Message-ID: <26631559.1075845952083.JavaMail.evans@thyme>
Date: Thu, 9 Nov 2000 01:03:00 -0800 (PST)
From: kay.mann@enron.com
To: rlevine@fce.com
Subject: Re: Additional Contract Item
Cc: jscheib@rc.com, stephen.plauche@enron.com, scott.healy@enron.com,
	heather.kroll@enron.com, kay.mann@enron.com, jleitman@fce.com,
	hnock@fce.com, tleo@fce.com, cbentley@fce.com, jmahler@fce.com,
	ozzie.pagan@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: jscheib@rc.com, stephen.plauche@enron.com, scott.healy@enron.com,
	heather.kroll@enron.com, kay.mann@enron.com, jleitman@fce.com,
	hnock@fce.com, tleo@fce.com, cbentley@fce.com, jmahler@fce.com,
	ozzie.pagan@enron.com
X-From: Kay Mann
X-To: "Levine, Ross" <rlevine@fce.com>
X-cc: "'Jacqueline Scheib'" <jscheib@rc.com>, "'Stephen.Plauche@enron.com'" <Stephen.Plauche@enron.com>, Scott.Healy@enron.com, Heather.Kroll@enron.com, Kay.Mann@enron.com, "Leitman, Jerry" <jleitman@fce.com>, "Nock, Herb" <HNock@FCE.com>, "Leo, Tony" <tleo@fce.com>, "Bentley, Chris" <cbentley@fce.com>, "Mahler, Joseph" <jmahler@fce.com>, Ozzie Pagan
X-bcc:
X-Folder: \Kay_Mann_June2001_3\Notes Folders\Sent
X-Origin: MANN-K
X-FileName: kmann.nsf

Ross,

The only thought I have with respect to this request would be that it should
not apply if FCEL has failed to comply with its warranty obligations, or has
declined to service the modules after the warranty period has expired.

Kay

"Levine, Ross" <rlevine@fce.com> on 11/08/2000 03:22:30 PM
To: "'Jacqueline Scheib'" <jscheib@rc.com>, "'Stephen.Plauche@enron.com'"
<Stephen.Plauche@enron.com>, Scott.Healy@enron.com, Heather.Kroll@enron.com,
Kay.Mann@enron.com
cc: "Leitman, Jerry" <jleitman@fce.com>, "Nock, Herb" <HNock@FCE.com>, "Leo,
Tony" <tleo@fce.com>, "Bentley, Chris" <cbentley@fce.com>, "Mahler, Joseph"
<jmahler@fce.com>

Subject: Additional Contract Item

Jackie, Stephen, Scott, Kay, Heather:

We have an additional item we did not discuss today. We want to add to the
agreement a provision to the effect that:

The Purchaser (include their successors and/or assigns, subcontractors,
vendors, operators, etc.) may not open or in any other manner attempt to
view the interior of the DFC modules without Seller's express written
consent. Failure to comply with this provision would: a) Void all warranties
with respect to the Unit and b) Be considered an automatic violation and
breach of the confidentiality provisions of the agreement and subject to all
remedies for such violation.

Tony: We will also add the same provision to the O&M manuals.

Jackie: Please draft appropriate language for the agreement and include it
in the latest draft of the agreement.

Thank you.

Ross M. Levine, Esq.
Director of Contracts and Contracts Counsel
FuelCell Energy, Inc.
3 Great Pasture Rd.
Danbury, CT 06813

(203) 825-6057
(203) 798-2945 (fax)
rlevine@fce.com (email)

This transmittal and its attached files (if any) may contain proprietary or
confidential information belonging to FuelCell Energy, Inc. If you are not
the intended recipient, you are hereby notified that you have received this
transmittal in error. Any review, disclosure, use, dissemination,
distribution or copying of this information is strictly prohibited. If you
suspect that you have received this communication in error, please notify us
immediately by telephone at 1-(203) 825-6000, or e-mail at jryan@fce.com and
immediately delete this message and all its attachments.


Message-ID: <2553712.1075845781476.JavaMail.evans@thyme>
Date: Thu, 2 Nov 2000 09:42:00 -0800 (PST)
From: kent.shoemaker@ae.ge.com
To: kay.mann@enron.com, lee.johnson@ss.ps.ge.com
Subject: Revised Change Order #4
Cc: aivancovich@andrews-kurth.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: aivancovich@andrews-kurth.com
X-From: "Shoemaker, Kent (GEAE)" <kent.shoemaker@ae.ge.com>
X-To: "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>, "Johnson, Lee L (PS, SSEP)" <lee.johnson@ss.ps.ge.com>
X-cc: "'aivancovich@andrews-kurth.com'" <aivancovich@andrews-kurth.com>
X-bcc:
X-Folder: \Kay_Mann_June2001_2\Notes Folders\Discussion threads
X-Origin: MANN-K
X-FileName: kmann.nsf

Here is the Change Order number 4 that I should have sent out earlier.  Lee,
stated on the phone call today that there may be additional comments, so
please reply to all if there are so we can revise the Facility Agreements
accordingly.

Kent

-----Original Message-----
From: Shoemaker, Kent (GEAE)
Sent: Wednesday, November 01, 2000 4:21 PM
To: 'Kay.Mann@enron.com'
Subject: RE: GE Contract

Didn't I tell you - I love outside counsel!!!

See you tomorrow
Kent

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Wednesday, November 01, 2000 4:20 PM
To: Shoemaker, Kent (GEAE)
Subject: RE: GE Contract

CST.  That was right, right?

I'm going to have the outside lawyer involved for the purpose of turning
the revised draft, so long as you don't have an objection
(objecting=volunteering to turning the next draft!)

Kay

"Shoemaker, Kent (GEAE)" <kent.shoemaker@ae.ge.com> on 11/01/2000 03:11:13
PM

To:   "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>
cc:

Subject:  RE: GE Contract

Is that 3:30 CST? If so, I'll be ready.

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Wednesday, November 01, 2000 4:08 PM
To: Stuart.Zisman@enron.com; kent.shoemaker@ae.ge.com;
Ben.Jacoby@enron.com; lee.johnson@ss.ps.ge
Subject: GE Contract

Gentlemen:

Attached is a draft of the facility agreement, without reference to WestLB.
It just came in, so I haven't reviewed it.

It looks like 330 tomorrow will work for this group, unless you tell me
otherwise.  I'll get back to you with the location.

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 11/01/2000 03:04
PM ---------------------------

"Cope, Lori" <loricope@akllp.com> on 11/01/2000 03:00:50 PM

To:   "Kay Mann (E-mail)" <Kay.Mann@Enron.com>
cc:

Subject:  GE Contract

Enclosed please find clean and blacklined versions of the GE Contract.
The blackline of the Agreement identifies the changes from the draft I
sent you. Note that no blackline of the Exhibits was necessary because
it contained no references to WestLB.
Regards,
Paul

<<HOU_554886_3.DOC>>  <<BL554888.DOC>>  <<HOU_554888_4.DOC>>
Paul J. Pipitone
Andrews & Kurth L.L.P.
4200 Chase Tower
600 Travis
Houston, Texas  77002
Phone: 713-220-4101
Fax:  713-238-7176
ppipitone@andrews-kurth.com

The information contained in this e-mail message is legally privileged
and confidential information intended only for the use of the
recipient(s) named above.  If the reader of this e-mail is not an
intended recipient, you have received this e-mail in error and any
review, dissemination, distribution or copying is strictly prohibited.
If you have received this e-mail in error,  please notify the sender
immediately by return e-mail and permanently delete the copy you
received.

Thank you.

(See attached file: HOU_554886_3.DOC)
(See attached file: BL554888.DOC)
(See attached file: HOU_554888_4.DOC)


Message-ID: <14190039.1075840624005.JavaMail.evans@thyme>
Date: Mon, 4 Dec 2000 03:09:00 -0800 (PST)
From: carla.hoffman@enron.com
To: tim.belden@enron.com, robert.badeer@enron.com, jeff.richter@enron.com,
	phillip.platter@enron.com, mike.swerzbin@enron.com,
	diana.scholtes@enron.com, sean.crandall@enron.com,
	matt.motley@enron.com, mark.guzman@enron.com, tom.alonso@enron.com,
	mark.fischer@enron.com, monica.lande@enron.com
Subject: DJ Cal-ISO Declares Stage One Emergency; 10,000 MW Off Line - Fo
 recast Demand May Surpass Record
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Carla Hoffman
X-To: Tim Belden, Robert Badeer, Jeff Richter, Phillip Platter, Mike Swerzbin, Diana Scholtes, Sean Crandall, Matt Motley, Mark Guzman, Tom Alonso, Mark Fischer, Monica Lande
X-cc:
X-bcc:
X-Folder: \mark guzman 6-28-02\Notes Folders\All documents
X-Origin: GUZMAN-M
X-FileName: mark guzman 6-28-02.nsf

---------------------- Forwarded by Carla Hoffman/PDX/ECT on 12/04/2000 11:18
AM ---------------------------

	Enron Capital & Trade Resources Corp.

	From:  "Pergher, Gunther" <Gunther.Pergher@dowjones.com>
     12/04/2000 11:03 AM

To: undisclosed-recipients:;
cc:
Subject: DJ Cal-ISO Declares Stage One Emergency; 10,000 MW Off Line - Fo
recast Demand May Surpass Record

FYI

G_nther

17:22 GMT 4 December 2000 *DJ Cal-ISO Declares Stage One Emergency; 10,000
MW Off Line
(MORE) Dow Jones Newswires 12-04-00
1222EST
*DJ Cal-ISO: 2 Lines Down Tripped 400 MW Generator Off Grid
(MORE) Dow Jones Newswires 12-04-00
1226EST Forecast Demand May Surpass Record
LOS ANGELES (Dow Jones)-- A 230-kilovolt and a 115-kilovolt line went down
near Bakersfield, Calif., Monday morning and tripped a 400-megawatt
generator off line, causing a stage one power emergency, a spokeswoman for
the California Independent System Operator said.
The identity of the generator, which went off line about 7 AM PST (1500
GMT), wasn't immediately available. One of the two power lines that went
down is now back up, but a spokeswoman couldn't identify which line it was.
A total of 10,000 MW is off line Monday, with 7,000 MW off the grid for
planned maintenance and 3,000 MW off for unplanned maintenance, spokeswoman
Stephanie McCorkle said.
McCorkle said Monday's forecast peak was 34,257 MW, near the record winter
peak of 34,432 MW reached Dec. 13, 1999. McCorkle also said there is a good
chance Monday's forecast peak could change and surpass the record winter
peak.
Electricity forward prices in the Mid-Columbia River hub were higher Monday
than they were last summer, when demand outstripped supply. January was
trading Monday at $475/MWh, and balance-of-December was trading at $525/MWh.
Third-quarter trades were at $250/MWh.
A market participant said the ISO had a call out to buy 3,000 MW of power
from outside of California, which is usually done only in emergency
situations. But the ISO didn't comment on that.
The stage one emergency, which means operating reserves in the state are
below 7%, was expected to remain in effect until 10 PM PST (0600 GMT).
McCorkle said she didn't anticipate the state would go to a stage two
emergency, when voluntary power curtailments may be instituted for customers
who agree to cut power for reduced rates.

   -By Jessica Berthold, Dow Jones Newswires; 323-658-3872;
jessica.berthold@dowjones.com

(END) Dow Jones Newswires 04-12-00
1810GMT

G_nther A. Pergher
Senior Analyst
Dow Jones & Company Inc.
Tel.  609.520.7067
Fax. 609.452.3531

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
com


Message-ID: <33110568.1075855644300.JavaMail.evans@thyme>
Date: Wed, 15 Nov 2000 10:48:00 -0800 (PST)
From: office.chairman@enron.com
To: all.worldwide@enron.com
Subject: Anonymous Reporting Facilities
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: quoted-printable
X-From: Office of the Chairman
X-To: All Enron Worldwide
X-cc:
X-bcc:
X-Folder: \Peter_Keavey_Dec2000\Notes Folders\Notes inbox
X-Origin: Keavey-P
X-FileName: pkeavey.nsf

 This is to remind you that various anonymous reporting facilities are=20
available for you to report violations of Company policy and suspected=20
criminal conduct by any officer, employee, or agent of the Company relating=
=20
to the performance of his or her duties.  These reporting facilities are al=
so=20
available for your questions, messages, comments, and suggestions.

