---------------------- Forwarded by Eric LeDain/CAL/ECT on 03/17/2000 01:57
PM ---------------------------

Lonnie_Enns@transalta.com on 03/16/2000 07:06:35 PM
To: Eric LeDain/CAL/ECT@ECT
cc:
Subject:

Eric can you please forward this note to John Lavorato, I was speaking with
him this morning and I just wanted to pass my thoughts on through.  I
squeezed Ken Yewell in our office for your e-mal address.  Thanks./Lonnie
(TransAlta)

 PPA's -

John, yes you are right the negative bids will not be paid out as a lump
sum (credit issues), they will be paid out on a simple flat monthly basis (
I suppose you could use this cash flow to finance a purchase of positive
bid plants,  of course you would need to incorporate the appropriate
discounting).  Even without the alternative of taking the money and
running, you can still use the purchase of a negative value plant as a call
option on the market - the premium is the 3 month penalty payment outlined
in the auction process.

The company, Charles River Associates, has helped develop this wonderful
system (Maybe that's why their stock price has dropped 30% in the past week
- actually its earnings related, but who really knows).  The auction was
also developed by a group going by the name "Auction Design Inc" I think.

With the 13 or so PPA's and with a portion being negative we should have a
very interesting auction in the first week of July.  My understanding is
that the Minister has the unilateral right to declare the auction a success
or failure even if only 50% of the plants are bid.  To date there has been
considerable thinking around the issue of what do you do if the plants
don't get auctioned off, but I haven't heard anything concrete on
solutions.  I assume that if it's close the Minister will be forced to
declare it a success politically and then try for some re-auction for the
remaining plants and throw the rest into the balancing pool - or some
hybrid of that.

In reality it should be very easy to declare the auction a success, even if
one $400 million plant gets auctioned off the balancing pool will look
positive - the rest of the plants could then be auctioned in smaller annual
bits and the balancing pool would be used to "balance" the cash flows to
the owners.  If the balancing pool becomes negative - the DOE could add a
surcharge on EAL's tariffs and if positive - could send the cash into
general revenues.

Wish you luck - and when you win one of these I will forward to you the 5
techniques for gaming a pool.

Lonnie


On November 17th we will be converting fully to the new website location for
the Weekly Regulatory Report.  If you are having any difficulties in linking
or pulling up this website, please advise.  The URL listed below is lengthy
but shortens a step for you.

http://172.30.10.204/quickplace/ferc/Main.nsf/h_AB62752386F4B8358625692F005FCA
60/F22F366CA483BCAF8625698700737E62?OpenDocument&Form=h_PageUI

If this does not work, here is the shorter version that brings you to the
site, then click on Weekly Report for the most current report.

http://172.30.10.204/quickplace/ferc/Main.nsf

Thank you.


---------------------- Forwarded by Darron C Giron/HOU/ECT on 01/26/2001
03:37 PM ---------------------------

Patrick Ryder@ENRON
01/26/2001 03:36 PM
To: Darron C Giron/HOU/ECT@ECT
cc:
Subject: FW: Wrestling fake?

---------------------- Forwarded by Patrick Ryder/NA/Enron on 01/26/2001
03:35 PM ---------------------------

	Enron Capital Management

	From:  David Baumbach @ ECT                           01/26/2001 10:22 AM

To: Jody Crook/Corp/Enron@ENRON, Patrick Ryder/NA/Enron@Enron, Denver
Plachy/NA/Enron@Enron
cc:

Subject: FW: Wrestling fake?

---------------------- Forwarded by David Baumbach/HOU/ECT on 01/26/2001
10:21 AM ---------------------------

From:  Bryan Hull
01/26/2001 10:19 AM

To: David Baumbach/HOU/ECT@ECT, Eric Bass/HOU/ECT@ECT, O'Neal D
Winfree/HOU/ECT@ECT, Michael Walters/HOU/ECT@ECT, Matthew Lenhart/HOU/ECT@ECT
cc:
Subject: FW: Wrestling fake?

---------------------- Forwarded by Derek Bailey/Corp/Enron on 01/23/2001
03:22 PM ---------------------------

Jeff_Cade@Dell.com on 01/23/2001 02:00:25 PM
To: Asnider@nabi.com, anna.rocha@weatherford.com, BLSAVAGE@IKON.COM,
derek.bailey@enron.com, kevin.labourdette@oracle.com, JFuller@co.platte.mo.us
cc:

Subject: FW:  Wrestling fake?

> -----Original Message-----
> From: Sanders, Joe
> Sent: Tuesday, January 23, 2001 1:54 PM
> To: Molina, Jairo; Mireles, Marc; Cade, Jeff; Barker, Randy
> Subject:  Wrestling fake?
>
>
> Subject: Wrestling fake?
>
> Warning ... it'll make you say ewwwww!    This is not for squeemish!
>
>  <<cj_3092.avi>>

 - cj_3092.avi


Start Date: 1/4/02; HourAhead hour: 20;  No ancillary schedules awarded.  Variances detected.
Variances detected in Load schedule.

    LOG MESSAGES:

PARSING FILE -->> O:\Portland\WestDesk\California Scheduling\ISO Final Schedules\2002010420.txt

---- Load Schedule ----
$$$ Variance found in table tblLoads.
     Details: (Hour: 20 / Preferred: 432.07 / Final: 432.04)
  TRANS_TYPE: FINAL
  LOAD_ID: PGE3
  MKT_TYPE: 2
  TRANS_DATE: 1/4/02
  SC_ID: ENRJ


what is an 82/82% percent deal?


FYI
---------------------- Forwarded by Susan Scott/ET&S/Enron on 10/16/2000
10:49 AM ---------------------------
From: Nancy Bagot on 10/16/2000 09:35 AM
To: Susan Scott/ET&S/Enron@ENRON
cc:

Subject: Re: Docket Nos. RP00-249, et seq.

Susan, I did get this, and will print if off for filing.
We'll fax it as directed below.

-Nancy

	Susan Scott
	10/16/2000 09:11 AM

		 To: Nancy Bagot/OTS/Enron@ENRON
		 cc: Denise LaGesse/ET&S/Enron@ENRON
		 Subject: Docket Nos. RP00-249, et seq.

Nancy, attached is the request for rehearing that needs to be filed today.
Please print it out, sign my name and fax it to Denise LaGesse at
713-853-5425.  When my staff meeting is over at around 10:30 I'll take a look
at it and give you a call.
By the way, I don't usually bother with a cover letter but if you believe one
is needed, let me know.
Thanks!


yes.  check for 576.29 is in the mail!  thanks so much for getting the
coastal, and the champagne, and the opus!  can't thank you enough.  i've also
mailed you a new bottle of oyster sauce.

jeff


TASK ASSIGNMENT

Status:		completed

Task Priority:		2
Task Due On:		5/31/2000
Task Start Date:	5/12/2000


Please cancel Kay Mann's membership.  She is paid through December 31, 2001.

Thanks!
Georgia


FYI--we would like to move forward on the UBS Keylink software.  Could you have a look at the agreements which were forwarded to you by Kelly SUmmers and contact Sharon at the below email or number with any amendments.  Thanks!

 -----Original Message-----
From: 	Sharon.DeCorla-Souza@ubsw.com@ENRON
Sent:	Friday, October 26, 2001 9:07 AM
To:	Adams, Laurel
Subject:	My Contact Information

Hello Laurel:

Here's my contact information.  You can send any of the agreement
amendments to me, and I'll forward them to the legal team.

The installation, ID, Password will come in another email.

Regards,
Sharon

-------------------------------------------
Sharon de Corla-Souza
FX Operations

T: +1 203 719 50 44
F: +1 203 719 61 04
mailto:sharon.decorla-souza@ubsw.com
http://tpops

Visit our website at http://www.ubswarburg.com

This message contains confidential information and is intended only
for the individual named.  If you are not the named addressee you
should not disseminate, distribute or copy this e-mail.  Please
notify the sender immediately by e-mail if you have received this
e-mail by mistake and delete this e-mail from your system.

E-mail transmission cannot be guaranteed to be secure or error-free
as information could be intercepted, corrupted, lost, destroyed,
arrive late or incomplete, or contain viruses.  The sender therefore
does not accept liability for any errors or omissions in the contents
of this message which arise as a result of e-mail transmission.  If
verification is required please request a hard-copy version.  This
message is provided for informational purposes and should not be
construed as a solicitation or offer to buy or sell any securities or
related financial instruments.


This has been corrected.  A transport usage ticket should have been used,
instead of a desk to desk.

D

	Enron Capital Management

	From:  David Baumbach                           11/14/2000 02:48 PM

To: Daren J Farmer/HOU/ECT@ECT
cc:
Subject:

---------------------- Forwarded by David Baumbach/HOU/ECT on 11/14/2000
02:48 PM ---------------------------

	From:  Scott Mills                           11/14/2000 02:40 PM

To: David Baumbach/HOU/ECT@ECT
cc: Russ Severson/HOU/ECT@ECT
Subject:

Transport Book has never bought or sold before.  Should this be changed to
HPLC - Operational or do we need to set up a new desk for HPLC Transport.
Right now, the buy side is not recorded anywhere.

SRM (x33548)


Tim,

Attached for your review, please find a blacklined copy of the
above-referenced Guaranty marked to show changes to the previously
distributed draft.  Please call me at 713-220-4124 with any comments or
questions.

Thanks,

Jason

 - Blacklin.DOC


Sorry, I forgot to include the room. We'll meet in EB791.
---------------------- Forwarded by Jeff Johnson/Corp/Enron on 05/18/2000
08:36 AM ---------------------------

Jeff Johnson
05/18/2000 08:37 AM
To: Jeff Johnson/Corp/Enron@Enron, Kenneth M Harmon/HOU/ECT@ECT, Chris
Schomer/Corp/Enron@ENRON, Philip R Glass/HOU/ECT@ECT, Melissa
White/HOU/ECT@ECT, Glenn Kobes/Corp/Enron@Enron, Wayne
Andrews/Corp/Enron@ENRON, Pamela Lebrane/Corp/Enron@ENRON, Susan S
Marshall/HOU/ECT@ECT, Bill D Hare/HOU/ECT@ect, Bob Klein/HOU/ECT@ECT, Rebecca
Ford/HOU/ECT@ECT, Scott Williamson/HOU/ECT@ECT, Scott F Lytle/HOU/ECT@ECT,
Mark Schmidt/Corp/Enron@ENRON, Jefferson D Sorenson/HOU/ECT@ECT, Sheila
Glover/HOU/ECT@ECT, Laurel Adams/HOU/ECT@ECT
cc: Beth Perlman/HOU/ECT@ECT, Sally Beck/HOU/ECT@ECT

Subject: SAP / Financials / Unify Interface Coordination Mtg

As scheduled, we are planning a quick status check meeting on the SAP / Unify
/ Financials project  at 4:00 today.

Key points that will be discussed include:
Current status of any open requirement points (and resolutions to close them)
Current status of Financials development and testing (hopefully some good
news here)
Current status of SAP interface test (and we believe some good news here as
well)
Current status of contingency automated interface to Sift (Net-net: It's too
difficult to develop this in the required time but with the good news above
we may not need it)
Status and action items for FIT4 test planning in June.

Thanks.


Jim,

Please let me know what time works for you (if we're still on for this evening).  Although Janel is out today, she told me to let her know where and when and she'll meet us later.  Also, Rick might be able to join us.  Thanks.

Lara

Lara Leibman
Director, Government Affairs
Enron Corp
713.853.9193 (direct)
713.851.7770 (cellular)
Lara.Leibman@enron.com <mailto:Lara.Leibman@enron.com>


fyi
----- Forwarded by Steven J Kean/NA/Enron on 02/09/2001 07:58 AM -----

	Ken Rice@ENRON COMMUNICATIONS
	02/08/2001 10:07 PM

		 To: Philippe A Bibi/HOU/ECT@ECT@ENRON
		 cc: Steven J Kean/NA/Enron@ENRON
		 Subject: Re: 363 numbering

I think it would be very cool also and I would be willing to help as long as
I don't have to spend any time or money.  The best source for this kind of
help would be Steve Kean and Mark Palmer.

