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We are in the process of determining which demand letter recipients will receive termination letters today.
Several CPs have outstanding issues which we are investigating (largely claims that the amounts due have already been paid).
Based on current information, we will send termination notice to the following CPs.
Their MTM value is included, as this amount will shift from "live" to "terminated."
Counterparty $MTM (millions)
| Termination Letters Sent 3/8/02 -DRAFT- |
Sara: I need access to your calendar and any other folders that you want me to have access to.
Follow the procedures below or call me and I will walk you through.
I may be away from my desk for a little while.
I have a good-sized copy job to complete.
Thanks.
It is going to be fun working together again!
-Becky
| Calendar Access |
I talked w/ Ed McMichael about Noble WRT rescinding our termination if Noble were willing to pay in full all amounts due.
Ed said he would rather cause the position to be terminated (moving the approximately $40M MTM value out of the "live" status) than he would collect the $39M of outstanding invoices.
Ed's rationale is that any amounts settled (invoiced) will ultimately be collected in full w/ interest so there's no need to continue to wear the $40M MTM risk.
Therefore, I will let our termination letter stand as issued and do not plan to contact Noble.
Susan: please be sure to note that the termination letter was sent 3/11/02.
Thanks
| Noble Gas Marketing Inc |
In our morning meeting yesterday you asked what the financial picture looked like on this CP.
This is in-the-money (ITM) to ENA approximately $69,000.
There is one gas swap (TAGG# VH6425), which expires Jun02.
Hope this helps.
| EOTT Energy Partners LP |
Bob and Sarah, Further to our conversation on Wednesday night, we have identified the top 10-15 counterparties from both a terminated and non-terminated perspective that we want to begin working on.
Of the non-terminated, 6 are counterparties that should be sent demand letters.
Shari Mao will be providing you today a list of those counterparties that owe us money and should be sent demand letters.
Lynn Shivers will be pulling these contracts as well as those for the overall top 10 to 15 and we will begin the binder process and get you copies of the contracts as soon as possible.
We will also do the credit agg check for collateral and any overlap with other commodities.
Please let me know if you have any questions.
Kevin
| Financial Pulp & Paper |
Dear Member: As you may be aware, Senator Feinstein has proposed an amendment to the Senate energy bill.
The amendment seeks to redress some serious regulatory gaps which are significant to the energy and metals marketplaces: 1) the differential treatment of electronically traded energy and metals futures 2) the inability to get critically needed information from over-the-counter (OTC) market operators The New York Mercantile Exchange is supporting the Feinstein amendment.
We want to explain our reasons.
Electronic trading systems offering traditional over-the-counter products for energy and metals trading are currently exempt from any regulation.
The CFTC is without jurisdiction to oversee fair play, or to examine records, establish standards and deter misconduct as occurs on a traditional exchange like NYMEX.
As these systems have gained importance in the price discovery process for many instruments, and as they are accepted as centralized marketplaces by the customers using them, we find the exemption from regulation of the platforms and their operators to be troubling.
The Feinstein amendment is aimed squarely at the system operators, who take on the role of operators of a central marketplace.
The amendment does not seek to impose restrictions on where OTC market participants might trade but provides some limited record keeping requirements, which are more than likely already part of their daily business.
Instead, the amendment seeks to create a duty for system operators to report to the CFTC and be subject to the "Regulatory Lite" scheme set forth in the Commodity Futures Modernization Act.
Imagine a situation where a large market participant held a substantial volume of crude oil in private storage, and then leased Cushing pipeline capacity for its own use or to move additional oil into storage.
Market demand could be unmet by this company, and the ability of others to meet it could be frustrated, thus driving the price up.
Suppose this company held a large long position on an over the counter system, and profited handsomely from this conduct.
Would you really want that market user to be able to hide behind the unregulated status of the platform where those trades occurred to impede investigation?
Is that the type of deterrent to misconduct that the industry wants?
We do not think so.
We urge you to notify Senator Feinstein and the bill's co-sponsor, Senator Fitzgerald of your support.
Contact information is as follows:
| Exchange in Support of Feinstein Amendment |
Sara, I noticed that Citibank has sent in letters terminating their ISDA agreement, as well as a letter terminating their foreign exchange contracts.
Wouldn't the FX confirms be covered by the ISDA?
We certainly confirmed them as if they were.
The date of the letter terminating FX confirms is 12/2/01, while the ISDA was terminated 12/3/01.
| Citibank |
We received the cash PSCC promised to pay.
As best we can determine they are paid in full and their financial positions are now expired.
Susan: Please note both "paid in full" and "expired" on the Demand Letter Log.
Maria: Please reclassify this CP as "expired" on our list.
When you rerun the Apr02-forward MTM this CP should show $0.
If not, let's investigate.
Thanks all.
| Public Service Company of Colorado |
I received a voice mail from Leo Radkowski (phone: 303-978-4965, fax: 303-978-3563, email: radkowsk@jm.com) today.