 Any policy violation or criminal conduct may be reported by letter, E-mail=
,=20
or voice mail, as set forth below, describing the suspected violation or=20
criminal conduct with as much detail as possible to allow the Company to=20
conduct an investigation of the reported matter.

1. Letters should be sent to the Confidential Post Office Box: =20

Enron Compliance Officer
Confidential - Conduct of Business Affairs=20
P. O. Box 1188=20
Houston, Texas  77251-1188

2. E-mails should be sent to the Office of the Chairman=01,s E-mail box: =
=20
Employees with Enron E-mail can access this box by sending an E-mail to the=
=20
Office of the Chairman.  Simply type =01&Office of the Chairman=018 in the =
address=20
box, type your message, and send.  Your message will be completely=20
anonymous.  If, however, you copy your message and E-mail it to someone els=
e,=20
the copy will not be anonymous. =20

3. Voice mail messages should be left with the Office of the Chairman=20
PhoneMail Box.  You can access the Office of the Chairman PhoneMail Box by=
=20
calling (713) 853-7294.  If you call from your extension or an outside line=
,=20
your message will be completely anonymous.  If, however, you access the=20
PhoneMail Box while you are in the PhoneMail system, your message will not =
be=20
anonymous.

 You may, but are not required to, identify yourself.  If you would like to=
=20
identify yourself, please submit your name and phone number with your lette=
r=20
or message.  All anonymously reported matters will be investigated and acte=
d=20
upon in the same manner as those that contain signatures.

 The Company takes great pride in ensuring that Enron is a great place to=
=20
work.  We encourage each employee to continue to conduct the business affai=
rs=20
of the Company in accordance with all applicable laws and in a moral and=20
honest manner.

All Enron Worldwide
Office of the Chairman


Message-ID: <12445111.1075860498887.JavaMail.evans@thyme>
Date: Mon, 26 Jun 2000 07:50:00 -0700 (PDT)
From: michelle.cash@enron.com
To: twanda.sweet@enron.com
Subject: Enron and PDI Japan
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Michelle Cash
X-To: Twanda Sweet
X-cc:
X-bcc:
X-Folder: \Michelle_Cash_Dec2000\Notes Folders\Sent
X-Origin: Cash-M
X-FileName: mcash.nsf

T:  Please print this and attachment -- file in Japan file.  Thanks.  MHC

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

Michelle Cash
Enron North America Corp.
1400 Smith Street, EB 3823
Houston, Texas  77002
(713) 853-6401
michelle.cash@enron.com

This message may contain confidential information that is protected by the
attorney-client and/or work product privileges.
----- Forwarded by Michelle Cash/HOU/ECT on 06/26/2000 02:41 PM -----

	John Viverito@ENRON
	05/11/2000 02:44 PM

		 To: Michelle Cash/HOU/ECT@ECT
		 cc: Alan Aronowitz/HOU/ECT@ECT
		 Subject: Enron and PDI Japan

Michelle-

Pursuant to my voicemail, I am forwarding the attached e-mail traffic for
your consideration.  I am unsure as to the types of testing contemplated, but
want to ensure that such activities are permitted under Enron's policy.

Your comments on the attached agreement would also be appreciated.

Thanks,

John
----- Forwarded by John Viverito/Corp/Enron on 05/11/2000 02:36 PM -----

	Phillip -SYDNEY- Taylor@ENRON_DEVELOPMENT
	05/10/2000 05:13 PM

		 To: John Viverito@Enron
		 cc:
		 Subject: Enron and PDI Japan

Hi John

  Enron will be using PDI in Tokyo for candidate abilities testing prior to
employment.  The outcome of the testing is a confidential report that comes
to me (as HR) and I then send to the participant(s) in the recruitment
decision making process for their confidential consumption.  PDI have agreed
to me doing this via email, however are seeking some reassurance as to our
use of and maintenance of confidentiality of the final product.  Can you
review the attached and come back to me with your thoughts?  I would also
appreciate a local (Japan) opinion on the legal issues associated with
abilities/psych testing prior to employment (I know you guys shy away from it
in the US although it is quite widely accepted "down under").

Thanks and regards

Phil
---------------------- Forwarded by Phillip -SYDNEY- Taylor/ENRON_DEVELOPMENT
on 11/05/2000 09:12 ---------------------------

"Jack, Douglas" <doja@pdi-corp.com> on 10/05/2000 21:09:41
To: "'Phillip.-SYDNEY-.Taylor@enron.com'" <Phillip.-SYDNEY-.Taylor@enron.com>
cc: "Matsushita, Mayumi" <mama@pdi-corp.com>

Subject: RE: Enron and PDI Japan

Phil,
With the e-mail transmission (using .pdf files), we'll need you or someone
else in Enron to sign a document similar to the attached letter. Please read
it and let me know if you want to make any changes before we fill in all the
details.

Thanks very much,
Douglas

 - emailrelease.doc


Message-ID: <5582474.1075853128334.JavaMail.evans@thyme>
Date: Thu, 23 Aug 2001 09:34:31 -0700 (PDT)
From: michelle.cash@enron.com
To: knotestine@littler.com
Subject: RE: Serious Health Condition based on Certification from a
 Nutritioni st
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Cash, Michelle </O=ENRON/OU=NA/CN=RECIPIENTS/CN=MCASH>
X-To: '"Notestine, Kerry" <KNotestine@littler.com>@ENRON' <IMCEANOTES-+22Notestine+2C+20Kerry+22+20+3CKNotestine+40littler+2Ecom+3E+40ENRON@ENRON.com>
X-cc:
X-bcc:
X-Folder: \MCASH (Non-Privileged)\Cash, Michelle\Sent Items
X-Origin: Cash-M
X-FileName: MCASH (Non-Privileged).pst

So, my question goes to the highest bidder . . .

 -----Original Message-----
From: 	"Notestine, Kerry" <KNotestine@littler.com>@ENRON [mailto:IMCEANOTES-+22Notestine+2C+20Kerry+22+20+3CKNotestine+40littler+2Ecom+3E+40ENRON@ENRON.com]
Sent:	Thursday, August 23, 2001 9:25 AM
To:	#All Attorneys Firmwide
Cc:	Cash, Michelle
Subject:	Serious Health Condition based on Certification from a Nutritioni st

Client received an FMLA leave request based on a Certified Nutritionist's
completion of the serious health condition form.  This does not appear to be
a person authorized by the regs to certify a person as having a serious
health condition.  Any thoughts on how to respond to this leave request.
Billable credit for the most helpful response(s).

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

----
This email may contain confidential and privileged material for the sole use of the intended recipient(s). Any review, use, distribution or disclosure by others is strictly prohibited. If you are not the intended recipient (or authorized to receive for the recipient), please contact the sender by reply email and delete all copies of this message.

To reply to our email administrator directly, send an email to
postmaster@littler.com

Littler Mendelson, P.C.
http://www.littler.com


Message-ID: <9178829.1075856381475.JavaMail.evans@thyme>
Date: Tue, 19 Dec 2000 06:43:00 -0800 (PST)
From: vince.kaminski@enron.com
To: vkaminski@aol.com
Subject: Braveheart
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Vince J Kaminski
X-To: vkaminski@aol.com
X-cc:
X-bcc:
X-Folder: \Vincent_Kaminski_Jun2001_2\Notes Folders\Discussion threads
X-Origin: Kaminski-V
X-FileName: vkamins.nsf

---------------------- Forwarded by Vince J Kaminski/HOU/ECT on 12/19/2000
02:44 PM ---------------------------

Kevin Kindall@ENRON
12/19/2000 02:06 PM
To: Vince J Kaminski/HOU/ECT@ECT, Vasant Shanbhogue/HOU/ECT@ECT
cc:
Subject: Braveheart

FYI...

---------------------- Forwarded by Kevin Kindall/Corp/Enron on 12/19/2000
02:08 PM ---------------------------

Gail Tholen@ECT
12/19/2000 01:39 PM
To: Li Sun/NA/Enron@Enron
cc: Kevin Kindall/Corp/Enron@ENRON, Eugenio Perez/HOU/ECT@ECT

Subject: Braveheart

New TRS for 4Q.
---------------------- Forwarded by Gail Tholen/HOU/ECT on 12/19/2000 01:32
PM ---------------------------

Connie Lee@ENRON COMMUNICATIONS
12/19/2000 09:40 AM
To: Gail Tholen/HOU/ECT@ECT
cc: Amin Maredia/Enron Communications@Enron Communications, Michael
Krautz/Enron Communications@Enron Communications, Alan
Quaintance/Corp/Enron@Enron
Subject: Braveheart

Gail,

I have attached several emails which have the following items:

1.  Hawaii 125-0 docs
2.  Economic Summary that includes a summary of all assumptions in the model
3.  Models
4.  Asset Summary

The following is a structure diagram:

Please let me know when you would like to meet to discuss these items.  Also,
Alan Quaintance is the person who reviewed the Hawaii 125-0 docs, so if you
have any questions regarding those docs, you will probably need to meet with
him.

Thank you!

Connie Lee
Manager
Enron Broadband Services
713/345-8227 (W)
713/419-2728 (C)
connie_lee@enron.net

----- Forwarded by Connie Lee/Enron Communications on 12/19/00 09:22 AM -----

	jonathanwylie@akllp.com
	12/13/00 08:37 PM

		 To: alan.quaintance@enron.com, Amin Maredia/Enron Communications@Enron
Communications, angela.davis@enron.com, annmarie.tiller@enron.com,
aroberts@wilmingtontrust.com, davidbarbour@akllp.com, bill.bowes@enron.com,
brenda.l.funk@enron.com, brent.vasconcellos@enron.com, brian.kolle@enron.com,
Brian Wood/Enron Communications@Enron Communications,
charles.delacey@enron.com, clement.abrams@enron.com, Connie Lee/Enron
Communications@Enron Communications, damon@rlf.com, David Koogler/Enron
Communications@Enron Communications, Ed Smida/Enron Communications@Enron
Communications, Gil Melman/Enron Communications@Enron Communications,
gina.karathanos@enron.com, Kevin Howard/Enron Communications@Enron
Communications, James Ginty/Enron Communications@Enron Communications,
Jlawler@wilmingtontrust.com, jordan.mintz@enron.com, julia.h.chin@enron.com,
kenton@rlf.com, kimberly.r.scardino@us.arthurandersen.com, Kristina
Mordaunt/Enron Communications@Enron Communications, lkao@mayerbrown.com,
Luitgard Fischer/Enron Communications@Enron Communications, Marc Hensel/Enron
Communications@Enron Communications, mark.wolf@us.cibc.com,
murielmcfarling@akllp.com, Mercedes.arango@us.cibc.com, Michael Krautz/Enron
Communications@Enron Communications, mniebruegge@mayerbrown.com,
tompopplewell@akllp.com, Renee St. Louis/Enron Communications@Enron
Communications, Richard Anderson/Enron Communications@Enron Communications,
patsargent@akllp.com, schottla@us.cibc.com, dannysullivan@akllp.com,
Tamullen@prickett.com, tellwood@mayerbrown.com, michaelthimmig@akllp.com,
trevor.randolph@enron.com, trushar.patel@enron.com
		 cc:
		 Subject: McGarret H (Blockbuster)

Attached are the latest blacklines for McGarret H (Blockbuster) in Word
and Word Perfect format.  Below is a list of the documents included:

1. Asset Notice
2. Series Certificate
3. Series Supplement
4. Drawdown Request
5. Total Return Swap Confirmatio


Message-ID: <13518100.1075861634112.JavaMail.evans@thyme>
Date: Thu, 15 Nov 2001 13:34:34 -0800 (PST)
From: jacton@crai.com
To: d..steffes@enron.com
Subject: FW: Draft Issues List
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: "Acton, Jan" <JActon@crai.com>@ENRON
X-To: Steffes, James D. </O=ENRON/OU=NA/CN=RECIPIENTS/CN=JSTEFFE>
X-cc:
X-bcc:
X-Folder: \JSTEFFE (Non-Privileged)\Steffes, James D.\Inbox
X-Origin: Steffes-J
X-FileName: JSTEFFE (Non-Privileged).pst

 <<was2_343138_2.doc>>
Jim,

Dan Watkiss asked me to send this to him via you.  Please provide it in time
for the 4 p.m. meeting.

