, and 3 are under discussion with Suzanne. This structure matches the cost of product with ProCaribe's sales revenue.

Question: How does ProCaribe get paid for the 15 days of product that goes with the Progasco sale?

Paul

Greg Curran
05/04/2001 02:45 PM
Sent by:	Greg Curran
To:	Miguel Maltes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc:	Javier Chavarria/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Greg Curran/CA/Enron@Enron, Federico Haeussler/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Paul Y'Barbo/NA/Enron@Enron, Suzanne B Clapp/HOU/ECT@ECT, Mariella Mahan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT

Subject:	Re: Next Cargo   << OLE Object: StdOleLink >>

Please explain how we will manage the price risk on this.  Remeber that we have to give 15 days worth of product with the sale of  Progas.  What are the payment terms?  How are you with cash?

Miguel Maltes@ENRON_DEVELOPMENT
05/04/2001 02:12 PM
To:	Javier Chavarria/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc:	Greg Curran/CA/Enron@Enron, Federico Haeussler/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Paul Y'Barbo/NA/Enron@Enron, Suzanne B Clapp/HOU/ECT@ECT
Subject:	Next Cargo

Our next cargo has a loading window in PDVSA on May 18, 2001, with an ETA in ProCaribe on May 19 - 21, 2001.  The cargo is for 10,000 Mts. (5.2MM gallons) at MB + 7 three days around bill of lading.  This means that the invoice will be the average price of MB on the loading day, the day before and the day after, excluding weekends and holidays, plus 7 cents a gallon.

The following are the monthly sales average per customer:

* Progasco		1,100,000 gallons
* San Juan Gas 	   210,000 gallons
* Centro Gas                  140,000 gallons

Total borrowing return to EcoEl?ctrica 3,200 Mts or 1,667,200 gallons on 5/19/01.

After returning all the borrowing (5/19/01) we have a balance of 3,480,233 gallons.  The following are the estimated sales and heater consumption per month:

* May (12 days)    563,520 gallons (from May 20th through May 31st)
* June (30 days)  1,408,800 gallons
* July  (31 days)  1,455,760 gallons

Inventory balance as of: 7/31/01 (52,153 gallons).

Next cargo arrival delivery window July 20 - 31, 2001.

Saludos

<Embedded Picture (Device Independent Bitmap)>
<Embedded Picture (Device Independent Bitmap)>
<Embedded Picture (Device Independent Bitmap)>
<Embedded Picture (Device Independent Bitmap)>


The Harvard Business School Club of Houston has extended an invitation to
the Association for Corporate Growth to participate in the following event.
============================
Our May 22 speaker promises to provide some interesting insights into the
future of information technology and its specific application to the energy
industry.  This presentation should be quite informative and compelling for
anyone who has an interest in technology and its impact on business.

SPEAKER:   Mr. David Clementz, President, Chevron Information
                    Technology Company (CITC); President, Chevron eBusiness
                    Development Company

DATE:          Tuesday, May 22, 2001
PLACE:        Houston Club, 811 Rusk in downtown Houston
TIME:           11:40 a.m. Check in, 11:55 p.m. Lunch, 12:15 p.m. Presentation

COST:          $25 with reservations
                    Guaranteed with a credit card or prepaid by check
                    NO-SHOWS WILL BE BILLED

RSVP:          By 5:00 p.m. on May 18, 2001
                    Seating is limited, so make reservations early.

David M. Clementz is president of Chevron Information Technology Co.
(CITC), a wholly owned subsidiary of Chevron Corp.  In this capacity he
heads an organization of approximately 1,200 employees and oversees the
worldwide information technology function for the Chevron companies.  He is
also president of Chevron eBusiness Development Co., which manages a
portfolio of Internet-based services.

A native of Cleveland, Ohio, he has a doctorate in soil science from
Michigan State University.  He also holds a master of business
administration from Pepperdine University, a master of science from Purdue
University, and a bachelor,s degree from the University of Arizona.

Clementz joined the company in 1973 as a research chemist at Chevron Oil
Field Research Co. (COFRC) in La Habra, Calif.  During the early 1980s,
Clementz was a production engineer for Chevron U.S.A. and later returned to
COFRC as assistant to the president.  From 1985 to 1990 he held management
positions in reservoir engineering at COFRC.

