David Fairley and I met with Marvin Carraway and Bob Priest (MDEA) on 
Monday.  The Letter of Intent is fully executed and contract 
developmetn/negotiations are in full swing.  Marvin and Bob are very anxious 
to get a contract executed and have everything ready for the May 1, 2001 
start date.

Internally, we are charging down several paths at once in order to meet the 
contracting timeline and the May 1 deadline.  Please review and 
comment--there is a lot of stuff here--, and let me know what your respective 
schedules are.


Contract development/negotiations (Kay Mann is the lead on the contract, 
David F and Reagan are leads on negotiations)
? MDEA would like to have contract signed by April 10
? MDEA is contracting party backstopped by Clarksdale and Yazoo City
? Enron to act as agent in market transactions
? MDEA and Enron to form Marketing Comittee to develop strategy
? MDEA to authorize several people to approve Enron transaction 
recommendations

Action Items
? development of profit calcuation (David Fairley)
? develop "agency relationship" language (Kay)
? does MS law prevent Enron from buying and selling for MDEA? (Kay)
? Who ownes the assets? (Reagan)
? Does MDEA have any enabling agreements on file? (Reagan)

Fuel Procurement (Jim Homco is the lead)
? gas/oil pruchasing
? gas/oil scheduling

Action Items
? establish proceudres and relationships

Settlement (Edith Cross is the lead)
? internal meetings held last week to discuss structure

Action Items
? define structure

Technical infrastructure development (Lloyd Will and Rick Broussard are the 
lead)
? Frame relay circuit between Clarksdale and Yazoo City inclusive of routers 
and servers
? Frame relay between Houston and Clarksdale inclusive of routers and servers
? monitoring software
? Enron metering
? e-Tag entity
? metering
? scheduling

Action Items
? get everything in place (Rick Broussard)

Ancilliary services and generator imbalance issues (Kieth Comeaux is the 
lead)
? we met with Entergy and will take ancilliaries via Entergy's tariff
? Entergy is willing to discuss dynamic scheduling
? Entergy will telemeter the hourly data once a month to calculate imbalance

Action Items
? reference anciliaries in the contract
? get with Entergy (Matt Wolf) to coordinate
? map out generator imbalance schedule

Interconnect operating agreement (Christi Nicolay is the lead)
? MDEA and Entergy both filed the IOA unexecuted and requested expedited 
action by FERC
? non-firm point-to-point blanket agreement executed and filed
? short-term firm point-to-point blanket agreement executed and filed
? Network service transmission agreement filed
? contract firm off-system power (26 MW) listed as network resource
? Clarksdale and Yazoo City generation assets listed as network resources (95 
MW)

Action Items:
? Keep in touch with Marvin and help as possible
? ensure that absent an executed IOA the network transmission is available

Scheduling (Cory Bentley is the lead)
? load forecasting
? schedule contract resources

Action Items
? make sure that MDEA is a recognized source/sink with entergy (Reagan)