Coral/Intergen Closing

I'm in today.
---------------------- Forwarded by Kay Mann/Corp/Enron on 12/19/2000 07:46
AM ---------------------------

Fred Mitro@ECT
12/18/2000 05:03 PM
To: Kay Mann/Corp/Enron@Enron
cc: Ben Jacoby/HOU/ECT@ECT, Chris Booth/NA/Enron@Enron

Subject: Coral/Intergen Closing

Kay:

I spoke with Ben this afternoon. He would like me to get involved with the
LM 6000 transaction which we are attempting to close this week. I understand
that the transaction negotiations started with Coral and that Intergen is the
counterparty that we are expecting to sign the letter agreement this Thursday
(12/21). I also understand that Intergen is holding a Board meeting tomorrow
at which time we expect them to seek approval for this transaction and that
Doug Pedigo (Intergen internal counsel) is scheduled to meet with John Keffer
(sp.?)(ENA outside counsel) tomorrow to finalize documents/arrangements for
Thursday's closing.

The issues that Ben asked me to specifically work with you on are:

1. Since Coral/Intergen has delayed the closing approximately 2 weeks beyond
its initially expected date, Ben would like to see the [Letter Agreement]
deadline for ENA to deliver "Breakout Agreements" on the turbines and
transformers moved from 12/29/2000 to 1/15/00. This change will allow ENA
the time necessary to prepare the "Breakout Agreements", the LLC
Agreements, the acknowledgement letter from GE, and the agreements required
to pull the LM turbines out of the "Turbo Park" structure.

2. I will work with yourself, Rebecca Walker, and Katherine Clark to
assemble the agreements necessary to pull the LM turbines out of the Turbo
Park structure.

Also, Ben wanted me to ask you who in ENA legal would be filling in for you
while you are out of the office between Christmas and New Years.

Please call me to discuss these items. I am in the office every day this
week to help this and other transactions that are in a position to close.

Thanks,
Fred
x35406