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Telecommunications Reports presents....

                                  TR DAILY
                                  Oct. 23, 2001
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Table Of Contents
Click here for the full issue:
http://www.tr.com/online/trd/2001/td102301/index.htm

POWELL: NextWave Settlement
STILL AN `OPEN QUESTION'
http://www.tr.com/online/trd/2001/td102301/Td102301.htm

POWELL OUTLINES 5-POINT
AGENDA FOR COMMISSION
http://www.tr.com/online/trd/2001/td102301/Td102301-01.htm

AT&T EXITS FIXED WIRELESS BUSINESS;
QUARTERLY RESULTS SURPASS EXPECTATIONS
http://www.tr.com/online/trd/2001/td102301/Td102301-02.htm

LUCENT STILL LOOKS TO 2002
FOR RETURN TO PROFITABILITY
http://www.tr.com/online/trd/2001/td102301/Td102301-03.htm

RURAL TELCOS EYE `ECONOMIC STIMULUS'
PACKAGE FOR UNIVERSAL SERVICE CAP BILL
http://www.tr.com/online/trd/2001/td102301/Td102301-04.htm

VERIZON LAUNCHES InterLATA
SERVICE IN PENNSYLVANIA
http://www.tr.com/online/trd/2001/td102301/Td102301-05.htm

NEWS IN BRIEF
http://www.tr.com/online/trd/2001/td102301/Td102301-06.htm

****************************************************************
POWELL: NextWave Settlement
STILL AN `OPEN QUESTION'

FCC Chairman Michael K. Powell said on Tuesday it was "a very open
question" whether the agency and other parties can reach a
settlement to end the 5-year-old dispute over NextWave Telecom,
Inc.'s "C" and "F" block PCS (personal communications service)
licenses.

"There are a lot varied interests at the table and whether they can
all be aligned in a way that everyone finds satisfactory is still
a very open question," Mr. Powell told reporters during a briefing
in Washington.  "I'm an attorney and I've been in many discussions
and negotiations.  This thing has 450,000 moving parts and moving
constituencies."

Several wireless carriers that bid on NextWave's spectrum at an
auction earlier this year are negotiating an agreement with
NextWave and the FCC that could free up the valuable spectrum,
sources have said.

Asked to predict the chances of a successful outcome, Mr. Powell
replied, "I learned a long time ago I don't express any odds on
anything associated with NextWave."

Mr. Powell stressed that the Commission wouldn't compromise its
rules or policies just to reach a settlement.  "It is important to
recognize that from the Commission's standpoint, it has certain
principles, certain commitments to auction integrity that it has
defended throughout the extent of the NextWave litigation, and it
has no intention of flushing them down the drain just in the name
of getting a quick return," he said.

On another spectrum-related issue, Mr. Powell said the FCC still
plans on establishing procedures by the end of this year to allow
Northpoint Technology Ltd. and other terrestrial wireless systems
to share the Ku-band with direct broadcast satellite (DBS)
operators.  He defended the agency against criticism that it was
taking too long to complete the proceeding, saying it had the "re-
sponsibility to wade through a thicket of extremely complex legal
and technical questions."

Mr. Powell said "it's very important to recognize that this is one
of the. . .most challenging set of issues that the Commission has
faced in the context of a new service and it needs to tread
carefully."

In addition to technical issues about how terrestrial wireless
operators can share the Ku-band without causing interference to DBS
systems, Mr. Powell said, there are "very difficult legal questions
about possible licensing and allocation as a consequence of a
statutory regime that has different rules and obligations for
terrestrial-delivered services than it does for satellite
services."

-- Paul Kirby, pkirby@tr.com

****************************************************************
POWELL OUTLINES 5-POINT
AGENDA FOR COMMISSION

FCC Chairman Michael K. Powell today said he would apply his
deregulatory, market-based philosophy to address a host of issues,
the most important of which will be spurring deployment of
broadband services.  "The widespread deployment of broadband
infrastructure has probably become the central communications
policy objective today," he said at a press briefing in Washington.

He stressed the importance of the FCC taking actions to spur the
"digital broadband migration."  That could be an "arduous" process,
he said, but is "essential to survival."  He outlined five areas
that he said would drive the FCC's agenda for the next several
years:  (1) broadband deployment, (2) competition policy, (3) spec-
trum allocation policy, (4) a reexamination of the foundation of
media regulations, and (5) homeland security measures.

Shortly after he took over as chairman, Mr. Powell said he didn't
have a list of specific regulatory objectives that he planned to
pursue.  But today he sounded a different note.  "It really
stresses me that we don't have a more coherent, cognizant vision of
what we're doing here," he said.  "We're just running around
reacting to the latest" issues.  The initial work to act on his
agenda will be started within six months and will be "substantially
underway" within a year, he said.

Various proceedings will be used to address his agenda, he said.
"What we're going to try to do is create clearly identifiable
vehicles where key policy issues will be debated."  Otherwise, he
said, "the agency gets machine-gunned" with petitions and other
filings from companies, trade groups, and other interested parties
trying to get action on particular issues.

Regarding broadband services, Mr. Powell stressed the importance of
limiting regulations that inhibit deployment.  "It is clear that
substantial investment is required to build out the new networks,
and we should limit regulatory costs and regulatory uncertainty,"
he said.  "Our focus should be on demonstrable and competitive
risks and discriminatory provisioning."

As it mulls broadband regulations, the FCC plans to continue
studying the market and working with states, he said.  The agency
will "clarify regulatory classification and access obligations
expeditiously," he said.  He cited three proceedings that would
focus on broadband services:  (1) the ongoing new networks pro-
ceeding, (2) the cable open-access proceeding, and (3) the third-
generation (3G) wireless spectrum allocation proceeding.

Regarding competition, Mr. Powell said the Commission needed "to
make prudent course corrections in our policies" to spur
competition.  "Facilities-based competition is the ultimate
objective," he said.  He stressed the need for "simplified
enforceable connection rules."

More specifically, the chairman said the Commission would conclude
outstanding "phase I" pricing flexibility proceedings and initiate
a set of new proceedings over the next six months "that will pro-
vide vehicles for rethinking our current framework."

He said a "triennial review" would provide the principle docket for
evaluating unbundled network elements policy.  The Commission will
initiate a proceeding focusing on performance measurement and
enforcement in an "attempt to streamline the essential performance
measures used for making judgments about compliance with the local
competition provision," he added.

He also said the agency would initiate a "dominance and non-
dominance" proceeding to "ask how do we develop a framework that
might be used to deregulate on a carrier-specific or service-
specific basis, depending on the level of competition and market
power."

On spectrum allocation, Mr. Powell found plenty of fault with the
way the government doles out valuable frequencies.  "The nation's
approach to spectrum allocation is seriously fractured," he said,
adding it was "a politicized, reactive process."  He called for a
more comprehensive, market-driven policy that would allow spectrum
users to decide the best uses of bands.

The chairman said the Commission should encourage the development
of secondary spectrum markets, improve interference protection
standards, back the development of unlicensed frequencies, map out
the uses and users of all spectrum, promote spectral efficiency,
and protect frequencies used for public safety.

-- Paul Kirby, pkirby@tr.com

****************************************************************
AT&T EXITS FIXED WIRELESS BUSINESS;
QUARTERLY RESULTS SURPASS EXPECTATIONS

After tinkering for five years with fixed-wireless technology as a
way to bypass incumbent local exchange carriers (ILECs) and reach
consumers directly, AT&T Wireless Services, Inc., is killing the
venture formerly known as "Project Angel."  It took too much time,
money, and effort to deploy the service, and the financial return
was less than AT&T Wireless earns from other operations, executives
said today.

Fixed wireless antenna towers, for example, were expensive and
time-consuming to build, and new subscribers often had to wait too
long for ILECs to transfer their service to the fixed wireless
system, said John Zeglis, AT&T Wireless's chairman and co-chief
executive officer.  "These challenges probably could have been
met," he said during a conference call with financial analysts.
"But we don't have that much patience for a nonstrategic business."

AT&T Wireless inherited the fixed wireless business from AT&T Corp.
when the two companies began separating last year.  AT&T
essentially invented fixed wireless technology and began market
tests in 1997.  Despite setbacks, AT&T continued to invest in the
venture, then known as Project Angel.  Some skeptics surmised that
the existence of the fixed wireless program gave AT&T ammunition in
its negotiations with other network operators for access to
consumers.

AT&T Wireless's goal was to have 100,000 customers for the fixed
wireless service, which competes against ILECs in the provision of
voice telephony and high-speed Internet access to residential
customers.  But the fixed-wireless venture fell short of
expectations, Mr. Zeglis said.  "In the third quarter, the business
went off track," he said.  "This decision is as clear cut as it is
bittersweet."

AT&T Wireless is the second major service provider to pull back
recently from the fixed wireless business.  Last week, Sprint Corp.
said it would stop taking new customers for its fixed-wireless
service but would continue serving its existing base of 52,000
subscribers (TRDaily, Oct. 18).  It wasn't clear whether WorldCom,
Inc., would follow suit.  Unlike AT&T Wireless, WorldCom's fixed
wireless unit targets businesses rather than consumers.  WorldCom
is on target to launch service in 13 markets by year-end, a
spokeswoman said.

AT&T had more than 47,000 fixed wireless customers.  Over the next
several months, they will be transferred back to the ILECs that
previously served them.  AT&T Wireless will explore using its
fixed-wireless spectrum to provide other wireless services.  Having
been unsuccessful in selling the business, AT&T Wireless will take
a $1.3 billion charge against earnings in the fourth quarter to
account for its shutdown.

The announcement about the fixed wireless unit coincided with the
release of AT&T Wireless's financial performance for the quarter
that ended Sept. 30.  Financial analysts seemed pleased by both.
"It was a solid quarter, which we believe is a positive in this
environment," said Merrill Lynch & Co.'s Linda Mutschler.

AT&T Wireless's third quarter revenue was $3.5 billion, a 25.1%
increase over the same period a year ago.  EBITDA (earnings before
interest, taxes, depreciation, and amortization) was $718 million,
a 52.3% increase over last year.  The carrier added 748,000
subscribers, about the same as during the year-ago quarter.  Its
main weakness was churn, which was 3.1% versus 2.9% in the previous
quarter and the year-ago quarter.

Some of the churn was "involuntary" and resulted from extending
service to too many customers with bad credit, said Mohan Gyani,
president and co-CEO.  AT&T Wireless has eliminated some of its
less desirable distribution channels, he said.  "We're out of the
business of attracting customers with a propensity for bad debt."

In the fourth quarter, AT&T Wireless expects to add another 900,000
to one million new subscribers.  Full-year revenue growth is
expected to be 30%-35%, and capital expenditures (capex) will be
around $5 billion.  About 20% of the capex will go toward the
deployment of a GSM (Global System for Mobile communication)
overlay and GPRS (general packet radio service) network over 40% of
its footprint by year-end.  The remaining 60% will be built next
year.  The upgrades will enable AT&T Wireless to offer so-called
2.5G data services.

