CIndy -- per Steve's approval below, please have the documentation prepared for the Ad Hoc grants as noted in the email below to present for the November grant date.  We have reviewed the guidelines submitted on grant amounts, and even though these grants are above the recommendations, there is strong justification in the amounts presented.  These individuals are in critical positions in Government Affairs and have unique and specialized skill sets.  Because of this, they are targets for outside organizations, and have been heavily recruited.  It is felt that these amounts in the form of an equity grant will be the retention hook that will keep them with Enron.

Please prepare the necessary documents to effect the above.  I understand you will seek Steve Kean's signature on the formal request that will be presented to the Compensation Committee.  Please let me know if you need anything further.

Thanks.
Jo Ann
ext. 3-0363


 -----Original Message-----
From: 	Kean, Steven J.  
Sent:	Wednesday, October 10, 2001 8:05 AM
To:	Hill, Jo Ann
Subject:	FW: Retention awards
Importance:	High
Sensitivity:	Confidential

approved

 -----Original Message-----
From: 	Shapiro, Richard  
Sent:	Tuesday, October 09, 2001 9:13 AM
To:	Kean, Steven J.
Cc:	Hill, Jo Ann
Subject:	Retention awards
Importance:	High
Sensitivity:	Confidential

Steve: Please  approve the following requests via Jo Ann for the following individuals( all options priced on or about 11/1/01).: Harry Kingerski-$50,000; Christi Nicolay-$50,000; Sarah Novosel-$50,000;& Bob Frank-$40,000. Thanks.