Thanks.
Jan Paul Acton
Vice President
Charles River Associates
1201 F St., NW, Suite 700
Washington, DC 20004-1204
Voice: (202) 662 3902
Fax: (202) 662 3910

****************************************************************************
*****
This electronic message contains information from the consulting firm of
Charles River Associates Inc., which may be confidential or privileged.  The
information is intended for the use of the individual or entity named above.
If you are not the intended recipient, be aware that any disclosure,
copying, distribution or use of the contents of this information is
prohibited.  If you have received this electronic transmission in error,
please notify us by telephone (617 425-3582) or by e-mail
(postmaster@crai.com) immediately.
****************************************************************************
*****

 - was2_343138_2.doc


Message-ID: <30071873.1075844793674.JavaMail.evans@thyme>
Date: Wed, 16 May 2001 07:25:00 -0700 (PDT)
From: brant.reves@enron.com
To: sara.shackleton@enron.com
Subject: RE: Total International Ltd.
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Brant Reves
X-To: Sara Shackleton
X-cc:
X-bcc:
X-Folder: \Sara_Shackleton_Dec2000_June2001_2\Notes Folders\Notes inbox
X-Origin: SHACKLETON-S
X-FileName: sshackle.nsf

Sara,

Thanks for the update.  I will let everyone know when the financial
statements arrive.

thanks
brant

 -----Original Message-----
From:  Shackleton, Sara
Sent: Wednesday, May 16, 2001 9:35 AM
To: Reves, Brant
Subject: FW: Total International Ltd.

Brant:  I am now waiting to hear from Paul Simons in London (legal) about
London's assessment of ECTRIC's counterparties.

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 05/16/2001 09:33 AM -----

	Justin Boyd/Enron@EUEnronXGate 05/16/2001 09:24 AM 	   To: Sara
Shackleton/HOU/ECT@ECT  cc:   Subject: FW: Total International Ltd.

sara

fyi - i am awaiting a rsponse from paul

justin

 -----Original Message-----
From:  Boyd, Justin
Sent: 16 May 2001 15:09
To: Boyd, Justin
Subject: RE: Total International Ltd.

---------------------- Forwarded by Justin Boyd/LON/ECT on 16/05/2001 15:13
---------------------------

 << OLE Object: Picture (Device Independent Bitmap) >>
Justin Boyd
15/05/2001 08:06
To: Paul Maley/LON/ECT@ECT
cc:

Subject: RE: Total International Ltd.

Paul

it's always been my impression that CRM assesses each C/P to determine
whether it meets not only the SFA but also the CFTC test....[although it is
true that in many cases if the SFA test is met so will be the CFTC one

can we chat...

Thanks.
Justin
---------------------- Forwarded by Justin Boyd/LON/ECT on 15/05/2001 08:08
---------------------------
From: Sara Shackleton on 14/05/2001 18:26 CDT
To: Justin Boyd/LON/ECT@ECT
cc:

Subject: RE: Total International Ltd.

Justin:

What lawyer handles daily financial trading issues?  I need to speak with
that person about US swap eligibility rules governing US companies,
specifically, ECTRIC, and who evaluates ECTRIC's counterparties for
eligibility.  The specific issue has to do with Total as you will see from
the string of emails attached.  I look forward to hearing from you.  Thanks.

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 05/14/2001 06:22 PM -----

	Brant Reves/ENRON@enronXgate 05/08/2001 02:23 PM 	   To: Sara
Shackleton/HOU/ECT@ECT  cc: Paul Maley/LON/ECT@ECT  Subject: RE: Total
International Ltd.

Sara,

ECTRI is a UK registered company.  As a subsidiary of ENA, which is
registered under US law, can my trader sleave deals through ECTRI to get
around the eligibiilty issue.  We are working with Total to get a
confidentiality agreement signed but it is taking awhile and we will not be
receiving financial statements to evidence eligibility for another three
weeks.

thanks
brant

 -----Original Message-----
From:  Maley, Paul
Sent: Tuesday, May 08, 2001 10:56 AM
To: Reves, Brant
Subject: RE: Total International Ltd.

Brant
For SFA purposes as they are ulitmately owned by a quoted company on a
recognised stock exchange then this is sufficient to sign them off.   I don't
really know whether this makes them an elligible swap participant for the US
though.
Paul

From: Brant Reves/ENRON@enronXgate on 07/05/2001 09:59 CDT
To: Paul Maley/LON/ECT@ECT
cc:

Subject: RE: Total International Ltd.

I am not quite sure I understand.  Does SFA requirements mean you have a
guaranty, financial statements, or other material that establishes them as an
eligible


Message-ID: <31545139.1075845890430.JavaMail.evans@thyme>
Date: Thu, 15 Jun 2000 02:59:00 -0700 (PDT)
From: taylr@andrews-kurth.com
To: hcubill@enron.com, herman.manis@enron.com, kay.mann@enron.com,
	lisa.bills@enron.com, matthew.berry@enron.com,
	roseann.engeldorf@enron.com
Subject: Reservation Assignment Agreement
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: "ROB TAYLOR" <TAYLR@andrews-kurth.com>
X-To: <hcubill@enron.com>, <herman.manis@enron.com>, <kay.mann@enron.com>, <Lisa.Bills@enron.com>, <Matthew.Berry@enron.com>, <Roseann.Engeldorf@enron.com>
X-cc:
X-bcc:
X-Folder: \Kay_Mann_June2001_3\Notes Folders\Lm6000
X-Origin: MANN-K
X-FileName: kmann.nsf

Attached is a draft Assignment and Assumption Agreement for use in assigning
Option, Reservation and like Agreements to WestLB.

Please let me know if you have any comments or questions regarding the
attached.

Regards,

Rob Taylor
Andrews & Kurth L.L.P.
Chase Tower
600 Travis Street
Suite 4200
Houston, Texas  77002

Tel:  (713) 220-4436
Fax:  (713) 238-7273

robtaylor@andrews-kurth.com

This e-mail (and any attachment(s) hereto) is intended only for use by the
addressee(s) named herein and may contain legally privileged and/or
confidential information.  If you are not the intended recipient of this
e-mail, you are hereby notified that any dissemination, distribution or
copying of this e-mail (and any attachment(s) hereto) is strictly
prohibited.  If you have received this e-mail in error, please immediately
notify me at (713) 220-4436 and permanently delete the original and any copy
of such e-mail and destroy any printout of such e-mail.

 - Reservat.DOC


Message-ID: <9319905.1075842641467.JavaMail.evans@thyme>
Date: Mon, 24 Jul 2000 10:34:00 -0700 (PDT)
From: shonnie.daniel@enron.com
To: eva.neufeld@enron.com, robert.hill@enron.com, paul.miller@enron.com
Subject: Letter of Understanding Project 20/20
Cc: brian.bierbach@enron.com, mark.whitt@enron.com, michelle.cash@enron.com,
	barbara.gray@enron.com, gerald.nemec@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: brian.bierbach@enron.com, mark.whitt@enron.com, michelle.cash@enron.com,
	barbara.gray@enron.com, gerald.nemec@enron.com
X-From: Shonnie Daniel
X-To: Eva Neufeld, Robert Hill, Paul Miller
X-cc: Brian Bierbach, Mark Whitt, Michelle Cash, Barbara N Gray, Gerald Nemec
X-bcc:
X-Folder: \Gerald_Nemec_Dec2000_June2001_1\Notes Folders\Notes inbox
X-Origin: NEMEC-G
X-FileName: gnemec.nsf

Attached please find the proposed Letter of Understanding and the Attachment
2 Initial Organization Chart for your review and comment.

Shonnie L. Daniel
Assistant General Counsel
Enron North America Corp.
1400 Smith Street, Suite 3871
Houston, Texas  77002-7361
(713) 853-1463 phone
(713) 646-3490 fax
Shonnie.daniel@enron.com

This e-mail (and any attachment(s) hereto) is intended only for use by the
addressee(s) named herein and may contain legally privileged and/or
confidential information.  If you are not the intended recipient of this
e-mail, you are hereby notified that any dissemination, distribution or
copying of this e-mail (and any attachment(s) hereto) is strictly prohibited.

Shonnie Daniel
Eva Neufeld, Robert Hill, Paul Miller


Message-ID: <18451583.1075855887385.JavaMail.evans@thyme>
Date: Fri, 15 Sep 2000 16:39:00 -0700 (PDT)
From: office.chairman@enron.com
To: all.worldwide@enron.com
Subject: Anonymous Reporting Facilities
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: quoted-printable
X-From: Office of the Chairman
X-To: All Enron Worldwide
X-cc:
X-bcc:
X-Folder: \Sally_Beck_Dec2000\Notes Folders\Office of the chair
X-Origin: Beck-S
X-FileName: sbeck.nsf

=20
 This is to remind you that various anonymous reporting facilities are=20
available for you to report violations of Company policy and suspected=20
criminal conduct by any officer, employee, or agent of the Company relating=
=20
to the performance of his or her duties.  These reporting facilities are al=
so=20
available for your questions, messages, comments, and suggestions.

 Any policy violation or criminal conduct may be reported by letter, E-mail=
,=20
or voice mail, as set forth below, describing the suspected violation or=20
criminal conduct with as much detail as possible to allow the Company to=20
conduct an investigation of the reported matter.

1. Letters should be sent to the Confidential Post Office Box: =20

Enron Compliance Officer
Confidential - Conduct of Business Affairs=20
P. O. Box 1188=20
Houston, Texas  77251-1188

2. E-mails should be sent to the Office of the Chairman=01,s E-mail box: =
=20
Employees with Enron E-mail can access this box by sending an E-mail to the=
=20
Office of the Chairman.  Simply type =01&Office of the Chairman=018 in the =
address=20
box, type your message, and send.  Your message will be completely=20
anonymous.  If, however, you copy your message and E-mail it to someone els=
e,=20
the copy will not be anonymous. =20

3. Voice mail messages should be left with the Office of the Chairman=20
PhoneMail Box.  You can access the Office of the Chairman PhoneMail Box by=
=20
calling (713) 853-7294.  If you call from your extension or an outside line=
,=20
your message will be completely anonymous.  If, however, you access the=20
PhoneMail Box while you are in the PhoneMail system, your message will not =
be=20
anonymous.

 You may, but are not required to, identify yourself.  If you would like to=
=20
identify yourself, please submit your name and phone number with your lette=
r=20
or message.  All anonymously reported matters will be investigated and acte=
d=20
upon in the same manner as those that contain signatures.

 The Company takes great pride in ensuring that Enron is a great place to=
=20
work.  We encourage each employee to continue to conduct the business affai=
rs=20
of the Company in accordance with all applicable laws and in a moral and=20
honest manner.


Message-ID: <706083.1075862458934.JavaMail.evans@thyme>
Date: Fri, 19 Oct 2001 20:24:36 -0700 (PDT)
From: vkaminski@aol.com
To: vkamins@enron.com
Subject: Fwd: FW: spring electives preview
Mime-Version: 1.0
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Subject: FW: spring electives preview
Date: Mon, 15 Oct 2001 20:46:53 -0500
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From: "Kaminski, Vince J" <Vince.J.Kaminski@ENRON.com>
To: <vkaminski@aol.com>
X-OriginalArrivalTime: 16 Oct 2001 02:45:59.0579 (UTC) FILETIME=[AFF4E6B0:01C155EC]
X-Mailer: Unknown (No Version)

>  -----Original Message-----
> From:     Pamela Vande Krol Castro <castro@rice.edu>@ENRON
> Sent: Monday, October 15, 2001 3:28 PM
> To:   (Recipient list suppressed)@ENRON
> Subject:  spring electives preview
>
> Please review the enclosed electives preview tentative time schedule
> and
> let me know if your assigned slot will work for you.  The electives
> preview
> is scheduled for November 12th from 9:45 - approximately noon.
>
> If you cannot attend, please consider sending another person or
> providing
> us with a handout describing your course.
>
> Please respond letting us know one way or another.  Remember that this
> schedule is tentative and that things are likely to change.
>
> We will send out a finalized schedule as we near the preview.
>
> Thank you for your help!
>
> Pamela V. Castro
> MBA Program Associate
> Rice University
> 713-348-6223
>  - preview times.doc <<preview times.doc>>

**********************************************************************
This e-mail is the property of Enron Corp. and/or its relevant affiliate and may contain confidential and privileged material for the sole use of the intended recipient (s). Any review, use, distribution or disclosure by others is strictly prohibited. If you are not the intended recipient (or authorized to receive for the recipient), please contact the sender or reply to Enron Corp. at enron.messaging.administration@enron.com and delete all copies of the message. This e-mail (and any attachments hereto) are not intended to be an offer (or an acceptance) and do not create or evidence a binding and enforceable contract between Enron Corp. (or any of its affiliates) and the intended recipient or any other party, and may not be relied on by anyone as the basis of a contract by estoppel or otherwise. Thank you.
***************


