Just to keep you in the loop on things.  Lee sent me the following email and 
I'm following up trying to figure this out.  I spoke to Debbie Brackett in 
our Credit Dept. when I got back from London and she seemed to be aware of 
the contract Lee has been talking about.  I'm trying to get a copy of the 
agreement from Debbie so I can figure this out.  I'll keep you posted.

How are things going there?  Same old grind?!
---------------------- Forwarded by Tana Jones/HOU/ECT on 05/12/99 10:54 AM 
---------------------------


Lee Munden
05/06/99 12:22 PM
To: Tana Jones/HOU/ECT@ECT
cc:  
Subject: Re: Entergy

Tana

I am sorry that I was unable to meet you whilst you were in London and I 
guess we had some unfinished business with regard to the United Gas / 
Utilicorp Co-signature issue.

I have now found the e-mail that I had previously sent to Houston with regard 
to the inability of certain US entities, including Utilicorp, to issue a 
guarantee for overseas entities unless they obtain FERC and the state 
regulators approval beforehand.


United gas have now changed their name to Aquila Energy Ltd and are looking 
to expand in to power in the UK as well as gas and power throughout Europe. 
Therefore, I expect our level of business is likely to increase in the near 
future.

It is now even more important that we either obtain a guarantee from 
Utilicorp, or, ensure that if Utilicorp co- sign any agreement that it is 
enforceable.

I would be very grateful if you could 

a) confirm that it is not possible for Utilicorp (and for that matter 
Entergy) top parent  to issue a parent company guarantee without obtaining 
authorisation form various regulatory bodies. 

b) that obtaining the signature of an authorised officer of Utilicorp on each 
agreement (or master) is enforceable.

Please feel free to give me a call on 44 171 316 6755 if you would like to 
discuss further.

Many thanks 

Lee
---------------------- Forwarded by Lee Munden/LON/ECT on 06-05-99 05:51 PM 
---------------------------


Lee Munden
01-10-98 04:45 PM
To: William S Bradford/HOU/ECT@ECT
cc: Kelly Minear/HOU/ECT@ECT, Tracy Ngo/HOU/ECT@ECT, Paul Waine/LON/ECT@ECT 
Subject: Re: Entergy  

Bill 

Many thanks.

You are correct, it does have something to do with the international 
operations only. 

The way Entergy explained the situation, there was some sort of Act 'The 1935 
Public Utility Holding Company Act -section 53 or 58 I believe -   which says 
that you have to be own adjacent utilities (adjacent States?) to be able to 
issue guarantees in respect of international operations (very strange!).

In other words, if the company owns utilities that are not in adjacent 
states, as is the case of 'Entergy', then the utility has to segregate their 
business between domestic and non domestic business, thus the domestic assets 
cannot be used as security / guarantee for the international assets.

Whilst I do not have any reason to doubt what Entergy say, I would like some 
confirmation that there is no way to by-pass this Act. Is there someone in 
legal Houston that you could run this by?

Appreciate your help.

Many thanks and regards 

Lee



William S Bradford
01/10/98 02:06
To: Lee Munden/LON/ECT@ECT
cc: Kelly Minear/HOU/ECT@ECT, Tracy Ngo/HOU/ECT@ECT 
Subject: Re: Entergy  

Lee,

I have no knowledge of any regulatory reasons why Entergy Corp can not 
provide the guaranty.  We have a guaranty from Entergy Corp. covering Entergy 
Power Marketing Corp.  Perhaps it has something to do with international 
operations only.  

Let Kelly, Tracy or I know if you need any details on the existing guaranties 
or any help talking with Entergy in the U.S.

Bill




Lee Munden
09/30/98 01:43 PM
To: William S Bradford/HOU/ECT@ECT
cc:  
Subject: Entergy

Bill 

I am currently talking to Entergy Trading & Marketing Ltd in the UK with 
regard to both physical gas sales and financial power trades.

I have requested a Parent Company Guarantee from Entergy Corp but have been 
advised that this in not available due to regulatory reasons but they are 
prepared to provide a guarantee from Entergy Power Development Corp which 
holds their overseas generation assets.

Whilst the proposed guarantor has some degree of financial substance, it 
would only support restricted short term trades and as this entity is not 
rated, does not lend itself easily to MAC language in the contract.

I would be grateful if you could confirm whether there are such regulations 
that would prevent Entergy Corp from providing us with a guarantee to support 
this UK entity.

Many thanks 

Lee