I wanted to update you on my conversation this morning with Mark Lindsay 
regarding next week,s budget meeting.

The format will be similar to last year,s.  We,ll be receiving from Mark,s 
group a consolidated spreadsheet of all of our budgets, grouping them by 
functionality and illustrating 2000 plan, 2000 estimate, and 2001 plan, and 
the variances between.  We will be covering the EPSC and Aviation budgets 
during the same meeting.  Billie and I will get together on Friday to compare 
what the two of us have so far, and then we have a meeting set up for Monday 
morning with you, Bill, Billie and me to go over everything in advance of 
Tuesday,s meeting.

Points that Mark made (no surprises here):
-  Jeff has mentioned that he wants to see reductions in all corporate cost 
centers since our international activities look like they,re going away.  (We 
have made significant reductions year to year on our international gov,t 
affairs and PR budgets, and I think we can justify that the other cost 
centers are primarily focused on domestic activities while the individual 
business units budget much of those activities themselves.)
-  Even though we,re allocating more overall to the business units this year, 
Jeff will be interested in the gross budget numbers, before any allocations.
-  We need to be able to explain any significant budget changes year to year
 -  Mark particularly emphasized the increase in the PR budget, most of which 
is retained at Corp anyway
 -  We need to be able to explain anything that we,ve inherited from the 
business units that is now staying at Corp.  This  applies to the headcount 
that we,ve picked up from ENA and from Int,l (Dennis, group).  

Lindsay mentioned that there,s a possibility that Causey may, in advance of 
our Tuesday meeting, meet by himself with Skilling to get a general idea of 
where Jeff stands on the corporate budgets as they,ve been submitted so far, 
and then come back to us with instructions on any changes that need to be 
made.  If this is the case, we may have to make cuts before we get to present 
our case.

I'm working on our presentation based on that conversation and will forward 
it to you as it progresses.