Do you need more from me on how we would structure the Jean deal if we did it? Seems unlikely based on below we will be able to.

David
 -----Original Message-----
From: 	Redmond, Brian  
Sent:	Thursday, August 02, 2001 9:39 PM
To:	Kitchen, Louise
Cc:	Oxley, David
Subject:	Bridgeline

Louise:

I spoke to Texaco today and put forth the following alternatives:  (1) remove Randy and put Jean in his place (I did offer to consider paying Randy out of his contract), (2) transfer all Texaco/Enron employees to Bridgeline without the ability for them to get paid out and walk away when the Texaco/Chevron merger occurs.  

Texaco strongly....no violently....opposes installing Jean as President, as they feel that everyone would quit - and no doubt many would.  My counter was that many of these people may quit anyway once the Texaco merger occurs, so we are in the same spot but with a President that is committed to the company.  My personal feeling is that we would also loose a number of the Enron folks, but we could recover, and may be better off.

I'm not sure we have a legal case to force Randy out, especially given Texaco's violent opposition.  However,  the threat of Jean as President seems to have a good deal of motivational power.  Jack Abadie committed to propose the following to Texaco in his meeting in NYC next week:

1.	All employees become Bridgeline employees now.
2.	Texaco employees get paid by Texaco their severance as follows:  (half when the merger occurs, the remainder after 12 - 24 months.
3.	If Texaco employees leave they loose the unpaid severance.

I am going to develop our legal position to see what leverage we have (or don't have).  I do have the "open cost issues" as a bargaining chip, but would like to drive this to a crisis point before playing that card.

I have a bet with Texaco that I can have the Bridgeline benefits plan in place by the end of the month.  Jeannie Slone is committed to this goal.
Also, I have not yet relayed the Texaco conversation with Jean and would like to hold off to see how this plays out.

Regards,
Brian