Re: AGREEMENT WITH RESPECT TO GAS TRANSPORTATION

It took a lot of effort from ENA Legal (Lisa Mellencamp, Gerald Nemec & some
help from me), the Transport Desk (Stephanie Miller), the West Desk (Barry
Tycholiz) and Credit (Bill Bradford and Wendy Conwell), to finalize this very
funky credit substitution transaction with PG&E Trading (to cover over
$200million in margin exposure--Thank God it is now finally done.

If anyone catches wind of a PG&E Energy Trading bankruptcy, please advise
ASAP so that we can act quickly to exercise our valuation and exercise rights.

Thanks

Steve Van Hooser
Enron North America Corp.
1400 Smith
EB3877
Houston, Texas 77002
713-853-7238
----- Forwarded by Steve Van Hooser/HOU/ECT on 04/23/2001 03:48 PM -----

Stephanie Miller@ENRON
04/23/2001 03:31 PM

To: Gerald Nemec/HOU/ECT@ECT
cc: Lisa Mellencamp/HOU/ECT@ECT, Steve Van Hooser/HOU/ECT@ECT, William S
Bradford/Enron@EnronXGate@ECT, Barry Tycholiz/NA/Enron@ENRON
Subject: Re: AGREEMENT WITH RESPECT TO GAS TRANSPORTATION

ENA has successfully acquired the PG&E capacity through EPNG's capacity
release process. I will forward copies of the awards to legal.

Please call if you have any questions.

Regards,

Stephanie
x31688

Gerald Nemec@ECT
04/23/2001 02:06 PM
To: Lisa Mellencamp/HOU/ECT@ECT, Steve Van Hooser/HOU/ECT@ECT, William S
Bradford/Enron@EnronXGate, Barry Tycholiz/NA/Enron@ENRON, Stephanie
Miller/Corp/Enron@ENRON
cc:

Subject: AGREEMENT WITH RESPECT TO GAS TRANSPORTATION

For the sake of completeness attached is the final version of the Gas
Transaction Support Agreement.

----- Forwarded by Gerald Nemec/HOU/ECT on 04/23/2001 01:42 PM -----

"Meier, Peter" <peter.meier@neg.pge.com<
04/23/2001 01:23 PM

To: "'gerald.nemec@enron.com'" <gerald.nemec@enron.com<
cc:
Subject: AGREEMENT WITH RESPECT TO GAS TRANSPORTATION

PG&E National Energy Group and any other
company referenced herein that uses the PG&E name or
logo are not the same company as Pacific Gas and
Electric Company, the regulated California utility. Neither
PG&E National Energy Group nor these other
referenced companies are regulated by the California Public
Utilities Commission. Customers of Pacific Gas and Electric Company
do not have to buy products from these companies in order
to continue to receive quality regulated services from the utility.
- Gas Transaction Agr. Execution (4-23-01).doc