Jacques,

George finally sent me some information.  Please look over his email.  He 
wants us to buy him out.  Keith and I think this is a joke.  

We still need to speak to his engineer and find out about his soil study to 
determine if it has any value going forward.  I don't believe the architect 
work will be of any use to us.  I don't think they deserve any compensation 
for their time due to the fact that intentional or not the project they were 
proposing was unsupportable by the market.  

My version of a buyout is attached.

I need your expert advise.  I am ready to offer my version or threaten to 
foreclose.  Do they have a case that they are due money for their time?  
Since their cost
and fees didn't hold up versus the market and we didn't execute a contract, I 
wouldn't think they would stand a chance.  There isn't any time to waste so I 
want to respond to their offer asap.

Call me with your thoughts.

Phillip




---------------------- Forwarded by Phillip K Allen/HOU/ECT on 03/14/2001 
08:36 AM ---------------------------


"George Richards" <cbpres@austin.rr.com> on 03/13/2001 11:29:49 PM
Please respond to <cbpres@austin.rr.com>
To: "Phillip Allen" <pallen@enron.com>, "Keith Holst" <kholst@enron.com>
cc: "Larry Lewter" <LLEWTER@austin.rr.com>, "Claudia L. Crocker" 
<clclegal2@aol.com> 
Subject: Bishops Corner, Ltd. Buyout




[IMAGE][IMAGE]??????????? ??????????? 


 

8511 Horseshoe Ledge, Austin, TX? 78730-2840

Telephone (512) 338-1119? Fax(512)338-1103
E-Mail? cbpres@austin.rr.com

?


?

?

?

March 13, 2001? 

Phillip Allen

Keith Holst

ENRON

1400 Smith Street

Houston, TX? 77002-7361

Subject: Bishops Corner, Ltd. -- Restructure or Buyout

Dear Phillip and Keith: 

We are prepared to sell Bishops Corner, Ltd. for reimbursement of our cash 
expenditures; compensation for our management services and your assumption of 
all note obligations and design contracts.? 

As shown on the attached summary table, cash expenditures total $21,196 and 
existing contracts to the architect, civil engineer, soils testing company, 
and appraisal total $67,050.? The due on these contracts is $61,175, of which 
current unpaid invoices due total $37,325.

Acting in good faith, we have invested an enormous amount of time into this 
project for more than five months and have completed most of the major design 
and other pre-construction elements.? As it is a major project for a firm of 
our size, it was given top priority with other projects being delayed or 
rejected, and we are now left with no project to pursue.? 

Two methods for valuing this development management are 1) based on a 
percentage of the minimum $1.4MM fee we were to have earned and 2) based on 
your prior valuation of our time.? For the first, we feel that at least 25%, 
or $350,000, of the minimum $1.4MM fee has been earned to date.? For the 
second, in your prior correspondence you valued our time at $500,000 per 
year, which would mean this period was worth $208,333.? Either of these 
valuations seem quite fair and reasonable, especially as neither includes the 
forfeit of our 40% interest in the project worth $0.8--$1.2MM. ?However, in 
the hope that we can maintain a good relationship with the prospect of future 
projects, we are willing to accept only a small monthly fee of $15,000 per 
month to cover a portion of our direct time and overhead.? As shown in the 
attached table, this fee, plus cash outlays and less accrued interest brings 
the total net buyout to $78,946.? 

We still believe that this project needs the professional services that we 
offer and have provided.? However, if you accept the terms of this buyout 
offer, which we truly feel is quite fair and reasonable, then, we are 
prepared to be bought out and leave this extraordinary project to you both.? 
If this is your 



choice, either contact us, or have your attorney contact our attorney, 
Claudia Crocker, no later than Friday of this week.? The attorneys can then 
draft whatever minimal documents are necessary for the transfer of the 
Bishops Corner, Ltd. Partnership to you following receipt of the buyout 
amount and assumption of the outstanding professional design contracts.

Thank you.

?

Sincerely,

[IMAGE]

?

?

?

George W. Richards 

President

P.S.????? Copies of contracts will be forwarded upon acceptance of buyout.

?

cc:??????? Larry Lewter
??????????? Claudia Crocker
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