Subject: RE: Investment Opportunity/Dabhol Power Company
From: [email-masked]
To: [email-masked]
Cc: [email-masked]
Date: Mon, 2 Oct 2000 06:54:00 -0700 (PDT)

Rick, Obviously we want to control access to the LNG terminal.  I don't 
really understand why it is so difficult if we go to 50%, its a negotiation 
item. Or at least a cheap retention option not to be given away for free.  
After your follow-up meetings, please let me know if we need to get more 
involved.
m

Rick Bergsieker@ENRON_DEVELOPMENT
09/30/2000 12:07 PM
To: Mike McConnell/HOU/ECT@ECT, Jeffrey A Shankman@ECT
cc: Wade Cline/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Bill 
Gathmann/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 
Subject: RE: Investment Opportunity/Dabhol Power Company

Mike/Jeff:  per your instructions, we have taken a look at Enrion India's 
plans regarding selldown of DPC/.Metgas to determine what impact this could 
have on our LNG business.  The second paragraph of Wade's note below sums up 
the current situation.  Bottom  line, if Metgas is sold down by Enron India 
from 100% to 50%, we would lose the right to control unilaterally decisions 
related to the use of the Dabhol LNG terminal.  I don't know how much someone 
may be willing to pay for Metgas, but I suspect that at this time it is a 
relatively small number when compared to the strategic value of controlling 
this terminal

We will discuss next week when we are in India.  Please advise if youhave any 
thoughts or suggestions

Rick

---------------------- Forwarded by Rick Bergsieker/ENRON_DEVELOPMENT on 
09/30/2000 11:59 AM ---------------------------
   
	enron india
	
	From:  Wade Cline                           09/30/2000 04:25 AM

To: Rick Bergsieker/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, A G 
Gelotti/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Bill Gathmann/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Clay 
Harris/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 

Subject: RE: Investment Opportunity/Dabhol Power Company  

Rick, we can discuss this more at length in Mumbai this coming week. Metgas 
is the only company that has any access to DPC's terminal. As you know, DPC 
is owned today by Enron (65), MSEB (15), GE (10) and Bechtel (10). At year 
end, Enron's 65 will be split to Enron (50) and new investor (15). Any 
changes to the terminal or the TARA have to be approved by DPC, which is 
heavily influenced, but not controlled, by Enron.

The real asset that Enron has today is the TARA, and Enron has this through 
Metgas. Under the TARA, Metgas has right to have DPC regassify any gas that 
Metgas delivers to DPC. In addition, Metgas has rights to increase size of 
terminal at its cost. So whoever owns and controls Metgas is who has the real 
value here. Today, Metgas is 100% owned and controlled by Enron, so Enron has 
control. But in any sale of Metgas, Enron's control will be lessened. Under 
current plans to avoid debt consolidation, we will reduce Enron's equity 
position to 50% or less, which means we are at best sharing control with 
someone else, or maybe a group of someone else's. If Enron is uncomfortable 
with this because it views access to Metgas terminal as part of larger LNG 
role, we should discuss ASAP.

AG -- please allow time on Wednesday's agenda to discuss these issues with 
Rick and Clay.

Wade

Rick Bergsieker
09/30/2000 01:45 AM
To: Bill Gathmann/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Wade Cline/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Clay 
Harris/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 

Subject: RE: Investment Opportunity/Dabhol Power Company  

Clay:  I suggest taht you meet with David Forbes asap.

Bill/Wade:  I would like to understand how DPC/Metgas selldown will impact 
Enron's ability to control acces to the DPC LNG terminal.  If an LNG 
competitor buys in (e.g., Total or British Gas or Shell) could they block our 
acces to the terminal?

Bill Gathmann
09/28/2000 01:15 PM
To: Wade Cline/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Clay Harris/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Rick 
Bergsieker/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 

Subject: RE: Investment Opportunity/Dabhol Power Company  

Clay,

As you know, we are selling portions of both Dabhol and Metgas.  For fuel 
supply, they can supply Nahptha to Dabhol and LNG to Metgas.  They will have 
BOD positions pro rata with their ownership.   Finally, in the case of 
Dabhol, there are significant minority shareholder protections given the way 
the the various voting procedures are designed.  I am not as familiar with 
the Metgas voting procedures, but there is certainly the opportunity to 
negotiated something there since it is still in development.  Also, there 
should be attractive commercial returns with each project.

I feel that these opportunities certainly meets their investment criteria.  
If they are interested, we need to get them up to speed quickly.

Call me or let me know how you want to proceed on this.

Bill

   
	enron india
	
	From:  Wade Cline                           09/28/2000 12:21 PM

To: Clay Harris/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Bill Gathmann/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Rick 
Bergsieker/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 

Subject: RE: Investment Opportunity/Dabhol Power Company  

Bill, please get back with Clay on this and let him know if you think there 
is a fit. It sounds like DPC meets their requirements, but as Bill is leading 
our selldown efforts, I'll let him respond.

Clay Harris
09/29/2000 02:50 AM
To: Wade Cline/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Bill 
Gathmann/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: Rick Bergsieker/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 

Subject: RE: Investment Opportunity/Dabhol Power Company

Based on the email below is IPIC worth pursuing??? Please advise.

Clay
---------------------- Forwarded by Clay Harris/ENRON_DEVELOPMENT on 
09/28/2000 04:19 PM ---------------------------

David Forbes <[email-masked]> on 09/28/2000 01:34:40 AM
To: [email-masked]
cc: Abdulkareem Thabet <[email-masked]>, Khadem Al Qubeisi 
<[email-masked]>, Wendy Harrison <[email-masked]> 

Subject: RE: Investment Opportunity/Dabhol Power Company

Clay,
Thanks for the information on DPC. IPIC's current focus on India is to
identify investments with related crude, naphtha or gas supply needs which
could be filled by Adnoc or Adgas, with priority currently assigned to
Adnoc's naphtha. IPIC would also be looking for a commercial return, BOD
participation & strong minority shareholder protection. Does the DPC
opportunity fit this profile? If so IPIC could certainly look at it...

Best Regards

Dave Forbes

-----Original Message-----
From: erick angeles [mailto:[email-masked]]
Sent: Thursday, September 28, 2000 9:14 AM
To: [email-masked]
Subject: FW: Investment Opportunity/Dabhol Power Company

>--- Original Message ---
>From: [email-masked]
>To: [email-masked]
>Date: 9/25/00 4:56:45 PM
>

>D. J. Forbes,
>
>I wanted to advise you that DPC is now actively seeking investors
for an
>approximately 16% interest in the Company. If IPIC is still
interested
>please give me a call at 050/457-2349 or 04/3085747.
>
>Clay Harris
>Enron Middle East
>
>
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