Message-ID: <22062998.1075862357937.JavaMail.evans@thyme> Date: Tue, 13 Nov 2001 11:35:21 -0800 (PST) From: j..kean@enron.com To: maureen.mcvicker@enron.com Subject: FW: DRAFT MEDIA STATEMENT RE: KLL COMPENSATION Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Kean, Steven J. X-To: McVicker, Maureen X-cc: X-bcc: X-Folder: \SKEAN (Non-Privileged)\Kean, Steven J.\Sent Items X-Origin: Kean-S X-FileName: SKEAN (Non-Privileged).pst -----Original Message----- From: Denne, Karen Sent: Tuesday, November 13, 2001 1:29 PM To: Derrick Jr., James Cc: Harris, Stephanie J ; Meyer, Vance; Philipp, Meredith; Palmer, Mark A. (PR); Kean, Steven J.; Denne, Karen Subject: DRAFT MEDIA STATEMENT RE: KLL COMPENSATION Importance: High Sensitivity: Confidential Jim -- We have been getting a large number of media calls about the 14A filing, which discusses Ken Lay's change of control provision in his contract. We would like to use the following with media -- and internal meetings with employees: Change of control provisions are very common at the CEO level. Ken has had a change of control provision in his employment contract since 1989. It enables him to trigger an involuntary termination in the event of a change of control, which includes a merger or consolidation with another corporation and Enron is not the surviving corporation. This would have gone into effect in the event of a hostile takeover or the announced merger with Dynegy. Please let me know ASAP if we are able to use this statement. Thank you. Karen x39757