	Philippe A Bibi@ECT
	02/08/2001 10:34 AM

		 To: Ken Rice/Enron Communications@Enron Communications
		 cc:
		 Subject: 363 numbering

Ken,

I mentionned to Jeff that it would be cool if we could have a 363 (ENE) area
code for Houston he thinks its a great idea.
We need to lobby do you have any desire to help?

I know that in the overall scheme of things this is really not important but
I think that this should be followed up.

Let me know what you think

Regards

P.

---------------------- Forwarded by Philippe A Bibi/HOU/ECT on 02/08/2001
10:36 AM ---------------------------
From: Martin Bucknell/ENRON@enronXgate on 02/08/2001 10:11 AM
To: Philippe A Bibi/HOU/ECT@ECT
cc: Tony Alvarado/ENRON@enronXgate, Jenny Rub/ENRON@enronXgate
Subject: 363 numbering

Philippe,

Here is an outline of the 363 numbering information we talked about, the
process is very complicated and may need us to set down with the senior
management to explain how it works and the implications, my suggestion is
that Ken Rice would be the best one to take it forward, as he understands the
market and has some profile as the head of a bandwidth / telecoms company

Tony Alvarado is the lead for this one, his extension is 37801 let me know
how you want to proceed


Heart disease is the number one killer, but great strides have been made in the last fifty years.  Dr. DeBakey designed the first revolutionary procedure on his wife's sewing machine, and today, right on CNN, we can see the first human walking around with a completely artificial heart.  Many of you know someone who wouldn't be here without these advancements in medical technology.

On Saturday, November 3, Enron and other companies will be joining the American Heart Association for the Heart Walk.  The Houston Heart Walk is targeting over $750,000 for continuing the fight against heart disease and for rebuilding the many years of research that were lost as a result of this year's floods.

We are looking for 50 team captains.  The primary role of a team captain is to recruit approximately ten walkers.  The walkers can be friends, family, business associates outside Enron, or co-workers.  The walkers, in turn, solicit sponsors for the walk.  As a team captain, you may also walk, of course, and Enron's top walker (from a fundraising perspective) is eligible for two free airline tickets.  Additional incentives are currently being developed.

If you are willing to serve as a team captain or a walker, please email or call Sue Wadsworth (713-853-5105) or Melissa Becker (713-853-6641).  We look forward to seeing you November 3 and demonstrating Enron's commitment to fighting heart disease.


Cathy,

Also, for persons over 40 who are signing waivers, we must provide them with
the census data about persons under 40/over 40 who were offered a package, as
well as their title and age.  Please make sure that happens, or our waivers
will not be valid.

Thanks.

Michelle


This e-mail was mistakely sent to the "other" Mark Schroeder in Omaha.  In
any event, given our discussion yesterday, do we really want to be jumping
through hoops for this Indonesian gas firm.  Jane Wilson did mention to me
yesterday that we were pursuing a JV.  Is that off or likely to be put off,
given our narrowed focus in Asia/Southeast Asia?   thanks  mcs
---------------------- Forwarded by Mark Schroeder/LON/ECT on 09/02/2000
13:45 ---------------------------

Mark A Schroeder@ENRON
09/02/2000 13:39
To: Mark Schroeder/LON/ECT@ECT
cc:

Subject: Regulatory/Commercial Advice Needed by PGN/Indonesia

---------------------- Forwarded by Mark A Schroeder/NPNG/Enron on 02/09/2000
07:39 AM ---------------------------

David Merrill@ENRON_DEVELOPMENT
02/09/2000 07:33 AM
To: Robert Neustaedter/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Jane Wilson/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Paul Adair@ECT,
Christopher B Hunt/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, J3NG@aol.com, Repit
Suliyono/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Marshall Burchard@ECT (bcc:
Mark A Schroeder/NPNG/Enron)

Subject: Regulatory/Commercial Advice Needed by PGN/Indonesia

PGN requires the following soonest:

1.   Our comments on their draft Gas Transportation Agreement for
     delivery of gas to Singapore.   Draft GTA  being DHLed to you
      by our Jakarta office.  They will be supplying some 350MMCF/day
      to Singapore by 2002.  They need to finish this document this month.
      They request us to make suggested changes directly on the
      text with comments and explanations shown in the margins.

2.   Any papers we have summarizing the principles of gas transportaton
     agreements -- including cross-border agreements.

3.  Laws/language on third party access to pipelines from other
     countries (along with their pros and cons).  They
      need this to help them draft the thrid party access provisions
      for the new Oil and Gas law on which comments are due shortly.

Following is being sent to you by DHL:

4   Copies of the training program on regulatory affairs done for PGN by
     NERA last May.  [confidential].   This is so you and Jane will know
     what PGN already has been taught and not to go over the same ground.

5.   Copies of the advice on a regulatory regime for gas provided to PGN
     by NERA in 1997 (confidential).

DM


Attached is the Order placing a TRO against the Cal PX related to our
collateral and the chargebacks.  Testimony before the Judge is scheduled on
Thursday, Feb 15.

Jim

----- Forwarded by James D Steffes/NA/Enron on 02/11/2001 02:13 PM -----

	"Ronald Carroll" <rcarroll@bracepatt.com>
	02/10/2001 03:47 PM

		 To: <douglass@arterhadden.com>, <rreilley@coral-energy.com>,
<jhartso@enron.com>, <jsteffe@enron.com>, <mary.hain@enron.com>,
<smara@enron.com>, <gackerman@wptf.org>
		 cc:
		 Subject: Fwd: Re: Enron v. Cal PX

Received: from mcafee.bracepatt.com by bracepatt.com; Fri, 09 Feb 2001
19:44:07 -0600
Received: FROM mail.qeuo.com BY mcafee.bracepatt.com ; Fri Feb 09 19:51:51
2001 -0600
X-Proxy: keymaster.bracepatt.com protected
Received: from LADOMAIN-Message_Server by mail.qeuo.com with
Novell_GroupWise; Fri, 09 Feb 2001 17:39:25 -0800
Message-Id: <sa842b4d.032@mail.qeuo.com>
X-Mailer: Novell GroupWise 5.5.4
Date: Fri, 09 Feb 2001 17:39:00 -0800
From: "Harry Olivar" <hao@quinnemanuel.com>
To: <nolan.steiner@avistacorp.com>,<dvermillion@avistaenergy.com>,
<rmcmanus@bakerbotts.com>, <cgunter@bracepatt.com>, <dwatkiss@bracepatt.com>,
<pfox@bracepatt.com>, <rcarroll@bracepatt.com>, <GFergus@brobeck.com>,
<dmbutz@butzdunn.com>, <andrzej_kabarowski@cargill.com>,
<phillip_fantle@cargill.com>, <psteele@coral-energy.com>,
<kjohan@dwp.ci.la.ca.us>, <jdne@dynegy.com>, <jmpa@dynegy.com>,
<elizabeth.sager@enron.com>, <mary.hain@enron.com>, <sstack@enron.com>,
<Fyanney@fulbright.com>, <jheath@fulbright.com>, <jfrizzell@gibbs-bruns.com>,
<sbishop@gibbs-bruns.com>, <gkeltner@jsslaw.com>, <mghelms@jsslaw.com>,
<dpickett@mdbe.com>, <gerspamer@mofo.com>, <kirvin@mofo.com>,
<rloeffler@mofo.com>, <bcurrey@omm.com>, <jstamper@omm.com>,
<john.fryer@pacificorp.com>, <rbstrong@painehamblen.com>,
<thord@perkinscoie.com>, <jtiffany@pillsburywinthrop.com>,
<nancy.loftin@pinnaclewest.com>, <Timothy.Bolden@pinnaclewest.com>,
<dmperlman@powersrc.com>, <rosteen@powersrc.com>, "A William Urquhart"
<awu@quinnemanuel.com>, <drusso@reliantenergy.com>, <mderstine@rhd-law.com>,
<rheyman@rhd-law.com>, <dgarber@sempra.com>, <wdsmith@sempra.com>,
<rbeitler@sempratrading.com>, <aorchar@smud.org>, <jdalfano@srpnet.com>,
<paramfjord@stoel.com>, <rcjosephson@stoel.com>, <mbrosterman@stroock.com>,
<mgoldstein@stroock.com>, <pjazayeri@stroock.com>, <theftler@stroock.com>,
<ayudkowsky@strook.com>, <katalin_kiss@transalta.com>,
<sterling_koch@transalta.com>, <antoine.cobb@troutmansanders.com>,
<CFR@vnf.com>, <GDB@vnf.com>, <HES@vnf.com>
Cc: <Richard.b.sanders@enron.com>, "Kristen Bird" <kb@quinnemanuel.com>,
"Michael Lifrak" <mtl@quinnemanuel.com>
Subject: Re: Enron v. Cal PX
Mime-Version: 1.0
Content-Type: multipart/mixed; boundary="=_90CB23DD.C2A3CE27"

Attached is the Order entered by Judge Moreno today.

Harry A. Olivar, Jr.
Quinn Emanuel Urquhart Oliver & Hedges LLP
865 South Figueroa Street, 10th Floor
Los Angeles, CA  90017
phone:   (213) 624-7707
fax:          (213) 624-0643
email:    hao@quinnemanuel.com
website:  www.quinnemanuel.com

 - ENRON.pdf


- self_Confidence.jpg


Attached please find the interview packet for the above-referenced person.
The interview will happen Wednesday, November 29, 2000 .  Please print all
three documents for your hard copies.  If you have any questions, or
conflicts of schedule, please do not hesitate to contact me.

Liz Alvarado
58714


-----Original Message-----
From: 	Schoolcraft, Darrell
Sent:	Monday, March 18, 2002 6:31 AM
To:	Harris, Steven; January, Steve; Graves, Jerry
Cc:	Corman, Shelley
Subject:	FW: Bisti Motor Update

We are allocating approximately 90,000 to 100,000 mmbtu/d from San Juan.  After the conference call today, I will revise the posting.

ds

 -----Original Message-----
From: 	Roensch, David
Sent:	Friday, March 15, 2002 7:41 PM
To:	Whippo, Jeff; Schoolcraft, Darrell; Graves, Jerry; Watson, Kimberly; Lindberg, Lorraine; McCracken, Mike; Chanley, Earl; Eisenstein, Arnold L.; Spalding, Norm; Todd Ingalls@Enron; Hill, Scott; Greider, Jeff; San-Juan-LaPlata, Team; Jones, Vera; Lawrence, Ed; San-Juan, Team
Cc:	Pribble, Dan
Subject:	Bisti Motor Update

The Bisti Motor failed Thursday evening and resulted in a station ESD.  Initially, it was thought that the ESD was the result of a faulure in one of the fire detectors.  Once the alarms were cleared by the Operators and the station was totally reset, an attempt at a restart was made.  A variety of alarms (primarily related to the Motor RTD's) started flagging.  The Operators continued through a trouble shooting process that lasted until late this afternoon at which point it was determined that the motor had failed.

Industrial Repair Service (IRS) out of Farmington Nm. was contacted and a rep. (Doug Harrison shop foreman) is due on site this evening (Friday) to further evaluate and provide timelines/schedules for removal.  Todd Ingalls has been in discussions with IRS's Paul Heikkinen (505-860-2398) in an effort to coordinate this removal process.   At this point, Operations is proceeding with a turnkey scope of work request from IRS for removal, repair and re-installation.  Moving as quickly as possible to turnaround this motor, field estimates tonight are in the range of 4 to 6 weeks.  We are looking at a "stator" failure this time versus the historic "rotor" failures that have occured at this facility.

