Kay - where does this stand? Enron accounting was notified on Wednesday that
the audit would be taking place. We need this in place prior to the start of
the audit.

Also, what about the individual CA's.

Thanks - Gregg
----- Forwarded by Gregg Penman/Corp/Enron on 04/20/2001 09:47 AM -----

j.nassos@pecorp.com
04/17/2001 07:12 PM

To: Kay.Mann@enron.com
cc: Gregg.Penman@enron.com, j.pokorny@pecorp.com, b.kowalski@pecorp.com,
f.jacobsen@pecorp.com
Subject: RE: Confidentiaility Agreements regarding enovate


Hi Kay -

You may recall that back in February, we almost finalized two
confidentiality agreements related to enovate L.L.C. activities. Our
auditors will be sending to enovate shortly a letter indicating they would
like to review various books and records of enovate and ENA as its
activities relate to enovate. In connection with the review, we need to
finalize those confidentiality agreements.

I have made the change you requested in the attached e-mail to both of the
agreements (PEC and enovate) and have attached below an execution copy of
the agreements for ENA to date and send to PEC and enovate for siganture.
Assuming the attached copies are acceptable, please have ENA sign two
originals of each agreement and send them to me. I'll arrange for Bill
Morrow to sign the PEC agreement and work with Greg Penmen to have enovate
sign the other agreement.

If you have any questions, please call. Thanks for your assistance.

John G. Nassos
Asst. General Counsel
Peoples Energy Corporation
130 East Randolph Drive
Chicago, IL 60601
Tel (312) 240-4413
Fax (312) 240-4486
j.nassos@pecorp.com

<<Conf Ag enovate - ENA (evaluation of enovate) exec.doc<< <<Conf Ag
Peoples Energy Corp. - ENA (evaluation of enovate) exec.doc<<




< ----------
< From: Kay.Mann@enron.com[SMTP:Kay.Mann@enron.com]
< Sent: Thursday, February 08, 2001 3:42 PM
< To: j.nassos@pecorp.com
< Cc: Gregg.Penman@enron.com
< Subject: Re: Confidentiaility Agreements regarding enovate
<
<
< Hi John,
<
< The enovate version looks fine. I suggest this change to the Peoples
< version:
<
< iv) is required to be disclosed to comply with any applicable law,
< order,
< regulation or ruling or to enforce enovate's or PMW's rights in
< court
< or in an arbitration proceeding in connection with the
< Limited
< Liability Company Agreement of envoate dated April 26, 2000,
< as
< amended, modified, and supplemented from time to time (the
< "LLC
< Agreement"). If PEC is requested or required (by oral
< question,
< interrogatories, requests for information or documents,
< subpoena,
< civil investigative demand or similar process) to disclose
< any
< Confidential Information, PEC will promptly notify ENA of such
< request
< or requirement so that ENA may seek an appropriate protective order
< or
< waiver in compliance with provisions of this Agreement. If PEC
< and
< ENA are both parties to the proceeding, PEC will agree to
< an
< appropriate protective order.
<
<
<
< Thanks,
<
<
<
< Kay
<
<
<
<
<


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- Conf Ag enovate - ENA (evaluation of enovate) exec.doc
- Conf Ag Peoples Energy Corp. - ENA (evaluation of enovate) exec.doc