Dear Mr. Lay,

These are difficult times for Enron.  I know that you, members of your Management Team and the Board of Directors are working diligently to turn the tide that has resulted in the significant deterioration of our stock price.  In this regard, I request that you and the Board of Directors give consideration to extending for one year all options that your employees are currently vested in and are coming to the end of their term within the next 12 months, commencing November 1, 2001.  Many of us do not have the opportunity to receive the numbers of options that senior management has, and that is expected.  But, this so sudden drop in stock price has placed many if not all current options underwater.  A decision by the Board of Directors, in favor of this type of supportive action would go a long way for your employees morale and commitment to the company.  Thank you,  Doug