-- Tom Leithauser, tleithauser@tr.com

****************************************************************
LUCENT STILL LOOKS TO 2002
FOR RETURN TO PROFITABILITY

Lucent Technologies, Inc., today insisted it was still on track to
begin generating profits again in the 2002 fiscal year, which for
Lucent began Sept. 30.  "Restructuring actions will drive our
return to profitability and positive cash flow in fiscal year
2002," said Henry Schacht, Lucent's chairman and chief executive
officer.

Revenues in the current quarter, which ends Dec. 31, will be less
than those generated in the previous quarter, Mr. Schacht said.
But sales will pick up in the March quarter, he predicted.  "We are
seeing early signs of increased customer spending in some segments
of our business for that quarter," he said.

For the quarter that just ended, Lucent today reported revenues of
$5.2 billion, compared with $5.9 billion in the previous quarter.
Excluding $8 billion in one-time charges, Lucent's loss per share
from continuing operations was $0.27, versus $0.35 in the previous
quarter.

Lucent is in the midst of a massive restructuring that will cut its
workforce in half and eliminate many low-margin operations.  In the
most recent quarter, 18,500 jobs were eliminated, Lucent said, and
annual expenses were cut by $400 million.

-- Tom Leithauser, tleithauser@tr.com

****************************************************************
RURAL TELCOS EYE `ECONOMIC STIMULUS'
PACKAGE FOR UNIVERSAL SERVICE CAP BILL

Several trade groups that represent rural telco interests have been
pounding the pavement on Capitol Hill in a bid to get the Universal
Service Support Act (S 500, HR 1171) attached to any "economic
stimulus" package that moves through Congress over the next few
weeks.  The legislation would remove the caps on the overall size
of the Universal Service Fund and on the amount that carriers are
allowed to receive in universal service support.

The FCC recently adopted an indexed cap that adjusts for inflation
(TR, May 14), but rural telco interests still want policymakers to
move forward with a full repeal of the cap.  In a recent letter to
members of the Senate Finance Committee, which has primary
jurisdiction over the economic stimulus issue, the rural telco
groups touted lifting of the caps as a way to stimulate investment
in new telecom infrastructure and drive economic growth in rural
areas.

The telecom industry "plays a critical role in ensuring the
nation's economic and national security. . .[but] rural telephone
companies are hamstrung by arbitrary federal rules," said the
letter, which was signed by the Organization for the Promotion and
Advancement of Small Telecommunications Companies, the National
Telephone Cooperative Association, the National Rural Telecom
Association, and the U.S. Telecom Association.

Proponents of lifting the caps say they cause service providers in
high-cost areas to miss out on about $100 million in annual
universal service assistance and discourage upgrades and investment
in newly acquired local exchange properties.  "Congress can free
these companies to make investments by including the Universal
Service Support Act in the economic stimulus package," the telco
groups wrote.

"Additionally, because universal service support is privately
funded through carrier-to-carrier transactions, repeal of the caps
would not add to the cost of the stimulus package," the groups said
in the Oct. 18 letter.  "Finally, repealing the caps would
facilitate another major policy objective of Congress and the
president--investment in the platform need for full broadband
deployment."

Several telecom interests have been eyeing Congress's work on the
fiscal stimulus package as a possible means for gaining some quick
legislative relief (TR, Oct. 8).  The House's main economic
stimulus plan (HR 3090) has cleared the Ways and Means Committee
and awaits consideration on the floor.  In the Senate, where work
on the economic stimulus bill is still in the early stages, a "Dear
Colleague Letter" has been circulating urging Finance Committee
leaders to consider approving S 500.

-- Ryan Oremland, roremland@tr.com

****************************************************************
VERIZON LAUNCHES InterLATA
SERVICE IN PENNSYLVANIA

Verizon Pennsylvania, Inc., today said it began offering interLATA
(local access and transport area) service to residential customers
in the state.  The FCC granted Verizon the authority to provide
interLATA service in Pennsylvania on Sept. 19.  Under section 271
of the federal Telecommunications Act of 1996, the FCC must
determine whether a Bell company has sufficiently opened its
markets to competition before authorizing it to provide in-region
interLATA service.

The flagship plan offered in the state is a flat-rate 10 cents-a-
minute charge for all long distance calls.  Maura Breen, Verizon's
senior vice president-retail markets and chief marketing officer,
said during a conference call today that customers who had premium
local packages would qualify for a discount plan that offers long
distance calls for 8 cents per minute.

The telco is also offering an "e-values" calling plan that provides
customers with discounts for signing up for service online.  Under
that plan, customers pay 5 cents per minute for weekend calls and
9 cents per minute for weekday calls.  Ms. Breen said the long
distance plans provided simple, one-bill, flat-rate service
"tailored to fit our customers' lifestyles and calling
preferences."  Verizon business long distance service will begin
Oct. 30.

-- Victoria Curtis, vcurtis@tr.com

****************************************************************
NEWS IN BRIEF

Daniel E. Somers is retiring as AT&T Broadband's president and
chief executive officer.  He will be succeeded by William T.
Schleyer, a principal in venture capital firm Pilot House Ventures
LLC and former president and chief operating officer of MediaOne
Group, Inc., a cable TV operator that was acquired by AT&T.  Ron
Cooper, president and COO of Web-hosting company Relera, Inc., will
join AT&T Broadband as COO.  David M. Fellows, a principal at Pilot
House Ventures, will become AT&T Broadband's chief technology
officer....

Christopher Rowe has joined satellite service provider Iridium
Satellite LLC as chief financial officer.  He was CFO at SpotCast,
Inc., a provider of content-delivery technology to mobile
networks....

MDS America, Inc., has asked Senate Appropriations Committee
Chairman Robert C. Byrd (D., W.Va.) to keep the various spending
bills clean of any language that would enable Northpoint Technology
Ltd. to obtain spectrum in the Ku-band without buying it at auction
(TR, Oct. 22).  "As you know, Congress has recognized that the
auction process is the best way to ensure that scarce spectrum
resources are used most productively," MDS America said in a letter
yesterday to Sen. Byrd.  "Please oppose this last-minute attempt by
Northpoint to use the appropriations process at the great expense
of the American taxpayer"....

BellSouth Corp. released a flurry of letters from the Louisiana and
Georgia federal congressional delegations endorsing its bid to
enter the in-region interLATA (local access and transport area)
service market in those states.  Also voicing support for the
Georgia application was Gov. Roy E. Barnes (D.).  The Louisiana and
Georgia state commissions have already lent their support to
BellSouth's application.  The Department of Justice has until Nov.
6 to weigh in on the application, and a final FCC decision is
expected before Dec. 31....

Billing issues top the complaint list for both wireline and
wireless subscribers, according to a new report from the FCC's
Consumer Information Bureau.  In the first installment of what will
be a quarterly report, the bureau compiled the most common
complaints and inquiries received by the CIB's Consumer Centers
during the third quarter on broadcast, cable TV, wireless, and
wireline telecom issues.  The report doesn't include complaints
received by other FCC offices or those made to state agencies or to
service providers.  "The statistics in this report will allow CIB
to play a pro-active role in alerting the Commission to potential
problems that may require further consumer education efforts or
policy changes," CIB Chief K. Dane Snowden said.

********************************************************
TR DAILY Copyright 2001 Telecommunications Reports International,
Inc., (ISSN 1082-9350) is transmitted weekdays, except for
holidays.  Visit us on the World Wide Web at http://www.tr.com.
Published by the Business & Finance Group of CCH INCORPORATED.

Editor: John Curran
Associate Editor: Tom Leithauser
Associate Editor: Ryan Oremland
Associate Editor: Ed Rovetto
Publisher: Stephen P. Munro
1333 H Street, NW, 1st Floor-East Tower, Washington, DC 20005
Editorial Information: Telephone:  (202) 312-6060
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                       Email: customerservice@tr.com

Federal copyright law prohibits duplication or reproduction in
any form, including electronic, without permission of the
publisher.


Karla,

We may use 1 workstation in London, 1 in Houston.

Yes, please call Ms. Geman and ask for more detailed price information.

Vince

	From:  Karla Feldman                           03/20/2000 01:15 PM

To: Vince J Kaminski/HOU/ECT@ECT
cc:
Subject: D-G Energy

Hello Vince,

I didn't know if that was your correct e-mail address listed below on
receiving from outside the company, so I thought I would forward this with a
couple of comments.

She states below that she has enclosed a proposal, however, the only pricing
I really see is in the Software License Agreement, Article 2, which states
that the license fee is $100,000 and lists out when you must pay for it.  It
then states in Article 3 that the fees are set forth in Appendix 1, but there
are no prices in Appendix 1.

I have reviewed the actual terms and conditions to the license and am going
to prepare it as we usually do to send to Mark Holsworth for review.  In the
meantime, do you want me to go back to Ms. Geman and ask her for more
detailed pricing information or do you have what you need?  Also, in Appendix
2, you will need to list the number of sites and workstations you want to
have.

Please let me know.

Thanks,
Karla
---------------------- Forwarded by Karla Feldman/HOU/ECT on 03/20/2000 01:11
PM ---------------------------

geman <geman@dauphine.fr> on 03/18/2000 04:39:43 AM
To: Karla.Feldman@enron.com
cc: VKamins@enron.com
Subject:

Dear Ms.Feldman,
Please find enclosed a proposal for the D-G Energy
Software license agreement in which Enron may be
interested.We deliberately left blank the Appendix 2
related to the number of sites and workstations it
would cover ,in order to let Dr.Kaminski decide what
 is best for Enron.
Sincerely

 - Appendices.doc
 - Contract.doc
H,lyette Geman
Professor of Finance
University Paris IX Dauphine and ESSEC


Can u call me if u are there? I wanna talk to u
Love
me


Please add the following discrete points to the Station 6 poll and add to the gas control screen.

	Thanks
	Todd

	1006  -  AC Power Failure
	1007  -  Oily Waste Water Tank Level High


Don/Juan:

Please advise of your interest.

Thanks,
Johnny

-----Original Message-----
From: jax garrison [mailto:jax_garrison@hotmail.com]
Sent: Tuesday, October 02, 2001 7:43 PM
To: Palmer, Johnny
Subject: Sam Rajaee's Resume

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


Barry,  Attached are redlines of the docs with the changes we discussed today.  Please pay special note to the Maximum Daily Deliverability Quantity of the Confirm.  I want to discuss how this limits us and what flexibility this section needs.  Please review and lets discuss.


