Rod,

Rebecca and I (along with John Garrison) actually were discussing the Wessex 
situation and your important contribution Wednesday.  We really appreciate 
the effort, and hope to keep you involved as and when this goes forward.

Earlier this week Sir Ian Byatt announced he would not approve the Kelda deal 
in its current structure.  His complaints were principally about 
mutualization, though he had some reservations about how they would address 
independence in the asset/operations separation--mostly related to keeping 
the responsibility on AssetCo for drinking water and environmental quality.  
Merrill Lynch thinks this will push the process back a few months, as Kelda 
redraws and the new regulator (a life-long bureaucrat) cautiously moves into 
his new role.  

I suspect we will try to reorganize the business more formally along these 
lines, but may be holding off on detailed work on the contracts for a 
while--assuming our board would prefer us to be the second company to go 
through this, not the test case.  We'll know more after the dust settles on 
the recent Ofwat announcement and our board meeting on August 7.

As for expenses, I leave that to Michael, but I imagine it would be easier if 
you processed the info and sent a single bill to AZX.  Thanks.



Rod Hayslett @ ENRON

07/28/2000 07:31 AM
To: Michael Anderson/HOU/AZURIX@AZURIX, John Ale/HOU/AZURIX@AZURIX
cc:  

Subject: Trip to Wessex

I haven't heard back from Rebecca on this, but I'm sure she is busy.   Do 
either of you care to answer my question below.


---------------------- Forwarded by Rod Hayslett/FGT/Enron on 07/28/2000 
07:30 AM ---------------------------

Rod Hayslett

07/20/2000 12:44 PM
To: rebecca mark-jusbasche/HOU/AZURIX@Azurix
cc:  

Subject: Trip to Wessex

I'm not sure what you have heard back from the crew in Bristol/Bath, but I 
found them to be very interested in achieving maximum success.    There was a 
lot of learning on my part, but I'm now more convinced than ever that Wessex 
is very much like our gas pipeline business.    Even to the fact that the 
internal regulatory types don't believe the regulators will approve it.     I 
have offered continuing assistance as needed (in fact have a conference call 
setup for tomorrow).    I was able to give them the benefit of my experiences 
and tried to create analogies to our experiences here.   In some cases I'm 
sure it made a difference, in others the group may actually be in front of 
some of our thinking.    I think I can see an opportunity to expand the 
thinking on both sides of "the pond" in the regulated businesses  with just 
some simple contacts and have promised to help them at least start 
conversations with more counterparts in the pipeline group.    

Let me know how you want me to charge you the travel costs.     I can submit 
the claim here and bill you or I can submit the claim to you.