Sharon:

Should we Fed Ex the amendment to you?  If so, please advise address and
phone number.  Thanks.

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com

	"Chernick, Sharon Confidential Memo-Counsel (Exchange)" <schernick@bear.com>
	05/16/2001 09:55 AM

		 To: "'Sara.Shackleton@enron.com'" <Sara.Shackleton@enron.com>,
"'schernick@bear.com'" <schernick@bear.com>
		 cc: "'Tom.Doukas@enron.com'" <Tom.Doukas@enron.com>,
"'Cheryl.Nelson@enron.com'" <Cheryl.Nelson@enron.com>
		 Subject: RE: Amendment to Enron Corp. $25 Million guaranty of Enron Credit
Inc. obligations to Bear, Stearns et als

My fax number is 212-272-5917.

> -----Original Message-----
> From: Sara.Shackleton@enron.com [SMTP:Sara.Shackleton@enron.com]
> Sent: Tuesday, May 15, 2001 7:39 PM
> To: schernick@bear.com
> Cc: Tom.Doukas@enron.com; Cheryl.Nelson@enron.com
> Subject: Amendment to Enron Corp. $25 Million guaranty of Enron
> Credit Inc. obligations to Bear, Stearns et als
>
> Sharon:
>
> I didn't have your phone or fax numbers to keep you in the loop so I am
> sending this email by way of explanation.
>
> You may recall that Anna Meytina and Cheryl Nelson negotiated one or more
> agreements between the Bear companies and Enron Credit Inc.  These
> documents included the above referenced $25 Million guaranty.  I
> understand
> that our respective commercial groups have agreed to an increased guaranty
> cap ($100 Million).  I have learned that Anna is on vacation.  I don't
> know
> which Bear lawyer will look into this recent guaranty development so I
> hope
> that you will advise us in that regard.
>
> Effective May 15, 2001, Enron Corp.  executed an amendment to the March
> 29,
> 2001 guaranty to increase the guaranty cap.  I have faxed a copy of this
> amendment to both Bill Carik and Cheryl Lewis.  Please provide me with
> your
> fax number and I will fax the amendment to you.
>
> Cheryl Nelson and I look forward to hearing from you.  Please let us know
> how we can further assist.
>
>
>
>
> Sara Shackleton
> Enron North America Corp.
> 1400 Smith Street, EB 3801a
> Houston, Texas  77002
> 713-853-5620 (phone)
> 713-646-3490 (fax)
> sara.shackleton@enron.com

#****************************************************************
Bear Stearns is not responsible for any recommendation, solicitation,
offer or agreement or any information about any transaction, customer
account or account activity contained in this communication.
***********************************************************************


Rod,
Here is Anne's resume.


Alan:  This makes sense to me.  Please get with John or send your e-mail to
him and see if this matter can be resolved quickly.  Mark

	Alan Aronowitz
	02/04/2001 10:58 AM

		 To: Mark E Haedicke/HOU/ECT@ECT
		 cc: Ned E Crady/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Andrew
Edison/NA/Enron@Enron
		 Subject: Venezuela EPC Dispute Resolution

Ned, Andy and I have discussed the dispute resolution provisions of the
possible EPC Contract between Enron LNG Atlantic Limited (EGM affiliate) and
EE&CC for Project Jose.

Attached is Ned's memo outlining our conclusions at this time. In essence, we
thought that:

Only upon the parties' mutually agreement would the use of a qualified
independent expert (arbitrator) subject to AAA rules (note: the current
language in the draft would need to be changed to clarify that AAA rules
would apply to the IE's proceedings) be the appropriate mechanism for the
expeditious handling of a narrow group of technical disputes ("Technical
Disputes"). Primarily, these would be disputes over the adjustment of the
contract price for a change order or the date of a milestone or completion
date due a change order.
In the interests of an expeditious resolution, the current draft should be
changed to reflect that the IE's decisions would be final, and
non-appealable, as contrasted with the current draft where in certain
instances they can be appealed to the three-arbitrator panel.
The "baseball arbitration" approach required in the current draft should be
used by the IE for these Technical Disputes only, and would not apply to
disputes handled by the three-arbitrator Panel. The commercial people on the
Enron LNG side of the table like baseball arbitration b/c they believe it
mitigates the possibility of claims inflation by the Contractor in these
change order price disputes.
All other disputes under the Contract would be handled by a three-arbitrator
panel ("Panel") subject to AAA rules, which would also handle all Technical
Disputes if the parties cannot mutually agree to an IE.
The Dispute Resolution Section of the draft Contract should be refined in
some areas to provide greater clarity. Andy and Ned are in the process of
doing this.

If you have any questions before you visit with Vicki or John, please advise
any of us.

Alan

----- Forwarded by Alan Aronowitz/HOU/ECT on 02/04/2001 10:25 AM -----

	Ned E Crady@ENRON_DEVELOPMENT
	02/01/2001 06:48 PM

		 To: Andrew Edison@Enron, Alan Aronowitz@ECT
		 cc:
		 Subject: Venezuela EPC Dispute Resolution

Please see attached memo regarding this afternoon's discussion of proposed
resolution to the concerns posed on the arbitration clause.

   Thanks, Ned


I think Lima would make a great bobble head.  You better get there early.

I received an email from Alfons telling me he was resigning from Technip.
I'm clueless why he sent it to me.  Talked to Gerry last week.  He says he is
going to put his Kingwood house on the market.  Hmm.  I hear lots of the old
gang is working with him now.

Have you gone to your reunion yet?  How was it?

Gotta go home but I didn't want to not write back today.  Hope you find all
your Easter eggs.

Kay

ANDREA DOWLEN <nene77057@yahoo.com> on 04/11/2001 02:00:48 PM
To: Kay Mann <Kay.Mann@enron.com>
cc:

Subject: Bobble Head

Kay -
How have I gone all this time without this give -away?
Sunday May 20, 2001 - Larry Dierker Bobble Head
(Williams)
I have to have one for the back of my car!

A friend of my Dad's gave him dice to hang on the rear
view mirror of his new 2001 Cadillac.  And he hung
them.  Kevin says some cable guys cracked up next to
them at a ligth on San Felipe yesterday.
How have you been?  How is your Dad?
Andrea

=====
Andrea Dowlen

__________________________________________________
Do You Yahoo!?
Get email at your own domain with Yahoo! Mail.
http://personal.mail.yahoo.com/


that is not very nice.
PL

 -----Original Message-----
From: 	Gossett, Jeffrey C.
Sent:	Monday, November 19, 2001 9:38 AM
To:	Love, Phillip M.
Subject:	Rrrrrrrooooolllllllllllll TIDE!!!!!!!!


All:

Attached is a brief memo summarizing today's hearing.

Kim

Kimberly A. Curry
Bracewell & Patterson, L.L.P
2000 K Street, N.W.
Suite 500
(202) 828-7623 (phone)
(202) 857-2107 (fax)
kcurry@bracepatt.com

 - #142807 v1 - DAY 7 MEMO.doc


Herman has approved the revised Memorandum of Option.  I will incorporate it
into our form, okay?
K-

 -----Original Message-----
From:  Manis, Herman
Sent: Tuesday, May 29, 2001 7:55 AM
To: Carnahan, Kathleen
Cc: Mann, Kay; Sole, Carlos
Subject: RE: Revised form of Memorandum of Option

ok

 -----Original Message-----
From:  Carnahan, Kathleen
Sent: Friday, May 25, 2001 10:55 AM
To: Manis, Herman
Cc: Mann, Kay; Sole, Carlos
Subject: Revised form of Memorandum of Option

Herman,

Attached is a revised form of Memorandum of Option for your review.  We have
revised it to be consistent with our form of Option to Purchase.

Please advise if these revisions are acceptable.

Thanks

 << File: FORM of Memorandum of Option (2001) Rev 2.doc >>

Kathleen Carnahan
Enron North  America Corp.
1400 Smith Street, EB 3146d
Houston, TX 77002
Phone - (713) 345-3386
Fax - (713) 646-3037


Students, Faculty, and Staff,

I have placed a hard copy of the Fall 2001 Module Schedule and Fall 2001
Calendar Schedule in your mailboxes this afternoon for your review.  I have
also posted a copy of the Fall 2001 Module Schedule and Fall 2001 Calendar
Schedule onto EMBANET. To access the Fall 2001 Module Schedule and Calendar
Schedule please open the JGSM Area icon on the EMBANET desktop.  Next
please open the Announcement JGSM icon.  You will find the Fall 2001 Module
Schedule and the Fall 2001 Calendar Schedule located under the Subject
column.  Please open the documents.  If you have any trouble accessing the
Schedule or Calendar please contact David Kilgore at:

kilgore@rice.edu

Thanks,
Kathy

Kathy M. Spradling
MBA Program Coordinator
Jesse H. Jones Graduate School of Management
Rice University
6100 Main Street, MS 531
Houston, Texas  77005-1892
Phone:  (713) 348-3313
Fax:  (713) 348-5251
Email:  spradlin@rice.edu
http://www.rice.edu/jgs
E-mail:  spradlin@rice.edu
http://www.ruf.rice.edu/~jgs/


I feel your pain brother.  I only about halfway through Section 1.   I
haven't picked up the book in a while.  I will have to catch up on Sunday
because I will be in Austin on Saturday watching the Horns crushed the angry
red menace.

Is there a cliff notes version of this book??

Ryan.F.Ruppert@EXXON.sprint.com on 10/22/99 11:06:27 AM
To: Gerald Nemec/HOU/ECT@ECT
cc:
Subject: T-minus 3 days...

         Date: October 22, 1999
         From: Ruppert, Ryan F.                            R9RUPPE  - AMERICAS
           To: EXT-GNEMEC(A)ECT.ENRON.COM,                 GNEMECEC - FPEXMAIL
      Subject: T-minus 3 days...
------------------------------------------------------------------------------
G,

What page are you on--and don't lie.  I thought this class was going be like
"just show up" and you pass--All this bookwork is BS!  All I need is a knife,
C4, waterproof fuse, and a wetsuit, baby.

-Ryan

Ryan F. Ruppert
Europe/CIS Ventures
Exxon Exploration Company
Ph:  713.935.6171
Fx:  713.935.6041


It should be COB S/N.

Kerri Thompson@ENRON
04/04/2001 12:57 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: apb

568843
should the delivery point be cob s/n or cob n/s?

thanks


I meant the top 4 contracts
--------------------- Forwarded by Chris Germany/HOU/ECT on 10/19/2000 03:25
PM ---------------------------

Chris Germany
10/19/2000 03:23 PM
To: Michael H Garred/HOU/EES@EES
cc: Jeffrey Porter/HOU/EES@EES
Subject: Re: New Capacity for Nov-Oct

You are correct.  The top 3 contracts were released to CES and the bottom one
is released to ENA.  I will execute all of them and re-release the CES's
contracts to ENA.