-----Original Message-----
From: 	Spencer, Becky
Sent:	Monday, September 24, 2001 5:04 PM
To:	Leite, Francisco Pinto; Taylor, Mark E (Legal); Sayre, Frank; Panus, Stephanie
Subject:	Comments Needed-MaryAnn Perez (Keiser) 9/20/01

Your comments are needed for MaryAnn Perez who sat in for Holly Keiser on Thursday, September 20.  Please return as soon as possible.  Thank you!-Becky

Ratings: Excellent = 5 Above Average = 4 Average = 3 Below Average = 2 Poor = 1

Initiative:		___3______
Cooperation:	___4______
Punctuality:	___5______
Attendance:		___5______
Quality of Work:	___4______

Rate the worker's skill level in relation to the job :____4_____

Would you request this person again? (Y/N) :____y_____

Comments:


I am sorry Ladies - But I cant see you guys this week.


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---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 01/25/2000
02:26 PM ---------------------------

bradley romine <bradley@Stanford.EDU> on 01/20/2000 02:16:24 PM
To: Vince J Kaminski/HOU/ECT@ECT
cc:
Subject: Re: Meeting (fwd)

--
Bradley Romine
EES/OR Stanford University
bradley@leland.stanford.edu

---------- Forwarded message ----------
Date: Thu, 20 Jan 2000 12:09:05 -0800 (PST)
From: bradley romine <bradley@Stanford.EDU>
To: Nick Bambos <bambos@stanford.edu>
Subject: Re: Meeting

Professor Bambos,
 3pm on Wed. is fine with them. So I'll see you then in your office
in terman.

Brad

On Thu, 20 Jan 2000, Nick Bambos wrote:

> Brad,
>
> Yes, I would be happy to meet with them.
> How about 3pm on Wed.
>
> Thanks,
>
> Nick
>
> bradley romine wrote:
> >
> > Hello Professor Bambos,
> >         I was talking to some friends I have at Enron about pricing
> > options for bandwidth trading and other optimization algorithms for
> > broadband networks. Anyway they are interested in talking to you about
> > your research. They will be in town next week tuesday and wednesday and
> > would appreciate getting a chance to talk to you. Are you available?
> >
> > Thanks,
> >         Brad
> >
> >  --
> > Bradley Romine
> > EES/OR Stanford University
> > bradley@leland.stanford.edu
>

--
Bradley Romine
EES/OR Stanford University
bradley@leland.stanford.edu


Notice No. 01-119
April 9, 2001

TO:
All COMEX Division Brokers

FROM:
Michael Campanelli

RE:
Exchange Provided Order Tickets - FINAL REMINDER

Please be reminded that effective July 1, 2001, NYMEX will no longer provide
order tickets to the COMEX Division.  All members and firms currently using
Exchange provided order tickets will have to purchase their own tickets.  The
Exchange will not guarantee inventory on form types (futures/options,
3-part/4-part); it will only guarantee a supply of order tickets until July
1, 2001.  As the current inventory is depleted it is permissible to
interchange remaining forms in stock.  There are no restrictions concerning
the recordation of option orders on futures order tickets or future orders
being recorded on option order tickets; provided all relevant order
information is recorded.

If members would like a list of the current NYMEX vendors that provide these
order tickets, they can contact Ray Russo at (212) 299-2515.

Should you have any questions concerning this matter, please contact me at
(212) 299-2072.

__________________________________________________
Please click on the link below to indicate you have received this
email.

"http://208.206.41.61/email/email_log.cfm?useremail=sara.shackleton@enron.com&
refdoc=(01-119)"

Note: If you click on the above line and nothing happens, please copy
the text between the quotes, open your internet browser,
paste it into the web site address and press Return.


Ben-

Attached is the latest version of the investor list.  However, I have not
been able to touch base with Jim yet to get his comments.  If he has any, I
will resend this list tonight with them incorporated. Thanks.

 Rishi Modi
> 212-325-9130  (phone)
> 212-325-8047  (fax)
 rishi.modi@csfb.com

> CREDIT | FIRST
> SUISSE | BOSTON
> Global Energy &
>         Project Finance Group
>
>
 <<E2 Investor List.xls>>

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copies of it from your system, destroy any hard copies of it and notify the
sender.  You must not, directly or indirectly, use, disclose, distribute,
print, or copy any part of this message if you are not the intended
recipient. CREDIT SUISSE GROUP and each of its subsidiaries each reserve
the right to monitor all e-mail communications through its networks.  Any
views expressed in this message are those of the individual sender, except
where the message states otherwise and the sender is authorised to state
them to be the views of any such entity.
Unless otherwise stated, any pricing information given in this message is
indicative only, is subject to change and does not constitute an offer to
deal at any price quoted.
Any reference to the terms of executed transactions should be treated as
preliminary only and subject to our formal written confirmation.

 - E2 Investor List.xls


thanks.  Jeff

 -----Original Message-----
From: 	Hickerson, Gary
Sent:	Thursday, October 25, 2001 12:49 PM
To:	Shankman, Jeffrey A.
Subject:	RE: Funds to be wired today

we have to open accounts and we're doing that now.

G

 -----Original Message-----
From: 	Shankman, Jeffrey A.
Sent:	Thursday, October 25, 2001 12:47 PM
To:	Price, Brent A.
Cc:	Hickerson, Gary; Lawyer, Larry; Glover, Sheila
Subject:	RE: Funds to be wired today

Thank you guys.  In addition, what about moving all financial futures to fimat today, where we have a $20 million line?

 -----Original Message-----
From: 	Price, Brent A.
Sent:	Thursday, October 25, 2001 12:29 PM
To:	Lawyer, Larry; Shankman, Jeffrey A.; Mcconnell, Mike
Subject:	FW: Funds to be wired today

fyi

 -----Original Message-----
From: 	Glover, Sheila
Sent:	Thursday, October 25, 2001 12:27 PM
To:	Price, Brent A.
Subject:	FW: Funds to be wired today

fyi...sg

 -----Original Message-----
From: 	Glover, Sheila
Sent:	Thursday, October 25, 2001 12:22 PM
To:	Perkins, Mary; Round, Samuel
Cc:	Hickerson, Gary; Brogan, Theresa T.
Subject:	Funds to be wired today

Mary and Sam,

The attached schedule details the funds of $124.7 million to be received today from Brokerage accounts.
$85 million is being received from our funds and $40 million from other entities.  Everyone was very cooperative in getting this done this morning.
Wiring instructions have been send to the Brokers for the full $124.7 million.

We have added the Wiring instructions and exact amounts to the schedule.

 << File: FundingOverview102501.xls >>


Glen, at page 1020 of the transcript of yesterday's proceedings, the judge
asked you and Norm Pedersen to work with various other parties to develop an
exhibit reflecting capacity at the California border.  The judge mentioned
she wanted to discuss the exhibit this morning, so I am surprised that you
did not attempt to contact me to get Transwestern's input or at least to let
us review the exhibit.  I would like to review the exhibit as soon as
possible.  I am out of town but you can either e-mail it to me or fax it to
941-466-2198 (before 3 pm PDT).  Also, I should be reachable on my mobile
phone (713-494-5002) or by voice mail at my office (713-853-0596).


fyi
 -----Original Message-----
From: 	Lessor, James N.
Sent:	Thursday, November 01, 2001 1:06 PM
To:	Leach, Doug
Subject:	oct


Our new fax number is 713-646-5997, it is located at EB 2375a (by Renee).

Also, please don't forget to change your location at eHROnline.

Nicole Mendez


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applies to stock transactions only. Account holders must maintain
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E*TRADE reserves the right to terminate this offer at any time. Not
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of E*TRADE Securities, Inc.


That sounds good to me too.  I need to be at FERC for the Commission meeting by 10:00 am, but I'm available before that.

Sarah

-----Original Message-----
From: Shapiro, Richard
Sent: Monday, October 22, 2001 10:32 AM
To: Steffes, James D.; Novosel, Sarah; Robertson, Linda
Cc: Sullivan, Lora; Dernehl, Ginger
Subject: Re: RTO Cost/Benefit Analysis

Yes
--------------------------
Rick S.

-----Original Message-----
From: Steffes, James D. <James.D.Steffes@ENRON.com>
To: Novosel, Sarah <Sarah.Novosel@ENRON.com>; Shapiro, Richard <Richard.Shapiro@ENRON.com>; Robertson, Linda <Linda.Robertson@ENRON.com>
CC: Sullivan, Lora <Lora.Sullivan@ENRON.com>; Dernehl, Ginger <Ginger.Dernehl@ENRON.com>
Sent: Mon Oct 22 09:09:15 2001
Subject: RTO Cost/Benefit Analysis

Can we have breakfast Wednesday morning at the Park Hyatt to discuss where we are and necessary next steps?  Given Southern's statements (as well as others), this is the key analysis that would hold up this from moving forward.

Jim

 -----Original Message-----
From: 	Shapiro, Richard
Sent:	Thursday, October 18, 2001 2:31 PM
To:	Novosel, Sarah; Steffes, James D.
Subject:	RE: RTO case studies and analysis -- Update

Progress?

	 -----Original Message-----
	From: 	Novosel, Sarah
	Sent:	Thursday, October 11, 2001 4:46 PM
	To:	Shapiro, Richard; Steffes, James D.
	Subject:	RE: RTO case studies and analysis -- Update

	I spoke with Seabrom Adamson and Kevin Wollenus (sp?) about a cost/benefit study.  Seab said that they are not set up to do a detailed modeling analysis, but that Tabors has the programs already set up and could probably do some type of a modeling analysis.  However, we discussed what other type of study we could do, and we came up with a few ideas.

	Seab said that there are general benefits to RTO formation:  e.g., transmission expansion (although you still have siting problems, RTOs will build new transmission where it is needed); administrative cost savings; savings from reserve sharing.  We also discussed the arguments of the cheap power states.  For example, many of the southeastern states oppose RTOs because they fear losing their low cost power.  But Seab points out that RTOs do not mean that the states "lose" their low cost power.  The PSCs retain their authority to decide whether their utilities can or cannot sell power from their plants to third parties.  The PSCs can prohibit utilities from exporting low cost power if it is needed to serve local retail customers.  Seab thought this response to a potential "cost" of RTOs could also be worked into the analysis.

	Seab and Kevin are going to give the issue more thought and put together a proposal.  The problem is timing.  Seab has California testimony due on November 6 and he expects to be tied up with that for the next 2 weeks.  If we use the cost/benefit study as part of our NOPR comments (due end of Nov - mid Dec), then he will have enough time.  If we want to present a study before that time (perhaps with comments on RTO week), he will not be able to do the work.  Seab will have a proposal by COB tomorrow or perhaps Monday morning.

	I have a call in to Tabors to discuss the same proposal with him.

	Larry Ruff is on vacation this week.  He's back on Monday.  We can call him then.

	Rick, you also named a few other people:  Charles Stallon, Eric Wolchek, the Brattle Group.  Should I put calls in to these people as well?  Let me know.

