At the last EEI meeting there was a strong interest in beefing up the 
collateral provisions of the EEI (what a great idea).  Bill McCoy at Morgan 
Stanley was asked to prepare the first draft, a copy of which I am forwarding 
to you for your review. Please review and let either Shari or I know if you 
have any comments or thoughts - while EEI's message does not indicate when 
comments are due ( I have a call into EEI but have not yet heard back), I 
have asked Shari to help coordinate all comments so we can get back in touch 
with EEI within the next week or so.  Thanks for your input.
----- Forwarded by Elizabeth Sager/HOU/ECT on 11/27/2000 11:18 AM -----

	"Andy Katz" <AKatz@eei.org>
	11/27/2000 10:37 AM
		 
		 To: <fmdutton@aep.com>, <hemu@dynegy.com>, <elizabeth.sager@enron.com>, 
<mroger3@entergy.com>, <wfhenze@jonesday.com>, <dperlman@powersrc.com>, 
<rosteen@powersrc.com>, <drusso@reliantenergy.com>, 
<pdondanville@schiffhardin.com>, <babak.pooya@southernenergy.com>
		 cc: <Fhilton@aep.com>, <Lrgroff@aep.com>, <memclendon@duke-energy.com>, 
<rsbaker@duke-energy.com>
		 Subject: Fwd: Proposed Draft for an EEI Collateral Annex


To All:

Bill McCoy has completed an initial draft of a credit annex for consideration 
by the drafting committee and interested working group participants.  If you 
provide your comments to me, I'll circulate them.  Bill is willing to have a 
conference call to discuss when everyone is ready.

Andrew S. Katz, Director Industry Legal Affairs
Edison Electric Institute
701 Pennsylvania Avenue, N.W.
Washington, D.C.  20004
Voice:  202-508-5616
Fax:     202-508-5673
e-mail:  akatz@eei.org
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Date: Fri, 24 Nov 2000 15:27:48 -0500
From: William McCoy <William.McCoy@msdw.com>
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To: Andy Katz <AKatz@eei.org>
CC: Edward J Zabrocki <Ed.Zabrocki@msdw.com>
Subject: Proposed Draft for an EEI Collateral Annex
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Andy,  As discussed, heer is MSDW's proposal for a draft version of a
Collateral Annex that can be used in connection with the EEI Agreement
(it would be advisable for a clause to be included in the EEI cover
sheet incorporating the collateral annex by reference).  We are offering
this draft as a starting point for the industry's efforts to develop an
EEI Collateral Annex.  Please feel free to distribute it and let Ed or
me know if you would like to have a conference call with others to
determine the next steps in getting feedback.  Bill McCoy

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 - EEI Collateral Annex version 2 - 112400.doc
 - Andy Katz.vcf