text: Orlando;
  
  I am ok with the your suggestion.  Hope you are doing well.  
  
  Mark
  
  
  
  	Orlando Gonzalez@ENRON
  	04/17/2001 06:18 AM
  		
  		 To: Bruce Lundstrom/ENRON_DEVELOPMENT, Mark E Haedicke/HOU/ECT@ECT
  		 cc: 
  		 Subject: Re: Enron Global Assets Board Slates
  
  In order to finalize the board composition for the Annual shareholders 
  meeting to be held on April 30 I suggest the following:   
  
  The board according to the by laws has permanent members (min 4, max 7) and 
  alternates (min 2, max 4).  We are also required to have an employee 
  representative as a permanent member and an alternate.  We would like to have 
  a maximun participation of local residents in order to facilitate board 
  meetings.  
  
  Permanent members:                            Alternates:
   Employee rep                                        Employee rep
  Orlando  Gonzalez                                  Jim Hughes,
  Joe Kishkill                                               John Novak
   Rebecca McDonald                                Jeff Sommers
  Jim Derrick
  Joao Carlos Albuquerque
  Britaldo 
  Soares                                                                        
                                                            This allows for 
  five local residents and the Houston membership we needed.  I would like your 
  opinion as soon as possible so I can discuss with Rebecca in order to elect 
  the board on April 30th.  Thanks Orlando
  
  
  From: Mark E Haedicke@ECT on 27/03/2001 15:49 CDT
  To: Orlando Gonzalez/SA/Enron@ENRON
  cc: Bruce Lundstrom/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 
  
  Subject: Re: Enron Global Assets Board Slates  
  
  I am ok with your slate, but need some Houston people on board as well.  I 
  think we can shorten the Houston list by taking me off since John Novak will 
  be on the board.  I leave it to Bruce to see if it makes sense to shorten the 
  list further.  Mark
  
  
  
  	Orlando Gonzalez@ENRON
  	03/27/2001 01:51 PM
  		 
  		 To: Bruce Lundstrom/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Mark E 
  Haedicke/HOU/ECT@ECT
  		 cc: 
  		 Subject: Re: Enron Global Assets Board Slates
  
  Did you  get a chance to review the Elektro board make up.  I would like to 
  finalize before the next ordinary shareholder meeting in Brazil.   Thanks
  
  ---------------
  See attached regarding Elektro's board membership.  We would suggest that the 
  board slate be made up of Brazil residents in order to facilitate the 
  necessary meetings. I would like to include Joe Kishkill, John Novak, Brett 
  Wiggs, Britaldo Soares and Joao Carlos Albuquerque, all members of our 
  executive committee to substitute Rick Waddell, Diomedes, Jim Bannantine, and 
  Rick Lammers.  If  you agree, I will talk to Rebecca to finalize.  Thanks
  ---------------------- Forwarded by Orlando Gonzalez/SA/Enron on 03/06/2001 
  05:17 PM ---------------------------
  
  
  Orlando Gonzalez
  02/04/2001 10:35 PM
  To: Bruce Lundstrom/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
  cc: James A Hughes/ENRON_DEVELOPMENT, Rebecca McDonald/ENRON_DEVELOPMENT, 
  Jeffrey E Sommers/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Peter E 
  Weidler/NA/Enron@Enron 
  
  Subject: Re: Enron Global Assets Board Slates  
  
  Bruce,  This solution does not work for Brazilian entities for legal 
  reasons.    I will send a summary of the current situation and a proposal to 
  resolve. We can discuss during your visit.  Thanks
  
  
  
  Bruce Lundstrom@ENRON_DEVELOPMENT
  31/01/2001 19:26
  To: Mariella Mahan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Peter E 
  Weidler/NA/Enron@Enron, Orlando Gonzalez/SA/Enron@Enron, Christopher B 
  Hunt/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Wade 
  Cline/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Bruce 
  Lundstrom/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT,  Scott 
  Gilchrist/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, John 
  Ambler/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Mark Schroeder/LON/ECT@ECT, 
  Richard Shapiro@Enron, Carol Howes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, David 
  Shields/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
  cc: James A Hughes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Rebecca 
  McDonald/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Isabel 
  Romero/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Yvette Pinero/NA/Enron@Enron, Ann 
  Brown/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Wendi 
  Hoelscher/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Mrudula 
  Gadade/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Connie 
  Blackwood/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Rejane 
  Pansiera/SA/Enron@Enron, Eduardo Robles/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, 
  Carla Galvan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Sonnia 
  Reyes/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Leigh Ann Van 
  Houten/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Lauren 
  Hagerty/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Darlene 
  McKeever/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Larry 
  Pardue/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Tami 
  Scrudder/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Denise 
  Almoina/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 
  