Johns Manville is in receipt of our termination letter and wishes to pay past due amount and discuss prospect for settlement.
Susan: please update the Demand Letter Log with the above note.
Sara: I'm inclined to reply that we are going to stand by or termination and will be happy to discuss settlement down the road.
What do you think?
Thanks
| Johns Manville Int'l |
In a letter dtd 3/13/02 Ormet said they wired to ENA $14,645.03 (plus interest) to cure a contract default.
I've been watching the cash inflow spreadsheet that gets published daily but haven't seen these funds on that report.
Can you let me know whether you see any such payment from Ormet?
Thanks
| Ormet Primary Aluminum Corp. |
Sara, Who could send me "the perfect" terminaton letter template?
Could you have someone send me a sample termination letter for CPs that are requesting them?
Thank you,
| Sample Termination Letter |
I'm getting my head above water WRT the demand letters we sent in early March and all the associated fallout from those letters.
Preparing for our next move to bring in more cash.
We can send more demand letters for Mar02 non-paid invoices (don't know yet how many there are) and/or pursue default interest payments associated w/ the previous demand letter payments.
Sara and Angelo, let's get together to plot out our next actions.
I'll set up a meeting.
| New Round of Demand Letters? |
A/R and A/P have been added!
We are way in the money on JEDI2.
Should we terminate on them for non-payment and try to get the money from them?
| non-terminated deals |
Louis, Cynthia says Select Energy sent the funds in question to the wrong bank account (Corp acct).
Cynthia will create a journal entry to clear these items.
Please disregard Select Energy invoices on the AR Redlist Co 364.
Regards,
| Select Enery |
Select Energy has requested that a letter be sent to them that outlines specific bank account instructions for specific Enron entities such as: Enron Power Marketing Enron North America - Financial Gas Enron North America - Physical Gas They would also like them to be signed by someone in authority over these groups.
The person I have been speaking with at Select is: Dott Tucker - Her phone number is 860-665-2836 in case you should have any questions.
Thanks for your help in this matter.
| Wire Instructions for Enron Entities |
I spoke w/ Brian Russo today to determine whether he sent payment as he indicated on 3/13/02.
He admitted that BG&E dropped the ball and would get the payment via wire to ENA tomorrow.
He also said there are a few invoices wherein ENA owes BG&E.
If they are all post-petition he is planning to net the amounts.
I provided Brian w/ wire instructions.
Brian again stated he is willing to pay default interest when the rate is provided.
That issue is in my court.
Susan: DLL update please.
Cynthia: Hopefully this money shows up this time.
| Baltimore Gas & Electric Company |
I agree that the deals that the list of open transactions that Kern provided is all inclusive.
I have left a message for Alan Kornicks, Kern, to call me back to discuss the settlement process they have proposed.
Additionally, I will speak with Ed McMichael regarding our ability to settle and what steps need to occur prior to accepting Kern's termination letter.
| Kern Oil & Refining Company |
In the Master Letter Log (version 3/20/02) Belco is included with the early termination made by Westport Resources Corporation.
We currently have Belco as a live (non-terminated) CP but this may be incorrect.
Please review the Master Letter Log AND the termination provided by Westport Resources to determine whether Belco is included in that early termination.
Thanks
| Belco Oil and Gas Corp. |
Sara, I have confirmed that there is only one financial natural gas transaction between ENA and SGL.
The deal number is QY5824.1.
If you need more info, please let me know.
Mike Bridges
| SGL Carbon, LLC |
We received their payment today.
It included Dec01 through Mar02 invoices, some of which were new due ENA, other net due BG&E, with the sum of all amounts being owed to ENA.
It appears that they netted accordingly.
We can discuss whether they is allowable or not.
(This is the same scenario as with Merced.)
Susan: Please note in the DLL that payment was received 3/21/02 and that they netted post-petition invoices.
Thanks
| Baltimore Gas & Electric |
Stephanie: Subject CP terminated but the Master Letter Log isn't clear as to financial or physical.
Can you look into this please?
Angelo: If this is financial it needs to move tabs on the ARRedList.
Thanks
| International Paper Company |
Hi Sara How are you doing?
I am so sorry to hear about all the stress happening over there.
I am thinking about and hope you can take a vacation soon!
Things here are fine.
Just getting ready for the holidays.
I was hoping to talk to you about gifts for my dad.
I am not sure what to get him.
I got him a subscription to Sports Illustrated and was thinking about getting him DVD player.
What are your suggestions?
Anythign would be a huge help!
And I am excited to see you in New Orleans too.
I am there for a week and hoping to spend some time with you all.
Have a good day.
Oh and Park's friend is Nick Barnard and he is in the financial dept.
Scottie
| Hey |
Our 3/4/02 demand letter only included a Feb02 invoice.
