Lance Schuler will help us deal with board issues related to the merger.

 -----Original Message-----
From: 	Mahan, Mariella  
Sent:	Tuesday, November 13, 2001 11:56 AM
To:	Hayslett, Rod; Schuler, Lance (Legal)
Cc:	Sommers, Jeffrey E.; Jernigan, Steve; Hirsh, Steve; Ji, George; Ji, Lian
Subject:	RE: Approvals for Philippines Transaction

Thanks Rod.

Although I do not think RAC has approved the proposed transaction, I do know that RAC has gone over our models several times and, as recently as a few weeks, and has signed off on our Fair Market Value, which is some 20 to 30% below the proposed purchase price from the utility.  By copy of this to Steve (J), Steve (H) and Lian, I am asking them to start a formal process right now.
Thanks again. Mariella

 -----Original Message-----
From: 	Hayslett, Rod  
Sent:	Tuesday, November 13, 2001 11:48 AM
To:	Schuler, Lance (Legal)
Cc:	Mahan, Mariella; Sommers, Jeffrey E.
Subject:	RE: Approvals for Philippines Transaction

Can you help us here?
   
For Mariella and Jeff:    Has this divestiture been to RAC?  It will need to go, and probably sonner rather than later.

 -----Original Message-----
From: 	Mahan, Mariella  
Sent:	Tuesday, November 13, 2001 11:44 AM
To:	Sommers, Jeffrey E.; Hayslett, Rod
Subject:	Approvals for Philippines Transaction

I have a quick question here:

In the LOI with the GoPhil., parties are required to show BoDirectors approval for the transaction.  This transaction will net to Enron approx. $100 million.  This is a divestiture and I don't know how we are handling approvals for that.  Can you help me understand the approval process and whether given such the Dec 1 deadline will be an issue?  I would think not but wanted to check.
Thanks