Michael H Garred@EES
10/19/2000 01:49 PM
To: Chris Germany/HOU/ECT@ECT
cc: Jeffrey Porter/HOU/EES@EES
Subject: Re: New Capacity for Nov-Oct

Everything looks fine with one exception.  The contract at the bottom (K#
61825) should have already been in ENA's name starting Nov-00 through
Oct-2001.  PLEASE CONFIRM THIS .

mhg
x35488

Michael H Garred
10/19/2000 01:38 PM
To: Jeffrey Porter/HOU/EES@EES
cc: Chris Germany/HOU/ECT@ECT
Subject: New Capacity for Nov-Oct

Jeff, can you verify the mdq's in yellow below?  Do we have to take the Gulf
capacity per the LDC?

CHRIS --> JEFF HAS IS NOW ON THE NETWORK.  HE CANNOT NOT RECIEVE EMAILS SENT
TO HIS OLD ADDRESS.

---------------------- Forwarded by Michael H Garred/HOU/EES on 10/19/2000
01:17 PM ---------------------------

Chris Germany@ECT
10/19/2000 12:47 PM
To: Michael H Garred/HOU/EES@EES, jporte1@columbiaenergygroup.com
cc:
Subject: New Capacity for Nov-Oct

Call me when you get a chance.  There is some new capacity to execute for
November.  Expiring contracts are show in purple, the new contracts are shown
in yellow.  Ignore the demand charges for now, I did not verify them.  I
won't execute these until I hear from you.

The capacity listed below was purchased from the pipeline.  Scott said Jeff
gave us the OK on this one.


????
---------------------- Forwarded by David W Delainey/HOU/ECT on 09/15/2000
05:07 PM ---------------------------

Jeff Donahue
09/01/2000 06:06 PM
To: David W Delainey/HOU/ECT@ECT
cc:
Subject:

Dave:

Attached is a draft of the responsibility and timing for all the assets in
the portfolio.  I was in meetings today and was not able to sit down with
Dick but will do so on Tuesday to move the majority, all except Heartland,
from '01 to '00.

Expect a revised version no later than Wednesday.

Jeff


Jim:
Here is a Draft copy of the Teaser letter.  Please let myself or Don Miller
know of your comments.  Thanks
Ben
713-853-7998


Dawn C Kenne
12/07/2000 08:51 AM
To: Jeffrey C Gossett/HOU/ECT@ECT, Kam Keiser/HOU/ECT@ECT, Darron C
Giron/HOU/ECT@ECT, William Kelly/HOU/ECT@ECT, David Baumbach/HOU/ECT@ECT
cc: Torrey Moorer/HOU/ECT@ECT, Tara Sweitzer/HOU/ECT@ECT
Subject: Physical Trader "Matrix"

Attached is a list of the traders with access to trade physical products.  As
we discussed yesterday, please provide the correct tagg books for price,
basis and index corresponding to the appropriate trader.  Is there any way to
get this back by lunch?  We have a meeting set up with Tagg IT and need this
information.

Let me know if you need any further information.  Thanks again for all of
your help.

Dawn
3-9353


---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:05 PM ---------------------------

Peter Styles@ECT
06/01/2001 04:58 AM
To: Brendan Devlin/EU/Enron@Enron
cc: Richard Shapiro/NA/Enron@Enron

Subject: EFET draft security of supply paper

Take a look at attachment below for guidance in any discussion with Ristori
next Wednesday re Bush energy policy statement and comparative aspects of EC
green paper on sec. of supply. To remind you of what Loyola said on CNN
yesterday:
 - Agrees with need to re-evaluate role of nuclear plus future investment in
it .
 - Disagrees with weight given to supply side and indigenous sources,
compared with demand side and fuel diversity (also from external sources?)
 - Disagrees with exclusion of climate change considerations.

---------------------- Forwarded by Peter Styles/LON/ECT on 06/01/2001 10:25
AM ---------------------------

brian.samuel@txu-europe.com@txu-europe.com on 04/23/2001 02:31:45 PM
To: "EFET Secretariat" <secretariat@efet.org>
cc: peter.styles@enron.com

Subject: EWG - security of supply paper

Jan, please find a revised draft of the SoS paper following discussions with
Peter. I would be grateful if you could circulate it to the members of the
electricity working group for comment by 30th April. Likewise could you also
forward it to Ian Wood.
(See attached file: efetsos.doc)

