Privileged and Confidential -- Advice Covered by the Attorney-Client Privilege

K2: 

I have copied this email to Sharon & Kriste, who are supporting the CALME 
region.  My recommendation is to exclude contractors/consultants because 
their inclusion would increase the risk that they would be deemed to be 
employees, and that a court could determine that they are owed employee 
compensation and benefits (a la Microsoft).  This exposure could be high.  
Depending on the other indicators of independent contractor status, rating 
them along side our employees could be a factor to tilt the balance.

Let me know if you have any questions.

Michelle

------------------------------------------------------------------------------
---------------------------

Michelle Cash
Enron North America Corp.
1400 Smith Street, EB 3823
Houston, Texas  77002
(713) 853-6401
michelle.cash@enron.com

This message may contain confidential information that is protected by the 
attorney-client and/or work product privileges.



	Kathryn McLean
	06/27/2000 10:01 AM
		 
		 To: Michelle Cash/HOU/ECT@ECT
		 cc: David Oxley/HOU/ECT@ECT, Gina Corteselli/Corp/Enron@Enron
		 Subject: CALME JV & Consultants

Hi Michelle, 

Please see my note below regarding including JV employees and Consultants in 
our PEP system and the PRC. Could you please give us more expert legal advice 
(from my own : - )!!) in relation to this? We want to ensure that we cover 
ourselves.

Thanks, K2.
---------------------- Forwarded by Kathryn McLean/HOU/ECT on 06/27/2000 
09:51 AM ---------------------------

	Kathryn McLean
	06/26/2000 09:12 AM
	
To: David Oxley/HOU/ECT@ECT
cc: Gina Corteselli/Corp/Enron@Enron, Janie 
Bonnard/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Chris 
Cockrell/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Monica Cale/HOU/ECT@ECT 
Subject: CALME JV & Consultants


	

David, 

I've been forwarded a voicemail on Friday from David Haug where he has 
requested that we include CALME's JV employees and Consultants who are at the 
VP level. (He knows that they should not be pulled into the VP meeting).  
Monica and I initially pushed back on this due to the requirement that only 
AIP employees are involved in our mid year process, however, due to David's 
instance I'm reverting to you for a decision. 

Although I do not have a strong opinion on including the JV's - my concern is 
primarily with the Consultants.

Below are my concerns in accommodating this request:-

- The PEP system has officially told employees that the feedback stage has 
finished. Although the system is still open we are going to turn off the 
system message requesting reviewers to access PEP to review employee.  In 
this instance, there would need to be an effort within Janie's team to 
communicate to all reviewers of the JV's that they are required to give 
feedback.

- The way PEP is set up, we would need to load the consultants as employees 
in order to generate the 360 feedback functionality. Due to US law on how to 
describe employees/non employees in a database, this comes with legality 
issues and I want us to be aware of what we're doing regarding this.

Call me to discuss or if you wish for me to forward the voicemail, 

K2