In 1990, he was named manager of engineering for Chevron Canada Resources
in Calgary, Alberta.  In 1992 he took part in a study that resulted in the
formation of Chevron Petroleum Technology Co. (CPTC), where he was
appointed vice president and general manager of technology management and
planning.  Clementz was elected president of CPTC in November 1994.  With
this current appointment, he became Chevron,s chief information officer.
He played a key role in the formation of Chevron eBusiness Development Co.
in 1999.

Clementz assumed his current position February 1997.

He is a member of the board of directors of UpstreamInfo.com, a
business-to-business (B2B) portal that will enable petroleum companies to
access technical and business information; and chairman of the American
Petroleum Institute,s General Committee on Information Management and
Technology.  He is a member of the Society of Petroleum Engineers; on the
Advisory Board of the College of Science and Engineering at San Francisco
State University; a member of the President,s Cabinet at California
Polytechnic State University, San Luis Obispo, and a member of the Global
Council of the Thunderbird American Graduate School of International
Management.

Reservations for this HBS event can be made by phone, fax (using following
form), email or by using our website &hbshouston.org8.

Please mark your calendars for the following future HBS events:
    May 16 - Cooking class & dinner at Brennan,s, 6:30 to 8:30 pm, spouses
welcome
    May 17 - Breakfast Club meets at ROCC at 7:00 am
    May 22 - Dave Clementz, President of Chevron Petroleum Technology
Company, 11:45 am to 1:15 pm, location TBD
    May 31 - Social, location TBD, 6:00 to 8:00 pm
    June 7 - Breakfast Club meets at ROCC at 7:00 am
    June 14 - Howard Stevenson, HBS Professor, 5:30 pm to 7:30 pm,
location TBD; club final meeting, spouses welcome
    June 21 - Breakfast Club meets at ROCC at 7:00 am

I hope you choose to join us for this and many future events.

Kind regards,
George Laflin, President
======================
RESERVATIONS REQUIRED.  Reservations accepted until 5:00 p.m. on May 18,
2001.  Fax following information to 281/424-4770, e-mail
dottie@kerr-solutions.com, or call 281/424-3084.

Member Name:
Company:
Phone:
Guest Name:
Cost: $25
Payment:  Credit Card (Visa, MC)
Card Number:
Exp Date:

Dottie Kerr (dottie@kerr-solutions.com)
Association for Corporate Growth - Houston Chapter Administrator
Voice mail: 713-593-4700
www.acg.org


Mike/Jeff,

Just received confirmation from Enron Europe that they accepted the July 1
transfer for Enron Japan P&L.  The Oslo weather move to EE has also been
completed.

Tom

 -----Original Message-----
From:  Shankman, Jeffrey A.
Sent: Thursday, June 07, 2001 9:30 AM
To: McConnell, Mike
Cc: Myers, Thomas
Subject: RE: Enron Japan Plan Split

Tom, on another note, I'm not sure if you guys were explicitly told buy Oslo
weather and the budget have been shifted over to Europe as of 4/1/2001.  Can
you also make this change?

Jeff

 -----Original Message-----
From:  McConnell, Mike
Sent: Thursday, June 07, 2001 9:27 AM
To: Myers, Thomas
Cc: jeffrey.shankman@enron.com; Price, Brent A.
Subject: Re: Enron Japan Plan Split

Tom,
I am fine with this but our effective date is a call of fairness that depends
on your view of the middle east adjustment.  I don't want to be hard on this
and get back a bigger number on middle east by default.  Its up to you and
your judgement on what you think is appropriate and or a trade with Europe.
I am fine with your ultimate decision.
Mike

From: Thomas Myers/ENRON@enronXgate on 06/06/2001 06:55 PM
To: Mike McConnell/HOU/ECT@ECT
cc:
Subject: Enron Japan Plan Split

Mike,

Attached is the proposed plan transfer to EGM for Enron Japan.  These amounts
have been reviewed and approved by Joe Hirl.  We are still working with Enron
Europe to gain agreement on the effective date (April 1 or July 1)  - will
let you know as soon as this is settled.

Here's a summary of the Plan Amounts;

			 Split after 2Q

			 EGM
Margin*	1Q		                 -
	2Q		                 -
	3Q		      3,750,000
	4Q		      3,750,000
	2001		      7,500,000

Expense	1Q		                 -
	2Q		                 -
	3Q		      3,366,377
	4Q		      3,366,377
	2001		      6,732,754

EBIT	1Q		                 -
	2Q		                 -
	3Q		         383,623
	4Q		         383,623
	2001		         767,246

If we end up with an April 1 transfer, EGM will be kept whole on plan (will
be approx $3.4 MM expense, zero margin).

