{(b)(4) , (6)(5)]

3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

((b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

© Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

e Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

((b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

((b)(4)]

01619

01200000000275


[(b)(4)]

02438

01300000001047


Carleton, Norman

From: Remy, Christine Icremy@crrc-govl
Sent: Wednesday, August 15, 2001 9:39 AM
To: ‘blaineb@sec. gov’; ‘kurt.wilhelm@occ.treas.gov’; ‘matthew.eichner@do.treas.gov’;

‘mbrowne@fdic.gov’; ‘norman.carleton@do.treas.gov’; ‘polise|@sec.gov'; ‘pwhite@frb. gov’;
‘pevrick par inson@frb.gov’; 'dombalagiano@sec.gov’, loyce.Hansen@ny.frb.org’;
‘Diane.Virzera@ny.frb.org’; ‘Adelina. Bonanno@ny.frb. ‘Bob.Gasperini@ny.frb.org’;
Eecerme scan eiss@do.treas. gov’; ‘Peter.Nickoloff .treas.gov'

Ce: Fox, Elizabeth L. R.

Subject: Retail Swaps Study-Blackbird & Enron Interviews

{(b)(5)]

<<Blackbird interview -FINAL.DOC>> <<Enron interview - PINAL.doc>>

>

1 02434

01300000001043


[(b)(5)]

02443

01300000001052


CONFIDENTIAL
Retail Swaps Interview with Blackbird on August 1, 2001.
Mark Brickell and Shawn Dorsch represented Blackbird.

In an attempt to organize Blackbird’s comments and responses, I have placed their
comments under the most suitable question.

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

« What types of underlying assets?

{(b)(4) , (b)(5)]

fe)

1613

01200000000269


[(b)(4)]

02453

01300000001062


{(b)(4) , (b)(5)]

What types of contracts?

{(b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

02451

01300000001060


{(b)(4)]

3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

[(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

((b)(5)]

e Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4, What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

02468

01300000001077


CONFIDENTIAL

Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions. ]

1. What do you sce as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

[(b)(4) , (b)(5)]

© What types of underlying assets?

01300000001529


Carleton, Norman

Carleton, Norman

Tuesday, September 04, 2001 5:39 PM

Don Lamson (E-mail)

FW: Retail Swaps Study-Blackbird & Enron Interviews

Blackbird interview Enron interview -
+FINAL.DOC FINAL 6c

iginal Message-----

Remy, Christine [mailto:cremy@CFTC.gov]

Wednesday, August 15, 2001 9:39 AM

To: 'blaineb@sec.gov'; 'kurt.wilhelm@occ.treas.gov';
'matthew.eichner@do.treas.gov'; 'mbrowne@fdic.gov';
'norman.carleton@do.treas.gov'; 'polisej@sec.gov'; 'pwhite@frb.gov';
'patrick.parkinson@frb.gov'; ‘dombalagiano@sec.gov';
'Joyce.Hansen@ny.frb.org'; 'Diane.Virzera@ny.frb.org';
‘Adelina.Bonannoény.frb.org'; 'Bob.Gasperini@ny.frb.org';
‘Heidilynne.Schultheiss@do.treas.gov'; 'Peter.Nickoloff@do.treas.gov'
Cc: Fox, Elizabeth L. R.

Subject: Retail Swaps Study-Blackbird & Enron Interviews

((b)(5)]

<<Blackbird interview -FINAL.DOC>> <<Enron interview - FINAL.doc>>

>

02449

01300000001058


Schultheiss, Heidilynne

—— — — —_—<—<—=———
From: Remy, Christine [cremy@crTC.gov)

Sent: Monday, August 13, 2001 11:11 AM

To: ‘plaineb@sec.gov’; ‘kurt wilhelm@occ.treas.gov’; ‘matthew. eichner@do.treas.gov';

*mbrowne@fdic.gov’; 'norman.carleton@do.treas.gov': ‘polisej@sec. gov’; ‘pwhite@frb. gov’;

‘patrick. parkinson@frb.gov’; ‘dombalagiano@sec gov’; ‘Joyce. Hansen@ny frb.org’,
‘Diane. Vicor 2.9 elina Bonannotny fib. "; ‘Bob.Gasperini@ny.frb.org’,
‘Heidilynne, Schultheiss@do.treas. gov’; ‘Peter. Nickoloff@do.treas.gov'
Cc: Fox, Elizabeth L. R.
Subject: Retail Swaps Study
we
Enron -retal swaps Biackbra revised DOC
Saver. Attached please find notes from the interviews conducted with
Enron and
Blackbird

<<Enro retail swaps interview-not highlighted_.doc>>
<<Blackbird-revised.DOC>>

01245

01200000000601


Carleton, Norman

From: Remy, Christine [cremy@CFTC.gov]
oon: Monday, August 13, 2001 11:11 AM
‘0:

‘plaineb@sec.gov’; ‘kurt.wilhelm@occ.treas.gov'; ‘matthew.eichner@do. treas.gov';
‘mbrowne@fdic.gov’; 'norman.carleton@do.treas.gov'; polisei@sec. gov"; ‘pwhite@fro, gov’;
‘patrick.parkinson@frb. gov"; ‘dombalagiano@sec.gov'; ‘Joyce. lansen@ny.frb.org’;

‘Diane. Virzera@ny.frb.org’; '‘Adelina.Bonanno@ny.frb.org’; ‘Bob. Gasperinv@ny. frb.org’;
‘Heidilynne.: Schultheiss@do. treas.gov’; ‘Peter. Rickolon edo. treas.gov'

Ce: Fox, Elizabeth L. R.
Subject: Retail Swaps Study

{(b)(5)]

<<Enron - retail swaps interview-not highlighted_.doc>>
<<Blackbird-revised.DOC>>

. 02439

01300000001048


Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that

they appear under the relevant questions.]

