Re: Amendment to Fuel Supply

Doug:

Thank you for your e-mail.

I have no doubts you and your team did a great job and saved a lot of money
to PQP and thus Enron. Like you we are also trying our best to cut a good
deal for Enron. After talking to you and Dan last week I went back to the
lenders trying to avoid the amendment to the fuel supply. It looks like they
may agree to live without this document.

If we can in fact convince the lenders I will not bother you and Dan again
with this issue.

Thank you for your help.

FPL

Doug Leach@ECT
12/11/2000 12:37 PM
To: Francisco Pinto Leite/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Dan J Hyvl/HOU/ECT@ECT

Subject: Re: Amendment to Fuel Supply

I guess saving PQP LLC $14 million through the renegotiated fuel supply
contract is not on the level of your highly complexed project financing
mindset.

To: Dan J Hyvl/HOU/ECT@ECT
cc: Doug Leach/HOU/ECT@ECT, Ermes
Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Michael A Robison/HOU/ECT@ECT,
Mariella Mahan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Daniel
Castagnola/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: Re: Amendment to Fuel Supply

Thank you for your e-mail with the draft of the amendment to the fuel
supply agreement. I disagree that the amendment has nothing to do with the
1996 letter. It is correct that the 1996 letter was superseded by the
amended and restated fuel supply but the situation created by the 1996 letter
was not contemplated in the amended and restated fuel supply. The lenders
were not given a copy of the 1996 letter until recently and naturally asked
to be in the same position created by the 1996 letter which was not
contemplated in the amended and restated fuel supply. Notwithstanding the
lenders strong case, I am still trying to argue this and many other issues
and there is a slight possibility we may be able to convince the lenders they
do not need this document.

We will continue to do our best to protect Enron's interests (at all levels)
in this highly complex and difficult financing. As always, constructive
criticism and suggestions to improve our work are very much appreciated.

I will keep you informed of further developments

Thank you

FPL

Dan J Hyvl@ECT
12/07/2000 05:28 PM
To: Doug Leach/HOU/ECT@ECT
cc: Ermes Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Francisco Pinto
Leite/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Michael A Robison/HOU/ECT@ECT

Subject: Re: Amendment to Fuel Supply

Attached is the revised amendment quickly redrafted in an attempt to assist
PQPC. The amendment has nothing to do with the 1996 letter which was totally
superseded by the new fuel supply arrangements. It is strictly an
accommodation to PQPC without the benefit of any consideration to EPOS.

Doug Leach
12/05/2000 08:17 AM

To: Francisco Pinto Leite/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Dan J Hyvl/HOU/ECT@ECT, Ermes
Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Michael A Robison/HOU/ECT@ECT
Subject: Re: Amendment to Fuel Supply

Why is this necessary when we just executed a reduced price fuel supply
contract with PQP LLC and we are in the process of trying to sell the asset
and transfer the fuel contract to the new buyer and Glencore?

To: Doug Leach@ECT
cc: Dan J Hyvl@ECT, Ermes Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: Amendment to Fuel Supply

Doug:

Following our conversation of last week, attached is the draft of the
amendment to the fuel supply for your review and approval. As you may
recall, this document became necessary after we became aware of the letter
agreement dated August 12, 1996. If you have any questions, please give me a
call, otherwise please let me know you are okay with it so that I can send it
to the lenders for their review and approval.

many thanks

FPL