RE: Sample Forward Confirmation ,
 Clint:

Will ENE be transacting with First Union National Bank or First Union 
Securities, Inc.?  I need to know the correct legal entity.  Sara


Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com
----- Forwarded by Sara Shackleton/HOU/ECT on 01/03/2001 04:33 PM -----

	"Ganser, Terrance" <terrance.ganser@funb.com>
	01/03/2001 04:29 PM
		 
		 To: "'Sara.Shackleton@enron.com'" <Sara.Shackleton@enron.com>
		 cc: 
		 Subject: RE: Sample Forward Confirmation


First Union Securities, Inc.

Sara:

Thank you for resending it.  After going through our files, I did see where
you had sent it last month, and we are currently working on it.
I am aware that we are about to finalize an ISDA with Enron North America,
but I wasn't sure if the provisions in the schedules would be the same given
that the ENE share transactions would be documented under the Enron Corp
ISDA.  I'm sure the provisions are similar and we will be able to fast track
the ENE Corp. document.  Our internal negotiator's e-mail is
vijay.suchdev@funb.com (who I believe has dealt with you in his former life
at Lehman Brothers)

Regards,

Terry Ganser

> -----Original Message-----
> From: Sara.Shackleton@enron.com [SMTP:Sara.Shackleton@enron.com]
> Sent: Wednesday, January 03, 2001 2:54 PM
> To: terrance.ganser@funb.com
> Cc: Clint.Freeland@enron.com; Stephanie.Panus@enron.com
> Subject: Sample Forward Confirmation
>
> Terry:
>
> Clint Freeland asked that we resend our forward confirmation template to
> you.  It is attached below.
> Also, we will send a draft of our ISDA Master Agreement (Schedule only,
> no
> boilerplate) to you shortly.  Can you provide me with the name of your
> attorney so that we can email directly?  It seems that Enron North America
> Corp. is currently negotiating an ISDA with First Union National Bank and
> sent a new ISDA draft to the attention of Delene Travella on 11/08/00.
> There may be an efficient way to handle both master agreements
> simultaneously.
>
> I look forward to hearing from you.
>
> Regards,
>
> Sara
> ----- Forwarded by Sara Shackleton/HOU/ECT on 01/03/2001 01:22 PM -----
>
>
>                     Stephanie
>
>                     Panus@ENRON          To:     terrance.ganser@funb.com
>
>                                          cc:     Clint
> Freeland/Corp/Enron@Enron, Sara Shackleton/HOU/ECT@ECT
>                     12/07/2000           Subject:     Sample Forward
> Confirmation
>                     11:00 AM
>
>
>
>
>
>
>
>
> At the request of Clint Freeland (who works with Tim DeSpain), attached is
> Enron Corp.'s template for a forward transaction.
>
> Stephanie Panus
> Sr. Legal Specialist
> Enron North America Corp.
> 1400 Smith Street, Suite 3806
> Houston, Texas 77002
>
> (See attached file: SampleForward a.doc) << File: SampleForward a.doc >>


This is for your information only and is not an offer to
 sell, or a solicitation of an offer to buy, the securities
 or instruments mentioned.  The information has been
obtained or derived from sources believed by us to be
 reliable, but we do not represent that it is accurate or
complete.  Any opinions or estimates contained in this
 information constitute our judgement as of this date
and are subject to change without notice.  First Union
Securities, Inc. (FUSI), or its affiliates may provide
 advice or may from time to time acquire, hold or sell a
 position in the securities mentioned herein.  FUSI is a
 subsidiary of First Union Corporation and is a member
 of the NYSE, NASD and SIPC.  FUSI is a separate
 and distinct entity from its affiliated banks and thrifts.
clint.freeland@enron.com