NPC responded that they had already made payment and our investigation proved the same.
Going through the ARRedList I see that we have NPC delinquent on a Jan02 invoice in the amount of $1,694,770.00.
Before I call NPC please make a search of our systems to verify that they have not paid.
Thanks
| Nevada Power Company |
Looking at the Master Termination log, there are three CPs that do not show as terminated.
Can you please update me on what you need me to do to complete these?
The companies are: Farmland Industries, Inc. Hess Energy Services Corp. (contract assumed by Amereda Hess) Great Lakes Chemical Corporation (probably still being reviewed) Please advise.
Mike Bridges
| Checking Status of 3 CPs |
Sara, We spoke to Ellen Shubert, 203-719-1141.
There were not additional monies paid to the wrong account.
They are looking from payments from ENA to UBS, which include 492,490.29 Aus and $337,333 SEK .
There may be a swiss amount as well.
Sheila
| UBS Call |
Sara, I have never given Bear a wire request for the $159,022.86.
Are you okay with this?
This is the account I got from Mary Perkins.
Please advise.
Thanks.
Sheila
| ENA Wire request |
CONFIDENTIAL - DO NOT DISTRIBUTE Based upon yesterday's meeting, we discussed where R& C is in the money and we are the only Enron counter party involved, Pushkar and Stuart could contact these entiies to reach closure to get $ in the door after the appropriate approvals regarding the settlements.
The attached confidential listing shows exposure at 12/12/01.
Any liquidated amounts not settled will need to be taken into account.
Based on yesterday's discussion, I have sorted the counterparties regarding course of actiion.
If you do NOT agree, please advise ASAP.
Sheila
| Settlement candidates |
ISC - Customer Service Survey Ticket#HD0000000705941, Password Reset : Thank you for taking the time to fill out our Customer Service Survey.
Your input is crucial to our continued efforts in establishing and providing you with World Class Support.
Please take a minute and complete the 5 question survey then submit it back to us when you are done.
Once again, thank you for your participation.
| ISC - Customer Service Survey |
I am currently working on a form for the master netting without the CSA.
It is somewhat complicated--so if you have such a request, please await the new form.
Do not try to do it yourself.
Thank you.
| Master Netting Without Margin/Collateral Provisions |
Sara Hi - I'm the controller for metals here in London and need get hold of the ISDA for our (Enron Metals Limited - EML) FX trading with ENOT.
Are you able to access this or can you point me in the direction of who would be able to get hold of it for me?
Regards
| FX trading EML with ENOT |
Sara: Please confirm that Sheila Glover and Gary Hickerson are authorized to sign the wire transfers requests we are receiving on the ECI, ECTI and ECTEF accounts.
I have just left you a voicemail with the same request.
It is fairly urgent as we are trying to get the wires out today.
Thanks and regards.
| Urgent: Authorized signatories for wire transfers |
As the requests are increasing for netting agreements, please do utilize Cadwalader for help.
They are ready.
Contact Rick Antonoff (212 504 6759) or David Mitchell (212 504 6285).
| Cadwalader |
Sara, Further to my voicemail message of this afternoon, attached is the "merger letter".
As it happens, both Chase and Morgan had ISDA agreements in place.
The letter selects the Chase agreement (which, as you know, we amended earlier this week), as the preferred agreement, and terminates the Morgan agreement.
Please review and call me (212-270-2673) if you have any questions.
If the letter is acceptable, please call me and I'll arrange for execution copies to be sent to your attention.
Thankyou again for you help.
| Merger Letter |
Hello Robert, Hello Sara, The purpose of this e-mail is to supplement my voice mail messages this morning.
I know a lot is going on and that the legal team must be all hands on deck.
Having said this, however, I would appreciate it if you could give me a sense of where you efforts stood prior to recent events.
Further, I would like to get a general sense of timing relative to the continuance of your efforts.
To this end I would greatly appreciate a 15 minute catch up session.
This catch up will help me manage other outside relationships.
I will ask Anita Llamas-Granado to try to schedule either a call or a face-to-face.
Thanks.
FC
| Private Equity |
There exists another receivable financing covering power receivables structured at the corporate level.
I am working with Trey Cash and Melinda Winn to extract the receivables to enable the master netting agreements to be executed.
For now, please touch base with me prior to initialing any master netting that includes power.
Please note we are still working on the extraction from the gas receivables as well.
| READ THIS NOW RE MASTER NETTING |
As a point in clarification, in Section 2(a) of the Master Netting Agreement the parenthetical "(including automatic termination, if applicable)" should be deleted.
Here are the new forms with the deletion made in them.
Since the form is amending the underlyings to not include automatic termination, the parenthetical should no longer be included.
Further, see the attached once again revised process (hopefully this will be the last revision for a time!).
Changes are in bold and deal with the gas receivables financing and credit sign-off.
