more on Brazos
----- Forwarded by Dan Lyons/HOU/ECT on 11/06/2000 04:55 PM -----

	"Harvin, David" <dharvin@velaw.com>
	11/06/2000 02:58 PM
		 
		 To: "Lyons, Dan (Enron)" <dan.lyons@enron.com>, "Richard Sanders (E-mail)" 
<richard.b.sanders@enron.com>
		 cc: "Stern, Karl" <kstern@velaw.com>, "Thomas J. Moore (E-mail)" 
<TMOORE@LLGM.COM>
		 Subject: Brazos


There are some factual assertions in Brazos' memo that caught my eye.  I
wondered what information we have on these points:

1) at the bottom of p. 2 is a reference to a March 10, 1994 memo in which
someone claimed Tenaska planned to develop this site irrespective of Brazos.
The suggestion is that Tenaska would have an adequate remedy by selling
power elsewhere.  What is our reaction to that?

2) at the bottom of p. 5 is an assertion that we must be predicting that the
difference between market and contract prices will increase over time.  Is
that our position?  If we apply a contract v. market measure, I know we seek
to base the contract portion on the escalated contract prices, but what do
we use for market?  (Their piece of course does not address what is the
market.)

3)  in the middle of p. 6 is the claim that representations were made to
Brazos that Tenaska would earn a modest profit under the PPA.  Do we know
what that refers to?

4) at the bottom of p. 6 is a statement that under present market conditions
Brazos cannot even exercise this buyout option (presumably because its
payments under the PPA do not cause Brazos to be non-competitive).  That is
interesting.  If so, what is Brazos's complaint?

5) at the bottom of p. 7 is a claim that the option period was designed as
an alternative to Brazos's owning the plant at the end of the primary term.
What do we know about that?   What would be the effect of the pricing in the
renewal term?


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