Thanks Brian

~~~~~~~~~~~~~~~~~~~~~    DISCLAIMER    ~~~~~~~~~~~~~~~~~~~~~

This E-mail is private and confidential and may be covered by
legal professional privilege. It is therefore only intended for
the addressee(s). If you are not one of those persons you must
not read, copy, store, disclose, use or distribute its contents.
Please also contact the sender immediately and delete the original.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

 - efetsos.doc

---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:05 PM ---------------------------
From: Bruno Gaillard/Enron@EUEnronXGate on 06/01/2001 07:07 PM GDT
To: Richard Shapiro/NA/Enron@Enron
cc:

Subject:  Background Information France Electricity

Background

The Continental European electricity market is developing from an integrated
monopoly business to a competitive market. A segment of electricity users now
have the right to choose their supplier from a range of marketers. The
emergence of new marketers and generators has created the demand for price
risk management solutions and has encouraged the development of a traded
wholesale market. Following the adoption of the EU Electricity Directive in
December 1996, member states were obliged to transpose the directive into
national legislation opening electricity markets to competition by February
1999.

The directive sets out a three-tiered approach to the liberalisation of
electricity supply markets. Stage one entered into effect on 19 February
1997, and calls for the opening of 22% of national markets, based on the
average community share of electricity consumed by end customers using more
than 40 GWh per year. The degree of opening will increase over six years by
lowering the community consumption threshold to 20 GWh in 2000 (27% market
opening) and to 9 GWh in 2003 (32-33% market opening). Distributor access is
a matter for each member state. The implementation of a new directive,
expected in 2002, will improve the conditions for a liberalized market.

At present, the level of compliance with the directive varies between member
states. The EU countries farthest along the process of liberalisation are
Germany, Austria, Spain and the Netherlands. Switzerland, although it is not
an EU member state, is integral to market developments. France, although
having chosen to comply with the minimum requirements of the directive, has
proven to open up their market more than expected.

Current Market

EDF is the dominant electricity producer in France, the largest power
producer in the world with 475TWh generated in 2000,  and the largest
exporter in Europe (net exports reached 71 TWh in 2000).  Power generation in
France is mainly nuclear (70%), but also hydro (20%), while conventional
thermal generation represents 10%. EDF is a vertically integrated company
with services and products in generation (92%), supply (?%), transmission and
distribution (95%). Finally, this historical supplier is a State Entity; the
French State owns EDF,s capital.  A few Independent Power Producers (IPP) are
also active in the market, such as Snet (6.4TWh, coal-fired), and CNR (16TWh,
hydro). Other smaller IPPs are commercially active but most must sell their
production to EDF under a regulated tariff.

More than 100 distribution companies are active through a concession regime
in their local distribution area. Few, however, are of a significant size
(less than a dozen have sales of over 400 GWhs), or have eligible customers
in their concession areas.

The French System Operator (RTE) was created on 1 July 2000 and is a
sub-division of EDF, although it is unbundled in terms of management and
accounting. A postage stamp tariff has been implemented under the
transitional regime, which varies according to the voltage used and is based
on a matrix (Summer/Winter, Peak/Off-Peak). Users have to contract for their
maximum transmission capacity. Imbalances are settled under a published
tariff, which introduces high charges for imbalances beyond a 10% tolerance
level and 5MW.

A three-year framework contract (e.g., by way of a Master Agreement with a
minimum term of three years) is required for eligible customers, but
eligibles are free to deal for shorter maturity transactions within such a
three-year contractual framework.

Although the criteria for eligibility is per site, and eligible customers
have to contract transmission for each site, RTE has created balancing
responsibility contracts (contrats de Responsable d'Equilibre) which compels
the aggregation of imbalance charges for different eligible sites within an
equilibrium perimeter defined with RTE. Imbalances are settled under a
published tariff which charges a heavy penalty for any imbalance beyond a 10%
tolerance level or 5MW.

Even though we are currently under a transitional regime in France, the
ability to trade power already exists. Optimisation can be found through
real-time arbitrage offered by the flexibility of the industrial process, the
availability of market prices and optional structures. The establishment of
balancing responsibility contracts has created the basic conditions for an
effective power trading market in France, and this through the exchange of
blocks from one perimeter to another. Blocs are only exchangeable on
day-ahead bases but intra-day procedures are expected to be implemented. All
transactions are currently based on bilateral physical contracts.

The establishment of this framework has contributed to an increasing number
of players for trading, imports, exports and transit; we are confident that
the French power market will develop rapidly.     Enron Capital & Trade
Resources Limited ("ECTRL") is a balancing responsible actor in France and
closed the first physical power transaction in France early 2000, and was the
very first new entrant to trade power (buy/sell) in France late 2000.

Future Developments

France's size and geographical position will make it a natural hub for
trading on the Continent. It is Europe's second largest electricity market,
with net consumption (including industrial on-site consumption) totalling
over 400 TWh in 1999. The increase of physical trading, envisaged capacity
release by EDF, and creation of future market mechanism will contribute to
the further development of the market.

Both a balancing market and a spot exchange market are expected to be
implemented by end 2001. Players in the balancing market will propose put and
call options, exercised by RTE according to its own portfolio of contacts
(producer, consumer) and providing it with physical balancing capacity. The
balancing market will also show referenced market prices for balancing
services.

Some of the spot market volume is expected to be operated by ParisBourse.
However, due to the dominant position of EDF, the limited number of active
IPPs, existing restrictions for trading for authorised producers in France,
and the lack of transparency with regard to current rules for allocation of
cross-border capacity and attribution of congestion costs, we believe that
the conditions for the creation of an effective spot power market in France
are not yet fully met.

Recently, the European Commission has asked EDF to auction 6,000MW of virtual
capacity through VPP auctions starting in September 2001, representing about
30% of the market for French eligible industrials This will further
contribute to increase liquidity.

Regulatory Environment

The goal of Directive 96/92/EC concerning the internal market in electricity
is to obtain a cheaper but secure electricity supply by introducing and
gradually expanding competition while maintaining industry competitiveness in
the face of price decreases. France has transposed the directive, however
certain imperfection with regards to non-discriminatory access and the level
of liberalisation still exist.

The French Electricity law was passed on 10 February 2000, a year later  than
required by the EU, establishing a transitional regime for third party access
(TPA). Several application decrees still have to be passed, including
transportation tariffs on the electric grid to eligible customers. The
current threshold for eligibility is 16GWh (net of auto-consumption) per year
and per site, and represents about 600 eligible clients and 1,200 sites.
Eligibility for distribution companies is currently limited to the eligible
consumption of customers located in their concession areas. The French power
market is effectively open to some competition, and about 60 eligible
industrials have so far switched totally or partly from the historical
supplier. The eligibility threshold will be reduced to 9GWh per site by
direct application of the EU Directive by Feb. 2003, as the French government
declined a quicker opening of the power market.

The two main authorities, which oversee the industry, are the CRE (Commission
de Regulation de l'Electricit,) is the official regulatory body and the
ministry of industry. The CRE is responsible to insure that RTE provides for
non-discriminatory access on to the grid and will be issuing transportation
tariffs.  The Ministry is responsible for providing generation licenses for
IPPs and for determining eligibility issues.

RTE is implementing new capacity allocation procedures on the UK, Italy and
Spain interconnectors. On the remaining borders, capacity is currently
allocated on a first-come-first served basis rule, and congestion fees are
levied at the margin, which favours long-term contracts and historical
players. In addition, there is currently some lack of transparency with
regards to RTE real-time data on the capacity available/used for exports and
imports. However an intra-day market is now effective for transits, imports
and exports.  The first come first serve allocation rule on border capacity
is likely to be changed by end 2001. In addition, the CRE is likely to
request RTE to release additional data in the months to come.

New IPPs have to be authorised through auctions or through direct decision of
the Ministry of Industry, the main route for authorisation. Authorised IPPs
in France are limited by Decree to buying for resale to eligible customers a
maximum of buy for resale to eligible customers a volume equivalent to 20% of
the installed capacity, including long term contracts. Although the
interpretation of this law is unclear, a recent statement by M. Tuot,
Director General of the CRE, implies that these restrictions only apply to
French authorised producers and thus not to foreign-based energy companies or
other non-producing entities. Thus, these restrictions do not apply to ECTRL,
as we are not registered in France.  In addition, French IPPs are free to
sell and export their production.

Eligible customers, who are physically connected to the Grid, have to
contract for transmission vis-.-vis RTE (Contrat Made). Traders, such as
ECTRL, are not required to have such a transmission contract, as they do not
consume the power they purchase. Only a balancing responsibility contract
coupled with grid access contracts (import, export, and/or transit) are
required by RTE.

A new Decree is expected to be passed by Summer 2001, setting up new
conditions for transmission, transits and exports under a permanent regime.
Imports, which are allocated on a pro-rata basis, are free of transmission
charges.

A network code is currently under discussion between market players and
RTE.

Market Conventions

A range of wholesale electricity products are currently traded in France.
Peak and baseload day-ahead, week-ahead, monthly, quaterly, and yearly
products are traded.  Peak products follow the German convention (12 hour
peaks on weekdays, 08h00-20h00).  Contract sizes are typically 25MW or 50MW.

Gate closure for scheduling imports, exports and transits is 14h00 Paris
time.  Gate closure for scheduling "echanges de blocs" is 16h00 Paris time.

Other: The Gas Market

A transitional regime was implemented on 10 August 2000 by direct application
of the EU Directive, thus establishing regulated TPA for sites whose
consumption is over 25 million cubic meters p.a. The eligibility threshold
will be reduced to 15million cubic meters in 2003, and 5 million cubic meters
in 2008. No gas law has been passed yet (forecasted for mid 2002), and it is
expected that the transitional regime for gas in France will last until end
2002. A zonal/distance-related tariff was published on 13 July 2000 by
GdF-Transportation. A permanent entry/exit tariff structure is likely to be
developed for 2003. Charges for imbalances are expensive and access to
storage is restricted. GdF-Trading, however, has published conditions for
balancing services.
There is only one trading Hub for France located at the French/Belgian border
(Blaregnies/TaisniSres). Due to the distance-related nature of the
transportation tariff, competitive TPA is limited to eligible sites which are
located not too far (less than about 250Km) from the French/Belgian border.
The main imports into France are for high cal gas, and GdF has published the
conditions for high cal/low cal gas swaps.
As there is not yet a gas law in France (a +Projet de Loi, was approved on
17th May 2000) transposing the EU gas directive into domestic legislation,
the Regulatory Commission has not been appointed to date, and the official
regulatory body remains the Ministry of Industry.
Although current conditions do not facilitate full requirement supply to
