I know of no changes we need to make to the Board or to the Committee assignments. I will check with Mr. Lay's office to make sure he wants to remain on the Board.  I will do that today and have an answer by tomorrow in all probability.




Cindy Stark
05/02/2001 04:26 PM
To:	Stanley Horton/Corp/Enron@Enron
cc:	 

Subject:	Reelection of EOTT Energy Corp. Directors and Committee Members

Stan:

Please review Walt's below message and respond to him at your earliest convenience.


---------------------- Forwarded by Cindy Stark/Corp/Enron on 05/02/2001 03:25 PM ---------------------------


Walt Zimmerman@EOTT
05/02/2001 04:20 PM
To:	Cindy Stark/Corp/Enron@Enron
cc:	 
Subject:	Reelection of EOTT Energy Corp. Directors and Committee Members

Cindy, here is the message we discussed.


Walter W. Zimmerman
Senior Counsel
EOTT Energy Corp.
P. O. Box 4666
Houston, Texas 77210-4666
Phone:  713-993-5028
Fax:       713-402-2808
e-mail:    walt_zimmerman@eott.com
----- Forwarded by Walt Zimmerman/Houston/Eott on 05/02/2001 04:19 PM -----

	Walt Zimmerman 04/27/2001 02:02 PM 	   To: Stanley_Horton@Enron.com@Eott, Dana Gibbs/Houston/Eott@Eott  cc: Molly Sample/Houston/Eott@Eott, Peggy Menchaca/Corp/Enron@Enron  Subject: Reelection of EOTT Energy Corp. Directors and Committee Members	


In advance of the May meeting of EOTT's Board of Directors, EOTT's sole shareholder signs a written consent providing for the annual election of EOTT's directors.  At the May meeting, the Board of Directors elects committee members and chairs for the next 12 months.  Are either of you aware of any upcoming changes in the composition of EOTT's Board of Directors?  In the past, we have had directors who have stepped down immediately prior to the "annual meeting."    Please advise me early next week as to whether there will be any changes to EOTT's Board of Directors in order that I may have the appropriate consent of sole shareholder signed.

Dan Whitty (Chairman), Ted Gaylord, and Dee Osborne are the current members of the Audit Committee.  John Duncan (Chairman), Dee Osborne, and Dan Whitty are the current members of the Compensation Committee.  Will there be any changes to these committees?

Thank you for your help.




Walter W. Zimmerman
Senior Counsel
EOTT Energy Corp.
P. O. Box 4666
Houston, Texas 77210-4666
Phone:  713-993-5028
Fax:       713-402-2808
e-mail:    walt_zimmerman@eott.com