A couple of issues need to be discussed so I have set up a conf. call for 1:00 pm CST Monday.  (877-795-3687  pin 151120)  Updates should be available by this time.  (In the mean while, we are moving forward, pending IRS's availability, with the removal of the equipment)


FYI
---------------------- Forwarded by Richard B Sanders/HOU/ECT on 06/14/99
09:29 AM ---------------------------
   Rachael Adams                06/14/99 04:38 AM

To: Mark Frevert/LON/ECT@ECT, Mark E Haedicke/HOU/ECT@ECT, Danny
McCarty/LON/ECT@ECT, Richard B Sanders/HOU/ECT@ECT, Scott Sefton/LON/ECT@ECT,
Jeff Skilling/Corp/Enron@Enron, James V Derrick@Enron, Kenneth
Lay/Corp/Enron@Enron
cc: Mary Nell Browning/LON/ECT@ECT, Richard Harper/LON/ECT@ECT, Paul
Turner/LON/ECT@ECT
Subject: Memorandum

Please see the attached memorandum from Mary Nell Browning, Richard Harper
and Paul Turner.

Rachael


Andrea,

You are right.  I remember that you wanted to be included, but somehow, as I
was trying to get away for vacation, I failed to remember to tell Twanda, who
was setting up the meeting.  I apologize for the oversight -- it was not
intentional.  I will make sure that you are included in any subsequent
meetings.  I am sorry about this one.

Basically, the discussion revolved around the purpose of the PRC -- is it a
compensation system or a feedback system?  Because the process tries to
address both, there is a tension between the organization's interests (comp,
promotion, etc) and that of the employee (feedback, development, etc.)  This
tension is really reflected by the current categories and descriptors and the
fact that we have a comparative rating system.  This tension has given people
lots of heartburn.

To address this tension and to provide an immediate tweak that doesn't create
too much change, Gina is going to draft new descriptors that reflect that
comparative nature and also that reflect a more consistent view of how we
evaluate employees.  The preference was to go to numbered categories instead
of a descriptor because of the possible disconnect between the descriptor and
the comparative rating.  For example, a "strong" performer really could be
excellent, but compared to others in the group, ended up in the third
category.  For this reason, the descriptor identifiers were found to be
problematic.  Also, there will be a revamping of the explanations of the
categories to get away from the old "HR" language.  For example, a category 1
performer would have a descriptor that said something like:  "Always raises
the bar; franchise player," etc. rather than a "HR" definition relating to
demonstrating criteria.  Also, people had the view that needs improvement and
issues probably should be collapsed because there wasn't much difference
between the two.

There was a general discussion about whether going to numbers made it seem
more competitive.  Also, there was discussion about the fact that the PRC
appeared to be a "black box," and the desire to explain and communicate more
about the process.

This was only the first meeting.  I will make sure that you are invited to
attend any subsequent ones, and I apologize for the first one.

Let me know if you have any questions.

Michelle

Andrea Yowman@ENRON
08/25/2000 06:13 AM
To: Michelle Cash/HOU/ECT@ECT
cc: Gina Corteselli/Corp/Enron@Enron
Subject: Re: Potential Change of Cluster Descriptors for PRC Reviews

Michelle,
I had previously asked to be involved in this meeting but do not recall
getting a invitation.  Would you please send me a copy of the details of this
meeting?  Are there any other follow-up meetings scheduled?

Gina Corteselli
08/24/2000 05:28 PM
To: Candi Stanley/HOU/ECT@ECT, John Berghout/NA/Enron@Enron
cc: David Oxley/HOU/ECT@ECT, Andrea Yowman/Corp/Enron@ENRON

Subject: Potential Change of Cluster Descriptors for PRC Reviews

As I noted, I attended a meeting yesterday to discuss the possibility of
changing the current descriptors used in PRC (Superior through Issues) to a
numeric rating 1-6 (or possibly 1-5 by combining the Needs Improvement and
Issues categories).  The numeric ratings would be based on more relative
behavioral descriptors to categorize an employee's performance, and not the
absolute standards that the current descriptors represent.

I have been tasked with drafting the verbiage for this possible change which
will, of course, require review and approval by the senior levels of the
organization.  In the interim I would appreciate knowing how this change
might affect the system and current development  and compatibility of the
data from mid-year to year end, assuming the change is approved.

I look forward to your comments and input.  Thanks in advance,

Gina


As you are aware, PG&E and EESI is currently in dispute regarding the PX
credits and resulting payments from PG&E to EESI.  I believe this issue is a
sore subject for PG&E.  Can you please be vigilant with respect to the
utility's Ex Parte communications, because I suspect PG&E will be raising the
issue of PX credits resulting in utility payments to DA customers as a way of
getting out of the rate freeze obligation.

Roger


This deal was added awhile ago - number 480865.

Thanks,
Kate

Kerri Thompson@ENRON
12/15/2000 12:34 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: apb

missing deal

buy sierra
18th
226.00
50 mw
palo


Any GCP adjustments will be highlighted in dark red.

Bernice
x37972

From: Aparna Rajaram/ENRON@enronXgate on 04/11/2001 01:52 PM
To: Kelly Lombardi/NA/Enron@Enron, Samuel Schott/HOU/ECT@ECT, Bernice
Rodriguez/HOU/ECT@ECT, Bill D Hare/HOU/ECT@ect, Steve Venturatos/HOU/ECT@ECT,
Camille Gerard/Corp/Enron@ENRON, Samuel Schott/HOU/ECT@ECT, Tanya
Rohauer/ENRON@enronXgate, Tom Moran/ENRON@enronXgate, Tana Jones/HOU/ECT@ECT,
Frank L Davis/HOU/ECT@ECT, Ken Curry/ENRON@enronXgate, Nicole
Hunter/NA/Enron@Enron, Lesli Campbell/ENRON@enronXgate
cc:
Subject: Click Paper Approvals, 04-11-01

Please see attached.

Aparna Rajaram
Ph: (713) 345-4563
Fax: (713) 853-9476
Aparna.Rajaram@enron.com


Pat:  I never heard back from you.  Will you be the lawyer to assist me in this matter?  Please let me hear from you.  Thanks.  Sara

Sara Shackleton
Enron Wholesale Services
1400 Smith Street, EB3801a
Houston, TX  77002
Ph:  (713) 853-5620
Fax: (713) 646-3490

 -----Original Message-----
From: 	Shackleton, Sara
Sent:	Monday, September 10, 2001 1:35 PM
To:	'"Boylston, Pat" <PGBOYLSTON@stoel.com>@ENRON'
Subject:	RE: California counsel

Pat:

I am accepting an inhouse opinion from the City of Glendale.  However, I would like for Enron North America Corp. ("ENA", the swap counterparty to Glendale) to engage independent counsel for its own benefit.  The opinion would be given to ENA.  If you're the guy, please call me.  Thanks.

Sara Shackleton
Enron Wholesale Services
1400 Smith Street, EB3801a
Houston, TX  77002
Ph:  (713) 853-5620
Fax: (713) 646-3490

 -----Original Message-----
From: 	"Boylston, Pat" <PGBOYLSTON@stoel.com>@ENRON [mailto:IMCEANOTES-+22Boylston+2C+20Pat+22+20+3CPGBOYLSTON+40stoel+2Ecom+3E+40ENRON@ENRON.com]
Sent:	Monday, September 10, 2001 12:46 PM
To:	Yoder, Christian; Shackleton, Sara
Cc:	Hall, Steve C. (Legal)
Subject:	RE: California counsel

Read the message.  I think we can help.  My question is, who is this
opinion going to be given on behalf of.  If it is from the City of
Glendale to Enron, the logical firm to give it is Glendale's "bond
counsel" since that is the outside law firm which 1) knows municipal
finance, 2) has an existing relationship with the City and 3) isn't
going to get into conflicts issues (which we probably would if we were
going to deliver an opinion on behalf of Glendale to Enron).

We think the Jones, Hall firm in San Francisco may be bond counsel to
Glendale, but perhaps not.  Let me know how we can help.

-----Original Message-----
From: Yoder, Christian [mailto:Christian.Yoder@ENRON.com]
Sent: Monday, September 10, 2001 9:37 AM
To: Shackleton, Sara
Cc: Boylston, Pat; Hall, Steve C. (Legal)
Subject: RE: California counsel

I would first talk to Pat Boylston at Stoel Rives 503-294-9116.  Stoel
Rives has recently opened a San Francisco office and Pat, who will know
about 90% of the stuff to give the opinion, can probably find a
California attorney from their office to finish it off. ----cgy

>  -----Original Message-----
> From: 	Shackleton, Sara
> Sent:	Monday, September 10, 2001 9:25 AM
> To:	Sager, Elizabeth; Yoder, Christian
> Subject:	California counsel
>
> I need outside counsel to render an opinion as to the authority of the
> City of Glendale to enter into financial swaps.  Do you have a
> recommendation?
>
> Thanks for your help.
>
> Sara Shackleton
> Enron Wholesale Services
> 1400 Smith Street, EB3801a
> Houston, TX  77002
> Ph:  (713) 853-5620
> Fax: (713) 646-3490
>

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


COLUMBIA GAS TRANSMISSION CORPORATION
                        NOTICE TO ALL INTERESTED PARTIES
                                NOVEMBER 20, 2001

Notice ID: 3282
5 - NO RESPONSE REQUIRED

SUBJECT:  CAPACITY UPDATE EFFECTIVE FOR WEDNESDAY, NOVEMBER 21, 2001

                 THERE ARE NO CHANGES FROM PREVIOUS DAY

Effective Wednesday, November 21, 2001, capacities will be as follows:

Excess MDWQ              Available +
ISS Withdrawals          Available
SIT Withdrawals          Available
Imbalance Drawdowns      Available

Excess MDIQ              NOT Available +
ISS Injections           NOT Available
SIT Injections           NOT Available
Imbalance Paybacks       NOT Available

PAL Lends/Unparks        Available
PAL Parks/Loan Paybacks  NOT Available

+ Call Gas Control 24 hours in advance at (304) 357-2606 to request approval.

Non-firm receipt capacity will be as follows:

TENNESSEE:

Brinker (B12)            20,000
Broad Run (B9)          450,000
Cambridge (B10)               0
Dungannon (B11)          20,000
Highland (B17)                0
Milford (B18)            20,000
North Greenwood (B22)         0
Unionville (B15)         50,000

TEXAS EASTERN:

Delmont (C16)            10,000
Eagle (C22)              20,000
Hooker (C9)              20,000
Pennsburg (C23)          20,000
Windridge (C12)          20,000

NATIONAL FUEL:

Independence (M1)             0
Ellwood City (L1)        15,000

TRANSCO:

Downingtown (E3)          2,500
Emporia I (E13)          60,000
Rockville (E2)           60,000
Dranesville (E1)         50,000

EQUITABLE GAS:

Hi Hat (F3)                   0

KENTUCKY WEST VIRGINIA (KYWV):

Beaver Creek (H1)             0

CNR PIPELINE:

Boldman (CNR02)               0
Conoway (CNR03)               0
Johns Creek (CNR08)           0
Canada (CNR09)                0
Canada (CNR10)                0
Stafford (CNR11)              0
Thacker/Majestic (CNR12)      0
Briar Mtn. (CNR13)            0
Huff Creek (CNR14)            0
Wiser (827280)                0

CONOCO:                       0

Delta Natural Gas (819288)    0
Grant (P1)                    0

NOTE:  ANY APPALACHIAN PRODUCTION FLOWING DIRECTLY INTO COLUMBIA'S LINE KA
BETWEEN COLUMBIA'S BOLDMAN COMPRESSOR STATION AND COLUMBIA'S HUFF CREEK
COMPRESSOR STATION AS WELL AS PRODUCTION FLOWING INTO COLUMBIA'S LINES SM-116,
KA-15, PM-3, AND PM-17 IS 0 NON-FIRM.

ALGONQUIN:

Ramapo (R1)              25,000

ANR:

Paulding/Cecil           30,000
(F1, A2)

LEBANON AGGREGATE       100,000
(A4, F2, C4, D3)

TOLEDO AGGREGATE        100,000
(A3, F4, 734462)

COLUMBIA GULF:
(801)

TCO-Leach               700,000

Internal point non-firm capacity will be as follows:

Lanham                        0

Delivery capacity (non-firm) will be as follows:

TRANSCO:

Martins Creek            10,000
  (MLI E5)
Young Woman's Creek      10,000
  (MLI E9)

ALGONQUIN:

Hanover                       0
  (MLI R2)

EQUITRANS:

Fallen Timber            31,000
  (MLI K1)

Waynesburg-Rhinehart     20,000
  (MLI K2)

OPT-30 will be available in all market areas.
OPT-60 will be available in all market areas.

