_________________________________________________________________

            B R E A K F A S T   W I T H   T H E   F O O L
                      Thursday, December 7, 2000

benjamin.rogers@enron.com
_________________________________________________________________

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"You'd be surprised how much it costs to look this cheap." --
Dolly Parton

BANK OF AMERICA TIGHTENS CREDIT
The company also issued a fourth-quarter profit warning
yesterday.

By Chris Rugaber

Bank of America (NYSE: BAC) lowered its earnings guidance for
the fourth quarter yesterday, due to increased write-offs of bad
loans. The company also announced that it would not renew $20
billion in corporate loans over the next two years. It is the
second time in the past month that the company has reduced its
fourth-quarter profit projections.

The Charlotte, North Carolina-based bank now expects
fourth-quarter profits of about $1.4 billion, or $0.85 to $0.90
per share, down from last year's $1.23 per share and below
estimates of $1.17. As recently as September, estimates for the
fourth quarter were $1.35 per share. Earnings projections were
also reduced for next year, from $5.46 to $5.10 per share. The
company plans to write off between $1.1 billion and $1.2 billion
in bad debt this quarter, almost triple the third quarter's
total of $435 million. Bank of America's shares fell about 10%
yesterday, and other bank stocks declined as well, including
Citigroup (NYSE: C), Chase Manhattan (NYSE: CMB), First Union
(NYSE: FTU), and Bank One (NYSE: ONE).

Last month, the company indicated that a loan of $500 million --
widely believed to be held by the Sunbeam Corporation (NYSE:
SOC) -- is "nonperforming," meaning it is not paying interest.
In addition, Bank of America holds loans to companies such as
Owens Corning (NYSE: OWC), which filed for bankruptcy October 5
as a result of asbestos litigation, and ICG Communications
(Nasdaq: ICGXQ), which filed for bankruptcy on November 14. The
company also lent to Regal Cinemas, which defaulted on its bank
debt last month and is considering filing for bankruptcy.

Bank of America seems to have a negative outlook at this point.
"We're pessimistic about the economy, we're pessimistic about
the capital markets and the ability of companies to refinance,
and it's very easy for companies to throw in the towel,'' said
Chief Financial Officer James Hance at an investors' conference
yesterday. "We're taking a very conservative outlook.''

Part of that conservative outlook was announced later yesterday
when the company said it would not renew about $20 billion in
loans over the next two years. CFO Hance noted that "We are not
interested in renting out our balance sheet to clients who are
not delivering us additional fee-based business." The move comes
after Federal Reserve Chair Alan Greenspan urged banks on
Tuesday not to overly tighten their credit standards.
_________________________________________________________________

NEWS TO GO

Motorola (NYSE: MOT) greeted investors this morning with an
earnings warning, stating that it will not meet earlier revenue
and earnings guidance. The company blamed delays in cost-cutting
measures in its personal communications segment and "slowing
market conditions" for its semiconductor products. Motorola now
expects fourth-quarter sales of $10 billion and earnings per
share of $0.15, down from earlier guidance of $10.5 billion and
$0.27, respectively. In a press release the company stated that
it "continues to expect robust growth in the global wireless
telephone market, with unit sales in the range of 525-575
million in 2001, up from an estimated 420 million units this
year, and expects to fully participate in that growth." The
company announced additional manufacturing outsourcing
yesterday.
http://www.fool.com/m.asp?i=232133

Hasbro (NYSE: HAS) may soon be a has-been (sorry). The company
warned last night that it will at best break even this year, and
may post a loss of $0.10 to $0.20 per share, thanks to slowing
sales, particularly in trading-card games. Hasbro also said it
will sell its Hasbro Interactive and Games.com divisions to
French company Infogrames Entertainment for $100 million in cash
and stock. The company was expected to earn $0.43 per share this
year, and pulled in $1.42 per share last year.

Internet-commerce consultant Scient (Nasdaq: SCNT) announced
last night that its fiscal third-quarter earnings would come in
below expectations, and that it would cut 460 jobs. The company
cited slowing spending among its clients -- which included AT&T
(NYSE: T) and Chase Manhattan (NYSE: CMB) -- on Web services and
growing competition from management consulting firms as the culprits.

The world's fifth-largest media company, News Corp. (NYSE: NWS),
said that it has initiated a hiring freeze in order to control
costs as advertising revenue growth slows. President Peter
Chernin said he expects the U.S. ad market to be "tough" over
the next couple of quarters. Yesterday, other news organizations
such as Dow Jones Inc. (NYSE: DJ) and Knight-Ridder (NYSE: KRI)
also cited slowing ad sales as a reason behind their negative
announcements. Dow Jones reduced earnings projections for its
fourth quarter, while Knight Ridder said it would lay off as
much as 2% of its workforce.
_________________________________________________________________

EDITORS' PICK

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more than good taste.
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.

MsgId:
msg-20105-2000-12-07_9-17-09-3342915_2_Plain_MessageAddress.msg-09:23:07(12-07
-2000)
X-Version: mailer-sender-master,v 1.84
X-Version: mailer-sender-daemon,v 1.84
Message-Recipient: benjamin.rogers@enron.com


Richard Sage is coordinating the initialing and signing for us which is why I
included him on the replies.  We will not be meeting with them in person
tomorrow, but will be discussing the relationship and the documents that we
will be sending.  They have changed the appropriate contact person so we will
be determining who the new person should be during the call.

Thanks.

Gillian

Leslie Hansen@ECT
11/21/2000 02:29 PM
To: Gillian Johnson/NA/Enron@ENRON
cc: Tana Jones/HOU/ECT@ECT

Subject: Re: I2 NDA

I understand that this will be executed in London.  Is there a lawyer who
will initial the NDA for EnronCredit in connection with our execution?  I'm
assuming you will have this NDA executed prior to the meeting.

Leslie

	Gillian Johnson@ENRON
	11/21/2000 01:32 PM

		 To: Leslie Hansen/HOU/ECT@ECT
		 cc: Craig Chaney/HOU/ECT@ECT, Richard Sage/LON/ECT@ECT
		 Subject: Re: I2 NDA

Thanks for taking care of this.  We will be meeting with them tomorrow.

Gillian

Leslie Hansen@ECT
11/21/2000 12:56 PM
To: Gillian Johnson/NA/Enron@Enron
cc:

Subject: I2 NDA

Gillian:

Attached please find the I2 NDA as revised to provide that the term of the
NDA is 3 years and that Confidential Information disclosed under the
agreement is protected for 2 years after the date of the disclosure.

I can finalize for execution after I2 has approved the contents of this NDA.
I'll leave it to you to distribute to them.

Leslie


Please let me know if you are interested in interviewing.

LOCAL - Houston

      Melanie is currently around $50-55k.    At El Paso, Bachelor's in
Accounting. Working towards Master's.  5 years experience.
 Fariba is currently at $47K.   At El Paso, Bachelor's in Accounting, 10
years experience
 Stephen is at EOTT Energy.  Bachelor's in Finance

NOT LOCAL - need relocation


----- Forwarded by Sara Shackleton/HOU/ECT on 06/01/2000 06:26 PM -----

	Don Albers <offiweb@yahoo.com>
	06/01/2000 04:23 PM

		 To: Sara.Shackleton@enron.com
		 cc:
		 Subject: Re: Your Bravo 20 order #1261

Dear Ms. Shackleton:

That is correct, we will not charge your card until we
ship.  Please let us know if you have any more
questions.

Thank you,
Jennifer
OFFI & Company

--- Sara.Shackleton@enron.com wrote:
>
> Thank you for the confirmation.  I assume that I am
> not charged until you
> ship.  Is this correct?
>
>
>
>
>
>                     Don Albers
>
>
>                     <offiweb@yaho        To:
> sara.shackleton@enron.com
>
>                     o.com>               cc:
>
>
>                                          Subject:
>  Your Bravo 20 order #1261
>
>                     05/31/2000
>
>
>                     11:50 AM
>
>
>
>
>
>
>
>
>
>
>
>
> Dear Ms. Shackleton:
>
> Thank you for your recent order placed at
> www.bravo.com.  Bravo 20 has recently merged with
> OFFI
> & Company.  During this transitional period, our
> time
> between order receipt and shipping is longer than
> usual, as we are in the midst of manufacturing and
> re-stocking.
>
> Due to this delay, the approximate shipping date for
> your order is 7/25/00, although we hope the actual
> ship date will be earlier.  Please do not hesitate
> to
> contact us at 800-383-OFFI(6334) or
> offiweb@yahoo.com
> if you have any questions or if we can be of further
> assistance.
>
> Thank you,
> OFFI & Company
>
>
>
> __________________________________________________
> Do You Yahoo!?
> Send instant messages & get email alerts with Yahoo!
> Messenger.
> http://im.yahoo.com/
>
>
>

__________________________________________________
Do You Yahoo!?
Send instant messages & get email alerts with Yahoo! Messenger.
http://im.yahoo.com/


Some notes on the attached lists:

3/24/00 List - the first two counterparties have no Legal changes per my
earlier approvals.

3/27/00 List-we just got the financial master in signed and they cannot do
pulp & paper and weather under it.
Ambac Assurance Corp. and Salomon Smith Barney AAA Energy Fund - I have a
temporary "no" for them for financial products until I get more information
on them to determine what they are and what they can do.  Per Credit, AMBAC
only wants to trade credit derivatives, and Salomon Smith Barney is currently
not an eligible swap participant and cannot trade any financial.  If we get a
parent guaranty in that can change their eligible swap participant status.
In the meantime I am trying to get more information on the fund to determine
what if anything they can do.

3/28/00 List-I previously had them shut down for all financial but am opening
them up.   I sent an email about that earlier this week.


Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com
----- Forwarded by Sara Shackleton/HOU/ECT on 01/26/2001 04:36 PM -----

	"Jain, Adarsh" <JAINA@coned.com>
	01/26/2001 08:51 AM

		 To: "'Sara.Shackleton@enron.com'" <Sara.Shackleton@enron.com>
		 cc:
		 Subject: RE: Conference Call

 New York time.

 Thank you very much.

-----Original Message-----
From: Sara.Shackleton@enron.com [mailto:Sara.Shackleton@enron.com]
Sent: Friday, January 26, 2001 9:41 AM
To: JAINA@coned.com
Subject: Re: Conference Call

10 am Houston time?

