EGEP Sale Announcement

Please make sure that nothing goes out internally or externally without the
approval of Cliff Baxter or Mark Metts. We need to continue our usual
vetting process through both PR and IR, but need also to add Cliff and Mark.
In getting the OK from Cliff and Mark we must have no OKs by default -- ie
because we haven't received comments or a response on time. If anybody needs
help getting to Cliff or Mark, then Mark Palmer, Karen Denne, or I can help.

Thanks
----- Forwarded by Steven J Kean/NA/Enron on 10/16/2000 10:05 AM -----

John Ambler@ENRON_DEVELOPMENT
10/13/2000 04:39 PM

To: Jimmy Mogal/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Steven J Kean/NA/Enron@Enron, Mark Palmer@ENRON, Johan
Zaayman/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
Subject: EGEP Sale Announcement

Jimmy,

I'll be working up a limited statement and Q&As, which we will need to run by
Jeff Sherrick and Mark Metts. Once we have an approved statement I'll let
you know. Of course, we would prefer to avoid publicity if possible. Until
we have an approved statement, please call me to discuss if you have pressing
demands.

Thanks,

John
---------------------- Forwarded by John Ambler/ENRON_DEVELOPMENT on
10/13/2000 04:26 PM ---------------------------

Jeffrey Sherrick@ENRON
10/13/2000 03:04 PM
To: Steven J Kean/NA/Enron@Enron, John
Ambler/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Jimmy
Mogal/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Stephen Wallace/Corp/Enron@ENRON, Larry Morse/Corp/Enron@Enron, Mike
Stewart/Corp/Enron@ENRON, Mark Koenig/Corp/Enron@ENRON, Sanjay
Bhatnagar/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT

Subject: EGEP Sale Announcement

On Friday (last night Houston time) we announced Enron's decision to sell
Enron Oil & Gas India Ltd. (EOGIL), our subsidary that owns a 30% interest in
the Panna, Mukta and Tapti concession areas. We now have bankers involved
and a data room is being prepared in Houston which made it extremely
difficult to keep the deal quiet any longer. There were a rumors circulating
through the office, but the reality of the announcement was still a shock to
most of the employees in India and Houston. Attached is a memo we handed out
to employees, but basically we said the following:
1) Selling assets or companies is a routine part of Enron's strategy to
redeploy capital in the higher return opportunities. The company has
exposure to a number of tremendous opportunities today that were not
envisioned even twelve months ago. In line with this strategy, we are
placing EOGIL in the market.
2) Depending on the success of finding an acceptable buyer for EOGIL, we
will be reviewing the balance of our portfolio for transfer to other Enron
entities or for sale as separate packages. We anticipate closing the EOGIL
transaction and rationalizing the remaining portfolio by March 31, 2001.
3) Pending the success outlined in item #2, we will eliminate Enron Global
E&P as an Enron business unit on March 31, 2001.
4) We announced some interim staff changes to facilitate the process.
a) Jeff Sherrick would re-focus his time largely on the sale process
b) Mike Stewart will be responsible for all India activity except the sale
process
c) Steve Harper will be responsible for EGEP's sale activity and
coordination with our bankers and Corporate Development
5) Commented on the potential impact to employees in general terms. We told
them it was pre-mature to outline all of the possibilities until we signed a
PSA with a buyer. However, in general, there is a good likelihood that many
people will either have opportunities for future employment with the buyers
or through redeployment within Enron. Those people that do not remain with
the assets or are not redeployed in Enron will be involuntarily terminated
March 31, 2001 unless they are needed to close a transaction or to provide
transition services to a buyer.

I would like to keep this as low-keyed as possible. Last year when we were
for sale there were not a lot of comments, but you never know. If anyone in
the media picks up on this I would expect it to happen early next week. Mike
Stewart is currently in India in the Mumbai office (01191228395841) and can
be reached at the Mariott after-hours(01191228577878). He is fully briefed
on our position regarding the activities within EGEP and EOGIL. Mike will be
traveling offshore and to Baroda over the weekend and on Monday. I will be
available all weekend and next week at the following numbers; (work)
713-853-5934, (home) 281-320-2198, (cell) 713-569-4713. I would suggest
talking with Mike or I before making any comments to the media if possible.

This afternoon I notified our partners and thr Gov't of India of our
intention to market our assets. I will be making a trip to India soon to
visit with the appropriate people in these organizations within the next two
weeks. While I wouldn't expect this to happen, please refer any inquiries
from our partners (ONGC and Reliance) or the GOI to Mike or me. As you might
expect, we want to be careful and consistent in our message to these
groups.

I will keep you informed regarding any changes to the above. If you have any
questions, contact me at the above numbers.

jeff