Subject: followup to yesterday's meeting
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Cc: [email-masked], [email-masked], [email-masked], [email-masked]
Date: Wed, 2 Feb 2000 09:00:00 -0800 (PST)

As a followup to yesterday's meeting, I have outlined the outstanding action 
items below (including dates and responsible parties):

Next steps:

Clean-up PWC cost synergy and growth options reports and distribute by 
Thursday, Feb. 3 (Responsible Parties: PWC/Tapscott/Hayslett)
How realistic are synergy $'s 
When can they be realized, (e.g., how much in year 1, year 2 and year 3)
Improve formatting and presentation
Make numbers more user,s friendly
Address Structural Issues by outlining alternative structure -- target date: 
February 10 (Responsible Parties: LeBouef/Van Hooser)
Key issues discussed included (1) Organizational Structure, (2) Governance 
[approval rights], (3) Shareholder Control of GP/Board/Officers, and (4) 
Economic Ties for Former Employees
Outstanding Issues -- Governance and Shareholder Control of GP/Board/Officers
Work to develop a structure that meets ENE requirements
Enron's position will be presented to the Alliance Group at the next meeting 
and we will press them for this information to be addressed in their future 
compliance filing 
Communication to FERC representatives (i.e., General Counsel) regarding 
position (Responsible Party: Hartsoe)
Request for clarification as to Alliance' Native Load Exemption -- a letter 
was forwarded to each party within the Alliance and followed up with a phone 
call as of today (Responsible Parties: Van Hooser/Tapscott) 
Valuation Process (Schedule)
Expect to receive top financials from the Alliance members by the end of this 
week or early next week (Responsible Parties: Alliance with push from 
Maffett/Tapscott)
Lehman Brothers will complete scenarios based on new data (incl. scenarios w/ 
PWC growth and synergies) -- 2-3 days following receipt of information above 
(Responsible Parties: Lehman/Hayslett/Tapscott)
Schedule Pre-Meeting to review analysis and outstanding structural issues -- 
Target Date(s) of Feb. 10, 11 or 14 (Responsible Party: Tapscott)
Target date for combined Enron and Alliance in Houston -- February 16, 17 or 
18
Message to Alliance -- Idenfify IB Representative and Move Valuation Forward 
(Responsible Parties: Maffett/Tapscott)

Please call me if you have any questions or comments.  Thanks, Ron.