-----Original Message-----
From: 	Mckean, George  
Sent:	Monday, January 28, 2002 9:54 AM
To:	Lewis, James C.; Perkins, Mary; Schnapper, Barry; Glover, Sheila; Erwin, Jill; DeSpain, Tim; McCullough, Travis
Subject:	RE: Further Transfer to DIP Commitment Account


We should not move non-debtor cash into the cash collateral account.

There are potential tax issues associated with this and the DIP Lenders do not want non-debtor cash in that account.

We do not want to move excess cash at the debtor into the cash collateral account to cover this untill after we have had a chance to discuss this with the banks.

For the time being - do not do anything - we will advise further.

George

 -----Original Message-----
From: 	Lewis, James C.  
Sent:	Monday, January 28, 2002 8:28 AM
To:	Perkins, Mary; Schnapper, Barry; Mckean, George; Glover, Sheila; Erwin, Jill; DeSpain, Tim; McCullough, Travis
Subject:	Further Transfer to DIP Commitment Account

Since Dec 3, cash has been received by ECT Investments, Inc. from the liquidation of the equity trading book; it was returned to ECT as the related brokerage accounts were closed. ECT Investments, Inc. is not a filed entity. Based on our interpretation of the current DIP Loan Agreement, an equal amount should be transferred to the DIP Commitment Account beacuse the receipt of the cash was a Collateralization Event.

The amount is $27,009,246.

Does anyone think that we should not transfer that amount from Debtor funds into the Commitment Account? Otherwise, I would like Jill Erwin to prepare a wire to go out Tuesday. The payment would need approval from the Daily Cash Committee.

Sheila, can you confirm my math?
Travis, can you confirm that ECT Investments, Inc. is a wholly-owned first tier subsidiary of ENA?

More money may need to go into the Commitment Account based on cash receipts to date. More research needs to be done on Enron Credit Inc and ECT Finance Europe.

Jim