Louise,

This is the extent of my conversation with Mike on this topic.  I am fully aware of maintaining ALL of our options.

Don
---------------------- Forwarded by Don Miller/HOU/ECT on 03/14/2001 01:51 PM ---------------------------


Don Miller
03/14/2001 11:53 AM
To:	"Morrell, Michael P." <MMORREL@alleghenyenergy.com> @ ENRON
cc:	 
Subject:	Re: Enron - Allegheny Energy Supply Agreement   

Mike,

Thanks for the email.  Given schedules, it may be early next week before I can get back to you with comments.

Regards,

Don





"Morrell, Michael P." <MMORREL@alleghenyenergy.com>@alleghenyenergy.com> on 03/14/2001 10:12:01 AM
Sent by:	"Thomas, Cynthia L." <CTHOMA3@alleghenyenergy.com>
To:	"'don.miller@enron.com'" <don.miller@enron.com>
cc:	"Morrell, Michael P." <MMORREL@alleghenyenergy.com>, "Bevilacqua, David J." <dbevila@alleghenyenergy.com>, "Clark, Patricia J." <PCLARK@alleghenyenergy.com> 
Subject:	Enron - Allegheny Energy Supply Agreement


	As we discussed by phone yesterday, I am attaching drafts of a
letter I propose to send to Louise Kitchen and an amendment to the agreement
between Enron and Allegheny Energy Supply.

	The detailed schedule to get us from here to closing is as follows:

	March 19	S-3 ready to go effective (no SEC review)
	March 23	SEC approval of EWG filing
	March 30	Underwriters' due diligence complete
	April 3	SEC approval of equity/debt financing filing
	April 4	S-3 goes effective (no SEC review)
	April 6	Print preliminary prospectus
	April 8	Palm Sunday/Passover begins
	April 9	Distribute preliminary prospectus/begin sales calls
	April 13	Good Friday
	April 15	Easter/Passover ends
	April 16	S-3 ready to go effective (assuming SEC review)
	April 18-20	United States roadshow
	April 22-23	Europe roadshow
	April 24-25	United States roadshow
	April 26	Equity pricing
	May 2	Debt placement closing with banks
	May 2	Equity sales closing
	May 3	Enron acquisition closing

 <<enron letter.doc>>  <<amendment to enron agreement.doc>>

	Please call me when you have reviewed these items.  My phone number
is (301) 665-2716.

						M. P. Morrell



 - enron letter.doc 
 - amendment to enron agreement.doc 





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