RE: Confidentiality Agreement

John -

I have seen the EPMI agreement and it looks very similar to the one we
forwarded for Net Works. I will be talking to our internal personnel a bit
further to fully understand Green Mountain's concerns and will get back to
you in the next day or so to see if we can put this matter to bed.

Mark
Senior Counsel, EWS
Phone: 713-345-8897
Facsimile: 713-646-3490
E-Mail: Mark.Greenberg@enron.com

"Gray, John" <John.Gray@GreenMountain.com<
05/18/2001 09:51 AM

To: "'Mark.Greenberg@enron.com'" <Mark.Greenberg@enron.com<
cc:
Subject: RE: Confidentiality Agreement

There is a confidentiality agreement in place with Enron Power Marketing,
Inc., along with several transaction documents.

-----Original Message-----
From: Mark.Greenberg@enron.com [mailto:Mark.Greenberg@enron.com]
Sent: Thursday, May 17, 2001 11:19 PM
To: john.gray@greenmountain.com
Cc: Adriane.Schultea@enron.com; Tana.Jones@enron.com
Subject: RE: Confidentiality Agreement

John -

Unfortunately, I am out of the office and will not return until Monday,
5/21. I will have our staff check where these other agreements may be, but
I am not confident that Net Works has an existing NDA with your company.
To make this search a bit easier, could you please advise me of the "other
dealings" you are referring to.

Thanks and thanks for your patience.

Mark
Senior Counsel, EWS
Phone: 713-345-8897
Facsimile: 713-646-3490
E-Mail: Mark.Greenberg@enron.com
----- Forwarded by Mark Greenberg/NA/Enron on 05/17/2001 11:16 PM -----

Adriane

Schultea/ENRON@ To: ""Gray, John"
<John.Gray@GreenMountain.com<@ENRON"

enronXgate
<IMCEANOTES-+22Gray+2C+20John+22+20+3CJohn+2EGray+40GreenMountain+2Ecom+3E+4
0ENRON@ENRON.com<
@SMTP@enronXgate

05/17/2001 cc: Tana Jones/HOU/ECT@ECT,
Mark Greenberg/NA/Enron@ENRON, smithtm6@bp.com@SMTP@enronXgate
12:54 PM Subject: RE: Confidentiality
Agreement

John,

This will be no problem. I will have Mark Greenberg contact you when he
returns to the office tomorrow. Hope we can resolve these issues in the
near future.

Again, please feel free to contact me with any questions or concerns.

Thanks,
Adri

-----Original Message-----
From: "Gray, John" <John.Gray@GreenMountain.com<@ENRON

[mailto:IMCEANOTES-+22Gray+2C+20John+22+20+3CJohn+2EGray+40GreenMountain+2Ec
om+3E+40ENRON@ENRON.com]

Sent: Thursday, May 17, 2001 11:08 AM
To: Schultea, Adriane
Subject: Confidentiality Agreement

Tim Smith said you had a form of confidentiality agreement you had sent
to him. We have taken the time to prepare and provide you a
confidentiality agreement which contains substantive provisions that
have already been reviewed by your counsel in our other dealings. Many
of the provisions are very similar both agreements. Therefore, please
have your counsel review that document as soon as possible.

John K. Gray
Assistant General Counsel
Green Mountain Energy Company
3815 Capital of Texas Highway South -- Suite 100
Austin, Texas 78704
Direct: 512-691-6127
512-691-6100
Fax: 512-691-6151