I'm in today.
---------------------- Forwarded by Kay Mann/Corp/Enron on 12/19/2000 07:46 
AM ---------------------------


Fred Mitro@ECT
12/18/2000 05:03 PM
To: Kay Mann/Corp/Enron@Enron
cc: Ben Jacoby/HOU/ECT@ECT, Chris Booth/NA/Enron@Enron 

Subject: Coral/Intergen Closing

Kay:

I spoke with Ben this afternoon.  He would like me to get involved with the 
LM 6000 transaction which we are attempting to close this week.  I understand 
that the transaction negotiations started with Coral and that Intergen is the 
counterparty that we are expecting to sign the letter agreement this Thursday 
(12/21).  I also understand that Intergen is holding a Board meeting tomorrow 
at which time we expect them to seek approval for this transaction and that 
Doug Pedigo (Intergen internal counsel) is scheduled to meet with John Keffer 
(sp.?)(ENA outside counsel) tomorrow to finalize documents/arrangements for 
Thursday's closing.

The issues that Ben asked me to specifically work with you on are:

1.  Since Coral/Intergen has delayed the closing approximately 2 weeks beyond 
its initially expected date, Ben would like to see the [Letter Agreement] 
deadline for ENA to deliver "Breakout Agreements" on the turbines and 
transformers moved from 12/29/2000 to 1/15/00.  This change will allow ENA 
the time necessary to prepare the "Breakout Agreements",  the LLC 
Agreements,  the acknowledgement letter from GE, and the agreements required 
to pull the LM turbines out of the "Turbo Park" structure.

2.  I will work with yourself, Rebecca Walker, and Katherine Clark to 
assemble the agreements necessary to pull the LM turbines out of the Turbo 
Park structure.

Also, Ben wanted me to ask you who in ENA legal would be filling in for you 
while you are out of the office between Christmas and New Years.

Please call me to discuss these items.  I am in the office every day this 
week to help this and other transactions that are in a position to close.

Thanks,
Fred
x35406