Mark,
I can use your advise on a few new projects that I am working on.

1.  The weather desk is trying to roll out a HDD Swap for Calgary by Monday.  Most of the anticipated buyers of the product will be Canadian counterparties ECC has masters with.  The desk originally thought that we need to create a GTC for Enron Canada using the ENA weather GTC.  Because if the time issues involved in creating a new GTC (fixing all the things that are wrong with the ENA form) I looked for a new way to deal with this issue.  I think I found it in section 3(d) of the ETA which provides that the Enron counterparty to a particular transaction will be the Enron Entity they have a master with that covers that type of transaction.  I believe this provision was a stroke of genius designed for just this type of scenario.  I can prepare the long description to specify the Enron entity as "the applicable Enron entity" and if there is a master then the Enron Entity is the one with the master pursuant to Section 3(d) of the ETA and if there is no master the ETA says the GTC applies and the GTC specifies that ENA is the counterparty.  Do you think this works?

2.  I was contacted by someone at McKinsey & Company yesterday who is working with the weather desk to develop a Bermuda Transformer Commercial Structure to partner up with the Insurance market to provide some capital to our weather trading desk.  I have been told that conceptually it will be a Jedi type arrangement.  I have been asked to help them think through the issues and coordinate with the other attorneys who work on these types of issues.  I do not want to get too deep into the structuring of this investment vehicle myself without the appropriate legal group involved.  Would this be something Jordan Mintz's group would handle or would this be something that Lance Schuler's group would develop?  I thought I might want to talk to Julia Murrey (or Cristina Mordant or Carol St. Clair) to see what issues cropped up in the development of Jedi I and Jedi II (or maybe I should just talk to whatever lawyer is currently handling these structures).  What are your thoughts on how to move forward?

3.  The other rush deal is a financing deal out of Jordan's group.  The deal I helped look at that was a physical forward using ISDA type language is now a financial deal (a series of Total Return Swaps) that needs to close next Friday.  I will go to a meeting in the morning to try and get more information on the structure.  Angela Davis who has worked on the Total Return swap deals has offered to help me pilot this through.  Sara thought I should check with you to make sure you don't have a problem with me taking on one of these deals.  I am going to try and make sure they have Danny Sullivan from A&K working on the deal since he is the most knowledgeable lawyer on this type of structure.  

I hope all goes well with your return flight plans.

Brent

Brent Hendry
Senior Counsel
Enron North America
1400 Smith Street
Houston TX 77002
Phone  713 853 7124
Fax  713 646 3490