Message-ID: <26702979.1075854159906.JavaMail.evans@thyme>
Date: Thu, 3 Feb 2000 22:36:00 -0800 (PST)
From: daren.farmer@enron.com
To: randall.gay@enron.com
Subject: FW: Missing Man Formation
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Daren J Farmer
X-To: Randall L Gay
X-cc:
X-bcc:
X-Folder: \Darren_Farmer_Dec2000\Notes Folders\Sent
X-Origin: Farmer-D
X-FileName: dfarmer.nsf

---------------------- Forwarded by Daren J Farmer/HOU/ECT on 02/04/2000
06:35 AM ---------------------------

"Glover, Rusty" <rglover@halff.com> on 02/03/2000 03:46:11 PM
To: "GREG (E-mail)" <glover@neto.com>, "CHERYL (E-mail)"
<ckhalla@swbell.net>, "ROCHELLE (E-mail)" <AggieEngineer@email.msn.com>,
"FENNY (E-mail)" <clay@ectisp.net>, "KAK (E-mail)"
<KEVIN_CAMERON@SEALAND.COM>, "stick (E-mail)" <travis_cash@dell.com>,
"CAMILLE (E-mail)" <kcdavis@pdq.net>, "KYLE (E-mail)" <KFKU@dynegy.com>,
Daren J Farmer/HOU/ECT@ECT, "BRAD DAVIS (E-mail)" <doodoc@hotmail.com>, "JON
CROSS (E-mail)" <joncross@rlkengineering.com>
cc:
Subject: FW: Missing Man Formation

-----Original Message-----
From: Abbott, Todd
Sent: Wednesday, February 02, 2000 5:00 PM
To: Glover, Rusty; Beard, Jaime; Woodson, Todd; Hauser, Tony; Canedy,
Frank; 'Hatch, Jessica'; 'Lynch, Jerilyn'; 'Rea, Michelle'; 'Van
Fleteren, Jennifer'
Subject: FW: Missing Man Formation

-----Original Message-----
From: Jennifer Martin [mailto:jnmartin97@hotmail.com]
Sent: Tuesday, February 01, 2000 7:16 PM
To: emartin@mail.esc4.com; Abbott, Todd; abraun97@hotmail.com;
chris@figdigital.com; joseph.j.piotrowski@ac.com
Subject: Fwd: Missing Man Formation

>From: "K.C. Allan" <kcallan@hotmail.com>
>To: Jbt@tca.net, joshbuis@swbell.net, Aggie97ljt@aol.com,
>dave_kent@hotmail.com, andrea.ivers@usa.net, bryan_reinke@notes.amdahl.com,

>celeste.y.flores@ac.com, ckoehn@dynamsys.com, cmh5695@medicine.tamu.edu,
>cmaltsberger@lanner.com, dholwerda@unitedtexas.com, dhartman@gdhm.com,
>dmc097@hotmail.com, jamierespondek@hotmail.com, aggie94@vvm.com,
>minchinton@aol.com, jnmartin97@hotmail.com, jprejean@law.harvard.edu,
>kirstenkloepfer@hotmail.com, kandyl03@aol.com, ldp2795@acs.tamu.edu,
>michael_ham@bigfoot.com, jlkloepfer@msn.com, peggy@msc.tamu.edu,
>RussNJan@aol.com, ryan.smith@enform.com, jascollin@msn.com,
>stevef@mail.utexas.edu, timothy.r.fox@us.pwcglobal.com,
>vca5222@acs.tamu.edu, whitney.s.fox@us.arthurandersen.com
>Subject: Missing Man Formation
>Date: Tue, 01 Feb 2000 10:47:31 CST
>
>
>

______________________________________________________
Get Your Private, Free Email at http://www.hotmail.com

 - att1.htm

Message-ID: <11EC9291C92CD31190E100902785504F038365@124-cdm-242.tca.net>
From: Chuck Ellison <chuck@ellisonlaw.com>
To: "Denise Werst (E-mail)" <dswerst@wcc.net>, "Bill Helwig (E-mail)"
<helwig@attorneyhelwig.com>, "Bill Martin (E-mail)" <wpm15@juno.com>,  "Bill
Mitchem (E-mail)" <bmitc2665@aol.com>, "Bob Appleton (E-mail)"
<bapplet@mailgw.dot.state.tx.us>, "Bob Shield (E-mail)"
<rcshield@phoenix.net>, "Clint Schroff (E-mail)" <schroff@tca.net>,  "David
Hickson (E-mail)" <dhickson@auctionmart.com>, "Don Jones (E-mail)"
<djones@tca.net>, "Jimmy Bond (E-mail)" <jbond@tca.net>,  "Jon Miller
(E-mail)" <jm@rmmtex.com>, "Kent Caperton (Business Fax)"
<IMCEAFAX-Kent+20Caperton+40+2B1+20+28512+29+20370-2850@ellisonlaw.com>,
"Kim Ellison (E-mail)" <kimberlye23@hotmail.com>, "Marty Roos (E-mail)"
<mir@obht.com>, "Mat Moten (E-mail)" <motenm@aol.com>,  "P.K. Imbrie
(E-mail)" <pkimbrie@ecn.purdue.edu>, "Paul Clarke (E-mail)"
<clarke@tca.net>, "Penny King (E-mail)" <pking@athletics.tamu.edu>,  "PJ
Ellison (E-mail)" <sonny@phoenix.net>,  "Porter & Lisa Garner (E-mail)"
<GARNER@afs.tamu.edu>,  "Reba Ragsdale (E-mail)" <ragsdale@cy-net.net>, "Ron
Spies (E-mail)"  <ronspies@tamu.edu>, "Steve Beachy (E-mail)"
<sbeachy@ci.college-station.tx.us>, "Steve Rodgers (E-mail)"
<rodgers@rmmtex.com>, "Ted Beck (E-mail)" <tb30749@navi


Message-ID: <6543583.1075862284989.JavaMail.evans@thyme>
Date: Tue, 27 Nov 2001 05:02:17 -0800 (PST)
From: rod.hayslett@enron.com
To: jim.piro@enron.com, jim.piro@enron.com
Subject: FW: Returned mail: see transcript for details
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Hayslett, Rod </O=ENRON/OU=NA/CN=RECIPIENTS/CN=RHAYSLE>
X-To: Piro, Jim </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Gwaddr/cn=HQ3.EM5.Jim Piro>, Piro, Jim </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Gwaddr/cn=HQ3.EM5.Jim Piro>
X-cc:
X-bcc:
X-Folder: \RHAYSLE (Non-Privileged)\Hayslett, Rod\Sent Items
X-Origin: Hayslett-R
X-FileName: RHAYSLE (Non-Privileged).pst

I am having trouble getting this to you.   So I am trying again.     Also do you have any inventory that could be sold that is not encumbered already.   Trying to think about what could be done to improve your cash in the short term.

-----Original Message-----
From: Hayslett, Rod
Sent: Monday, November 26, 2001 10:55 AM
To: Piro, Jim
Subject: FW: Returned mail: see transcript for details

Can you help us out here from what you know?     I do not believe you
can loan money to Enron.     Have you filed to be able to make the
special dividend?

-----Original Message-----
From: Goodrow, Alicia=20
Sent: Monday, November 19, 2001 2:27 PM
To: Adams, Gregory
Cc: Hayslett, Rod; Ginty, James; Maxey, Dave
Subject: RE: PGE Dividend

Greg:

I do not have any access to information regarding PGE retained earnings.

As we discussed this morning, distributions of cash in the form of
dividends will be subject to a tax of approximately 7%.  This tax can be
avoided completely if the distributions of cash take the form of
intercompany loans which are settled at the close of the sale of PGE.
Significant tax research and intercompany briefings took place on this
very topic in July and August of this year.  The procedures for
settlement of the loans are already baked into the PGE purchase and sale
agreement. It is my understanding that some loans of cash have already
been made under this procedure, but I am the wrong person to talk to
about PGE issues or that sort.  Rod Hayslett would have more
information.=20
=20
Jim Ginty is the appropriate tax department contact for PGE Purchase and
Sale Agreement issues.=20

Regards,=20

Alicia Goodrow

-----Original Message-----
From: Adams, Gregory=20
Sent: Monday, November 19, 2001 10:36 AM
To: Goodrow, Alicia
Subject: FW: PGE Dividend

Alicia,

Do we know / can we quantify the amount of undistributed/retained
earnings as of Sepetmber 30th, and what the tax impact would be of
distributing that amount.

Thanks again.

Greg Adams
713-853-3887

-----Original Message-----
From: Brown, Bill W.=20
Sent: Monday, November 19, 2001 10:25 AM
To: Adams, Gregory
Subject: Re: PGE Dividend

I had heard something similar.  We should probably get alicia to
quantify exactly how much the leakage would be {in dollars} and how the
mechanics would work.  Please tell alicia that we understand that this
would be a whalley, mcmahon, causey decision.  We are only trying to
identify options and quantify breakage and leakage.

Thanks very much for the update keep me posted.
William W. Brown

**********************************************************************
This e-mail is the property of Enron Corp. and/or its relevant affiliate an=
d may contain confidential and privileged material for the sole use of the =
intended recipient (s). Any review, use, distribution or disclosure by othe=
rs is strictly prohibited. If you are not the intended recipient (or author=
ized to receive for the recipient), please contact the sender or reply to E=
nron Corp. at enron.messaging.administration@enron.com and delete all copie=
s of the message. This e-mail (and any attachments hereto) are not intended=
 to be an offer (or an acceptance) and do not create or evidence a binding =
and enforceable contract between Enron Corp. (or any of its affiliates) and=
 the intended recipient o


Message-ID: <16315616.1075846082983.JavaMail.evans@thyme>
Date: Tue, 2 Jan 2001 08:36:00 -0800 (PST)
From: kay.mann@enron.com
To: kathleen.carnahan@enron.com
Subject: RE: Invoice Language
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: quoted-printable
X-From: Kay Mann
X-To: Kathleen Carnahan
X-cc:
X-bcc:
X-Folder: \Kay_Mann_June2001_4\Notes Folders\'sent mail
X-Origin: MANN-K
X-FileName: kmann.nsf

KC,

Do you know if the books are done, or are the papers in a stack? I don't wa=
nt=20
to make extra work.

Thanks,

Kay

  =20
=09
=09
=09From:  Kathleen Carnahan                           01/02/2001 03:28 PM
=09

To: Kay Mann/Corp/Enron@Enron
cc: =20

Subject: RE: Invoice Language =20

Kay,

Lillian Bailey has the Corporate Books for CA Energy Development I, LLC and=
=20
CA Engery Development II, LLC.  Would you like for me to forward these book=
s=20
to Carolyn Campbell at King & Spalding?

As for the FEIN's for CA Energy I & II, according to Matt Gockerman, we hav=
e=20
not applied for numbers for these entities.  Since ENA will not own these=
=20
entities for any length of time, he suggested that when George Kutzschbach=
=20
submits his forms for the Texas Sales and Use Tax Permits, he put "Applied=
=20
For" in the box for the FEIN Number.  Subsequently, when ENA sells it's=20
membership interest in the LLC's, the new member(s) can submit IRS Form SS-=
4=20
in order to obtain a FEIN Number.

If George Kutzschbach does apply for the Texas Sales and Use Tax Permits=20
prior to us selling our interest in the LLC's, he will need certain=20
information such as (business address, names of managing officers and=20
directors...) as well as the LLC's being qualified to do business in Texas.

Please advise.

Kathleen

Kay Mann
01/02/2001 02:20 PM
To: Kathleen Carnahan/NA/Enron@Enron
cc: =20

Subject: RE: Invoice Language

What would we have on the LLC's?

Thanks,

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 01/02/2001 02:19=
=20
PM ---------------------------

"Campbell, Carolyn" <CCampbell@KSLAW.com> on 01/02/2001 01:53:59 PM
To: "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>
cc: "Keffer, John" <JKeffer@KSLAW.com>=20

Subject: RE: Invoice Language

Kay:

I have copies of the Articles of Organization, the LLC Agreement, and a
member's consent electing officers for each of the entities (and provided
these to George by fax on 12/7).  George advised last week that SEL wanted
the originals of the "minute books" for the two entities.   Therefore ENA
should prepare to have the original organizational documents ("minute
books") ready for delivery to SEL at closing.  I am unaware of any efforts
to obtain federal EIN's for these entities.  Thanks.