customers from new entrants, it is already possible to optimise gas supply
through import of blocs for part or full supply. ECTRL was the first new
entrant to supply gas at the French border, and more recently into France.
ECTRL's cumulative volume of gas trades so far totals 550 million cubic
meters.

The above represents only Enron's and its affiliates views' and, accordingly,
neither Enron nor any of its affiliates is providing any advice to you in the
above information.  You are not entitled to rely on any of the above
information and you are advised to take such other independent advice, as you
may deem necessary in respect of the matters referred to above.

 -----Original Message-----
From:  Brod, Simon
Sent: 25 May 2001 17:31
To: Gaillard, Bruno
Cc: de Gaulle, Pierre; Brun, Raphael; Davies, Philip; Duvauchelle, Antoine;
Sankey, Ross
Subject: RE: Background Information France/Final Draft

My suggested paragraph on market conventions:

A range of wholesale electricity products are currently traded in France.
Peak and baseload day-ahead, week-ahead, monthly, quaterly, and yearly
products are traded.  Peak products follow the German convention (12 hour
peaks on weekdays, 08h00-20h00).  Contract sizes are typically 25MW or 50MW.

Gate closure for scheduling imports, exports and transits is 14h00 Paris
time.  Gate closure for scheduling "echanges de blocs" is 16h00 Paris time.

Simon

From: Bruno Gaillard/Enron@EUEnronXGate on 25/05/2001 15:36
To: Pierre de Gaulle/LON/ECT@ECT, Raphael Brun/LON/ECT@ECT, Simon
Brod/LON/ECT@ECT, Philip Davies/Enron@EUEnronXGate, Antoine
Duvauchelle/Enron@EUEnronXGate
cc: Ross Sankey/LON/ECT@ECT

Subject: RE: Background Information France/Final Draft

Below please find a revised version of the document. One element that is
still missing and that should be completed by the traders is the
"conventions" by possibly adding gate closure information, peak vs. off-peak,
and other relevant information.

Bruno

Updated May 2001.

Background

The Continental European electricity market is developing from an integrated
monopoly business to a competitive market. A segment of electricity users now
have the right to choose their supplier from a range of marketers. The
emergence of new marketers and generators has created the demand for price
risk management solutions and has encouraged the development of a traded
wholesale market. Following the adoption of the EU Electricity Directive in
December 1996, member states were obliged to transpose the directive into
national legislation opening electricity markets to competition by February
1999.

The directive sets out a three-tiered approach to the liberalisation of
electricity supply markets. Stage one entered into effect on 19 February
1997, and calls for the opening of 22% of national markets, based on the
average community share of electricity consumed by end customers using more
than 40 GWh per year. The degree of opening will increase over six years by
lowering the community consumption threshold to 20 GWh in 2000 (27% market
opening) and to 9 GWh in 2003 (32-33% market opening). Distributor access is
a matter for each member state. The implementation of a new directive,
expected in 2002, will improve the conditions for a liberalized market.

At present, the level of compliance with the directive varies between member
states. The EU countries farthest along the process of liberalisation are
Germany, Austria, Spain and the Netherlands. Switzerland, although it is not
an EU member state, is integral to market developments. France, although
having chosen to comply with the minimum requirements of the directive, has
proven to open up their market more than expected.

Current Market

EDF is the dominant electricity producer in France, the largest power
producer in the world with 475TWh generated in 2000,  and the largest
exporter in Europe (net exports reached 71 TWh in 2000).  Power generation in
France is mainly nuclear (70%), but also hydro (20%), while conventional
thermal generation represents 10%. EDF is a vertically integrated company
with services and products in generation (92%), supply (?%), transmission and
distribution (95%). Finally, this historical supplier is a State Entity; the
French State owns EDF,s capital.  A few Independent Power Producers (IPP) are
also active in the market, such as Snet (6.4TWh, coal-fired), and CNR (16TWh,
hydro). Other smaller IPPs are commercially active but most must sell their
production to EDF under a regulated tariff.

More than 100 distribution companies are active through a concession regime
in their local distribution area. Few, however, are of a significant size
(less than a dozen have sales of over 400 GWhs), or have eligible customers
in their concession areas.

The French System Operator (RTE) was created on 1 July 2000 and is a
sub-division of EDF, although it is unbundled in terms of management and
accounting. A postage stamp tariff has been implemented under the
transitional regime, which varies according to the voltage used and is based
on a matrix (Summer/Winter, Peak/Off-Peak). Users have to contract for their
maximum transmission capacity. Imbalances are settled under a published
tariff, which introduces high charges for imbalances beyond a 10% tolerance
level and 5MW.

A three-year framework contract (e.g., by way of a Master Agreement with a
minimum term of three years) is required for eligible customers, but
eligibles are free to deal for shorter maturity transactions within such a
three-year contractual framework.

Although the criteria for eligibility is per site, and eligible customers
have to contract transmission for each site, RTE has created balancing
responsibility contracts (contrats de Responsable d'Equilibre) which compels
the aggregation of imbalance charges for different eligible sites within an
equilibrium perimeter defined with RTE. Imbalances are settled under a
published tariff which charges a heavy penalty for any imbalance beyond a 10%
tolerance level or 5MW.

Even though we are currently under a transitional regime in France, the
ability to trade power already exists. Optimisation can be found through
real-time arbitrage offered by the flexibility of the industrial process, the
availability of market prices and optional structures. The establishment of
balancing responsibility contracts has created the basic conditions for an
effective power trading market in France, and this through the exchange of
blocks from one perimeter to another. Blocs are only exchangeable on
day-ahead bases but intra-day procedures are expected to be implemented. All
transactions are currently based on bilateral physical contracts.

The establishment of this framework has contributed to an increasing number
of players for trading, imports, exports and transit; we are confident that
the French power market will develop rapidly.     Enron Capital & Trade
Resources Limited ("ECTRL") is a balancing responsible actor in France and
closed the first physical power transaction in France early 2000, and was the
very first new entrant to trade power (buy/sell) in France late 2000.

Future Developments
 << OLE Object: Picture (Metafile) >>
France's size and geographical position will make it a natural hub for
trading on the Continent. It is Europe's second largest electricity market,
with net consumption (including industrial on-site consumption) totalling
over 400 TWh in 1999. The increase of physical trading, envisaged capacity
release by EDF, and creation of future market mechanism will contribute to
the further development of the market.

Both a balancing market and a spot exchange market are expected to be
implemented by end 2001. Players in the balancing market will propose put and
call options, exercised by RTE according to its own portfolio of contacts
(producer, consumer) and providing it with physical balancing capacity. The
balancing market will also show referenced market prices for balancing
services.

Some of the spot market volume is expected to be operated by ParisBourse.
However, due to the dominant position of EDF, the limited number of active
IPPs, existing restrictions for trading for authorised producers in France,
and the lack of transparency with regard to current rules for allocation of
cross-border capacity and attribution of congestion costs, we believe that
the conditions for the creation of an effective spot power market in France
are not yet fully met.

Recently, the European Commission has asked EDF to auction 6,000MW of virtual
capacity through VPP auctions starting in September 2001, representing about
30% of the market for French eligible industrials This will further
contribute to increase liquidity.

Regulatory Environment
 << OLE Object: Picture (Metafile) >>
The goal of Directive 96/92/EC concerning the internal market in electricity
is to obtain a cheaper but secure electricity supply by introducing and
gradually expanding competition while maintaining industry competitiveness in
the face of price decreases. France has transposed the directive, however
certain imperfection with regards to non-discriminatory access and the level
of liberalisation still exist.

The French Electricity law was passed on 10 February 2000, a year later  than
required by the EU, establishing a transitional regime for third party access
(TPA). Several application decrees still have to be passed, including
transportation tariffs on the electric grid to eligible customers. The
current threshold for eligibility is 16GWh (net of auto-consumption) per year
and per site, and represents about 600 eligible clients and 1,200 sites.
Eligibility for distribution companies is currently limited to the eligible
consumption of customers located in their concession areas. The French power
market is effectively open to some competition, and about 60 eligible
industrials have so far switched totally or partly from the historical
supplier. The eligibility threshold will be reduced to 9GWh per site by
direct application of the EU Directive by Feb. 2003, as the French government
declined a quicker opening of the power market.

The two main authorities, which oversee the industry, are the CRE (Commission
de Regulation de l'Electricit,) is the official regulatory body and the
ministry of industry. The CRE is responsible to insure that RTE provides for
non-discriminatory access on to the grid and will be issuing transportation
tariffs.  The Ministry is responsible for providing generation licenses for
IPPs and for determining eligibility issues.

RTE is implementing new capacity allocation procedures on the UK, Italy and
Spain interconnectors. On the remaining borders, capacity is currently
allocated on a first-come-first served basis rule, and congestion fees are
levied at the margin, which favours long-term contracts and historical
players. In addition, there is currently some lack of transparency with
regards to RTE real-time data on the capacity available/used for exports and
imports. However an intra-day market is now effective for transits, imports
and exports.  The first come first serve allocation rule on border capacity
is likely to be changed by end 2001. In addition, the CRE is likely to
request RTE to release additional data in the months to come.

New IPPs have to be authorised through auctions or through direct decision of
the Ministry of Industry, the main route for authorisation. Authorised IPPs
in France are limited by Decree to buying for resale to eligible customers a
maximum of buy for resale to eligible customers a volume equivalent to 20% of
the installed capacity, including long term contracts. Although the
interpretation of this law is unclear, a recent statement by M. Tuot,
Director General of the CRE, implies that these restrictions only apply to
French authorised producers and thus not to foreign-based energy companies or
other non-producing entities. Thus, these restrictions do not apply to ECTRL,
as we are not registered in France.  In addition, French IPPs are free to
sell and export their production.

Eligible customers, who are physically connected to the Grid, have to
contract for transmission vis-.-vis RTE (Contrat Made). Traders, such as
ECTRL, are not required to have such a transmission contract, as they do not
consume the power they purchase. Only a balancing responsibility contract
coupled with grid access contracts (import, export, and/or transit) are
required by RTE.

A new Decree is expected to be passed by Summer 2001, setting up new
conditions for transmission, transits and exports under a permanent regime.
Imports, which are allocated on a pro-rata basis, are free of transmission
charges.

A network code is currently under discussion between market players and
RTE.

Market Conventions

Traders: Need to Add: gate closer information and on-peak off peak hours plus
whatever relevant conventions.

Other: The Gas Market

A transitional regime was implemented on 10 August 2000 by direct application
of the EU Directive, thus establishing regulated TPA for sites whose
consumption is over 25 million cubic meters p.a. The eligibility threshold
will be reduced to 15million cubic meters in 2003, and 5 million cubic meters
in 2008. No gas law has been passed yet (forecasted for mid 2002), and it is
expected that the transitional regime for gas in France will last until end
2002. A zonal/distance-related tariff was published on 13 July 2000 by
