Please confirm absolutely that fax signatures will be sufficient.  

I need the address of where to send the membership certificate.  There is not 
enough time for the document to pass back through Houston if the Portland 
team wants to sign the documents. 

Kay




"Campbell, Carolyn" <CCampbell@KSLAW.com> on 04/30/2001 11:21:59 AM
To: "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>
cc:  

Subject: RE: Delta Documents

Kay:

The original membership certificate needs to be in the lender's hands (i.e.,
Isabel Parker's office) on Wednesday in order to release escrow.  If you
have the original to me by Tuesday, I can forward it to Isabel by overnight
delivery for Wednesday.  It must be an original, in that the lender's lien
on the membership interest is not perfected without possession of the
original certificate.  With respect to the remaining documents, fax copies
of signature pages on the closing date should be sufficient.

Carolyn M. Campbell
King;& Spalding 
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com> 
;


-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Monday, April 30, 2001 11:20 AM
To: Campbell, Carolyn
Subject: RE: Delta Documents



The problem is in getting the original in their hands (where?) by tomorrow.
Does it have to be an original?

Kay






"Campbell, Carolyn" <CCampbell@KSLAW.com> on 04/30/2001 11:04:21 AM

To:   "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>
cc:

Subject:  RE: Delta Documents

Kay:

Can we at least get the membership certificates signed by Tuesday?  This
seems to be the only document required in advance of closing.  If we can't
get the 80% membership interest certificate in the lender's possession on
the closing date, then there is a lien perfection issue for them to deal
with, and I thought we could accommodate their request and avoid the
problem
altogether.  Please advise, as Greg and Isabel will be calling within an
hour or so to finalize the mechanics on this.  Thanks.

Carolyn M. Campbell
King;& Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>



-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Monday, April 30, 2001 10:40 AM
To: Campbell, Carolyn
Subject: Re: Delta Documents



I've asked GE for the LOC by Wednesday, but I haven't gotten a response.

I'll have difficulty getting executed docs by Tuesday, since sigs are
coming from Portland.  I'll have to check to see what can be done.

Kay




"Campbell, Carolyn" <CCampbell@KSLAW.com> on 04/30/2001 10:02:44 AM

To:   "'kay.mann@enron.com'" <kay.mann@enron.com>
cc:

Subject:  Delta Documents


Kay:

Can you get executed documents back to me on Tuesday?  Greg has requested
that we send the original membership certificate representing the 80%
interest to the collateral agent Tuesday night by overnight delivery to
hold
in escrow until closing, in order that the collateral agent is in
possession
of the certificate (for purposes of legal opinions) upon closing on
Wednesday.  Greg is planning to fax signature pages of all of their closing
documents later today.  (I will be out of the office at a meeting with
another client most of the afternoon today).

There is one last question with GE dealing with the letter of credit for
the
retention amount, as this affects our disbursement instruction letter.  I
advised Greg that GE's normal practice was to send the retention L/C after
receipt of payment.  He is considering this, but may want to talk to GE
about the ability to present the L/C at closing.  Do you have any thoughts
on this?

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>





                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended
exclusively for the individual or entity to which it is addressed.  This
communication may contain information that is proprietary, privileged or
confidential or otherwise legally exempt from disclosure.  If you are not
the named addressee, you are not authorized to read, print, retain, copy or
disseminate this message or any part of it.  If you have received this
message in error, please notify the sender immediately by e-mail and delete
all copies of the message.










                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended
exclusively for the individual or entity to which it is addressed.  This
communication may contain information that is proprietary, privileged or
confidential or otherwise legally exempt from disclosure.  If you are not
the named addressee, you are not authorized to read, print, retain, copy or
disseminate this message or any part of it.  If you have received this
message in error, please notify the sender immediately by e-mail and delete
all copies of the message.










                    Confidentiality Notice
This message is being sent by or on behalf of a lawyer.  It is intended 
exclusively for the individual or entity to which it is addressed.  This 
communication may contain information that is proprietary, privileged or 
confidential or otherwise legally exempt from disclosure.  If you are not the 
named addressee, you are not authorized to read, print, retain, copy or 
disseminate this message or any part of it.  If you have received this 
message in error, please notify the sender immediately by e-mail and delete 
all copies of the message.