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com> =20
=01;

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Tuesday, January 02, 2001 1:26 PM
To: Matthew.F.Gockerman@enron.com
Cc: Ben.Jacoby@enron.com; Fred.Mitro@enron.com; Campbell, Carolyn;
Keffer, John; Kathleen.Carnahan@enron.com
Subject: RE: Invoice Language

Matt,

Do CA Energy Development I and II have federal EIN's?

Thanks,

Kay

PS to all, my answers to other questions:

Carolyn has corp documents
Not registered to do business in Texas

---------------------- Forwarded by Kay Mann/Corp/Enron on 01/02/2001 01:22
PM ---------------------------

"Noonan, Shawn" <SNoonan@INTERGEN.com> on 01/02/2001 01:11:17 PM

To:   "'George Kutzschbach'" <gkutzschbach@fulbright.com>,
      CCampbell@KSLAW.com
cc:   Kay.Mann@enron.com, "Pedigo, Doug" <DPedigo@INTERGEN.com>, "Jones,
      John" <JJones@INTERGEN.com>, "John. Laborde (E-mail)"
      <john.laborde@us.pwcglobal.com>

Subject:  RE: Invoice Language

All,

I need to apply for a Texas sales and use tax permit for CAED I and II very
soon.  Who has the current corporate data on these LLC entities (such as
business a


Message-ID: <9739029.1075859677674.JavaMail.evans@thyme>
Date: Wed, 22 Nov 2000 16:02:00 -0800 (PST)
From: wade.cline@enron.com
To: rob.walls@enron.com, bruce.lundstrom@enron.com
Subject: Rob/Mark/Bruce: DPC issues
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Wade Cline
X-To: Rob Walls, Mark E Haedicke@ECT, Bruce Lundstrom
X-cc:
X-bcc:
X-Folder: \Mark_Haedicke_Dec2000_1\Notes Folders\Notes inbox
X-Origin: Haedicke-M
X-FileName: mhaedic.nsf

Rob/Mark/Bruce -- I'm not copying you directly on these messages below as I
don't want others to think they have not been doing their job and I am
calling them on the carpet. I think the legal team has been doing exactly
what has been expected from them, but maybe some of our newer business people
haven't understood the need for India legal to communicate freely and often
directly to Houston legal. I'll take care of that.  But after my recent visit
to Houston, and discussions there with you and others, I just want
information to flow freely and often between India and Houston. So I'm trying
to make sure that happens by encouraging info flow below. If you ever feel
you need more, please let me know.

I'll also let you 3 decide how you want info to flow from the India legal
team up to Houston. You may wish to have them deal directly with just one of
you or all 3. Your call, and you can communicate this to the India legal team
as to how you want communication to occur.

Wade

---------------------- Forwarded by Wade Cline/ENRON_DEVELOPMENT on
11/22/2000 11:54 PM ---------------------------

	enron india

	From:  Wade Cline                           11/22/2000 11:54 PM

To: Paul Kraske/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Neil McGregor/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Sandeep
Katwala/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT

Subject: Re: Re(2): 9FA Issues

Paul -- I'm all in favor of going after GE, but part of that is probably
emotions. But we will also never meet a tougher litigation opponent, so we
better be prepared and have thought through all the ramifications. I'm sure
you are doing this, but make sure you keep Rob, Mark and Bruce in the loop,
and any other people they might want you to keep involved.

In that regard, after several meetings in Houston on general DPC matters,
please ensure that you keep Rob, Mark and Bruce up to speed on all DPC legal
matters. We need to make sure the information flow is transparent and
seamless not only up the business side but also the legal side. This will
only become more important as we go into our 2001 challenges.

Thanks,
Wade

Neil McGregor
11/22/2000 01:43 PM
To: Wade Cline/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, James A
Hughes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: James L Bouillion@ECT

Subject: Re: Re(2): 9FA Issues

For your info we have contacted Medway a plant in the UK which has had
similar compressor blade failures on the 9FA's. This problem seems to be a
"type fault" and along that line we have sounded out the Insurers and Medway
whether they would be interested in taking a joint action against GE on the
basis that the GT's GE has supplied are not fit for purpose. The response was
a resounding yes, with the insurers wanting to set up a meeting between the
affected parties. This was done on a confidential basis and I have not pulled
the trigger on setting this up. (Jim Boullion, the insurance contact was
David Way). Our legal advice is that it would be very difficult to take this
kind of action given the extent of the no consequentials language in the
contract, under NY law. However this point may be a reasonable Hammer over GE
if they cut up rough and give us a bad deal. I think a joint action in the
market could severely affect GE's sales position of the 9FA product range,
whether we have a strong case or not. Gordon Grimes and the litigation team
are tasked with trying to find us an angle on which to sue.

Further points to ta


Message-ID: <28300734.1075842753447.JavaMail.evans@thyme>
Date: Fri, 12 Jan 2001 07:27:00 -0800 (PST)
From: dlocascio@bracepatt.com
To: kcglc@alltel.net, apalizzi@yahoo.com
Subject: Form of O&M Agreement
Cc: dwight.beach@enron.com, gerald.nemec@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: dwight.beach@enron.com, gerald.nemec@enron.com
X-From: "David Locascio" <dlocascio@bracepatt.com>
X-To: <kcglc@alltel.net>, <apalizzi@yahoo.com>
X-cc: <dwight.beach@enron.com>, <gerald.nemec@enron.com>
X-bcc:
X-Folder: \Gerald_Nemec_Dec2000_June2001_2\Notes Folders\All documents
X-Origin: NEMEC-G
X-FileName: gnemec.nsf

is attached. I appreciate everyone's patience in waiting for it, but as you
will see alot needed to be changed based upon the parties' discussions.  The
revised agreement contemplates attaching as Schedule 5 coal testing and Btu
adjustment provisions which I would prepare based upon whatever Enron
engineers come up with on these issues.

Please note that I have incorporated the insurance provisions that were just
e-mailed to me, but they require some cleaning up.

Please also note that contrary to what we were saying yesterday, the
respective owner's would not be able to execute the O&M agreements on Monday
because Enron would not control those entities then.  Only when the closing
occurs and Enron takes control of the 2 owners would they have the authority
to sign on behalf of those entities.

In any event, as I mentioned yesterday, my home number is (713) 780-9122. If
you cannot reach me at work, please try me there.  Best regards.

David W. Locascio
Bracewell & Patterson, L.L.P.
711 Louisiana, Suite 2900
Houston, Texas  77002-2781
phone: 713.221.1396
fax:      713.221.2134
email: dlocascio@bracepatt.com

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.

 - OPERATION AND MAINTENENCE AGREEMENT.doc


Message-ID: <10600381.1075843349706.JavaMail.evans@thyme>
Date: Tue, 6 Feb 2001 01:46:00 -0800 (PST)
From: sarlowe@tr.com
To: cwall@tr.com
Subject: TR's State NewsWire 2/6/01 8 A.M. Edition
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Steve Arlowe <sarlowe@tr.com>
X-To: cwall <cwall@tr.com>
X-cc:
X-bcc:
X-Folder: \Jeff_Dasovich_June2001\Notes Folders\All documents
X-Origin: DASOVICH-J
X-FileName: jdasovic.nsf

Telecommunications Reports presents . . . . . TR's State NewsWire
February 6, 2001 8 A.M. Edition

STATES
ARIZONA -- Bill would end antitrust exemption for competitive services
CONN. -- DPUC nixes service reclassification, OKs rest of Verizon `alt
reg' plan
TEXAS -- Counties would gain authority over wireless telecom facilities
under bill
TENNESSEE -- Bill would limit utilities' charges for pole attachments
NORTH DAKOTA -- Legislators fight extension of Internet tax moratorium
OREGON -- House OKs digital signature bill
MICHIGAN -- Local calling areas to become larger for Ameritech, Verizon
customers
KENTUCKY -- PSC plans meeting to discuss `N11' pricing issues
ILLINOIS -- Rep. Franks takes aim at telemarketers
MISSISSIPPI -- Internet child protection bills advance
ARIZONA -- Bill would change excise tax that funds emergency telecom
services

COMPETITIVE LOCAL ENTRY
ARIZONA
Bill would end antitrust exemption for competitive services

The Arizona Legislature is considering a bill that would remove any
competitive telecom service from an exemption of the Uniform State
Antitrust Act.  Current law exempts any conduct or activity of a public
service corporation holding a certification of public convenience and
necessity from the Act.

The staff of the Democratic Caucus explained to TR that HB 2447 would
apply only to competitive services, not to the companies as a whole.
For example, the bill would affect services like Caller ID, call
waiting, and three-way calling.

The staff added that a similar bill that passed last year that removed
competitive electricity generation service from the antitrust exemption.

HB 2447, which was introduced by Rep. Bill Brotherton (D., District 20),
awaits consideration by the House Energy, Utilities, and Technology
Committee, the House Commerce and Economic Development Committee, and
the House Rules Committee.

ALTERNATIVE REGULATION
CONNECTICUT
DPUC nixes service reclassification, OKs rest of Verizon `alt reg' plan

The Department of Public Utility Control has approved Verizon New York,
Inc.'s revised proposed alternative regulation plan on the condition
that the company remove certain service reclassification provisions.

Connecticut law requires an incumbent local exchange carrier's (ILEC's)
services to be classified as competitive, noncompetitive, or
emerging-competitive.  Verizon had proposed that all new services and
new service packages offered during the plan would be "proposed as
competitive, subject to the department's acceptance."  Verizon also
suggested designating its toll service offerings as competitive because
the department already has classified such services as competitive for
the Southern New England Telephone Co. (SNET), the state's other ILEC.

The DPUC said the statute requires specific notice and hearing
procedures before it can change the classification of an ILEC's
service.  The department decided it couldn't roll the statutory
reclassification procedure into its tariff procedures.

Turning to the reclassification of toll services, the department said
that "although Verizon's presence in Connecticut is dwarfed by SNET's
presence," Verizon is the incumbent telco in its two territories and
"arguably maintains the same presence as SNET when compared to
competitive local exchange companies."  The DPUC concluded that Verizon
can't use its revised "alt reg" plan to "circumvent" the statutory
reclassification requirements.  It also concluded that Verizon hadn't
provided any evidence detailing the status and level o

1217 to
restrict the amount utilities could request


Message-ID: <29107047.1075855469212.JavaMail.evans@thyme>
Date: Thu, 27 Dec 2001 15:37:36 -0800 (PST)
From: no.address@enron.com
Subject: Please Read: Resolution Center to Disconnect Toll Free number
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: 7bit
X-From: Enron General Announcements@ENRON
X-To: Announcement Group@ENRON <??SAnnouncement Group@ENRON>
X-cc:
X-bcc:
X-Folder: \Vladi_Pimenov_Jan2002_1\Pimenov, Vladi\Deleted Items
X-Origin: Pimenov-V
X-FileName: vpimenov (Non-Privileged).pst

The Resolution Center will be decommissioning one of its 888 numbers (888-877-7757) as of January 7, 2002.
You can continue to contact the Resolution Center, Toll Free, by using the following steps:
To contact the ENW IT Resolution Center:
? Call 1-800-973-6766 (1-800-97-ENRON)
? Select 1 to transfer to an extension within the Enron Building
? Select 31411 and you will be transferred to the helpdesk.
The following options are also available through the toll-free number:
0: Connect to voice directory
1: Transfer to an extension in the Enron building
2: Access voicemail in the Enron building
3: Transfer to 3 Allen Center
4: Transfer to Omaha
5: Transfer modem or fax with 646 prefix
6: Speak to an Enron operator
7: Transfer to a fax machine in the message center
8: Transfer to Aviation
9: Leave a confidential message for Enron Chairman
Please contact the Resolution Center at 3-1411 for assistance

ETS customers should continue to contact the ETS Solution Center-Houston at 713-345-4745 or 888-465-4745, and the ETS Solution Center-Omaha at 402-398-7454.

