Sara,
 Mike Fowler forwarded me a copy of the prime broker clearing services 
agreement sent to him by BuySide Direct, to facilitate the trading they would 
like to do.  We would like to comment on item #23.  Input on #23 should be 
Morgan Stanley and Goldman Sachs, the two prime brokers currently utilized 
most by ECT Investments Inc.  Sheila Glover asked me to review and forward 
comments to you.  The document looks like the standard prime broker clearing 
services agreement that we have established in the past with other 
executing/clearing brokers.  If you need anything else, my number is 
713-853-1439.

Thanks,
Theresa
---------------------- Forwarded by Theresa T Brogan/HOU/ECT on 08/22/2000 
08:32 AM ---------------------------


Mike Fowler@ENRON
08/21/2000 11:05 AM
To: Theresa T Brogan/HOU/ECT@ECT
cc:  
Subject: Online Trading Platforms

As noted below, we would like to establish agreements with several online 
corporate bond trading platforms, including Buy Side Direct which will be 
used for trading convertible bonds and associated equity hedges.  As 
suggested by Sheila, I will provide you with the agreement from Buy Side 
Direct's clearing firm.  Please complete the appropriate sections to allow 
their clearing firm to clear in an account in the name of our prime broker 
designated for our benefit.   

Thanks.

Mike
x39990

---------------------- Forwarded by Mike Fowler/Corp/Enron on 08/21/2000 
09:31 AM ---------------------------
   
	Enron North America Corp.
	
	From:  Sheila Glover @ ECT                           08/18/2000 04:28 AM
	

To: Ted Murphy/HOU/ECT@ECT, William S Bradford/HOU/ECT@ECT, Sara 
Shackleton/HOU/ECT@ECT
cc: Mike Fowler/Corp/Enron@ENRON, Jeff Kinneman/HOU/ECT@ECT, Madhur 
Dayal/HOU/ECT@ECT, John Greene/HOU/ECT@ECT, David J Vitrella/HOU/ECT@ECT, 
Selena Gonzalez/HOU/ECT@ECT, Theresa T Brogan/HOU/ECT@ECT, Aneela 
Charania/HOU/ECT@ECT, Samantha T Davidson/HOU/ECT@ECT, Samantha 
Boyd/NA/Enron@Enron 

Subject: Online Trading Platforms

Ted, Bill and Sara,
ECT Investments Inc. is wanting to establish execution only agreements for 
on-line trading for the Convertble and credit books.  These services are new 
and the trading desk wants to be able to utilize.  
We will establish only one relationship with ECT Investments Inc. at this 
time and all clearance will be done through our prime brokers.  [Books are 
maintained separately at all prime brokers.].
Sheila


---------------------- Forwarded by Sheila Glover/HOU/ECT on 18/08/2000 04:16 
---------------------------


Mike Fowler@ENRON
17/08/2000 16:01
To: Sheila Glover/HOU/ECT@ECT
cc: Madhur Dayal/HOU/ECT@ECT 
Subject: Online Trading Platforms

I'm working with Sara on legal issues related to Buy Side Direct.  Is my 
understanding correct that approval from Risk Control and Credit is required 
to initiate trading, and that you are requesting their approval for Buy Side 
Direct as well as the other sites listed below ? 

Please let me know if I should be involved in this process.  Any feedback 
regarding expected timing of this approval would also be appreciated.

Thanks.

Mike
x39990


---------------------- Forwarded by Mike Fowler/Corp/Enron on 08/17/2000 
01:55 PM ---------------------------


Mike Fowler
08/15/2000 10:21 AM
To: Sheila Glover/HOU/ECT@ECT
cc: Sara Shackleton/HOU/ECT@ECT, Jeff Kinneman/HOU/ECT@ECT, Madhur 
Dayal/HOU/ECT@ECT 

Subject: Online Trading Platforms

I am requesting that online trading agreements be executed with the following 
bond trading platforms which we are evaluating:

         Site   Initial Corporate Bond Categories *       Type  Site Status

Buy Side Direct   Convertibles (+ Equity Hedge)  ** Cross Matching  Aug 15th 
Launch

Trading Edge / Bond Link High Yield, Convertibles   Cross Matching  Live

LIMITrader   High Yield, Convertibles   Cross Matching  Live

Market Axess   Investment Grade   Multi-Dealer ***  August Launch
        
*   Additional corporate bond categories may be added in the future.  For 
example, Market Axess expects to add high yield and convertible bonds within 
3  to 6 months.   

** John Greene is aware that convertible bond transactions through Buy Side 
Direct will involve offsetting equity hedges.

*** We have execution agreements in place with all current Market Axess 
dealers.

Potential benefits offered by online sites include trading flows and improved 
execution efficiency.  In addition, these sites provide opportunities for 
generating demand for EnronCredit.com credit derivatives, given that users of 
these sites are buyers or sellers of corporate credit risk.  The ability to 
trade will greatly enhance our evaluation of these sites.  

As noted above, 3 of the 4 sites are cross-matching, where trading is 
completely anonymous and the site's sponsor or clearing firm are the nominal 
counterparty for all trades.   One of the 4 sites will be a multi-dealer 
system where counterparties transact directly with a particular dealer. 

Trades for all sites would be cleared through prime brokers with whom we have 
existing agreements.

As you suggested, we should ensure that agreements with online trading 
platforms allow for trading by ENA, ECT Investments and EnronCredit.com.   My 
understanding is that Sheila's group would coordinate the opening of any 
additional accounts required to facilitate trading by each entity.

I suggest that Madhur Dayal be designated initially at the person to receive 
notification of material changes to agreements.  We should retain the ability 
to change this contact person.

Thanks.

Mike
x39990