  Subject: Enron Global Assets Board Slates
  
  Folks -
  
  The Legal Specialists in EGA are working up new director/officer slates for 
  the EGA entities.  We will be appointing the following list of directors for 
  EGA entities:  
  
  Rebecca McDonald
  Jim Hughes
  Jeff Sommers
  Jim Derrick
  Mark Haedicke
  
  There will be some exceptions to this slate, particularly where local law or 
  the necessity of regular board attendance requires additional (or even 
  different) directors to be appointed.  These will be considered on a 
  case-by-case basis.  Allow the Legal Specialists the opportunity to come up 
  with their tentative slates and then we will give them to the regional heads 
  for comment.
  
  Some of you will be asked to resign your current directorships.  I hope that 
  no one will take offense to the fact of of the changed slates -- none is 
  intended.  We have found that this common slate has made corporate governance 
  more efficient and less complicated.
  
  Thank you for your cooperation.  Please pass this message along to others in 
  your respective groups as you deem necessary.
  
  Bruce
  
  
  
  ---------------------- Forwarded by Orlando Gonzalez/SA/Enron on 03/06/2001 
  05:17 PM ---------------------------
  
  
  "Vasco de Castro Ferraz Junior" <vcferraz@elektro.com.br> on 02/23/2001 
  06:14:14 PM
  To: Orlando.Gonzalez@enron.com
  cc: cminch@elektro.com.br 
  
  Subject: Re: Board Members
  
  
  To be elected as a Board member a person must be a shareholder of the Company 
  (normally one share is transferred to such member) and tehre is no more the 
  requirement of the Brazilian residency.
  There is no other mandatory requirements.
  However one has to have in mind that from a practical point of view it  is 
  not viable to have only non residents at the Board (frequent trips to Brazil, 
  less flexibility on timing to pass resolutions about ugent matters etc)  
  Ideally at least trhee shoul be resident in Brazil (present minum quorum to 
  held a Board Meeting.)
  Vasco.
  
  >>> <Orlando.Gonzalez@enron.com> 2/4/01 11:39:09 pm >>>
  
  Vasco   What are the residency requirements for board membership?  Are
  there other specific requirements?  I would like to send a proposal this
  week. Thanks
  
  
  
  
  "Vasco de Castro Ferraz Junior" <vcferraz@elektro.com.br> on 30/01/2001
  12:53:03
  
  To:   Orlando.gonzalez@enron.com
  cc:
  
  Subject:  Board Members
  
  
  Orlando:
  As per your request, please find bellow the names of all of the present
  members of Elektro's Board.
  Firstly is to be mentioned that according to Elektro's By Laws, the Board may 
  have a minimum of 4 and a
  maximum of 7 permanent members (one obligatorily must be elected by
  appointment of Elektros' employees) and a minimum of 2 and a maximum of 4
  alternates (one obligatorily to act solely as alternate to the employees'
  representative at the Board)
  
  Permanent members:
  Diomedes Christodoulou (President)
  Orlando Goanz?lez
  Ricky Linn Waddell
  Geraldo Gon?alves Pereira (elected by appointment of Elektro's employees)
  Vacant (3)
  Alternate members:
  James Martin Bannantine
  Richard Allan Lammers
  Ricardo Louren?o Carneiro (alternate to Geraldo Gon?alves)
  Vacant (3)
  
  The election and/or dismissal of the Board members has to be decided by the
  shareholders of the company.
  Normally the election o the Board members takes place at the annual
  Ordinary Shareholder's meeting. (This year, our OGM is scheduled to take
  place on April, 29th.)
  However this matter  can also be decided at any time via an Extraordinary
  Shareholder's Meeting  that has to be called trough a  Board Resolution
  that  has to be publicized at the Official Gazette no later than 8 days
  prior to date of such EGM.
  Should the present number of the Board members be maintained (i.e 4
  permanent and 3 alternates), the election of new members (from our side)
  will have to be made upon the resignation of those presently on seat.
  Should you deem necessary, please call me at your earliest convenience.
  Least but nol east As I vave mentined to you the other day, it is quite 
  normal to appoint the senior legal council as an alternate to the permanent 
  members of the Board so that he may legally be present at all the board 
  meetings