Subject: Finalization and Execution of ENA/EWEB documentation
From: [email-masked]
To: [email-masked], [email-masked], [email-masked], [email-masked]
Cc: [email-masked], [email-masked], [email-masked]
Date: Tue, 2 Jan 2001 03:00:00 -0800 (PST)

All:

Following is a list of outsanding items:

(1)  ISDA Master Agreement (Schedule and Credit Support Annex)
        I need to better understand EWEB's proposed settlement language.  ENA 
generally sends an invoice when the counterparty owes a payment (but not  
when ENA owes a payment).  The invoice reflects the outstanding transactions 
for a given Calculation Period and the net amount owed.  ENA can   generate 
this invoice in all cases.  Does EWEB intend that BOTH parties always send 
reciprocal invoices?  Is is necessary that the Calc Agent ALSO  make a phone 
call?  What does EWEB's language "separate invoices and documentation 
covering each Transaction sufficient to permit the other   party to comply 
with its interanl accounting and record keeping procedures concerning 
individual Transactions" mean?

 Please call me to resolve.

 When can we execute?

(2)  Cable Huston legal opinion:  please add

 (1)  opening paragraph:  "(iii)  the Confirmations for Transactions ENA 
Contracts Nos. 447459.02 and 447459.4 each dated October 30, 2000 ..."

 (2)  Paragraph 12 prior to the period in the first sentence:  "as  those 
terms are defined in the Master Resolution adopted by the EWEB Board on June  
16, 1986, as supplemented"

(3)  the two (2) confirmations
 These require execution by EWEB.  When will this be done?

(4)  Bond Counsel opinion
 Dick, I sent you  an email on Friday.  ENA is pleased to discuss with your 
counsel.  Please refer to Larry's legal opinion:  the deleted Paragraph 10  
of the December 21, 2000 draft and the Paragraph 12 of the  December 30, 2000 
draft for the type of information requested.

Please let me know if I have left out any items.  I would like to finalize 
documentation today.

Regards.  Sara