Enron Swap Project Raptor

----- Forwarded by Sara Shackleton/HOU/ECT on 09/18/2000 06:22 PM -----

Mary Cook
09/17/2000 09:28 AM

To: jnaughto@cwt.com, Sara Shackleton/HOU/ECT@ECT
cc:
Subject: Enron Swap Project Raptor

I understand that Sara and I will visit with you Monday about this project.
Attached are two updated forms of the equity swaps we have created thus far
for warrants and shares with public/private options, and language to cover
conversions of preferred, or rights to exercise warrants, that are not 1 to
1. Additionally, I learned late Friday that the materials I sent to you by
fax last week are not the most current amendments to the Oconto Falls
transaction. You will be receiving another fax Monday morning.

Enron North America Corp.
Mary Cook
1400 Smith, 38th Floor, Legal
Houston, Texas 77002-7361
(713) 345-7732 (phone)
(713) 646-3490 (fax)
mary.cook@enron.com