Message-ID: <14513079.1075845011382.JavaMail.evans@thyme> Date: Mon, 23 Oct 2000 08:12:00 -0700 (PDT) From: mark.haedicke@enron.com To: randal.maffett@enron.com Subject: Re: Code of Ethics - Notice of Potential Conflict of Interest Cc: sandra.butcher@enron.com Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit Bcc: sandra.butcher@enron.com X-From: Mark E Haedicke X-To: Randal Maffett X-cc: Sandra Butcher X-bcc: X-Folder: \Mark_Haedicke_Oct2001\Notes Folders\All documents X-Origin: HAEDICKE-M X-FileName: mhaedic.nsf I am ok with it so long as you don't spend much time at it. If there is a material time commitment or the company is competing head to head with Enron, then it would be a problem. Mark Randal Maffett 10/16/2000 02:10 PM To: Mark E Haedicke/HOU/ECT@ECT cc: Subject: Code of Ethics - Notice of Potential Conflict of Interest Mark - back in June you and I had a brief discussion re: the topic below. Nexus has now extended a formal invitation for me to join their board so complying with the Code of Ethics I sent the e-mail below to Sharon Butcher this morning. She responded by asking if I'd discussed this with you and I relayed the essence of our brief conversation and forwarded to her the first e-mail I'd sent to you. Call if you have any questions. x33212. RANDY ---------------------- Forwarded by Randal Maffett/HOU/ECT on 10/16/2000 02:08 PM --------------------------- Randal Maffett 10/16/2000 09:44 AM To: Sharon Butcher/Corp/Enron@ENRON cc: Donna Lowry/HOU/ECT@ECT Subject: Code of Ethics - Notice of Potential Conflict of Interest Sharon - eight years ago before coming to work for Enron, I was a partner in a cogen development company which we sold in 1993. It was through that company that I developed a relationship with Enron and subsequently came to work here in 1993. Since coming to Enron, I have maintained regular contact and networks with several of my former partners. One of them, Barry Curtiss-Lusher, started up his own oil and gas exploration and production company, Nexus Resources, in Denver. Barry has recently asked me to join his Board of Directors. Reviewing the Enron Code of Ethics (specifically, page 57, July 2000 edition) I wanted to provide the following information: Nexus Resources, 650 S. Cherry St., Suite 420, Denver, CO 80246 Barry Curtiss-Lusher, President/CEO privately owned principle business is oil and gas exploration and production in various basins throughout the U.S., primarily in Louisiana, Kansas and the Rocky Mountain states My role as a Board member would be similar to any other Board role with regular meetings on a quarterly basis (teleconferencing is permitted under Nexus' bylaws) with all expenses, if any, paid by Nexus. Currently, Nexus does not pay any cash stipend to its Directors. It does, however, compensate Board members with Nexus stock. Additionally, I would be making a minor personal investment in Nexus stock. Pursuant to the Enron Code of Ethics, I would/will NOT be performing any managerial, professional or other duties which would interfere with my own specific job performance at Enron. Nor is Nexus currently involved in any business which competes, directly or indirectly, with that of Enron Corp. or any of its subsidiaries. Although I have been nominated and approved by the current Board of Directors of Nexus Resources, I have NOT yet accepted the position pending resolution and approval by Enron Management pursuant to the Code of Ethics. Please let me know if you have any questions regarding the information above and/or what other steps need to be taken. RANDY MAFFETT V.P. - Enron North America ext. 33212