Further to my voicemail message yesterday I wanted to advise the outcome of 
our latest discussions with John Greene and Gary Hickerson with respect to 
the corporate structure for equities trading by London based employees. 

The recommendation is that an agent (which will be a UK incorporated entity) 
will incur the costs of those employees based in London. The UK agent will 
arrange equities transactions in the name of ENA (ie. ENA will be the 
principal to the trade) in accordance with a services agreement. The services 
agreement will be supplemented by detailed daily instructions issued by ENA 
employees based in Houston which will set out strict limits under which the 
UK agent can arrange such equity transactions. Detailed procedures will be 
drafted which if properly observed should prevent the establishment of a tax 
presence for ENA in the UK (a deemed UK tax presence through the UK agent). 
These procedures are being developed in conjunction with the relevant 
commercial parties (John Greene, Gary Hickerson etc) to ensure that they are 
both practical and effective and are not merely a "rubber-stamping" exercise 
which would not afford adequate protection against the creation of a UK tax 
presence for ENA.

Whether EEFT will be the agent or a newly incorporated UK entity is subject 
to some further due diligence on the UK regulatory side. The strong 
preference is not to use EEFT if possible.

Thus with regard to the Instinet trading system, the party which will execute 
the trades as principal via Instinet will be ENA. The services performed by 
the agent in arranging the transactions for ENA via Instinet, will need to be 
governed by the same services agreement and procedures outlined above in 
respect of offline trades. 

I have not had the opportunity to discuss the above proposal with our 
colleagues in ENA tax but they are familiar with the alternative scenarios 
which were under consideration. If further discussion of this issue is needed 
urgently I can be contacted for the rest of the week at the Swissotel, 
Istanbul, Turkey (8 hours ahead of Houston time) - telephone # 90 212 259 01 
01; fax # 90 212 326 11 22 or alternatively try mobile # (44) 77 88 437 195. 
I will also be picking up voicemail on 44 207 783 5326.

Regards
Janine



To: Sara Shackleton/HOU/ECT@ECT
cc: Janine Juggins/LON/ECT@ECT, Jordan Mintz/HOU/ECT@ECT 

Subject: Re: Tech contact for ITG Europe Platform installation - ENA and ECT 
Investments, Inc.  

As just described in my earlier E-mail on this matter, this raises several 
concerns and is not a good idea.  It would be preferable to have one of our 
foreign affiliates contract for the service.  Separately, it appears that a 
form of trading for ENA is contemplated in London which, as we have 
discussed, raises serious tax nexus concerns for us.  Consequently, I have 
cc'd Janine Juggins on this E-mail so that she is aware of matters and can 
explore to see what is actually contemplated.  Janine, I suspect that we need 
to clarify on whose behalf people work while in London (EEL?).  I will be in 
Canada this week and will try to speak with you while away but, 
alternatively, you can speak with Janine directly and/or contact me at the 
Hotel Vancouver in Vancouver, British Columbia.  Steve.


From: Sara Shackleton on 09/08/2000 08:45 AM
To: Stephen H Douglas/HOU/ECT@ECT, Jeff Blumenthal/HOU/ECT@ECT
cc:  
Subject: Re: Tech contact for ITG Europe Platform installation - ENA and ECT 
Investments, Inc.

DOES THIS INSTALL PRESENT ANY TAX ISSUES?   HELP!  Sara
----- Forwarded by Sara Shackleton/HOU/ECT on 09/08/2000 08:43 AM -----

	Laurel Adams
	09/08/2000 08:11 AM
		 
		 To: Sara Shackleton/HOU/ECT@ECT
		 cc: 
		 Subject: Re: Tech contact for ITG Europe Platform installation

FYI...
---------------------- Forwarded by Laurel Adams/HOU/ECT on 09/08/2000 08:07 
AM ---------------------------


John Greene
09/08/2000 04:25 AM
To: Julie Pechersky/HOU/ECT@ECT, Cyrus Kazak/LON/ECT@ECT
cc: jwhite@itgeurope.com, KSonderb@itginc.com, Laurel Adams/HOU/ECT@ECT 
Subject: Re: Tech contact for ITG Europe Platform installation

Cyrus/Julie,

Can you please coordinate with Jamie White at ITG on this install.  I don't 
really care how I get it.  I would presume that someone in our IT group 
worked with ITG to determine the best delivery method on the original 
install.  If so, please use the same architecture.  If not, please consider 
the options and if we think there exists a better method than the one being 
in Houston, let's upgrade the one in Houston concurrently with the London 
install so the two sites are in synch.

This install will initially be for European equity trading only but we may 
want to incorporate US equities at a later date as well.  Any activity on 
this setup will be governed by the same agreements currently in place as it 
will be done on behalf of both ECT Investments and Enron North America until 
further notice.

Thanks and regards,
John 
---------------------- Forwarded by John Greene/LON/ECT on 08/09/2000 10:03 
---------------------------
   


	Enron Europe
	
	From:  Cyrus Kazak                           06/09/2000 10:59
	

To: John Greene/LON/ECT@ECT
cc: Julie Pechersky/HOU/ECT@ECT 

Subject: Re: Tech contact for ITG Europe Platform installation  

John
Is this for European or US equities or both ?
Do you want to trade using Internet access or would you prefer a fixed link 
leased line ?
If you could let me know
Thanks
Cyrus




John Greene
06/09/2000 16:31
To: Cyrus Kazak/LON/ECT@ECT
cc: Julie Pechersky/HOU/ECT@ECT, Jamie_White.ITGE@itginc.com, 
KSonderb@itginc.com 

Subject: Tech contact for ITG Europe Platform installation

Cyrus,

Can you please arrange for this installation on my desktop.  Please 
coordinate with Julie Pechersky and Jamie White to ensure that my setup has 
the same functionality as Selena Gonzales in Houston.

Thanks and regards,
John
x3-5534
---------------------- Forwarded by John Greene/LON/ECT on 06/09/2000 16:31 
---------------------------
   
	Enron Capital & Trade Resources Corp.
	
	From:  KSonderb@itginc.com                           06/09/2000 09:43
	

To: jgreene@enron.com
cc: Jamie_White.ITGE@itginc.com 

Subject: Tech contact for ITG Europe Platform installation




Hi John,

Please have your technology person contact Jamie White at jwhite@itgeurope.com
(670-4200 in London) to schedule an installation of the ITG Europe Platform.
Good luck getting the office set up!

Regards,
Kathy 617-692-6500