Cinergy and Enron Transaction

Here is PGET risk reducing deal that Mark talked to you about. Please
coordinate with Lisa when you get a chance on Tues. I ill help on the power
master w Cinergy to make sure it is suitable for the underlying trades.

Thanks so much for your help.
----- Forwarded by Elizabeth Sager/HOU/ECT on 03/12/2001 04:36 PM -----

"Meier, Peter" <peter.meier@neg.pge.com<
03/12/2001 02:47 PM

To: "'elizabeth.sager@enron.com'" <elizabeth.sager@enron.com<,
"'wbradfo@enron.com'" <wbradfo@enron.com<, "'jgollomp@cinergy.com'"
<jgollomp@cinergy.com<, "'swilkerson@cinergy.com'" <swilkerson@cinergy.com<
cc: "Sarti, Daniel" <daniel.sarti@neg.pge.com<, "Guebert, Dave"
<Dave.Guebert@neg.pge.com<, "Barpoulis, Sarah" <sarah.barpoulis@neg.pge.com<,
"Hein, Jennifer" <jennifer.hein@neg.pge.com<, "Vallieres, Benoit"
<benoit.vallieres@neg.pge.com<, "'lisa.mellencamp@enron.com'"
<lisa.mellencamp@enron.com<
Subject: Cinergy and Enron Transaction

Attached is a draft of the three party agreement between PGET, Enron
and Cinergy. My understanding is that it is with respect to 75 MWh and I
have drafted it accordingly. I have used the format which we and Enron have
previously used.

In addition to your review of the Agreement generally, I need
specifically a copy of the two confirms for the Enron/PGET transactions
being terminated and I need to know the settlement payment. Also, the
appropriate reference to the existing Enron/Cinergy needs to be included.
What will be the effective date for the assignment/termination? I know we
want to sign this tomorrow, but how quickly can it be implemented.

Please forward internally within your organization as necessary to
complete this transaction.

Elizabeth and Jeff, please call me as soon as possible.

Peter Meier (office: 301-280-6817; cell 301-502-1715)

<<epmi cinergy ver 1.doc<<

PG&E National Energy Group and any other
company referenced herein that uses the PG&E name or
logo are not the same company as Pacific Gas and
Electric Company, the regulated California utility. Neither
PG&E National Energy Group nor these other
referenced companies are regulated by the California Public
Utilities Commission. Customers of Pacific Gas and Electric Company
do not have to buy products from these companies in order
to continue to receive quality regulated services from the utility.

- epmi cinergy ver 1.doc