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

                    "Jain,

                    Adarsh"              To:     "Barrett, Peter J."
<BARRETTP@coned.com>, "Douglas, Patricia M."
                    <JAINA@coned.        <DOUGLASP@coned.com>, "Dooley,
Sylvia V." <DOOLEYS@coned.com>,
                    com>                 "'emoser@milbank.com'"
<emoser@milbank.com>, "'esanford@milbank.com'"
                                         <esanford@milbank.com>,
"'samantha.boyd@enron.com'"
                    01/26/2001           <samantha.boyd@enron.com>,
"'janelle.scheuer@enron.com'"
                    08:05 AM             <janelle.scheuer@enron.com>,
"'sara.shackleton@enron.com'"
                                         <sara.shackleton@enron.com>

                                         cc:     "Forte, Michael"
<FORTEM@coned.com>, "Rozmus, Gary"
                                         <RozmusG@coned.com>, "Lubling,
Chanoch" <LUBLINGC@coned.com>, "Irwin,
                                         Peter" <IrwinP@coned.com>, "Jain,
Adarsh" <JAINA@coned.com>
                                         Subject:     Conference Call

     A conference call has been set up for 10:00 AM today to further
discuss the issues and to reach a resolution.

     The dial in number is :  1-800- 851-1766

     Participant Code is:     576306

     Thank you very much.


Great.  Thanks.    Jeff

Grace Pierce <gpierce@camh.org> on 01/12/2001 05:11:12 AM
Please respond to Grace Pierce <gpierce@camh.org>
To: "Jeffrey.A.Shankman" <Jeffrey.A.Shankman@enron.com>
cc:
Subject: Re: Contemporary Arts Museum Gala 2001

         Reply to:   Re: Contemporary Arts Museum Gala 2001

Jeffrey.A.Shankman wrote:
>Jeff,
>Thank you for your response.  In the interest of time, I will put a
>solicitation letter in the mail, signed by the Chairs (Claudia Lummis and
Isabel Lummis) >and send a cc to you for follow up.
>Please let me know if there is a problem with this approach otherwise I
>will send it and stay in touch with you about following up.
>Again, many thanks for your assistance.
>
>Grace Pierce
>Assistant Director of Development
>
>
>These are still good contacts, and I'm happy to approach them again.
>Thanks.   (for Mckinsey & Co. we should address Ron Hulme)
>
>
>
>
>Grace Pierce <gpierce@camh.org> on 01/11/2001 05:31:04 AM
>
>Please respond to Grace Pierce <gpierce@camh.org>
>
>To:   jeff shankman <jshankm@enron.com>, Jeff  Shankman <jshankm@enron.com>
>cc:
>Subject:  Contemporary Arts Museum Gala 2001
>
>
>Dear Jeff,
>
>I am working with our chairs, Claudia Lummis and Isabel Lummis, on our
>annual Gala.  I have been holding the following solicitation letters
>until I spoke to you regarding the ask.  Karen Soh asked me to wait until
>the New Year.
>
>Jack Cogen, NATSOURCE, $10,000 in 2000
>Jeff Hawn, McKinsey & Co., $5,000 in 2000
>Rocky Emery, Paine Webber, Inc., $5,000 in 2000
>
>Please let me know how to proceed this year.  Are these contacts still good
>and how can we best approach them this year.  If you have other ideas about
>potential donors, please let me know.
>Thank you very much for assistance.  I look forward to hearing from you
>very soon.
>
>Sincerely,
>
>Grace Pierce
>Contemporary Arts Museum
>Assistant Director of Development
>
>
>
>
>
>
>
>
>
>
>RFC822 header
>-----------------------------------
>
>Return-Path: <Jeffrey.A.Shankman@enron.com>
>Delivered-To: gpierce@camh.org
>Received: (qmail 10041 invoked by alias); 11 Jan 2001 18:54:23 -0000
>Received: from unknown (HELO postmaster.enron.com) (192.152.140.9)
>  by 0 with SMTP; 11 Jan 2001 18:54:23 -0000
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> by postmaster.enron.com (8.8.8/8.8.8/postmaster-1.00) with ESMTP id SAA15247
> for <gpierce@camh.org>; Thu, 11 Jan 2001 18:52:35 GMT
>From: Jeffrey.A.Shankman@enron.com
>Received: from ene-mta01.enron.com (unverified) by
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> (Content Technologies SMTPRS 4.1.5) with ESMTP id
><Tac1c0a27510a52e418@nahou-msmsw03px.corp.enron.com> for <gpierce@camh.org>;
> Thu, 11 Jan 2001 12:52:35 -0600
>Subject: Re: Contemporary Arts Museum Gala 2001
>To: Grace Pierce <gpierce@camh.org>
>Date: Thu, 11 Jan 2001 12:52:41 -0600
>Message-ID: <OFC1527D0A.3CE06709-ON862569D1.00677DFF@enron.com>
>X-MIMETrack: Serialize by Router on ENE-MTA01/Enron(Release 5.0.6 |December
>14, 2000) at
> 01/11/2001 12:51:31 PM
>MIME-Version: 1.0
>Content-type: text/plain; charset=us-ascii
>


Financials acknowledges.  Georgi

From: Karen Lambert@ECT on 05/02/2001 08:28 AM
To: Lisa Lees/ENRON@enronXgate @ ENRON
cc: Tana Jones/HOU/ECT@ECT, Kelly Lombardi/NA/Enron@Enron, Stephanie
Sever/ENRON@enronXgate@ENRON, Anthony Campos/HOU/ECT@ECT, Georgi
Landau/NA/Enron@ENRON

Subject: Re: FW: Please Approve New Product Type: US Steel Hot Rolled Plate
Financial Swap (2069)

Global acknowledges.

From: Lisa Lees/ENRON@enronXgate on 05/01/2001 04:32 PM
To: Tana Jones/HOU/ECT@ECT, Karen Lambert/HOU/ECT@ECT, Kelly
Lombardi/NA/Enron@Enron
cc: Stephanie Sever/ENRON@enronXgate
Subject: FW: Please Approve New Product Type:  US Steel Hot Rolled Plate
Financial Swap (2069)

Please acknowledge your agreement to the copying of profiles as shown
directly below.  Please respond by 10:00 a.m. on Wednesday, May 2.

Thank you.

 -----Original Message-----
From:  Moran, Tom
Sent: Monday, April 30, 2001 2:15 PM
To: Lees, Lisa; Sever, Stephanie
Cc: Guidroz, Walter
Subject: FW: Please Approve New Product Type:  US Steel Hot Rolled Plate
Financial Swap (2069)

Lisa / Stephanie,

Please copy the existing counterparty profile from US Steel Hot Rolled Fin
Swap and utilize it for this new product;
US Steel Hot Rolled Plate Fin Swap.

Regards,
tm

 -----Original Message-----
From:  Cass, Robert B.
Sent: Monday, April 30, 2001 1:19 PM
To: Taylor, Mark; Blumenthal, Jeff; Taylor, Mark; Musch, Susan; Gockerman,
Matthew F.; Hayden, Frank; Herod, Brenda F.; Moran, Tom; Hagelmann, Bjorn;
Roenz, Manfred
Cc: Lees, Lisa; Sever, Stephanie; Jones, Tana; Lambert, Karen; Sweitzer,
Tara; Kenne, Dawn C.; Moorer, Torrey; Meredith, Kevin; Lozano, Melba; Walker,
Chris; Alatorre, Carlos; Carter, Carl
Subject: Please Approve New Product Type:  US Steel Hot Rolled Plate
Financial Swap (2069)

Please approve the following product type in Datamanager after 11:00 a.m.
See the steps for approval below.

US Steel Hot Rolled Plate Fin Swap

Website Short Description of Product Type:  US HR Plate Swap    ("US Steel
Hot Rolled Plate Fin Swap" - #2069)

Product Type:
A U.S. Hot Rolled Steel Plate financial Swap Transaction with Enron North
America Corp. under which the Seller pays a Floating Price and the Buyer pays
the price submitted by the 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 will be a Determination
Period; provided that, if the Term of the Transaction is less than one
calendar month the Determination Period shall be the Term of the
Transaction.  The Notional Quantity per Determination Period shall be the
volume submitted by the Counterparty via the Website.  The Payment Date(s)
will be 5 business days after the Floating Price is determinable.  The
Floating Price shall be the Index for the relevant Determination Period.

Reference Period:
The term of the Transaction shall be from the Effective Date to the
Termination Date.  The Effective Date is _______and the Termination Date is
____________.

Product Additional Information (example):
The Index for a Determination Period shall be the average price for
"Domestic, Midwest Plate ($/net ton)" in the table "US Current & Forecast
Prices" under the current month's heading in the monthly issue of MBR (Metal
Bulletin Research) North American Steel Markets Monthly with the published
month the same as the Determination Period.

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

Unit of Measure:
The unit of measure against which the price is quoted shall be net tons (2000
lbs) and the quantity shown shall be in net tons per month.

The financial GTC's are attached as follows:

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"


Hey Bossman,

We're still waiting on Kam to provide the P.V. Factors, she's having trouble
locating, but we have the spreadsheet almost complete.

I'll send it as soon as she gets the values.

Patrice


Feast your eyes on Enron Business' cool and colorful new look.  You'll find
it in your mailbox at home and online at home.enron.com under Publications,
Enron Business, and "Volume 1, 2001".  (And if you're in Houston, you might
find a few extra copies at the Plaza Java in the lobby of the Enron Building.)

In this issue:
? Enron Industrial Markets invigorates an "old economy" marketplace by
creating transparent trading systems for paper, pulp and steel;
? Jeff Skilling takes a look back at 2000 and tells us what to expect in 2001
) and gives us a few intimate details about himself;
? LNG becomes a promising option;
? Enron salutes the 100th anniversary of Spindletop;
? The Insider takes at look at how gas trading books work;
? Find out what you told us should be Enron's 2001 New Year's Resolutions )
and enter our Word Search to win a $50 American Express gift certificate!
Don't dally ) the deadline for entries is Friday, March 30; and
? Have you got an extreme hobby?  We want to know about it!  For details,
start reading(


Thanks for the red-line version.  Here are my comments:

? In paragraph 10.1, a triggering event would allow close out netting of all
transactions under this agreement and any other agreements between the
parties.  And then in paragraph 10.4, it retiturates this point and expands
on it by bringing in all amounts owed by all affiliates of both parties.
This is pretty vague.  Historically, only amounts owed by the defaulting
party to that of the non-defaulting party and its affiliates have been
included.  Can we combine the effect of this within a single paragraph.  That
way, we're not speaking of the same issue within two different sections.
? In paragraph 10.1, cross-default seems a bit vague.  What I was trying to
say was, "If any indebtedness in excess of $50MM and $100MM, resepctively
have become or is capable of becoming accelerated" and then expressly define
indebtedness to include all borrowed monies, accounts payable, and financial
deriviative transactions.  Without expansion, i believe indebtedness is
typically meant to include only bank debt.
? If we made them reference Utilicorp United, Inc. as a specified entity,
then we could tie all terms, conditions, and support back to them
indirectly.  Could we take a look at amending the contract to accomplish
this.  It would really strengthen the contract.
? I am surprised they did not tie any guaranty support from Enron Corp. to
this contract.  They missed this one.
? I am ok with the 2 day LC turn around under a triggering event, although I
do not like item c - "be unable to pay its debts as they fall due" - I would
like to strike this line.

thats it.

