We need to make sure this upside doesn't get taken in 2000.  It is part of 
the 2001 plan.  What ideas do we have for reserving equivlaent dollars?  the 
TC swap? depending on the outcome of the Carlton order, we may have a couple 
hundred thousand there?  we need to discuss how we want this treated for when 
it gets to Rod-  MK
---------------------- Forwarded by Mary Kay Miller/ET&S/Enron on 11/08/2000 
07:24 AM ---------------------------


Bob Burleson
11/07/2000 05:03 PM
To: Michele Winckowski/ET&S/Enron@ENRON
cc: Mary Kay Miller/ET&S/Enron@ENRON, Rockey Storie/ET&S/Enron@ENRON 

Subject: Re: SSL Abandonment - Sale to El Paso  

I had a meeting with El Paso the afternoon of Nov. 6th to discuss the 
abandonment, and the "next steps"

El Paso agrees to shoot for a November 30, 2000 close, with them assuming 
commercial and revenue responsibility on December 1st.  I requested funds 
transfer to NNG on the first business day of Jan 2001.

All exhibits to the P&SA are collected and being made available to legal for 
incorporation into closing documents.  These include MMS ROW's, space lease 
agreements on  three platforms, and a surviving NNG/Sea Gull transport 
agreement.

Robert Newman with EGC has contacted El Paso field operations and they have 
developed a list of information operations will transfer to El Paso regarding 
pipeline Ass Builts, maintenance information,. metering activity, MMS safety 
inspections, corrosion control, leak histories, etc.

Preliminary worksheet showing the "Adjusted Price" was developed and agreed 
to with El Paso.  Estimate of proceeds at the time of closing will be 
$1,357,107.00.  This was developed using estimates for the last three months 
revenue stream, and four month of O&M.  The final number will be developed 
and routed internally once actual variable are known.  Due to the transition 
to SAP, queries be expense code are more difficult to obtain.

If you should have any questions or need any information please let me know.

Thanks, Bob