The phone call to Intermesa and Votorantim should emphasize the following  points:  1.
The transaction was never consumated.
We have consistently stated that we  do not consider the transaction a   "done deal" until final documents are  executed.
2.
We are no longer willing to consider the proposed transaction.
The reason  is simple:  the market has moved and they failed to act quickly.
3.
All markets,pet coke markets in particular, are time sensitive.
Because  Votorantim has delayed in the execution of final   documents, it accepted the  risk that, over time, market prices would change and Enron would no longer be  willing to sign a deal.
4.
Again, we never had a final, enforceable deal.
Their only claim is that we  misrepresented to them our willingness to do the deal and therefor they  didn't pursue negotiations with a third party.
Our response is: we never made  any misrepresetation and it is not reasonable to  rely on our negotiations as  a basis to forego discussions with third parties when Enron never sent them a  binding offer.

Intermesa/Votorantim
The phone call to Intermesa and Votorantim should emphasize the following points: <NUMBER>.
The transaction was never consumated.
We have consistently stated that we do not consider the transaction a "done deal" until final documents are executed.
<NUMBER>.
We are no longer willing to consider the proposed transaction.
The reason is simple: the market has moved and they failed to act quickly.
<NUMBER>.
All markets,pet coke markets in particular, are time sensitive.
Because Votorantim has delayed in the execution of final documents, it accepted the risk that, over time, market prices would change and <COMPANY> would no longer be willing to sign a deal.
<NUMBER>.
Again, we never had a final, enforceable deal.
Their only claim is that we misrepresented to them our willingness to do the deal and therefor they didn't pursue negotiations with a third party.
Our response is: we never made any misrepresetation and it is not reasonable to rely on our negotiations as a basis to forego discussions with third parties when <COMPANY> never sent them a binding offer.
longer willing sign moved failed votorantim delayed documents accepted risk number final basis pet coke markets forego discussions party response misrepresetation intermesa