To the extent a counterparty will agree to a 25th of the month effective date, do so, as it fits our physical gas billing cycle and makes it easier to pull out the receivable from the gas receivable financing.
| Revision to Master Netting Forms |
Sara has been at a law conference since Wednesday.
She will overnight her information on Monday so you will have it first thing Tuesday morning.
Sorry for the delay.
Kaye
| Burbank |
As we discussed last week, ECT is sending a demand letter to Sonoco for the underpayment of $60,000.
I need the attachment which I have identified as merely Exhibit "A" to appear on a single sheet of paper (legal is fine).
We discussed your revision to cover the entire term of the swap AND revisions to the month of January, 1999 to reflect ECT's floating price as .33 (which will cause changes to the invoice amount and difference columns).
Also, instead of the term "Sonoco Price", I would prefer the caption "Floating Price recognized by Sonoco".
Please call if you have questions.
Thanks.
Sara
| Sonoco Products Company |
What kind of publicity have we been receiving over the weekend?
I'm glad to hear that you're doing better.
You didn't look too good Friday.
We had a great flight to Sao Paulo and then on to Houston.
I highly recommend going out of your way to fly Continental.
Mark is in Portland for a few days.
We are in competition (with Broadband) for our star paralegal, but I don't give up easily.
Shari did announce to me about her departure and may tell the paralegals today (I hope) Lynn and I are preparing a recap memo and we'll send a draft to you soon for comment Talk to you soon.
Sara
| Please let me know how the hearing goes! |
When you return from your trip, please follow up with respect to your entry to Canada through Calgary.
We are revising your letter and Kevin Zemp will be available to assist you through immigration with the appropriate officers.
SS
| Canadian Immigration |
Here's what happened to the Enron South America LLC master.
You can now officially bug Robert George (legal in Sao Paulo) and Bruce Harris (commercial in Houston) and remove Andrea Bertone from any official distribution.
Sara
| Southern Cone Financial Master Agreements Schedule |
Brent: attached is a draft memo that Lynn and I prepared.
We would appreciate your comments.
Also, who else do you think should be a recipient of this memo?
Should we prepare a separate "Action Plan" or strategy to submit to Mike?
You may recall in our meeting of Friday last that Mike committed to assess the long term situation in BA (at least I think that's what he agreed to do) and we (foolishly) committed to prepare a review of our activity in BA.
Maybe we can discuss on Friday morning at 9 am (Houston)/12 pm (BA).
Let us know if you have any questions.
I believe that Lynn is in a seminar on Thursday.
Sara
| Draft Trading Memo |
Susan: You may be aware of this database already.
I remembered it but as= =20 Nony's message indicates below, I think I lost the link.
We need to keep= =20 this link in mind (as well as updates since Alan has just updated Japan, fo= r=20 example) when identifying resources for swap lawyers.
I'll schedule a shor= t=20 meeting for us to recap soon.
Sara
| Japan and ECT Legal Jurisdictional Database |
FYI - Mike Ettringer from Portland called to follow up on this ISDA.
Not to worry, I'll let him know it's in the works.
SS
| Deseret Generation etc. |
John Suarez entered into a 2-day swap with NYSEG papered with NYSEG'S "deemed ISDA" which I am reviewing.
Are we confirming financial in the name of EPMI?
Do you want to pursue the ISDA?
Tanya, are you still the credit person for this electric utility?
Is anyone speaking with these traders?
SS
| New York State Electric & Gas Corporation ("NYSEG") |
Mike: An ISDA Master Agreement is currently in the works for Deseret.
Marie Heard is the paralegal and I'll probably take a look at the document.
Please bear with us as we have lost one of our attorneys and are swamped.
Thanks.
Sara
| Deseret |
By letter dated 3/9/00, Tembec Inc. has requested the transfer of "Contract No.
EJ7774.1" dated 3/23/98 to the National Bank of Canada pursuant to Section 7 of the ISDA Master, to be effective April 1, 2000, but with Q1 payment to be made to Tembec.
We do have a master with the National Bank of Canada.
Please let us know if this transfer is approved.
SS
| Tembec Inc. |
I received comments from Vintage (remember, no CSA).
With respect to Transfer, Vintage wants ENA to provide a guaranty of a transferee Affiliate's performance under the master.
Let me know your response, please.
Sara
| Vintage Petroleum |
Lynn Aven and I are in the process of finalizing a memo on the Argentina trip and we will also have a separate list of "action points" for Mike G. I am not planning to do anything further with respect to Argentina per your instructions (eg, there is an ADA conference in June and we have been asked to provide a speaker; we have been asked to comment on the ADA local master format; finalizine trader guidelines and termsheet format).
Also, I am not planning to do anything further with respect to Brazil other than finalize our financial trading matrix.
I have cancelled my trip to Sao Paulo at the end of March and will table the "derivatives training" indefinitelly.
| ADA Derivatives conference |
Greetings to you both!
