Russell:
Thanks for your message.  I will take a look at the Transfer Agreement.  I 
just want to make sure that all trades done after May 3rd and before the 
execution date that are being confirmed under ARMS will be transferred to 
Utilicorp.  Alos, in order to change our online system, we need to know when 
the Utilicorp Master will be the operative document so that on and after such 
date, all deals are confirmed under the Master under the Utilicorp name.  Do 
you think that it would be better just to change the effective date of the 
Master and the Transfer Agreement to the date of Utilicorp's execution of the 
Master?
 

Carol St. Clair
EB 3892
713-853-3989 (Phone)
713-646-3393 (Fax)



	"Martinson, Russell" <RMartins@UtiliCorp.com>
	05/16/2000 02:05 PM
		 
		 To: "'Carol St Clair'" <Carol.St.Clair@enron.com>
		 cc: 
		 Subject: RE: Utilicorp


Carol, I wasn't able to open the images you attached to your email, but both
the ISDA and the Transfer and Termination Agreement are dated May 3, 2000.
The only possible concern would be those transactions that we are entering
into between May 3 and the day that the UtiliCorp ISDA is executed, at which
time we will actually enter into trades as UtiliCorp.  However, I believe
that we have worded the Transfer and Termination Agreement in such a manner
that, once such document is executed, all trades done as ARM will fall under
the UtiliCorp ISDA, so there shouldn't be any concerns.

I anticipate having the ISDA Transfer and Termination Agreement executed
within the week.  Feel free to let me know if you you have further
questions/concerns.

> ----------
> From:  Carol St Clair[SMTP:Carol.St.Clair@enron.com]
> Sent:  Friday, May 12, 2000 5:05 PM
> To:  RMartins@utilicorp.com
> Subject:  Re: Utilicorp
>
> <<File: pic07880.pcx>><<File: pic20420.pcx>>
>
>
> Russell:
> Please see the e-mails that Susan and I have exchanged.  Since we are
> still
> confirming deals under ARMS, does the effective date on the Transfer and
> Termination Agreement work?  I want to make sure that it covers all trades
> that
> have been confirmed with ARMS until we start confirming with Utilicorp.
> Please
> advise.
> Carol
>
> Carol St. Clair
> EB 3892
> 713-853-3989 (Phone)
> 713-646-3393 (Fax)
> ----- Forwarded by Carol St Clair/HOU/ECT on 05/12/2000 05:03 PM -----
> |--------+------------------------>
> |        |          Susan Bailey  |
> |        |                        |
> |        |          05/12/2000    |
> |        |          05:00 PM      |
> |        |                        |
> |--------+------------------------>
>
> >-------------------------------------------------------------------------
> ---|
>   |
> |
>   |      To:     Carol St Clair/HOU/ECT@ECT
> |
>   |      cc:
> |
>   |      Subject:     Re: Utilicorp(Document link: Carol St Clair)
> |
>
> >-------------------------------------------------------------------------
> ---|
>
>
>
> Carol,
>
> Not yet.  The master agreement documents were sent out by FED EX on
> Monday, May
> 8th.
>
> As for the effective date of the (a) Master Agreement and (b) Transfer and
> Termination Agreement, both documents were given an effective date of May
> 3,
> 2000.
>
>
>
>
> |--------+----------------------->
> |        |          Carol St     |
> |        |          Clair        |
> |        |                       |
> |        |          05/12/2000   |
> |        |          03:46 PM     |
> |        |                       |
> |--------+----------------------->
>
> >-------------------------------------------------------------------------
> ---|
>   |
> |
>   |       To:     Susan Bailey/HOU/ECT@ECT
> |
>   |       cc:     Sara Shackleton/HOU/ECT@ECT
> |
>   |       Subject:     Utilicorp
> |
>
> >-------------------------------------------------------------------------
> ---|
>
>
>
>  (Embedded
>  image moved   (Embedded image moved to file: pic20420.pcx)
>  to file:
>  pic07880.pcx)
>
>
>
>
>
>
> Susan:
> Has this Master been executed?  I forgot what we specified as the
> effective date
> of the Transfer and Assignment Agreement with ARMS but we need to make
> absolutely sure that the effective date covers all trades that are done by
> ARMS
> and that there is no gap between that effective date and the effective
> date of
> our Master.  Also, please make sure that Tana knows when the Utilicorp
> Master
> becomes effective so she can notify the online folks.  Thanks.
> Carol
>
>
>