Enron General Announcements@ENRON
Announcement Group@ENRON


Message-ID: <234076.1075845840465.JavaMail.evans@thyme>
Date: Wed, 25 Apr 2001 05:42:00 -0700 (PDT)
From: johnstaikos@paulhastings.com
To: kay.mann@enron.com, ccampbell@kslaw.com
Subject: GE Guarantee
Cc: gregorylang@paulhastings.com, johnstaikos@paulhastings.com,
	nicholas.vandusen@freshfields.com, lisa.obrien@freshfields.com,
	isabel.parker@freshfields.com
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: 7bit
Bcc: gregorylang@paulhastings.com, johnstaikos@paulhastings.com,
	nicholas.vandusen@freshfields.com, lisa.obrien@freshfields.com,
	isabel.parker@freshfields.com
X-From: "Staikos, John P." <johnstaikos@paulhastings.com>
X-To: "'kay.mann@enron.com'" <kay.mann@enron.com>, "'Campbell, Carolyn'" <CCampbell@KSLAW.com>
X-cc: "Lang, Gregory F." <gregorylang@paulhastings.com>, "Staikos, John P." <johnstaikos@paulhastings.com>, "'VAN DUSEN, Nicholas'" <nicholas.vandusen@freshfields.com>, "'O'BRIEN, Lisa'" <lisa.obrien@freshfields.com>, "'PARKER, Isabel'" <isabel.parker@freshfields.com>
X-bcc:
X-Folder: \Kay_Mann_June2001_2\Notes Folders\Discussion threads
X-Origin: MANN-K
X-FileName: kmann.nsf

"paulhastings.com" made the following annotations on 04/25/01 12:42:55
------------------------------------------------------------------------------
NEW E-MAIL ADDRESSES AT PAUL, HASTINGS, JANOFSKY & WALKER LLP

We have changed our e-mail address.  Our new domain name is
paulhastings.com.  In most cases, our address is composed of
conventional first name and last name plus @paulhastings.com.  Here are
two examples: janesmith@paulhastings.com and danjones@paulhastings.com.
If you have any questions, please contact us at noc@paulhastings.com.

==============================================================================
"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 all computers."

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

Attached please find the GE Guarantee in  Word format.? Also, we have
attached a pdf black-line of the Guarantee vs  the form of guarantee in the
Turbine Contract.
?
Do not hesitate to call us with any  questions.
?
Best regards.
?
______________________
John  Staikos
Direct Dial:?  203.961.7523
Direct Fax:?  203.674.7723
E-mail:?  johnstaikos@paulhastings.com
?
 - 47K202!.DOC
 - GE Guarantee black-line against form of guarantee - distrbuted 4-25-01.pdf


Message-ID: <21220000.1075863204928.JavaMail.evans@thyme>
Date: Mon, 19 Nov 2001 09:15:38 -0800 (PST)
From: alice.wright@enron.com
To: harlan.murphy@enron.com, chip.schneider@enron.com, sara.shackleton@enron.com
Subject: RE: BNP Netting Agreement
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Wright, Alice </O=ENRON/OU=NA/CN=RECIPIENTS/CN=AWRIGHT3>
X-To: Murphy, Harlan </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Hmurphy2>, Schneider, Chip </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Cschneid>, Shackleton, Sara </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Sshackl>
X-cc:
X-bcc:
X-Folder: \SSHACKL (Non-Privileged)\Shackleton, Sara\Inbox
X-Origin: Shackleton-S
X-FileName: SSHACKL (Non-Privileged).pst

EB 3824 is reserved from 2:00 p.m. to 3:00 p.m. Central

Alice Wright
Enron Wholesale Services - Legal
1400 Smith St., EB3809A
Houston, Texas 77002
Tel:  713-853-5438
Fax: 713-646-3491
alice.wright@enron.com

 -----Original Message-----
From: 	Murphy, Harlan
Sent:	Monday, November 19, 2001 10:21 AM
To:	Schneider, Chip; Shackleton, Sara
Cc:	Wright, Alice
Subject:	FW: BNP Netting Agreement

I'll get a conference room.

Harlan E. Murphy
Enron Wholesale Services - Legal
1400 Smith Street, EB 3811
Houston, Texas 77002
Tel: 713.345.2679
Fax: 713.646.3490
E-mail: Harlan.Murphy@Enron.com

 -----Original Message-----
From: 	"Lech Kalembka" <Lech.Kalembka@cwt.com>@ENRON
Sent:	Monday, November 19, 2001 10:19 AM
To:	drosen@cgsh.com
Cc:	Murphy, Harlan
Subject:	BNP Netting Agreement

We are available for a call at 3 PM EST.      Please let us know if this
works for you and your client.  Thanks.

Lech Kalembka
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, NY  10038
Tel.: (212) 504-6918
Fax: (212) 504-6666
E-mail: lech.kalembka@cwt.com

==============================================================================
NOTE:  The information in this email is confidential and may be legally privileged.  If you are not the intended recipient, you must not read, use or disseminate the information.  Although this email and any attachments are believed to be free of any virus or other defect
that might affect any computer system into which it is received and opened, it is the responsibility of the recipient to ensure that it is virus free and no responsibility is accepted by Cadwalader, Wickersham
& Taft for any loss or damage arising in any way from its use.

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


Message-ID: <17770049.1075845822101.JavaMail.evans@thyme>
Date: Tue, 13 Mar 2001 04:03:00 -0800 (PST)
From: jklauber@llgm.com
To: kay.mann@enron.com
Subject: Re: Fuel Cells
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: "JOHN G KLAUBERG" <JKLAUBER@LLGM.COM>
X-To: Kay.Mann@enron.com
X-cc:
X-bcc:
X-Folder: \Kay_Mann_June2001_2\Notes Folders\Discussion threads
X-Origin: MANN-K
X-FileName: kmann.nsf

Kay:  We will do a fatal flaw review and follow up.  I am following up with
the lawyer in our CT office who I had talked to initially.  I hope that all
is well.  It sure sounds like you all are just buried.  Speak to you soon.
John
>>> <Kay.Mann@enron.com> 03/13/01 09:23AM >>>
Hi John,

I still need a Connecticut lawyer to look at this.  Do you have someone
available?  I need input by Monday, March 19. Nothing comprehensive, just a
fatal flaw analysis under Connecticut law.

Thanks,

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 03/13/2001 08:21
AM ---------------------------

Kay Mann
12/11/2000 06:57 AM

To:   jklauber@llgm.com
cc:   Heather Kroll/HOU/ECT@ECT

Subject:

Hi John,

I'm attaching the current draft of the contract under which we will be able
to buy the Fuel Cell equipment for use on projects in Connecticut.  The
contract will likely be a Connecticut law contract.  Could you have someone
give it a fatal flaw check, or should I use Connecticut counsel?

One issue which is nagging me is their request for a security interest in
the equipment, as I think this might complicate financing.  I assume that
an equipment supplier has certain lien rights under Connecticut law anyway.
Can you have this verified?  I only want the simplest of explanations.

Thanks,

Kay

---------------------- Forwarded by Kay Mann/Corp/Enron on 12/11/2000 06:52
AM ---------------------------

"Scheib, Jacqueline Pennino" <jscheib@rc.com> on 11/17/2000 10:26:09 PM

To:   "'kay.mann@enron.com'" <kay.mann@enron.com>, "Jerry Leitman (E-mail)"
<jleitman@fce.com>, "Ross M. Levine (E-mail)" <rlevine@fce.com>
cc:   "Sellay, William" <WSELLAY@RC.com>

Subject:

<<jgtk01!.DOC>>  <<RED FUELCELL AGR.DOC>>
--------------------------------------------------
Jacqueline Pennino Scheib, Esq.
Robinson & Cole LLP
280 Trumbull Street
Hartford, CT  06103
(p) 860-275-8285
(f) 860-275-8299
jscheib@rc.com

(See attached file: jgtk01!.DOC)
(See attached file: RED FUELCELL AGR.DOC)

"This e-mail, including attachments, contains information that is
confidential and it may be protected by the attorney/client or other
privileges.  This e-mail, including attachments, constitutes non-public
information intended to be conveyed only to the designated recipient(s).  If
you are not an intended recipient, please delete this e-mail, including
attachments and notify me by return mail, e-mail or by phone at 212
424-8125.  The unauthorized use, dissemination, distribution or reproduction
of the e-mail, including attachments, is prohibited and may be unlawful.

John Klauberg
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
212 424-8125
jklauber@llgm.com


Message-ID: <32459444.1075853129452.JavaMail.evans@thyme>
Date: Mon, 21 May 2001 19:39:00 -0700 (PDT)
From: michelle.cash@enron.com
To: felecia.acevedo@enron.com
Subject: Re: Employment Contracts
Cc: twanda.sweet@enron.com, diane.goode@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: twanda.sweet@enron.com, diane.goode@enron.com
X-From: Michelle Cash
X-To: Felecia Acevedo <Felecia Acevedo/ENRON@enronXgate@ENRON>
X-cc: Twanda Sweet <Twanda Sweet/HOU/ECT@ECT>, Diane Goode <Diane Goode/NA/Enron@Enron>
X-bcc:
X-Folder: \MCASH (Non-Privileged)\Cash, Michelle\Sent Items
X-Origin: Cash-M
X-FileName: MCASH (Non-Privileged).pst

Hi, Felicia.

As I told Cindy, there is no easy way for me to determine which contracts I have done in the past are for corporate versus other business units.  I simply don't organize my documents that way.  Instead, I do a numeric list of documents, and the documents are identified by employee name, as opposed to business unit.  As of now, I have over 4500 documents on that list.  So, I can't easily pull out corporate agreements.

I can say that most of the corporate agreements I have done have been for RAC or Finance, so Sheila Walton probably has kept track of them somehow.  The others most likely were at VP or above level, so I think they have been captured by corporate comp.

I hope that gives you information, even if it doesn't provide exactly what you are looking for.

Let me know if you have questions.

Michelle

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

Michelle Cash
Enron North America Corp.
1400 Smith Street, EB 3823
Houston, Texas  77002
(713) 853-6401
michelle.cash@enron.com

This message may contain confidential information that is protected by the attorney-client and/or work product privileges.

	Felecia Acevedo/ENRON@enronXgate 05/21/2001 04:09 PM 	   To: Sharon Butcher/ENRON@enronXgate, Kriste Sullivan/ENRON@enronXgate, Michelle Cash/HOU/ECT@ECT  cc: Andrea Yowman/Corp/Enron@ENRON, Cindy R Ward/ENRON@enronXgate  Subject: Employment Contracts

In my new roll in Compensation, I am trying to get comfortable that we have all the Employment Agreements up-to-date in the Corporate Compensation Database so that we can ensure that payments are made in a timely matter and contracts are looked at for renewal in the same timely manner.  What would help us tremendously is if we could get copies of all the contracts you produce for Corporate employees both VP and above and below VP so we can make sure they are entered into the Compensation Database.  Mary Joyce's group enters the VPs and above but Cindy Ward and I are responsible for making their payments under the contracts.  Because of this, I want to make sure we have copies and do not miss anyone.   As always, your help is very much appreciated!

Thanks!

