Re: EWC - Weekly Update/Week Ending 27 April

Thanks for the report. The level of detail was on target. Let me know when
you want to discuss comp issues.

Adam_Umanoff%ENRON@eott.com on 04/29/2001 12:23:55 PM
To: Stanley_Horton%Enron.com%Eott@EOTT.COM
cc:

Subject: EWC - Weekly Update/Week Ending 27 April

1. Aura.
- Received revised bid from UBS which Metts describes as "real." UBS
will now commence detailed 6-8 week due diligence on EWC (at Enron's
expense if deal busts). Confidence re: UBS' ability to execute remains
mixed.
- LJM (Fastow) interest continues, but unclear how parallel process
can be run. Umanoff concerned about conflict when management assists
seller as part of UBS deal but assists buyer as part of LJM deal.
- Now that '01 numbers scrubbed, in process of revising '02 financial
projections based on detailed internal review (as of December, 2000, '02
EBITDA projected at approximately $115mm; up from 1CE '01 projection of
$78mm). This is unrealistic; I expect 2002 EBITDA in the $90-95mm range,
showing solid 15-20% EBITDA growth.

2. M&A Activity.
- acquisition of assets of bankrupt Dutch blade manufacturer, Aerpac,
continues; we have closed on several assets and expect final closing in
May.
- sale of Greek operating projects to German buyer continues, but
execution uncertain. Closing targeted for June 30. Sale of Greek
development company also launched, with 2 parties expressing interest.

3. 2001 Commercial Activity.
- US backlog remains firm. Projected demand continues to exceed our
projected turbine supply. Key execution issue is confimation of
suitability of 1.5 MW turbine (primarily its gearbox) in more rigorous US
wind regimes.
- American Electric Power has provided indicative bid to purchase the
two Texas projects we have under development (Indian Mesa I and Clear Sky);
indicative bid price is attractive. AEP has requested Enron Corp guaranty
of EWC's turbine warranty, like they have received on previous sales with
EWC. Enron Corp guaranty is approved internally, but, in light of Aura,
we will continue to bargain for no Enron Corp credit support. Finally, debt
financing expected to close on IMI in May and debt circled on Clear Sky in
June. Turbine suitability due diligence is key pacing item for debt
closing.
- European backlog remains firm, expect for Spanish sales of 750kw
turbine, which remains soft. EWC attended Hannover Fair last week, the
largest industrial trade show in Europe. Our exhibit was very well
received. CEO of German competitor, Enercon, approached Umanoff to discuss
IP issues (Enercon is currently barred from US market on patent
infringement grounds).

4. HR Issues.
- US has lost O&M director and 2 key commercial employees have
expressed concerns. Need to finalize retention program (Umanoff to discuss
with Horton early in week).
- Key recruiting initiatives are: GM Spain; head of global
procurement/blade MFG; European GC. Umanoff would also like to re-visit
hiring US GM/MD, as day-to-day US operations require more detailed
oversight than Umanoff is currently providing; not clear if we can recruit
for this position in the midst of Aura.

Stan - for the future, please let me know whether this is the right level
of focus. Talk with you soon. Adam