ill and 
non-solicitation agreements.  Enron usually does not get into stand-still 
agreements, so doing this one was a big step for Enron.  Look forward to 
talking to you tomorrow morning.  Thanks for your patience.  Again, this is a 
draft copy for discussions purposes only.
Regards,
Ben

Good news!  Deferral program enrollment begins Wednesday, November 15, 2000.  
 Enron's Bonus Stock Option and Bonus Phantom Stock Programs provide you with 
an opportunity to receive stock options and phantom stock in lieu of all or a 
portion of the cash bonus you may receive during 2001.   To make enrollment 
even more convenient for you, this year's deferral program information is 
available on eHRonline.  

To learn more about your deferral program opportunities and to enroll for 
2001 deferrals, access eHRonline at http://ehronline.enron.com.  (Call the 
ISC Help Desk at 713-345-4727 if you need your ID or password to access the 
system.)

1. Review the program descriptions (attached to the Election Form) before you 
make your elections.
2. If you decide to defer compensation, complete the Election Form before 
Friday, December 8,  2000 (the enrollment deadline).
3. Print your 2001 Election Form and Confirmation Statement right from the 
web site and you,re   finished! 

Sound easy?  It is!

DEFERRAL ENROLLMENT 2001--ADDED VALUE FOR YOUR FUTURE

Ok guys I've taken a stab at #5.  I valued the company by taken the NPV of
future after tax net earnings (see attached speadsheet-right side of exhibit
1).  To get a value of $28/share I calculate Netscape would have to grow at
17.75%/year from 1995 to 2005.  Please scrutinize my strategy and give me
feedback.
Jimmy

 - NETSCAPE.XLW

Please reply and let me know if you will participate in person or via conference call.  The dial-in number is 801-983-4013, please reference Ken Lay.

Thanks,
Joannie
3-1769

Wee, Wee indeed.  Are you feeling better today?


Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.co