Message-ID: <17389338.1075851015083.JavaMail.evans@thyme> Date: Fri, 14 Apr 2000 08:02:00 -0700 (PDT) From: sarah.novosel@enron.com To: steven.kean@enron.com Subject: Re: Granite Update Cc: richard.shapiro@enron.com, joe.hartsoe@enron.com Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit Bcc: richard.shapiro@enron.com, joe.hartsoe@enron.com X-From: Sarah Novosel X-To: Steven J Kean X-cc: Paul Kaufman@ECT@EES, Richard Shapiro, Joe Hartsoe X-bcc: X-Folder: \Steven_Kean_Oct2001_2\Notes Folders\Attachments X-Origin: KEAN-S X-FileName: skean.nsf Steve: I spoke with Sam Behrends, Adam Wenner (FERC attorneys) and Joanne Rutkowski (SEC attorney) about your question on a third quarter close. On the FERC side, protests to the merger application are due on May 3. We are expecting protests, but until we see the extent of the opposition, its hard to estimate the likelihood of a July order. However, we all agree that based on the facts of the merger and the types of protests we expect to see, a July order is within the realm of possibility. FERC just issued an order approving the PECO/ComEd merger earlier this week. The order was issued 142 days after the merger application was filed. If FERC does not find the opposition to the PGE/Sierra merger overwhelming, it could issue an order before FERC goes on August recess (this would also allow FERC to meet its 150 day target for acting on merger petitions). Even if a FERC order is issued by the end of July, we will still need SEC approval. (The SEC will not issue its order until FERC has approved the merger.) Joanne Rutkowski thinks that although a September order from the SEC is possible, it is not likely, due mainly to the fact that several other big merger proceedings (NSP, AEP, Energy East, ComEd) are in the queue ahead of the PGE/Sierra merger awaiting SEC approval. With regard to the Hart-Scott-Rodino filing with DOJ, DOJ approval is normally not a problem, but attorneys with DOJ have expressed some concern that the merged Sierra/PGE company could have potential market power in transmission going into southern California. DOJ has submitted a request for information to Sierra and PGE, and we are working on the response to that request now. Our attorneys and Sierra's attorneys do not think at this point that obtaining DOJ approval of the merger will be a problem, but until we receive final DOJ sign-off on the merger, DOJ review will continue to be an open issue. We should have a better idea of whether DOJ is going to raise any significant problems with the merger within the next couple of months. I see that Paul sent you a separate email on the status of the state proceedings. I hope this is helpful. Please call me if you have any questions. Sarah Steven J Kean@EES 04/12/2000 08:02 PM To: Paul Kaufman@ECT, Sarah Novosel/Corp/Enron@Enron, Richard Shapiro/HOU/EES@EES cc: Subject: Granite Update What are our chances of final approval at FERC at the JUly meeting. Jeff still thinks this is a third quarter close. Do we have any chance of making that happen? ---------------------- Forwarded by Steven J Kean/HOU/EES on 04/12/2000 06:59 PM --------------------------- Paul Kaufman@ECT 04/12/2000 09:02 AM To: Mitchell Taylor/Corp/Enron@ENRON, awalia@ei.enron.com, Ann Ballard/Corp/Enron@ENRON, kfullenweider@velaw.com, Steven J Kean/HOU/EES@EES, Richard Shapiro/HOU/EES@EES cc: Sarah Novosel/Corp/Enron@Enron Subject: Granite Update Attached is the April 12 update. Also attached is an electronic copy of a prior update faxed last week.