Re: Revised Purchase and Sale Agreement

Ther are no such claims or liabilities.

Karen E Jones
12/13/2000 11:19 AM

To: Richard B Sanders/HOU/ECT@ECT
cc:
Subject: Revised Purchase and Sale Agreement

Hi Richard. We are close to finalizing a sale of our Pastoria project in
California to Calpine. I've got you listed as a "knowledge" party of ENA for
purposes of making a rep regarding litigation. Could you please take a look
at Section 4.1(i) of the attached draft, and let me know if there are any
actions required to be scheduled for the rep to be accurate. At this point,
my proposed Schedule 4.1(i) says "none", and, hopefully, that statement is
still accurate. We're on a timetable that requires me to ask for your
response by the end of theday tomorrow (Thursday). Thanks. -- kj
---------------------- Forwarded by Karen E Jones/HOU/ECT on 12/13/2000 09:00
AM ---------------------------

Enron Capital & Trade Resources Corp.

From: "NATALIE COLE" <NCOLE@LLGM.COM< 12/12/2000
04:38 PM

To: <johnk@calpine.com<, <marksa@calpine.com<, <rfarmer@thelenreid.com<
cc: <andrew.kelemen@enron.com<, <karen.e.jones@enron.com<,
<ron.coker@enron.com<, <sheila.tweed@enron.com<, "THOMAS J. MOORE"
<TMOORE@LLGM.COM<
Subject: Revised Purchase and Sale Agreement

Attached is a clean and marked draft of the revised Purchase and Sale
Agreement incorporating the changes we discussed last night. The draft is
still under review by ENA and subject to change.

Also attached is a first draft of the Transition Services Agreement.

This e-mail, including attachments, contains information that is confidential
and it may be protected by the attorney/client or other privileges. This
e-mail, including attachments, constitutes non-public information intended to
be conveyed only to the designated recipient(s). If you are not an intended
recipient, please delete this e-mail, including attachments, and notify me by
return mail, e-mail or at 303-291-2600. The unauthorized use, dissemination,
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prohibited and may be unlawful.

Natalie Cole
LeBoeuf, Lamb, Greene & MacRae
633 Seventeenth Street, Ste. 2000
Denver, CO 80202
(303) 291-2659
ncole@llgm.com

- #DN158104 (Purchase and Sale Agreement-Pastoria).DOC
- #DN158104 vRED (Purchase and Sale Agreement-Pastoria).doc
- #SF146513 (Transition Services Agreement).DOC