	Sarah

		 -----Original Message-----
		From: 	Shapiro, Richard
		Sent:	Thursday, October 11, 2001 1:05 PM
		To:	Novosel, Sarah; Steffes, James D.
		Subject:	FW: RTO case studies and analysis

		Where are we on getting our study jumpstarted? Time is of the essence.

		 -----Original Message-----
		From: 	Shelk, John
		Sent:	Thursday, October 11, 2001 9:06 AM
		To:	Shortridge, Pat; Robertson, Linda; Shapiro, Richard; Steffes, James D.; Palmer, Mark A. (PR); Philipp, Meredith
		Subject:	RE: RTO case studies and analysis

		I am going through all of my notes and testimony from the hearings to put together a list of issues like this that we need to address.  The best way to do this in a disciplined, orderly manner is to start with Sarah and other regulatory folks here and also share a list of these issues with folks in Houston to figure out the best way to respond in short order.  Pat is correct that the "no studies" point was a common refrain from Southern and others at the House RTO hearing yesterday.

			 -----Original Message-----
			From: 	Shortridge, Pat
			Sent:	Thursday, October 11, 2001 9:54 AM
			To:	Shelk, John; Robertson, Linda; Shapiro, Richard; Steffes, James D.; Palmer, Mark A. (PR); Philipp, Meredith
			Subject:	RTO case studies and analysis

			A point floating out there that we need to bat down: There are no studies or analysis showing cost-benefit on RTOs.  Is that true?  If it's false, can we get copies of the pro-RTO studies that exist?


Please find the attached file.

Thanks,  Tim


It's not necessarily an either/or decision.  Michelle, do you think this is a
good program?  Kristin, can you call Tom Piazze at Wharton, and ask him what
he thinks about the importance of our participation in this?

Jeff

Kristin Gandy@ENRON
10/05/2000 08:56 AM
To: Jeffrey A Shankman/HOU/ECT@ECT
cc:
Subject: Wharton Finance Conference sponsorship information

Here is another conference we can participate in.  Would you rather do this
conference or the entrepreneurship conference?

Kristin
---------------------- Forwarded by Kristin Gandy/NA/Enron on 10/04/2000
08:55 PM ---------------------------

"Suresh Balasubramanian" <sureshb@wharton.upenn.edu> on 10/04/2000 02:09:56 PM
Please respond to <sureshb@wharton.upenn.edu>
To: <kristin.gandy@enron.com>
cc:

Subject: Wharton Finance Conference sponsorship information

Hi Kristin

I am following up on our conversation earlier with respect to Enron
participating in the Whartons Finance conference and the evening
reception known as Bullish on Finance.

I think this forum will be a great opprotunity for Enron to reach
the students interested in finance and it also provides a great platform
to talk about Enrons unique position in the global financial
community.

Please do consider the option of sponsoring a panel at the Gold level.
It provides a great value and essentially a full panel "ownership" to
talk about Enrons acitivities.

I would like to touch base with you early next week to hear you thoughts
and feedback on these proposals.

Looking forward to a great conference participation.

Kind Regards
Suresh

Suresh Balasubramanian
MBA Class of 2001 The Wharton Business School
Ph#: 215-893-9491
 - finance1.con.enron.doc


Louise,

Carlos has informed me that he has been told he will likely be laid off.

You may wish to consider intervening to keep him:

- If the new purchaser is interested in the TexMex concept, Carlos is the most important Mexican link. He has great relationships, has negotiated MOU's and is close to contract with multiple customers.

- If we desire to retain EnronOnline expertise, Carlos has it.

- He is still on the US payroll and has an Enron working visa.

Dave


Twanda, could you please check to see if we have this?  Thanks.  Michelle

---------------------- Forwarded by Michelle Cash/HOU/ECT on 02/10/2000 09:19
AM ---------------------------

Angeline Poon
02/09/2000 08:51 PM
To: Michelle Cash/HOU/ECT@ECT
cc: Fran L Mayes/HOU/ECT@ECT
Subject: Re: JG Hong

Hi Michelle

I'm not sure if the Employment Agreement matter with JG Hong has now been
completed.   We do not seem to have a copy of the same in the file.  Could
you fax a copy to me at (65) 734-2868?

thanks and regards
Angeline

---------------------- Forwarded by Angeline Poon/SIN/ECT on 02/10/2000 10:46
AM ---------------------------

Anita Fam
08/19/99 09:31 AM
To: Michelle Cash/HOU/ECT
cc: Fran L Mayes/HOU/ECT@ECT, Angeline Poon/SIN/ECT@ECT

Subject: Re: JG Hong

Thanks for your note, Michelle.

Yes, I think that we should put in your additional suggested language.

Regards,
Anita


Mary,  Can you prepare two separate CAs between Rusk County Electric Cooperative, Inc. and Enron Compression Services Company.  You can use the bilateral form we normally use.  Rusk's information is

Rusk County Electric Cooperative, Inc.
P.O. Box 1169
Henderson, Texas 75653-1169

The scope for the two CAs is as follows:

1.  "discussions concerning a potential electric compression project at OGS Pipeline, L.L.C.'s Hinkle Compressor Station"

2.  "discussions concerning a potential electric compression project at Anadarko Energy Services Company's Carthage Facility"

Let me know if you have any questions.  Thanks for your help!


The two NDAs to be created are for

(1) Morningstar Systems:
-Official corporate name - Morningstar Systems Inc
- State of incorporation - Maryland
- Principal business address :  300 Red Brook Blvd, Suite 400, Owings Mills,
Maryland 21117
- Name & title of your authorized signatory (usually your attorney or
executive) - Michael G. Kumpf, President

(2)  Insource Corporation:
- Official corporate name - Insource Technology Corporation
- State of incorporation - Delaware
- Principal business address 363 N. Sam Houston Parkway East, Suite 1800,
Houston, Texas 77060
- Name & title of your authorized signatory (usually your attorney or
executive) - David Black, President

You can e-mail the two NDAs to Bill.Breslin@insource.com or fax them to him
at 281-774-4040. Morningstar is their subcontractor, so Bill will take care
of both companies.  Thanks.


I need a legal opinion.  What is a non-purchase order?

---------------------- Forwarded by Kay Mann/Corp/Enron on 04/05/2001 12:09
PM ---------------------------

	From:  George Wasaff, Global Strategic Sourcing
04/05/2001 11:52 AM

Sent by: Enron Announcements
To: All Enron Employees United States
cc:

Subject: Action Requested: New iBuyit Order Procedures

This Information Applies ONLY to Organizations Supported by Houston-based
Accounts Payable Processing Centers

Earlier this week I was pleased to announce that Enron's new procurement and
payment tool, iBuyit eProcurement, is now live for those who previously
requested IT hardware from IT Central.  But there is still more to come! On
May 1st the iBuyit Payables system will be activated for all organizations
supported by Houston-based Accounts Payable processing centers.  The new
iBuyit Payables system will increase the efficiency of the accounts payable
process by capturing invoices as scanned images at a central point of receipt
and routing them electronically for coding, payment authorization, and issue
resolution.

In preparation for this transition, there are some simple changes to the way
you currently order and pay for goods and services.  Following these changes
will ensure that your invoice is correctly processed through the iBuyit
Payables system.

Effective immediately, provide vendors with the following information when
placing an order and instruct them to reference this information:
*  Company Number or Legal Entity Name
*  Contact Name
*  Personal External Identification Number (EID) or Approved Purchase Order
Number
*  New P.O. Box  (See Below)

What is an EID?
An EID is your External Identification Number (EID). This EID number
identifies the purchaser and helps route non-purchase order invoices back to
the purchaser electronically through iBuyit.

Do I need to use an EID for non-purchase orders?
Yes.  When ordering goods and services with a non-purchase order, the
purchaser should provide the vendor with the appropriate EID.  It is your
responsibility to communicate to vendors that an EID is now required for
non-purchase orders.

Do I need to use an EID for purchase orders?
No.  When ordering goods and services with an approved purchase order, you
should provide the vendor with a purchase order number as you currently do.

What if I do not know my EID?
All Enron employees are assigned an EID number. If you purchase goods and
services on behalf of Enron, you need to know your personal EID number.  You
can access your EID number in eHRonline.  Logon to eHRonline, choose
&Personal Information8 to pull up your personal profile.  On the left side of
the &Personal Information8 screen select &Other8 and you will see your:
*  PID (SAP ID)
*  GIS ID
*  EID

What is our new mailing address (PO Box)?
Effective immediately, instruct the vendor to mail the invoices to the
following address:
PO Box 4734
Houston, TX  77210-4734

What do I do if an invoice comes directly to me?
HOUSTON LOCATIONS ONLY
If an invoice comes directly to you, mark the envelope &Attention Enron
Accounts Payable,8 and place the envelope in an AP drop box at any Enron mail
center.

FIELD LOCATIONS ONLY
If Houston currently processes your invoices, and an invoice comes directly
to you, they will continue to be processed by the Accounts Payable department
in Houston.  Please send invoices to the new PO Box above or the following
physical address:
3724 Dacoma
Houston, TX  77092
ATTENTION ENRON ACCOUNTS PAYABLE

Note:  ETS Field locations will continue to process non-purchase order
invoices locally.

How will vendors learn about these changes?
This information will be shared directly with vendors in a separate
communication.

Questions?  Send an e-mail to <mailto:ibuyit@enron.com>


I assume you have taken care of this and Jim is available immediately
---------------------- Forwarded by Stanley Horton/Corp/Enron on 04/23/2001
08:13 AM ---------------------------

Robin_Border@eott.com on 04/20/2001 08:24:43 AM
To: Jim_Suttle@eott.com
cc: Gary_Wright@eott.com, Robert_Sanford@eott.com, Jim_Davis@eott.com,
Stan_Horton@eott.com

Subject: Re: Davis' time commitment

As you heard Stan Horton say y'day, he will get Jim Davis cleared to work
on our TxNMx Quality Management Project pronto.  Jim, thanks for good
presentation and excellent footwork leading to it.

                    Jim Suttle
                                         To:     Robin
Border/Houston/Eott@Eott, Gary Wright/Houston/Eott@Eott
                    04/14/01             cc:
                    07:26 PM             Subject:     Davis' time commitment

Jim Davis was advised Friday that he should not spend any development time
on the Jal project until it has cleared ETS planning group.   Jim will make
the tour Monday but will then be unavailable to us on this project until
this instruction is changed or the project makes it through channels.   Jim
indicated that he received this instruction from Rick Johnson and Mr.
Martin, (didn't get the first name).  Mr.  Martin reports to Phil Lowry.

Jim Suttle


Hi Everyone,
Mark your calendars for Tasters next Thursday (Nov 16th)!!!! Julianna and I
thought it would be fun for us to meet at Downing Street around 9:45 or 10,
for drinks instead of going to dinner!  How does that sound to everyone?
Love, Ashlea


this just in from our nuke guy.

