Attached are initial drafts of documents for the referenced transaction.  
Please let me know if you do not wish to receive drafts or if there is anyone 
else that should receive drafts.

Please call me with your questions or comments.

Thanks.

Teresa




Teresa G. Bushman
Enron North America Corp.
1400 Smith Street, EB 3835A
Houston, TX  77002
(713) 853-7895
fax (713) 646-3393
teresa.g.bushman@enron.com


----- Forwarded by Teresa G Bushman/HOU/ECT on 12/12/2000 06:13 PM -----

	"Rosser, Dianna" <drosser@velaw.com>
	12/12/2000 06:05 PM
		 
		 To: "'teresa.g.bushman@enron.com'" <teresa.g.bushman@enron.com>
		 cc: "Shouse, August" <AShouse@velaw.com>
		 Subject: Enron/Mahonia December 2000 forward sale documents


Teresa,

Attached please find clean and blacklined drafts of the main documents.
Augie and I have talked with Milbank and plan to send them drafts of these
documents tomorrow, but we wanted to give you a chance to review them first.
Please feel free to call or e-mail us with any questions or comments.

Warm regards,

Dianna J. Rosser
Vinson & Elkins L.L.P.
Business and International Section
3300 First City Tower
1001 Fannin Street
Houston, Texas 77002-6760
tel: (713) 758-3688
fax: (713) 615-5899
email: drosser@velaw.com



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 - Houston_404983_1.DOC
 - Houston_408033_1.DOC
 - Houston_404950_1.DOC
 - Houston_404980_1.DOC
 - Houston_404914_1.DOC
 - Houston_404981_1.DOC
 - Houston_404917_2 (2).DOC
 - Houston_404942_1.DOC
 - Houston_404948_1.DOC
 - Houston_408015_1.DOC
 - Houston_408008_1.DOC
 - Houston_408002_1.DOC
 - Houston_407997_1.DOC
 - Houston_407993_1.DOC
 - Houston_407981_1.DOC
 - Houston_407974_1.DOC