-----Original Message-----
From: 	Dasovich, Jeff  
Sent:	Wednesday, October 17, 2001 2:04 PM
To:	Calger, Christopher F.
Subject:	Thoughts on PX Credit Claim with Edison

Chris:
A little background (recaps briefly what we discussed on the phone on Monday):
A few weeks ago, we (government affairs) approached John Fielder of Edison to see if there was any chance that Edison might be willing to reach a deal on our Negative CTC/PX credit claim.
After discussions with RAC, we offered to take 90 cents on the dollar for amounts owed through March 1. (There's general agreement with Edison on what the number is up to January 17, which would only leave 1.17--3.1 in dispute.  But recall there's still the FERC refund issue which complicates the issue.) 
We asked for 10% down immediately and a binding agreement that Edison would pay us by a date certain sometime in the next quarter.  
In exchange, we said we'd drop our law suits at the PUC. In one suit, we're asking the PUC to have Edison pay us. In the other, we've stopped paying Edison for transportation costs until the PUC gets Edison to pay us.  We're depositing what we owe Edison in an escrow account pending resolution.
We also agreed to work with Edison to get the PUC to end the whole residual CTC/PX credit framework retroactive to March 1, 2001.  (That would reduce Edison's exposure to negative CTC and our exposure to positive CTC.)
For his part, Fielder was looking (in addition) for 1) an agreement on our part to forebear, and 2) an agreement that everyone, including DA customers, should pay what they rightly owe for a) Edison's undercollection, b) the bonds, and c) DWR's stranded contract costs.
We never resumed the talks in earnest because soon after our talk, Edison struck its bailout deal with the PUC. 

With respect to what else we could offer them:
From a commercial standpoint, I'm sure you're scouring that front, and I may not have much to add.  But given the credit risk associated with the utility and Edison's other subs, devising a commercial option to help settle the negative CTC claim seems like a challenge.
One possible avenue might be the $250 MM in hedging activity the PUC agreed to in its bailout settlement with Edison.  Edison is authorized to hedge its generation and QF fuel costs for up to $250 MM under the settlement. (But this would expose us to PUC regulatory risk, in addition to Edison's credit risk.)
Another commercial angle might be Mission Energy, but again, not sure how much better Mission fares from a credit perspective.
One idea that we've bounced around that might appeal to Edison--but may or may not be appealing to us--us is to agree to take a note from Edison.  That is, in return for 100 cents on the dollar, we'd agree to take, for example, a 3-year note at some agreed to coupon.  
This should appeal to Edison since 1) it takes us off the list of folks who might take them in, 2) it might provide a useful template that Edison could use with other creditors, and 3) it lessens the overall financing Edison needs to arrange (bridge loan, etc.) in the near-term to pay its creditors.
The "note" angle could be packaged up with the other regulatory issues explored in the first call with Fielder.

Hope this helps.

Best,
Jeff