This is a great time to be at Enron. The challenges and opportunities at 
Enron seem to be expanding with every passing day.  This presents enormous 
challenges for Government Affairs as a group and for each of us 
individually.  As we discussed at the staff meeting last month, this requires 
us to constantly reevaluate our priorities, our methods of getting things 
done, and whether our organization is properly structured to meet the needs 
of the entire company.  While we have done an outstanding job as a group 
within our current structure, changes are necessary at this time.

The primary change in the organizational structure is to complete the 
assignments for and reinforce the leadership roles of the individuals within 
the group who have primary responsibility for setting the Government Affairs 
strategy and agenda for the respective Enron operating companies.  The below 
mentioned individuals will have the following responsibilities:

1. Enron North America and Enron Industrial Markets:  Jim Steffes
2. The Enron Energy Services Group of Companies:  Harry Kingerski
3. Enron Broadband Services:  Sue Nord
4. Enron Global Markets and Enron Networks:  Lisa Yoho
5. Enron South America:  Jose Bestard
6. Federal Government Affairs:  Linda Robertson

With the impending retirement on March 31, 2001 of Joe Hillings, I am pleased 
to announce that Linda Robertson will be joining the office on November 6, 
2000, as a Vice President who will immediately assume responsibility for 
leading the Federal Government Affairs group in our Washington office.  Linda 
was a Congressional staffer and partner/principal in two Washington law firms 
prior to spending the last eight years with the U.S. Department of Treasury, 
the last five as Assistant Secretary for Legislative Affairs and Public 
Liaison, for Secretaries Rubin & Summers.  Linda brings a terrific 
background, both in energy and financial services, and is a welcome addition 
to our team.  In order to more effectively integrate the Government Affairs 
groups and strategy in Washington, the Federal Regulatory Affairs group under 
Joe Hartsoe,s direction will also report to Linda.  Joe Hartsoe will also 
retain primary responsibility for NERC activities, although Charles Yeung and 
Dick Ingersoll will have a dotted line reporting relationship to Jim Steffes 
in his capacity of directing our activities for ENA.  Ray Alvarez will be 
transferring from his current role with Transredes in Bolivia during the 1st 
quarter of 2001 and will join the Federal Regulatory Affairs group, reporting 
to Joe Hartsoe.

On a personal note, I would like to acknowledge the significant contributions 
that Joe Hillings has made to this company in his eighteen years of service.  
Joe,s work ethic, intellect, and integrity have established Enron as a 
company that is respected throughout Washington.  I will have more to say 
about this as Joe,s retirement draws closer, but I look to him to be a vital 
part of the leadership transition in our Washington office that will occur 
over the next days and weeks.

I will be relying heavily on the above-identified six individuals to ensure 
that Government Affairs is firmly embedded within each of our operating 
companies; that we as a group thoroughly understand their current business 
strategies as well as new directions they may be taking in the future; and, 
most importantly, to thoroughly understand how our organization can 
contribute and add value to each of these companies on a continuing basis.  
Communicating that understanding on a regular basis to the rest of the 
Government Affairs organization and developing a Government Affairs wide 
execution strategy will be a key objective for each of these individuals.

In order to ensure the success of these individuals and the Government 
Affairs organization; the following changes are being made.

In addition to his leadership role with Government Affairs on behalf of the 
EES group of companies, Harry Kingerski will continue to head up the 
rates/regulatory group, now renamed Government Affairs Support Services.   
This group will continue to provide valuable technical support services 
throughout Government Affairs and will be expanding its scope of expertise 
over the next months to some of the new markets that the company has and will 
soon be entering.  Nancy Hetrick and Vinio Floris will join this organization 
and report to Harry.
Jeff Brown, Tom Delaney, Mary Hain, Ron McNamara, Christi Nicolay, Thane 
Twiggs, and Steve Walton will now report to Jim Steffes in his role 
supporting Enron North America and Enron Industrial Markets. Alberto Levy 
will be relocating from our Caracas, Venezuela office and will also report to 
Jim.  A couple of special mentions:  Jeff Brown has done an outstanding job 
in leading the CUBR (Coalition for Uniform Business Rules) process over the 
last year and his current leadership of the Midwest ISO and Alliance RTO 
efforts for Enron will be critical to the development of well functioning 
wholesale electric markets in the U.S.  It is also my hope that Steve Walton 
will play an increased leadership role across North America on wholesale 
electric market issues.  The incredible knowledge that Steve Walton possesses 
of the electric industry, coupled with his industry-wide credibility, will 
provide much needed support to our wholesale electric market reform efforts 
across North America.
Tom Hoatson will now report to Steve Montovano in his new role in supporting 
the company,s efforts at PJM.  Tom will also continue to be an 
organization-wide resource on technical issues regarding generation 
interconnection and distributed generation.  Kathleen Sullivan has recently 
joined Steve,s group from Azurix and will be primarily assisting Howard 
Fromer in New York.
Sue Nord will head up the group that supports EBS.  Scott Bolton and Donald 
Lassere, while reporting to Sue, will continue to provide leadership on 
telecommunications issues.  Scott and Donald have done outstanding work and 
will continue to be integral to our efforts in this area.
Finally, the Resource Commitment Review (RCR) process, beginning 1/1/01, will 
be extended to all of Government Affairs in North America, including Federal 
Government Affairs and Mexico.  The RCR Committee, beginning immediately, 
will be expanded and will consist of Harry Kingerski, Sue Nord,  Linda 
Roberston, Jim Steffes, Lisa Yoho & myself.

Please feel free to call me if you have any questions.

Thank you