Please advise if you have any questions or wish to discuss this in further
detail.

Tom Myers 3-0475

 << File: Enron Japan EE-EGM.xls >>


I believe that Carlos Rodriguez handles this pipe.

D

 -----Original Message-----
From: 	Viltz, Joyce
Sent:	Friday, May 25, 2001 12:57 PM
To:	Ray, Tess
Cc:	Ellenberger, Mary; Meyers, Julie; Farmer, Daren J.; Ngo, Joanie; Camp, Howard
Subject:	RE: COWTRAP ALLOCATION - 4/01

I got Howard Camp to help and he told me what to do.  The deal is in Volume Management now.  This brokered deal needs to be tracked every month in order for this not to be a recurring problem.  Does anyone know who in Logistics I need to talk to?

Joyce

 -----Original Message-----
From: 	Ray, Tess
Sent:	Friday, May 25, 2001 10:57 AM
To:	Viltz, Joyce
Cc:	Ellenberger, Mary; Meyers, Julie; Farmer, Daren J.; Ngo, Joanie
Subject:	RE: COWTRAP ALLOCATION - 4/01
Importance:	High

Joyce -
What is status of  04/01 sales to Dow - cowtrap?

 -----Original Message-----
From: 	Ellenberger, Mary
Sent:	Wednesday, May 23, 2001 5:39 PM
To:	Viltz, Joyce; Meyers, Julie; Farmer, Daren J.
Cc:	Ray, Tess
Subject:	Re: COWTRAP ALLOCATION - 4/01
Importance:	High

I'm trying to get this to pull through to Unify for payment to Spinnaker. Volume Management shows "no detail".
Sitara indicated  685 mmbut 4/1-4/30 expected.
Who needs to talk to who to get this fixed.
Payment MUST be set up by noon 5/24/01 for prompt payment to Spinnaker.
Thank you and Please advise.
Mary Ellenberger 5-8773 (713-345-8773)

From:	Joyce Viltz/ENRON@enronXgate on 05/22/2001 02:49 PM
To:	Julie Meyers/HOU/ECT@ECT, Daren J Farmer/ENRON@enronXgate, Mary Ellenberger/Corp/Enron@ENRON
cc:	Tess Ray/ENRON@enronXgate

Subject:	COWTRAP ALLOCATION - 4/01

I received the above allocation for this deal where there is a purchase from Spinnaker and a sale to Dow.  The volumes have not be actualized so there is nothing in Volume Management.  Can one of you look into this and get back to me.

Thanks,

Joyce


You guys may see an opportunity for this gas sometime.  I have gas on
National Fuel that I could deliver into CGAS at Ellwood City on a secondary
basis.  Ellwood in Op 8, Market area 35, I think.

This trades around a CNG North plus.

Let me know one way or another, I'm just eager to learn.


Tana,
I am sorry this has taken so long especially as much of my efforts to collate
information have turned up little.
The following is a list of the exchanges on which we trade:

International Petroleum Exchange

Amsterdam Power Exchange  N.V. (APX)

UK Pool

Spanish Pool(Mercadeo de electricidad - Omel)

I have the regulation books for the IPE let me know if you want a copy and I
will arrange to have it copied and couriered however it is an etremely thick
binder with numerous additional updates it may be better to visit the IPE
website.  In relation to the Spanish Pool I have the documents that Enron
Espana Energia SL and Enron Energie GmbH signed when they joined the Spanish
Pool  however these are all in Spanish so will not provide much help it would
be better to visit the website 'www.omel.es'  where you'll find the Rules of
the Pool and the Contract of Adhesion in English.  With regard to the UK Pool
there are twelve volumes each volume is on average 1,000 pages long the only
person who has a copy of the rules is Paul Dawson here in London, if there is
any particular area you were interested in looking at I would suggest
contacting him on +44 207 783 5453. In relation to the Amsterdam Pool I have
couriered a copy of the latest rules to you.

Please let me know if you require further information.

Many thanks and kind regards
Lorna


Suzanne, give them Priscilla's number or my number.  Priscilla is at 713-345-3736 and my number is 713-853-4743.

thanks

-----Original Message-----
From: Hamic, Priscilla
Sent: Thursday, April 11, 2002 1:09 PM
To: Germany, Chris
Subject: RE: Elvis Energy

Unify shows some production in November and December on CNG Appalachia.  Small producer.  We owe $539.35 for November and $338.40 for December.  Unless there is value we are not paying December production and of course we are not paying November.  The points on CNG are #4281001 and $4371101.  Let me know what I can do - maybe give the customer my number to call.