Market Area delivery capacity (non-firm) will be as follows:

Operating Area 1
     Market Area 33      30,000
     Market Area 34      20,000

Operating Area 2
     Market Area 20       No Restrictions

Operating Area 3
     Market Area 15       No Restrictions
     Market Area 16       No Restrictions
     Market Area 17       No Restrictions
     Market Area 18       No Restrictions
     Market Area 19       No Restrictions

Operating Area 4
     Market Area 21      10,000
     Market Area 22      10,000
     Market Area 23      20,000
     Market Area 24      10,000
     Market Area 25       No Restrictions
     Market Area 29       No Restrictions

Operating Area 5
     Market Area 02       No Restrictions
     Market Area 07       No Restrictions

Operating Area 6
     Market Area 10       No Restrictions
     Market Area 11       No Restrictions
     Market Area 12       No Restrictions
     Market Area 13       No Restrictions
     Market Area 14       No Restrictions

Operating Area 7
     Market Area 01       No Restrictions
     Market Area 03       No Restrictions
     Market Area 04       No Restrictions
     Market Area 05       No Restrictions
     Market Area 06       No Restrictions
     Market Area 08       No Restrictions
     Market Area 09       No Restrictions

Operating Area 8
     Market Area 26       No Restrictions
     Market Area 27       No Restrictions
     Market Area 32       No Restrictions
     Market Area 35       No Restrictions
     Market Area 36       No restrictions for southern part of Market Area 36.
                          Primary receipts/deliveries only for gas delivered
                          in the northern portion of Market Area 36.
     Market Area 38       No Restrictions
     Market Area 39       No Restrictions
     Market Area 40       No Restrictions

NOTE:  GAS DELIVERED IN THE NORTHERN PORTION OF MARKET AREA 38 OR THE NORTHERN
PORTION OF MARKET AREA 36 MUST BE RECEIVED FROM TENNESSEE GAS PIPELINE AT
HIGHLAND.

Operating Area 10
     Market Area 28       No Restrictions
     Market Area 30       No Restrictions
     Market Area 31       No Restrictions

If you have any questions, please contact your Account
Representative.


Daily Market Commentary ATTENTION  . . . ATTENTION . . . ATTENTION . . . Beginning December 3 the Daily Briefs will be available only with a subscription to GasTrader Newsletter. With GasTrader Newsletter and the Daily Briefs not only will the short term outlook from the floor of the New York Mercantile Exchange be available, but the longer term outlook complete with no nonsense trading recommendations will be covered as well. Check out the website for a SAMPLE NEWSLETTER, sign up for a FREE 5 WEEK TRIAL SUBSCRIPTION at GasTrader.net or reply to this e-mail if interested in a special discount. . . . . .

November 21, 2001

NEED FOR COLD WEATHER CITED . . .

 Natural gas futures retreated in typically busy inventory report driven trading Wednesday on the New York Mercantile Exchange. Attentiion was focused of the release of the weekly AGA inventory figure which showed a
moderately bearish 15 BCF build. Earlier expectations were from a draw of 10 BCF to a build of 10 BCF, and with working gas inventories brimming, traders thought the price decline should have been greater. Short term traders hypothesize a Monday collapse predictated on revised weather. . .

 At the closing bell the December futures slipped $.039 to $2.813 per MMBtu, and the January eased $.050 to $2.991 per MMBtu. . .

 "I think that we come in on Monday with a revised 15 day forecast, and this
market goes 30 cents south. At that point the market would be primed for a rally," said a New York floor trader. . .

 "2.97 is a big (technical resistance) number, and traders find it hard to believe that the market will rally any more without an improvement in the
fundamentals." . .

 "I think what happens is thatthe market gets too short, it panics out and
you have these rallies. (E.D.&F.) Man has done their best to goose the market
higher. It's hard to figure out who is long at this point. . .

 The Man/Enron traders are still in the ring and they are executing orders
for Enron, but their clearing relationship is over," he noted. . .

 Other traders see a need for some quick cold weather. . .

 "I'm surprised the market didn't react more negatively to the AGA number,"
said Phil Flynn, broker analyst with Alaron, Chicago. . .

 "There is speculation that some of the support to the market is Enron related because they are dumping positions, and many traders are saying that
the market could get hit hard on Monday. . .

 To move this market higher it would have to get real cold, real quick and last real long," he said.

For the most complete information available subscribe to GasTrader at http://gastrader.net

Bill Burson
120 Summit Blvd.
Englewood, Colorado 80110
Tel (303) 761-7470 * Fax (303) 761-8662
(To be removed from this list send email to burson@gastrader.net)


We have a playoff game this week at 9. Let me know if you can make it.


Texas version of "Survivor":

Contestants have to drive from Amarillo to Tyler with a bumper sticker
that says "I'm a gay atheist vegetarian...and I'm here to take your
guns."

If anybody gets there, they win.


Hi, Tony Borelli the recruiting writer here. (the guy you just talked to)

Below I've pasted the text of your brief interview/profile blurb for the
Enron recruiting web site. It consists of a main section and a short
"callout quote" to be set apart from it, maybe in a different typeface.

Please review it ASAP, and reply to this email, either approving it as is
(which I would love) or listing any changes that I need to make. NOTE:
Please list any changes separately, rather than editing the text directly.

I ask that you focus on looking for any errors of fact, revelations of
proprietary information, statements that will genuinely make someone look
bad, or other such serious problems.

The informal style and tone, the general content, and the length have all
been predetermined, and they need to match all the other blurbs we're doing
for the site. So I'd ask that you not focus on those issues or change those
parameters, and that you avoid doing any wholesale rewriting unless you
think it's absolutely unavoidable.

Please be brave! Keep in mind that whole platoons of Enron communications
and legal specialists will review and edit everything carefully before the
public ever sees it. And of course, since this will appear only in web
format, even after it "goes live" it will never really be permanent.

Thanks for all your help!
--Tony
TEXT IS BELOW:

John Lavorato
Managing Director (trading and risk management)
Enron North America

I started in Calgary in 1995, building our Canadian natural gas and
electrical power trading operation from scratch, and I left as president. It
was absolutely awesome. I had the time of my life. I hired the people I
wanted, with very little supervision, back when gas and power trading was in
its infancy, and today we're the biggest market maker and risk manager
there. These days, as many people know, we're using that same expertise to
create liquid markets in many other products, from broadband capacity to
paper pulp. So our newer people still have the chance to do what I did in
Canada-to help build revolutionary new businesses.

But what some people might not realize is that even in our established gas
and power trading operations-where we're by far the dominant player-it's
hugely interesting and complicated, with a million variables to figure out,
from the weather to the available storage capacity in Montana. You can't
ship natural gas and power on a truck or store them in a warehouse like
other commodities. And it's not like trading bonds, where you sit around
waiting for the Fed. If you like solving incredibly complex problems, and
you're very good at it ... get down here! We need you!

<JOHN'S CALLOUT QUOTE>
Enron's not a place where you can hide-or where you'll be hidden. If you
can't get it done, you won't fit in. But if you can, and you work hard,
you'll get noticed, you'll excel, you'll get paid, and we're going to love
you.


Richard,  my comments on the August 10 PX letter, having participated in the August 13 and September 5 prehearing conferences:

Cal PX has always asserted its neutrality in the prehearing conferences in the CA proceeding.  Although this assertion is only partially true, I think we would be barking up the wrong tree if we were to pursue the PX, given Steve's correct assessment that the PX is judgment proof.

My comments regarding the numbered paragraphs of the letter:

1.	Regarding confidentiality, there is a protective order (as amended) in place.  Despite this, my educated guess is that the protective order could very well be lifted given the rather political nature of the proceeding.  Judge Birchman alluded to this possibility just yesterday at the prehearing conference.  He has also previously expressed a belief that the conduct of the proceeding could be hampered if each party's refund data is deemed to be confidential.  In short, I believe there will be less confidentiality rather than more.

2.-3.	The PX is severely resource constrained.  Additionally the PX must await the ISO data before it can start generating the data that the PX itself needs to produce.  As of yesterday, the PX did not have all the ISO data, and the data they did receive from ISO was riddled with errors.  This gave rise to the one month delay in the hearing schedule that the Judge ordered yesterday.  As to the $150 breakpoint issue, I understand that it should not be as difficult to calculate as the PX purports, but the PX truly is understaffed and has virtually no funds.  In any case, this probably is a moot issue since the Judge determined in the August 13 prehearing conference that the $150 breakpoint issue is pending before the Commission, probably shouldn't be dealt with in this proceeding and should be disposed of by stipulation.  The parties are given about a week to agree on a draft stipulation by the 12th on this and other "threshold" issues, failing which the Judge will decide the stipulation issue after oral argument on the morning of 9/17.  Bottom line now on when the PX is to submit its data per the amended hearing schedule- 10/19.

4.	Refund implementation procedures have not received much consideration as of yet.  Of course, our position is that we net our purchases and sales; not pay in and then expect to be allocated a refund.  Interestingly, the letter at 4b. foretold the finding of the Judge in the August 13 conference that refunds and offsets need to be fully a part of this proceeding and the findings that he must certify to the Commission (as opposed to a matter to be taken care of outside the hearing room by compliance filing).  I am looking into the implications of allocating in accordance with a "share-fraction allocation method"

Ray

 -----Original Message-----
From: 	Hall, Steve C.
Sent:	Wednesday, September 05, 2001 8:36 PM
To:	Sanders, Richard B.
Cc:	Alvarez, Ray; Belden, Tim; 'gfergus@brobeck.com'; Steffes, James D.; 'dwatkiss@bracepatt.com'; Blair, Kit
Subject:	Comments on CalPX letter to FERC, dated Aug. 10, 2001

Richard,

Here are a few comments on the CalPX letter to FERC outlining the difficulties in calculating PX refunds.

1.  The PX claims it is a "neutral party in this proceeding" and is only a conduit for cash.  True for PX business, not true for CAISO obligations.  The CAISO holds SC's responsible for non-payment, not the SC's customers.  The PX was the SC for most of the transactions going through the day-ahead and hour-ahead market.  Therefore, the PX is primarily liable.  I'm not sure how this helps us, though, since the PX has no money.

2.  Page 3, SC Data.  I was unaware that the CalPX acted as SC until February 28th---one month after it closed the doors on January 31st.  During this time, the CAISO was probably in violation of its Tariff, which requires SCs to be creditworthy.

3.  Page 5.  Commandeered contracts.  What is the status of the PX's claim against the State of California?  The State owes the PX, as representative for its Participants, the mark-to-market value of the contracts on January 31st, less amounts paid by CDWR to suppliers.  If the PX won't bring this claim, its bankruptcy trustee or the PX Participants should bring this claim against the State of Califonria.

4.  Pages 3 and 4.  $150 Breakpoint.  I asked Kit Blair in Volume Management to review this letter and he said that it was his view and the view of two other folks in VM that the PX is vastly overstating the difficulty in calculating the $150 breakpoint.  His view was that it should take hours or days, but not weeks.  However, I do not see how we get an advantage from accelerating the calculation of refunds.

Finally, according to reports from Credit and VM, the remaining PX employees are not exactly the "A-team."   I suggest we should ask FERC to require the PX to document its methodology for calculating refunds, so that we can review for errors.  Spot audits by independent auditors might be a good idea, too.

Steve


-----Original Message-----
From: 	Ralph Reed <ralph@censtrat.com>@ENRON [mailto:IMCEANOTES-Ralph+20Reed+20+3Cralph+40censtrat+2Ecom+3E+40ENRON@ENRON.com]
Sent:	Monday, August 13, 2001 4:37 PM
To:	Mark Palmer (E-mail)
Subject:

here are the CA numbers from a survey conducted the first week in
August by Voter/Consumer Research, run by Jan Von Louhausen, the
pollster for President Bush:

Gray Davis

FAV             48
UNFAV	       44

STRONG UNFAV     28
STRONG FAV          15

RIGHT TRACK         34
WRONG TRACK      49

DAVIS  		40
RIORDAN          39

Note that the strong fav/unfav is a 1:1.8, which is one of the worst
numbers I have ever seen for an incumbent Governor in 20 years.  The
fav/unfav is an anemic 1:1.  The right track/wrong track is
devastating, and the gubernatorial ballot is tied.  These numbers
have changed dramatically and put Davis in a very precarious
situation politically.


