Richard: 

The deposition of David Wheeler resumed today in New York.? Corey Gordon of 
Robins, Kaplan asked all of the questions.? I "attended" by internet; I was 
able to receive live audio, video, and transcript concurrently in real time.? 
Only minor problem was that I could not assert objections; the lawyers and 
the technical people are now looking for a fix for this.? This technology is 
definitely the waive of the future.

Most of the deposition was quite uninteresting from Enron's point of view.? 
Gordon mostly went over old areas that have little relevance to us.

There was one exception.? Gordon marked an exhibit (1198) about the 
underwriting fee, which shows an early allocation of the fee and suggests:

??????? (1)? Enron's fee was supposed to be $1 million, as Brian has been 
saying (Later documents that state that Enron was to get 6% of $16,653,900 
look like after the fact rationales for paying Enron $1 million); 

??????? (2)? McDonald and NatWest were fighting over whose share of the 
underwriting fee would be the source of the $1 million to be paid to Enron; 
and

??????? (3)? The approximately $1.6 million fee to PaineWebber was to give 
"all of the underwriters . . . access to Marcus' research report."

In addition, this exhibit prompted Wheeler to testify that Enron "was 
insisting on being named to the underwriting syndicate."

??????? ??????? An excerpt of Wheeler's testimony and a copy of exhibit 1198 
are attached. 

Steve 

 <<C810AA00.PDF>> 

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