As discussed.

 -----Original Message-----
From: 	Scrimshaw, Matthew  
Sent:	Saturday, November 17, 2001 9:20 AM
To:	Fallon, Jim
Subject:	FW: Government Affairs Organization Announcement

FYI - I hope you've got counsellors on hand in the coming weeks

 -----Original Message-----
From: 	Dernehl, Ginger   On Behalf Of Shapiro, Richard
Sent:	Friday, November 16, 2001 11:11 AM
To:	'ken.e.randolph@dynegy.com'; Alamo, Joseph; Allegretti, Daniel; Allen, Joe; Alvarez, Ray; Assad, Sergio; Assaf, Lisa; Ausenhus, Kara; Barnes, Lynnette; Bellas, Kirsten; Bestard, Jose; Binns, Darran; Bolton, Scott; Boston, Roy; Braz, Gisele; Buerger, Rubena; Burns, Stephen; Canovas, Guillermo; Cantrell, Rebecca W.; Comnes, Alan; Connor, Joe; Cooney, Carolyn; Cooper, Adam N; Crowther, Mark; Dasovich, Jeff; Davies, Philip; Dawson, Paul; Decker, Larry; Dernehl, Ginger; Dressler, Jean; Elms, Nick; Fitzgibbon, Tom; Floris, Vinio; Frank, Robert; Fromer, Howard; Fulton, Donna; Gottfredson, Bryan; Grimes, Michael; Guerrero, Janel; Haizmann, Jan; Hamilton, Allison; Hardy Jr, John; Hartfield, Rita; Hawkins, Bernadette; Hemstock, Robert; Hennemeyer, Paul; Hetrick, Nancy; Hoatson, Tom; Huertas, Alfredo; Hueter, Barbara A.; Hughes, Llewelyn; Hunter, Bevin; Huson, Maggy; Ibrahim, Amr; Imai, Makiko; Kaufman, Paul; Kean, Steven J.; Keenan, Amber; Keene, Patrick; Kimura, Takashi; Kingerski, Harry; Kishigami, Kikumi; Knight, Laurie; Landwehr, Susan M.; Lassere, Donald; Lawner, Leslie; Lawrence, Linda L.; Leibman, Lara; Leonardo, Samuel; Levy, Alberto; Lindberg, Susan; Linnell, Elizabeth; Long, Chris; Mara, Susan; Maurer, Luiz; McVicker, Maureen; Migden, Janine; Milano, Pamela; Miller, Terri; Montovano, Steve; Nersesian, Carin; Neustaedter, Robert; Nicolay, Christi L.; Nord, Sue; Noske, Linda J.; Novosel, Sarah; O'connell, Earlene; Ogenyi, Gloria; Palmer, Germain; Perez, Carmen; Perez, Gus; Perrino, Dave; Petrochko, Mona L.; Pharms, Melinda; Reis, Jose Lucio; Reyna, Margo; Rishe, Frank; Rizzo, Helen; Roan, Michael; Robertson, Linda; Robinson, Marchris; Rodriquez, Andy; Ryall, Jean; Sampaio, Fred; Shapiro, Richard; Shelk, John; Shortridge, Pat; Staines, Dan; Steffes, James D.; Stephens, Sharonda; Stransky, Joan; Stroup, Kerry; Stubbings, Randy; Styles, Peter; Sullivan, Kathleen; Sullivan, Lora; Thome, Jennifer; Tiberi, Fino; Twiggs, Thane; Van Biert, Teun; Walton, Steve; Warner, Geriann; Watanabe, Mika; Wood, Doug; Yeung, Charles; Yoho, Lisa
Subject:	Government Affairs Organization Announcement


With the announcement of Enron's acquisition by Dynegy behind us, and with the initial severance process completed, it seemed an appropriate time to effect some organizational changes so that we as a group are better prepared to meet the challenges of the future.  Before I turn to the organizational changes, I would like to say a few words about those who will be leaving the company as a result of the initial severance (you'll know who they are by their absence on the organizational chart): Leading and being a part of this group has been a privilege?I am thankful for every day that I have had that responsibility and thankful for however long I continue to have the responsibility.  This sense of privilege and thankfulness is primarily driven by having had the opportunity to get to know and care about such a dedicated group of professionals and support staff and who, to a person, are also very decent and good people.  To say good-bye to some of our colleagues is not easy.  I want to, on behalf of all of us, thank them for their hard work, their integrity, their decency, and the good times and laughter that we shared.  I trust that many of us will find ways to sustain friendships that have been and will continue to be very special.  Thanks to each of you who are leaving for all you have done.