GdF-Transportation. A permanent entry/exit tariff structure is likely to be
developed for 2003. Charges for imbalances are expensive and access to
storage is restricted. GdF-Trading, however, has published conditions for
balancing services.
There is only one trading Hub for France located at the French/Belgian border
(Blaregnies/TaisniSres). Due to the distance-related nature of the
transportation tariff, competitive TPA is limited to eligible sites which are
located not too far (less than about 250Km) from the French/Belgian border.
The main imports into France are for high cal gas, and GdF has published the
conditions for high cal/low cal gas swaps.
As there is not yet a gas law in France (a +Projet de Loi, was approved on
17th May 2000) transposing the EU gas directive into domestic legislation,
the Regulatory Commission has not been appointed to date, and the official
regulatory body remains the Ministry of Industry.
Although current conditions do not facilitate full requirement supply to
customers from new entrants, it is already possible to optimise gas supply
through import of blocs for part or full supply. ECTRL was the first new
entrant to supply gas at the French border, and more recently into France.
ECTRL's cumulative volume of gas trades so far totals 550 million cubic
meters.

The above represents only Enron's and its affiliates views' and, accordingly,
neither Enron nor any of its affiliates is providing any advice to you in the
above information.  You are not entitled to rely on any of the above
information and you are advised to take such other independent advice, as you
may deem necessary in respect of the matters referred to above.

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 25 May 2001 12:22
To: Brun, Raphael; Brod, Simon; Gaillard, Bruno; Davies, Philip
Cc: Sankey, Ross
Subject: RE: Background Information France/Final Draft

This is the final draft as approved by EOL legal and Mark Elliott.

Any ultimate comments?

Pierre
---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 25/05/2001
12:24 ---------------------------
From: Justin Boyd/Enron@EUEnronXGate on 25/05/2001 12:16
To: Mark Elliott/Enron@EUEnronXGate, Pierre de Gaulle/LON/ECT@ECT, Ian
Brungs/Enron@EUEnronXGate
cc:

Subject: RE: Background Information France/Final Draft

i have no further comments from an EOL perspective

justin
 -----Original Message-----
From:  Elliott, Mark
Sent: 25 May 2001 12:05
To: de Gaulle, Pierre; Boyd, Justin; Brungs, Ian
Subject: FW: Background Information France/Final Draft

Pierre,

Re the main text - see my comments in blue below.  I have passed this on to
Justin as you will see as Justin is charge of Legal for EOL and will also
have to approve it.  With regards to the slides, could you give me a hard
copy - I can't seem to open them on my system.

Kind regards

Mark

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 22 May 2001 12:26
To: Mark Elliott/LON/ECT@ENRON; Oliver, Jennifer
Subject: RE: Background Information France/Final Draft

Mark,

Please find herewith the background info for EOL France. It seems that you
would have to approve it (Any other approval needed?). Please note that this
draft has been seen and amended by Raphael, Simon, Philip and Bruno.

Thanks

Pierre

---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 22/05/2001
12:22 ---------------------------
From: Jennifer Oliver/Enron@EUEnronXGate on 22/05/2001 11:10
To: Pierre de Gaulle/LON/ECT@ECT
cc:

Subject: RE: Background Information France/Final Draft

Pierre,

Has French Power Legal approved the final draft below? If not, please could
they review before I submit this to the EnronOnline approval process. Also,
please let me know any other approvals you have receieved so far. This will
help determine who still needs to review.

Thanks,
Jennifer

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 21 May 2001 18:04
To: Oliver, Jennifer; Goddard, Paul
Subject: Re: Background Information France/Final Draft

Please find the final draft of EOL Backgoung information for France. Please
also find two slides about France, which can be included in the Continental
Gas Trading presentation.

I would like to appear in the background as the main commercial contact
point, as follows:

Pierre de Gaulle
Director France
Tel: + 44 207 783 7742
Fax: + 44 207 783 8255
Mobile: + 44 777 19 01 565
Email: Pierre.de.Gaulle@enron.com

 Thanks

Pierre

 << File: SlidesFrance.ppt >>

---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 21/05/2001
18:00 ---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
Bruno Gaillard@ENRON
21/05/2001 17:51
To: Pierre de Gaulle/LON/ECT@ECT
cc: Raphael Brun/LON/ECT@ECT, Simon Brod/LON/ECT@ECT, Philip
Davies/LON/ECT@ECT

Subject: Re: Background Information France/EOL/Draft 2   << OLE Object:
StdOleLink >>

See red and strikethrough comments below

---------------------- Forwarded by Pierre De Gaulle/LON/ECT on 20/05/2001
16:09 ---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
Pierre de Gaulle
14/05/2001 19:56
Sent by: Pierre De Gaulle
To: Jennifer Oliver/EU/Enron@Enron, Paul Goddard/EU/Enron@Enron
cc: Philip Davies/LON/ECT@ECT, Bruno Gaillard/EU/Enron@Enron, Raphael
Brun/LON/ECT@ECT, Simon Brod/LON/ECT@ECT

Subject: Background Information France

Please find a draft of the marketing background information about the French
power (and gas) markets for EOL.

Your comments are appreciated.

Thanks

Pierre

Updated May 2001.

1)Background

France is the second largest country in Europe with 58 million inhabitants.
EdF, who was the monopolistic producer, is the largest power producer in the
world with 475TWh generated in 2000, thanks to nuclear production. The
historical supplier, who is at the same time the largest exporter of power in
Europe (net exports reached 71TWh in 2000), is a direct emanation from the
French State, who owns EdF capital. Power generation in France is mainly
nuclear (70%), but also hydro (20%), while conventional thermal generation
represents 10%. EdF owns 92% of power generation, and 95% of distribution.

A few Independent Power Producers (IPP) are also active in the market, such
as Snet (6.4TWh, coal-fired), and CNR (16TWh, hydro). Other small IPPs sell
their production to EdF under a regulated tariff. There has been significant
development of cogeneration projects since 1997. There is now 3,500MW of
installed capacity, thanks to the legal obligation for EdF to purchase power
generated from cogeneration units at a preferable (is "preferable" the
correct word??)   tariff. In the view of the transposition of  the EU
Electricity Directive into French law, this purchase obligation ceased to
apply for new large projects (over 12MW) from 1st Jan. 1999.
More than 100 distribution companies are active through a concession regime
in their local distribution area. Few, however, are of a significant size
(less than a dozen have sales of over 400 GWhs), or have eligible customers
in their concession area.

2) Regulatory Environment

The French Electricity law was passed on 10 February 2000, implementing
regulated third party access (TPA) in France under a transitional regime. The
law was approved one year late, failing to meet the required EU deadline.
Dozens  ["Dozens"  - I would replace this with "Several")  of application
decrees still have to be passed, including tariffs to eligible industrials.
The French power market is open to competition, however. About 60 eligible
industrials have so far switched totally or partly from the historical
supplier. Current threshold for eligibility is 16GWh (net of
auto-consumption) per year and per site, representing about 600 eligible
clients and 1,200 sites. The eligibility threshold will be reduced to 9GWh
per site by direct application of the EU Directive in Feb. 2003, as the
French government declined a quicker opening of the power market.

Eligibility of distribution companies is limited to the eligible consumption
of customers located in their concession area.
A three-year framework contract ( e.g., by way of a Master Agreement with a
minimum term of three years) is required for eligible customers, but
eligibles are free to deal for shorter maturity transactions within such a
three year contractual framework.

New IPPs have to be authorised through auctions or through direct decision
from the Ministry of Industry, which is the main route for authorisation.
Authorised IPPs in France are limited by Decree to trading buy for resale to
eligible customers a volume equivalent to 20% of the installed capacity,
including long term contracts. Trading is currently defined as the conditions
of power purchase for resale to eligible customers. These Trading
restrictions, however, do not apply to ECTRL, as we are not registered in
France. IPPs are free to sell and export power.

The French System Operator (RTE) was created on 1 July 2000 and is a
sub-division of EdF, although it is unbundled in terms of management and
accounting. A postage stamp tariff was implemented under the transitional
regime, which varies according to the voltage used,and which is based on a
matrix (Summer/Winter, Peak/OffPeak). Users have to contract transmission up
to the maximum capacity that they will use. RTE purchases excess capacity
available through transmission contracts at fixed prices, which represents
about half of the market price. Imbalances are settled under a published
tariff, which introduces high charges for imbalances beyond a 10% tolerance
level and 5MW. Although the criteria for eligibility is per site, and
eligible customers have to contract transmission for each site, RTE has
created programme responsible contracts (contrats de Responsable
d'Equilibre), which allow the aggregation of imbalance charges for different
eligible sites within an equilibrium perimeter defined with RTE.

Eligible customers, who are physically connected to the Grid, have to
contract for transmission vis-.-vis RTE (Contrat Made). Traders, such as
ECTRL, are not required to have such a transmission contract, as they do not
consume the power they purchase. Only a programme responsible contract
coupled with grid access contracts (import, export, and/or transit) are
required by RTE.

A new Decree is expected to be passed by Summer 2001, setting up new
conditions for transmission, transits and exports under a permanent regime.
It is likely that this new tariff will implement a 1/3 injection-2/3 delivery
calculation factor. Imports, which are allocated on a pro-rata basis, are
free of transmission charges.

Programme responsible contracts have established the basis of trading in
France through the exchange of blocs from one perimeter to another.  Enron
Capital & Trade Resources Limited ("ECTRL")  is programme responsible in
France. Cross border capacity is currently allocated on a first-come-first
served basis rule by RTE, and congestion fees are levied at the margin, which
favours long term contracts and does not give equal treatment to all players.
In addition, there is currently some lack of transparency with regards to RTE
real-time data on the capacity available/used for exports and imports. This
allocation rule is likely to change by end 2001. In addition, the CRE is
likely to request RTE to release additional data in the months to come.

The CRE (Commission de Regulation de l'Electricite) is the offical regulatory
body, which mainly covers TPA and tariff issues, while IPP licenses and
eligibility issues are covered by the Ministry of Industry.

3) Business Opportunity

Although we are currently under a transitional regime in France, the ability
to trade power already exists. Optimisation can be found through real-time
arbitrage between the flexibility of the industrial process, market prices
and optional structures. The establishment of programme responsible contracts
has created the basic conditions for an effective power trading market in
France. ECTRL closed the first physical power transaction in France early
2000, and was the very first new entrant to trade power (buy/sell) in France
late 2000.

An intraday market is now effective for transits, imports and exports, and is
expected to soon be extended to exchange of blocs in France.
Liquidity has been dramatically increasing (although the market remains
dominated by the historical player) thanks to RTE capacity auctions for
(auction has not been implemented on Spanish side yet) [QUERY: do we need
this bit in brackets??  What does it add??  Can't we just delete it??  Or is
it a note and someone has to write some better text here??  It just does not
read correctly in English owing to its place in the sentence at present] UK,
Italy and Spain interconnectors, RTE tenders for HV Grid losses, industrials
switching, and new players coming into the market. In addition, the European
Commission has determined that EdF will auction 6,000MW of virtual capacity
through VPP and PPA auctions in September 2001, representing about 30% of the
market for French eligible industrials This will further contribute to
increase liquidity.
A network code is currently under discussion between market players and
RTE.

4) Future Development

It is forecasted that both balancing market and spot exchange market will be
implemented by end 2001. Players in the balancing market will propose put and
call options, which will be exercised by RTE according to its own portfolio
of contacts (producer,consumer), thus providing RTE with physical balancing
