Re: Guaranty Issue

Clement:
Thanks for your quick response. As for me, I've got about 3 weeks to go and
after this week, pretty much anything goes. I feel great and am really
excited and anxious. In the meantime, I'm using my pregnancy as an excuse to
get our counterparties to finalize our ISDA's and it appears to be working!
Thanks for asking.
Carol

Clement Abrams@ENRON
06/26/2000 01:38 PM

To: Carol St Clair/HOU/ECT@ECT
cc:
Subject: Re: Guaranty Issue

I'm okay with the language. How are you doing?

Clem

Carol St Clair@ECT
06/22/2000 05:43 PM

To: Clement Abrams/Corp/Enron@ENRON
cc:
Subject: Guaranty Issue

Clement:
We are trying to finalize our ISDA with Deutsche Bank. In the Guaranty where
we have the setoff and counterclaim language they want to add a proviso that
basically states that Enron Corp. would be entitled to get the benefit of the
rights, setoffs, counterclaims and other defenses that ENA is entitled to
only to the extent taht it would have had the benefit of those rights if it
were the direct counterparty. I think that I am okay with this but wanted
your input. Let me know what you think. Thanks.
carol