Elizabeth, 
Carol and I had a  conversation (with Justin Boose mostly listening in) about 
how best to coordinate her much welcomed support for West Desk EEI deals and 
out of that conversation I would like to propose that we send the following 
message to Tim and the Mid-Marketers.  The message is designed to enforce a 
kind of teamwork discipline and approach to EEI work that Steve, Justin and 
me have been developing here.  Obviously the message will not be sent until 
you and Carol are happy with it, and my suggestion is that you, Elizabeth, 
should send the message.  

Mid-Marketers:
The legal team supporting West Desk Trading has been strengthened by the 
addition of Carol St. Clair of ENA's Houston legal department.  Carol is 
going to concentrate on negotiating high priority EEI Agreements.  We are 
trying to build an improved process  for supporting EEI negotiations that 
involves a teamwork approach among a team of lawyers working together  along 
the following lines.  The idea is to create a steady processing of all EEI 
agreements at one level,  while at the same time,  having the flexibility to 
keep our most experienced trading attorneys working on our highest EEI 
priorities at any given time. The highest priority EEI agreements will be 
those where we are trying to get new, long term business. 

Justin Boose of Stoel Rives will have the responsibility to drive Stage 1 and 
Stage 2 of the EEI process. 

Stage 1 is all internal steps required to send a Cover Sheet including credit 
terms to the Counterparty.  These steps will involve getting the credit work 
sheet from Credit to our paralegal, Genia Fitzgerald and getting the Cover 
Sheet including the credit terms from Genia, proofreading it and identifying 
who to send it to.  

Stage 2 is harassing the Counterparty and, in cooperation with Mid-Marketers, 
getting the right people from the CP  to look at our Cover Sheet and reply 
with comments.  

Christian and Carol will be primarily responsible for Stage 3 of the EEI 
process, with Steve Hall also involved in this stage from time to time as 
other priorities may permit.  

Stage 3 is driving  the negotiations from the completion of Stage 2 to 
closing. 

Pat Boyston will be asked to join Stage 3 to help address all muni issues and 
to close out other issues as well from time to time.  Eventually Justin will 
grow into providing Stage 3 support. 

The critical credit liaison function will be made by the responsible attorney 
as the process moves to completion, with Legal taking the responsibility to 
drive the overall process to completion. 

We believe this kind of disciplined approach by this team should provide an 
enhanced level of support for EEI negotiations day in and day out if 
everybody recognizes   who is expected to do what during the three Stages. 
Christian has the responsibility to see that either he or Carol or Steve are 
concentrating on the highest priority EEI negotiations at any given time. 

Support for EEI negotiations is only part of the legal work that must be done 
for the West Desk and prioritizing the other work will be handled by 
Christian and Steve, working with me in Houston.  ----E. Sager.