-----Original Message-----
From: Germany, Chris
Sent: Thursday, April 11, 2002 7:56 AM
To: Hamic, Priscilla
Subject: RE: Elvis Energy

Do you see any payables to Elvis Energy?

-----Original Message-----
From: Adams, Suzanne
Sent: Wednesday, April 10, 2002 6:28 PM
To: Germany, Chris
Subject: FW: Elvis Energy

Chris, a woman from Elvis Energy is calling about some unpaid invoices, but I don't know anything about this project.  Kay Mann suggested that I contact you for possible help.


Forwarding to you at the request of Christi Nicolay.
---------------------- Forwarded by Linda J Noske/HOU/ECT on 07/05/2001 09:58
AM ---------------------------
From: Joe Connor@ENRON on 07/05/2001 09:12 AM
To: Tom Chapman/HOU/ECT@ECT
cc: Christi L Nicolay/HOU/ECT@ECT

Subject: Re: Southern RTO

Latest info on Southern for your meeting with Kean and Ed Holland today.

----- Forwarded by Joe Connor/NA/Enron on 07/05/2001 09:10 AM -----

	James D Steffes
	07/02/2001 04:20 PM

		 To: Steven J Kean/NA/Enron@Enron
		 cc: Richard Shapiro/NA/Enron@Enron, Joe Connor/NA/Enron@Enron
		 Subject: Re: Southern RTO

Steve --

If still ok, I think that we should try and establish the date for the
Southern - Enron meeting per Joe's message below.  It would be good to hear
their viewpoints (just to know where they are coming from).

Jim

---------------------- Forwarded by James D Steffes/NA/Enron on 07/02/2001
04:18 PM ---------------------------
From: Joe Connor on 07/02/2001 10:43 AM
To: James D Steffes/NA/Enron@Enron, Christi L Nicolay/HOU/ECT@ECT, Sarah
Novosel/Corp/Enron@ENRON, Donna Fulton/Corp/Enron@ENRON
cc:

Subject: Re: Southern  RTO

I met with Andy Dearman and Bill Newman of Southern on Friday.  They talked
about what is going on with the non-jurisdictional utilities that have signed
a MOU to develop a RTO.  The group has met a couple of times to discuss the
process they will use.  Confidentiality agreements have been signed, so no
details are available, but they have agreed to a voting structure for the
development.  Southern has about one third of the votes (and 65%of the
assets) and it takes at least two other parties agreeing with Southern to
carry a vote.  Southern says they spent a lot of time convincing the other
parties that Southern was not going to run, or dominate, the process.  After
that, Southern said the group started to pull together and get organized for
the development.

They said everyone in the group appeared to be ready to find ways to make the
RTO work and resolve the hurdles the non-jurisdictional utilities have been
expressing with the development of other RTOs.  They said there were some
rough spots that had to be resolved and they couldn't be sure agreement would
be reached, but at this point there was a lot of cooperation.

Andy and Bill wanted to convince me that this was not a delaying tactic by
Southern and they were doing everything possible to ensure that a complete
RTO filing could be ready by 12/15/01.  They also said they thought this is
what Ed Holland wanted to discuss with Steve Kean.

We talked about how other stakeholders could have input to the development.
They said that it was too early to make any commitment, but the group had
started thinking about it and they expected an input process to be available
by late summer.
They said Southern was in favor of some process that would provide
stakeholders the opportunity to look at what was being considered and advise
the development group as early as possible.  They said they understood the
difficulty stakeholders had with the approach Southern used in its initial
filing and wanted to do it different, but they pointed out again that
Southern could not dictate the process that would be allowed by the group.
In the meantime, they said if we wanted to provide position papers on any
part of the RTO development they would make sure the papers were circulated
in the group or we could continue to hold bilateral discussions with them or
other members of the development group.

Jim, I still think it would be worthwhile to have a meeting between Ed and
Steve Kean, and I would include you and invite Andy and Bill to come.  I
don't think they want to discuss anything technical at this point; they just
want to convince Enron that the approach Southern is taking provides the
quickest development of a RTO for the Southern area, and they want any help
we can give in convincing FERC to let this process run.

