Enron Mail

From:mary.cook@enron.com
To:joel.ephross@enron.com, tim.proffitt@enron.com, t..hodge@enron.com,legal <.taylor@enron.com<
Subject:RE: Master Netting Agreements and Prior Physical Gas Receivable
Cc:
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Date:Mon, 15 Oct 2001 13:17:33 -0700 (PDT)

Cc: lisa.mellencamp@enron.com, chris.herron@enron.com
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Not being aware of all the ins and outs of your transaction, but based upon=
the description below and the provisions of the master netting agreement, =
I think the receivables must be removed from step 1 (see Sections 7/11 or t=
he netting agreement); therefore, an amendment is evidently required.

-----Original Message-----
From: Ephross, Joel=20
Sent: Monday, October 15, 2001 2:39 PM
To: Cook, Mary; Proffitt, Tim; Hodge, Jeffrey T.
Cc: Mellencamp, Lisa; Herron, Chris
Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable
Financing


=09Mary, in step 1 all of the receivables meeting the definition of Receiva=
ble are transferred from ENA to Swee'P; in step 2 Swee'P sells an undivided=
interest in the pool of Receivables to ASCC [CIBC's conduit vehicle]. The =
September report indicated that PG&E accounted for 3,340,000/167,000,000 th=
's of ASCC's interest in the pool of receivables [ASCC having an interest o=
f 167,000,000 divided by some larger amount [which amount includes the exce=
ss concentration amount, a reserve requirement, etc.]] Swee'P obtained from=
ENA. Note that if the PG&E receivable is "removed" from step 2, then all =
that really happens is that no credit is given to Swee'P in the numerator, =
resulting in a smaller undivided interest in the pool being transferred to =
ASCC; however, by virtue of the PG&E receivable being transferred from ENA =
to Swee'P in step 1, the PG&E receivable will always be in the denominator,=
and ASCC will always buy an undivided interest in the pool which includes =
the PG&E receivable, it will just buy a smaller percentage interest if it i=
s excluded from the numerator. I need to know what you mean by "extracting"=
the receivable -- if you mean that no credit is obtained by Swee'P in the =
calculation of the undivided interest that ASCC purchases, then that can be=
accomplished on the next reinvestment date. If you mean that no undivided =
interest in the receivable can be transferred to ASCC, then I think it need=
s to come out of step 1 [so that it is removed from the denominator, not ju=
st the numerator], and I think that the only way to do that is by amending =
the documents.=20

-----Original Message-----
From: Cook, Mary=20
Sent: Monday, October 15, 2001 12:03 PM
To: Proffitt, Tim; Ephross, Joel; Hodge, Jeffrey T.
Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable
Financing


Per Lisa Mellencamp and based upon visiting with Mark Taylor, extracting th=
e PGE receivables on 10/25, the next regular date, is satisfactory. Please=
note that the master netting does not include the PGE utility entity, only=
the non-utilities. Joel, you have a copy of the netting agreement showing=
all parties thereto. You should check with Hodge re any utility gas contr=
act receivables.

-----Original Message-----
From: Proffitt, Tim=20
Sent: Monday, October 15, 2001 11:42 AM
To: Bradford, William S.; Ephross, Joel; Cook, Mary; Taylor, Mark E
(Legal); Hodge, Jeffrey T.; St. Clair, Carol; Sager, Elizabeth; Murphy,
Harlan
Cc: Rohauer, Tanya; Herron, Chris; Reeves, Leslie
Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable
Financing


Good question, our report rolls everything up to the parent. Leslie, can yo=
u gather the actual counterparties? thanks.
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