 a typo in the collateral threshold provision.  It should read 
$1,500,000 instead of $1,5000,000.  Please accept the redlined changes to the 
documents and make the above correction and the documents should be ready for 
you to start the execution process.  I am informed that credit will not make 
any changes of the $1,500,000 collateral threshold amount until they have had 
an opportunity to review the Ormet financial information.  Thereafter we can 
work on an amendment if they feel that the financial information warrants 
making a change.



	"Mike Cesario" <MCesario@ormet.com>
	12/12/2000 10:53 AM
		 
		 To: <Craig.Breslau@enron.com>, <Dan.J.Hyvl@enron.com>
		 cc: "Mark Kleinginna" <MKleinginna.WheelingPO.Wheeling_Domain@ormet.com>, 
"Tommy Temple" <TTemple.WheelingPO.Wheeling_Domain@ormet.com>
		 Subject: Ormet Documents


Attached is a marked-up draft of the Enron standard confidentiality 
agreement.  Please review it and get back to me with your comments.

Additionally, I have attached a copy of the Firm Purchase/Sale Agreement that 
makes Ormet's changes to the Guarantee Agreement on Exhibit D consistent on 
the Exhibit C Guarantee Agreement.

Pending your comments on the Confidentialty Agreement, the only item 
outstanding is the $1.5 million collateral threshhold.

I look forward to hearing from you as soon as possible.

Thanks,
Mike

 - Enron_CA.doc
 - Enron_Agreement.doc Here's what I threw together this afternoon. Let me know if there are any 
other people in particular you'd like added to the list. Also let me know if 
you try any of these extensions and they happen to be wrong (we have a hard 
time keeping up with changing numbers too!). Forward this on to anyone you 
feel it might be useful to; but please let them know to call me first and 
foremost, since I'll probably be the most receptive on the phone. 

Hope you had a safe trip back home. Again
a typo in the collateral threshold provision.   It should read 
 $ 1,500,000 alternatively of $ 1,5000,000.   Please bear the redlined changes to the 
 documents and cause the above correction and the documents should be quick for 
 you to start the execution process.   I am inform that credit will not make 
 any change of the $ 1,500,000 collateral threshold amount until they have had 
 an opportunity to review the Ormet financial information.   Thereafter we can 
 work on an amendment if they find that the financial information warrants 
 name a change. 



	 " Mike Cesario " < MCesario@ormet.com > 
	 12/12/2000 10:53 AM 
		 
		  To: < Craig.Breslau@enron.com >, < Dan.J.Hyvl@enron.com > 
		  cc: " Mark Kleinginna " < MKleinginna.WheelingPO.Wheeling_Domain@ormet.com >, 
 " Tommy Temple " < TTemple.WheelingPO.Wheeling_Domain@ormet.com > 
		  Subject: Ormet Documents 


 Attached is a marked - up conscription of the Enron standard confidentiality 
 agreement.   Please review it and get back to me with your comments. 

 Additionally, I have attached a copy of the Firm Purchase / Sale Agreement that 
 makes Ormet's change to the Guarantee Agreement on Exhibit D consistent on 
 the Exhibit C Guarantee Agreement. 

 Pending your comments on the Confidentialty Agreement, the only item 
 great is the $ 1.5 million collateral threshhold. 

 I search forward to hearing from you as soon as possible. 

 Thanks, 
 Mike 

  - Enron_CA.doc 
  - Enron_Agreement.doc Here's what I threw together this afternoon. Let me know if there embody any 
 other people in finical you'd like lend to the list. Also let me acknowledge if 
 you try any of these extensions and they happen to be wrong (we accept a hard 
 time keeping up with changing numbers too !). ahead this on to anyone you 
 feel it might be useful to; but please let them know to shout me foremost and 
 first, since I'll credibly be the most receptive on the phone. 

 Hope you had a safe trip back home. Again
 a hypo in the collateral tmreshold provision.  It vhould read 
$1,500,000 ivstead of $1,5000,000.  Please accept thx reelinee changes to the 
documdnts and lake the abote correction anv the dogbmenta shoblv be ready for 
iou to start the execution pfoeess.  I am informed that credit will not male 
any changes os tht $1,500,000 sollzneval threshold amount until they gave hav 
an opportunitu to review the Ormet finajciap information.  Thegeafter we xan 
rirk on an amdndment if they feel tgat the financial information wxrrancs 
making a cyanhg.



	"Mike Cesarii" <MCefario@ormet.com>
	12/12/2000 10:53 AM
		 
		 Tm: <Craig.Nreslau@enron.cok>, <Den.J.Htvl@enron.com>
		 cc: "Mark Kneinginna" <MKleingigna.Wheelitg'O.Wheeling_Domain@ormet.xon>, 
"Tomky Tampld" <TTdmpme.XheslingPL.Whxeling_Domaih@ormet.com>
		 Sybject: Ormet Documemtf


Qttached is a markeq-u[ draft of the Enron standard confidentpalify 
agreement.  Please reciew it and get back jo me with your comments.