I also think we need to pass on filing a response to Southern's May 15th
status report, either alone or with Alabama Municipal Electric Authority (
Donna, I guess that's who you meant in the memo below, since AEC has signed a
MOU with Southern?).  I will get in touch with Bob Reilley to find out why we
haven't heard from EPSA on its filing.  I still think that's the best
approach.

	Donna Fulton
	06/28/2001 12:02 PM

		 To: Joe Connor/NA/Enron@Enron, Tom Chapman/HOU/ECT@ECT
		 cc: James D Steffes/NA/Enron@Enron, Christi L Nicolay/HOU/ECT@ECT, Sarah
Novosel/Corp/Enron@ENRON
		 Subject: Southern  supplemental status report

I am attaching the supplemental status report that Southern filed in its
RT01-77 on June 20.  They have included MOUs with Georgia Transmission Corp,
Santee Cooper and Alabama Electric Coop to work on development of an RTO.
These are really general, more of the same of what we've seen from Southern.

Also we had talked  about possible comments on the May 15 Southern filing;
Coral was working on comments through EPSA.  Nothing has been filed by EPSA
yet.

Alabama did file comments on the May 15 status report and they have asked
that the FERC establish a technical conference to "publicly air and evaluate
the alleged governance concerns and the concerns regarding significant
delay..."  Following a technical conference, they ask for a judge to convene
a settlement conference at FERC to "undertake a properly supervised and
serious development of an RTO for the SE without further wasted time."

At this point we could consider filing comments in support of the Coop
comments.


Erica -

Please provide me with the necessary information on the company (e.g., contact name, address, etc.).  I'll make sure that we get the confidentiality agreement moving forward.

Thanks.

Mark

 -----Original Message-----
From: 	Bess, Erica
Sent:	Wednesday, October 17, 2001 9:10 AM
To:	Greenberg, Mark
Cc:	Alon, Heather
Subject:	Design Agency for EnronOnline
Importance:	High

Mark -

We have selected 2Advanced Studios as the agency to do EnronOnline's redesign.  Please prepare a Non-Disclosure Agreement for them and let me know what other documents we need and how to proceed.

Their mailing address is 34145 Pacific Coast Highway, #327, Dana Point, CA 92629-2808.  Our point of contact is Tony Novak.

Thanks,
Erica
x3-5159


The attached worksheet reflects payments made via Company 0530 Citibank New York 40781075 {SAP account 0530-10220019} since July 2000 totaling $19,646,717.02 for which I cannot locate the offsetting expense in SAP.

Please review the attached listing and provide the appropriate SAP Account Coding for the expense.

Thanks.

Stacey Lee Burnett


The state submitted an amicus brief which we objected to. The hearing is the
11th.  we are preparing for the hearing.  It is in SF so you are welcome to
come.

From: Jeff Dasovich@ENRON on 04/03/2001 10:51 AM
Sent by: Jeff Dasovich@ENRON
To: Vicki Sharp/HOU/EES@EES
cc:
Subject: Re: Priority Legislation

Any news from the litigation front with UC/CSU?


Please put the new hire thing at the doubletree on Monday on my schedule.


----- Forwarded by Tana Jones/HOU/ECT on 04/09/2001 04:31 PM -----

	Walter Guidroz/ENRON@enronXgate
	04/05/2001 05:12 PM

		 To: Karen Lambert/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT, Samuel
Schott/HOU/ECT@ECT, Mark Taylor/HOU/ECT@ECT, Brant Reves/ENRON@enronXgate,
Debbie R Brackett/HOU/ECT@ECT, David Hardy/LON/ECT@ECT, Lesli
Campbell/ENRON@enronXgate, Cynthia Clark/ENRON@enronXgate, Enron Europe
Global Contracts and Facilities@ENRON, Enron Europe Global
CounterParty/LON/ECT@ECT, Stephanie Sever/HOU/ECT@ECT, Tom
Moran/ENRON@enronXgate, Claudia Clark/HOU/ECT@ECT, William S
Bradford/ENRON@enronXgate, Lisa Lees/HOU/ECT@ECT, Juana
Fayett/Corp/Enron@Enron, Jana Morse/Corp/Enron@Enron, Trang Le/HOU/ECT@ECT,
Paul Maley/LON/ECT@ECT, Sonya Clarke/LON/ECT@ECT, Tim Davies/LON/ECT@ECT,
Karen O'Day/NA/Enron@Enron, Tanya Rohauer/ENRON@enronXgate, Kelly
Lombardi/NA/Enron@Enron, Brian Lindsay/Enron Communications@Enron
Communications, EOL Call Center@ENRON, Bernice Rodriguez/HOU/ECT@ECT, Bill D
Hare/HOU/ECT@ect, Amy Heffernan/Enron Communications@Enron Communications,
Molly LaFuze/Enron Communications@Enron Communications, Danny Clark/Enron
Communications@Enron Communications, Stephanie Panus/NA/Enron@Enron
		 cc:
		 Subject: EOL approvals (corrected), 04-05-01

