Final Version TNMP Termsheet and Presentation

Revised version of draft term sheet, in the event you would like to look this
over. --DP

----- Forwarded by David Portz/HOU/ECT on 12/08/2000 01:24 PM -----

Michelle Parks@ENRON
12/08/2000 12:52 PM

To: Bruce Sukaly/Corp/Enron@Enron, Mike Curry/HOU/ECT@ECT, Jason R
Wiesepape/HOU/ECT@ECT, Christopher Ahn/NA/Enron@Enron, Russ
Porter/Corp/Enron@ENRON, David Portz/HOU/ECT@ECT
cc:
Subject: Final Version TNMP Termsheet and Presentation

Team:

Here are the final versions. A few comments:

I think we should specify 10 cents as our remarketing fee, as opposed to
leaving it open. I think we need to provide some point to negotiate around. I
know it may be less than our bid/mid/offer spreads, but I am also concerned
that what we'd really need to charge would make us too expensive in an RFP
process anyway.
Optimization of Existing Assets - Index less 10 cents or just a 10 cent
remarketing fee. A 10 cent flat fee makes them vulnerable because we could
remarket at a price worse (for them) than index.
I changed the term to start June 1. If they want us to remarket their
existing assets before the QSE is set up on June 1, we can discuss with them
separately.

Please send me your comments no later than 10 am Monday. I plan to e-mail to
TNMP at noon.

Thanks,

Michelle