Enron Credit Inc.

Hello Sara,

I received your voice message and called you back but you are not available.

My understanding of where we stand is not consistent with yours. Here is my
understanding:

Guaranty: Yes, I got the guaranty executed and have it in my possession.

Assignment Agreement: No, we do not have a final draft. As I mentioned on
Friday, the last version that Anna sent did not have all of the all of the
edits/changes I had recommended to her implemented. In particular, the
arbitration language had not been changed and there were some grammatical
edits. I refaxed my comments today; Anna agreed to implement them and I am
awaiting her draft. (Anna may not have gotten some faxes on Thursday or
Friday because her fax number changed when she changed building locations
last week).

Account Agreement: Yes, you are correct that Anna has to send back a revised
draft. She and I have been clling each other every hour. Anna said that she
would get back to me in two hours or so after her meeting on another matter.

Authorized Traders List: Stephanie had originally taken on this task and
sent me an email indicating that the list was complete. Last week, Stephanie
indicated that the information upon which she relied was no longer in the
database. Therefore, there is some confusion as to who the corporate
officers are. I called Richard Sage, with whom Stephanie has been in
contact, for assistance. He has not called me back so if you had further
suggestions on how to proceeed, please let me know.

Account & Tax Forms: I have the requisite form -- the same one I have used
for the same tasks for other new Enron entities - in my possession and am in
the process of filling them out.

Logistics: You indicated in your voice message that you were not sure whether
I had thought logistically about getting the agreement executed. Let me
reassure you that I have. In light of the above, I did not maintain the view
that all the documents would be ready for signature by noon particularly
because (1) we do not have in our possession final versions of two of the
three agreements and (2) I determined on Friday that the Authorized Officers
List might now be outdated. I received some emails today disclosing how to
proceed re: sending the document. However, as I confirmed with you on
Friday, I spoke with Mike Bruegel on Thursday and confirmed where to send the
documents.

When you are available, please let me know so we can update and resolution on
how to proceed on any outstanding matters.

Cheryl Nelson
Senior Counsel
EB3816
(713) 345-4693