-----Original Message-----
From:  "JOHN G KLAUBERG" <JKLAUBER@LLGM.COM>@ENRON 
[mailto:IMCEANOTES-+22JOHN+20G+20KLAUBERG+22+20+3CJKLAUBER+40LLGM+2ECOM+3E+40E
NRON@ENRON.com] 
Sent: Thursday, March 08, 2001 11:18 AM
To: Williams, Robert C.
Cc: Steffes, James; Tribolet, Michael; Shapiro, Richard; vsharp@enron.com; 
kcsmith@gateway.net; mday@gmssr.com
Subject: Negative CTC

Bob:

Pursuant to our discussions, attached is a brief listing of some of the pros 
and cons we talked about regarding the Negative CTC.  This is not all 
inclusive, but I thought it would assist our discussions.

The arguments here focus solely on legal ones.  It does not address the 
policy issues/considerations that the Negative CTCs obviously raise.

I have copied those shown as "CCs".  Could you forward to anyone else who 
should receive this.

John

"This e-mail, including attachments, contains information that is 
confidential and it may be protected by the attorney/client or other 
privileges.  This e-mail, including attachments, constitutes non-public 
information intended to be conveyed only to the designated recipient(s).  If 
you are not an intended recipient, please delete this e-mail, including 
attachments and notify me by return mail, e-mail or by phone at 212 
424-8125.  The unauthorized use, dissemination, distribution or reproduction 
of the e-mail, including attachments, is prohibited and may be unlawful.

John Klauberg
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
212 424-8125
jklauber@llgm.com

 - negctc.doc