Thanks, Veronica.  Brent Hendry is going to call you about Todd Perkins' e-mail.  We don't want to enter into an ISDA with an agency arrangement as it poses problems as far as netting and other matters.  Brent will call Todd and tell him that we will either enter into 6 separate masters or one master with Southern and then they can internally back to back trades.  So, I would not do anything until Brent speaks with you and Todd.

Marie

 -----Original Message-----
From: 	Espinoza, Veronica  
Sent:	Thursday, August 23, 2001 3:21 PM
To:	Heard, Marie
Subject:	RE: Draft ISDA Master Agreements

Marie--

Finally--I'm getting back to you with comments on these ISDA's.  Although the counterparty is now proposing something different, I thought I would send you this for your files.  I'm attaching the document that I went through for Georgia Power.  The changes to the documents are the same for all three, with exception of the specified thresholds.  The only difference will be the thresholds as follows:

Savannah Electric and Power Company: 3rd Party debt for Party B changed to $10MM will be acceptable, Threshold of $10MM will be acceptable, and the minimum transfer amount should be $100M (not $500 as they requested).
Mississippi Power Company: 3rd Party debt for Party B being changed to $20MM will be acceptable, Threshold should be countered to $15MM, and min transfer countered at $100M.
Georgia Power Company: Threshold info, etc is located in the attached document.

I've highlighted all of my comments in yellow below.  Again, the same comments (except for the thresholds, etc. mentioned above) should resemble the other two documents.  Please give me a call if you have any questions.

Thanks again and I apologize for the delay.

Veronica

 << File: Georgia Power Company comments.doc >> 

 -----Original Message-----
From: 	Heard, Marie  
Sent:	Friday, July 27, 2001 9:28 AM
To:	Espinoza, Veronica
Subject:	FW: Draft ISDA Master Agreements


Hi, Veronica!

Attached are comments from Todd Perkins to the Georgia Power, Mississippi Power and Savannah Electric ISDA's.  Once you have reviewed the credit comments, please let us have your responses.

Thanks!

Marie
 -----Original Message-----
From: 	"Perkins, Todd A." <TAPERKIN@southernco.com>@ENRON [mailto:IMCEANOTES-+22Perkins+2C+20Todd+20A+2E+22+20+3CTAPERKIN+40southernco+2Ecom+3E+40ENRON@ENRON.com] 
Sent:	Friday, July 27, 2001 9:15 AM
To:	Heard, Marie
Subject:	RE: Draft ISDA Master Agreements

Here are the ISDA Schedules for Georgia Power, Mississippi Power, and
Savannah Electric with our comments.  Please let me know when you are ready
to discuss.

Todd Perkins
Southern Company
404-506-0655

 <<Enron - Georgia ISDA Schedule.doc>>  <<Enron - Mississippi ISDA
Schedule.doc>>  <<Enron - Savannah ISDA Schedule.doc>>

> -----Original Message-----
> From:	Heard, Marie [SMTP:Marie.Heard@enron.com]
> Sent:	Thursday, July 12, 2001 11:56 AM
> To:	taperkin@southernco.com
> Subject:	FW: Draft ISDA Master Agreements
>
>
> Hope this reaches you this time.
>
> Marie
> >  -----Original Message-----
> > From: 	Heard, Marie
> > Sent:	Wednesday, July 11, 2001 5:01 PM
> > To:	'taperkin@southernco.com'
> > Cc:	Espinoza, Veronica; Boyd, Samantha; Panus, Stephanie; Hendry,
> > Brent
> > Subject:	Draft ISDA Master Agreements
> >
> > Mr. Perkins:
> >
> > Pursuant to Veronica Espinoza's request, I am attaching the following
> > for your review:
> >
> > 1.	Schedule to the ISDA Master Agreement and Paragraph 13 to the
> > ISDA Credit Support Annex between Enron North America Corp. ("ENA")
> > and Savannah Electric and Power Company.
> >
> > 2.	Schedule to the ISDA Master Agreement and Paragraph 13 to the
> > ISDA Credit Support Annex between ENA and Georgia Power Company.
> >
> > 3.	Schedule to the ISDA Master Agreement and Paragraph 13 to the
> > ISDA Credit Support Annex between ENA and Mississippi Power Company.
> >
> > Please do not hesitate to contact either Brent Hendry, Senior Counsel
> > at (713) 853-7124 (brent.hendry@enron.com) or me should you have any
> > questions or comments.  We look forward to hearing your comments.
> >
> > Marie Heard
> > Senior Legal Specialist
> > Enron North America Corp.
> > Phone:  (713) 853-3907
> > Fax:  (713) 646-3490
> > marie.heard@enron.com
> >
> >
> > 				 <<020ctr(savannah).doc>> 	 <<106
> > ctr (Georgia Power Co).doc>> 	 <<153ctr(miss power).doc>>  <<
> File: 020ctr(savannah).doc >>  << File: 106 ctr (Georgia Power Co).doc >>
> << File: 153ctr(miss power).doc >>

 - Enron - Georgia ISDA Schedule.doc << File: Enron - Georgia ISDA Schedule.doc >> 
 - Enron - Mississippi ISDA Schedule.doc << File: Enron - Mississippi ISDA Schedule.doc >> 
 - Enron - Savannah ISDA Schedule.doc << File: Enron - Savannah ISDA Schedule.doc >>