capacity. The balancing market will also show referenced market prices for
balancing services.

The Some of the spot market volume is expected to be run by ParisBourse.
However, due to the dominant position of EdF, the limited number of active
IPPs, existing restrictions for trading for authorised producers in France,
and the lack of transparency with regard to current rules for allocation of
cross-border capacity and attribution of congestion costs, we believe that
the conditions for the creation of an effective spot power market in France
are not yet fully met. ECTRL has actively been lobbying in order to have fair
and transparent rules implemented for every player in the market and has
actively contributed for a spot market to take place.

However, thanks to an increasing number of players in France for trading,
imports, exports and transit, we are confident that the French power market
will develop rapidly.

5) The Gas Market Situation

A transitional regime was implemented on 10 August 2000 by direct application
of the EU Directive, thus establishing regulated TPA for sites whose
consumption is over 25 million cubic meters p.a. The eligibility threshold
will be reduced to 15million cubic meters in 2003, and 5 million cubic meters
in 2008. No gas law has been passed yet (forecasted mid 2002), and its is
expected that the transitional regime for gas in France will last until end
2002. A zonal/distance-related tariff was disclosed published on 13 July 2000
by GdF-Transportation. A permanent entry/exit tariff structure is likely to
be developed for 2003.  Charges  for imbalances are expensive, and access to
storage is restricted. GdF-Trading, however, has published conditions for
balancing services.
There is only one trading Hub for France located at the French/Belgian border
(Blaregnies/TaisniSres). Due to the distance-related nature of the
transportation tariff, competitive TPA is limited to eligible sites which are
located not too far (less than about 250Km) from the French/Belgian border.
The main imports into France are for high cal gas, and GdF has published the
conditions for high cal/low cal gas swaps.
As there is not yet a  [new??] gas law in France ( a Projet de Loi was
approved on 17th May 2000) transposing the EU Gas Directive into domestic
legislation, the Regulatory Commission has not been appointed to-date , and
the official regulatory body remains the Ministry of Industry.
Although current conditions do not facilitate full requirement supply to
customers from new entrants, it is already possible to optimise gas supply
through import of blocs for part or full supply. ECTRL was the first new
entrant to supply gas at the French border, and more recently into France.
ECTRL's cumulative volume of gas trades so far totals 550 million cubic
meters.

The above represents only Enron's and its affiliates views' and, accordingly,
neither Enron nor any of its affiliates is providing any advice to you in the
above information.  You are not entitled to rely on any of the above
information and you are advised to take such other independent advice as you
may deem necessary in respect of the matters referred to above.

---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:05 PM ---------------------------
From: Bruno Gaillard on 06/01/2001 07:04 PM GDT
To: Richard Shapiro/NA/Enron@Enron
cc:

Subject: Gas situation in France

----- Forwarded by Bruno Gaillard/EU/Enron on 01/06/2001 19:03 -----

	Bruno Gaillard
	24/05/2001 18:12

		 To: Philip Davies/Enron@EUEnronXGate
		 cc: Didier Magne/Enron@EUEnronXGate
		 Subject: Gas situation in France
Philip

Attached the relevant sections of a paper produced by EFET (largely by us) on
TPA in the French gas market and Enron comments to the EU on TPA issues. Note
that these papers were produced in December of 2000 and mid-Feb 2001
respectively. Notable changes since then include.

A relatively competitively priced conversion service (H-Cal to L-Cal gas) at
TaiseniSres has been but in place
The balancing regime has been improved and penalties are now indexed to
Zeebrugge (x 1.5 or x -0.5)
Access conditions to LNG have been published
Flexibility services are offered by GdF- Supply. The terms and conditions up
to now had been onerous. Recent talks between Didier and a customer suggest
that they have been wildly improved but this still needs to analysed by us.
Transit tariffs have been published but is also restricted to a  year-long.
The regulator is seriously considering changing the tariff structure from a
distance related structure to a entry/exit type structure.
The first hearing on the law (directive transposition) at the parliament has
been delayed from spring 2001 to summer 2002. Regulated tariffs will not
likely be put in place until 2003.

Let me know if you need more information.

Bruno

---------------------- Forwarded by Richard Shapiro/NA/Enron on 06/08/2001
10:06 PM ---------------------------
From: Bruno Gaillard/Enron@EUEnronXGate on 06/01/2001 07:14 PM GDT
To: Richard Shapiro/NA/Enron@Enron
cc:

Subject: EdF capacity auctions

Information on capacity release program (VPP) in France

Letter below to the consultants of EDF

Decision on Merger imposing capacity release

Trustee mandate that we proposed to the EU

Initial VPP proposal by EDF

 -----Original Message-----
From:  Sankey, Ross
Sent: 01 June 2001 09:51
To: de Gaulle, Pierre
Cc: Gaillard, Bruno; Philip Davies/LON/ECT@ENRON; Brun, Raphael; Brod, Simon;
Styles, Peter; Dindarova, Nailia; Shaw, Eric; Elliott, Mark
Subject: RE: EdF capacity auctions

All,

I would suggest we need to do the following :-

? Register for the auction and receipt of the IM asap.  Bruno could you
please discuss with Mark and put together our registration document.  I
assume that ECTRL meets the criteria of a trader "registered" in an EU member
state?  Does not appear to be any need to deal with credit support or other
regulatory "qualifiers" such as balancing agreements as yet.  Mark - agree?
Bruno - could you please take care of sending this registration letter (agree
with Pierre who should act as principal contact).
? Establish once and for all the role of Trustee and CRE in the process of
approving capacity release phasing, auction process for each phase and
product specifications AND understand how the "consultation" process will
work once we have the IM.  Hence need to discuss with MTF, then Trustee and
CRE asap ie in June if possible.  Preferably before we meet again with
PWC/Roth....

In addition to Pierre's comments, the PIM also states that strike prices at
least are subject to Trustee review but a number of areas need to be
questioned.

? Capacity Release Phasing.  PIM confirms the 5 year period of the remdey but
also says a review can be requested after 3 years.  Bruno - you need to
review the remedy doc, but I do not see how a 2 year phasing of capacity
release complies with the remedy (at least in spirit).  We would suggest
there is no impediment to offering the FULL remedy in a single phase.  If
theere is insufficient demand they can always have a fall back position to
release unsold capacity on a 6 monthly or annual basis through the 5 year
period.  The current proposal is no more than EdF trying to minimise capacity
release and/or extract max value (can't blame them for trying but it is not
what we want or what remedy requires).  EdF's only real argument is that
phasing will allow more new suppliers to enter at a later date as eligiblity
threshold drops in France.  However, since eligible demand already exceeds
total capacity release this would limit development of competition to
existing eligibles.  As a minimum the release programme for all capacity
should be clearly defined up front; not at the whim of EdF.  Peter - thoughts
on this and how, in context of remedy, we can argue for accelerated single
phase auction (with possible reauctioning of unsold capacity over 5 years)?
? Auction Process : qualifying criteria likely to be more defined in IM; but
no obvious problems here.  I am less sure about nature of auction process.
We obviously need to think it through more, but why not just have a simple
process based on single sealed bids (or an electronic bid process).  The use
of price "clock" controlled by the auctioneer may allow a reserve price to be
set which is clearly not the intent of the remedy - this should be set at
zero for all product groups not subjectively "to ensure excess demand" but
only for certain groups!
? Product Specs : need to understand what if anything can be changed here.
Strikes seem to be subject to Trustee approval, but we need to understand
what else can be influenced eg within day flex.  Since we have already
covered this in previous submissions to MTF, EdF etc this should be easy to
identify as we go forward.

Any comments?

Ross

 -----Original Message-----
From:  de Gaulle, Pierre
Sent: 01 June 2001 09:00
To: Sankey, Ross
Cc: Gaillard, Bruno; Philip Davies/LON/ECT@ENRON; Brun, Raphael; Brod, Simon;
Styles, Peter; Dindarova, Nailia
Subject: RE: EdF capacity auctions & other EU news

Point 1.5: This info is of a preliminary nature and is subject to change. In
addition, it is mentioned in point 6 that registered companies for the
auction will have the opportunity to ask questions and raise issues during
conferences, which will be then considered by EdF.

Specifications of the auction will be finalised by end August. This seems to
leave some room for a complete feedback from registered companies. Let's
discuss the content of the PIM.

I suggest to arrange anothe meeting with PWC/Rothschild in the next few weeks
(week 11-16 June).

What about a potential meeting with the Trustee about the PIM?

Pierre

From: Ross Sankey/Enron@EUEnronXGate on 31/05/2001 19:31
To: Bruno Gaillard/Enron@EUEnronXGate, Philip Davies/LON/ECT@ENRON, Pierre de
Gaulle/LON/ECT@ECT, Raphael Brun/LON/ECT@ECT, Simon Brod/LON/ECT@ECT
cc: Peter Styles/LON/ECT@ECT, Nailia Dindarova/LON/ECT@ECT

Subject: RE: EdF capacity auctions & other EU news

Bruno,

Quel surprise.  Should make your follow up with the MTF interesting as to the
role of the Trustee.

One point to note for both MTF and Albers at COMP - the lack of within day
flexibility is hardly in keeping with the intention of supporting development
of retail supply to end users with fluctuating demand.  Suppliers will thus
be at the mercy of EdF in the balancing market.

In addition, how on earth can they be allowed to take 2 years to complete the
process?  How does that fit with merger remedy?

Somewhat ironic that they have the document in English!

Lets discuss what if anyhting we can do after you have spoken with MTF.

Regards,

Ross

 -----Original Message-----
From:  Gaillard, Bruno
Sent: 31 May 2001 19:03
To: Philip Davies/LON/ECT@ENRON; Sankey, Ross; de Gaulle, Pierre; Brun,
Raphael; Brod, Simon
Cc: Styles, Peter; Dindarova, Nailia
Subject: RE: EdF capacity auctions & other EU news

Obviously a done deal - interestingly the Trustee is not mentioned. EDF has
the capacity offering on its web page
http://www.edf.fr/htm/en/enchere/enchere and has a detailed document in
English but not in French yet. They also has EFET under industry links as
well as the CRE, DIGEC.

Attached is EDF's presentation of the product. After a quick look, it seems
that flexibility is not a option (nomination at noon, and price has not
changed)

 << File: VPP MIP.pdf >>
Bruno

31/05/01 UK: EDF ISSUES DETAILS OF ITS FIRST CAPACITY AUCTION.
LONDON, May 31 (Reuters) - French utility Electricite de France (EdF)
announced on Thursday details of its first auction to sell electricity
production capacity to competitors. EdF was required by the EU Commission in
February to give access to some of its generation capacity as a condition for
EU approval of its purchase of a 25 percent stake in German utility EnBW.
In the next two years, EdF will auction a total of 6,000 megawatts which
include 1,000 MW of peak capacity sold at a price of 26 euros per megawatt
hour (MWh) and 4,000 MW of baseload at a price of eight euros/MWh.
In addition, 1,000 MW of cogeneration production capacity will be made
available. Production from cogeneration plants is bought by EdF from smaller
producers under long-term contracts.
"With such contracts, electricity suppliers and traders will be able to have
electricity without the technical and operational risks of running a power
plant," said EdF in a statement.
The price for cogeneration capacity will be made public a few weeks before
the auction as it depends on gas price movements, EdF said.
The auction will take place in several tranches, the first one starting in
September, when 200 MW of peak capacity will be auctioned, 800 MW of baseload
and 190 MW of cogeneration.
The whole 6,000 MW should be sold by October 2003.
EdF, which has a 94 percent share of the French generation market, has a
total installed capacity of 103,500 MW.

 -----Original Message-----
From:  Dindarova, Nailia
Sent: 31 May 2001 17:20
To: Gaillard, Bruno; Philip Davies/LON/ECT@ENRON
Subject: EdF capacity auctions & other EU news

FYI see attached
---------------------- Forwarded by Nailia Dindarova/LON/ECT on 31/05/2001
17:07 ---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
"Sandra James" <Sandra_James@electricity.org.uk> on 31/05/2001 17:11:51
To: <david.love@british-energy.com>, <rob.plaskitt@british-energy.com>,
<shercock@compuserve.com>, <jgreen3@edisonmission.com>, "Gwyn Dolben"