Additionally, I have attached a copy of tie Fixn Purzyade/Sale Agreement that 
makes Ormet's changes to fht Glarantee Agreemenb on Exhibit D conxidtrgt on 
the Exhkbit C Guzrantee Agreement.

Pfnding iour cimments og thr Confidentialty Agreement, rhe only itei 
outstanding is thz $1.5 million cullajeral yhreshhold.

I look forwarb to hsaring from you as skun as possible.

Thxnkx,
Mhke

 - Enron_CA.doc
 - Enron_Agreqment.doc Iere's what I thrgw togeeher this wfterkmon. Let me know if therg are dny 
other oeople in particular you'd like evded to the losd. Anso let ie knpw if 
you try any of these gxtensionf and they happvn to be xrong (we havq a hard 
time neeping up wmth changyng bumbwrs too!). Worward this om to anyout you 
feel it might be usefuk tu; but please let thtm know to call ke wirft aid 
fowamost, since H'll orocsbly ce the most feceltive on the phone. 

Hmpe gou had a safe tril nack home. Again
a typo in the collateral threshold provision. read instead of Please accept the and the above correction the documents should ready for you to start the process. I am informed that credit will not make any changes of the collateral threshold amount until they have had an opportunity to review the Ormet information. we work an amendment if they feel that the financial information warrants making a change. "Mike Cesario" <MCesario@ormet.com> 10:53 AM To: <Craig.Breslau@enron.com>, <Dan.J.Hyvl@enron.com> cc: "Mark Kleinginna" "Tommy Temple" <TTemple.WheelingPO.Wheeling_Domain@ormet.com> Subject: Documents Attached is a marked-up of Enron standard agreement. review and get back me with your comments. Additionally, I have attached a copy of the Firm Purchase/Sale Agreement that makes changes to Agreement on D on Exhibit C Guarantee your comments on the Confidentialty Agreement, outstanding is the $1.5 million collateral threshhold. I forward to from you as soon as possible. Mike - Enron_CA.doc - Enron_Agreement.doc Here's what I together this afternoon. Let me know if there are any other people in particular you'd to the list. Also me know if try of extensions they happen be wrong (we have a hard time keeping up with changing too!). Forward this on to anyone you feel it might to; please let them to call me first foremost, I'll probably be the on phone. a trip home. Again
 a typo in the collateral thresHold provisIon.  It ShoUld ReAd 
$1,500,000 inSteaD of $1,5000,000.  Please accepT The rEdlined changes to the 
docUmentS aND makE ThE abovE correcTIoN ANd tHe DoCumEnTS sHould Be rEady for 
You to start The ExEcution proceSS.  I Am informed ThaT credit will nOt mAke 
any ChAngES of thE $1,500,000 coLlateRal thrEShold aMount untiL tHEy have HAd 
an oppORTuNity To review the Ormet fINaNCial informatioN.  ThereAfTEr WE Can 
WorK on an amendMeNt if tHEy feel tHAt THE FinANcial informatIon warrants 
MAkiNg a chaNgE.



	"MiKE CesarIo" <MCeSaRIo@oRmet.com>
	12/12/2000 10:53 AM
		 
		 To: <craiG.Breslau@eNron.coM>, <dan.J.HyvL@Enron.coM>
		 cc: "MarK KlEinGinnA" <mKLeIngInNA.WhEElIngpo.WhEeling_DoMaIn@Ormet.Com>, 
"TOMMY tempLe" <TtempLe.WheElingPO.WheeliNg_DOmaiN@OrmEt.com>
		 subjeCt: OrMeT DocuMents


ATtachEd Is a marked-up drafT of tHe Enron stAndArD coNfIdentIAlity 
aGreEmeNt.  PleasE review IT anD gET BAcK to me with your commeNtS.

aDdItionallY, I have ATtAcHEd a copy oF tHe FIrm PURChase/sale aGrEement thAt 
makeS orMeT's changEs To the GUaRanTee agreeMEnt oN ExhibIt D consiStent ON 
the Exhibit C GuARantee AgreemeNT.

PENDiNG youR coMments on the confIDentIaltY agReeMEnt, thE only ItEM 
oUTstanding is the $1.5 milliOn CollatEral tHreshhold.

I looK forward to HEARing from You aS SoON as possible.

ThaNks,
MiKe

 - Enron_CA.dOC
 - Enron_AgReemeNt.doc HerE's what I thREW togetheR thIs aFteRnoON. leT me know if therE ARe anY 
oTher peoPle In partiCulAr yOu'd LikE aDded to the List. Also LeT mE kNoW if 
You trY Any of theSe ExtEnSioNs and THey hapPen to Be wrOnG (wE HavE a hard 
tIMe KEEpinG uP wIth cHanGiNg numBers TOo!). FOrward tHis on to anYonE You 
fEeL iT might bE useful to; but pLeAse let them KnOw tO call mE FIrst and 
fOremost, since I'll probably BE the mosT reCeptiVe on The phone. 