Subject: PaloVerde 3

Palo Verde 3 began their refueling outage this past weekend.  During
inspections at Mode 5 (cold shutdown) they discovered a couple cracks
(leaks) in their reactor coolant system.  One was at a temperature detector,
the other was at the pressurizer.  The refueling outage had been expected to
last about a month (restart 10/30/01).  These cracks may delay restart due
to very heightened NRC concern about this kind of cracking.  We will keep
you posted on plans and schedule changes for this outage.

Dan


YES, this is our final memo......

It is time to gather the troops and plan for the  UNITED WAY Kick-off!!  We
hope that everyone has picked up enough T-shirts for your area. We have 1500
ENA employees to track in this campaign and we don't want to overlook
anyone!  If people on your floor are asking about the shirts, tell them to go
to the Reception Desk on the 33rd floor and ask for one.  ALL ENA employees
should be wearing our T-shirts on Wednesday!
Remind everyone to meet at the corner of Andrews and Smith at 11:00 AM.  We
need a huge ENA parade to walk to the Hyatt and sit together as we cheer for
our contestants.
We hope that you have made your own United Way pledge, so that you can tell
everyone how easy it is ON-LINE!
 Questions - call Michelle Vitrella X 39767 or Kathie X 39610
Lunch is FREE provided by Chick-Fil-A at Antioch Park --- 11:45 AM - 1:30 PM

PLEASE FORWARD THIS MEMO TO EVERYONE IN YOUR AREA.

HELP US TO GET THE WORD OUT TO ALL ENA EMPLOYEES!!!!!

Log-in to system on Netscape or Explorer --  unitedway.enron.com


We have no way to input a storage deal for Cilco.  The way that the contract
is set up, does not fit into the systems as they are.

D

   Aimee Lannou                02/04/2000 09:31 AM

To: Daren J Farmer/HOU/ECT@ECT
cc: George Grant, Pat Clynes/Corp/Enron@ENRON, Robert E Lloyd/HOU/ECT@ECT
Subject: Cilco Storage Withdrawal

Daren - Can you set up a deal for the Cilco withdrawal for Dec. 99 going
forward?  I know a deal has never been set up for this but volume management
wants a deal set up so they won't have to set up an accounting arrangement
evey month.  Please let me know, I'd appreciate it.

Thanks.

Aimee


_________________________________________________________________

F O O L W A T C H
Tuesday, December 12, 2000

alewis@ect.enron.com
_________________________________________________________________

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MsgId:
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2-2000)
X-Version: mailer-sender-master,v 1.84
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Message-Recipient: alewis@ect.enron.com


Congrats on your promotion!

---------------------- Forwarded by Kelly Lombardi/NA/Enron on 01/16/2001
11:28 AM ---------------------------

	From:  Office of the Chairman                           01/12/2001 07:31 PM

Sent by: Office of the Chairman
To: All Enron Worldwide
cc:

Subject: Managing Director and Vice President Elections

The Managing Director PRC Committee met this week to elect individuals to
Managing Director and Vice President positions.  These employees are
recognized as outstanding contributors to the organization, whose individual
efforts have been instrumental in the continued success and growth of the
company.  We are pleased to announce the election of the following new
Managing Directors and Vice Presidents.  Please join us in congratulating
these individuals on their new appointments.

Managing Director ) Commercial

Phillip K. Allen, ENA (EWS) West Gas Trading - Houston
Franklin R. Bay, EBS Entertainment on Demand - Houston
Timothy N. Belden, ENA (EWS) ) West Power Trading - Portland
Michael R. Brown, EEL ) Executive - London
Christopher F. Calger, ENA (EWS) West Power Origination - Portland
Joseph M. Deffner, ENA (EWS) Treasury & Funding - Houston
Timothy J. Detmering, ENA (EWS) Corporate Development - Houston
William D. Duran, ENA (EWS) Generation Investments - Houston
Robert S. Gahn, EES Commodity Structuring - Houston
Kevin C. Garland, EBS Broadband Ventures - Houston
Ben F. Glisan, Jr., Corporate ) Global Equity Markets - Houston
Robert E. Hayes, ETS COMM Marketing - Houston
Phillip R. Milnthorp, ENA (EWS) Canada Origination & Trading - Calgary

Managing Director ) Commercial Support

Sally W. Beck, ENW (EWS) Energy Operations Management - Houston
Fernley Dyson, EEL Finance & Support Services - London

Vice President ) Commercial

Gregory Adams, EES MMC Management - Houston
Robert Bayley, EEL-UK Origination ) London
Jack D. Boatman, ETS Market Development ) Houston
Rhenn Cherry, EES Assets/Labor ) Houston
Niamh Clarke, EGM (EWS) Liquids Trading ) London
Peter Crilly, EEL-UK Origination ) London
Derek J. Davies, ENA (EWS) Canada Origination ) Calgary
Mark D. Davis, Jr., ENA (EWS) East Power Trading ) Houston
Charles Delacey, Corporate Finance ) Houston
Paul Devries, ENA (EWS) Canada Origination ) Toronto
Christopher H. Foster, ENA (EWS) West Power Trading ) Portland
Jeffrey F. Golden, EES Corporate Development ) Houston
Michael D. Grigsby, ENA West Gas Trading Group - Houston
Troy A. Henry, EES Bundled Sales-Heavy Industrial ) Houston
Rogers Herndon, ENA (EWS) East Power Trading ) Houston
James W. Lewis, EES Underwriting ) Houston
Christopher Mahoney, EGM (EWS) Liquids Trading ) London
Andrew Marsden, EBS Broadband Ventures ) London
John McClain, EBS Broadband Wholesale Origination ) Houston
Kevin J. McGowan, EGM (EWS) American Coal ) Houston
Albert E. McMichael, Jr., ENA (EWS) Gas Commodity Structuring ) Houston
Ermes I. Melinchon, Central America Origination ) Houston
Steven R. Meyers, EES Consumption ) Houston
Lloyd D. Miller, ENA (EWS) Portfolio Management ) Houston
Michael A. Miller, Wind Development / Execution-General Administration )
Houston
Marcello Romano, EBS EEL-Broadband Trading ) London
David A. Samuels, ENW (EWS) EnronOnline - Houston
Per A. Sekse, EGM (EWS) Global Risk Markets ) New York
Edward S. Smida, EBS Video on Demand ) Houston
Mark Tawney, EGM (EWS) Weather Trading ) Houston
Jon Thomsen, EBS Business Development ) Latin America/Canada ) Portland
Barry L. Tycholiz, ENA (EWS) West Gas Origination - Houston
Frank W. Vickers, ENA (EWS) East Gas Origination ) Houston
Amit Walia, Corporate, Corporate Development ) Houston
William White, EBS Global Bandwidth Risk Mgmt ) Houston
Jonathan Whitehead, EEL EA Trading ) Japan
Mark Whitt, ENA (EWS) West Gas Origination ) Denver
John A. Zufferli, ENA (EWS) Canada Power Trading - Calgary

Vice President ) Commercial Support

Beth Apollo, EEL Financial Operations Executive ) London
Marla Barnard, EBS Human Resources ) Houston
Karen L. Denne, Corporate, Public Relations ) Houston
Georganne M. Hodges, ENA (EWS) Trading, Origination & Power Plant Accounting
) Houston
Phillip Lord, EEL Transaction Support ) London
Peggy Mahoney, EES Marketing ) Communication ) Houston
Steven Montovano, Corporate, Government & Regulatory Affairs ) Dublin
Laura Scott, ENA (EWS) Canada Accounting ) Calgary
Richard C. Sherman, ENA (EWS) Transaction Support ) Houston
Gregory W. Stubblefield, EES Financial Planning & Reporting ) Houston
Dennis D. Vegas, CALME International Public Relations ) Houston

Vice President ) Specialized Technical

Sami Arap Sobrinho, ESA (EWS) Legal ) Houston
Merat Bagha, EBS Sales Engineering ) Houston
Justin Boyd, EEL Legal ) London
Mary Nell Browning, EBS Legal ) London
Jonathan Chapman, EEL Legal ) London
Robert D. Eickenroht, Corporate, Legal ) Houston
Mark Evans, EEL Legal ) London
David Forster, ENW (EWS) EnronOnline ) Houston
Janine Juggins, EEL Tax ) London
Peter C. Keohane, ENA (EWS) Canada Legal ) Calgary
Pinnamaneni V. Krishnarao, ENA (EWS) Research Group ) Houston
Travis C. McCullough, ENA (EWS) Finance Origination, Mergers/Acquisitions )
Houston
Michael Popkin, ESA (EWS) SA- Risk Management/Network Integration ) Houston
Elizabeth A. Sager, ENA (EWS) Physical Trading ) Houston
Richard B. Sanders, ENA (EWS) Litigation ) Houston
John W. Schwartzenburg, EECC Legal ) Houston
Michael D. Smith, EES Legal ) Houston
Marcus Vonbock Und Polach, EEL Legal ) London
Jay C. Webb, ENW (EWS) EnronOnline Systems ) Houston

Vice President ) Technical

Donald R. Hawkins, ETS Quality Management ) Houston
John R. Keller, ETS Engineering & Construction ) Houston


As per our discussion.
---------------------- Forwarded by David W Delainey/HOU/ECT on 12/05/2000
10:50 AM ---------------------------

Janet R Dietrich
12/05/2000 08:39 AM
To: David W Delainey/HOU/ECT@ECT
cc:
Subject: Gas group new hires

I am no longer coordinating the "next-year" activities for new hires in the
gas group so I thought I'd just let you know that the Midwest gas team is
interviewing new hires for coverage/origination roles. I believe Laura is
wanting to hire some of these folks to be based in Chicago and I would think
you would want them to be located in Houston. Just fyi.


Mark, Ken

Please see below.  I will separately the Appendices should you wish to see
these

Justin
---------------------- Forwarded by Justin Boyd/LON/ECT on 20/09/2000 19:32
---------------------------

	Enron Capital & Trade Resources Corp.

	From:  "Karen Anderson" <Karen.Anderson@simmons-simmons.com>
         20/09/2000 12:49

To: <justin.boyd@enron.com>
cc:

Subject: Marketing Foreign Futures & Options Under CFTC Rules Part 30

Please note: This e-mail is confidential and may also be privileged. Please
notify us immediately if you are not the intended recipient. You should not
copy it, forward it or use it for any purpose or disclose the contents to any
person.
-----------------------------------------------------------

Dear Mr Boyd

I refer to our earlier telephone conversation regarding the above document.
Minor text corrections have been made and accordingly I attach a revised copy.

I am unable to attach Appendix A and B via email.  Please let me know if you
would like me to send a hard copy to you.

Kind regards.

