Great. I'll look forward to visiting with you as soon as Notre Dame is
signed. The organizations should be a great fit as it relates to regulatory
and legislative affairs. Best regards. Ken


                                                                                               
                    "Shapiro,                                                                  
                    Richard"                 To:     <ken.randolph@dynegy.com>                 
                    <Richard.Shapiro@        cc:                                               
                    enron.com>               Subject:     Notre Dame                           
                                                                                               
                    11/06/01 07:42 AM                                                          
                                                                                               
                                                                                               




If Notre Dame is brought to closure( my hope is that it will), once that
occurs, I'd like to figure out with you, or whomever you deem
appropriate from Dynegy a couple of things: 1) We currently have 65
government affairs professionals at Enron around the globe( 55 in North
America, including the Washington office)..I anticipate making
significant job cuts early in the transition and would like to make sure
that the cuts are being done with the merged company fully in mind; 2)
As you have seen from our disclosures, we have many more regulatory
approvals associated with the Enron Assets as compared to Dynegy's- I'd
like to work with you or whomever you designate to determine  the most
efficient way to process these filings through to approval. My intent
with this e-mail is not to further burden the next couple of critical
days, but merely to raise the issues so we're in a position to talk and
meet soon thereafter. I think you will find in the government affairs
professionals here the same commitment to excellence and integrity which
characterizes the folks I've come into contact with at Dynegy. I'll wait
to hear from you. Good luck in the next few days.


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