The attachment summarizes all of the comments filed by other parties in this proceeding.  They're now in alphabetical order by the party filing, and the ones that I added since last night are highlighted.  Let me know if you'd like a copy of any of them.


Please see below

We can get comfortable without a guarantee; Carol please look at pg 22
paragraph 2 of the 10K report.

Also please se answers to questions below.
 -----Original Message-----
From:  St Clair, Carol
Sent: Wednesday, May 30, 2001 8:55 AM
To: Ernst, Nicholas
Cc: Stoler, Lou; North, Carol; Curry, Ken
Subject: Re: AK steel

Nick:
Thanks.  Just a few questions for Carol and Ken:

1. Will there still be a MAC trigger and if so, will it remain at the parent
level? Yes, and it will remain at the parent level

2. I am assuming that we still want to receive Holdings" financials. Yes we
want AK Holdings financials, we also want a representation in the contract
that states that AK Holdings financials are the same as AK Steel's financials
because it is the only wholly owned subsidiary of AK Holdings.

3. Sounds like what we want AK Steel to say is that  it will remain as the
only subsidiary of Holdings.  Is that the concept that you want them to
covenant about in the ISDA?  I would suggest doing it as a covenant so that
it would lead to an Event of Default if it is violated.  Does anyone have any
thoughts on this? Yes we want to say that if AK Steel is NOT the only wholly
owned sub, then it is an event of default.  It can be cured by a parent
guarantee or by providing independent financial statements for AK Steel.

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

	Nick Ernst/ENRON@enronXgate 05/29/2001 07:24 PM 	   To: Carol St
Clair/HOU/ECT@ECT  cc:   Subject: AK steel

Credit said that they will wave the parent guarantee.  The provision will be
waved if AK Steel states, whether in financial documents or by written
letter, that every entity within AK Steel Holding is also every entity within
AK Steel Corp.  I have passed this on my contact in AK Steel's Treasury and
they are going to get back to me.  I will be on the road tomorrow but you can
leave me a voicemail with any questions.

Nick


Thank you.

-----Original Message-----
From: Jones, Tana
Sent: Thursday, September 27, 2001 2:57 PM
To: Heinitz, Mary J.
Subject: RE: Electronic Trading Agreement (ETA)

I'll take care of this...

-----Original Message-----
From: Heinitz, Mary J.
Sent: Thursday, September 27, 2001 2:56 PM
To: Jones, Tana
Subject: FW: Electronic Trading Agreement (ETA)

Is this something you would handle?  It is not from my group.

-----Original Message-----
From: Thorne, Judy
Sent: Thursday, September 27, 2001 2:48 PM
To: Heinitz, Mary J.
Subject: FW: Electronic Trading Agreement (ETA)

Mary,

I believe that you have the original for our contract with Intercontinental Exchange. Can you please take care of making the following correction to that contract? If you do not have the contract, please let me know so I can make sure that I get this to the right person.

Thanks,
Judy

-----Original Message-----
From: Mrha, Jean
Sent: Wednesday, September 19, 2001 3:35 PM
To: Thorne, Judy
Subject: FW: Electronic Trading Agreement (ETA)

FYI.

Regards, Jean

-----Original Message-----
From: Ron.E.Benton@dynegy.com [mailto:Ron.E.Benton@dynegy.com]
Sent: Wednesday, September 19, 2001 3:34 PM
To: Mrha, Jean
Subject: Electronic Trading Agreement (ETA)

Dear Ms. Jean Mrha,

Your firm has an ETA with us.  On our original on page six the effective
date was left off.  Please insert 7-9-01 as this date on your original.
Sorry for the inconvenience.

Thank you for your time and consideration in this matter.

(713) 767-4582


Steve,

Attached is Business Controls' assessment of factors that could cause a
significant deterioration in the security posture at Dabhol.  Essentially,
the likelihood of serious security problems seems to be low, but because the
situation is both complicated and extremely fluid, it will need to be watched
closely as matters move toward resolution.  We're continuing our on-site
assistance in both Dabhol and Mumbai and fleshing out contingency plans for
evacuation and other worst-case scenarios.  A hard copy of this document has
been delivered to Rebecca McDonald.

David Cromley
Director, Business Analysis
Enron Corp.
(713) 345-4513


Here's this weeks material.? There's a handout  at the end that if you want
to use it you'll need to make copies of.?
?
See you,
Bobby
 - NEON Roaring 1.doc


I would definitely enjoy playing black jack with you till 5 in the morning
again.
PL


---------------------- Forwarded by Kay Mann/Corp/Enron on 04/02/2001 11:15
AM ---------------------------

"DeBerry, Jeremiah A." <JeremiahDeberry@paulhastings.com> on 04/02/2001
11:14:08 AM
To: "'Kay.Mann@Enron.com'" <Kay.Mann@Enron.com>, "'JKeffer@KSlaw.com'"
<JKeffer@KSlaw.com>
cc: "'Michael.Young@NorthWestern.com'" <Michael.Young@NorthWestern.com>,
"Kahn, Marguerite R." <MargueriteKahn@paulhastings.com>

Subject: Turbine Purchase - Letter Agreement

"paulhastings.com" made the following annotations on 04/02/01 12:14:16
------------------------------------------------------------------------------
NEW E-MAIL ADDRESSES AT PAUL, HASTINGS, JANOFSKY & WALKER LLP

We have changed our e-mail address.  Our new domain name is
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If you have any questions, please contact us at noc@paulhastings.com.

==============================================================================
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entities other than the intended recipient is prohibited. If you
received this in error, please contact the sender and delete the
material from all computers."

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

In connection with  the above referenced matter, attached for your review
are?clean and  blacklined copies of the Letter Agreement.? The blacklined
copy has been  marked to indicate changes made to the initial draft provided
by  Enron.
?
Please note that the  attached draft of the Letter Agreement has not been
reviewed by NorthWestern,  and therefore remains subject, in all respects, to
NorthWestern's review and  comments.?
?
Please contact me  with any questions or comments.
************************************************
Jeremiah A. DeBerry, Esq.
Paul Hastings Janofsky & Walker  LLP
399 Park Avenue
New York, New York 10022
Phone: (212) 318-6458
Fax:???? (212)  319-4090
?
?
 - Clean Copy -  LETTER AGREEMENT.wpd
 - BLACKLINE -  LETTER AGREEMENT.wpd


To All:

Please see the attached credit worksheet for Cinergy Marketing & Trading.  It
seems we may have sent a draft out under Producers Energy before they were
acquired by Cinergy, although a new draft should be sent out.

Oh and by the way you will be happy to know I included the ESP numebrs this
time.

Thank you,

Russell


Dale:

At long last, attached please find the revised Index Product Long
Descriptions (clean and red-line), as well as the new Index descriptions.

Please note that Mike asked me to include a ZP26 Peak and Off-Peak Index.

 I have also included below revised language for the Financial Power Swap
Product, which Mark Taylor should okay:

Financial Power Swap Product:

"A US Power Financial Swap Transaction with Enron North America Corp., under
which the Seller
pays a Floating Price and the Buyer pays the price submitted by Counterparty
on the website
(the Fixed Price) in each case in respect of the Notional Quantity per
Determination Period.  Each
calendar month during the term of the Transaction or the term of the
Transaction if it is less than a month will be
a Determination Period. The Notional
Quantity per Determination Period shall be the volume for the relevant
Determination Period
(calculated using the volume submitted by Counterparty via EnronOnline). The
Payment Date(s)
will be 5 business days after the Floating Price is determinable. The
Floating Price shall be the
average of the Index for each day in the relevant Determination Period."

Let me know when you have some product examples for my review.
I need to look at a full-blown example to make sure we've covered all the
bases.

Leslie


Frank Quebbemann
1300 Alton Rd 4-D
Miami Beach, FL 33139
fquebbemann@the-beach.net

To Mr. Ken Lay,

I'm writing to urge you to donate the millions of dollars you made from selling Enron stock before the company declared bankruptcy to funds, such as Enron Employee Transition Fund and REACH, that benefit the company's employees, who lost their retirement savings, and provide relief to low-income consumers in California, who can't afford to pay their energy bills.  Enron and you made millions out of the pocketbooks of California consumers and from the efforts of your employees.

Indeed, while you netted well over a $100 million, many of Enron's employees were financially devastated when the company declared bankruptcy and their retirement plans were wiped out.  And Enron made an astronomical profit during the California energy crisis last year.  As a result, there are thousands of consumers who are unable to pay their basic energy bills and the largest utility in the state is bankrupt.

The New York Times reported that you sold $101 million worth of Enron stock while aggressively urging the company's employees to keep buying it.  Please donate this money to the funds set up to help repair the lives of those Americans hurt by Enron's underhanded dealings.

Sincerely,

Frank Quebbemann


Your review and approval of the following two product type in the EOL
Datamanager is urgently needed (for directions on approval , please see steps
for approval at the bottom of this e-mail).

Trader :  John Suarez

Note:  THESE BANDWIDTH IP TRANSPORT PRODUCT TYPES HAVE BEEN CREATED FOR THE
ANDERSEN CONSULTING ANALYST DEMONSTRATION PURPOSES ONLY.   THE  PRODUCT TYPES
WILL BE ARCHIVED ONCE THE DEMO IS COMPLETE.

Example:

US WTI Basis  Platts LLS            Jan01      USD/bbl

Physical Description :

Product Type:   US Bandwidth Premium Service IP Transport Phy Fwd
Commodity: Bandwidth - Premium Service IP Transport
Currency:     USD
Default UOM:   Mbps
Country:   USA

Physical Description (e.g):
A US Bandwidth Transaction with Enron Broadband Services, L.P. ("EBS")
pursuant to which the Seller shall sell and the Buyer shall buy the quantity
of Bandwidth Units for Premium Service IP Transport submitted by Counterparty
via the Website. The Performance Metrics for Premium Service IP Transport
shall be as follows:  Jitter shall be 16 milliseconds One Way; Latency shall
be 80 milliseconds or less; Packet Loss shall be less than 1% per month;
Availability shall be 99.99% of available hours. The price shall be as
submitted by the Counterparty via the Website.  The quantity of Bandwidth
Units for Premium Service IP Transport transacted via the website shall
represent the reservation on capacity and the actual usage shall represent
the volume actually sold by the Seller and purchased by the Buyer.   Any
party entering into a Transaction to buy or sell Bandwidth Premium Service
Units from or to EBS shall be responsible for connecting to the Demarcation
Point located at each applicable Point of Presence. In order to achieve such
connectivity, a party may incur costs and expenses and may additionally be
required to execute certain documentation.

The Term of the Transaction shall correspond to the date(s) set forth in the
product short description on the website; the first such date shall be the
Effective Date and the last such date shall be the Termination Date.  The
Term of the Transaction shall begin at 12:00 a.m. (prevailing local time at
the EBS Point of Presence) on the Effective Date and continue to 11:59:59
p.m. (prevailing local time at the EBS Point of Presence) on the Termination
Date. Each applicable calendar month during the Term of the Transaction shall
be considered a Period.  The transaction shall be for IP Transport at the EBS
Point of Presence in Seattle (2001 6th Ave., Eleventh Floor, Suite 1150,
Seattle, WA 98121, NPA-NXX:  206-770, CLLI:  STTLWAWBH78).

The price is quoted in US Dollars per unit of volume, which will be the
Contractual Currency.

The unit of volume against which the Unit Price is quoted is the Megabits per
second for a Period and the quantity shown on the website shall be the
available number of Megabits per second for a Period.