It has been awhile since we last spoke.
I would like to finalize the matrix which we have been discussing since the latter part of 1999.
Although we were awaiting new Central Bank regulations, I am beginning to think that the Central Bank revisions will not impact the matrix except with respect to transactions which may be entered into by entities that are the subject of the Central Bank regulations.
Please let me know whether or not you agree or can offer any suggestions.
Thanks and regards.
Sara
| Financial Trading in Brazil |
We have been asked to assist in the setting up of an account with Morgan for the sale of this stock (through John Greene) held in the name of "Enron Communications Investments Corp.".
Restrictions (technically expired on 3/12/00) on the shares are in the process of being lifted by the transfer agent.
Let me know if you need further information.
We are working with Mike Deville and Gill Melman (ECI legal).
Thanks.
Sara
| Brokerage account for the sale of Rhythms stock |
Attached is a sample "format" for summarizing swap group activity.
Please add your own activities and feel free to edit the sample.
Suggestions are welcome.
I'll edit responses in time for our meeting next week.
Thanks.
Sara
| "Transaction Summary" |
Patricia: I can't thank you enough for arranging the many meetings and introductions for the Enron legal group.
Lynn and I are extremely grateful as it made our lives much easier and our jobs much more productive.
As always, I am impressed with the variety and number of individuals with whom you are so well connected.
At the moment, we are trying to finalize an internal memorandum addressing the breadth of the tax issues currently affecting our business in Argentina.
I would appreciate your comment on the following two items: (1) Can you cite the law that provides the exemption or modification (not sure which it is) that "financial institutions" are taxed (Gross Receipts) on the spread?
Is it possible to see a copy?
(I can probably have it translated) (2) I am unclear as to how the Stamp Tax would be calculated with respect to Argentine local parties to an ISDA Master Agreement (crossborder trades) or a local master swap agreement (local trades).
Execution of the master agreement itself does not evidence any transaction.
Even when any transaction is executed, you are unable to determine net payments owed by either party until termination of the deal.
Brent thinks that the tax will be based on the product of the [Fixed Price X volume X term] even though the master agreement will merely provide for netting.
Can you verify?
Give my regards to Pablo.
I look forward to hearing from you.
Regards.
Sara
| Meeting in BA |
attached is redrafted language which can "stand alone" or we can also incorporate the chart.
(Jared, I think you have some prior language we can use, and we may have to rename one or two parts of the chart).
SS
| GA-Pacific |
OK, I have reviewed Lawhill and AIG Funds.
Marie is making changes and the goal is to get blacklines of AIG to Rod today (since AIG has credit issues only).
The issues revolve around the Collateral Threshold and Letters fo Credit.
Lawhill will be ready for execution.
SS
| your hedge funds |
We have been asked to set this entity up for financial trading.
It's part of our JV with Texaco.
Hal Bertram (X31865) is a good contact person if you have questions about the Bridgeline companies.
Thanks.
Sara
| Bridgeline Gas Marketing LLC |
I have to leave the office at 10:30 to be at my home.
I should be back after lunch.
If you need to reach me, please feel free to call at (713) 664-3207.
Thanks.
Sara
| house problem |
Can you please forward my report from last week and update the "week".
Also, change target date of Argentina report to this Friday.
Thanks.
Sara
| ESA Legal Management Meeting's report |
Attached is the list that Marie had prepared for me just last week (the date at the top is incorrect) which is a good start.
We will still need a detailed description of the brokerage agreement process.
Sara
| Marie's list |
Attached is revised language to drop in the confirm.
John: Please approve.
Joe: edit my margins AND does the preamble of the confirm use the word "Agreement" to define the Master Agreement?
THIS IS NOT AN ISDA!
| Statex confirm language |
OK - forget the prior list I sent!
It really WAS from 1998.
Attached is a real live current version which can be expanded.
Sara
| Marie's list |
Sheila Glover has requested that David Vitrella be designated as a second "Authorized Trader" for the Enron Communications Investments Corp. account which was recently opened with Morgan (having as its purpose the sale of Rhythms stock).
The rationale for a second trader is not new to us: in John Greene's absence, no one is authorized to trade in that account.
It is my understanding that the only activity to occur in this account is the sale of this particular stock which will be "dribbled in" periodically.
Please let me know if you have any questions.
Both Donna and Sheila are very familiar with this transaction.
Sara
| Additional "Authorized Trader" for equity account |
Pablo: I am forwarding this message that I send to Patricia last week.
She may be out of town or otherwise engaged.
Would it be possible for you (or someone else in the firm) to respond to my two questions?
I only need a short explanation.
If you need to reach me, my telephone is (713) 853-5620 and my fax is (713) 646-3490.
Thank you for your assistance.
Regards.
Sara
| Meeting in BA |
Hi, Serge.
