-----Original Message-----
From: 	"Bates, William" <wbates@mdbe.com>@ENRON  
Sent:	Friday, September 28, 2001 5:08 PM
To:	'Jines, Michael L.'; 'Gussett, Sheryl Esq.'; 'john.c.herbert@dynegy.com'; Mellencamp, Lisa; 'tlauria@whitecase.com'; 'Philip Warden (E-mail)'; 'ceklund@llgm.com'; 'collt@perkinscoie.com'; 'zack.starbird@mirant.com'
Cc:	Michelson, Randy; Lubic, Michael; Houlihan, Terry
Subject:	SCE - Call with Tom Walper
Importance:	High


        Tom Walper  just called to acknowledge receipt of our letter.  His tone was  cordial.  He said Ted Craver is out until Monday and asked if we could wait  to talk until then.  I said (cordially) "sure."
        Walper said  that as SCE begins to talk to our group, as it now is, it wants to get off on  the right foot.  He asked why we are interested in a forbearance  agreement - is our concern that SCE wouldn't have enough money to  pay generators if it paid others first?
        I said I  could not speak for the group, and that one point of meeting is  that creditors may have different perspectives that they will want to  express directly.  
        We then  talked "out of school" - each saying we were not speaking even for our clients -  as follows:
        I said that  I don't have enough information to know that SCE will be able to pay the  generators, so would appreciate having SCE address the credit issue Walper  raised.  The second concern I identified was that SCE would make its peace  with everyone else then declare WW3 on generators.  Thus, as we said in the  letter, I indicated that we would be interested in a commitment to make peace  with us before paying everyone else.
        Walper said  - your claims aren't liquidated; it wouldn't be fair to ask us to hold up  everyone else until your claims are fixed.  I suggested that agreeing to  some process for liquidating them (like the current FERC proceeding) other  than through endless litigation would alleviate some of my concern about  WW3.
        We left it  at that.  I expect to hear from Walper again on Monday.
 
PS to Ted Collins -  please let me have the email address for your in-house contact to I can add him  to the group list; your secreatry gave only his physical address.