Please disregard the previous e-mail and attachments.  The file attached to
this note should be used for today's approvals instead.  Thanks!


Kate,

Please approve and autoschedule deal # 533181.

Les


Panie Tomaszu,

Prosze poinformowac kolegow, ze przesle moje uwagi
do niedzieli.

W. kaminski

VKaminski@aol.com on 01/30/2001 06:27:25 AM
To: vkamins@enron.com
cc:
Subject: Fwd: praca dyplomowa V Edycja MBA Warszawa

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<vkaminski@aol.com>; Mon, 29 Jan 2001 16:42:33 -0600
Subject: praca dyplomowa V Edycja MBA Warszawa
To: vkaminski@aol.com
Date: Mon, 29 Jan 2001 16:42:46 -0600
Message-ID: <OF808FC319.178E22B2-ON862569E3.007CC06A@enron.com>
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---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 01/29/2001
04:45 PM ---------------------------

"Scarbeko" <scarbeko@entropia.com.pl> on 01/29/2001 07:35:10 AM

To:   <vkamins@enron.com>
cc:
Subject:  praca dyplomowa V Edycja MBA Warszawa

Szanowny Panie Doktorze,

Na samym pocz?tku chcia?bym si przypomnie`.  Jestem studentem V edycji MBA?w Wy"szej Szkole Handlu i Finans?w  Midzynarodowych w Warszawie i wraz z
Panami Jerzym Seremakiem i Waldemarem  Mrozem piszemy u pana Doktora prac?dyplomow? z finans?w  midzynarodowych. Nsze prace przes?a?em do Pana
Doktora juz w listopadzie  ubieg?ego roku i do tej pory nie dosta?em
potwirerdzenia, "e Pan je otrzyma?.  Bardzo bym prosi? o potwierdzenie
otrzymania tych"e prac lub zaprzeczenie.
Panie Doktorze nastepna sprawa dotyczy zapytania  czy Pastwa Firma by?aby
zainteresowana inwestycjami w budow? elektrowni na  Ukrainie. Pracuj w?firmie konsultingowej kt?ra zajmuje si min. tego  typu biznesem. Nie jest
to dla nas pierwszy kontakt z tego rodzaju inwestycjami,  poniewa" w
obecnej chwili przygotowujemy sie do kontraktu? z  niemieck?? firm?
Lahmeyer International na budow elektrowni 150 MW  Szczeg?ly moge podac?je"eli Panstwo wyrazicie  zainteresowanie.??Z powa"aniem Tomasz  B?ach?????


CONGRATULATIONS ALL WHO PARTICIPATED IN THE SEPTEMBER BIKE COMMUTE CHALLENGE!!!
We had a very successful month - Thanks to all who participated!
TEAMS 1-6 please join us for lunch in MT HOOD 11:30 -12:30 Wednesday October 3rd for our Awards Ceremony.
The Best team will receive Lunch @ Mothers Bistro (by the end of October)
The following Individual Awards will be presented w/ a $25 Gift Certificate:
* Most Trips
* Most Miles
* Best Dressed - (teams vote @ lunch)
* Best Story

Represent Enron @ the Bicycle Hubbub Awards Ceremony:
If you participated in the Bike Commute Challenge - either as an individual or through your workplace - come on down and celebrate our collective accomplishments! More than 185 businesses have registered - we'll have the final results at the HUBBUB on Thursday, October 11th, from 6-8 PM at the Bridgeport Brew Pub, 1313 NW Marshall, Portland. Join other BCC participants for subsidized pizza and see if your workplace won the coveted Second Wind Chimes from Sellwood Cycle Repair for the most bike commutes in September! Children welcome.