I am just checking to see when Enron North America Corp. ("ENA") will receive your comments to the ISDA Master Agreement for FP&L.
Paul Karns mentioned that you would be devoting some time for review of the agreement.
Please let me know if I can be of any assistance.
You can reach me via email or phone (713) 853-5620 if you have any questions.
I will be negotiating the agreement on behalf of ENA.
| Status of the Florida Power & Light Company ("FO&L") agreement |
"Each party consents to the recording, at any time and from time to time, by the other party of any and all communications between officers or employees of the parties, and waives any further notice of such recording.
Additionally, in the absence of a Confirmation executed by both parties, any such recording may be submitted in evidence to any court or in any proceedings for the purpose of establishing any matters pertinent to the terms of a Transaction."
Marty: This would appear in Part 5(f) of the Schedule.
Let me know if this is acceptable.
I'll follow up with Tanya on Monday.
| Recording language |
Please excuse the delay but I was hoping to deliver all of my information to you at once.
I am attaching our latest generic Schedule format.
You will see our "No Reliance" and "Limitation of Liability" provisions included.
None of our confirmation templates contain non-reliance provisions (unless it is specifically added by an attorney for a particular Transaction).
Unfortunately, I do not yet have an answer as to the existence of written guidelines or policy addressing the provision of quotes to customers.
I will follow up when I have the response.
Please let me know if you need more information or if we need to conference.
Regards.
Sara
| Sample ISDA Schedule |
As we all know, the TBS/Enron South America LLC ("ESA") confirmation issue is draining our little brains.
Let's all conference sometime Monday to sort through how these trades should be documented, booked and otherwise handled.
Lynn has suggested that ESA is merely a holding company and therefore, an inappropriate vehicle for holding trades (maybe one or two trades is O.K.).
Also, any ESA documents must be executed in the U.S. Brent: please leave me a voice or email for convenient times.
Sara
| financial trading by Don Black |
I spoke with Chris Littlefield (legal) a few moments ago and he would like for you to call Dial's treasury person, Dave Riddiford.
Dial really wants an explanation of how/why all numbers were selected for inclusion in the Schedule and CSA, including: (1) 3rd p. D/F Threshold Amount (2) whether Credit Event Upon Merger can be tied to ratings downgrade (I explained the MAC trigger) (3) Collateral Threshold (and, by the way, Chris says that he never understood that Dial would ever have to post) (4) Min.
Transfer/Rounding Not too bad.
Call me if you have any questions.
From the legal perspective, I have only to resolve recording and arbitration.
Thanks.
Sara
| The Dial Corporation |
Deborah: I understand that an EES asset is going into an asset trust for Hawaii 125-0 and that ENE wants a back-to-back swap with EES.
Is EES the swap counterparty?
Sara
| Hawaii Series |
Attached AS AN EXAMPLE ONLY is a "Transition Memo" which Marie prepared to capture her current workload.
Could you please utilize that format and prepare a summary of your current workload?
Mark, Carol and I would like to receive your lists as soon as possible, but no later than Thursday evening.
Thanks.
Sara
| Transaction Summary |
Derek: I just wanted to let you know that I will be available to help you on swap matters now that Shari has transitioned to another group.
You can always reach me at Ext.
35620.
Please let me hear from you.
Sara
| Shari's transition from the swap group to power trading |
Paul: Did you learn anything further about the credit protection referencing Deutsche Telecom bonds?
Also, Shari does not know anything about a JV with Deutsche Telecom.
Did I misunderstand you?
Please let me know what you find out.
Thanks.
Sara
| credit default transactions |
Attached is revised summary.
Also, I have asked Susan B. and Susan F. to prepare a list similar to Marie's list for delivery by the end of the day Thursday.
Sara
| Marie's transition |
Attached is the language which should replace (i) in the Additional Provisions.
Also, in your part (ii) [now part (iii)], the words "Fixed Price" should be capitalized each time used.
Also, you should add the following sentence to numbered paragraph "1" on the first page: "Capitalized terms used but not otherwise defined herein shall have the meanings assigned to said terms in the Agreement."
| MediaNews |
Hi Nancy!
I left a voice mail for you in Sao Paulo since Lynn told me you were there.
We need to authorize someone in the US to execute swaps on behalf of ESA.
Brent Hendry (after speaking with Jana Morse) thought Martha Stevens or Scott Mills would be good candidates (if not already authorized).
Please give me or Brent a call.
We're trying to get this done next week since TBS executed a swap in January, 2000 and we are still trying to confirm.
Also, let's have lunch.
Sara
| authorization for executing Enron South America LLC ("ESA") swaps |
Hi, Trena!
I am working again with Gary's desk now that Shari has moved on to power trading (legal).
My first task has been to reconcile the outstanding Sutton Bridge transactions.
