Re: Mesa Restructure

Dan,

Here's a spread sheet that summarizes our proposed restructuring transaction.

Dave

Dan J Hyvl
01/23/2001 09:25 AM
To: Dave Fuller/PDX/ECT@ECT
cc:

Subject: Re: Mesa Restructure

Dave,
Spoke with credit and they are permitting us to go forward without adding
credit provisions. In reviewing your email, are both of the existing deals
being modified for the period Feb through July. your chart says half for
each deal. I will do a new GTC confirm that terminates the old and rolls the
old volumes and new pricing for the period FEb 01 through Jan O2. Please
give me a call (713) 853-6895.

Dave Fuller
01/19/2001 04:14 PM

To: Dan J Hyvl/HOU/ECT@ECT
cc:
Subject: Re: Mesa Restructure

That's great Dan, the extension is actually only 6 months (Aug 01 - Jan 02).
Also, can we make it an "ammendment" to the existing deal?

Dan J Hyvl
01/19/2001 01:00 PM
To: Dave Fuller/PDX/ECT@ECT
cc: Anne Bike/Corp/Enron@Enron, Tori Kuykendall/HOU/ECT@ECT

Subject: Re: Mesa Restructure

DAve,
Once you decide which way you would like to go, We will issue a new
Confirmation Letter which will cancel the two previous confirmation letters
effective as of February 1, 2001. Because the term extends some 17 months,
we will require them to sign the confirmation letter with attached GTC. Let
me know, and I will generate.

Dave Fuller
01/19/2001 01:25 PM

To: Tori Kuykendall/HOU/ECT@ECT, Dan J Hyvl/HOU/ECT@ECT, Anne
Bike/Corp/Enron@Enron
cc:
Subject: Mesa Restructure

I have a proposed restructuring transaction with City of Mesa, Arizona. It
works like this:

1) Half their volume is currently priced at 3.74 (fixed, physical deal with
us)
2) That deal runs through July 01
3) I want to reprice that deal at a higher price and use that equity to
finance a discount to index for an extra six months.
4) They will do one of two transactions (shown below) one extends half the
volume one extends the full volume.

I need help with a couple of things:

1) Since they canceled their Enfolio Agmt. can I get a contract from legal
that will allow us to transact without it.
2) How do we get this deal in Mike's book and the risk system

Thanks,

Dave Fuller
503-464-3732