Liz,

For some reason I didn't get your voicemail.  I'll stop by this afternoon to 
double check that you are OK with the EPMI entity in the role of  Asset 
Manager/Marketing  Agent in the North Carolina Power Holdings transaction 
that we are structuring with AIG/Highstar.

Steve

Steve Van Hooser
Enron North America Corp.
1400 Smith
EB3877
Houston, Texas  77002
713-853-7238
----- Forwarded by Steve Van Hooser/HOU/ECT on 05/09/2001 03:29 PM -----

	Elizabeth Sager
	05/09/2001 03:24 PM
		 
		 To: Steve Van Hooser/HOU/ECT@ECT
		 cc: 
		 Subject: asset management agreement

per my vm
----- Forwarded by Elizabeth Sager/HOU/ECT on 05/09/2001 03:24 PM -----

	Kay Mann@ENRON
	05/08/2001 01:23 PM
		 
		 To: Steve C Hall/ENRON@enronXgate, Christian Yoder/Enron@EnronXGate
		 cc: Elizabeth Sager/HOU/ECT@ECT
		 Subject: asset management agreement

Steve/Christian,

The attached file is a draft of an asset management agreement prepared by Stu 
Zisman.  The later version obviously contained more negotiated points, so I 
think this one is more helpful.

I'm working on a transaction now which involves serving load as well as 
selling power. I found this one helpful for issue identification and 
exculpatory language, however.  


Kay