I am available for a confernce call should they desire to speak on this
further.

thanks
brant

 -----Original Message-----
From:  Hyvl, Dan
Sent: Tuesday, May 29, 2001 5:36 PM
To: Reves, Brant
Subject: RE: EnergyOne

 << File: 2001-007ctr.doc >>

	Brant Reves/ENRON@enronXgate 05/29/2001 05:31 PM 	   To: Dan J
Hyvl/HOU/ECT@ECT  cc: Sylvia S Pollan/ENRON@enronXgate  Subject: RE: EnergyOne

Do you have a redline version of our initial contract to them?  I never saw
my comments included in a draft...

thanks
brant

 -----Original Message-----
From:  Hyvl, Dan
Sent: Monday, May 21, 2001 9:59 AM
To: Reves, Brant
Cc: Pollan, Sylvia S.
Subject: EnergyOne

Brant,
 EnergyOne has responded to the requested changes.  They agree to the
revision of the MAC language but threw in a money wrench by adding a warm and
fuzzy triggering event  if a party refused to provide security within 48
hours of a reasonable request therefore.  No standard is provided as to the
reason for the request.    They also deleted the original Collateral
Threshold language which was in their first draft.  Please respond to these
matters to me and to Sylvia Pollan.
----- Forwarded by Dan J Hyvl/HOU/ECT on 05/21/2001 09:47 AM -----

	Dan J Hyvl 05/21/2001 08:59 AM 	   To: Sylvia S Pollan/Enron@EnronXGate  cc:
Subject: EnergyOne

Attached is a memo of the major items in their comments to our requested
changes.  Let me know when you are ready to discuss.

 << File: 2001-035memo.doc >>


The Agreements between Enron Energy Services, Inc. and Green Power Partners I LLC, are for a term endinging December 31, 2002.  The Agreement between Fetzer Vineyards and Enron Energy Services, Inc. is for a term ending April 30, 2002.  The Agreement between Lost Arrow, Inc. (Patagonia) and Enron Energy Services, Inc. is for a term ending December 31, 2002.

Additionally,  Enron Energy Services, Inc. has entered into various agreement(s) with Enron Power Marketing, Inc. to sell additional "green tickets" from the Greeen Power Partners I LLC facilities in California:

EESI sells to EPMI, 1MW ATC, through December 31, 2001 (EPMI sells to EEMC)
EPMI sells to EEMC, 1MW ATC, through June 30, 2003
EESI sells to EPMI, 21 MW's, Sundays Off Peak, through December 31, 2002 (EPMI sells to LADWP)
EESI sells to EPMI, 14 MW's, Sundays ATC, through December 31, 2002 (EPMI sells to LADWP)

I do not know for sure how whether or not EPMI still plans to deliver to EEMC and/or LADWP, however if they plan to continue these sales and depending on our decision relative to Fetzer Vineyards and/or Lost Arrow, Inc. (Patagonia), we may want to keep the Green Power Partners I LLC Agreement alive.  I have discussed the EPMI deals with LADWP with Chris Foster, EPMI Portland Office and am currently awaiting an answer from Chris as to the current status with LADWP.

Let me know if you have any questions.

Richard Ring

 -----Original Message-----
From: 	Smith, Mike D.
Sent:	Thursday, January 17, 2002 1:01 PM
To:	Frazier, Lamar; Blachman, Jeremy; Schwarz, Angela; Dasovich, Jeff; Steffes, James D.
Cc:	Merril, Deborah D.; Ring, Richard; ','
Subject:	RE: Green Power Partners

In this case there is a product element because at least the 2 retail contracts I named require us to serve green. If we assume them, we have to have green to serve.

 -----Original Message-----
From: 	Frazier, Lamar
Sent:	Thursday, January 17, 2002 12:59 PM
To:	Smith, Mike D.; Blachman, Jeremy; Schwarz, Angela; Dasovich, Jeff; Steffes, James D.
Cc:	Merril, Deborah D.; Ring, Richard; ','
Subject:	RE: Green Power Partners

I thought the call on whether a contract is rejected was an economic call and not a product call.  If this is not the case then could we be forced to swallow the other discount off tariff contracts we  intend to reject?

Further, we need to know what the revenue is against this purchase to make a call on the economics.

Richard - Do you have the Patagonia Contract? And/or any of the other green power transactions that EES has entered into with customer's?

 -----Original Message-----
From: 	Smith, Mike D.
Sent:	Thursday, January 17, 2002 12:50 PM
To:	Blachman, Jeremy; Frazier, Lamar; Schwarz, Angela; Dasovich, Jeff; Steffes, James D.
Cc:	Merril, Deborah D.; Ring, Richard; ','
Subject:	RE: Green Power Partners

Sounds like the economic justification for rejection is clear.  However, we need to be sure that we are not going to keep any customers where we have a contractual requirement to serve green power (Fetzer; Patagonia).  If we are comfortable that we are not, I think we can reject.

MDS

 -----Original Message-----
From: 	Blachman, Jeremy
Sent:	Thursday, January 17, 2002 12:47 PM
To:	Smith, Mike D.; Frazier, Lamar; Schwarz, Angela; Dasovich, Jeff; Steffes, James D.
Cc:	Merril, Deborah D.
Subject:	FW: Green Power Partners

take a look at this. Unless there is a customer or regulatory reason to keep this, PPA, it would seem to me that we would want to reject this contract.

Thoughts/comments so we can proceed.

Jeremy

 -----Original Message-----
From: 	O'Neil, Murray P.
Sent:	Thursday, January 17, 2002 11:16 AM
To:	Blachman, Jeremy
Subject:	FW: Green Power Partners

FYI...  Hope this helps in your decision making. - MO

 -----Original Message-----
From: 	Perry, Todd
Sent:	Wednesday, January 16, 2002 5:10 PM
To:	O'Neil, Murray P.
Subject:	RE: Green Power Partners

Murry,

Our forward curves show SP-15 power at $26.57/MWh for the period 02/01/2002-12/31/2002 (note that this does not include the discount for unit-contingency that usually accompanies wind power).  Green tags trade in the market for about $1.50/MWh.  Under the "Green Tickets Sales Agreement" it appears that EES has agreed to pay $39/MWh minus the market price of power, which is approximately $12/MWh for Green Tickets using our forward curves.

Let me know if you need any additional information.

Todd

 -----Original Message-----
From: 	O'Neil, Murray P.
Sent:	Wednesday, January 16, 2002 2:15 PM
To:	Blachman, Jeremy; Smith, Mike D.; Perry, Todd; Richter, Jeff
Subject:	FW: Green Power Partners

Attached you will find two agreements EES has with ENRON Wind.

1- Green Ticket Purchase Sale Agreement (PPA)
2- Scheduling Coordinator Service Agreement

With EES & ENA bankruptcy and the fact that Enron Wind has not been paid for the generation back to the month of November through current, Enron Wind is attempting to move their needs to APX for SC Services.  I also think they were looking for someone else to purchase their energy.

I put a temporary stop on their actions but we are going to need to review these contracts to determine if we want to continue operating under them.

Please let me know your thoughts as soon as possible.

Thanks - MO

 -----Original Message-----
From: 	Weatherspoon, Patricia
Sent:	Tuesday, January 15, 2002 1:47 PM
To:	O'Neil, Murray P.
Subject:	FW: Green Power Partners

aka Enron Wind.

 -----Original Message-----
From: 	Choate, Chris
Sent:	Tuesday, January 15, 2002 1:39 PM
To:	Weatherspoon, Patricia
Subject:	Green Power Partners

 << File: Green Tkt Sales Agrmnt_Green_Pwr_Prtnrs.pdf >>  << File: Green Tkt Sched Agrmnt_Green_Pwr_Prtnrs.pdf >>

Chris Choate
Enron Networks
(713) 853-7370


From my review of Eugenio's consolidated VAR spreadsheet, the following
listed items are those that are open that we           need information from
you on.  I will send a separate email that will address ECM,PGE and affiliate
information.  Corp. is looking to type the first draft of the Annual Report
(to be discussed with the Audit Committee) THIS FRIDAY, so we need your help
with this information as soon as possible.  If you will not be able to have
all of the information to Eugenio by Thursday night, please let me know.  We
may be able to give you some additional time to gather some of the smaller
pieces.   If you need to forward this on to others, please do so.

AA if you know of any other issues of completeness that I have not addressed,
please let Eugenio and I know!

*Why is Agg_ECT and Agg_ INDEX not available for January 1999?
*Is Cuiba in ESA's Nos.  Is it gas or power?  What month was it first
included? Is that the trade month?
*When did Australia first have substantial activity?  For some reason, the
spreadsheet has a June number, no July or August,      then September -
December.  If the first half of the year has material activity, we need to
get it from them.
*Has the Merrill peaker transaction been calculated yet (it was not
originally in theDPR)?  We definitely have to have that for the Dec. number.
*Where is EES gas?  Is it in the AGG_ECT?
*When did Kinneman's debt activity start?  The first VAR that we have is
September.  Did it start earlier?
*Did ET&S first have financial hedges in May, that is the first number that
we have?  Who should I talk to there?
*Is the June and September Rhythms number different that what we originally
calculated for the second and third quarter?  June must be as I recall it was
excluded at the time vs. the $24MM now showing.  Are the differences
primarily due to the 100%+ volatility versus the 60%+ number that Stinson
originally gave you? Have you asked him why he gave you what he did?  Please
get Jill Erwin to help you revise the December number for Ghost.
*There is lots of missing numbers for Total Return Swaps.  Eugenio and Gail
Tholen to determine which swaps were in place in which months of 1999 and run
the appropriate models.  If different models will need to be used in
different periods of the year for the same swap, lets get that information
out to AA and Jan.


Rick,
Unfortunately, I had to cancel.  I had a sick kid and just made it into the
office.
DG


We are launching a number of committees to perform key functions across
Enron.  Enron,s breadth of activities and nonhierarchal organization make it
increasingly necessary to broaden the participation of Enron,s next
generation of leadership in the important decisions affecting the company.
Broadening participation will result in increased access to information as
decisions are made and will allow committee members to extend their working
relationships and influence throughout the company.

