Looks to me like they aren't ready to close their financing.  Hope I'm wrong.
---------------------- Forwarded by Kay Mann/Corp/Enron on 04/25/2001 07:52 
AM ---------------------------


"PARKER, Isabel" <isabel.parker@freshfields.com> on 04/25/2001 07:50:00 AM
To: "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>
cc:  

Subject: RE: Pegasus - ENA "no objection to forms" letter

This e-mail is confidential and may well also be legally privileged. If you 
have received it in error, you are on notice of its status.  Please notify us 
immediately by reply e-mail and then delete this message from your system.  
Please do not copy it or use it for any purposes, or disclose its contents to 
any other person:  to do so could be a breach of confidence.  Thank you for 
your co-operation.  Please contact our
IT Helpdesk on +44 (0) 20 7936 4000 Ext.2000 or email ITHelp@freshfields.com 
if you need assistance.






The "initial purchaser" is ArcLight Capital Partners Fund I, L.P.
Our instructions were to date the documents as of tomorrow.  I have left a
message with Rick Vicens to confirm this and will revert asap.  In the
meantime, please call me with any questions 212 277 4025.
Thanks
Isabel

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Wednesday, April 25, 2001 8:45 AM
To: PARKER, Isabel
Cc: Carolyn Campbell (E-mail); Kay Mann (E-mail); Gregory F. Lang
(E-mail); Rick Vicens (E-mail); John Tisdale (E-mail); Amy Weed
(E-mail); John Anderson (E-mail); BURKE, Ted (TDB)
Subject: Re: Pegasus - ENA "no objection to forms" letter



Isabel,

Who is the "intial purchaser", and why are the documents dated tomorrow?

Thanks again,

Kay




"PARKER, Isabel" <isabel.parker@freshfields.com> on 04/25/2001 07:40:48 AM

To:   "Carolyn Campbell (E-mail)" <CCampbell@KSLAW.com>, "Kay Mann
      (E-mail)" <kay.mann@enron.com>, "Gregory F. Lang (E-mail)"
      <gregorylang@paulhastings.com>, "Rick Vicens (E-mail)"
      <rvicens@deltapower.com>
cc:   "John Tisdale (E-mail)" <jtisdale@arclightcapital.com>, "Amy Weed
      (E-mail)" <aweed@jhancock.com>, "John Anderson (E-mail)"
      <jcsanderson@jhancock.com>, "BURKE, Ted (TDB)"
      <ted.burke@freshfields.com>

Subject:  Pegasus - ENA "no objection to forms" letter


This e-mail is confidential and may well also be legally privileged. If you
have received it in error, you are on notice of its status.  Please notify
us immediately by reply e-mail and then delete this message from your
system.  Please do not copy it or use it for any purposes, or disclose its
contents to any other person:  to do so could be a breach of confidence.
Thank you for your co-operation.  Please contact our
IT Helpdesk on +44 (0) 20 7936 4000 Ext.2000 or email
ITHelp@freshfields.com if you need assistance.






Kay

Please find attached a clean and blacklined copy of the Enron "no objection
to forms" letter.
I apologize for not attaching this document to last night's e-mail.

Regards
Isabel


(See attached file: COMPARE001.DOC)
(See attached file: NY003701662.DOC)