Subject: Expert Witness for ECT/Questions For You
From: [email-masked]
To: [email-masked]
Cc: [email-masked]
Date: Wed, 28 Mar 2001 00:44:00 -0800 (PST)

We have recently engaged an investment banker to testify as an expert for ECT
about the quality of our due diligence in the NSM transaction.  (This is
standard procedure in a litigation matter of this type.)  Our "expert" has now
read all four volumes of your deposition, and I have sent him a slightly
edited version of your due diligence notes.  However, our expert still needs
to conduct more "due diligence" of his own, including talking or meeting
(probably separately) with you and Kevin and possibly Tom Glanville.  I will
call you shortly to schedule a conference call or a meeting.  You and I will
talk separately before any such call or meeting takes place.

In the meantime, I would appreciate it if you could provide me with answers to
the following questions: 1.  Please send me your personal resume, with an eye 
toward showing your
experience and qualifications to conduct due diligence.

2.  Are you aware of any internal check-lists, document review requests or
lists, agendas (overall, meeting- or conference call-related, or otherwise)
and any other documents which would show matters reviewed or to-be reviewed in
connection with the NSM transaction?  (We will separately review the Enron
documents that have been produced in the litigation to see if we can identify
any such materials ourselves.)

3.  Was any due diligence done on NTS?

Thanks, Brian.  I will work hard to minimize the time you have to spend in
this phase of our endeavor.  It will be nothing close to the time that you
spent on your deposition and preparation

Steve Howard
Alschuler Grossman Stein & Kahan LLP
phone: 310-407-7613
fax: 310-552-6077
e-mail:  [email-masked]

                                                                              

                                                                              

                                                                              

                                                                              
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