This is a proposed margin agreement from Pacificorp.  We are out of the money 
over $250mm and they are getting nervous.  Tracy and I are trying to get them 
to sign an EEI but they are dragging their feet.  Let's discuss a strategy 
for moving forward.   

If this agreement is not bad from a legal perspective than I am okay with 
moving forward with some changes to the credit levels.  However, if it is not 
acceptable we should put pressure on them to sign an EEI.

Let's discuss.
Bill


---------------------- Forwarded by William S Bradford/HOU/ECT on 12/07/2000 
06:31 AM ---------------------------


"Fryer, John" <John.Fryer@PacifiCorp.com> on 12/07/2000 12:08:15 AM
To: "'william.s.bradford@enron.com'" <william.s.bradford@enron.com>
cc: "Wessling, Nathalie" <Nathalie.Wessling@PacifiCorp.com>, "Fryer, John" 
<John.Fryer@PacifiCorp.com> 
Subject: Margin Agreements


Bill:  As a follow-up to our discussions last night we are sending a draft
form of proposed margin agreement.  The threshold amounts can be changed
based on our discussions. While I would prefer to use an EEI agreement,
unfortunately until I get some direction from our contract people this is
the agreement we would like to go with.

Thanks

 <<Margining Agreement SAMPLE COPY.doc>>

 - Margining Agreement SAMPLE COPY.doc