RE: Memo regarding Enron/Dynegy Agreement and Plan of Merger -

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With everything going on, I wanted to speak with you about some issues, particularly how things may effect my group. In light of the attached memo, it does not seem that we can do anything that will cost the company more than $50mm. What does this mean for what we are looking at? Can Enron even participate in the Arctic project as a $1mm commitment will, not including the potential additional liabilities, commit the company for more than $50mm. I guess you can make an argument about it depends upon how you count it.

Anyway, please let me know when you have some time.

Cheers.

-----Original Message-----
From: Hayslett, Rod
Sent: Saturday, November 17, 2001 6:15 PM
To: Brassfield, Morris; Saunders, James; Geaccone, Tracy; Gilbert, Steve; Keiser, John; Barnes, Caroline; Ratner, Michael; Peters, Jerry; Rosenberg, David E.; Tu, Denis; Centilli, James; Daily, Pamela
Subject: FW: Memo regarding Enron/Dynegy Agreement and Plan of Merger - Compliance with the Conduct of Business Covenants
Importance: High
Sensitivity: Confidential

FYI

-----Original Message-----
From: Walls Jr., Rob
Sent: Sat 11/17/2001 4:48 PM
To: Horton, Stanley; Hayslett, Rod
Cc:
Subject: FW: Memo regarding Enron/Dynegy Agreement and Plan of Merger - Compliance with the Conduct of Business Covenants

-----Original Message-----
From: Keesler, Martha On Behalf Of Del vecchio, Peter
Sent: Friday, November 16, 2001 8:06 PM
To: Ale, John; Cheek, Charles; Derrick Jr., James; Evans, Mark (London Legal); Fossum, Drew; Haedicke, Mark E.; Labanowski, Elizabeth; Mintz, Jordan; Newell, Eric; Rogers, Rex; Sharp, Vicki; Wallace, Stephen; Walls Jr., Rob; Tweed, Sheila; Hodge, Jeffrey T.; Sager, Elizabeth; Cash, Michelle; Butcher, Sharon; Taylor, Mark E (Legal); Gray, Barbara N.; Murray, Julia; Aronowitz, Alan; Rogers, Daniel R.; Lundstrom, Bruce; Novak, John; Henry, Joseph; Eickenroht, Robert; Donahue, Jeff; Muller, Mark S.; Sample, Molly; Place, Janet

Cc: Del vecchio, Peter
Subject: Memo regarding Enron/Dynegy Agreement and Plan of Merger - Compliance with the Conduct of Business Covenants

Importance: High
Sensitivity: Confidential

Please see the attached memo regarding Enron/Dynegy Agreement and Plan of Merger - Compliance with the Conduct of Business Covenants.

Sent on behalf of Peter del Vecchio
By: Martha Keesler
Senior Administrative Assistant
Enron North America Corp.
1400 Smith, EB 3829
Houston, Texas 77002
(713) 345-2423
(713) 646-3491 (Fax)

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