==============================================================================
=====
STEPS FOR APPROVAL:

click the  START button
select  PROGRAMS
select  TEST APPLICATIONS
select ENRONONLINE CLUSTER(PROD)
 PROCEED WITH USUAL LOGIN/PASSWORD
click the Enron Online Production Cluster "START" button
select EnronOnLine (this is the EOL Datamanager)
 PROCEED WITH EOL LOGIN/PASSWORD
click on the "+" for EnronOnLine
click on the "+" for Product Types
click on the "+" for "Awaiting Approval" (OR  "Partially Approved")
select the product requiring review as stated in e-mail above
Right "mouse" click on "properties" to view product set-up
TO APPROVE:  Right mouse click on "Approved"

Thanks - Rob Cass  -  Melba Lozano
x35491   x58986


Hi Vince,

I only just got forwarded this request - I can deal with the UK Gas data
requirments.

Regards,

Anjam
x35383
---------------------- Forwarded by Kyran Hanks/LON/ECT on 01/08/2000 09:21
---------------------------

Margaret Carson@ENRON
31/07/2000 22:12
To: Vince J Kaminski/HOU/ECT@ECT
cc: Kyran Hanks/LON/ECT@ECT

Subject: Vince Does your group have a Monthly or a Quarterly price history in
nominal terms
for a US onshore Louisiana natural gas price (or a Texas wellhead price ) and
a UK landed beach price for the past 15 years? I am gathering historical data
for Jim O Hara for our Colombia pipeline in South America and these are among
the series of data they are seeking. They would like the data
from a published source in an electronic file if possible.. Their timetable
is by COB Weds this week. Thank you for your help. Margaret


---------------------- Forwarded by Steven J Kean/NA/Enron on 04/10/2001
10:25 AM ---------------------------

Richard Shapiro
04/10/2001 10:10 AM
To: Steven J Kean/NA/Enron@Enron
cc:

Subject: Rick Shapiro Presentation (Updated)

---------------------- Forwarded by Richard Shapiro/NA/Enron on 04/10/2001
10:10 AM ---------------------------

Ginger Dernehl
03/29/2001 04:45 PM
To: Lauren Urquhart/LON/ECT@ECT
cc: Richard Shapiro/NA/Enron@Enron

Subject: Rick Shapiro Presentation (Updated)

Lauren,

Mr. Shapiro has updated his presentation.  Can you make sure that this
version is available to him for Monday's meeting?  Also, will his
presentation be saved on a computer for his use or does he need to have it on
a "CD/diskette"?

Thanks

gngr
713-853-7751


Hey pops I guess you know that the NASDAQ is getting crushed - I think you
should be OK but I think we should look at changing some of your holdings.  I
looked and some of your funds haven't done so well this year especially Low
Priced Stock.  Also, I am worried about earnings for many companies with
energy prices so high and the prospect of very high prices this winter.  I
don't know but it might be prudent to even move some money into cash or up
your bond exposure.  I'll try to call you and talk about it later.  If I
don't talk to you in the next couple of days remind me and maybe we can look
at some options when you are here for the wedding.


---------------------- Forwarded by Stephanie Miller/Corp/Enron on 01/08/2001
08:41 AM ---------------------------

	From:  Julie A Gomez @ ECT                           01/05/2001 04:53 PM

To: Elizabeth Shim/Corp/Enron@ENRON, Stephanie Miller/Corp/Enron@ENRON
cc:

Subject: Generation Plants Listing

Here it is...

Julie  :-)


Also:  Steve/Maureen:

Please see draft letters which we plan to forward to Rosie/Tori today for Ken
Lay's approval:


Okay, there's a flight out of Houston on the 15th that gets into SD at 10:45
pm and the return flight is on Sunday around 3:30.  If that works for you I'm
going to go ahead and book the ticket now.

I'm so glad to hear that you're move was such a rousing success.  As for
myself and all of the guy juggling, I'm trying to get that under control.
Truth be told, none of them are worth a dime.  I think it was more of an ego
thing on my part.  Anyway, I still can't see the point in wasting time on
guys I'm not interested in so (like I said) I've ceased the rampage.  I'm not
taking any time off for Christmas so this trip would be a very welcomed
respite.

Let me know about the times.

Susan


Ted,

Thanks for kind words.

I have a favor to ask. Jason Sokolov who works with us part-time (he is a Rice
MBA candidate) has been accepted as a summer intern. I suggested that he ask
for
a position with your group for this summer. He works currently with Mike
Roberts,
4 hours a day.

Jason is a very bright and hard working person and I can recommend him
without reservations.

Vince

From:  Ted Murphy
03/24/2000 03:43 PM

To: Vince J Kaminski/HOU/ECT@ECT, Grant Masson/HOU/ECT@ECT, Vasant
Shanbhogue/HOU/ECT@ECT, Tanya Tamarchenko/HOU/ECT@ECT, Vincent
Tang/HOU/ECT@ECT
cc:
Subject: Moody's Upgrade

To the great and powerful Research Group:

As you may know, Moody's has recently upgraded Enron from Baa2 to Baa1.
We had been on watch for an upgrade for a while and after their intitial
credit meeting, they still had questions primarily related to our control of
market and credit risk.  To that end, Jeff McMahon and Tim Despain had Rick
Buy, Bill Bradford and I meet with eight members of the Moody's team.  The
questions centered around policy and procedure in the Wholesale businesses.
We discussed VAR, stress testing and potential credit exposure.  To make a
long story short, subsequent to that meeting, they reconvened their committee
and announced the upgrade.

I want you to know how critical your contribution was to the discussion and
will continue to be as the bar gets raised.  I am sure that next year they
will continue to be concerned with our risk management capabilities as well
as extensions of our current platform - tail risk, intra day risk,
operational risk, and enterprise wide risk.

Thank you for your efforts in supporting RAC - it has tangible benefits.

Ted

p.s. - there is still lots of interesting opportunities to extend the paradigm


Please call me immediately if you have found one.  Missing since yesterday.

It is a Houston Cellular telephone.

Thanks!!!  X36082


Any information yet on the $1537.00 of "Other Deductions" from my 12/31 paycheck?

Thanks for your help.

Scott


Shirley,

Please, register me.

Vince
---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 03/22/2001
07:25 AM ---------------------------

Lana Moore <Lana.Moore@nesanet.org> on 03/14/2001 04:10:46 PM
To: Nesa Members <NESAMembers@nesanet.org>
cc: Eva Pollard <Eva.Pollard@nesanet.org>, Teresa Knight
<Teresa.Knight@nesanet.org>, "'Todd Carroll'" <ToddCarroll@interim.com>
Subject: Complexity Science and the Energy Industry Brown Bag

 <<Complexity Science>>

PLEASE JOIN NESA/HEA AT THE "COMPLEXITY SCIENCE AND THE ENERGY INDUSTRY
BROWN BAG" ~ APRIL 18TH, 2001

IF YOU HAVE ANY QUESTIONS, PLEASE CALL LANA MOORE AT (713) 856-6525.

THANKS AND HAVE A GREAT DAY!!

 - E-Business.doc


Thanks for the idea -- I may need it sooner than I expected.  It's nice to know there are jobs out there but I think I can hold out until I find one somewhere better than Boise -- if you thought nobody wanted to visit Houston......!

 -----Original Message-----
From: 	"Linda Hayman" <LHAYMAN@skadden.com>@ENRON
Sent:	Monday, November 26, 2001 5:38 PM
To:	Taylor, Mark E (Legal)
Subject:	Fwd: GC position

Boise?  No need for a pool there.

****************************************************
This e-mail and any attachments thereto, is intended only for use by the addressee(s) named herein and may contain legally privileged and/or confidential information. If you are not the intended recipient of this e-mail, you are hereby notified any dissemination, distribution or copying of this email, and any attachments thereto, is strictly prohibited. If you receive this email in error please immediately notify me at (212) 735-3000 and permanently delete the original copy and any copy of any e-mail, and any printout thereof.

Further information about the firm, a list of the Partners and their professional qualifications will be provided upon request.
****************************************************

Content-Transfer-Encoding: 7bit
Date: Mon, 26 Nov 2001 16:19:47 -0500
From: "Ted Kozloff" <TKOZLOFF@skadden.com>
To: AKENOE@skadden.com,	ALEDUC@skadden.com,	AMUTCHNI@skadden.com,	APOLLOCK@skadden.com,	AROCKAS@skadden.com,	ASTRAUS@skadden.com,	BDUWE@skadden.com,	BLUNDQVI@skadden.com,	BPHILLIP@skadden.com,	BVANCE@skadden.com,	CFSMITH@skadden.com,	CHUTTNER@skadden.com,	CMULANEY@skadden.com,	DADLER@skadden.com,	DBREWSTE@skadden.com,	DFREYER@skadden.com,	DFRIEDMA@skadden.com,	DGOLDSCH@skadden.com,	DHIEBER@skadden.com,	DKELLEHE@skadden.com,	DKURTZ@skadden.com,	DREAMER@skadden.com,	DSPRINGE@skadden.com,	ECRANE@skadden.com,	EFILARDI@skadden.com,	EIVESTER@skadden.com,	EWAXMAN@skadden.com,	FBAYOUTH@skadden.com,	FGITTES@skadden.com,	GCULLEN@skadden.com,	GFERNICO@skadden.com,	GNOEL@skadden.com,	GPANAGAK@skadden.com,	GZIMMERM@skadden.com,	HPOSNER@skadden.com,	ISULLIVA@skadden.com,	JBUTLER@skadden.com,	JCARROLL@skadden.com,	JCOBEN@skadden.com,	JCOCO@skadden.com,	JCOHEN@skadden.com,	JDASTEEL@skadden.com,	JDONOVAN@skadden.com,	JFRIEDMA@skadden.com,	JGIUNTA@skadden.com,	JKASNER@skadden.com,	JKOSLOW@skadden.com,	JLERNER@skadden.com,	JLICHTMA@skadden.com,	JMENDEZ@skadden.com,	JRAYIS@skadden.com,	JVALLE@skadden.com,	KBETTS@skadden.com,	KBIALKIN@skadden.com,	KCOIT@skadden.com,	KCORMAN@skadden.com,	KKRAKAUR@skadden.com,	KPLEVAN@skadden.com,	LFREEMAN@skadden.com,	LFRISHMA@skadden.com,	LGOODMAN@skadden.com,	LHIESTAN@skadden.com,	LKLING@skadden.com,	LKUCK@skadden.com,	LMCGOVER@skadden.com,	LTAYLOR@skadden.com,	MABROWN@skadden.com,	MFILIP@skadden.com,	MGISSER@skadden.com,	MKIPP@skadden.com,	MKUSHMAN@skadden.com,	MLAWSON@skadden.com,	MMCGARRY@skadden.com,	MMILLER@skadden.com,	MSCHELL@skadden.com,	MWEXLER@skadden.com,	NLIEBERM@skadden.com,	NSAGGESE@skadden.com,	PKRUPP@skadden.com,	PMCKENNA@skadden.com,	PSIMSHAU@skadden.com,	RAPRIL@skadden.com,	RDELTUFO@skadden.com,	RGUERRA@skadden.com,	RLEVIN@skadden.com,	RRADEMAK@skadden.com,	RSCHREIB@skadden.com,	RSTOLL@skadden.com,	SADLER@skadden.com,	SEJACOBS@skadden.com,	TBATEMAN@skadden.com,	TDECAPO@skadden.com,	TDOUGHER@skadden.com,	THALE@skadden.com,	TNELSEN@skadden.com,	TPOHL@skadden.com,	TTCHEN@skadden.com,	TWEIL@skadden.com,	WKUNKEL@skadden.com,	WLAVEY@skadden.com,	WWHALEN@skadden.com
Subject: GC position
MIME-Version: 1.0
Content-Type: multipart/mixed; boundary="=_F3AEC077.6001706B"

Albertson's, Inc., one of the largest food/drug retailers in the U.S., is looking for a new General Counsel. Albertson's have been a very good client for the firm over the past 10 years, and if we could place someone there it would probably enhance our relationship.

A description of the position and related matters is attached.

Please give me a call if you have any ideas.

Ted Kozloff
ext 2600 in San Francisco.

 - Albertsons PD.E-mail_1.wpd << File: Albertsons PD.E-mail_1.wpd >>


Jeff

I have never been accused of being subtle.  However, someone had to say it
and it is better to say it now than to have it come out later.

