FCE/Confidential

FYI. I'll bring you the ONSI confidentiality agreement.
---------------------- Forwarded by Kay Mann/Corp/Enron on 09/26/2000 05:51
PM ---------------------------

Enron North America Corp.

From: Kay Mann 09/26/2000 08:35 AM

To: Dan Lyons/HOU/ECT@ECT
cc:

Subject: FCE/Confidential

Hi Dan,

One more thing I want to mention. As you know, Enron has a confidentiality
agreement with a competitor of Fuel Cell (I believe it is ONSI). The
agreement has an exclusivity arrangement, which prevents the other company
from chasing certain transactions without Enron. Once we really know what we
are going to do with FCE, will it be necessary/advisable to waive the
exclusivity provision to avoid any restraint of trade arguments?

FYI, When I last discussed the other company with Ozzie and Heather on
Friday, they were planning on calling the other company to tell them the
general status without violating confidentiality obligations to FCE or CRRA.
I will follow up to get the details of the discussion.

Kay