Jeff:

I realize that there is nothing anyone can say right now that can improve the situation, but I can only imagine what you have been through the past few weeks as the Company virtually went into a financial free fall.  While I think the Dynegy deal was the only real alternative that we had to work with under the exigent circumstances at hand, I can imagine how painful this whole thing must be for you in light of your longevity with the Company and everything you have built there from a professional standpoint.  It almost has seemed surreal each day watching the Company's financial condition deteriorate so suddenly; as I watched everyday's new developments, I kept reflecting on the fact that it was only a bit more than a month ago that you and I were speaking with one another at the EWS Legal Conference with virtually no hint of what was to come.  Although we have not worked directly together much over the past few years, I feel like I know you pretty well "through" all of the many EWS lawyers that I work with and frequently "bumping" into you in the hallways "on 38".  It always has been fairly apparent to me how much effort, thought and sweat equity you have put into EWS and the EWS legal group and I have always considered you one of the pillars of the EWS legal group.  From my standpoint as well, in light of the extensive working relationship I have been fortunate to have with Enron and many of its lawyers over the past 6-7 years, it has been very hard to witness the Company's difficulties and the relentless barrage of negative news and publicity everyday in the Wall Street Journal and the New York Times, particularly since I know that virtually everyone I have worked with at the Company is of the highest caliber, character and integrity.   To see the Company tarnished has been vry tough to watch.  Although it may be hard to see it right now, let's hope that some good comes out of this incredibly difficult situation and that the integration with Dynegy goes well.  I would think that your skill set would be valued highly by Dynegy, particularly in light of its heavy focus on gas and power trading.  Hang in there, Jeff.  Perhaps the next time I am in town, we could catch up for lunch again.

Best regards.

John


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