RE: AEW's backup

I've skimmed it. I see that the option expires August 9th. Are we planning
to renew it? If so maybe we can renew early and fix what we can to preserve
some optionality (no pun intended) and cover the fee issue. Might take too
long to address the immediate issue.

I don't see anyway we can get around the balance sheet issue unless we let
the option expire and then reoption, but in that case the option payment
would have to be smaller (acct says an option of 5% creates a problem as it
would be considered a down payment). Just fyi.

Kathleen, was the option recorded, or just a memo of option, or neither? I'm
just wondering what is public info.

Herman is out of the office today, but I can discuss the fee issue to get his
vote.

More to come...

ckm

From: Greg Krause/ENRON@enronXgate on 05/23/2001 02:19 PM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: RE: AEW's backup

I think the invoice was for between $20,000 and $30,000, but I can't
remember. AEW has the invoice. This probably will not be the final as we
will need to work with them in discussions with DERM on delaying the landfill
closure and in moving jurisdiction of the project from CZAB to the County
Commissioners. I think Shutts & Bowen (who may get stiffed by their client
if this deal blows up) and Certosa Holdings would be open to any suggestions
and we need to renegotiate the option anyway. Shall I call and suggest this
this flat fee for retooling the option agreement to them or shall we do it
together? I,m not sure I could explain to them acequately the idiosyncrasies
of our accounting requirements.

-----Original Message-----
From: Mann, Kay
Sent: Wednesday, May 23, 2001 2:00 PM
To: Krause, Greg
Subject: RE: AEW's backup

How much is it and should this be the final amount? One thought I have is
that maybe we can retool the option agreement so that we pay them a flat fee,
which is enough to cover the expenditures. Don't know if this works, but it
is one thought. What do you think?

Kay

From: Greg Krause/ENRON@enronXgate on 05/23/2001 01:50 PM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: RE: AEW's backup

One more thing on the SDEC project: According to the option agreement we
executed last October, we agreed to reimburse Certosa Holdings for actual
third party costs that they incurred in support of our necessary
applications, submittals and in seeking local approval. Several weeks ago,
we recieved an invoice from Shutts & Bowen, attorney for Certosa Holdings
requesting reimbursement pursuant to the contract. I forwarded this invoice
on th Ann Elizabeth not necessarily to pay for but to review considering this
whole soft cost hard cost discussion. I recieved another call this morning
from Shutts & Bowen asking about the invoice. What should I do?
-----Original Message-----
From: Mann, Kay
Sent: Wednesday, May 23, 2001 11:03 AM
To: Krause, Greg
Subject: RE: AEW's backup

Greg,

You can call me on whatever you have, including Midway, SDEC and Medley
Dunn. If I have a problem getting to something, I'll find help.

Kay

From: Greg Krause/ENRON@enronXgate on 05/23/2001 10:50 AM
To: Kay Mann/Corp/Enron@Enron
cc:

Subject: RE: AEW's backup

Kay,

Ann Elizabeth did not provide a designated hitter for the South Dade Energy
Center (Dade Development Company LLC is Optionee, Certosa Holdings is
Optionor) nor did she provide one for tne Medley Dunn project. I have been
told that the Dunns are considering backing off their ultimatums that they
gave Ann Elizabeth and I regarding taxes to the town and assumption of
enviromental liability. Who do I talk to about the Dunn contract while Ann
Elizabeth is out?
-----Original Message-----
From: White, Ann Elizabeth
Sent: Tuesday, May 22, 2001 10:33 PM
To: gkrause@enron.com; Krimsky, Steven; Ben Jacoby/HOU/ECT@ENRON; Carnahan,
Kathleen
Cc: Milligan, Taffy
Subject: AEW's backup

Kay Mann is the designated hitter for the Pompano and Deerfied projects while
I'm on vacation. I've given her a down load of the status of Greg and
Steve's projects. Chris Boehler at A&K will be the designated hitter for
Midway. I'm not going to check my voice mail while I'm gone but, if
necessary, here are the contact numbers while I'm gone.

Walter and Marlena Schilling 011-49-8218-89351 schilling.jun@freenet.de

Monika and Bernhard Steinacher 011-49-8232-8932 m.steinacher@schwabmuenchen.de

If you call, Walter and Bernhard and Bernhard's daughter, Susanne, speak very
good English. Monika's isn't bad. Marlena may get flustered and hang up on
you.

Best of luck at Deerfield and hope to see Pompano on track when I get back in
the office on June 11th. Kay is planning on going to Florida on June 12 for
the moratorium hearing and the rezoning hearing.