I find three: (1) Currency Swap between ECT and Sutton Bridge Financing Ltd: booked 5/22/97 [ 12/31/97 through 6/30/22] (2) Currency Swap between ECT and Sutton Bridge Power booked 1/28/97 [ through 4/29/11] (3) Currency Swap between "ECT" and "Sutton Bridge" booked 3/29/00 [ through 3/31/03].
I have only seen the ticket and not the confirm.
I understand that all swap transactions are to be terminated with the pending Sutton Bridge sale.
Are you terminating these three (3) trades?
Are there others?
What is the third trade which was booked last week (I don't know anything about it)?
Someone should be documenting the termination and payout.
Please let me know ASAP as the lawyers are headed to San Antonio tomorrow.
Thanks.
Sara (X35620)
| Sutton Bridge swaps |
(1) Commonwealth Bank (in Australia) (2) EPM ECHO Ltd. Also, I need to have your respose to Statoil which I left on your voice mail.
And, further, are you looking into Deutsche Bank?
I'll be checking voice mail while I'm in San Antonio.
I gave the credit group in Houston Thursday and Friday off.
Sara
| ISDA requests and assorted items |
Susan: Could you please create a blackline and fax to Cargill.
Marie already made most of the changes.
Thanks.
Sara ps - file is on your chair
| Cargill Inc. |
Just a heads up!
ENA has finalized our Master Swap Agreement with Statoil.
You may recall that Statoil would now like to execute an agreement with ECTRIC using the ENA agreement as a model.
I have been dealing with the Statoil inhouse lawyer whose name is Chuck O'Brien.
Regards.
Sara
| Statoil Marketing & Trading (US) Inc. ("Statoil") |
As you may know, Project Ghost was unwound eff.
3/31/00.
I believe that Project MacArthur was also unwound.
(but I haven't seen anything).
Also, Project Blackbird is in the process of being unwound.
Each will have a Swap Termination Agreement.
Brenda Funk should be organizing closing docs.
Please make necessary entries on Lotus Notes and keep supporting documentation in the files.
I don't see Projects Ghost, Spector or Hawaii on Lotus Notes (these show up on your status of files list to Mark.
Thanks and let me know if you have any questions.
Sara
| Year and Quarter End Deals |
David: Attached is an example of the "tainted swaption".
I'd really like to focus on the dates (Trade, Effective, Exercise).
Looking forward to call in the morning.
Sara
| Kellogg |
Marie: I would like to schedule a meeting with you and others to review the agreement process, your contacts, account information, record retention (physical files and Lotus Notes), reporting procedures, any forms which you have developed and helpful tips.
I know that you are working on a memo which will address this information and it would be extremely helpful if we could learn from your experience.
I would also like to discuss Ted Murphy's expectations.
I think this will take about an hour.
Please give me a suggested time during the week.
Thanks.
Sara
| Brokerage and Repo Agreements |
I am hoping to have Lotus Notes available to you in about two weeks.
The initial view will include Master Swap Agreements and I am working on "Other Agreements" which will include brokerage and repos.
On a slightly different note, do you think we should schedule a regular [weekly] meeting to review work in progress, issues, products, etc.?
If so, who should be included?
Thanks.
Sara
| Lotus Notes |
Attached is the latest Cadwalader draft memo addressing additional risks posed by newer, illiquid products (specifically paper and pulp) and minimization of the risks.
My goal is for the paper and pulp group to adopt the recommendations.
Please take a look at the memo and give me your comments.
I would like to respond to Cadwalader by the middle of next week.
Please let me know if you have any questions.
Thanks.
Sara
| Revised Memorandum regarding pulp and paper transactions |
Bob: I left you a voice mail last week about a lunch that legal would like to present next month for both groups (above).
We need a list of settlements persons who should be invited.
The purpose of the meeting is to provide an overview of the legal documentation process, including explanations of our documents, and encourage dialogue among the groups.
Please send as soon as possible.
Also, let me know if you have any particular topics which you would like to see addressed.
Thanks.
Sara
| Confirm/Settlements luncheon |
Please ADVISE if "European Power Holdings" is the correct legal entity for closing out the FX piece of Sutton Bridge and if Maroon Aboudy is the party to whom a confirm should be directed.
Thanks.
SS
| Sutton Bridge FX deals |
Jeff: Per my voice mail, please let me know if Friday, May 12 is an acceptable date for your group.
This works fine for Settlements.
Thanks.
Sara
| Confirmation/Settlements lunch |
Marie is updating her list and preparing a general memorandum in connection with the brokerage and futures agreements.
I have the following times available to meet (and I think we should schedule about an hour): Thursday between 1:30 and 3:15 Friday after 10 am Please let me know as soon as possible of your preference and I'll try to accommodate everyone.
Thanks.
Sara
| Review of Brokerage Agreements |
Mark: I left you voice mail last week regarding a due authorization opinion from ENA to Statoil (for execution of a master).
Will you or Haedicke sign?