Karen Anderson
Secretary to Dr Ned Swan

------------------------------------------------------------
Simmons & Simmons
21 Wilson Street
London
EC2M 2TX

Tel +44 (0)20 7628 2020
Fax +44 (0)20 7628 2070
DX  12 London/Chancery Ln

An international law firm
London Paris Brussels Lisbon Milan Rome Abu Dhabi Hong Kong Shanghai New York

A list of partners at each office can be provided on request.

www.simmons-simmons.com

www.elexica.com is the award winning interactive online legal resource by
lawyers for lawyers, powered by content from Simmons & Simmons.

 - 147; 650FFC - Marketing of Futures and Options in the US.doc


Ride packets will be available at my cube (EB2414) after 2:00 today.  If you
would like for me to pick up your race packet and your name IS NOT on the
list below, please send me an email or call me at 31653.  All packets must be
picked up before 5:00.  I will not bring any packets with me to the ride on
Sunday.  Thanks!

Steph :  )

Amelia Alder
Nicole Alvino
Claire Broido
Kortney Brown
Hector Campos
Iian Caplan
Craig Choate
Jana Choate
Brad Coleman
Michael Cunningham
Luis Davila
Ashley Dietz
Hugh Eichelman
Charles Garza
Greg Hanson
Kris Hanson
Tony Harris
Brian Hoskins
Jordan Hunter
Petual Jeanmard
Amy Lehnert
Gregg Lenart
Darlene McKeever
Rockford Meyer
Amy Moore
Samuel Pak
Charla Reese
Theodore Reese
Erin Rice
Joe Saladino
Felicia Solis
Adarsh Vakharia
Michelle Waldhauser


your too late shit head alredy got this email, at least the sooners are above 500

 -----Original Message-----
From: 	Love, Phillip M.
Sent:	Tuesday, November 27, 2001 3:38 PM
To:	Rabon, Chance; Olney, Matthew; Underwood, Thomas; McLaughlin Jr., Errol
Subject:	FW: OU Stadium Renovation

 -----Original Message-----
From: 	Bass, Eric
Sent:	Tuesday, November 27, 2001 2:45 PM
To:	Lenhart, Matthew; Baumbach, David; Ryder, Patrick; Winfree, O'Neal D.; Love, Phillip M.
Subject:	FW: OU Stadium Renovation

 -----Original Message-----
From: 	Logan III, Jackson
Sent:	Tuesday, November 27, 2001 2:08 PM
To:	Giron, Darron C.; Bass, Eric
Subject:	FW: OU Stadium Renovation

HOOK'EM

 -----Original Message-----
From: 	<cameron.moates@us.pwcglobal.com>@ENRON
Sent:	Tuesday, November 27, 2001 2:02 PM
To:	kyle@nanoscale.com; ryanvford@yahoo.com; Mhansen@MDCP.com; hannam@vankampen.com; megan.m.healy@us.arthurandersen.com; adam.hickey@us.pwcglobal.com; johnpkeeton@yahoo.com; jkorman@worldnet.att.net; jlogan3@enron.com; s.s.parker@us.arthurandersen.com; lprieto@uominc.com; schullerg@hdvest.com; Graham.Sones@cit.com; Brian_Thorp@AIMFUNDS.COM; madeofmetal@sprintmail.com; Jon_Wooton@gmaccm.com; andrew.higdon@us.pwcglobal.com; edgar.a.cardenas@us.pwcglobal.com
Subject:	OU Stadium Renovation

Norman (AP)

Oklahoma University Athletic Director Joe Castiglione announced today that
due to recent developments, the renovations at Owen Field are well ahead of
schedule and will come in under costs. Seems over 71,000 fans shit a brick
during the fourth quarter of the bedlam football game, providing the
necessary materials to begin work right away.

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


Justin Rostant


Please incorporate Dana's changes into the Master.

 -----Original Message-----
From: 	Davis, Mark Dana
Sent:	Thursday, January 03, 2002 10:35 AM
To:	Presto, Kevin M.
Subject:

Here are my additions


Mike,

Sorry I missed you guys Friday night.  I made back from a golf outing around
9 pm, but you guys must have already left the Front Porch.  Anyway,  I was
out the other night and met some Dynegy talent that were interested in an
Enron Analyst/Associate and Dynegy Pace Program happy hour.  What do you
think about the prospectsof a combined happy hour.  They have a group that
goes out on the third Thursday of every month, which would be this Thursday.

Mat


Broker is right - deal has been changed to 230

Kerri Thompson@ENRON
02/28/2001 02:18 PM
To: Kate Symes/PDX/ECT@ECT
cc:

Subject: natsource

534241
broker has 230.00


Effective 04/1/2000, Columbia Gas Transmission will be transferring certain
facilities to Gatherco, Inc.  There should have been a message in Columbia
Navigator stating that there were certain meters that were going out of your
IPP pool 37147 effective 4/2000.  The subject for this e-mail message was
"Appalachian Meter Allocation".  The meters listed in this e-mail will now be
on Gatherco's gathering lines and are going to be subject to the $.25
gathering rate.  Per Dave Fusek at Gatherco, our final estimates for 04/2000
SHOULD reflect these meters that were changed from Columbia Gas Transmission
to Gatherco.  He said he is not 100% positive that they will get this
finished in time, but they are hoping to have everything complete by the time
they release our nominations.

Gloria and Wade,

You will need to make sure you have the correct charges associated with these
meters.  Some of these meters were previously subject to Columbia's $.27
gathering and some were straight transmission, which did not have any
gathering.  Again, these meters will now have a $.25 gathering charge.

Please call me if you have any questions.

Thanks,
Heidi Griffith


attached is the auction info

-----Original Message-----
From: Parks, Kim [mailto:PARKS_KIM@da.co.harris.tx.us]
Sent: Monday, February 25, 2002 3:28 PM
To: Parks, Joe
Subject: FW: Scan

Sorry about the virus - hope it didn't get your computer.  Try this!

-----Original Message-----
From: Head, Richard
Sent: Friday, February 15, 2002 9:29 AM
To: All Investigators; All Other DA Staff; All Prosecutors; All
Secretaries
Subject: FW: Scan

-----------------------------------------------------------------

Please open the attached document.
This document was sent to you using an HP Digital Sender.

   Sent by:                       <HEAD_RICHARD@da.co.harris.tx.us>
   Number of pages:              1
   Document type:                B/W Document
   Attachment File Format:       Adobe PDF

To view this document you need to use the Adobe Acrobat Reader.
For more information on the HP Digital Sender, Adobe Circulate,
or a free copy of the Acrobat reader please visit:

   http://www.digitalsender.hp.com/reader-en


---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 09/29/2000
01:55 PM ---------------------------

Elena Chilkina
09/29/2000 11:19 AM
To: Vince J Kaminski/HOU/ECT@ECT
cc:
Subject: Electricity Prices

Vince,

Please find attached electricity prices file, let me know if you need any
additional information.

Sincerely, Elena


----- Forwarded by Mark Whitt/NA/Enron on 08/27/2001 09:17 AM -----

	Tyrell Harrison 08/24/2001 09:26 AM 	   To: Mark Whitt/NA/Enron@Enron  cc:   Subject: Huber San Juan Proposal

Tyrell Harrison
303 575 6478


Marie,

   What is the threshold for an eligible contract participant for an entity?  Is it $5MM?  I have a New Zealand counterparty who would like to delete the eligible contract participant rep.

  All here is pretty spooky - we are just waiting for the hammer to drop!


Zach Streight - he has both a business and technical background.  Other than Ross he is your best bet for someone historically familiar with DealBench that is still working for Enron Net Works.

 -----Original Message-----
From: 	Dasovich, Jeff
Sent:	Wednesday, September 19, 2001 11:39 AM
To:	Bartlett, Jeff
Subject:	RE:

Jeff:  Ross is out for the week.  Is there someone who Ross works for that I could contact?  Thanks much.

Best,
Jeff

 -----Original Message-----
From: 	Bartlett, Jeff
Sent:	Wednesday, September 19, 2001 11:10 AM
To:	Dasovich, Jeff
Subject:

I have passed your voicemail to Ross Mesquita (Manager, EnronOnline) who is now looking at Business opportunities for DealBench.  About 2 months ago, we decided to discontinue external commercial activities for DealBench and evaluate strategic alternatives with respect to monetizing the platform.
Feel free to follow up with Ross.
thanks,
Jeff


Marvin,

The exhibit on the Incentive Fee Calculation I just received is essentially
the same as we have seen before, and I still have the same overall comment.?
Unless I have some misunderstanding, it seems to me that in a Back-to-Back
Transaction you could easily have a situation in which EPMI is making a
profit from a transaction on which the Cities are losing money.? The "Savings
per hour" on which EPMI's profit sharing is based is only the difference
between the Market Price (what the purchaser agreed to pay) and the Cities'
Target Production Cost (incremental fuel cost and variable O&M).? The
"Savings per hour" ignores all of the other costs that the Cities may be
obligated to pay under a Back-to-Back Transaction such as transmission,
ancillary service, imbalance, congestion, etc. (see the definition of Costs
below).? For example, if the Target Production cost is $40/MWh, the Market
Price $43/MWh, and transmission is $4/MWh, the Cities would be paying EPMI a
profit sharing incentive fee of $1.20/MWh, while losing $2.20/MWh on the sale
transaction.? As I have noted before, the "Savings" on a transaction should
be as follows:

Savings = Revenues from the Transaction - Production Cost (base on the Target
Production Cost and MWhs) - Costs associated with the Transaction incurred by
EPMI or the Cities (where Costs include the items defined in Article 1 of the
EMSA)

We will get back to you later with comments on the other documents. - - Al

Definition of Costs in the ESMA:

"Costs" means, when applicable to any Transaction, all costs, liabilities,
fees and expenses? incurred by EPMI (excluding EPMI's internal costs and
allocated overhead) in connection with the purchase, sale, replacement,
scheduling, transmission and delivery of Products and balancing services,
entered into between MDEA, EPMI, and third parties. Costs shall include but
shall not be limited to: (i) energy and fuel costs, (ii) transmission costs
and losses, (iii) congestion costs, (iv) scheduling fees, (v) penalties,
inadvertent energy flow charges, or imbalance charges that are exclusive of
MDEA's Ancillary Service charges (vi) taxes (other than income taxes); (vii)
fees, penalties, or charges imposed by the SPP, SERC, ISO or RTO, Federal
Energy Regulatory Commission (FERC), or other similar authorities; (viii)
broker fees; (ix) communication costs (x) other associated costs incurred by
EPMI.?

Al Malmsjo
R. W. Beck
(407) 648-3521 - Office
(407) 421-5402 - Cell


Please print the clean version below.  My computer won't let  me print - I
tried two different printers.
---------------------- Forwarded by Kay Mann/Corp/Enron on 03/08/2001 10:23
AM ---------------------------

"Reuter, Marisa" <MReuter@KSLAW.com> on 03/08/2001 09:46:35 AM
To: "'kay.mann@enron.com'" <kay.mann@enron.com>
cc: "Keffer, John" <JKeffer@KSLAW.com>, "Campbell, Carolyn"
<CCampbell@KSLAW.com>, "'carlos.sole@enron.com'" <carlos.sole@enron.com>

Subject: ENA/Blue Dog: First Amended and Restated LLC Agreement

Kay:

Attached please find an initial draft of the First Amended and Restated
Limited Liability Company Agreement for Project Blue Dog.  I am also
including a marked copy of the same that illustrates all of the
modifications that I made to the Delta form that you e-mailed to me
yesterday.

