Intergen/Coral transaction

FYI.
---------------------- Forwarded by Kay Mann/Corp/Enron on 12/20/2000 08:57
AM ---------------------------

Fred Mitro@ECT
12/19/2000 06:34 PM
To: Randy Petersen/HOU/ECT@ECT
cc: Ben Jacoby/HOU/ECT@ECT, Kay Mann/Corp/Enron@Enron, Lisa
Bills/Corp/Enron@ENRON

Subject: Intergen/Coral transaction

Randy:

As I indicated in my voicemail, Coral has requested that Intergen (or its
designated project affiliate - Sweetgum Energy L.P.) be the counterparty that
transacts with Enron. Based on current information, the structure of the
transaction has not materially changed from the Coral deal structure
described in the 11/30/00 DASH. Intergen is holding a Board meeting this
afternoon and the proposed transaction is on the agenda for approval.

With regard to the timing of the funding, it is my understanding that once
the Letter Agreement has been executed (target date: 12/21) and associated
documents accepted by Intergen, Enron will notify TurboPark of its intention
to assign the equipment to Intergen (target notice date: 12/22). Once the
assignment documents are ready for execution, Intergen will fund the
transaction and Enron will execute the assignment documents immediately after
receiving written confirmation that Enron has received the transaction
proceeds. There is a desire by East Origination to, if possible, book the
earnings from this transaction in fiscal year 2000.

Rebecca Walker (ENA development) is planning to run a D&B report on Sweetgum
Energy L.P. tomorrow once she receives the State and Headquarters
information necessary. I traded voicemails with Ben Glisan today on this
counterparty change. He asked that I work with RAC deal personell on this
matter.

Based upon your voicemail it appears that we do not need to amend the DASH
based upon this change in counterparty. Let me know if any of the above
information changes your opinion.

Call me if you wish to discuss this information.

Thanks,
Fred Mitro
x35406