Phil

Dear David:

I am writing this note to you and not the committee.  I am worried
that too many of the signatories can be accused of trying use their
academic positions to achieve results desired by their consulting clients.
I riase this issue because more than one person has told me that "Paul
Joscow is owned by Edison."  While such statements are generally wrong I
believe you need to be sensitive to the potential attack.  In particular, I
worry that our efforts will be undermined if too many of the individuals
signing the report have had extensive dealings with the state's three
largest utilities.  I can just see the headline "Apologists for utilities
offer solutions to state's energy problems."

You know we will be attacked after we issue the manifesto.  The
question is, will the attacks have merit.  If we were all white as the
driven snow there would be no problem.  However, under such circumstances
we would all be poor.

For this reason it is important to get independent academics and
non-academics with no connections to the utilities or generators to sign
the manifesto.  I fall into this later category as, I believe, do a number
of other individuals.  The addition of Solow would obviously help as would
Arrow or McFadden.  Dale Jorgenson would also be a great addition because
he has never worked or testified for these firms.  The same goes for Paul
Krugman.  On the other hand, Pual brings some heavy baggage.

I understand it is important to have as many names attached to the
manifesto as possible.  However, Paul's name may hurt.

Phil


Agreed.

"Alexander, Michael S" <ALEXANMS@sce.com> on 06/16/2000 08:44:15 AM
To: "'Norman A. Pedersen'" <napedersen@JonesDay.com>, "Cherry, Brian - TPBKC"
<BCherry@sempra.com>
cc: "'Pocta, Robert M.'" <rmp@cpuc.ca.gov>, "Cherry, Brian - TPBKC"
<BCherry@sempra.com>, "'paulamirault@aec.ca'" <paulamirault@aec.ca>,
"'david.bayless@utility.com'" <david.bayless@utility.com>,
"'Tomb@crossborderenergy.com'" <Tomb@crossborderenergy.com>,
"'Burkee@cts.com'" <Burkee@cts.com>, "'Craigc@calpine.com'"
<Craigc@calpine.com>, "'Rick.Counihan@greenmountain.com'"
<Rick.Counihan@greenmountain.com>, "'Jdasovic@enron.com'"
<Jdasovic@enron.com>, "'Mday@gmssr.com'" <Mday@gmssr.com>,
"'bdingwall@unitedgas.com'" <bdingwall@unitedgas.com>,
"'Douglass@arterhadden.com'" <Douglass@arterhadden.com>, "'eke@aelaw.com'"
<eke@aelaw.com>, "'Jfawcet@enron.com'" <Jfawcet@enron.com>,
"'rfoss@coral-energy.com'" <rfoss@coral-energy.com>, "'Gileau, Patrick L.'"
<plg@cpuc.ca.gov>, "'johnj@bcjlaw.com'" <johnj@bcjlaw.com>,
"'Johnson_Pamela@lacoe.edu'" <Johnson_Pamela@lacoe.edu>,
"'karpjos@sf.whitecase.com'" <karpjos@sf.whitecase.com>, "'jleslie@luce.com'"
<jleslie@luce.com>, "'kmccrea@sablaw.com'" <kmccrea@sablaw.com>,
"'jmpa@dynegy.com'" <jmpa@dynegy.com>, "Porter, Douglas K"
<PORTERDK@sce.com>, "'RochmanM@cubjpa.org'" <RochmanM@cubjpa.org>,
"'RochmanM@spurr.org'" <RochmanM@spurr.org>, "'susan.scott@enron.com'"
<susan.scott@enron.com>, "Betonte, Robert - TP2RSB" <RBetonte@socalgas.com>,
"Brill, Thomas R." <TBrill@sempra.com>, "Follett, B. David - TPDBF"
<DFollett@sempra.com>, "Harrigan, James P. - TP1JPH"
<JHarrigan@socalgas.com>, "Hay, James E." <JHay@sempra.com>, "Lorenz, Lad -
TPLPL" <LLorenz@socalgas.com>, "McVay, Nancy W - TPNWM"
<NMcVay@socalgas.com>, "Morrow, Rick - TP3RMM" <RMorrow@socalgas.com>,
"Purves, Ralph A." <RPurves@SDGE.com>, "Sakarias, Wayne P."
<WSakarias@SDGE.com>, "Schavrien, Lee" <LSchavrien@sempra.com>, "Sullivan,
Glen J." <GSullivan@sempra.com>, "Surak, Thomas M. - TP1TMS"
<TSurak@socalgas.com>, "Teeter, James S." <JTeeter@SDGE.com>, "Van Lierop,
Jan - TP2JXV" <tp2jxv@socalgas.com>, "Watson, Steven - TP2SAW"
<SWatson@socalgas.com>, "Wright, Gillian - TP1GXW" <GWright@sempra.com>,
"Barker, David - TPDTB" <DBarker@socalgas.com>, "'How-Downing, Lindsey'"
<lindseyhowdowning@dwt.com>, "'Jun, Christine'" <chj@aelaw.com>, "'Khoury,
Dexter'" <bsl@cpuc.ca.gov>, "'ack@aelaw.com'" <ack@aelaw.com>, "Nelson, Eric
B. - TPEBN" <ENelson@socalgas.com>, "Suwara, J.- TPJUS" <JSuwara@sempra.com>,
"Reed, William" <WReed@sempra.com>, "'Paul, Joe'" <jmpa@dynegy.com>,
"'Hawiger, Marcel'" <marcel@turn.org>, "'Fawcett, Jeff'" <jfawcet@enron.com>,
"'O'Neill, Ed'" <ewo@jmbm.com>, "'Power, Pat'" <pjpowerlaw@aol.com>,
"'Ramirez, Jaime'" <jaime.ramirez@swgas.com>, "'Black, Larry'"
<larry.black@swgas.com>, "Fair, Pam" <PFair@SDGE.com>, "'Hall, Rich'"
<rch8@pge.com>, "'Eisenman, Eric'" <EXE3@pge.com>, "'Stoner, Ron'"
<rrs5@pge.com>, "'McConn, Kathy'" <mcconnk@epenergy.com>
Subject: RE: Final Late Exhibit Draft

Norman,

She also said (ibid):

"What I want is an exhibit that will illuminate that in the broadest
possible form.  I would rather have too much information than not enough
information."

Therefore, I do not see the harm or lack of responsiveness in including the
additional information.

--
Michael S. Alexander
Southern California Edison
2244 Walnut Grove
Quad 1C
Rosemead, CA 91770
(626) 302-2029
(626) 302-3254 (Fax)

-----Original Message-----
From: Norman A. Pedersen [mailto:napedersen@JonesDay.com]
Sent: Thursday, June 15, 2000 11:08 PM
To: Cherry, Brian - TPBKC
Cc: 'Pocta, Robert M.'; Cherry, Brian - TPBKC; Alexander, Michael S;
'paulamirault@aec.ca'; 'david.bayless@utility.com';
'Tomb@crossborderenergy.com'; 'Burkee@cts.com'; 'Craigc@calpine.com';
'Rick.Counihan@greenmountain.com'; 'Jdasovic@enron.com';
'Mday@gmssr.com'; 'bdingwall@unitedgas.com'; 'Douglass@arterhadden.com';
'eke@aelaw.com'; 'Jfawcet@enron.com'; 'rfoss@coral-energy.com'; 'Gileau,
Patrick L.'; 'johnj@bcjlaw.com'; 'Johnson_Pamela@lacoe.edu';
'karpjos@sf.whitecase.com'; 'jleslie@luce.com'; 'kmccrea@sablaw.com';
'jmpa@dynegy.com'; Porter, Douglas K; 'RochmanM@cubjpa.org';
'RochmanM@spurr.org'; 'susan.scott@enron.com'; Betonte, Robert - TP2RSB;
Brill, Thomas R.; Follett, B. David - TPDBF; Harrigan, James P. -
TP1JPH; Hay, James E.; Lorenz, Lad - TPLPL; McVay, Nancy W - TPNWM;
Morrow, Rick - TP3RMM; Purves, Ralph A.; Sakarias, Wayne P.; Schavrien,
Lee; Sullivan, Glen J.; Surak, Thomas M. - TP1TMS; Teeter, James S.; Van
Lierop, Jan - TP2JXV; Watson, Steven - TP2SAW; Wright, Gillian - TP1GXW;
Barker, David - TPDTB; 'How-Downing, Lindsey'; 'Jun, Christine';
'Khoury, Dexter'; 'ack@aelaw.com'; Nelson, Eric B. - TPEBN; Suwara, J.-
TPJUS; Reed, William; 'Pedersen, Norman'; 'Paul, Joe'; 'Hawiger,
Marcel'; 'Fawcett, Jeff'; 'O'Neill, Ed'; 'Power, Pat'; 'Ramirez, Jaime';
'Black, Larry'; Fair, Pam; 'Hall, Rich'; 'Eisenman, Eric'; 'Stoner,
Ron'; 'McConn, Kathy'
Subject: Re: Final Late Exhibit Draft

_______________________________________________________________

This message and any attachments are intended for the individual or entity
named above.  If you are not the intended recipient, please do not read,
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_______________________________________________________________

     Your proposed draft exhibit goes substantially beyond the ALJ's order.
ALJ Biren specifically stated that the the late-filed exhibit "should be
narrowly focused on the mismatch of capacity." Tr. 1021.Thus, you need to
eliminate the column entitled "Total Take-away Capacity."  Furthermore, the
column is both suspect (e.g., the representation that EOR is 770 MMcfd) and
misleading (e.g., the inclusion of SWG or PG&E in "S. Calif Take-away
Capacity").  Also, you need to eliminate the "Avg. Daily Market" box.  The
following is what should be submitted to ALJ Biren:
(See attached file: #1070989 v1 - FIRM PIPELINE CAPACITY DELIVERY (EX. TO
I.99-07-003).doc)


Here is the form of LLC agreement we used for the Intergen deal, tweaked a
bit for lessons learned.  I will forward the updated letter agreement which
has been improved also.  It relates to the Blue Dog turbines, so some of the
defined terms are different.  I will also forward the Intergen docs so you
can see some of the definitions, etc.

One thing which wasn't addressed in the Intergen deal was the potential HSR
issue (there wasn't one) which arises when the put or call option is
exercised.

I also have the TurboPark docs, which I can forward when it gets closer.  I
don't know if I have the electronic versions of the other closing docs.

Kay

---------------------- Forwarded by Kay Mann/Corp/Enron on 03/01/2001 12:46
PM ---------------------------

"Campbell, Carolyn" <CCampbell@KSLAW.com> on 02/27/2001 02:18:43 PM
To: "'kay.mann@enron.com'" <kay.mann@enron.com>
cc: "Keffer, John" <JKeffer@KSLAW.com>

Subject: LLC Agreement for Turbine LLC sale

 <<2rz802!.DOC>>  <<2RZ8RED.DOC>>
Kay:

We did have a "form" LLC agreement in conjunction the letter agreement.  It
was most recently circulated in a Jan 4 e-mail from me and is the attached
draft dated Dec 15.  We may wish to tinker with the effective date
provisions of Section 2.5 and depending on whether XYZ is a corporation,
partnership or limited liability company, the entity representations in
Section 3.2.1 et seq. (I have also attached a marked copy reflecting the
differences between the prototype form and the final form signed in the
Intergen transaction).  If you need anything else, please let me know.
Thanks.

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

Enclosures 129572v2
  129344v7 R 129572v2

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Tuesday, February 27, 2001 8:45 AM
To: ccampbell@kslaw.com; jkeffer@kslaw.com
Subject: LLC agreement for turbine llc sale

Hi there,

Did you come up with a "form" llc agreement in conjunction with the form
letter agreement, or is the Coral LLC agreement the latest thing?

