For your info. 
---------------------- Forwarded by Kay Mann/Corp/Enron on 03/13/2001 11:52 
AM ---------------------------


"Boyd J. Springer" <bjspringer@JonesDay.com> on 03/13/2001 09:48:38 AM
To: gregg.penman@enron.com, kay.mann@enron.com
cc:  

Subject: Master Sales

Jerry Fox called to tell me that a decision has been made to by Peoples to
withdraw the Petitions for Approval of the PGL and North Shore Master Sales
Agreements. Jerry says this has been discussed with Enron. According to
Jerry, the intent is to proceed with some of the transactions contemplated
by the Agreement under exceptions to the affilliated interest approval
requirements. (As you may recall, we discussed the possibility that some
PGL/North Shore-enovate transactions may be expempt from the approval
requirement before the Peitition was filed. ) At this early stage of the
approval filing, the ICC Staff has not submitted testimony explaining its
opposition to approval. From the Staff's data requests, however, it appears
that they are not convinced that there is sufficient customer (i.e.,
public) benefit from establishing a contract between a utility and an
affiliated entity to perform the transactions contemplated by the Master
Sales Agreement when Peoples/North Shore acknowledge in the Petition that
there are other contracts in place with non-affiliates to perfrom the same
type of transactions. The Petition takes the position that the contract
with enovate is beneficial in the same respect that each non-affiliate
contract has benefit. ICC Staff (apparently) feels that the incremental
benefit of one more contract is not enough to offset perceived risks
associated with blanket approval of affilliate transactions under the
Agreement. It may be possible persuade staff to change its position if we
can show that the agreement with enovate will have a more significant effec
on PGL/Noth Shore that one of the non-affiliate agreements. In other words,
evidence of something unique or special about what enovate brings to the
table is what could turn this around (if you are interested in doing so.) .
Please call with any questions you may have.

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