Excellent!  I hope Briden's project attracts fewer vultures than Dennis 
Langley's.  I need to go to Midland on the afternoon of the 12th, so could 
meet in Houston conveniently on the morning of the 12th or anytime 10 am or 
later on the 11th.  I could meet on the 10 th after 10, but less 
conveniently.  Just let Martha know what the plan is and she'll deploy me.  
Also,  when you say they want TW to "build, own and operate the plant" you 
mean the gas pipeline facilities, not the power plant, right?  Must be 
because $20 mil. would be a pretty cheap power plant.  Thats a pretty cheap 
pipeline also for the length--about 40 miles, right?  DF 




Jeffery Fawcett
06/27/2000 04:17 PM
To: Drew Fossum/ET&S/Enron@ENRON
cc: Mary Kay Miller/ET&S/Enron@ENRON, Ronald Matthews/ET&S/Enron@ENRON, Terry 
Galassini/ET&S/Enron@ENRON, James Centilli/ET&S/Enron@ENRON, Darrell 
Schoolcraft/ET&S/Enron@ENRON, Paul Cherry/GPGFIN/Enron@ENRON, Rich 
Jolly/ET&S/Enron@ENRON, Susan Scott/ET&S/Enron@ENRON, Julia 
White/ET&S/Enron@ENRON, Kevin Hyatt/ET&S/Enron@Enron, Steven 
Harris/ET&S/Enron@ENRON 

Subject: Caithness Big Sandy, LLC. Project

The project's consultant, George Briden, of Snake Hill Energy, called me 
today to say that Caithness Corp. has decided to move forward with plans for 
the Big Sandy, LLC. Project.  To refresh your memory, the project is a 
proposed IPP to be located about 40 miles south of TW's pipeline along 
Highway 93, about 2 miles outside of Wickieup, Arizona.  I've attached a 
simple bitmap below (click on it and hit "view") indicating the location of 
the project relative to Transwestern's facilities.  Ultimately, the project 
would be built for approx. 1,000 MW of generation in two phases.  Phase 1 
will burn approx. 80,000 Dth/d, and phase 2 will burn an additional 120,000 
Dth/d.  Initial indications are for the project to be in service in early 
2002, with the lateral pipeline and gas service required as early as Q2, 2001.

Caithness Corp., based in New York, is a privately held company with diverse 
interests including geothermal (renewable) electric generation facilities 
(Coso Plant) in California.  George reported that Caithness would like for 
Transwestern to build, own and operate the plant with facility costs (current 
estimate, $20.3MM) to be amortized vis-a-vis a throughput/rate commitment.  
Caithness would also like the project to be interconnected to El Paso's 
system and the Questar Southern Trails Pipeline if that project should ever 
be completed.

Obviously, we'll have to wade throught the legal/regulatory issues 
surrounding this deal structure, as well as the requisite credit assurances.  
With respect to the former, I think if we view this pipeline 
ownership/operation structure more as a financing mechanism with associated 
operating agreements, then we're probably OK.  With respect to the later, 
George assured me that Caithness can/will set-up a funding mechanism that 
would give Transwestern sufficient assurance of payback.

George would like to bring down a couple of representatives from Caithness to 
meet with Transwestern sometime the week of July 10.  He suggested either 
Omaha or Houston for the meeting, inasmuch as he'd like Drew Fossum to be 
present.

Drew, I'm thinking it might be easier/better to have the meeting here in 
Houston given our immediate access to maps and engineering data regarding the 
lateral pipeline.  If you concur, what day(s) do you have open that week and 
is there an opportunity for you to hop Bill's plane for either one or both 
legs of the trip down here?  I'll ask Ron Matthews and maybe one or two 
others to join us so we can cover a fairly broad base of functions in one 
sitting.

Will you get back with me as soon as you can?  Others on the distribution, if 
you can sit tight we'll get you more information as this meeting date/time 
comes together.  Thanks.