making good progress, feel we have the best position here we have had in 
months.
---------------------- Forwarded by John L Nowlan/HOU/ECT on 11/13/2000 10:17 
AM ---------------------------


Anastasia Karabatsos
11/13/2000 09:51 AM
To: Steve W Young/LON/ECT@ECT, Ted Murphy/HOU/ECT@ECT, Tani Nath/LON/ECT@ECT, 
Robert Quick/LON/ECT@ECT, John L Nowlan/HOU/ECT@ECT
cc: Graham Cane/LON/ECT@ECT, Adam Nye/LON/ECT@ECT 
Subject: Spain Update 13/11/2000

We've just returned from 3 days full of meetings in Barcelona which has 
resulted in the following agreements being reached and executed:

- Transfer of product stored in Spain in the name of ECTRIC Spain (JV company 
with GM) ensuring that the product has been transferred from the correct GM 
entity and that ECTRIC Spain has contractual rights with the Storage 
Terminals currently holding the Product. 
This has more thoroughly protected Enron's exposure to GM for about $20MM, 
along with the various hedges we've entered into.

- C. Mahoney is now MD of ECTRIC Spain; resulting in Enron not having to 
obtain any authorisation from GM for ECTRIC Spain - Enron have sole authority 
( to move funds etc.).

- A Framework Collaboration agreement for future business with GM for ECTRIC 
Spain's activities, which revolves around a joint committee making all 
decisions with regard to who ECTRIC Spain supplies/delivers to, and what 
payment/credit terms should be granted.

- We have committed to keeping the stock in Spain until end June 2001, at 
which time we can liquidate 50% of it, and the other 50% to be gradually 
bought out by GM before Dec2001 or will be liquidated by us.

- We have their undertaking not to further increase GM indebtedness without 
Enron's approval

- we have re-scheduled the existing debt (about $10mm), repayable before end 
Dec 2000. Any default in this payment schedule will result in the 
Collaboration Agreement falling away and ECTRIC Spain will no longer be bound 
to maintaining the Strategic Stock. 

- During last week we received a payment of $5mm from GM (this reduced the 
debt from $15 to $10)

Issues/ action items which will require urgent / immediate attention:-

1) Appointments of the joint working committee  - Enron (Chris Mahoney / Adam 
Nye) to be formally notified. GM (?)
2) Storage Agreements with the terminals to be documented in the name of 
ECTRIC Spain.
3) Contacts and working relationships to be made at the Storage Terminals by 
Enron Staff ( Graham Cane & Adam Nye)
4) Third Parties / Operators Contracts currently in the name of GM as 
Supplier to be replaced by ECTRIC Spain - contractual terms including Credit 
and Payment terms to be reviewed/ by Enron  Legal, Trading, Logistics & 
Credit and advise the Enron representatives on the working committee 
accordingly.
5) Future Supplies to GM from ECTRIC Spain - contract to be documented 
including prepayment terms

This is the strongest position we have held in the last 8 months and has 
taken this long to negotiate. Though not yet completely secure, we have 
definitely made a leap in the right direction. 

A