Jeff - attached are PG&E's comments to the Enron guarantee associated with 
the 10 day call transaction.  The revisions don't appear to be significant to 
me, but I obviously defer to your judgement.  Let me know what you think.

Thanks - Gregg


----- Forwarded by Gregg Penman/Corp/Enron on 12/12/2000 10:03 AM -----

	r.rodriguez@pecorp.com
	12/12/2000 08:31 AM
		 
		 To: gregg.penman@enron.com, m.klyasheff@pecorp.com
		 cc: a.huprikar@pecorp.com
		 Subject: FW: Review of enovate, LLC Guarantee


Mary and Gregg attached is a copy of the comments PG&E made to the parental
guarantee form.  Please forward any comments directly to Mary.

Mary, the contact person from PG&E is listed below.

Thank-you

-----Original Message-----
From: Sandoval, Gloria [mailto:Gloria.Sandoval@neg.pge.com]
Sent: Monday, December 11, 2000 3:06 PM
To: 'r.rodriguez@pecorp.com'
Cc: Murphy, Tanya; Ochsner, Sarah; Bougadis, Paul
Subject: FW: Review of enovate, LLC Guarantee


Roy, attached are the proposed guarantee formats as reviewed by our
attorney.  Please review and comment directly to Tanya Murphy, our attorney.
Although one of the guarantees states $1MM, I am still trying to get a firm
amount considering the fluctuations in prices and ensuring the March 31
termination date is OK.

We appreciate hearing from you very soon.

> -----Original Message-----
> From: Murphy, Tanya
> Sent: Monday, December 11, 2000 12:07 PM
> To: Sandoval, Gloria; Barker, Joe
> Cc: Ochsner, Sarah; Hein, Jennifer; Pedersen, Julie
> Subject: Review of enovate, LLC Guarantee
>
>
>  Have you had an opportunity to review the parent guarantees for
> enovate, LLC?
> -----Original Message-----
> From: Murphy, Tanya
> Sent: Wednesday, December 06, 2000 12:26 PM
> To: Barker, Joe
> Cc: Ochsner, Sarah; Pedersen, Julie; Hein, Jennifer
> Subject: FW: enovate, LLC
>
> Below please find the marked versions of the parent guaranties for
> envoate, LLC. Thanks.
>
> -----Original Message-----
> From: Murphy, Tanya
> Sent: Monday, December 04, 2000 3:32 PM
> To: Sandoval, Gloria
> Subject: enovate, LLC
>
>
>  Attached are marked versions of the parent guarantees for enovate,
> LLC.  Please note that I have placed brackets around the Guarantee Cap as
> stated in the PEC Guaranty and have left the Enron Guaranty blank, subject
> to your comments. Thanks.
>  <<Enron Guaranty (from Master) 120400.doc>>
>  <<PEC Guaranty Form with PG&E Comments 120400.doc>>


PG&E National Energy Group and any other
company referenced herein that uses the PG&E name or
logo are not the same company as Pacific Gas and
Electric Company, the regulated California utility.  Neither
PG&E National Energy Group nor these other
referenced companies are regulated by the California Public
Utilities Commission.  Customers of Pacific Gas and Electric Company
do not have to buy products from these companies in order
to continue to receive quality regulated services from the utility.



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 - Enron Guaranty (from Master) 120400.doc
 - PEC Guaranty Form with PG&E Comments 120400.doc