Two questions came to mind as I was preparing the draft.  First, if, as
stated in Section 2(b) of the Letter Agreement, the Turbine Contract is
between LLC and GE, why does the ENA have to cause the LLC to acquire such
rights?  No immediate answer jumped out at me upon reviewing the Turbine
Contract.  Second, I wasn't sure if the year in Sections 6.2(a) and (c)
needed to be 2001 or 2002.  Please let me know.

Regards,

Marisa

 <<2xn402!.DOC>>  <<2XN4RED.DOC>>

                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended
exclusively for the individual or entity to which it is addressed.  This
communication may contain information that is proprietary, privileged or
confidential or otherwise legally exempt from disclosure.  If you are not the
named addressee, you are not authorized to read, print, retain, copy or
disseminate this message or any part of it.  If you have received this
message in error, please notify the sender immediately by e-mail and delete
all copies of the message.

 - 2xn402!.DOC
 - 2XN4RED.DOC


GT,

I am planning on coming in for the game this weekend.  Not sure if it will be
Fri. night or Sat. morning.  What does your schedule look like for the
weekend?


Per our phone call, here's one of the E-mails.
---------------------- Forwarded by Mary Hain/HOU/ECT on 10/05/2000 01:25 PM
---------------------------

	Enron Capital & Trade Resources Corp.

	From:  "Michelle Veloso" <michelle.veloso@ferc.fed.us>
   09/20/2000 06:08 AM

To: <mhain@enron.com>
cc:
Subject: Follow-up Data Request for Bulk Power Investigation

Attached is a follow-up data request for FERC's Bulk Power  Investigation.
Please direct your response, as soon as possible, in care of  Brian
Harrington via e-mail, if possible at the following address.

E-mail: Brian.Harrington@FERC.FED.US

FAX: 202-208-0193

Mail:?? Federal Energy Regulatory  Commission
????????? C/O Brian  Harrington
????????? 888 First  St. N.E.
??????????Washington,  D.C. 20426

If you have any questions, please feel free to contact  Brian Harrington
(202/208-2493) or me. Thank you for your prompt response.

?

Michelle Veloso
Office of Markets, Tariffs and Rates
Energy Markets Division
202/208-2008


Attached is the schedule for Wednesday, April 3.  Associated text files have been posted to Sparky.

Michael R. Frazier
Manager, Load Forecasting
Enron Energy Services
Office: 713-345-3200
Pager: 877-926-0615
P-mail: 8779260615@skytel.com


See attached for reviews:

John Buchanan


I've made changes to the attached document. I modified the prior draft so
that the Purchase Amount is reduced by the full amount of the two
transformers being cancelled ($1.572 million), and so that the Cancellation
Charge of $323,200 be paid upon execution of the Change Order.

Kay, if you're OK with this, please forward to Sandridge for ABB's review and
approval.

Regards,

Ben

To: Ben Jacoby/HOU/ECT@ECT, Kay Mann/Corp/Enron@ENRON
cc: John.r.ayres@enron.com
Subject: Change Order #1 to ABB Purchase Agreement

Attached is a draft of Change Order #1 to ABB Purchase Agreement for your
review:

Please advise if you have any changes or comments.

Thanks.
Kathy
x56400


There seems some confusion about the "AMPS" project.  This project continues to be an Enron North America project.


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


the price might be a bit stiff, particularly in light of the following: I
don't think we need the DC grass tops component.  we have an effective set of
messages, contacts, consultants and lawyers.  Perhaps we could use Charlie as
a fresh set of eyes on that stuff, but I think that asking him to develop
such an effort would be duplicative of what we have done with AAE, Paxson,
Fleischman-Hillard, Divall, etc.

I do think the other aspects of what he proposes would be useful, however,
(and should be less resource intensive and at least a little less costly).

Richard Shapiro@EES
08/21/2000 05:12 PM
To: Steven J Kean/NA/Enron@Enron
cc:

Subject: Re: Charlie Baker

What do you think?
---------------------- Forwarded by Richard Shapiro/HOU/EES on 08/21/2000
05:07 PM ---------------------------

Kelly Goss <kgoss@tiac.net> on 08/21/2000 04:16:06 PM
Please respond to kgoss@deweysquare.com
To: rshapiro@enron.com
cc:
Subject: Re: Charlie Baker

Dear Mr. Shapiro:
Attached is a memo from Charlie Baker regarding the FERC that he asked
that I forward to you. If you have any questions, please call him at
(617) 428-3412 or me at (617) 367-9929. Thank you.
Sincerely,
Kelly Goss
Dewey Square Group

 - dsg e-mail to shapiro at enron 800.doc


Ehud,

November 15 is a bad day for me. I shall be in San Antonio for our
annual management conference.
Practically everybody who  counts in Enron will be there.

Still no response from Louise. I shall catch her tomorrow
in person.

Vince

"Ehud I. Ronn" <eronn@mail.utexas.edu> on 11/07/2000 09:04:36 AM
To: Vince.J.Kaminski@enron.com
cc:
Subject: Dinner with Your Training Colleague 11/15?

Vince,

Good morning.

Further to our conversation thereon during your Austin visit 10/11, I am
writing at this time to inquire whether we might schedule a circa 7 p.m.
dinner next Wed. 11/15, to include the participation of your Enron Training
arm colleague.  We could then discuss UT partcipation in Enron training
activities, as well as the forthcoming Spring 2001 Conference.

Best,
Ehud

==============================================
     Ehud I. Ronn
     Jack S. Josey Professor in Energy Studies
     Department of Finance
     McCombs School of Business
     University of Texas at Austin
     Austin, TX. 78712-1179
     Voice:  (512) 471-5853
      FAX:   (512) 471-5073
      Internet:  eronn@mail.utexas.edu
=================================================


fyi  - EOL information
---------------------- Forwarded by Scott Neal/HOU/ECT on 05/15/2001 04:03 PM
---------------------------
From: Bill Kyle/ENRON@enronXgate on 04/12/2001 01:59 PM
To: Scott Neal/HOU/ECT@ECT
cc: Bryan Hull/ENRON@enronXgate
Subject: Eol Trades

I have attached a list of Enron's Top Trading customers who are not doing
business on EOL.  Customers designated as Execute are signed up on EOL and
can begin transacting if they have suitable credit.  Please circulate this
list to your team to push some of these counterparties to begin using
EnronOnline.  If you have any questions, feel free to contact either myself
or Bryan Hull.  Thanks for your help.


do you know what my user id and password are?
---------------------- Forwarded by John Arnold/HOU/ECT on 05/04/2001 09:33
AM ---------------------------

eserver@enron.com on 05/04/2001 10:37:18 AM
To: "john.arnold@enron.com" <john.arnold@enron.com>
cc:
Subject: <<Concur Expense Document>> - Quigley050401

The following expense report is ready for approval:

Employee Name: Henry Quigley
Status last changed by:  Automated Administrator
Expense Report Name: Quigley050401
Report Total: $107.45
Amount Due Employee: $107.45

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


A couple of points and questions:

1)   Is the EIP position going to get traced on the DPR - because this has
gotten fouled up in the past
2)   Can we be more explicit on what constitutes the Capital Portfolio - I
think there has been
       confusion on what is here as well.
3)  Also why not show if Lavo or I have the overview role.  For example now
that LNG has moved under Shankman
      Lavo should take the oversight role rather than me.

John

Sent by: Veronica Valdez
To: John J Lavorato/Corp/Enron@Enron, John Sherriff/LON/ECT@ECT
cc:

Subject: Authorized Traders

Per the request below, please review the attached list, provide any changes,
sign and fax to Veronica Valdez (713) 646-2194.

Thanks,

Veronica for Ted
x31881

Gentlemen (and I use the term loosely!):
Now that you have been duly authorized by the COO and CRO of Enron to have
global risk responsibility, you need to authorize the individual responsible
for each individual commodity group delineated in the Risk Management
Policy.  I took the liberty of making a stab at it for you.  Please review
attachment and let me know if you have  any changes.  If ok, I will forward
to you for your signature and on to Rick Buy to make official.  These
individuals will then be responsible for designating those that can transact
on their behalf.
Any questions, please call me asap.
Ted x3-3324


Hey,

I was just getting ready to send you an e-mail and I opened my mail and there
you were.  Things are going okay, the market is down 14 cents so we'll see
where it ends up.

Yes, good news, my dad got out of the hospital yesterday and they called just
as I was leaving for rehearsal and he's doing pretty well.  He still is
extremely tired and has not regained his strength, but Praise God, at least
he's out of the hospital and in good spirits.  I suspect that there is alot
that goes on that they don't tell me, so I really don't know everything.  But
I made them promise to give me things, as they happen.  I'm going down there
next month.  We get President's Day off and I'll be on my way.  Todd wants to
drive, but I don't see the point, when the weather may turn on you in a
heartbeat, and especially with Kendall.  He's drive us crazy!

Anyway, we have a three day weekend this week, with Dr.King's birthday, are
you off?

I spoke with Robin last night and she was mainly complaining about her job,
but she's hanging in there.

See you later!


-----Original Message-----
From: Polsky, Phil
Sent: Tuesday, October 23, 2001 6:20 PM
To: Grigsby, Mike
Subject: ExpansionSummary 10-11-01

Here is the raw data file.

 ExpansionSummary 10-11-01


Looks like 200 Friday,  May 18th for a status/download meeting.

Suz, please find a room and notify folks and their assistants.

Thanks,

Kay


Tony,  The following steps follow the contract amendment (assumes Bloomfield
contract):

1.  Calculate the number of hours that the driver was down for force majeure.
2.  Subtract the hours in #1 from the total hours in the month.
3.  Calculate the Monthly Contract Quantity as defined in the amendment
(Bloomfield -- 7000 times # of hours developed in #2 above)
4.  Calculate the Load Factor as defined in the agreement.

Since we don't have a load factor during those hours of the Force Majeure
Event, we assume that the unit would have run at the load factor in #4 above
if not for the Force Majeure event.

Thus,

5.  Multiply the Load Factor times 7000 (max HP-hrs) times # of hours of
force majeure event.  This gives you the equivalent HP-hours that would have
been used during the Force Majeure event or Supply Interruption.
6.  In accordance with the amended Section 3.2(a), to calculate HP-hour
charge do the following:

 Multiply Conversion Factor (taken from Exhibit based on load factor) times
(Shaft Energy delivered + Equivalent   HP-hours during Force Majeure [this is
the number calculated in #5 above]) times 1.031.