Also, who signs an enforceability opinion (under either NY or Texas law)?
Thanks.
Sara
| legal opinion |
Tanya: the Morgan lawyer called about putting ISDA Master Agreements in place with the following Enron entities: Enron Canada Corp. Enron Capital & Trade Resources Ltd. (trading UK nat gas) Enron Liquid Fuels Inc. (trading propane) She indicated that guaranties were all about to expire in June.
All of Morgan's commodity business is being centralized in the above Morgan entity.
Please let me know how you are going to handle this in case Beth Ng calls me back.
Thanks.
Sara
| Morgan Stanley Capital Group Inc. ("Morgan") |
Mark: I know that David Minns has been sending copies of executed agreements to Alan.
These include ISDA Master Agreements and brokerage (futures) agreements executed in the name of Enron Australia Finance Pty.
Ltd. We need to incorporate these agreements into Lotus Notes and David Minns needs to have access to our database.
Do you want to speak with Alan or should I?
Also, on a related issue, do we need to keep copies of the ECTRIC Master Agreements in Houston?
Would this be necessary in an emergency situation?
Thanks.
Sara
| Australian Master and Brokerage agreements |
Do you have the short information sheet/request that you threw together for Enron company requests for brokerage agreements?
This would be helpful when we meet.
I am shooting for Friday at 10 am.
Thanks.
Sara
| Brokerage stuff |
Paul: Enjoyed your talk in San Antonio.
Now for the real issues: could you send to me the confirmation templates that you have devised for credit derivatives in the UK?
Also, are there any other materials which might be helpful in the credit derivatives area?
Shari has passed this on to me and I'm reviewing a couple of Deutsche Bank transactions executed last month.
Thanks.
Sara
| Credit Derivatives |
Mark: How should we handle this?
In the past, I have provided Andrea Bertone with Elizabeth Sager's latest (and evolving) physical trading forms which Tozzini has used as a starting point.
Sara
| physical option - proposals, term sheets, pricing |
Hi, Shane.
Here's a quick update.
As you can see, the Westpac ISDA is a done deal.
Susan Bailey (paralegal) had been holding the Commonwealth ISDA because she didn't have an address.
I asked her to email you for the info.
I am working on ABN AMRO.
I' m also trying to keep up with you other trading activity.
Let me know if you ever have any questions.
Sara
| Westpac Banking Corporation |
We need to finalize.
Legal opinion needs to come from Mark Haedicke (my recollection is that he may not need the back up).
Have we requested the guaranty?
Thanks.
Sara
| ISDA documents |
I have engaged the Modrall firm in Albuquerque to help us sort through the legal issues posed by dealing with the Southern Utes both on and off line.
The lawyers are Messrs. Lynn Slade and Bill Scott.
I would like to send a Fed Ex to them on Friday, April 21 for Monday morning delivery containing the following: 1.
ISDA Master Agreement and CSA boilerplate 2.
Our municipal form of Schedule for the Southern Utes and appropriate Paragraph 13 3.
A sample Schedule prepared for a general corporate (with appropriate disclaimer language) 4.
A copy of the 1993 Commodity Definitions and the 2000 Supplement You will have to verify the current firm name.
Check the website at www.modrall.com.
Send to the attention of Bill Scott.
The address: 500 4th Street NW, Suite 1000 Albuquerque, New Mexico 87102
| Southern Ute Indian Tribe d/b/a Red Willow Production Company |
Tanya: I left you a voice mail earlier this week on the single outstanding issue: paragraph (B) of our setoff language.
This provision allows the nondefaulting party to withhold any payment it might owe to the defaulting party under the master until the nondefaulting party can be certain IN ITS REASONABLE DISCRETION that ANY other payments owed to it (under ANY other agreements between the parties) by the defaulting party have been paid.
Cargill does not want to "comingle" its business.
Remember, we have already given in on "affiliate setoff".
[the lawyer never raised the paragraph (B) issue until this week!]
Also, Cargill has requested that we change our Credit Support Amount definition (but I provided them with an explanation) AND Cargill has decided to issue transferable L/C's.
Please let me hear from you so that we can finalize.
I do not know if this is a deal breaker.
| Cargill, Incorporated |
Carol: I spoke with Richard Peterson (retail side).
Apparently we were dealing with the exploration side of the company last year.
We agreed to (1) mark up the Flying J form AND (2) reissue the Industrial Master that had been negotiated last year (with our form changes).
John Scales (exploration side) wouldn't agree to the MAC at the last minute.
Do you want to handle?
Just let me know.
Sara
| Flying J |
Please send the current DRAFT to the User's Guide to 1999 ISDA Credit Derivatives Definitions to my attention.
I understand that these can be sent to reply mail.
You can reach me by phone at 713/853-5620 if you have any problems.
Thanks.
Sara Shackleton [Enron North America Corp.]
| UG315 |
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