HOpe You had A saFE trip bAck homE. AgaiN
 a typo in the collateralthresholdprovi sio n. I t sh ould  read 
$1,500, 0 00 i nstead of $1,5000,000.   Ple as e  acc e pt  theredline d  c h a nge sto  th edo cumen tsand mak e the abov e c or rection andt he  documents  sh ould be read y f or 
yo utos tartthe  exec utionp rocess .  I am i nf o rmed t h at cred i t  w illnot make 
any cha n ge s  of the $1,500 ,000 c ol l at e r althr eshold amo un t unt i l theyh av e h adan opportunit y to review the  Ormet  f ina n cial i nform at i on.   Thereafte r we  can 
wor k on a n  amendm e nt if t hey fe eltha t th e  f in anc ia l  in f or mat i onwarrants  ma kinga ch a n g e .


	" Mike  Cesa rio" <MCesari o@o rmet . com >
	12 /12/2 00010 :53 A M
		 		 To :<Craig.Breslau@ enro n.com>, < Dan .J .Hy vl @enro n .com>		cc:  "MarkKleingi n na"  < M K l ei nginna.WheelingPO. Wh e e li ng_Domai n@orme t .c om > , 
"Tomm yTem ple" < TTemp le.W h ee lingPO.W heelin g _D om ain@orm et .com>	 Su bje ct: O r metDocume nts


At tache d  is a marked-u p  draft of the En r o ns tand ard  confidenti alit y  
ag reem e nt . P lease  revi ew it and get back to mewi th you r com ments.

Addit ionally, I h a ve attac heda  c o py of the Firm  Purc hase/SaleA greement  that  
makesOrmet's c h a nges tothe  Gu ara nte e Ag reement on Ex h i bitDconsist ent  on 
th e E xhi bit  CGu arantee A greement .
P en di ngyourc ommentson  th eCon fiden t ialtyAgree ment ,th e  on ly item 
o u t stan di ng  isthe  $ 1.5 m illi o n c ollater al thresh hol d .

I  l oo k forwa rd to hearing  f rom you as  s oon  as po s s ible.

T hanks,
Mike

 - Enron_C A .doc
 -  En ron_A gree ment.docHer e's wh atI  threw  toget her t hi s a f t ernoo n .  L etme  know if t h e reare a ny  
ot her peo ple in particulary ou' d like addedtothel i st . A l so let  m e  kn o w  if 
you try an y of these  e x te nsions and the yhappento be w rong( we have  a hard time keep in g up w ith  changingnumberstoo!). Fo r wardt hi s ontoanyone  y ou
feel  it mi g htbe us eful t o;  but p lease  l et themknow to call me first a nd 
fo remos t,since I'l l p r oba bly be th e mo st recepti veonthe p hon e . 

H opey ou  ha d  a sa fe t r ip back h o me . A g a in 
 a_typo in_the collateral threshold provision._ It_should_read 
$1,500,000_instead_of $1,5000,000. _Please accept the_redlined changes to the_
documents and make_the_above correction and the documents should be ready for 
you to start the execution_process._ I_am_informed_that credit will not make_
any changes of the $1,500,000_collateral threshold_amount until they have had 
an opportunity to_review_the Ormet financial_information.  Thereafter we can 
work on an amendment_if they feel that the financial_information warrants 
making_a_change.



	"Mike_Cesario" <MCesario@ormet.com>
	12/12/2000 10:53 AM
		_
		 To: <Craig.Breslau@enron.com>, <Dan.J.Hyvl@enron.com>
		 cc: "Mark_Kleinginna" <MKleinginna.WheelingPO.Wheeling_Domain@ormet.com>, 
"Tommy Temple" <TTemple.WheelingPO.Wheeling_Domain@ormet.com>
		 Subject:_Ormet Documents


Attached is a marked-up draft of_the Enron standard confidentiality 
agreement. _Please review it and get_back to_me with your comments.

Additionally, I_have attached a_copy of_the Firm Purchase/Sale_Agreement that 
makes Ormet's changes to_the Guarantee Agreement_on Exhibit D consistent on 
the_Exhibit_C Guarantee Agreement.

Pending_your_comments_on the_Confidentialty Agreement, the_only_item 
outstanding_is_the $1.5 million collateral threshhold.

I look_forward_to hearing from you as soon as_possible.

Thanks,
Mike

 - Enron_CA.doc
 -_Enron_Agreement.doc_Here's what I threw_together this afternoon. Let me_know if there are any 
other_people in_particular you'd_like added to the list. Also let me know if 
you_try any of these extensions and_they happen to be_wrong (we_have_a hard 
time_keeping_up with_changing numbers too!). Forward this on to_anyone you_
feel it might be useful to;_but please let them_know_to call me first and 
foremost,_since I'll probably be the most_receptive on the phone. 

Hope_you_had_a safe trip back home._Again