----- Forwarded by Elizabeth Sager/HOU/ECT on 12/28/2000 10:16 AM -----

	"MICHAEL W E DIDRIKSEN" <MDIDRIKSEN@LLGM.COM>
	12/27/2000 05:42 PM
		 
		 To: <elizabeth.sager@enron.com>, <msmith1@enron.com>
		 cc: "JOHN G KLAUBERG" <JKLAUBER@LLGM.COM>
		 Subject: Re: Settlement Agreement re PGE


Elizabeth and Mike:

Attached are a clean and a blackline of a revised version of the assignment 
agreement between EEMC and EPMI, incorporating some comments we have received 
over the past several days.  Please distribute as appropriate.  If you have 
any questions, please call me at the number listed below.

Mike

_____________________________________________________________
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including attachments, is prohibited and may be unlawful.

Michael Didriksen
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
125 West 55th Street
New York, NY  10019
(212)424-8352
fax:  (212)424-8500
mdidriksen@llgm.com

 - Assignment and Assumption Agreement 12-27.doc
 - Assignment and Assumption Agreement redline 12-27.rtf