David , if this is going to cause you political flack with Mary Joyce lets 
just kill it - we have revised the original plan and this is probably not 
needed.

Regards
Delainey
---------------------- Forwarded by David W Delainey/HOU/ECT on 09/06/2000 
03:29 PM ---------------------------


Mary Joyce@ENRON
09/05/2000 02:51 PM
To: David Oxley/HOU/ECT@ECT
cc: Cindy Olson/Corp/Enron@ENRON, Sheila Knudsen/Corp/Enron@ENRON, David W 
Delainey/HOU/ECT@ECT 
Subject: Re: ENA Comp suggestions for Project Raptor  

David,

  I need more information on the project and who exactly the individuals are 
who you feel should participate in this program.  Generally, developers and 
deal people throughout the company are not provided with additional incentive 
since this type of work is part of their job.  However, this project may be 
an exception.  Please call and lets discuss.

Thanks!

MAry



David Oxley@ECT
08/30/2000 09:21 AM
To: Cindy Olson/Corp/Enron@ENRON, Mary Joyce/HR/Corp/Enron@ENRON, Sheila 
Knudsen/Corp/Enron@ENRON
cc: David W Delainey/HOU/ECT@ECT 
Subject: ENA Comp suggestions for Project Raptor

I have been discussing with Dave Delainey how we might align the 
compensation/rewards for the group of 4 or 5 VP's and Directors we have 
assigned to disposing of our large portfolio ($650mm). The project is due to 
complete in June 01 and Dave and my concern is whether we can make sure they 
are motivated to close on time and get the best possible price for us. Dave 
believe the up side could be as much as $150mm and the downside as much as 
$300mm (the difference between best and worst prices/sales).

My suggestion is that we do the following and I would like your comments or 
concerns if any:

Enter into contracts or an agreement (the later would be one way - us to them 
and obviously easier) with each of them outlining the following:

Bonus targets based on financial targets and PRC performance for calendar 01 
(ie if you rank in top 3 categories and you realise over $650 from this 
project we will pay you not less than $300k)

Equity award on closing, on the basis of successful closure and above line 
value (ie only in the event that this closes in June 01 and realises more 
than $650mm we will grant you $200k in options, if above $800m then $350k in 
options.)

Dave would like for me to get back to him on this asap.

David