Message-ID: <1381403.1075844996101.JavaMail.evans@thyme>
Date: Thu, 1 Jul 1999 05:33:00 -0700 (PDT)
From: office.chairman@enron.com
To: enron.worldwide@enron.com
Subject: Organizational Changes
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Interoffice
Memorandum

Enron's performance has been exceptional.  This performance is reflected in=
=20
our stock price, in the recognition we receive in the media and financial=
=20
communities, and, most importantly, in the enthusiasm of our people.  It ha=
s=20
been clear to us for some time that we are driving fundamental change in th=
e=20
marketplace and that our natural gas, electricity and communications networ=
ks=20
can be positioned for even greater growth.  A =01&new economy=018 is emergi=
ng, an=20
economy based on intellectual capital and the compelling economics of=20
networks.  Capturing the opportunities in this new economy calls for=20
increased coordination and integration across our wholesale (ECT, ECM, EI),=
=20
retail (EES), and communications (ECI) businesses.  It is our intention to=
=20
combine the operations of these businesses into a cohesive organization tha=
t=20
will ensure we realize the growth we foresee in all our businesses.

To this end, we are initiating a number of organization and staffing change=
s=20
in these businesses and related changes in the Enron Office of the Chairman=
,=20
in Corporate Staff groups, and in a number of management/personnel=20
committees.  Other business units, EOG, GPG, PGE, and Azurix, will not be=
=20
directly affected.  Accordingly, the following changes are effective=20
immediately.

Enron Office of the Chairman

Joe Sutton will join the Office of the Chairman as Vice Chairman.  In his n=
ew=20
role, Joe will work with the two of us to manage the operations of the=20
company. =20

Rebecca Mark, previously Vice Chairman of the company, will now fully=20
concentrate on her responsibilities as Chairman and CEO of Azurix, our most=
=20
recent public company. Rebecca has also been elected to the Enron Board of=
=20
Directors, effective today.

Ken Harrison, previously Vice Chairman of the company, will fully concentra=
te=20
on his responsibilities as Chairman and CEO of Portland General Electric an=
d=20
Non-Executive Chairman of Enron Communications.  Ken will continue to serve=
=20
on Enron's Board of Directors.

Redefined Business Units

ECT, ECM, EI, EES, and ECI will be regrouped into eight regions/businesses=
=20
and five global functions.  Each region/business will be operated as an=20
independent entity but will coordinate staffing, career paths, compensation=
=20
and performance review across all units.  Each global function will provide=
=20
its specialized expertise across all regions/businesses.  Included in these=
=20
functions is a new technology function, which will focus on information=20
systems and growth of our e-commerce capabilities where we believe there is=
=20
enormous potential.  These organizational units and their leadership are as=
=20
follows:

 Regions/Businesses

 North America:  Cliff Baxter, CEO; Kevin Hannon, COO
 Europe:  Mark Frevert, CEO; John Sherriff, President; Dan McCarty, COO
 South America: Jim Bannantine, Co-CEO; Diomedes Christodoulou, Co-CEO
 India:  Sanjay Bhatnagar, CEO
 Caribbean, Middle East:  David Haug, CEO
 Asia, Africa:  Rebecca McDonald, CEO
 EES:  Lou Pai, CEO; Tom White, Vice Chairman
 ECI:  Joe Hirko, Co-CEO; Ken Rice, Co-CEO (Ken Harrison =01) non-executive=
=20
Chairman)




 Global Functions

 Risk Management:  Greg Whalley, CEO
 Finance:  Andy Fastow, CFO; Jeff McMahon, Treasurer
 Asset Operations:  Kurt Huneke, CEO
 EE&CC:  Larry Izzo, CEO
 Technology:  Mike McConnell, CEO

Corporate Staff

All corporate and EI staff units will be regrouped into six corporate staff=
=20
groups.  These staff groups will support all operations of Enron.  These=20
organizational units and their leadership are as follows:

 Legal:  Jim Derrick, EVP and General Counsel; Rob Walls, SVP and Deputy=20
General Counsel
 Risk Assessment and Control:  Rick Buy, EVP
 Accounting and HR:  Rick Causey, EVP and Chief Accounting Officer
 Investor Relations:  Mark Koenig, EVP
 Other Staff Groups:  Steve Kean, EVP and Chief of Staff
 Corporate Development:  To be determined.

Committees

A new Executive Committee will be formed to replace the existing Management=
=20
and Operating Committees.  Membership will be as follows:

 Ken Lay, Chairman
 Jeff Skilling, Alternate Chairman
 Joe Sutton
           Stan Horton
Jim Bannantine         Kurt Huneke
 Cliff Baxter         Larry Izzo
 Sanjay Bhatnagar        Steve Kean=20
Rick Buy         Mark Koenig
 Rick Causey         Rebecca Mark (Ad hoc)
 Diomedes Christodoulou        Mike McConnell=20
 Jim Derrick         Rebecca McDonald
 Andy Fastow         Jeff McMahon
 Peggy Fowler         Lou Pai
 Mark Frevert         Mark Papa (Ad hoc)
 Kevin Hannon         Ken Rice
 Ken Harrison         John Sherriff=20
 David Haug         Greg Whalley
 Joe Hirko         Tom White
=20

Four other committees, which will be essential to the success of this new=
=20
organization, will be formed.  These committees are:

 Managing Director and SVP Personnel Committee:  Jeff Skilling, Chairman
 Vice President Personnel Committee:  Kevin Hannon, Chairman
 Vision and Values Committee: Joe Sutton, Chairman
 Workforce Diversity:  Ken Lay, Chairman

Details of membership on these committees will follow shortly.

Summary

Over the next several weeks all of the specifics of this reorganization wil=
l=20
be further ironed out and communicated.  In the meantime, please bear with =
us=20
-  we are confident that these changes will have a significant, positive=20
impact on the operation and growth of the company.




 =20