Felecia
ext. 39815

4500 documents on that list.
1400 Smith Street,


Message-ID: <24130543.1075843117194.JavaMail.evans@thyme>
Date: Tue, 3 Oct 2000 07:28:00 -0700 (PDT)
From: steven@iepa.com
To: nam.nguyen@powersrc.com, william_carlson@wastemanagement.com,
	billw@calpine.com, rescalante@riobravo-gm.com,
	cabaker@duke-energy.com, cody.carter@williams.com,
	curt.hatton@gen.pge.com, dean_gosselin@fpl.com, sdl@calwind.com,
	dnelsen@gwfpower.com, emaddox@seawestwindpower.com,
	ed.tomeo@uaecorp.com, fmisseldine@caithnessenergy.com,
	rboyd@enron.com, jackp@calpine.com, jdasovic@enron.com,
	joe.greco@uaecorp.com, joer@calpine.com, jweisgall@aol.com,
	khoffman@caithnessenergy.com, marty_mcfadden@ogden-energy.com,
	bfpjv@c-zone.net, paula_soos@ogden-energy.com, pete@calwind.com,
	freesrj@apci.com, rpelote@energy.twc.com, siliff@riobravo-gm.com,
	steve_ponder@fpl.com, tcortopassi@ogden-energy.com,
	hellertj@apci.com, twetzel@thermoecotek.com,
	wscobee@caithnessenergy.com, wfhall2@duke-energy.com
Subject: Fw: Draft IEP FERC Filing on Amendment No. 31.
Cc: smutny@iepa.com, kaplan@iepa.com, abb@eslawfirm.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: smutny@iepa.com, kaplan@iepa.com, abb@eslawfirm.com
X-From: "Steven Kelly" <steven@iepa.com>
X-To: "Nam Nguyen" <nam.nguyen@powersrc.com>, "Bill Carlson" <william_carlson@wastemanagement.com>, "Bill Woods" <billw@calpine.com>, "Bob Escalante" <rescalante@riobravo-gm.com>, "Carolyn Baker" <cabaker@duke-energy.com>, "Cody Carter" <cody.carter@williams.com>, "Curt Hatton" <curt.hatton@gen.pge.com>, "Dean Gosselin" <dean_gosselin@fpl.com>, "Doug Levitt" <SDL@calwind.com>, "Duane Nelsen" <dnelsen@gwfpower.com>, "Ed Maddox" <emaddox@seawestwindpower.com>, "Ed Tomeo" <ed.tomeo@uaecorp.com>, "Frank Misseldine" <fmisseldine@caithnessenergy.com>, "Hap Boyd" <rboyd@enron.com>, "Jack Pigott" <jackp@calpine.com>, "Jeff Dasovich" <jdasovic@enron.com>, "Joe Greco" <joe.greco@uaecorp.com>, "Joe Ronan" <joer@calpine.com>, "Jonathan Weisgall" <jweisgall@aol.com>, "Ken Hoffman" <khoffman@caithnessenergy.com>, "Marty McFadden" <marty_mcfadden@ogden-energy.com>, "Milton Schultz" <bfpjv@c-zone.net>, "Paula Soos" <paula_soos@ogden-energy.com>, "Pete Levitt" <Pete@calwind.com>, "Robert Frees" <freesrj@apci.com>, "Roger Pelote" <rpelote@energy.twc.com>, "Steve Iliff" <siliff@riobravo-gm.com>, "Steve Ponder" <steve_ponder@fpl.com>, "Ted Cortopassi" <TCortopassi@ogden-energy.com>, "Tom Heller" <hellertj@apci.com>, "Tony Wetzel" <twetzel@thermoecotek.com>, "Ward Scobee" <wscobee@caithnessenergy.com>, "William Hall" <wfhall2@duke-energy.com>
X-cc: "Jan Smutny-Jones" <smutny@iepa.com>, "Katie Kaplan" <kaplan@iepa.com>, "Andy Brown" <abb@eslawfirm.com>
X-bcc:
X-Folder: \Jeff_Dasovich_Dec2000\Notes Folders\Notes inbox
X-Origin: DASOVICH-J
X-FileName: jdasovic.nsf

In case you did not receive this previously, attached is IEP's draft FERC
Filing on Amendment No. 31.  This filing is due Thursday.  Please provide
any comments by COB on Wednesday.  Thanks.

----- Original Message -----
From: Steven Kelly <steven@iepa.com>
To: Eric Janssen <EricJ@eslawfirm.com>
Sent: Monday, October 02, 2000 5:25 PM
Subject: Fw: Draft IEP FERC Filing on Amendment No. 31.

> Please forward to me the filed document.  Thanks.
> ----- Original Message -----
> From: Andy Brown <ABB@eslawfirm.com>
> To: <bfpjv@c-zone.net>; Brown, Andy <ABB@eslawfirm.com>;
> <cabaker@duke-energy.com>; <cody.carter@williams.com>;
<craigc@calpine.com>;
> <dean_gosselin@fpl.com>; <dnelsen@gwfpower.com>; <ed.tomeo@uaecorp.com>;
> Ellison, Chris <CTE@eslawfirm.com>; <frank_misseldine@opsi.oxbow.com>;
> <freesrj@apci.com>; Harris, Jeffery <JDH@eslawfirm.com>;
> <hawkins@2000energy.com>; <hellertj@apci.com>; IEP (E-mail)
<iep@iepa.com>;
> <jackp@calpine.com>; Jan Smutny-Jones (E-mail) <smutny@iepa.com>; Janssen,
> Eric <EricJ@eslawfirm.com>; <joe.greco@uaecorp.com>; <joer@calpine.com>;
> <jweisgall@aol.com>; <kaplan@iepa.com>; Kerner, Douglas
<DKK@eslawfirm.com>;
> <khoffman@c

31 regarding price caps and their forward


Message-ID: <8731193.1075859661288.JavaMail.evans@thyme>
Date: Thu, 9 Nov 2000 10:09:00 -0800 (PST)
From: enron.announcements@enron.com
To: all_ena_egm_eim@enron.com
Subject: Ameriflash Newsletter
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: quoted-printable
X-From: Enron Announcements
X-To: All_ENA_EGM_EIM
X-cc:
X-bcc:
X-Folder: \Mark_Haedicke_Dec2000_1\Notes Folders\All documents
X-Origin: Haedicke-M
X-FileName: mhaedic.nsf

BUSINESS HIGHLIGHTS

TRANSACTION DEVELOPMENT
Transaction Development, headed by Rodney Malcolm, works with Pulp & Paper,=
=20
Lumber and Steel to structure and execute some of the more complex deals. =
=20
Members of the Transaction Development team have a strong track record of=
=20
closing structured transactions involving both capital and commodity risks.=
 =20
Sample deals would include working on the acquisition of Garden State Paper=
=20
earlier this year, and structuring and pitching the first all requirements,=
=20
index based, physical steel supply contract to one of the largest players i=
n=20
the steel servicing segment of the steel industry.

The ability to buy and sell physical product will be critical to creating a=
=20
commodity product in these businesses.  Getting access to the physical=20
product will require creating compelling financing structures, as well as=
=20
potentially buying assets to get control of their production capability.  I=
n=20
all these situations, the Transaction Development team will be a key player=
=20
in driving these opportunities to closure.

PEP - REVIEWER FEEDBACK DEADLINE
The Year End 2000 Performance Review Process closes November 17. To access=
=20
PEP, go to http://pep.corp.enron.com.  To avoid system delays, please log-o=
n=20
before the deadline.

If you have any problems accessing the system or have any questions regardi=
ng=20
the Performance Management Process, please call the HR Helpdesk at x3.4040=
=20
option 4 or email pep.enquiries@enron.com.
=20

OPEN ENROLLMENT 2001
The final date for making your 2001 benefit elections or changes is Novembe=
r=20
15, 8:00 am CST to 5:00 pm CST.  Remember, that your current 2000 health=20
benefit elections will rollover for 2001 if you do not make any changes.

Log-on to www.enron.benefitsnow.com or call 1-800-425-5864.

WELCOME

New Hires ENA/EIM/EGM
ENA =01) Tamara Carter/Gas Logistics, Albert Escamilla/Global Counterparty,=
=20
Michael Girraratano/Gas Assets Operations, Cassandra Mayeux/Reporting,=20
Planning Accounting, Christina Perez/Power Plant Acct., Eve Puckett/Info &=
=20
Records Management, Tracey Wood/Gas Logistics

EGM =01) David Hoog/GRM Risk Products, Judy/Currency Trading

SAVE THE DATE

ENA/EIM/EGM-HOLIDAY PARTY
Enron Field
Saturday, December 9
7:00 pm - Midnight

NUGGETS & NOTES

"Bigger, faster" - Dave Delainey/CEO-ENA

"Four bid at five. What do you want to do?" John Arnold, Vice=20
President-Financial/Nymex Trading

"We trade weather."  Gary Taylor, Manager - Weather Risk Management Group
"You trade WHAT?!" anyone Gary speaks with.

LEGAL STUFF

The information contained in this newsletter is confidential and proprietar=
y=20
to Enron Corp. and its subsidiaries.  It is intended for internal use only=
=20
and should not be disclosed outside of Enron.


Message-ID: <31301230.1075845984318.JavaMail.evans@thyme>
Date: Fri, 9 Feb 2001 00:59:00 -0800 (PST)
From: kay.mann@enron.com
To: chris.townsend@piperrudnick.com
Subject: RE: Titan-Schaeffer Option.DOC
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
X-From: Kay Mann
X-To: "Townsend, Christopher J. - CHI" <chris.townsend@piperrudnick.com>
X-cc:
X-bcc:
X-Folder: \Kay_Mann_June2001_3\Notes Folders\Sent
X-Origin: MANN-K
X-FileName: kmann.nsf

Chris,

Your invoice for December reflects final revisions to the documents through
December 20th, so I'm assuming the draft the Schaeffer's signed was done
subsequent to anything transmitted on December 13th.   However, emailing
documents directly to me and calling me on the phone will be a big help.

Thanks for your response,

Kay

"Townsend, Christopher J. - CHI" <chris.townsend@piperrudnick.com> on
02/08/2001 05:39:21 PM
To: "'Kay.Mann@enron.com '" <Kay.Mann@enron.com>
cc:

Subject: RE: Titan-Schaeffer Option.DOC

Kay --

I understand that we have received your revisions to the Schaffer Option
Agreement and are in the process of incorporating them into the document.
We will then contact the Schaffers' attorneys and get the changes
incorporated.

We apologize for the confusion regarding the last set of revisions.  Those
revisions arose following our teleconference with the Schaffers' attorneys.
Apparently, Don was acting under the assumption that you were tied up on
other matters and had coordinated with Stuart, Fred and Rusty.
Nevertheless, you should be able to find a copy in your electronic file
attached to a December 13, 2000 email from Fred.  Although Don had
subsequent conversations with Rusty and Stuart, we should have circled back
with you.

In the future, we will ensure that you receive email copies of all of the
documents, with the changes highlighted as you requested.

Please feel free to contact me if you would like to discuss this matter
further.

Thank you.

Christopher J. Townsend
Piper Marbury Rudnick & Wolfe
203 N. LaSalle Street
Chicago, IL 60601
(312) 368-4039 (direct line)
(312) 630-6300 (direct fax)
christopher.townsend@piperrudnick.com

-----Original Message-----
From: Kay.Mann@enron.com
To: Way, Karen S. - CHI
Cc: chris.townsend@piperrudnick.com
Sent: 2/7/01 7:07 PM
Subject: Re: Titan-Schaeffer Option.DOC

Karen,

It appears to  me that revisions were made to this agreement, and the
agreement was presented to the counterparty for signature without me
being
consulted.  Perhaps you did email this to me and I can't locate the
electonic file.  In any event, in the future, please call me on the
telephone  BEFORE revisions are made to documents and presented to the
counterparty.  If you can't reach me by phone, send me an explanatory
email. Also, please email me redlines against prior drafts.  This will
faciliate my review.  Faxing drafts does not work for me.

I will send you the required changes tomorrow.

Thank you,

Kay

"Way, Karen S. - CHI" <karen.way@piperrudnick.com> on 01/30/2001
10:53:27
AM

To:   "'kathleen.carnahan@enron.com'" <kathleen.carnahan@enron.com>,
      "'Kay.mann@enron.com'" <Kay.mann@enron.com>
cc:

Subject:  Titan-Schaeffer Option.DOC

 <<Titan-Schaeffer Option.DOC>>

Kathleen and Kay:
Per Kathleen's voicemail this morning, attached hereto please find the
most
recent version of the Titan-Schaffer Option Agreement for your use.
Please
feel free to contact me with any questions or comments you may have on
this
matter.

Best regards,
Karen

Karen S. Way
Piper Marbury Rudnick & Wolfe
203 N. LaSalle
Chicago, Illinois 60601
email:  karen.way@piperrudnick.com
(ph) 312-368-2152
(fax) 312-630-6347

________________________________________________________________________
____

The information contained in this communication may be confidential, is
intended only for the use of the recipient named above, and may be
legally
privileged.  If the reader of this message is not the intend


Message-ID: <25907820.1075860562303.JavaMail.evans@thyme>
Date: Mon, 11 Dec 2000 12:12:00 -0800 (PST)
From: rtellis@milbank.com
To: showard@milbank.com, lisa.mellencamp@enron.com
Subject: Ecogas Depo.
Cc: richard.b.sanders@enron.com, randal.maffett@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: 7bit
Bcc: richard.b.sanders@enron.com, randal.maffett@enron.com
X-From: RTellis@milbank.com
X-To: SHoward@milbank.com, Lisa.Mellencamp@enron.com
X-cc: Richard.B.Sanders@enron.com, Randal.Maffett@enron.com
X-bcc:
X-Folder: \Richard_Sanders_Dec2000\Notes Folders\Notes inbox
X-Origin: Sanders-R
X-FileName: rsander.nsf

I spoke with counsel for plaintiff Waste Management earlier today.? The
Ecogas deposition has been put off indefinitely pending settlement
discussions between Waste Management and defendant GSF.