** Thanks to Mike Tully and Bob Anderson for the Bike Commute Website!!!!


Although I don't yet have all the facts, Steve Hall said that late yesterday
(Friday) afternoon, the Governor exercised eminent domain over the IOU
forward contracts that the PX had been in the process of auctioning to pay PX
participants.  I would like Bracewell to research at least the following two
possible ways this action is unlawful.  First, this violates the banking
provisions of the PX tariff (Section 6).  These provisions requires the PX to
hold all PX accounts in trust for PX participants.  Second, these are
wholesale contracts and the State only has the right to exercise eminent
domain concerning retail service.  I don't have any law to support the second
idea but think it should be researched nonetheless.


this is interesting

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Headlines:
Enron Producer Services

-------------------------------------------------------------------
  Enron Producer Services

Apr. 1, 2001
Oil & Gas Investor
Page 12
Copyright (c) 2001 Bell & Howell Information and Learning Company. All
rights reserved.
Copyright Hart Publications, Inc. Apr 2001

  Enron, the country's largest marketer of natural gas and a
business
partner of independent producers since 1985, is expanding its
services to a complete menu that will help producers more
efficiently manage their entire business.

  Thanks in part to technical advances such as wellhead measurements
that are more accurate than ever and strategic partnerships with
application service providers (ASPs), Enron Producer Services can
now deliver any technical or back-office service necessary for
natural gas production and accounting.

