New Power Company

---------------------- Forwarded by Rick Buy/HOU/ECT on 11/07/2000 05:32 AM
---------------------------

Rick Buy
11/07/2000 05:37 AM
To: Dave Gorte, Michael Tribolet/Corp/Enron@Enron
cc:
Subject: New Power Company

fyi-comments? rick
---------------------- Forwarded by Rick Buy/HOU/ECT on 11/07/2000 05:30 AM
---------------------------

Molly Harris
11/03/2000 05:57 PM
To: Jimmie Williams/HOU/EES@EES, Mark S Muller/HOU/EES@EES, James E
Keller/HOU/EES@EES, Mike D Smith/HOU/EES@EES
cc: William S Bradford/HOU/ECT@ECT, Rick Buy/HOU/ECT@ECT
Subject: New Power Company

Credit recommends offering the following two options to the New Power Company
(NPC) as it relates to Firmwide collateral thresholds:

Option #1 - NPC receives a $10MM collateral threshold with standard
collateral annex terms.

Option #2: - NPC receives a $40MM collateral threshold with standard annex
terms as well as the following two additional required covenants:

a) Liquidity - Maintain minimum liquidity of $300MM, where:
Liquidity = cash + marketable securities - debt - LCs - third party
guarantees

b) Tangible Net Worth - Maintain minimum tangible net worth, as defined by
GAAP, of $450MM
Note: TNW will be equal to equity less intangible assets including but not
limited to goodwill, trademarks, etc.

Regards,
Molly