----- Forwarded by Richard B Sanders/HOU/ECT on 09/28/2000 10:37 AM -----

	Charles Ward@ENRON
	09/28/2000 10:21 AM
		 
		 To: Richard B Sanders/HOU/ECT@ECT
		 cc: Dan Lyons/HOU/ECT@ECT, Garrick Hill/HOU/ECT@ECT, Carl 
Tricoli/Corp/Enron@Enron, W David Duran/HOU/ECT@ECT
		 Subject: SWPC Outstanding Invoices

In order to resolve our warranty issues under the outstanding invoices with 
SWPC (both before and after our purchase), I request that Milbank Tweed be 
engaged for a limited review of the documentiation surrounding the issues 
(including warranty, consequential damage, incremental labor coverage).  
Milbank has a depth of project experience on project construction and 
equipment suppliers and their agreements.  I would propose the West Coast 
office and allow Ed Feo to select the appropriate personnel.

While I beleive that Milbank is not the only firm that can perform this 
engagement adequately, I do believe that they could be timely and cost 
efficient on a issue as largely commercial issue as this.  Please let me know 
your view as we need to resolve our options, and ultimately our course of 
action next week.

Chuck Ward