The committee charters and memberships are set forth below.  Not everyone
listed has been contacted in advance.  We urge you to serve if at all
possible, but, if you cannot, please contact the committee chair.

VP PRC

The VP PRC will continue to be responsible for evaluating the performance of
Enron,s Vice Presidents, determining promotions to Vice President, and
recommending promotions to Managing Director.  Additionally, the VP PRC will
review and propose changes to the PRC process, the performance evaluation
criteria and the promotion criteria.

The VP PRC will be chaired by Dave Delainey and its membership is as follows:

Tim Belden	Ben Glisan	Danny McCarty
Michael Brown	Joe Gold	Jeff McMahon
Rick Buy	Mark Haedicke	Rob Milnthorp
Wes Colwell	Jim Hughes	Matthew Scrimshaw
David Cox	Louise Kitchen	Jeff Shankman
Janet Dietrich	Michael Kopper	Richard Shapiro
Dave Duran	John Lavorato	Marty Sunde
Jim Fallon	Dan Leff

Analyst/Associate PRC

The analyst/associate PRC will be divided into 3 groups.  Enron Europe will
have the same committee evaluate analysts and associates.  This group will be
chaired by John Sherriff and its membership is as follows:

Pierre Aury	Kevin Heffron	Andreas Radmacher
Rob Bayley	Joe Hirl	Stuart Rexrode
Paul Chivers	Chris Mahoney	Marcello Romano
Markus Fiala	Christopher McKey	Bjarne Schieldrop
David Gallagher	Roy Poyntz	Ron Slimp
Bruce Garner	Paul Quilkey	Rob Stewart

The associate PRC for the Americas will be chaired by Stan Horton and its
membership is as follows:

Sally Beck 	Troy Henry	Kevin Presto
Jeremy Blachman	Sean Holmes 	Brad Richter
Don Black	Sean Long 	Stewart Seeligson
Dan Castagnola 	Rodney Malcolm	Hunter Shively
Joe Deffner	Scott Neal 	Jim Steffes
Kevin Garland	John Nowlan 	Andy Zipper
David Gorte	Ozzie Pagan

The analyst PRC for the Americas will be chaired by Steve Kean and its
membership is as follows:

Federico Cerisoli 	Mark Jackson 	Everett Plante
Jennifer Fraser 	Ben Jacoby 	Paul Racicot
Derrick Davies	Steve Jernigan 	Angela Schwarz
Scott Gahn 	Jay Lewis 	Ed Smida
Rod Hayslett	Cheryl Lipshutz 	Jon Thomsen
Rogers Herndon 	Michael Mann	Emilio Vicens
Brenda Herod 	Ed McMichael 	Frank Vickers
Kevin Howard 	Steve Meyers

Analyst/Associate Program

The most essential determinant of Enron,s continued growth is our ability to
attract and develop new talent.  The analyst/associate program has been the
biggest contributor to our success in this area.  Charlene Jackson, currently
leading our analyst/associate program, has taken a commercial position in
EES, account management organization.  We thank Charlene for her hard work
and many contributions to the program.  Going forward, this program will be
administered by a committee chaired by John Sherriff, CEO of Enron Europe.
The members of this committee are listed below.  Billy Lemmons, currently
Vice President of Enron Global Markets, will lead the day-to-day operations
of the program. Billy joined Enron in 1992, and has served in a variety of
commercial capacities across the company and has been an active participant
in the Associate /Analyst program.  Please join us in congratulating Billy on
his new responsibilities.

Phillip Allen	Andy Fastow	Eric Shaw
Robina Barker-Bennett	Kevin Garland	Hunter Shively
Rick Causey	Ken Rice	Stu Staley
Joe Deffner

Culture

We are combining the vision and values, diversity and corporate
responsibility committees into a single corporate culture committee chaired
by Ken Lay.  Cindy Olson, Beth Tilney and Kelly Kimberly will serve as
executive directors of this committee.  This committee will focus on
leadership and work-life issues (making it easier to attract and retain the
best talent), in addition to continuing the work of the vision and values,
diversity and corporate responsibility task forces.  The members of this
committee are as follows:

Greg Adams	Louise Kitchen	Mark Palmer
Shelley Corman	Michael Kopper	Paula Rieker
Janet Dietrich	Richard Lewis	Jeff Shankman
Jeff Donahue	Sean Long	Mitch Taylor
Gene Humphrey	Dan McCarty	Mike Terraso
Robert Jones	Jean Mrha

The Corporate Policy Committee will conduct the MD PRC and review the
recommendations of the other committees, giving substantial deference to the
decisions of those other committees.  We will be forming other committees to
deal with other significant functions, tasks and issues facing the company.


Dear GISB Members,

The GISB status report regarding version 1.4 of our standards was sent to the
FERC last week.  It has been posted and can be downloaded from our home page
(www.gisb.org).  If you would like the report emailed to you (it is 238 pages
in .pdf format), our office will be happy to accommodate you.  If you do not
want to receive notices of this type, or would prefer that we send them to
others in your office, please let us know and we will make the necessary
changes.

Best Regards,  Rae McQuade


Call me when you can make room for me in your schedule.


The following expense report is ready for approval:

Employee Name: Heath  . Schiesser
Status last changed by:  Automated Administrator
Expense Report Name: ENE Recruiting (2)
Report Total: $237.51
Amount Due Employee: $237.51

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


Erin:

Pursuant to your request, attached are the Schedule to the ISDA Master Agreement, together with Paragraph 13 to the ISDA Credit Support Annex.  Please let me know if you need anything else.  We look forward to hearing your comments.

Marie

Marie Heard
Senior Legal Specialist
Enron North America Corp.
Phone:  (713) 853-3907
Fax:  (713) 646-3490
marie.heard@enron.com


As we discussed at the recent Corporate Responsibility Task Force meeting,
one of the critical next steps for the group will be to refine Enron,s
definition of corporate social responsibility in an effort to clarify our
subcommittee goals.  Other objectives are to determine how the group will
define success and agree upon an ongoing communication and coordination
effort for the subcommittees.

In order to expedite these efforts, I am organizing a working lunch for
interested task force members on Tuesday, February 20, from 11:30 a.m. to
1:00 p.m. in EB47C1.  Please RSVP to Stacy Walker via e-mail, or at
713-853-3583.  If you have any questions, feel free to e-mail or call Lauren
Iannarone at 212-702-3916.

Attached is a document that outlines our definition of corporate
responsibility to date, as well as how other companies have defined this
concept.  Please review it so that we may discuss it during next Tuesday,s
meeting.


---------------------- Forwarded by Greg Whalley/HOU/ECT on 01/08/2001 12:34
PM ---------------------------

"Andurand , Pierre" <Pierre.Andurand@gs.com> on 01/08/2001 02:30:23 AM
To: "'Greg.Whalley@Enron.com'" <Greg.Whalley@Enron.com>
cc:
Subject: US WTI swaps

Greg,
What is the difference between NX1 and NX2 ?
Thanks and best regards,

Pierre

Pierre Andurand

Energy Derivatives Trading
Goldman Sachs - Singapore


NETWORK WORLD NEWSLETTER: JEB BOLDING on
APPLICATION SERVICE PROVIDERS
12/19/01
Today's focus: Service providers in a post-Sept. 11 world

Dear Wincenty Kaminski,

In this issue:

* Service providers' role in business survival
* Links related to ASPs
* Featured reader resource

_______________________________________________________________
THE STORAGE OPTIONS

Ever since September 11th, spending on storage has increased.
How are you ensuring that you're choosing the right network
storage options?  Network World's Deni Connor evaluates the
networked storage options. Before you start spending next
year's budget check out what Connor has to say at:
http://nww1.com/go/ad219.html

_______________________________________________________________
Today's focus: Service providers in a post-Sept. 11 world

By Mike Jude

Something profound occurred on Sept. 11. On that day, a new
paradigm for business was illuminated in an unambiguous way.
Centralizing business operations was finally shown to be a
remarkably bad idea for business survival in both the financial
and the horrifyingly obvious sense.

It turns out that service providers, which have been looking
for a reason for their value proposition, finally have an
example of what can happen to businesses that do not outsource
critical IT functions. For many businesses in the World Trade
Center towers, Sept. 11 meant more than devastation of their
place of business, it meant loss of critical intellectual
property, customer and billing information and critical
infrastructure-supporting business operations. Service
providers are in a position to mitigate many of the risks that
businesses face in the new world of terrorism. However, they
have been slow to preach this message.

The reason for the slowness is probably because of a perception
that the IT infrastructure actually worked pretty well on Sept.
11, so why is anything more required? Additionally, service
providers, like many other businesses, recognize that the
public would find it very poor taste if they tried to
capitalize on the tragedy.

As to the first point, the fact is that the WTC illustrated not
the strengths of the present system, but its weaknesses.
Witness the stories of vendors such as Sun having to truck in
workstations. And who can forget that half of the switching
capacity of Manhattan was lost when Verizon's central office
was contaminated?

IT infrastructure is no longer an adjunct to business, it is
the business operation of the enterprise. If IT is lost, so is
the business.

As to the point of sensitivity to human suffering, who could
argue with the sentiment? However, while many service providers
would rather not use Sept. 11 as a marketing tool, it is still
necessary to point out that businesses that outsource IT become
less of a target for terrorists or subject to the vagaries of
natural disaster.

Service providers offer the astute enterprise a way of
mitigating risks and reducing the exposure to disasters. Of
course, enterprise IT organizations need to ensure that the
service providers they pick offer more security than can be
found internally. Thus, things like diversity and backup
procedures, as well as data security, become important.

Service providers can do more, of course, than just offer
disaster recovery support. By outsourcing things such as e-mail
and customer relationship management, a basis for operations is
established that can be reactivated as quickly as new terminals
can be acquired. Additional outsourced applications, such as
enterprise resource planning functions, can ensure that the
care of employees will not falter during recovery. Although
many functions probably would not be outsourced, it is still
possible to envision a process by which IT mirrors some key
functions so that in a disaster, at least most of the business
can continue unchecked.

Sept. 11 illustrated just how vulnerable we all are. It is also
a wake up call for IT to reconsider outsourcing. Service
providers can be a large part of the solution. Now is the time
to start the dialogue.