Thanks,

Kay

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 - 2rz802!.DOC
 - 2RZ8RED.DOC


> Prayer
>
> I wish for you....
> Comfort on difficult days,
> Smiles when sadness intrudes,
> Rainbows to follow the clouds,
> Laughter to kiss your lips,
> Sunsets to warm your heart,
> Gentle hugs when spirits sag,
> Friendships to brighten your being,
> Beauty for your eyes to see,
> Confidence for when you doubt,
> Faith so that you can believe,
> Courage to know yourself,
> Patience to accept the truth,
> And love to complete your life.
>
> God bless you!
> I asked the Lord to bless you
> As I prayed for you today
> To guide you and protect you
> As you go along your way.
>
> His love is always with you,
> His promises are true,
> You know He will always
> be there to see us through.
>
> So when the road you're traveling on
> Seems difficult at best,
> Just ask the Lord to guide you
> And He will do the rest.
>
> Pass this to the people you want God to bless.
>
>
>
>


I won't be able to attend.  Let me know if I need to be hooked up by phone or
if you will just brief me afterward.

Paul Kaufman@ECT
12/28/99 04:42 PM
To: kfullenweider@velaw.com, Ann Ballard/Corp/Enron@ENRON,
mtaylor@ei.enron.com, Steven J Kean/HOU/EES@EES, Richard Shapiro/HOU/EES@EES,
Sarah Novosel/Corp/Enron@Enron
cc:
Subject: Testimony in PGE Proceeding

Sierra called today to inform us that they intend to complete their internal
review of the Oregon PUC filing by the beginning of next week.   They want
our input by the end of next week, and to that end are scheduling a meeting
in Reno for either 1/5 or 1/6.  Please let me know if you plan on attending
the meeting.


Journalism?
Pretty big Enron influence in this article from what I can tell...
What are your thoughts?

 -----Original Message-----
From: 	Hall, Steve C.
Sent:	Monday, August 13, 2001 1:59 PM
To:	Williams III, Bill; Boose, Justin; Yoder, Christian; Slinger, Ryan
Subject:	Power Trading 101:  Tricks of the trade

"To protect taxpayer money from being devoured by these savvy private traders in the early days of California's power-buying binge, state officials turned to a technique called "sleeving." They used Lee's old Long Beach firm, Mieco Inc., and Allegheny Power to camouflage the state's identity as the buyer."

Chaos,Inexperience Hobbled Power Buyers
State electricity purchasers often finished second against veteran industry traders.
By DARYL KELLEY and JEFFREY L. RABIN
Times Staff Writers

August 12 2001

It was the night before the darkest day of the winter energy crisis, when California's first wave of rolling blackouts paralyzed cities from Bakersfield to Eureka.

Davis administration strategists were huddled in a Sacramento office that January evening, trying to figure how to keep the lights on, when a speeding tractor-trailer slammed into the Capitol like a runaway train.

"I looked out the window and saw the flames and the smoke rising," said Ray Hart, head of the energy planning team. The symbolism was not lost on him.

The next day, with the state's electricity supply on the line and the governor's political career on the blink, Hart was called on to create an organization that overnight would become the biggest power buyer in the West, purchasing electricity for 10 million customers whose utilities were going broke.

Now, seven months and billions of dollars later, the administration is under fire for paying top dollar for a cadre of inexperienced traders who at times have been exploited by veterans in the cutthroat energy industry. Even Gov. Gray Davis acknowledges the mismatch.

"It's like the Yankees playing a stickball team," he said in a recent interview. "We're totally out of our league."

The administration's new long-term contracts also have been criticized for paying too much for power that may not be needed in the future.

Making matters worse, nearly a dozen consultants hired by the administration owned stock in energy companies--a fact revealed only after they were belatedly asked to file personal financial statements. Five were hastily fired, and the federal government is investigating possible insider trading violations.

"How an agency could forget conflict-of-interest codes, or ignore them, is beyond me," said Doug Heller of the Foundation for Taxpayer and Consumer Rights in Santa Monica. "This is the way people lose faith in government."

Hart said it never occurred to him that consultants and buyers in his vastly broadened organization should file declarations of financial interest until requests for the information rolled in, including one from Davis' Republican political rival, Secretary of State Bill Jones.

Amid all the controversy of recent days, Hart said, the efforts of his staff in helping to avoid blackouts so far this summer have been overshadowed.

"Frankly," said Hart, a veteran administrator with the state Department of Water Resources, "it's kind of disconcerting we aren't getting the credit we should be getting."

Patching Together a Team on the Fly

The state's new energy-buying organization was a beg, borrow and recruit operation. A core group already was working in the Department of Water Resources to buy power for the massive canal pumps of the State Water Project.

The agency received an immediate infusion of $22 million to create its expanded trading arm of 88 employees and consultants.

On the fly, Hart patched together a team of retired state energy buyers, workers from a closed energy exchange and analysts from Pacific Gas & Electric, Southern California Edison and the energy industry.

Many were hired to buy electricity on the spot market after repeatedly calling power companies throughout the West to negotiate prices. Then they needed to schedule its use on a statewide monitoring system that reflects supply and demand.

From the start, the administration said it would pay higher wages than usual to attract talented traders who could hold their own against wily veterans at private energy marketing firms.

"Energy trading and purchasing is a very complex business with millions of dollars of energy purchased every day," a state budget document said. "It is important to recognize the level of risk and the high level of expertise that is necessary to effectively manage that risk and operate the program effectively. Professionals in this business are highly compensated."

Power buyer William Mead was among the first to get the call in early February.

"They said, 'Can you be up here Tuesday?' " said Mead, a 55-year-old former Edison engineer from Duarte. "I said, 'For a job interview?' And they said, 'No, bring enough stuff for several months.' "

They told him to bring his last paycheck and a resume, Mead said. He worked six weeks, he said, before he finally got a contract to sign.

"In those early days it was chaos because we were always at Stage 2, on the verge of blackouts," he said. "There was no focus other than to keep the lights on." One day, Mead said, he bought 10% of all power consumed on the state's electricity grid during his 12-hour shift.

But, unlike Mead, most of the new crew had never bought power before, according to their resumes. Most worked at the now-defunct California Power Exchange, an energy trading floor similar to a stock market, reconciling sales and purchases made by others. Before that, one worked at a freight-forwarding company in Carson and another ran China Noodle House in Arcadia.

Energy industry insiders said they have spotted a series of rookie moves by the new group.

"They're just buying too much or buying too little or buying too much too fast," said Mark Palmer, spokesman for Houston-based Enron Corp., one of the nation's largest energy marketers. "It's like someone who flies a kite one day, and then is told to go fly a 747 the next."

One veteran said the state traders lack the practiced subtlety that experience brings. "You don't just come out to someone and say, 'What's your price?' and then pay it. But that's what some of them have done."

A senior analyst at a California firm that sells power to the state traders said, "The word I get from our traders is that a lot of them have made a lot of money off them."

Palmer said California, for the salaries it's paying, could have done better.

A particular lightning rod for criticism is the $480,000, two-year contract of chief trader Susan T. Lee, 30, who was hired in April for $120 an hour.

With barely a year's experience in the energy industry, she leads a 16-person crew that buys electricity the day before it's needed or for nearly immediate use. State records show that Lee was paid more than $30,000 a month, including overtime, as she began her new duties.

"That lady's got one year's experience, and she's getting 500 grand," Palmer said. An experienced trader in private industry, he said, might make $80,000 to $120,000 in a good year, plus bonuses.

"She's certainly making double what I am, but she's worth it," said Hart, who has spent two decades as a bureaucrat at the once-obscure Department of Water Resources.

Although Lee could not be reached for comment, Hart said her short tenure in the industry must be judged by the reality of today's evolving trading market. California energy deregulation began only in 1996, and energy trading has changed enormously in just the last year, he said. "I would argue that somebody who has been involved and engaged for the last year has as much value as anybody [regardless of experience]."

Lee's team members, meanwhile, have been signed to lucrative short-term contracts worth a maximum of $15,000 to $21,000 a month, including housing, rental cars, per diem pay and flights home on days off. State records show that many traders have actually received only about half that maximum amount.

One industry trading manager said he knew nearly all of the new state traders from their work at the Power Exchange. He said several had applied to him for a job after the exchange closed in January but he didn't think they were qualified.

Some traders acknowledge feeling overmatched against veterans of the industry and have had to learn on the job how to compete.

"They know more than me; they've seen it all," said state trader Bernard Barretto, a Navy electronics technician before he got a job at the Power Exchange in 1998.

In their own defense, the traders also said they had virtually no leverage in their early months because power reserves were so depleted that they had to buy no matter the cost.

"Our job was to buy whatever we could buy," former trader Elaine Griffin said. "California was truly a captive market."

Hart says the relative inexperience of his traders hardly matters because they follow strategies devised by higher-ups.

"Do the [traders] go out and start the deal? Yes," Hart said. "Do they cut the final deal? No."

Far from the trading trenches, the governor sees things differently. The trading arms of companies such as Enron far surpass that of the Department of Water Resources, he said.

"These are very sophisticated operations," Davis said. "They have several meteorologists and banks of media people."

To protect taxpayer money from being devoured by these savvy private traders in the early days of California's power-buying binge, state officials turned to a technique called "sleeving." They used Lee's old Long Beach firm, Mieco Inc., and Allegheny Power to camouflage the state's identity as the buyer.

The technique also allowed California to buy power from companies that had questioned whether the state would pay its bills.

Some traders, however, saw through the guise. The volume of energy being bought on the market by Mieco and Allegheny was the tip-off that California had weighed in.

"I knew it, and I'm pretty sure the rest of the traders out there know about it, too," said one trader, who like others, asked not to be named because he still trades power with the state. "But it worked for a while. It helped keep the short-term prices down."

Controversy Over Stock Holdings

The state traders were powerless, however, to protect themselves.

Just as they were settling into their new jobs, and energy prices were falling, the administration was stung by the disclosures that 11 of its traders and consultants owned energy stocks. The governor ordered them to divest the holdings within hours or be fired.

Five were ousted anyway because they had previously bought power for the state from a firm--San Jose-based Calpine Corp.--in which they had owned stock.

The highest-ranking of them was former Sacramento utility executive Richard Ferreira, who was hired on a $500,000 contract in January to negotiate long-term power contracts.

The four others were the veteran Mead and three younger buyers: Herman Leung, Constantine Louie and Peggy Cheng. Elaine Griffin, who had resigned just days before the firings, also held Calpine stock while trading for the state.

Most of the traders, who had worked together at the Power Exchange in Alhambra, said they bought the stock before they went to work for the state and had never been warned that ownership was a problem. They said no one asked if they even held any energy shares.

Mead said traders on his state team--such as Cheng, Leung and Louie--had no ability to influence Calpine's stock price because their purchases of the company's electricity were infrequent and small.

Mead said he had openly touted Calpine stock to his colleagues because he'd made so much money on it. He said his investments of $20,000 in 1999 and $134,000 last fall brought him about $400,000 when he was ordered to sell last month.

"You want to know how I picked Calpine?" he said. "Investor's Business Daily has a system for selecting stocks, and Calpine showed up on its list of stocks with strong potential."

Leung said he rarely dealt with Calpine and bought his $2,000 worth of shares on Jan. 22, while still at the Power Exchange, which had a conflict-of-interest policy barring ownership of energy stock.

"I didn't know I would have an opportunity like this at the time," Leung said of his briefly held state job. "I bought it just because I'm interested in the market all the time. I follow it."

Today, shipped back home from their rented apartments outside Sacramento, the fired traders see themselves as victims of Davis' effort to fend off further criticisms of his handling of the energy crisis.

They bristle at the fact that Davis has not required some of his most influential private advisors to file the kind of disclosure statements that led to their firings.

"The big boys, the ones hiding behind the right not to disclose, those are the ones that ought to be drawing attention," Mead said. "They're the ones who knew how things worked."

___
Times staff writer Nancy Vogel in Sacramento contributed to this story.
For information about reprinting this article, go to <http://www.lats.com/rights/register.htm>


To all,

As you know, Enron is refinancing the equipment we bought through WestLB.
I've been asked to compile a list of all the equipment purchased through
WestLB, and the change orders related to same.  All I know about is the LM
deal with GE (with 1 executed change order, approximately 4 or 5 pending) and
the ABB transformer deal (with one CO pending).  Please let me know if you
are aware of any others.

Thanks,

Kay