----- Forwarded by Richard B Sanders/HOU/ECT on 01/05/2001 02:38 PM -----

	PAronzon@milbank.com
	01/05/2001 01:24 PM
		 
		 To: Richard.B.Sanders@enron.com
		 cc: 
		 Subject: SCE and PG&E




We are tangled up with all our regular clients, including SCE banks, SCE 
bondholders and other industry players like the power exchange etc.? We had 
along discussion this morning and concluded that we could not be exclusive to 
Enron without running afoul of other existing representations.? We appreciate 
your inquiry about our availability as we always enjoy working with you, but 
we do not want to hang you up because of our other directly related client 
engagements.? As I said last night, Ralph Maybe is a good choice, the others 
you mentioned not anywhere near as good.? There are also two other very high 
quality lawyer suggestions I? would make, and I would be happy to facilitate 
and introduction if you desire, although the firms are insolvency boutiques,? 
they are Howard Weg and Ken Klee both here in LA.? Call me when you get a 
chance. 

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