_______________________________________________________________
To contact Mike Jude:

Mike Jude is senior analyst at Enterprise Management
Associates. He can be contacted at
mjude@enterprisemanagement.com
_______________________________________________________________
Register your company on Buy IT, NW Fusion's Vendor Directory
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_______________________________________________________________
RELATED EDITORIAL LINKS

WorldCom rolls out low-cost managed hosting
Network World, 12/17/01
http://www.nwfusion.com/archive/2001/128449_12-17-2001.html

Breaking ASP news from Network World, updated daily:
http://www.nwfusion.com/topics/asp.html

Archive of the ASP newsletter:
http://www.nwfusion.com/newsletters/asp/index.html
______________________________________________________________
FEATURED READER RESOURCE

Network World Fusion's The Edge site

Network World Fusion's The Edge is a resource devoted to the
advances in service-provider networks that are shaking up the
old telecom order. In classic Network World fashion, we focus
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this time from the vendors targeting legacy carriers, new
alternative local carriers, ISPs and application service
providers. http://www.nwfusion.com/edge/index.html
_______________________________________________________________
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Copyright Network World, Inc., 2001

------------------------
This message was sent to:  vkamins@enron.com


FYI
---------------------- Forwarded by Kay Mann/Corp/Enron on 09/01/2000 03:40
PM ---------------------------

Cheryl Costa@ENRON_DEVELOPMENT
09/01/2000 01:52 PM
To: Kay Mann@ENRON
cc:

Subject: Re: Report on Damage of the Generator for the CALME Gas Turbine

Hi Kay, this info should help you...

Cheryl
---------------------- Forwarded by Cheryl Costa/ENRON_DEVELOPMENT on
09/01/2000 01:52 PM ---------------------------

Matthew Tezyk
08/25/2000 05:56 PM
To: Hemmat Safwat/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Dan Shultz/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Sam
Habash/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Dwight
Alexander/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Cheryl
Costa/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT

Subject: Re: Report on Damage of the Generator for the CALME Gas Turbine

Hemmat,

In answer to your first question; yes, I am the Project Manager currently
handling the Westinghouse 501D5A that is due to be complete in September 2000.

I was assigned to the project in late June 2000 and do not have any
inspection, shipping / receipts, or etc. at this time.  I do have a QA/QC
inspector on this project to ensure Enron and CALME get a quality turbine for
their money.  I am also working on an AFE to cover the expenses of this work
from July 2000 until the turbine is turned over to a dedicated project site.
This cost will include proper storage of the GTG and inspections so we do not
have another debacle like the Iuka, MS frame 6B's.  At the present, I
anticipate the cost to be from $50,000 to $75,000 till the end of this year.
Any money left over will be carried over into the following year or rebated
when the turbine is turned over to a dedicated project site (i.e. CALME will
only need to cover what is actually spent).

The only deviation to the contract that I am aware of is the change order for
the duel fuel option.  I believe that other changes are being negotiated, but
I am unaware of the content of those changes, if any, at this time.

To begin the summary, the gas turbine is in the Houston, Texas Powerserve
shop going through final assembly.  The turbine is expected to ship to the
delivery point (Port of Houston) by mid to late September, 2000.  The
generator is a different story. It was shipped from Nasan, South Korea on 8
JUN 00.  It arrived in the Port of Houston on or about 23 JUL 00.  As the
cargo ship was off-loading it's cargo, the ship listed to one side.  The crew
went to re-balast the ship; however they did not close certain valves, or
something to that effect, and flooded the cargo bay containing our
generator.  When the mistake was realized, 19 inches of seawater was in and
around the generator.  The water touched the parallel rings but not the core
of the generator.  Talking with Lynn DeKrey, Westinghouse Project Manager, he
informed us that Westinghouse engineering has declared the generator
non-salvageable.  Lynn is currently gathering information so we can claim an
insurable event occurred as well as trying to find us a generator as soon as
possible. Lynn is also going to send an accident report so we may evaluate
the damage as well. We have not accepted delivery of the generator and
turbine; furthermore, title has not been transferred to Enron.  I have
alerted Dan Shultz, Brian Barto, and Dwight Alexander of these events.

In short, the Westinghouse 501D5A WILL NOT be available, as a GTG set, in
September 2000.  Options to repair the generator were discussed with Lynn and
it is estimated to take anywhere from six to twelve months and cost $3.5 to
$5 million dollars.  The next option is to take delivery of an Erferd
generator from Germany in late July, 2001.  The last option, which Lynn is
currently working, is to supply a generator in sufficient time for a
Commercial Operation Date of June 1, 2000.

If you have any questions, or would like me to speak with you further on
this, please feel free to contact me at 713-646-8258.

Sincerely,

Matthew Tezyk
Project Manager

Hemmat Safwat
08/25/2000 07:07 AM
To: Matthew Tezyk/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Dan Shultz/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Dwight
Alexander/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Cheryl
Costa/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Sam
Habash/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: Report on Damage of the Generator for the CALME Gas Turbine
Project: Sadaf
Doc. Nbr.:

Matt:

I understand that you have been following the order of the CALME gas turbine
with Siemens Westinghouse.

Please summarize for us the status of inspections, shipments of the order.
What took place what remains (where and when). Are you the custodian of the
various inspection, shipping / receipts etc.
What deviations if any from the Contract.

I would appreciate it if you can address specifically what is the situation
with the Generator, we understand that while it was being unloaded in the
Houston port, it encountered some damage.
Please indicate what is the damage, and what is the steps that is now in
place to fix the problem. again who is doing what.

Are we still on target that the complete GTG will be in storage by September
2000.

Regards,

Hemmat Safwat


All:

At long last, we have executed the Pepperell tolling deal, which commences
Jan 1, 2001.  Attached is the final confirm for the deal.   I will be
scheduling a plant tour and meeting with the appropriate folks to pin down
logistics and communication protocols.     Please give me a call if you'd
like to discuss.  Thanks

John


If you are reading this message in plaintext or if you have an AOL address you must click on this link: http://listserv.otcjournal.com/otcjournal/20010606-1.html  and wait for a web page to automatically open up to properly read this newsletter.
[IMAGE]		[IMAGE]

[IMAGE]