As to the organizational structure, it has become increasingly apparent to me that the existing organization, with a mix of groups organized along functional and regional lines (particularly within the U.S.), has impeded our ability to get things done in the most efficient fashion at times.  The need to rationalize the organizational structure, in order to consolidate all U.S. energy functions, is a strong need from my perspective.  As a result, Jim Steffes will lead the U.S. Energy group along with Sue Nord, who will jointly report to Jim and myself.  Sue will assist Jim in the leadership of the group and take on project management responsibilities as warranted to help Jim shoulder a significant burden.  Also reporting to Jim will be a leadership group for U.S. Energy that will be as follows:  Wholesale Electricity will be led by Christi Nicolay; Retail Electricity and Natural Gas will be led by Harry Kingerski; Wholesale Gas will be led by Leslie Lawner.   Last, but not least, Jeff Dasovich and Sue Mara, who will continue to focus on California energy issues, will report to Jim. (Sue Mara will also be part of the Wholesale electricity team).

Steve Montovano, who will continue to report to me, will lead a commercial development effort along with Dan Allegretti.

With the elimination of the regional groups, I also recognize that there is a need to continue to focus on how we as a group address our political/legislative needs across the U.S.  Paul Kaufman will lead a small group that will address that need and that will focus on state political support.  Paul will also take the lead for Government Affairs in support of corporate development efforts across the U.S.

Much of the rest of the group remains the same.  Linda Robertson will continue to lead the Washington group with Sarah Novosel, who reports to Linda, taking the lead role in our coordination of activities at FERC.  Amr Ibrahim will continue to lead the support of the Global Assets group and also continue to manage the Risk Analytics function.  Maggy Huson will take over support of the non-energy business units, which are as follows: Global Markets, Industrial Markets, Networks, and Broadband.  Rob Hemstock will continue to lead the support of Enron Canada.  Paul Dawson, who heads up government affairs for Europe; Sergio Assad, who heads up government affairs for South America; and Mike Grimes and Mark Crowther, who head up our Asian efforts, will continue to jointly report to the business units and myself.

I am also forming a North American leadership group for Government Affairs to provide policy guidance for the larger group and the company.  That Committee will consist of Rob Hemstock, Maggy Huson, Amr Ibrahim, Paul Kaufman, Harry Kingerski, Leslie Lawner, Steve Montovano, Christi Nicolay, Sue Nord, Sarah Novosel, Linda Robertson, Jim Steffes and myself.  We will also continue to have an RCR Committee that will consist of Maggy Huson, Harry Kingerski, Sue Nord, Linda Robertson, Jim Steffes & myself.  Finally, I am forming a Dynegy/Enron regulatory approvals working group that will consist of Jose Bestard, Paul Dawson, Paul Kaufman, Sue Nord, Sarah Novosel and myself.

No organizational structure or set of organizational changes is either perfect or permanent.  I believe these changes will make us better and more prepared for the future.  However, we must be prepared to further adjust as the future unfolds for the company.

One final note: I am deeply sorry that each of you has had to live through this uncertain and troubled period for the company.  We are all saddened by the recognition that we are in the midst of changes that will leave our group fundamentally altered, but we must resolve to do our best for each other and ourselves during this period of change to ensure that what emerges, for those of us who do remain a part of the new Dynegy, reflects the excellence and integrity that has characterized our group.  Personally, I will do all I can, for as long as I can, to steer the group through this to the very best place possible.  Your continued dedication and support is very much appreciated.  Hang in there and thanks.