Good Morning Sara,

"Share Spread" is not applicable and should be deleted. 

A negative IPA is subject to a specific swap traded. It would have to be a 
case where the Stock is already part of the Basket and they elect to unwind 
the swap and reduce the number of shares from the basket. For example, if 
10,000 shares of XYZ Company were part of the original basket, they can trade 
off 5,000 shares of the swap effectively creating a negative IPA. The trade 
is mutually agreed upon. 

Looking forward to meeting with you!

Jorge


From: Sara Shackleton@ECT on 04/02/2001 06:32 PM
To: Jorge A Garcia/NA/Enron@Enron
cc:  

Subject: RMT/EEL confirmation

Jorge:  I may send you some emails throughout the day to help clarify some 
things for me.

 Where are your definitions of "Calculation Period" and "IPA Modified 
Calculation Period"? 

In your definition of "IPA Floating Rate Payment", you use the term "Share 
Spread" which is not defined.  What do you mean?  There is a dangling 
definition of "Share Spread" at the end of the IPA Compensation section, but 
it refers to spreads appearing in either Annex I or Annex II.

In the "IPA Compensation" section, how is "a negative IPA elected"?  Who is 
making an election?

Let's discuss tomorrow.
 

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com