  [IMAGE] June 6, 2001 [IMAGE]   [IMAGE] Volume IV, Issue 50 [IMAGE]     Email : info@otcjournal.com   URL : http://www.otcjournal.com    To OTC Journal Members:   Last week's Trading Alert on Petapeer Holdings (OTC BB: PETP) was a failure. We hoped the unique news of the company's intention to file a patent on its revenue generating technology would restore the stock to its previous high. Instead, the enhanced volume brought out sellers, and the stock dropped. This demonstrates the importance of selling quickly when these stocks we feature in Trading Alerts go against us. You should have sold the stock at $1.06 if you followed our advice, and gotten out with a small but manageable loss. It's always preferable to be out wishing you were in, rather than in wishing you were out.   In this edition we have a follow up on XML technology in the news, and coverage on Energy Power's earnings announcement which was issued yesterday.      [IMAGE] XML Global (OTC BB: XMLG) in Investor's Business Daily and Worth Magazine's Informative Article   Late last year we were contacted by an associate in the computer industry who told us we needed to find a microcap stock with leading edge technology in XML programming language. At the time we had no idea what XML was, but we learned, loved it, and found a pure play in the microcap arena to cover.   Information on the XML revolution is starting to appear in the main stream financial media. Last Thursday's edition of the Investor's Business Daily contained an article which referenced our choice, XML Global Technologies (OTC BB: XMLG). Many thanks to the members who emailed us concerning our typo in the weekend edition. We mistakenly printed the article was in the May 12th edition. It was actually in the May 24th edition.   It's of no consequence as we have the article available for you in its entirety. Investors Business Daily gave the company permission to post the article in PDF Format on its corporate web site. Simply click here  to go directly to it, or go XML Global's investor relations section at their web site- Click Here  for that section.    In addition to the Investor's Business Daily article, June's edition of Worth Magazine has a feature article entitled The XML Revolution. This article has an understandable explanation of XML- what it is, how it works, and how it will be used. This is a must read for anyone interested in the future of computer programming. Click Here  to read the article, or go to the following URL: http://www.worth.com/content_articles/0601_xml_revolution.html    XML Global Technologies has spent the last two years developing tools for programmers working on code for the XML revolution. We expect media attention to continue to grow in this arena, and hopefully we have identified an outstanding pure play for our members. Please read the articles and let us know if you agree. We are getting more excited as coverage of this new technology continues to accelerate.     [IMAGE] Energy Power Systems LTD (OTC BB: EYPSF) Announces 3rd Quarter Results   We believe there will be a bull market for North American energy related companies for the next two to five years. In the microcap arena, Energy Power Systems LTD is our contribution.   The company's market cap (only $18 million) leaves plenty of room for upside, and we are anticipating substantial growth in future quarters. New business will start to come out in the June and September quarters, and their M&M Subsidiary is embarking on $5.5 million in new projects right now.   On Tuesday nine month financial performance was announced by the company. Revenues were only up 9%, but the earnings turnaround was impressive. The company turned a small EBITDA profit of $100,000, but this compares to a $1.3 million loss in year 2000. This is very positive news as stocks generally trade on investor perception of the future, and this company is definitely headed in the right direction.   Here is the complete text of the press release for your review:     Tuesday June 5, 5:14 pm Eastern Time  Press Release   Energy Power Systems Limited - Announcement  TORONTO--(BUSINESS WIRE)--June 5, 2001--Energy Power Systems Limited (``EPS'' or the ``Company'') (NASD Bulletin Board: EYPSF) (CDNX: YPS - news; www.epsx.com) announces that it has issued unaudited consolidated financial statements for the nine month period ended March 31, 2001. These statements reflect the following activities of EPS and its subsidiaries:    consolidated revenues of $15.2 million for the nine months ended March 31, 2001 ($13.9 million -2000); consolidated gross profits of $1.5 million for the nine months ended March 31, 2001 ($2.3 - 2000); consolidated EBITDA of $0.1 million for the nine months ended March 31, 2001 ($1.3 million negative EBITDA -2000); consolidated loss from continuing operations of $0.5 million for the nine months ended March 31, 2001 ($2.0 million - 2000); and consolidated basic and fully diluted loss per share from continuing operations of $0.13 ($.63 per share - 2000).   EPS's consolidated revenues of $15.2 million for the nine month period ending March 31, 2001 increased by 9% from the $13.9 million reported during the same period the previous year. Increased activity from the Company's Engineering and Offshore Division and new sources of revenue from the Company's Oil and Gas Division that began operations February 1, 2001 contributed to this revenue growth.    Consolidated EBITDA of $100,000 for the nine-month period ending March 31, 2001 was positive versus consolidated EBITDA of $(1.3) million reported for the previous nine-month period. The consolidated EBITDA increase was largely due to the benefits of a corporate restructuring initiated at the end of fiscal 2000 as well as the additional cash flow from the introduction of the oil and gas division. ``It was our corporate objective at the end of last year to turn the Company cash flow positive this fiscal year,'' stated Scott Hargreaves CFO, ``to achieve this we eliminated two non-core subsidiaries and created the Oil & Gas Division. We are most pleased with the positive improvement in cash flow as EBITDA increased $1.4 for the nine month period ending March 31, 2001.''    The Engineering and Offshore Division is currently working on recently announced contracts of $5.5 million of work to carry itself over the fourth quarter and beyond. Construction of the 'floating production, storage and offloading' platform for the White Rose Oil Field expected to get the go ahead late this summer could feed further growth for the Engineering and Offshore Division in the fiscal year beginning July 1, 2001. In addition the Oil and Gas Division is adding positive cash flow to help fund corporate operations and future exploration and acquisition strategies. At present the Company is planning its summer exploration, drilling and development program to increase production and oil & gas reserves.    EPS is an Independent Power Project Developer, an Oil and Gas exploration company and a Contractor of infrastructure projects.    EPS issued and outstanding common shares: 5,663,419    Certain of the statements contained in this news release are forward-looking statements. While these statements reflect the Corporation's current beliefs, they are subject to uncertainties and risks that could cause actual results to differ materially. These factors include, but are not limited to, the demand for the Corporation's products and services, economic and competitive conditions, access to borrowed or equity capital on favourable terms, and other risks detailed in the Corporation's Form 20-F and Annual Report.    The Canadian Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.       --------------------------------------------------------------------------------  Contact:         Energy Power Systems Limited       Sandra J. Hall, 416/861-1484       The OTC Journal is a proud partner of the SwingWire.com Online Investment Community . A next generation Online Analyst Exchange providing Members the ability to search, review, track and monitor some of the Internet's best Online CAs (CyberAnalysts). Members have the opportunity to potentially achieve higher returns by viewing top performing portfolios and receiving real-time alerts from favorite CAs.    SwingWire.com  also has a lucrative incentive model for experienced investors and traders who consistently outperform the market. Share market ideas with other like-minded investors, establish a proven track record, provide insightful commentary, attract followers and ultimately become one of the Internet's highest paid and most sought after CyberAnalysts!    Click here to receive your FREE 30-Day Trial Membership with no further obligation. Sign Up Today!        Disclaimer   The OTCjournal.com Newsletter is an independent electronic publication committed to providing our readers with factual information on selected  publicly traded companies. All companies are chosen on the basis of certain financial analysis and other pertinent criteria with a view toward  maximizing the upside potential for investors while minimizing the downside risk, whenever possible.  Moreover, as detailed below, this publication accepts compensation from certain of the companies which it features.  Likewise, this newsletter is owned by MarketByte, LLC.  To the degrees enumerated herein,  this newsletter should not be regarded as an independent publication.   Click Here  to view our compensation on every company we have ever covered, or visit the following web address:  http://www.otcjournal.com/disclaimer.html  for our full profiles and http://www.otcjournal.com/trading-alerts/disclaimer.html  for Trading Alerts. MarketByte LLC has been paid the following fee by XML Global for a year of representation: $100,000 cash, 60,000 shares of free trading stock, 60,000 shares of restricted stock, and 60,000 options exercisable at $2. The 60,000 shares of free trading stock have been contributed by a third party on behalf of the company. MarketByte LLC has been paid a fee of 125,000 shares of free trading stock of Energy Power Systems Limited for representing the company for one year. The fee has been paid by Fieldston Traders LTD acting on behalf of the company. Please review our policy on selling shares found within our Mission Statement at our home page.   All statements and expressions are the sole  opinions of the editors and are subject to change without notice. A profile, description, or other mention of a company in the newsletter is neither an offer nor solicitation to buy or sell any securities  mentioned. While we believe all sources of information to be factual and reliable, in no way do we represent or guarantee the accuracy thereof, nor the statements made herein.   The editor, members of the editor's family, and/or entities with  which they are affiliated, are forbidden by company policy to own, buy, sell or otherwise trade stock for their own benefit in the companies who appear in the publication.   The profiles, critiques, and other editorial content of the OTCjournal.com may contain forward-looking statements relating to the expected capabilities of the companies mentioned herein.   THE READER SHOULD VERIFY ALL CLAIMS AND DO THEIR OWN DUE DILIGENCE BEFORE INVESTING IN ANY SECURITIES MENTIONED. INVESTING IN  SECURITIES IS SPECULATIVE AND CARRIES A HIGH DEGREE OF RISK. THE INFORMATION FOUND IN THIS PROFILE IS PROTECTED BY THE COPYRIGHT LAWS OF THE UNITED STATES AND MAY NOT BE COPIED, OR REPRODUCED IN ANY WAY WITHOUT THE EXPRESSED, WRITTEN  CONSENT OF THE EDITORS OF OTCjournal.com.   We encourage our readers to invest carefully and read the investor information available at the web sites of  the Securities and Exchange Commission ("SEC") at http://www.sec.gov and/or the National Association of Securities Dealers ("NASD") at http://www.nasd.com . We also strongly recommend that you read the SEC advisory to investors concerning Internet Stock Fraud, which can be found at  http://www.sec.gov/consumer/cyberfr.htm . Readers can review all public filings by companies at the SEC's EDGAR page. The NASD has published information on how to invest carefully at its web site.     Unsubscribe Here     You can unsubscribe from this list at any time by Clicking Here  and HITTING SEND. If you are having difficulty removing yourself or wish to change your address please go to http://listserv.otcjournal.com/opt.cgi?email=alewis@enron.com .

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sorry about the attachmet

----- Forwarded by Sara Shackleton/HOU/ECT on 10/04/2000 08:05 AM -----

	Brent Vasconcellos@ENRON
	10/03/2000 07:13 PM

		 To: Sara Shackleton/HOU/ECT@ECT
		 cc:
		 Subject: Re: Raptor 2 hedge

Sara:

I'm not sure if maybe another version of the confirmation was inadvertently
attached, but the attached version that I received is unchanged from the
earlier version that was circulated on 9/27. Thanks.

Brent

From: Sara Shackleton@ECT on 10/03/2000 06:51 PM
To: Donette Dewar/HOU/ECT@ECT, Brent Vasconcellos/Corp/Enron@ENRON
cc:

Subject: Raptor 2 hedge

Sorry, I missed your names on the original message.  SS
----- Forwarded by Sara Shackleton/HOU/ECT on 10/03/2000 06:50 PM -----

	Sara Shackleton
	10/03/2000 06:44 PM

		 To: Scott Sefton/HOU/ECT, Ryan Siurek/Corp/Enron, Gordon McKillop/NA/Enron,
AnnMarie Tiller/Corp/Enron, Randy Young/NA/Enron, Gregory Adams/Corp/Enron,
Bob Butts/GPGFIN/Enron, Frank Stabler/ENRON_DEVELOPMENT,
mspradling@velaw.com, jdilg@velaw.com
		 cc: Mark Taylor/HOU/ECT@ECT
		 Subject: Raptor 2 hedge

Attached is a revision to the original swap confirmation.  I have tried to
incorporate all of the concepts discussed yesterday.  Please send comments or
call (X35620).  I will be out of town after noon on Thursday for an offsite.
Sara


Per a 11/15/01 fax notice, Unimark wishes the payment dates be "Payment by wire on the 25th Day". Referenced deals: 1061122; 1062624; 1063968; 1061089; 1063576; 1146397; 1064010; & 1061084.

Okay, new kid on the block here:

I'd assume that it is a safe assessment that Unimark would prefer all future payments to be made on the 25th via wire. Lisa, is this something you'd confirm with Unimark (contact per fax is Cheryl Hartsell, phone#: 405-844-6200 ext. 228) or is this something I can do?

Mary, given where we are in the month I know that the payment details have already been established & that given the date that it is too late to process Oct production for payment today.

Stacey/Sharon: Please adjust the payment detail in Global so that the terms flow downstream to Unify for next month's production.

Also; Lisa, Mary, Stacey & Sharon - - - - how common are the requests for payment date adjustments? I'd assume (former life experience) that the larger producers or those who process royalty or related payments require payment on the 25th due to their responsiblities. If this is common - - - instead of repairing after the fact - - - - do we have a list of customers that we should automatically adjust the payment terms within Global & likewise to that of the GTC template?

Gerald - - - - Hi! I'm over here in Confirms now. What is your input on this issue or to that of the common occurrence? Also, as the 'new kid' - - - - are their any future protocols I should know of???

Thanks all!!!!
Cyndie


Peter,

I am in London till Wednesday afternoon. I shall be in the office on Thursday.
Please, feel free to contact my secretary, Shirley Crenshaw, at 713 853 5290.
She can schedule the conference call.  I have no access to my calendar from
here.

Vince Kaminski

"Jackson, Gary L." <gljackson2@tva.gov> on 02/21/2000 09:11:23 AM
To: Vince J Kaminski/HOU/ECT@ECT, "Jackson, Gary L." <gljackson2@tva.gov>,
"'Peter Tufano'" <ptufano@hbs.edu>
cc:
Subject: RE: March Real Options Conference

My phone number is 423 751 2593

> ----------
> From:  Peter Tufano[SMTP:ptufano@hbs.edu]
> Sent:  Friday, February 18, 2000 4:56 PM
> To:  vkamins@ect.enron.com; gljackson2@tva.gov
> Subject:  RE: March Real Options Conference
>
> Dear Vince and Gary,
>
> We are all speaking at the March Real Options Session in NY.   My work in
> real options in the energy field has come, to a large part, from my
> casewriting in your two organizations, so I feel that we should probably
> allocate more time toward your presentations and less to mine.   While we
> have a two hour block among the three of us, I think we can freely
> re-arrange things to produce the best result.  Would you two like to
> schedule a brief conference call to coordinate our talks?    I am free
> virtually all of next Wednesday 2/23, perhaps we could talk at 10 am (EST)
> or 2 pm (EST)?   I am happy to arrange the call, if you send me your phone
> numbers.  Thanks.
>
> Peter Tufano
>
>
> ---------------------------
> Prof. Peter Tufano
> Harvard Business School
> Morgan Hall 377
> Soldiers Field
> Boston, Massachusetts 02163
> phone: (617) 495-6855
> fax:   (617) 496-6592
> email: ptufano@hbs.edu
> http://www.people.hbs.edu/ptufano
>


Paul,

Attached are drafts of the Tri State confirms for your review - I stuck around tonight till
Ryan amended the TAGG system so I was able to generate them...most of the way.  Review for economics:

(FYI, these drafts do NOT include the Annex A's, General Terms and Conditions, nor have I
signed them yet)

and then please call Bianca Ornelas (713.345.3782) and provide her with the
counterparty contact name and fax number to add to the confirm.  She will execute for ENA
and fax out the docs to Tri-State.

