ENRON OFFERS TO FINANCE AZURIX BUYOUT AT $7/SHR
10/27/0 13:44 (New York)


     (The following is a reformatted version of a press release issued by 
Azurix
Corp.)

AZURIX CORP. RECEIVES PROPOSAL FROM ENRON CORP. TO FINANCE AZURIX PUBLIC SHARE
BUY-OUT

     HOUSTON - Azurix Corp. announced today that its Board of Directors has
received a proposal from Enron Corp. to provide funding to take Azurix private
at a buyout price of $7.00 per share. The specific structure of the proposal 
has
yet to be determined. Azurix is filing today a copy of the proposal with the
U.S. Securities and Exchange Commission as an exhibit to a Form 8-K.
     Azurix Corp. (www.azurix.com) is a global water company that owns, 
operates
and manages water and wastewater assets, provides water and wastewater related
services, and develops and manages water resources. Azurix offers e-business
solutions in the areas of procurement, engineering and design, water supply 
and
storage and billing and collections. Azurix is listed on the Russell 2000 U.S.
equity index. Its stock is traded on the NYSE under the ticker symbol, "AZX."


(bh) PN
-0- (CRL) Oct/27/2000 17:44 GM


Enron Offers to Lend $275 Mln to Take Azurix Unit Private
10/27/0 13:38 (New York)

Enron Offers to Lend $275 Mln to Take Azurix Unit Private

     Houston, Oct. 27 (Bloomberg) -- Enron Corp., the world's
largest energy trader, offered to provide $275 million in
financing to take Azurix Corp., its struggling water affiliate,
private.
     The proposal would let Azurix buy back shares from private
investors at $7 apiece, a 96 percent premium to yesterday's
closing prices for the Houston-based company, Enron said.
     Azurix would buy back one-third of company. Enron already
owns a third of the water company it created two years ago, and
controls another third through an investor group called Atlantic
Water Trust.
     Azurix shares have fallen more than 80 percent since Enron
took the company public last year as part of a plan to exploit an
expected boom in water treatment projects worldwide.
     Rebecca Mark, once considered in line for the chief
executive's post at Enron, resigned in August as Azurix's chairman
and chief executive because of the company's poor performance.
     Shares of Azurix halted trading at $3.94 on the New York
Stock Exchange today. They've fallen from a high of $23.88 in July
1999. The company now has a market capitalization of $462 million.
    Shares of Houston-based Enron rose 88 cents to $77.38 in early
afternoon trading.

--Margot Habiby in Dallas (214) 740-0873, or
mhabiby@bloomberg.net, through the Princeton newsroom (609) 279-
4000/alp

Story illustration: To see the breakdown of Enron's annual sales,
see {ENE US <Equity> DES6 <GO>}.