-----Original Message-----
From: Howard, Steve
Sent: Monday, December 11, 2000 7:29 AM
To: 'Lisa.Mellencamp@enron.com'
Cc: Richard.B.Sanders@enron.com; Randal.Maffett@enron.com
Subject: RE: can't you defer the ecogas depos? richard is calling to try
to settle as the company will no longer be operating and remaining
assets sold. please coordinate with richard.

Lisa:

We are talking with Richard, and we are working on deferring the depositions.

Steve

-----Original Message-----
From: Lisa.Mellencamp@enron.com [mailto:Lisa.Mellencamp@enron.com]
Sent: Friday, December 08, 2000 1:24 PM
To: showard@milbank.com
Cc: Richard.B.Sanders@enron.com; Randal.Maffett@enron.com
Subject: can't you defer the ecogas depos? richard is calling to try to
settle as the company will no longer be operating and remaining assets
sold. please coordinate with richard.

Lisa J. Mellencamp
Enron North America Corp.
1400 Smith St.
Houston, TX? 77002
Tel:? (713) 853-7986
Fax: (713) 646-3393
E-mail:? Lisa.Mellencamp@enron.com

This e-mail message may contain legally privileged and/or confidential
information. If you are not the intended recipient(s), or the employee
or agent responsible for delivery of this message to the intended
recipient(s), you are hereby notified that any dissemination,
distribution or copying of this e-mail message is strictly prohibited.
If you have received this message in error, please immediately notify
the sender and delete this e-mail message from your computer.


Message-ID: <15046815.1075843368186.JavaMail.evans@thyme>
Date: Tue, 20 Feb 2001 21:56:00 -0800 (PST)
From: dan.leff@enron.com
To: kenneth.lay@enron.com
Subject: UC/CSU
Cc: tom.riley@enron.com, marty.sunde@enron.com, elizabeth.tilney@enron.com,
	peggy.mahoney@enron.com, eric.melvin@enron.com,
	maureen.palmer@enron.com, mike.smith@enron.com,
	vicki.sharp@enron.com, andrew.wu@enron.com, scott.gahn@enron.com,
	don.black@enron.com, jeff.dasovich@enron.com,
	richard.shapiro@enron.com, steven.kean@enron.com,
	evan.hughes@enron.com, diann.huddleson@enron.com,
	wanda.curry@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: tom.riley@enron.com, marty.sunde@enron.com, elizabeth.tilney@enron.com,
	peggy.mahoney@enron.com, eric.melvin@enron.com,
	maureen.palmer@enron.com, mike.smith@enron.com,
	vicki.sharp@enron.com, andrew.wu@enron.com, scott.gahn@enron.com,
	don.black@enron.com, jeff.dasovich@enron.com,
	richard.shapiro@enron.com, steven.kean@enron.com,
	evan.hughes@enron.com, diann.huddleson@enron.com,
	wanda.curry@enron.com
X-From: Dan Leff
X-To: Kenneth Lay
X-cc: Tom Riley, Marty Sunde, Elizabeth Tilney, Peggy Mahoney, Eric Melvin, Maureen Palmer, Mike D Smith, Vicki Sharp, Andrew Wu, Scott Gahn, Don Black, Jeff Dasovich, Richard Shapiro, Steven J Kean, Evan Hughes, Diann Huddleson, Wanda Curry
X-bcc:
X-Folder: \Jeff_Dasovich_June2001\Notes Folders\All documents
X-Origin: DASOVICH-J
X-FileName: jdasovic.nsf

Ken -

Good morning.

As a follow up to the voice mail that I left for you, following are some
background and preparatory notes for a potential phone call today between
Chancellor Reed and yourself.  Communications and indications from the UC/CSU
team are that he may call you today as a follow up to your discussion with
him on February 2, 2001.  As I mentioned at the Executive Committee meeting
on Tuesday, 2/20/01, all things are moving along well in California with our
clients, PG&E and SCE.  The current exception to the "smooth sailing" is
UC/CSU.  Tom Riley, the account manager for UC/CSU, has prepared the
following outline of business concerns, sequence of events and suggested
talking points.

Ken, thank you for your assistance and continued participation with this
client.

Regards - Dan

******************************************************************************
*********************
Business Concerns

UC and CSU have business concerns regarding Enron's action to De-DASR their
accounts.  They have not communicated their concerns with enough detail that
would allow us to address them, but I have been able to surmise that they
consist of the following:

1.  UC/CSU is now a bundled access customer instead of a direct access
customer.  AB-1X, recently signed by Gov. Davis, has ban language preventing
large commercial/industrial customers from going Direct Access.  Per Jeff
Dasovich of Enron Gov. Affairs, it is not clear, but possible, that if we had
not De-DASRed the accounts, that UC/CSU might have been grandfathered as a
direct access customer.  Further, SB-27X (still pending), which is Senator
Bowen's attempt to reverse the ban language of AB-1X, may have a financial
ramification for customers switching to and from Direct Access status.
Dasovich is investigating further.

2.  UC and CSU bought approximately 130 meters from Enron as we implemented
the contract.  Our action is forcing the utility to remove these
University-owned meters, meaning that their meters will become useless.  We
are currently using those meters to provide daily 15 minute interval data as
required in our contract. (Our operations and billing group have come up with
a transition plan that SCE has agreed to. SCE would install dual-sockets
allowing for the installation of the SCE meter, while keeping our meter in
tact, mitigating their concern.  At this point, UC and CSU are not listening
to our business solutions so we have not received feedback fr


Message-ID: <27292109.1075860477933.JavaMail.evans@thyme>
Date: Fri, 12 Jan 2001 01:58:00 -0800 (PST)
From: mary.hain@enron.com
To: jgallagher@epsa.org
Subject: Re: FERC Conference on Market Monitoring- REVISED DRAFT
Cc: bhawkin@enron.com, bmerola@enron.com, christi.l.nicolay@enron.com,
	donna.fulton@enron.com, janelle.scheuer@enron.com,
	jeff_brown@enron.com, jhartso@enron.com, mary.hain@enron.com,
	sarah.novosel@enron.com, tom.hoatson@enron.com
Mime-Version: 1.0
Content-Type: text/plain; charset=ANSI_X3.4-1968
Content-Transfer-Encoding: 7bit
Bcc: bhawkin@enron.com, bmerola@enron.com, christi.l.nicolay@enron.com,
	donna.fulton@enron.com, janelle.scheuer@enron.com,
	jeff_brown@enron.com, jhartso@enron.com, mary.hain@enron.com,
	sarah.novosel@enron.com, tom.hoatson@enron.com
X-From: Mary Hain
X-To: "Jackie Gallagher" <JGallagher@epsa.org> @ ENRON
X-cc: <bhawkin@enron.com>@ENRON, <bmerola@enron.com>@ENRON, <christi.l.nicolay@enron.com>@ENRON, <donna.fulton@enron.com>@ENRON, <janelle.scheuer@enron.com>@ENRON, <jeff_brown@enron.com>@ENRON, <jhartso@enron.com>@ENRON, <Mary.Hain@enron.com>@ENRON, <sarah.novosel@enron.com>@ENRON, <tom.hoatson@enron.com>@ENRON
X-bcc:
X-Folder: \Mary_Hain_Aug2000_Jul2001\Notes Folders\'sent mail
X-Origin: Hain-M
X-FileName: mary-hain.nsf

I'd like to expand on the last point.  The Market Monitoring Committee (MMC)
should not make findings, it should simply refer the information it gets to
FERC about abuse of market power and violations of antitrust and if should
report that information subject to confidentiality.  Also, if contrary to our
wishes, the FERC allows market monitoring committees to further investigate,
make findings, and impose penalties, FERC must require the tariffs to contain
detailed due process requirements that: (1) specifically name the behavior
that is illegal and relate any penalties to specific violations, (2) require
the MMC to notify the party being invested of the tariff or law that may have
been violated, (3) allow the party being investigated to perform discovery on
any other party (including the ISO or the PX) that may instead be at fault or
may be a contributing party, (4) to facilitate this discovery, allow a party
to know the identity of the party (if any) that alerted the MMC to the
alleged violation, and (5) detail the process for any discovery, hearing, or
ADR process to ensure the party being investigated has adequate notice and
opportunity to be heard and to impute others who may instead be at fault.

	Enron Capital & Trade Resources Corp.

	From:  "Jackie Gallagher" <JGallagher@epsa.org>
01/12/2001 09:14 AM

To: <bhawkin@enron.com>, <bmerola@enron.com>, <christi.l.nicolay@enron.com>,
<donna.fulton@enron.com>, <janelle.scheuer@enron.com>,
<jeff_brown@enron.com>, <jhartso@enron.com>, <Mary.Hain@enron.com>,
<sarah.novosel@enron.com>, <tom.hoatson@enron.com>
cc:
Subject: FERC Conference on Market Monitoring- REVISED DRAFT

MEMORANDUM

TO: Regulatory Affairs Committee
       Power Marketers Working Group

FROM: Joe Hartsoe, Regulatory Affairs Committee Chair
            Bob Reilley, Power Marketing Working Group Chair
            Julie Simon, Vice President of Policy

DATE: January 12, 2001

RE: FERC Conference on Market Monitoring in California
       ? Revised Draft
       ? Conference Call on Tuesday, January 16th, 2:00 p.m.
         (EST), 1-800-937-6563

Based on discussion at our last conference call and follow-up conversations
with some EPSA members, attached is a significantly revised list of Guiding
Principles on Market Monitoring for FERC's staff technical conference on
January 23rd to develop market monitoring procedures for the Cal ISO
markets.  The most significant change from the prior draft is that we now
delete any reference to specific price levels that would screen prices in
California and focuses instead why a price-based analysis for market
monitoring is inappropriate, since it fail


Message-ID: <3376455.1075843404555.JavaMail.evans@thyme>
Date: Fri, 23 Mar 2001 03:46:00 -0800 (PST)
From: mark_guinney@watsonwyatt.com
To: cvavrek@deloitte.com, jeff.dasovich@enron.com
Subject: Re:Meeting for Group Project
Cc: asama@yahoo.com
Mime-Version: 1.0
Content-Type: text/plain; charset=us-ascii
Content-Transfer-Encoding: 7bit
Bcc: asama@yahoo.com
X-From: "Guinney, Mark" <Mark_Guinney@watsonwyatt.com>
X-To: "\"Vavrek, Carolyn (US - San Francisco)\" " <cvavrek@deloitte.com>, "\"Jeff.Dasovich@enron.com\" " <Jeff.Dasovich@enron.com>
X-cc: "\"Anil Sama\" " <asama@yahoo.com>
X-bcc:
X-Folder: \Jeff_Dasovich_June2001\Notes Folders\All documents
X-Origin: DASOVICH-J
X-FileName: jdasovic.nsf

I suggest that you all start without me.  I'm going to be absent for the
next 2
weeks with the competition, work and vacation.  After that time, I'll be
ready
to do whatever needs to be done.

**********************************************
Mark D. Guinney, CFA
Consultant
Watson Wyatt Investment Consulting
345 California Street, Ste. 1400
San Francisco, CA  94104
(415) 733-4487 ph.
(415) 733-4190 fax

____________________Reply Separator____________________
Subject:    Meeting for Group Project
Author: "Vavrek; Carolyn (US - San Francisco)" <SMTP:cvavrek@deloitte.com>
Date:       03/23/2001 2:40 PM

When would everyone like to get together to discuss?  Maybe we could all do
a little research and then meet (or conference call) early next week to
divide and conquer.

Carolyn M. Vavrek
Manager - Human Capital Advisory Services
Deloitte & Touche
50 Fremont Street
San Francisco, CA  94105

phone: 415-783-5137
fax: 415-783-8760
e-mail: cvavrek@deloitte.com

-----Original Message-----
From: Jeff.Dasovich@enron.com [mailto:Jeff.Dasovich@enron.com]
Sent: Friday, March 16, 2001 11:03 AM
To: tasker@haas.berkeley.edu
Cc: Anil Sama; Mark Guinney; Cvavrek
Subject: Group Project--E221

Greetings Professor:

Our group consists of Jeff Dasovich, Mark Guinney, Anil Sama and Carolyn
Vavrek.

We propose to examine the recently failed acquisition by Coke of Quaker
Oats:  Why merge?  What was the value?  Upside?  Downside?  Why did it go
bust?  Should it have gone through?  What's up with this Buffet guy,
anyway?

If you have any concerns with this proposal, please let us know.

Finally, if possible, we'd like to present on Thursday, April 26th.

Best,
Jeff
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