(B - any questions, please call Paul at 303 575 6474.  Note: the Fixed Price on YB5833.1,.2
is the sum of the Prices of both legs...in case it looks funny to you, which is did to me.  I don't
know why they book it that way...whatever.I had Ryan put a comment in TAGG to that effect)

Thanks everyone, and sorry I couldn't finish this up for you tonight, Paul.
-Diane


There are several of you who have not responded to this e:mail.  Please let
me know of your plans to attend (today) as well as, let me know by Friday,
May 4 which activity you choose.

gngr
713-853-7751
----- Forwarded by Ginger Dernehl/NA/Enron on 05/01/2001 12:31 PM -----

Well, the time has arrived for me to let you know what is in store for
everyone at the next Government Affairs department meeting on Thursday, June
14.  The meeting will take place at:

The Omni Interlocken
500 Interlocken Blvd.
Broomfield, Colorado  80021
Phone# 303-438-6600
Fax# 303-464-3252
Check-in time  3:00 p.m.
Check-out time  12:00 p.m. (Noon)

The  Government Affairs meeting will take place on Thursday, June 14 and will
begin at 8:00 am and will conclude by 11:30 am.  I have arranged for box
lunches to be served after the meeting.   After the meeting, we will have the
remainder of the day for some fun activities, along with a buffet dinner
served that evening to complete the day (on-site dinner location TBD).

Block of Rooms - A block of rooms have been reserved for Government Affairs.
I will be turning in a rooming list to the hotel next week so, I  would like
to know by Friday, April 27 your plans to attend the meeting.

Shuttle Service -  See attachment for shuttle times.  Please note, a return
reservation from the hotel to the airport is required.  Please contact the
Concierge to arrange for shuttle service.

Colorado Weather - For the month of June, you can expect the
following:
High's - 80.............Low's - 52

Flights from Houston - I have checked with TAP for roundtrip flights from
Houston - Denver, Denver - Houston and an exceptionally great
(non-refundable) fare of $190.94 is available.  However, fares are not
guaranteed until actually booked.   Let's book early!!!!!

The activities to choose from are as follows:  Please let me know by May 4
your choice of activity!!!!!!

Whitewater Rafting - A bus will leave the Omni Interlocken Resort at 2:00pm
to head for an afternoon of exciting adventure on Colorado's Clear Creek.
The Arkansas River is one of the most popular whitewater adventures anywhere,
combining spectacular scenery and action packed rapids.  Teamwork is the name
of the game as your team paddles down these tumbling cascades.  Continuous
class III and IV rapids will thrill guests throughout the run. Drop over
Nomad, surge through the Phoenix Holes and take on the class IV climax, the
Outer Limits.  Good physical condition and the ability to swim are
recommended.  The group will have three thrilling hours on the river and will
return to the Omni by 6:15pm.

Chautauqua Park Hiking Adventure - One of the most popular access points for
mountain hiking trails in Boulder is Chautauqua Park. The focal point is the
100-year-old dining hall.  The Colorado Chautauqua is one of only four of the
original Chautauquas still operating in America, as opposed to when thousands
dotted the nation and culturally enriched rural people in the early 1900s.
The tour includes: transportation, professional guide service, two hours of
guided hiking - total time for excursion is 4 hours. (Dress code: Shorts or
hiking attire, appropriate footwear, sunglasses, sunscreen and hats).
Departure time and return will be relayed at a later date.

Spa Services -  The Spa at Omni Interlocken Resort offers a number of spa
services (massages, facial & skin care treatments, body treatments or nail
services, to name a few).  If you are interested in this as an activity,
please let me know and I will fax a detailed list of their services.  You
will need to call the spa and schedule your own appointment if this is the
activity you choose.

Golf -  For the golf enthusiasts, an afternoon of golf at the Omni
Interlocken 27-hole championship golf course which stretches out over 300
acres of verdant fairways is another activity to select from.  Spectacular
panoramic views from three 9-hole courses, which feature more than 400 feet
in elevation changes.  If this is the activity of choice please respond via
e:mail and I will add you to the list.  The game of choice will be "best
ball" play.

Biking -  Scenic bike paths are located near the hotel for those with
interest.  If this is your choice of activity, please let me know and I will
reserve a bike and map for you enjoyment.

After reviewing the choices above, please select an activity you prefer to
take part in.  Due to the fact that our group is so large, (which makes it
more difficult to coordinate activities) once you select an activity, we ask
that you not change your selection.  So, please talk to your colleagues ahead
of time before making your choice.

Thanks and don't hesitate to call me if you have any questions.

Gngr

 - SuperShuttle.doc
 - Directions from DIA with map.doc


Mark:

Per my voice mail.

Jeff
----- Forwarded by Jeffrey T Hodge/HOU/ECT on 06/07/2001 05:15 PM -----

	Eric Boyt/ENRON@enronXgate
	06/07/2001 04:32 PM

		 To: Neal Gerstandt/ENRON@enronXgate
		 cc: Eric Moon/ENRON@enronXgate, Jeffrey T Hodge/HOU/ECT@ECT
		 Subject: Confidential & Proprietaty - Udated PanNat Value

As requested...

Value of Deal (based on 6/5/01 curves - July 2001 out)  $156,243,990
Estimated "Unwind" costs     $  35,000,000

Total Est. Exposure to Duke's #1 Position   $191,243,990

Exposure to Duke's #2 Position (No Transport)   $  56,483,885

Let either of us know if you have any additional questions.

Regards,

Eric


Please see the message below.  Thank you.

 -----Original Message-----
From: 	Esguerra, Angel
Sent:	Monday, October 29, 2001 3:47 PM
To:	Derrick Jr., James
Cc:	Pabilani, Eleonor; Tami Scrudder/ENRON_DEVELOPMENT@ENRON
Subject:	Waivers of Notices, Philippine subsidiaries

Dear Mr. Derrick,

Attached for your signatures are waivers of notices to a Board meeting of  Enron Subic Power Corp. and 2 Board meetings of Enron Subic Power Corp. Under Philippine laws, directors of Philippine corporations must be notified of Board meetings prior to the meeting or waive notice of the same. Please print out the attached, sign above your name and fax the signed waivers to +632.813.73.43.

Thank you.

Angel Esguerra
Senior Counsel, Enron Global Assets & Services
c/o Enron Power Philippines Corp.
3rd floor, Corinthian Plaza
121 Paseo de Roxas, Legaspi Village
1226 Makati City, Metro Manila, Philippines
Tel.:	+63.2.810.46.31/+63.2.813.34.40/+63.917.489.05.43
Fax:	+63.2.813.73.43/+63.2.811.31.85/+63.2.811.31.65
e-mail:	Angel.M.Esguerra@enron.com


Are they still available?


I think we do say that in the "to the extent we didn't get binding bids for
all of the capacity" sentence.  With that clarification, I think we ought to
get this posted and the letters out to shippers.  Susan--make it so.
Thanks.  df

	From:  Mary Kay Miller                           03/26/2001 05:35 PM

To: Drew Fossum/ET&S/Enron@ENRON
cc: Susan Scott/ENRON@enronXgate, Steven Harris/ET&S/Enron@ENRON

Subject: Re: Red Rock posting

As revised is ok, letter also,  but shouldn't we refer to the fact we didn't
get binding bids, since we are way beyond March 2nd?  MK

	From:  Drew Fossum                           03/26/2001 01:39 PM

To: Susan Scott/ENRON@enronXgate
cc: Mary Kay Miller/ET&S/Enron@ENRON, Steven Harris/ET&S/Enron@ENRON

Subject: Re: Red Rock posting

Here are my comments--I'd like to take out the stuff about the rate and any
implication that we have flexible terms and conditions.  DF

From: Susan Scott/ENRON@enronXgate on 03/26/2001 08:45 AM
To: Mary Kay Miller/ET&S/Enron@ENRON, Drew Fossum/ET&S/Enron@ENRON, Steven
Harris/ET&S/Enron@ENRON
cc:

Subject: Red Rock posting

Please see the attached and let me know your comments as soon as possible.


Bob -

We may want to consider an informal meeting with the CFTC staff to get their
suggestions on how best to clarify this issue.

I am available today and tomorrow, and will be travelling the remainder of
this week.   Let me know what works for you and Mark.

Lisa

	Robert Bruce
	Sent by: Robert Bruce
	01/16/2001 08:11 AM

		 To: Lisa Yoho/NA/Enron@Enron, Mark Taylor/HOU/ECT@ECT
		 cc:
		 Subject: Re: CFMA

I am forwarding to you an e-mail discussion I have had with Bill Nissen over
an ambiguity in the Commodity Futures Modernization Act of 2000 that troubles
me somewhat.  The Act provides a new deregulated status for transactions in
"exempt" commodities.  The definition of "exempt" commodities expressly
excludes "agricultural commodities."   Unfortunately, "agricultural
commodities" is not defined.

Usually, when Congress or the CFTC makes a law or rule relating to special
restrictions on the grains and meats, they expressly reference the list of
"enumerated commodities" found in Section 1a4 of the Commodity Exchange Act.
In the new bill, the special restricted status just refers to "agricultural
commodities," which raises the question -- do the special restrictions cover
coffee, sugar and cocoa as well?

Our two outside lawyers I have discussed this with so far (Ken Raisler of
Sullivan & Cromwell in New York, and Bill) strongly believe the answer is
"no," and that this ambiguity is the result of poor drafting of the bill
rather than anything Congress intended to do.  I would agree that this is
probably the case; the strategy now is, how do we get a degree of comfort
that coffee, sugar and cocoa are in fact "exempt" commodities?

Of course, the highest degree of comfort would come in the form of
Congressional amendment to the CFMA to clarify this issue; obviously, we
cannot count on this happening on an expedited basis.

The next best thing would be a CFTC rule clarifying this. As you know, the
CFTC withdrew the rules they had promulgated in December -- in light of the
CFMA being signed into law -- and will presumably promulgate new rules
supporting and implementing the CFMA.  But no one I have talked on the
subject expects new CFTC rules anytime soon.

So the question is -- what should our "stop-gap" strategy be to address
this?  Bill has asked if we want him to research legislative history or
approach the staff directly (I'm not sure if he's suggesting the ag committee
staffs or the CFTC staff).  We might also consider a letter opinion on the
issue from the CFTC.  These are not ideal solutions, but they are the best I
can think of, especially given that the ag group would like to roll out softs
products on EOL in the next couple of months or so.

