Message-ID: <8986070.1075845987816.JavaMail.evans@thyme>
Date: Thu, 22 Feb 2001 08:42:00 -0800 (PST)
From: kay.mann@enron.com
To: kathleen.carnahan@enron.com
Subject: Re: Form of Letter Agreement for Purchase of Membership Interests &
 Draft CA for Northwestern Corp.
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X-From: Kay Mann
X-To: Kathleen Carnahan
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No biggie, and understandable.  When we sell the equipment we structure it=
=20
like we did on the CA deal - we sell the special purpose companies that wil=
l=20
own the equipment at the time of sale. =20


  =20
=09
=09
=09From:  Kathleen Carnahan                           02/22/2001 04:37 PM
=09

To: Kay Mann/Corp/Enron@Enron
cc: =20

Subject: Re: Form of Letter Agreement for Purchase of Membership Interests =
&=20
Draft CA for Northwestern Corp. =20

I will be happy to conform the NW to this form if that is what you want.  I=
n=20
the form with the paragraph below, I thought "(i) the potential sale of one=
=20
or more of the Protected Party's power plant development projects and/or on=
e=20
of more of the special purpose companies which own such projects in [states=
]"=20
 was to be used for particular sites where we have existing land options we=
=20
are trying to sell, and that when we were trying to sell equipment (i.e.=20
7EA's) we would refer to these as "gas fired electric generation projects"

My mistake.

Kathleen



Kay Mann
02/22/2001 04:15 PM
To: Kathleen Carnahan/NA/Enron@Enron
cc: =20

Subject: Re: Form of Letter Agreement for Purchase of Membership Interests =
&=20
Draft CA for Northwestern Corp. =20

The form we have has this as the first paragraph, which is different from t=
he=20
form attached.  Could you conform the NW one to the form?

Enron North America Corp. (=01&ENA=018 or the "Protected Party") is prepare=
d to=20
furnish [__________________] (=01&*=018 or the "Receiving Party") with cert=
ain=20
information which is either confidential, proprietary or otherwise not=20
generally available to the public in connection with: (i) the potential sal=
e=20
of one or more of the Protected Party's power plant development projects=20
and/or one of more of the special purpose companies which own such projects=
=20
in [states],  (collectively, the =01&Projects=018) for purposes of evaluati=
ng one=20
or more transactions between Protected Party and   * involving the Projects=
=20
(collectively, the =01&Proposed Transaction=018).