<Gwyn_Dolben@electricity.org.uk>, <KHanks@enron.com>,
<Nailia.Dindarova@enron.com>, <Peter.Styles@enron.com>,
<mwedg90@entergy.com>, <alison.cole@innogy.com>, <DAVID.TOLLEY@innogy.com>,
<peter.heffer@magnox.co.uk>, <ALAN.CLARK@natpower.com>,
<David.Burnett@nie.co.uk>, <Gordon.Dunlop@nie.co.uk>, <Chris.Price@pgen.com>,
<david.densley@scottish-southern.co.uk>, <shamblyn@seeboard.com>,
<Brian.Samuel@txu-europe.com>, <Phil.Hardy@txu-europe.com>,
<andy.papageorgi@uk.ngrid.com>, <christine.brown@uk.ngrid.com>,
<judith.ward@uk.ngrid.com>, <louise.petchell@uk.ngrid.com>,
<michael.metcalfe@uk.ngrid.com>, <James.Sheward@uuplc.co.uk>,
<Arthur.Probert@yeg.co.uk>, <gail.antrobus@yeg.co.uk>,
<Gail.Silcock@yeg.co.uk>, <joanne.bridge@yeg.co.uk>
cc:

Subject: EdF capacity auctions & other EU news

Dear All

Please see attached news items from this afternoon, including details of
EdF's sale of capacity.

Regards

Sandra

*****************************************************************
This e-mail is confidential. It is intended only for the person named.
Unless you are that person, or authorised to receive this e-mail, you
must not copy or use it or disclose it to anyone else.  If you have
received this e-mail in error, please contact the sender.  Thank you
for your cooperation.
Electricity Association Services Limited, 30 Millbank, London  SW1P 4RD
(Reg. in England No: 2366837).
*****************************************************************
 - eunews 31may pm.doc << File: eunews 31may pm.doc >>


Start Date: 1/21/02; HourAhead hour: 22;  HourAhead schedule download failed. Manual intervention required.

    LOG MESSAGES:

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Gents

Apparently there is another group (EFS) doing DSM projects making assumptions about what the desk will pay for these "negawatts". They are contacting Richard Ring on the desk to get pricing information. Do you know about this and how these guys would utilize the process in your shop for defining value?

There's a mtg. tomorrow w/ Dan Leff to discuss this.

Confused??

Bern
 -----Original Message-----
From: 	Ring, Richard
Sent:	Thursday, October 11, 2001 1:34 PM
To:	Aucoin, Berney C.
Subject:	FW: VAMC Cogen and GSA Commodity Deal

Berney,

Attached is the information provided to me by Bill Hatch regarding the COGEN and DSM deals under the GSA (General Services Administration) contract.  When you have a chance to look over then we can speak to Ozzie Pagan about.

Richard
 -----Original Message-----
From: 	Hatch, Bill
Sent:	Thursday, October 11, 2001 12:11 PM
To:	Ring, Richard
Cc:	Wurzel, Steve; Deitz, Bob; Nanof, John; Wheeler, Christopher
Subject:	VAMC Cogen and GSA Commodity Deal

Richard,

In response to your question re: how the VA cogen deal affects the supply contract with the GSA, I have prepared the attached analysis.  Part I focuses on the cogen deal; part II shows the affect of a new DSM project I'm trying to close by end of December.  Please note that this analysis is a back of the envelop analysis that gives you a logic and scope which can now be fine tuned by the appropriate analyst group.

The net result is that the existing cogen deal and the proposed new energy deal provides the EES commodity desk 67mm kWh it can market as Negawatts.  Based upon assumptions from Enron On Line, the market value of these negawatts is $1.5mm.  EFS will be happy to discuss with the desk how we can share this benefit.

Bill


What issues were invented?

Brian D Barto@ENRON_DEVELOPMENT
06/02/2000 01:28 PM
To: Kay Mann/Corp/Enron@ENRON
cc:

Subject: Re: Enron Monterrey/Vitro

Jeff and Reynaldo Garcia spoke on this subject at length, and Rey convinced
Jeff that spitting was necessary.  AT that time the Enron Contracting entity
was not specified to be Energia...    If you want to unsplit the documents it
will add additional time in excess geting a consolidation agreement completed
I think.  Please include Rey in your quest for closure.  PS  GE is now OK
with the split.

I need help getting closure on the Consolidation Agreement.  I hope that we
do not invent other issues as well.


Jennifer/Carey/Darren/Stacey
As I mentioned earlier, Lisa Hassold (PG&E) clarified that the PG&E Delivery
Point #00534580 is for the Maypearl Interconnect with Lone Star Pipeline
(rather than the other PG&E NTP 36-inch interconnect at Maypearl with
TUFCO's Old Ocean Line).

Again, thank you all for your help in the first nominations (Lone Star North
Line and Lone Star South Line) that Midlothian Energy Limited Partnership,
as limited agent for ABB Asltom Power Inc, has made for testing purposes at
the Midlothian power plant.

Thanks
Trey Christensen

PS Attached FYI is a PowerPoint slide on the Midlothian gas pipeline and
meter station layout
 <<MidlothianGasTranspLayout.ppt>>

 - MidlothianGasTranspLayout.ppt


Can you actually desribe in detail the book out trade.  Term/price/location.  Just send me an email.  Include your phone number.

Thanks john

 -----Original Message-----
From: 	Joseph Delaney III <Joseph.Delaney@morganstanley.com>@ENRON
Sent:	Friday, November 16, 2001 2:25 PM
To:	lavorato@enron.com
Subject:	MarkComparison.xls

Hi John,
Attached is the marks we are using to mark our books as of Nov 15th.  Please
have your guys drop in your marks for the same day and send back to us.  This
should clear up 90% of our differences.
In addition, your help on some 3rd party book outs would help us reduce our
overall position size. We were working on one with Williams, when Kevin Presto
objected unless he was able to earn the bid/offer.  We would like to do the
following:

MS sells to Enron
Enron sells to Williams
Williams sells to MS

----100 mw of "Into SOCO" all at the current markt price.

Thanks for your help.

Regards,
                Joe Delaney
 - 1_MarkComparison.xls << File: 1_MarkComparison.xls >>


For East and West Power combined as of 11-30:

1.  total number of active trades - 46,291
2.  total number of active counterparties - 215

 -----Original Message-----
From: 	Wilson, Shona
Sent:	Wednesday, January  16, 2002 1:49 PM
To:	Albrecht, Kristin; Mills, Scott; Gossett, Jeffrey C.; White, Stacey W.; Keiser, Kam; Evans, Casey; Vinson, Donald Wayne; Stevens, Martha; Glover, Sheila; Carrington, Clara; Horn, Cindy; Oliver, David; Sweeney, Kevin; Hall, D. Todd; Prejean, Frank; Swinney, John; Best, John; Thomas, Sheri; Moscoso, Michael E.; Hanson, Kristen J.; Mao, Shari; Miralles, Albert; Loibl, Kori; Reeves, Kathy; Gillis, Brian; Thurbin, Simon
Cc:	Thapar, Raj; Pearce, Barry; Hall, Bob M; Beck, Sally; Abel, Chris; Ayala, Susie; Trevino, Susan
Subject:	information for the creditors committee

As we discussed yesterday, here is the list of information that we need to gather to put into the booklets.  Please give us information (Chris, Keith, Susie, Susan and me) information as you get it.  The first priority is the rolls supporting the DPR information.  Also, please remember that all information needs to be reconciled to DPR information.  Please let Chris, Keith & myself know of your time frame to get us this info.  Currently, expectations are that we should have at least the rolls by the end of the week this week.

 << File: booket info needed.xls >>

Thanks

Shona Wilson
Director, Global Risk Operations
X39123


Group,

Here's the raw data from the California poll.  Great news, here.   As you can
see by the progression of the numbers, by slightly changing the message, we
went from getting killed by the Davis plan to actually breaking even with it
and even beating it significantly.

Some takeaways:

 1.  By using the right words, a competing/alternate plan to the governor's
will win in the polls.
 2.  Education is at least as important as electricity.
 3.  The thought of wiping out the budget surplus by spending it on the grid,
rather than schools and hospitals, tilts        the scales in our favor.
 4.  Finally, by broadening the demand buy-down program to "consumers," we
win the argument by a wide         margin.

Next steps:

Take a look at the results.  Pay special attention to how the words matter,
especially on the questions where our results improved as we altered the
message.  By late Monday, we'll have the crosstabs. We won't have the full
analysis and presentation until Friday, though, so I don't think we should
share the poll with anybody until then.  We could use a few of the numbers in
the business letter and with VERY good friends in the Assembly.

The key questions are 19, 21, 24, 45 (look at how a change in wording changed
the results), 46 (another example of better wording yielding better results,
especially on the March 8 poll), 49, 50, 51 (in particular, March 7-8 poll).

See you on the call.

Mark

----- Forwarded by Mark Palmer/Corp/Enron on 03/09/2001 01:53 PM -----

	"Nicole Fink" <nicole@pos.org>
	03/09/2001 09:15 AM

		 To: Mpalmer@enron.com, RSCHRIEFER@aol.com, aameece@qgadc.com
		 cc: Matt Jason <matt@pos.org>, Bill McInturff <bill@pos.org>
		 Subject: Final California Results

Enron Team:

Attached please find the interview schedule with the overall results
from the California statewide survey.  Please give us a call if you
have any questions.  Thanks.

Nicole Fink
Public Opinion Strategies
(703) 836-7655
nicole@pos.org

The following section of this message contains a file attachment
prepared for transmission using the Internet MIME message format.
If you are using Pegasus Mail, or any another MIME-compliant system,
you should be able to save it or view it from within your mailer.
If you cannot, please ask your system administrator for assistance.

   ---- File information -----------
     File:  ENRON CA Statewide Interview Schedule.wpd
     Date:  9 Mar 2001, 10:09
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 - ENRON CA Statewide Interview Schedule.wpd
The following section of this message contains a file attachment
prepared for transmission using the Internet MIME message format.
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     File:  Schedule.PDF
     Date:  9 Mar 2001, 10:14
     Size:  58861 bytes.
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 - Schedule.PDF


Ben,

I am sorry that I missed you.  I have been out of the country for the past
two weeks.  I just returned this afternoon.  Please feel free to call me at
(512) 471-5788 if you want to talk about the MBA program.

Bob

At 07:50 AM 2/15/00 -0600, you wrote:
>>>>
Professor Parrino:

My name is Ben Rogers and I am currently applying to The Texas Business
School for enrollment in the Fall of 2000. I was referred to you by David
Martin, graduate of the Business School and the son of John Martin, former
Finance Professor. I have worked with David at Enron for a couple of years
and have learned a great deal about the School. I was also referred to you by
Paul Burkhart, who graduated from the Business School in 1998 and who worked
in the investment fund. I have been working in several different finance
positions within Enron for the last two and a half years. Before coming to
Enron I worked for three years in a portfolio management group with State
Street Bank in Boston. I am very interested in the combination of energy and
corporate finance and have the desire to continue working in these industries
after business school, specifically with an Investment Bank.   I am coming to
visit the school on Friday, Feb. 18th and was wondering if you had time to
talk to me about the Business School.  If you could please let me know if
your available, I would greatly appreciate it. If your not available that
day, I would still like to talk with you about the program and the venture
capital fund that you are heading up.   Please let me know if you want me to
send you my resume, so that you have a better understanding of my background.
The admissions office has my complete application with my resume. Thanks in
advance for taking the time to talk with me. Hope to hear from you soon.

Ben Rogers

(713) 853-7998 - Work

<<<<


FYI,

-----Original Message-----
From: Frank Billington [mailto:Frank.Billington@oatiinc.com]
Sent: Monday, October 22, 2001 8:06 AM
To: Reves, Brant
Subject: RE: Enron attendees

The following names from various branches of Enron appear in our
registration for October 23rd:

Reves, Brant
Blaine, Jay
Semperger, Cara
Larkworthy, Carrie
Comeanx, Keith
Lenartowicz, Chris
Serio, Erik
Maskell, David

Frank Billington IV
OATI - Manager of Customer Services
763-553-2725
http://www.oatiinc.com

CONFIDENTIAL INFORMATION:  This email and any attachment(s) contain
confidential and/or proprietary information of Open Access Technology
International, Inc.  Do not copy or distribute without the prior written
consent of OATI.  If you are not a named recipient to the message, please
notify the sender immediately and do not retain the message in any form,
printed or electronic.

-----Original Message-----
From: Reves, Brant [mailto:Brant.Reves@ENRON.com]
Sent: Monday, October 22, 2001 6:44 AM
To: support@oatiinc.com
Cc: Garcia, Miguel
Subject: Enron attendees

Could you please provide the names of all Enron employees formally
registered for the October 23 ETAG 1.7 Workshop.

thanks
brant reves
713-853-0553

**********************************************************************
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.
**********************************************************************


----- Forwarded by Brent Hendry/NA/Enron on 10/16/2000 11:41 AM -----