  From its traditional menu of transportation, gas treating and
processing, risk management and financing options to asset, risk and
capital management, and now a full complement of
information-technology and backoffice services, Enron Producer
Services can deliver any service a producer needs to focus on
managing the growth of a competitive and profitable business.
  For the first time, Enron enables producers to choose any
service,
from pipeline connection to royalty payments-to begin and end at the
wellhead in one seamless transaction.
  APPLICATION SERVICE PROVIDERS
  Enron Producer Services helps producers reduce overhead costs by
eliminating the need to maintain administration, accounting and
information-technology staffs.
  Enron can supply the trained personnel, equipment and facilities
to
perform administration, accounting and financing duties such as E&P
accounting, joint venture accounting, revenue accounting, financial
transaction processing, expenditure authorizations, tax payments,
regulatory filing, royalty payments and full production accounting.
  Outsourcing such back-office responsibilities to Enron and its
strategic partners will result in higher productivity, lower costs
and improved customer relationship management. All financial
information resides securely in one integrated system, yet the
producer has no need to make a long-term investment in costly
technology infrastructure or personnel-intensive backoffice
services. Growing companies can thus focus on their core business
while Enron ensures the producer has secure, real-time access to
its
financial data anytime and anywhere.
  Through its business partners, Enron Producer Services can supply
all forms of state-of-the-art industry hardware, software, services
and highly trained technical professionals.
  Bob Tretiak, chief executive officer and president of Applied
Terravision Systems, one of the business partners, says, "The
business relationship between Enron and ATS will facilitate a
dramatic change in the production operations of an upstream
petroleum company by providing new operating efficiencies,
flexibility and other significant benefits-thus allowing a company
to focus on its core competencies."
  Enron has the ability to provide producers with crucially
accurate,
real-time information about the quality, quantity, composition,
destination and ownership of the natural gas they recover. Enron
guarantees realtime and accurate data delivery, thus enabling
producers to make the decisions that will directly lead their
business to achieve its full potential.
  For example, a business partner with Enron Producer Services,
Hanover Measurement Services, uses leading-edge technology to
electronically meter and monitor natural gas production of large and
small wellheads at thousands of facilities on a 24-hour basis. With
such accurate and real-time information, producers can manage their
day-to-day operations more efficiently than ever before. For one
Houston-based organization that owns more than 5,000 miles of
pipeline and transports approximately 2.5 billion cubic feet of gas
per day, Hanover reduced lost and unaccounted-for gas to 0%-a
significant eight-- figure savings for calendar year 2000.
  Hanover is also developing an Internet-based system to provide
secure, real-time management and transmission of gas measurement
information-offering accurate energy measurement and the reliable
transmission of that information tailored to meet each customer's
specific needs.
  The system allows Enron Producer Services to capitalize on
economies of scale and offer the most cost-effective measurement
services to the industry.
  BUILDING THE FUTURE
  Enron Producer Services also has the experience and expertise to
provide all the commodity risk management services that producers
need to stabilize their cash flow and earnings. Using a custom,
strategic combination of caps, floors, swaps, collars and other
risk-management tools from Enron, producers can reduce their
company's exposure to volatile prices, enhance shareholder value and
thereby attract more investors and lenders.
  Enron has the capital resources, the infrastructure and the
desire
to help producers maximize business potential and exceed their
goals. It can customize a menu of its value-- added services and
pricing plans to suit any producer's needs, thereby reducing
overhead and streamlining back-office tasks so producers can
concentrate on building their core business.
  Enron Producer Services will partner with producers to help
efficiently manage their day-today operations and back-office
infrastructure, thus allowing them to attain their long-- term goals
for business growth, profitability and competitive success.
  Working with Enron Producer Services has several immediate
benefits: it eliminates overhead, it provides accurate, real-time
information and measurements on a daily, not a monthly, basis,
positioning their production to be responsive to the hourly
transactions demanded by the power market. It further capitalizes a
producer's operations-both technologically and financially-to afford
the company better business decisions. In this way, Enron is
helping
producers to reap greater benefits from their commodity, effectively
leverage their core capabilities, gain efficiencies, find
opportunities, and therefore profitably respond to an increasingly
complex and competitive natural gas market.
  The Enron Producer Services team represents an experience level
in
wellhead transactions of more than 35 years for Enron. No other
company has combined the physical commodity with the technology,
resulting in a wellhead-to-burnertip transaction with no further
distributions necessary when producers receive their production
payment. This powerful combination of the physical and the technical
creates an immediate impact on the producer's bottom line, today and
for the future.
  Enron has created the Wellhead Desk to help customers manage
their
physical commodity. The service is a comprehensive suite of products
inclusive of nominations, scheduling and balancing. The Wellhead
Desk is capable of managing all of a producer's commodity needs,
ranging from logistics to physical risk mitigation strategies.
Customers will interact directly with the Wellhead Desk and it will
act as an account manager for customers. Enron will interface with
various internal business units to maximize value for producers.
  "In this time of capital constraint, Enron offers a convenient
one-stop shop for the producer community allowing them to focus on
their core competency-developing reserves. The value extracted from
developed reserves can be maximized when associated company
infrastructure costs (i.e., accounting, scheduling, marketing, etc.)
can be minimized," says jean Mrha Beach, vice president, Enron
Upstream Products.
  Whether the producer is large or small, Enron can provide a
fee-based service on request, which will be both affordable on a
cost basis and profitable on an earnings basis. In the mind of
Enron
Producer Services, the producer truly is No. 1.
  For more information about Enron Producer Services, contact:
  Linda Roberts - 713-3454972
  Midcontinent/Permian Basin
  <a
href="mailto:linda.roberts@enron.com">linda.roberts@enron.co
m
  Jill Zivley - 713-853-1791
  Texas and Gulf Coast onshore
  <a
href="mailto:jill.t.zivley@enron.com">jill.t.zivley@enron.co
m
  Gary Bryan - 713-853-6784
  Gulf Coast and Gulf of Mexico
  <a
href="mailto:gary.bryan@enron.com">gary.bryan@enron.com
  Eric Le Dain - 403-974-6741
  Canada
  <a
href="mailto:eric.ledain@enron.com">eric.ledain@enron.com
  Mark Whitt - 303-575-6473
  Rocky Mountain
  <a
href="mailto:mark.whitt@enron.com">mark.whitt@enron.com

---
  What Enron Delivers
  Enron Producer Services is the complete resource for any service
a
producer needs to be successful.
  * Commodity Management Services: Purchasing, Transport, Marketing,
Market Analysis, Risk Management, Gathering, Reservoir Analysis,
Scheduling
  * Asset Management Services: (Onshore and Offshore): Well
Connections, Measurement, Production Facilities, Compression Services,
Treating and Processing, Gathering Systems.
  * Financing Services: Capitalization (Equity Injection, Debt
Capitalization, Mezzanine Financing), Volumetric Production Payments,
Asset Financing, Capital or Operating Lease Structures, Financial
Engineering, Advisory Services, Cash Flow Management via Risk
Management Products.
  * Process Enhancement Services: Fee-Based Back-Office Services
(Financial Accounting, Royalty Payments, Regulatory Filings, Working
Interest Allocations, Nominations and Balancing, Confirmations),
Physical and Financial Transaction Processing, Technological Resources
(Hardware Support and Upgrades, Software Development, Software Support
and Upgrades).
  * Bundled Services: Accounting, Asset and Commodity Management,
Enron
Trading/Risk Management Portfolio

OGI0111800029

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