Michael  D. Dahlke

5206  Laurelwood Dr.                                                                              Office:  713-993-9788
Kingwood,  TX  77345                                                                                 Mobile:  713-598-5683
mdahlke1@kingwoodcable.com
November 1, 2001 
Dear Ken,
 A lot has happened since our conversation in snowy  Washington at Joe Hilling's retirement reception.  Unable to identify a mutually agreed  upon challenge for me, I retired from Enron with the objective of providing  business leadership elsewhere.  Many  others, including Jeff Skillings, have since departed as well.  Reflecting on the events of the past  several months, I would like to talk with you regarding how my extensive  experience in managing and divesting Enron's foreign and domestic businesses and  assets could be utilized by the company on an interim basis.  My goal is to assist your efforts in  restoring investor confidence in and shareholder value of Enron, which has been  an integral part of my life for 30 years.
 I will contact your office next week to find a  convenient time for us to visit on this matter.
 Best regards,
 Mike Dahlke