	Dale Neuner@ECT
	10/11/2000 04:31 PM

		 To: Amita Gosalia/LON/ECT@ECT, Justin Boyd/LON/ECT@ECT, Brent
Hendry/NA/Enron@Enron, Sara Shackleton/HOU/ECT@ECT, William
Stuart/HOU/ECT@ECT, Jeff Blumenthal/HOU/ECT@ECT, Shane Dallmann/LON/ECT@ECT,
Jason Althaus/Corp/Enron@Enron, Mark Dilworth/LON/ECT@ECT, Janine
Juggins/LON/ECT@ECT
		 cc: Sheri Thomas/HOU/ECT@ECT, Jennifer deBoisblanc Denny/HOU/ECT@ECT, Robert
B Cass/HOU/ECT@ECT, Melba Lozano/HOU/ECT@ECT
		 Subject: FX Issues

This e-mail is admittedly long, so I have classified the issues:

Legal/Tax Issue:

I have been told by the FX group here in Houston that London traders are able
to act on the behalf of the US FX Desk because the transactions they do are
for hedging purposes only (no proprietary trading). For example, the FX
transactions that are done by Trena McFarland in London are done on the
behalf of our Houston office, so Houston books the transaction, manages the
risk, and writes the Confirmation in the name of ENA.

This being the case, (i) can we apply the same logic on the internal FX
transactions that will be managed by both the US and UK traders and have the
transacting entity as ENA (ii) if we do does it gives us the necessary tax
relief, or (iii) should we stick the Metals structure where the transactions
are offered by Enron North America, acting through it's agent, Enron Europe
Finance and Trading Limited. While this may be an Internal Only Product Type
today, what effect, if any, would the choice of trading entities have on our
ability to offer these Products externally.

Technology Issue:

David - Stuart has explained to me that the US FX Desk now views these
currency exchange products as financial products. This is contrary to
previous discussions where we felt that any currency exchange involving an
Index would be considered financial, while any 'strict exchange' would be
considered a physical transaction. The change is based on conversations
Stuart has had with the Metals traders wherein they would like to see this
exchange product as a financial product. If we accept this logic, (i) do I
need to create a Deal Type for 'Par Forward Swap' for the first FX Index
Product Type that we did as well as a 'Forward Swap' for these transactions,
or is it acceptable to leave these both as swaps, and (ii) regardless of the
Deal Type classification discussed in (i), I will need to create a new
Product Type for the 'strict exchange' - either as a physical or financial
product. Additionally, if I set this up as Financial Product, I have the
Index attribute in the template to contend with, because there is no Index;
and if I set this up as a Physical Product, I have the Location attribute to
contend with, because there is no Location. Naturally we can put something
cheesy in to fill the gap since it's internal, but if we ever decide to go
external we will need a new template - and from experience with the PJM Power
(Weather Desk) Product Type, templates requires an 'and if' statement are
hard to develop.

Dale


Rajesh,

I left a message with Dan Rogers regarding the availability of a COU in draft form. I have a hard copy of a COU that I believe came from OLNG. I can fax it to you tomorrow. Is your fax still 91-22-2881793?

Regards,

Paul


Stephanie,  Attached is the form for the Hunt to Misako assignment.


The information contained herein is based on sources that we believe to be
reliable, but we do not represent that it is accurate or complete.  Nothing
contained herein should be considered as an offer to sell or a solicitation
of an offer to buy any financial instruments discussed herein.  Any
opinions expressed herein are solely those of the author.  As such, they
may differ in material respects from those of, or expressed or published by
on behalf of Carr Futures or its officers, directors, employees or
affiliates.  ? 2001 Carr Futures

The charts are now available on the web by clicking on the hot link(s)
contained in this email. If for any reason you are unable to receive the
charts via the web, please contact me via email and I will email the charts
to you as attachments.

Distillate     http://www.carrfut.com/research/Energy1/hoil13.pdf
Unleaded     http://www.carrfut.com/research/Energy1/unlded13.pdf


---------------------- Forwarded by Kay Mann/Corp/Enron on 03/30/2001 01:41
PM ---------------------------

Stephen Thome@ECT
03/30/2001 01:28 PM
To: rvicens@deltapower.com, aharrington@deltapower.com, ccampbell@kslaw.com,
Christopher F Calger/PDX/ECT@ECT, Kay Mann/Corp/Enron@Enron
cc:

Subject: 2:00 PM CST Conference Call

Here is the call-in:

1-877-475-9234

host 539428

participant 748192


FYI
----- Forwarded by Jason Peters/Corp/Enron on 05/17/2000 03:36 PM -----

	Dave Samuels@ECT
	05/17/2000 03:16 PM

		 To: Jason Peters/Corp/Enron@Enron
		 cc:
		 Subject: Dow Jones Wed-Based Services Agreement

here is the Dow Jones agreement.  Let's discuss when you have a chance.

thanks
Dave

---------------------- Forwarded by Dave Samuels/HOU/ECT on 05/17/2000 03:07
PM ---------------------------

"Beveridge, Francesca" <Francesca.Beveridge@dowjones.com> on 05/17/2000
02:58:50 PM
To: "'Dave.Samuels@enron.com'" <Dave.Samuels@enron.com>
cc: "'Rahil.Jafry@Enron.com'" <Rahil.Jafry@Enron.com>
Subject: Dow Jones Wed-Based Services Agreement

Hi Dave and Rahil,
I am sending along the basic contract for your review.  Please send back
your comments to me and to Michele Leflar (michele.leflar@dowjones.com).
Best,
fb

>   <<Form--Newswires Web Distribution10.4.99.doc>>

 - Form--Newswires Web Distribution10.4.99.doc


The last time that we spoke, ECT was not going to hold the risk on its books.
If there is a back-to-back, which of the six "Enron Argentina" entities (or
some other Enron company) will the transaction be with?  Sara


Our Committee has been asked to send a letter to the Senate Judiciary Committee, supporting the expeditious consideration of nominees for Federal Judgeships. Following is a draft letter for your review and comment. Please note that we take no position on individuals or partisan issues.

Please let me know if you are in support or if you have any objection to the letter. We are requested to send the letter right away, so would appreciate your prompt response. Many thanks.

November 20, 2001

The Honorable Patrick J. Leahy
Chairman, United States Senate
 Committee on the Judiciary
433 Russell Senate Office Building
United States Senate
Washington, DC 20510

Dear Senator Leahy:

        I am Chairman of the Committee of Corporate General Counsel, which is part of the Business Law Section of the American Bar Association. Our membership is comprised of the senior-most legal officers of many of America's largest companies.

        Our members have asked me to write to you, in your capacity as Chairman of the Senate Judiciary Committee, to express our views concerning the importance of the Federal Judiciary.

        The tragic events of September 11 underscore for all of us the freedoms that we enjoy in our country. We know that you and your fellow Senators on the Judiciary Committee are devoted to helping protect these precious freedoms. We also know that you and your fellow Senators recognize the critical importance of our system of justice in preserving and protecting these freedoms.

        We write to express our thanks to you and your colleagues for your efforts in reviewing the qualifications of individuals nominated for Federal District Court and Circuit Court positions. Recognizing the need for a fully-staffed Federal Judiciary, we also appreciate all your efforts in determining the qualifications of nominees for the Judiciary as expeditiously as possible.

         If our organization, or any of our members, may ever be of assistance in any way, I hope you will call upon us. Thank you.

                                        Sincerely,

cc:     The Honorable Orrin G. Hatch, Ranking Minority Member
        The Honorable Joseph R. Biden, Jr., Member
        The Honorable Sam Brownback, Member
        The Honorable Maria Cantwell, Member
        The Honorable Mike DeWine, Member
        The Honorable Richard Durbin, Member
        The Honorable John Edwards, Member
        The Honorable Russell D. Feingold, Member
        The Honorable Dianne Feinstein, Member
        The Honorable Charles E. Grassley, Member
        The Honorable Edward M. Kennedy, Member
        The Honorable Herb Kohl, Member
        The Honorable Jon Kyl, Member
The Honorable Mitch McConnell, Member
        The Honorable Charles Schumer, Member
        The Honorable Jeff Sessions, Member
        The Honorable Arlen Specter, Member
        The Honorable Strom Thurmond, Member

Charles R. Morgan
Executive Vice President and General Counsel
BellSouth Corporation
1155 Peachtree Street, N. E.
Suite 2002
Atlanta, Georgia 30309-3610
(404) 249-2050
(404) 249-5948 Fax
Charles.Morgan@BellSouth.COM


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Carol:  Tanya's comments.  Let's go ahead with the "conversion" per Tanya.

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com
----- Forwarded by Sara Shackleton/HOU/ECT on 03/12/2001 08:33 AM -----

	Tanya Rohauer/ENRON@enronXgate
	03/09/2001 04:36 PM

		 To: Sara Shackleton/HOU/ECT@ECT
		 cc:
		 Subject: RE: Non-ISDA Master CP's

Sara,

Some thoughts on some of these:

Entergy Power Marketing - shouldn't be using anymore - Axia is the mktg JV
for Koch and Entergy
LG&E - hardly ever see trades here anymore; once in a blue moon we see
something - not worth anyone's time
PMI - highly negotiated their paper; not going to touch it
Cross Timbers, Belco, Breitburn, Cabot - all Fred customer's - I would not
hold my breath
Dynegy Canada - should already be on our list
Dynegy - should convert to an ISDA
Reliant - should convert to an ISDA
MSCG - should convert to an ISDA

The rest can wait for another time.

 -----Original Message-----
From:  Shackleton, Sara
Sent: Thursday, March 08, 2001 8:46 AM
To: Rohauer, Tanya; St Clair, Carol
Subject: Non-ISDA Master CP's

Attached is a list of high volume "old" ECT Masters which was obtained from
the confirmation desk.  Many of them appeared on our working list from last
year.

Tanya:  We have enough legal help to pursue the names on the list.  Would you
like to prioritize or amend?

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com
----- Forwarded by Sara Shackleton/HOU/ECT on 03/08/2001 08:42 AM -----

	Larry Joe Hunter 03/07/2001 09:14 AM 	   To: Sara Shackleton/HOU/ECT@ECT
cc:   Subject: Non-ISDA Master CP's

Sara,

The attached is a list of Companies with whom we currently have a non-ISDA
master and with whom we still do a good deal of trades with.  They are listed
in priortity order of which ones we would like to see converted to ISDA .

Thanks,
Joe

 << File: ECT Master CP's priority.xls >>


Francisco:

Here is the CA for Procter & Gamble Manufactura.

Marie


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Daren,

I've just received word from Basin to bring production on sometime today or
tomorrow (they expect to get up to b/t 10,000-15,000d); if our facility
planning engineer determines that we can take the gas, then it will flow for
all of February and be priced at 100% Gas Daily less $0.16.

vlt

Daren J Farmer
01/25/2001 01:47 PM
To: Vance L Taylor/HOU/ECT@ECT
cc:
Subject: Re: Basin Production from GA 213

I need for you, or the Producer Services group, to determine if you think the
gas will flow for the month and at what price.  I will use your decision for
our bidweek postion.

D

Vance L Taylor
01/25/2001 11:53 AM
To: Daren J Farmer/HOU/ECT@ECT, Robert Cotten/HOU/ECT@ECT
cc: Susan Smith/HOU/ECT@ECT, Melissa Graves/HOU/ECT@ECT
Subject: Basin Production from GA 213

FYI,

How would you want to handle for February nomination?

vlt
x3-6353
---------------------- Forwarded by Vance L Taylor/HOU/ECT on 01/25/2001
11:55 AM ---------------------------

	Enron North America Corp.

	From:  Brad Blevins                           01/25/2001 10:56 AM

To: John Peyton/HOU/ECT@ECT
cc: Nick Cocavessis/Corp/Enron@ENRON, Steve -HPL- Schneider/HOU/ECT@ECT, Pat
Flavin/GCO/Enron@Enron, Vance L Taylor/HOU/ECT@ECT, Buck
Thomas/GCO/Enron@ENRON
Subject: Basin Production from GA 213

I have reviewed the gas composition analysis from SPL of the Basin production
from GA 213.  While SPL's analysis does show a dewpoint of around 20 degrees
F at 400 psig, it is both my and John Handley's opinion that the gas from the
wellbore had stratified by the time that this sample was taken.  We expect
the dewpoint of the flowing gas to be higher.  However, this was the best
sample that could be obtained at the time.  We have conferred with Steve
Schneider and we are willing to take this gas on a conditional basis over the
next couple of days.  Once the 6" line has been pigged, the production flows
stablilized and Mitchell's conditioning equipment lined out over the next
couple of days, HMS will need to take another sample at the meter run and
have SPL run an extended analysis with a dewpoint curve on an expedited
basis.  Should this sample indicate a dewpoint over 45 degrees F, then this
production will be shut in again until hydrocarbon dewpoint conditioning
equipment has been installed.  In the meantime, HMS needs to keep a close
watch on all Southern Union city gates on Galveston Island to monitor for
liquids fallout.