Let me know if you have any questions.  We can work through an example if we
need to.  Thanks.


Nora:

My first thoughts are to review the Solar Noncompetition Agreement (noncompete regarding the manufacture of photovoltaic cells in connection with the sale of Enron's 50% interest in the Amoco/Enron Solar Partnership to BP Amoco), the NewPower Noncompetition Agreement and the ServiceCo Noncompetition Agreement (EES new facility services venture).  My recollection is that the NewPower Noncompete and the ServiceCo Noncompete allow defeasance of the noncompetition provisions by permitting the investors to have put rights at fair market value (in other words, the noncompete provisions will bind a successor unless the investor honors the put rights).  It has been some time since I reviewed the Solar Noncompete, but I believe it could bind a successor if a third party merged or consolidated with Enron Corp., as opposed to a stock or asset purchase.  I also need to check the expiry date of this agreement, as it may be close to expiration.

Regards,
Robert

-----Original Message-----
From: Dobin, Nora
Sent: Fri 10/26/2001 10:29 PM
To: Rogers, Rex; Eickenroht, Robert; Armogida, Jim; Abrams, Clement; Taylor, Mark E (Legal); Tweed, Sheila; George, Robert H.; Sager, Elizabeth; Gray, Barbara N.; Bushman, Teresa G.; Aronowitz, Alan; Keohane, Peter; Murray, Julia; Heinitz, Mary J.; Korkmas, Deb; Lyons, Dan; Hodge, Jeffrey T.; Evans, Mark (London Legal)
Cc: Haedicke, Mark E.; Schuler, Lance (Legal); Mintz, Jordan
Subject: RE: Material Contract Review -- ASAP

To clarify, consider contracts to which Enron Corp., Enron North America Corp. or their subsidiaries are parties that contain provisions concerning a change of ownership/control of Enron Corp. or Enron North America Corp.  At this point, we are considering material contracts, or a group of similar or standard contracts that collectively are material, or contracts the breach of which could result in material liability.

Thanks, NJD

 -----Original Message-----
From:   Dobin, Nora
Sent:   Friday, October 26, 2001 6:05 PM
To:     Rogers, Rex; Eickenroht, Robert; Armogida, Jim; Abrams, Clement; Taylor, Mark E (Legal); Tweed, Sheila; George, Robert H.; Sager, Elizabeth; Gray, Barbara N.; Bushman, Teresa G.; Aronowitz, Alan; Keohane, Peter; Murray, Julia; Heinitz, Mary J.; Korkmas, Deb; Lyons, Dan; Hodge, Jeffrey T.

Cc:     Haedicke, Mark E.; Schuler, Lance (Legal); Mintz, Jordan
Subject:        Material Contract Review -- ASAP

We just have been asked to review on an expedited basis all material contracts of ENE and ENA for change-of-control type provisions.  Please let us know what contracts or guidance you may have or know of; we need to begin reviewing/collecting information ASAP, i.e., this weekend.  If you know of someone who should receive this e-mail but who has not, please forward.  You may contact me at any of the below numbers.

Thanks for your help.

Regards, NJD

Nora J. Dobin
Senior Counsel
Enron Corp. - Global Finance
1400 Smith Street, Suite 2083
Houston, Texas 77002

Phone:  713/345-7723
Fax:      713/853-9252

Home:   713/864-1175


----- Forwarded by Jeff Dasovich/NA/Enron on 03/02/2001 07:40 PM -----

	JBennett <JBennett@GMSSR.com>
	03/02/2001 04:53 PM

		 To: "Jeff Dasovich (E-mail)" <jdasovic@enron.com>, "Sue Mara (E-mail)"
<smara@enron.com>
		 cc:
		 Subject: Comments-re:DWR Creditworthiness/Letter-re:Direct Access

 <<X22350.DOC>>  <<BILASALT.DOC>>

 - X22350.DOC
 - BILASALT.DOC


Sleepy...need pizza and a video...and brownies too...


Ina sent email - Attendees are Lavorato, Arnold, Allen, Grigsby, Martin,
Schwieger, Shively, Neal


Gary,
Can you call Michelle or Lizzette and discuss what it is that Capstone will be providing us by way of consulting or other services.
Thanks,
Brent

 -----Original Message-----
From: 	Cash, Michelle
Sent:	Thursday, October 18, 2001 2:50 PM
To:	Hendry, Brent
Cc:	Palmer, Lizzette; Holsworth, Mark
Subject:	RE: Capstone

Brent,

I agree with your assessment.  My one concern is their statement about intellectual property, as we generally are pretty tough about ownership of IP -- although I believe we can draft around that.

Either I or Lizzette Palmer can assist in the drafting of this arrangement.

Michelle

 -----Original Message-----
From: 	Hendry, Brent
Sent:	Thursday, October 18, 2001 12:53 PM
To:	Cash, Michelle
Subject:	FW: Capstone

Michelle,
I think what Gary really needs is a consulting agreement with a confidentiality clause.  Is this something you could draft for Gary?  If it is I will have Gary call you to discuss what it is that this group will provide Enron.
Thanks,
Brent
 -----Original Message-----
From: 	Taylor, Gary
Sent:	Wednesday, October 17, 2001 5:01 PM
To:	Hendry, Brent; Tawney, Mark
Subject:	Capstone

Brent,

please send a C.A. template to Riaz Siddiqi, Pres and CEO at Capstone Global Energy LLC. His email address is rsiddiqi@capstoneenergy.com.

We need the CA to cover a few things.  We plan to work together to offer corporate risk management solutions focused around weather.  We've targeted 3 customers to start on:  DTE, Connectiv, and First Energy.

The CA needs to address 3 things (we think):
1. the concept of working together to create these solutions
2. the specific clients
3. ideas we come up with

I assume "protected ideas" would need to be documented and stamped "confidential".

I know this is a pain - they want it and as a consulting company, intellectual property is all they really have.  And we know how you hate to start with someone else's CA... but we can get theirs if you'd like.

Gary


I'm just afraid to say anything about anything because of what you said the
other night about, gee you can't do anything right.  I guess I'm a little
upset because you comment on how I do things (I don't even try to fold
clothes, pack the car, unpack the groceries, load the dishwasher, etc.) but
if I say something about how you do something, you get upset and say you
can't do anything right (so I should feel guilty about saying anything about
anything).

Gotta go.  We can talk about it later if you want.

Love,

Kay


Thanks.  I frequently pick up my first job after I complete my second shift
at home.  That's why I got the nifty flat screen for my computer --
jealous??  Michelle

"Notestine, Kerry" <KNotestine@littler.com> on 11/27/2000 02:16:36 PM
To: "'Michelle.Cash@enron.com'" <Michelle.Cash@enron.com>
cc:
Subject: RE: ELT-Engagement Letter

Michelle

What are you doing replying to emails at 12:00 on a school night?

I had not seen any of this before they sent it to you, other than him
telling me he was sending you the standard forms.  I am sure everything can
be worked out.  Let me talk to him and get back to you.

Kerry E Notestine
Littler Mendelson, PC
1900 Chevron Tower
1301 McKinney Street
Houston, Texas 77010
713.652.4748
713.951.9212 (fax)
knotestine@littler.com
www.littler.com

-----Original Message-----
From: Michelle.Cash@enron.com [mailto:Michelle.Cash@enron.com]
Sent: Monday, November 27, 2000 12:19 AM
To: knotestine@littler.com
Cc: Marty.Chrisman@enron.com
Subject: ELT-Engagement Letter

Kerry, is this necessary?  I don't agree to all the terms in here, and I
really don't want to spend a lot of time with ELT to negotiate the
agreement.  For example, the part where we will be billed for developmental
costs if we cancel within a certain period of time.  From my perspective,
that is inappropriate since I spent more time than ELT on developing this
product, and  you are simply delivering a product that you and I already
prepared and completed on several occasions across North America.  There
will be one new scripted section, but that should be from the actors, and
it should not be significant.  Also, there are not appropriate
confidentiality provisions, etc.  So, I would have to negotiate it with ELT
for it to be acceptable to us.

The last time, you just billed for time, and the actors billed separately.
I prefer that approach, if we can do it that way.  If I am being a major
prima donna and it creates a big problem for you internally, let me know,
and I can review it and comment back to ELT.

Thanks.  Michelle

---------------------- Forwarded by Michelle Cash/HOU/ECT on 11/27/2000
12:05 AM ---------------------------

 (Embedded     Marty Chrisman @ ENRON
 image moved   11/22/2000 02:48 PM
 to file:      (Embedded image moved to file:
 pic24464.pcx) pic05705.pcx)

To:   Michelle Cash/HOU/ECT@ECT
cc:
Subject:  ELT-Engagement Letter

Michele,
I can start working on the dates and location as soon as we have the "go
ahead."

Marty
---------------------- Forwarded by Marty Chrisman/Corp/Enron on 11/22/2000
02:45 PM ---------------------------

"Staley, Jim" <JStaley@elt-inc.com> on 11/17/2000 03:26:16 PM

To:   "'marty.chrisman@enron.com'" <marty.chrisman@enron.com>
cc:

Subject:  ELT-Engagement Letter

Marty, here is a copy of the engagement letter.  The fees include the
actors
where as before they billed separately. Please try to have signed and
returned no later than the end of the month.  Please fax a copy to my
attention at 214-880-0181.  Then fax a copy to Gary Meisner at 415-982-1203
and finally mail the signed copy directly to our SF office:  ELT-Attn:
David Goldman
          650 California Street, Suite 2000
          San Francisco California 94108.

Thanks Marty. I will contact you next week to start working on the Computer
Based Programs.  Have a great weekend.

 <<Enron Engagement Letter.doc>>

Jim Staley
Account Executive
Employment Law Learning Technologies
Phone: (214) 880-8166
Fax: (214) 880-0181
jstaley@elt-inc.com
www.elt-inc.com

(See attached file: Enron Engagement Letter.doc)

----
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To reply to our email administrator directly, send an email to
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http://www.littler.com


Mike,  Still working on it.  Should have a draft by late Monday or Tuesday.
Sorry about the delay.

	Michael Eiben
	11/03/2000 09:17 AM

		 To: Gerald Nemec/HOU/ECT@ECT
		 cc:
		 Subject: Re: Web Site Format

Hi Gerald,
 where are we with regards to the TPA & Registration agreements?  we have a
demo scheduled for 11/14 and it would be nice to have those posted on the
website.

thanks,   mve

To: Michael Eiben/HOU/ECT@ECT
cc: Eric Gillaspie/HOU/ECT@ECT
Subject: Web Site Format

Mike, I reviewed the pages to the site you provided.  My only comment right
now is that the correct name of the pipeline is "Houston Pipe Line Company".
Note the Pipe Line is two words.  Everything else looks fine.  We will be
getting back with you on the site access agreement.