I propose the three of us meet to discuss strategy on the issue. -- Bob

Robert E. Bruce
Senior Counsel
Enron North America Corp.
T (713) 345-7780
F (713) 646-3393
robert.bruce@enron.com
----- Forwarded by Robert Bruce/NA/Enron on 01/16/2001 09:49 AM -----

	Robert Bruce
	Sent by: Robert Bruce
	01/16/2001 09:47 AM

		 To: "Nissen, William J." <wnissen@Sidley.com>
		 cc:
		 Subject: Re: CFMA

Thank you, Bill; I think your analysis is well-reasoned.  I would like to
point out that we do not consider EnronOnline, as it is currently operated,
to be an "electronic trading facility" for purposes of the Act.  In other
words, all transactions in an "exempt" commodity on EnronOnline, we believe,
are "not entered into on a trading facility," (see Sec. 106(h)(1)(B)) and
therefore the notice requirements of Sec. 106(4) would not have to be
complied with.  That is because the Act's definition of "trading facility"
expressly excludes an electronic facility in which transactions are entered
into bilaterally (see Sec. 101(2)(33)(B)(i) -- on EnronOnline, Enron is a
party to every single transaction.

I agree that it seems odd that Congress would intend for coffee, sugar and
cocoa to fall within the special restrictions normally reserved for the
enumerated grains and meats commodities.  It seems more likely that the
ambiguity is the result of a drafting oversight rather than something
Congress intended.  However, it is troublesome to me that Congress was able
to refer to the enumerated commodities in other portions of the Act, and it
is also troubling that coffee, sugar and cocoa would be probably be
considered "agricultural commodities" in the ordinary sense of the phrase.

The question remains, then, would we like you to research legislative intent
or approach the Commission directly on the issue of whether the term
"agricultural commodity" as used as a carve-out in the definition "exempt
commodity" includes coffee, sugar, and cocoa -- I will get back to you on
this shortly.

Robert E. Bruce
Senior Counsel
Enron North America Corp.
T (713) 345-7780
F (713) 646-3393
robert.bruce@enron.com

	"Nissen, William J." <wnissen@Sidley.com>
	01/15/2001 01:12 PM

		 To: "'Bruce, Robert'" <robert.bruce@enron.com>
		 cc:
		 Subject: CFMA

Bob,  in response to your questions from Friday:
I assume you are no longer interested in pursuing your second question about
the hedging study inasmuch as it relates only to full fledged contract
markets.
I have reviewed the Act regarding your first question re the definition of
agricultural commodity as it relates to the definition of exempt
commodities.  Like you, I cannot find a definition of agricultural
commodity, although the term is used elsewhere, see sec. 105(g) re excluded
swaps.  Also see sec. 5(e) (part of sec. 110) (which refers to "current
agricultural commodities" as the enumerated commodities which are currently
offered by exchanges).
Based on the language of the Act, the most reasonable reading appears to be
that agricultural commodities refers to the enumerated commodities. The
agricultural commodities are being singled out for special treatment, and
there is no indication that the Congress intended to extend special
treatment to foreign agricultural commodities which have never been given
special treatment in the past.
The primary significance of the exempt commodity category is in sec. 106 of
the Act, which allows certain off-exchange derivatives to be offered on a
largely unregulated basis.  For those transactions that will be traded with
eligible commercial entities on an electronic trading facility under
subsection (3), there is a notice requirement.  Therefore if Enron wishes to
conduct such business, a good way to raise the issue with the CFTC would be
to prepare such a notice and then provide it to the staff for prior review.
Acceptance of a notice listing commodities such as coffee, sugar and cocoa
would set a good precedent for treating these as non-agricultural
commodities.  If Enron wishes only to offer contracts to eligible contract
participants other than on a trading facility under subsection (1), it will
have to deal with the ambiguity directly.  Absent a CFTC regulation, which
may not come for some time, the best way to deal with the issue as
definitively as possible would be to raise it with the staff directly.
Otherwise we could do more research to see if there is any legislative
history to shed light on the issue.
Please let us know if you want us either to approach the staff or research
the legislative history (to the extent it is available).
Regards, Bill
.

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Please mark you calander for 12:30, Friday for lunch.

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


Can you lower my bid to $26 for A. Denson?


---------------------- Forwarded by Raquel Nunes-Thomas/USLGN/USLUM/ABB on
11/09/2001 06:33 AM ---------------------------
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  >------------------------------------------------------------------------|
  |ashley.s.leonardt@us.andersen.com                                       |
  |11/08/2001 05:06 PM                                                     |
  >------------------------------------------------------------------------|

      Keith.Considine@enron.com
      k_oakley@yahoo.com
      rabmom@austin.rr.com
      jjwismer@t-online.de
      mgregson@oldworldind.com
      russking123@hotmail.com
      jepeterson@trilegiant.com
      shanna_brew@hotmail.com
      koehnk@tklaw.com
      asteves@CALFED.COM
      fritzmaxwell@sprynet.com
      ra9617@email.sps.mot.com
              pburke26%hotmail.com.@arthurandersen.com
      VZarat@coair.com
      jtburn1@home.com
      tlynn26@satx.rr.com
      Raquel Nunes-Thomas/USLGN/USLUM/ABB@ABB_USLUM
      EMarshall@tmgsolutionsinc.com
      sbrewer@hotmail.com
      christimccrary@yahoo.com
      michele@gilfin.com
      DWesson@netversant.com
      allide@vsp.com
      JMcburney@aol.com
      winterw@clemens-spencer.com
      joseph.j.allen@us.andersen.com
      Tim.McCauley@glm.com
      sroeder@yahoo.com
      juan.miranda@us.pwcglobal.com
      trang.d.nguyen@us.pwcglobal.com
      gary.brauchle@us.pwcglobal.com
      shall@sourceonespares.com
      brent.clement@wcom.com
      nelln2art@aol.com
      snethery@nortelnetworks.com
      rwoodw01@7-11.com
      ml_regan@msn.com
      enkarnette@cox-internet.com
      ami@gillfndt.org
      amy.chachere@equistarchem.com
      samantha_panko@interep.com
      lisa.best@enron.com
      erin.fry@us.pwcglobal.com
      becky.wallace@us.pwcglobal.com
      Kaye_Hudson@hines.com
      nancy.ibarra@us.pwcglobal.com
      mark.shannon@us.pwcglobal.com
      brandi.l.clark@us.pwcglobal.com
      fredis.rodriguez@us.pwcglobal.com
cc:

Subject:  Bin's buddies

Security Level:?         Internal

---------------------- Forwarded by Ashley S. Leonardt on 11/08/2001 05:06
PM ---------------------------

To:   Jennifer M. Peguero, Ashley S. Leonardt@ANDERSEN WO, S. Jack
      Ehrig@ANDERSEN WO
cc:
Date: 11/08/2001 04:40 PM
From: Alina R. Contreras, Houston, 237 / 5377
Subject:  Bin's buddies

Just in case you have not received this one!

(See attached file: image001.jpg)

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I have an appt. at 5:00 today, so I will be leaving at 4:00.  I told Alex and Rain.

Kimberly Bates
East Gas/Origination
713-853-5193
713-646-8453 Fax


Given the sheer amount of work necessary to complete the Disclosure
Schedules, how about if we revise our request for completion of drafts of the
Disclosure Schedules to be by the end of the day on Monday, as oppossed to
this Friday.  We will of course take the information early.

I have been informed by Cullen Duke as follows:   that the attached list of
entites has been compiled by Jan Johnson.  It is based on their Hyperion
system roll-up of companies for management reporting.  It does include some
companies that we will not want to transfer.  Accounting and tax are jointly
combing the list to identify such retained entities.  You may be able to help
Cullen on identifying such entities.

I will be calling the GCs soon to see about setting up a time to call local
counsels to confirm our thinking on being able to implement the A,B,C
structure in the various foreign jurisdictions.  As part of that "call"
relates to regulatory matters, Rick Shapiro and others will be involved, as
well as  Bill Weiland, from V&E.  We would like to set up these calls to go
through the structure and discuss the issues identified with the local
counsels very soon.  They will obviously need some time to reflect on the
various issues.

Again, all remains highly confidential.

Thanks for all the help.  Lance.


Good Morning,

Attached, please find the latest issue of our Independent Power Weekly.

 <<IPW060401.doc>>

Summary:
1. IPPs Fall 4.0%   Last week our IPP composite fell 4.0%, underperforming
both the NASDAQ (+2.4%) and the S&P 500 (-1.1%).  Reflecting strong first
quarter earnings results, International Power was the best performer in the
group, rising 3.4%.  Calpine was the weakest performer, declining 10.3%.

2. New Issuance, Soft Power Prices and Political Questions Dampen Price
Performance   In our view, the group's recent lackluster stock price
performance reflects the following: 1) Pressure Resulting from Equity New
Issuance Activity; 2) Concern Over "Soft" Spot and Forward Power Prices;
and, 3) Lingering Uncertainty Surrounding the Power Shift in the US Senate.

3. Outlook Unchanged; Time to Focus on Valuation!   Despite the various
political and power market concerns, we believe the fundamental investment
outlook for the group remains strong.  While fixating on the various
political and power market concerns, we believe the market has not focused
enough on increasingly attractive current valuations.  We believe the
uncertainties surrounding re-regulation and political backlash are already
embedded in the stock prices.  While the pure play US IPP share prices have
increased 3.1% on average, our 2001 and 2002 EPS estimates have increased
nearly 25% and 24%.  Consequently, over the period the average P/E multiple
has declined by 17% and 20%, based on 2001 and 2002 EPS, respectively.
4. Embedded Expectations are Low   We draw 2 conclusions from the  above
data: 1. Stock prices reflect normalized power market conditions  2.
Re-regulation and backlash uncertainty are already reflected in stock
prices.
5. WSJ Article Questions CPN's Lack of Reserves   On June 1, 2001, an
article appeared in the Wall Street Journal highlighting the fact that CPN
has not taken reserves against nearly $267 million of receivables from PG&E.
In our view, CPN's rationale for not reserving against its PG&E receivables
is valid.  Versus the other major IPPs, CPN's PG&E exposure is unique in
that all of its current receivables have resulted from direct power sales to
PG&E under long-term contracts.  Regardless, it is important to put this
issue into perspective.  Even assuming a worst case scenario under which CPN
is unable to recover any of its PG&E receivables (highly unlikely), the
investment merits of the CPN story would be unaffected.  Failure to recover
would have no impact on CPN's future earnings power or growth rate.

Regards,

Neil Stein   212/325-4217
Bryan Sifert   212/325-3906

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Due to the size of this file, the second half will be sent under separate
email.

Thank you.
jane

Jane Chen
Brobeck, Phleger & Harrison, LLP
Assistant to Gary Fergus & Kirstin Wolf
SF ext. 2944
SF rm. 2917c
DD (415) 979-2944
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