I know of no changes we need to make to the Board or to the Committee 
assignments. I will check with Mr. Lay's office to make sure he wants to 
remain on the Board.  I will do that today and have an answer by tomorrow in 
all probability.




Cindy Stark
05/02/2001 04:26 PM
To: Stanley Horton/Corp/Enron@Enron
cc:  

Subject: Reelection of EOTT Energy Corp. Directors and Committee Members

Stan:

Please review Walt's below message and respond to him at your earliest 
convenience.


---------------------- Forwarded by Cindy Stark/Corp/Enron on 05/02/2001 
03:25 PM ---------------------------


Walt Zimmerman@EOTT
05/02/2001 04:20 PM
To: Cindy Stark/Corp/Enron@Enron
cc:  
Subject: Reelection of EOTT Energy Corp. Directors and Committee Members

Cindy, here is the message we discussed.


Walter W. Zimmerman
Senior Counsel
EOTT Energy Corp.
P. O. Box 4666
Houston, Texas 77210-4666
Phone:  713-993-5028
Fax:       713-402-2808
e-mail:    walt_zimmerman@eott.com
----- Forwarded by Walt Zimmerman/Houston/Eott on 05/02/2001 04:19 PM -----

	Walt Zimmerman
	04/27/2001 02:02 PM
		 
		 To: Stanley_Horton@Enron.com@Eott, Dana Gibbs/Houston/Eott@Eott
		 cc: Molly Sample/Houston/Eott@Eott, Peggy Menchaca/Corp/Enron@Enron
		 Subject: Reelection of EOTT Energy Corp. Directors and Committee Members

In advance of the May meeting of EOTT's Board of Directors, EOTT's sole 
shareholder signs a written consent providing for the annual election of 
EOTT's directors.  At the May meeting, the Board of Directors elects 
committee members and chairs for the next 12 months.  Are either of you aware 
of any upcoming changes in the composition of EOTT's Board of Directors?  In 
the past, we have had directors who have stepped down immediately prior to 
the "annual meeting."    Please advise me early next week as to whether there 
will be any changes to EOTT's Board of Directors in order that I may have the 
appropriate consent of sole shareholder signed.

Dan Whitty (Chairman), Ted Gaylord, and Dee Osborne are the current members 
of the Audit Committee.  John Duncan (Chairman), Dee Osborne, and Dan Whitty 
are the current members of the Compensation Committee.  Will there be any 
changes to these committees?

Thank you for your help.




Walter W. Zimmerman
Senior Counsel
EOTT Energy Corp.
P. O. Box 4666
Houston, Texas 77210-4666
Phone:  713-993-5028
Fax:       713-402-2808
e-mail:    walt_zimmerman@eott.com