1. What do you see as the potential uses of retail swaps?

[(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

© What types of underlying assets?

[(b)(4) , (b)(5)]

01605

01200000000260


Bair, Sheila

From: Fox, Elizabeth L. R. [efox@CFTC.gov]
Sent: Wednesday, December 05, 2001 1:45 PM
To: ‘Norman.Carleton@do.treas.gov’; Alexander_M._Brill@cea.eop.gov; nazaretha@sec.gov;

blaineb@sec.gov; colbyr@sec.gov; Zwirb, Robert S.; dwall@fdic.gov; Dow, De'ana H.;
diane.virzera@ny.frb.org; donald.lamson@occ.treas.gov; Matthew.Eichner@do.treas.gov;
Fox, Elizabeth L. R.; eric.hirschhorn@ots.treas.gov; Viva. Hammer@do.treas.gov;
polisej@sec.gov; joyce.hansen@ny.frb.org; kathryn.dick@occ.treas.gov;
kurt.wilhelm@occ.treas.gov; Isantamorena@bpd.treas.gov; mbrowne@fdic.gov;
Peter.Nickoloff@do.treas.gov; Michael.Novey@do.treas.gov; dombalagiano@sec.gov;
mipmp00@frb.gov; m1apw00@frb.gov; Heidilynne.Schultheiss@do.treas.gov

Ce: Sheila.Bair@do.treas.gov; Timothy. Bitsberger@do.treas.gov; Martha.Ellett@do.treas.gov;
Jose.Gabilondo@do.treas.gov; Jared.Gross@do.treas.gov; Brian.Roseboro@do.treas.gov;
Gary.Sutton@do.treas.gov; Mark.Wiedman@do.treas.gov

Subject: RE: New Draft of the Retail Swaps Report

I have contacted both Enron and Blackbird--Enron is fine with being named as
an interviewee, have not yet heard from Blackbird.

ialaiatel Original Message-----

From: Norman.Carleton@édo.treas.gov [mailto:Norman.Carletoné@do.treas.gov]
Sent: Wednesday, December 05, 2001 1:38 PM

To: Alexander_M. Brill@cea.eop.gov; nazaretha@sec.gov; blaineb@sec.gov;
colbyr@sec.gov; bzwirb@cftc.gov; dwall@fdic.gov; ddow@cftc.gov;
diane.virzera@ny.frb.org; donald. lamson@occ.treas.gov;
Matthew.Eichner@do.treas.gov; efox@cftc.gov;
eric.hirschhorn@éots.treas.gov; Viva.Hammer@do.treas.gov;
polisej@sec.gov; joyce.hansen@ny.frb.org; kathryn.dick@occ.treas.gov;
kurt.wilhelm@occ.treas.gov; lsantamorena@bpd.treas.gov;
mbrowne@fdic.gov; Peter.Nickoloff@do.treas.gov;

Michael .Novey@do.treas.gov; dombalagiano@sec.gov; mlpmp00@frb.gov;
mlapw00@frb.gov; Heidilynne.Schultheiss@do.treas.gov

Ce: Sheila.Bair@do.treas.gov; Timothy.Bitsberger@do.treas.gov;
Martha.Ellett@do.treas.gov; Jose.Gabilondo@do.treas.gov;
Jared.Grossédo.treas.gov; Brian.Roseboro@do.treas.gov;
Gary.Sutton@do.treas.gov; Mark.Wiedmanédo.treas.gov

Subject: New Draft of the Retail Swaps Report

<<Retail Swap St -- (12-05 draft)1.doc>> <<12-05 draft
redlinel.doc>>
To the Retail Swaps Study Group:

Attached is a new draft of the retail swaps report. One of the attachments
is a clean document; the other shows changes made to the December 3 draft.

{(b)(5)]

Please send around any comments you have as soon as possible.
Also, for those who have not done it yet, please contact the interviewees

01200000000833


[(b)(4)]

01620

01200000000276


3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

e Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{((b)(5)]

Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4, What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

01248

01200000000604


Nickoloff, Peter

From: Fox, Elizabeth L. R. [efox@CFTC.gov]

Sent: Tuesday, December 18, 2001 1:40 PM

To: ‘Peter.Nickoloff@do.treas.gov’

Subject: RE: Retail Swaps Study -- Clearance status?

Did you change Enron to Enron Energy Service, Inc., and Blackbird to
Blackbird Holdings, Inc.?

---- Original Message-----

From: Peter.Nickoloff@do.treas.gov [mailto:Peter.Nickoloff@do.treas.gov]
Sent: Tuesday, December 18, 2001 10:25 AM

To: efox@cftc.gov

Subject: Retail Swaps Study -- Clearance status?

Hi Elizabeth,

What the clearance status of the report at the CFTC? It's nearly ready to
go to the Secretary here, and the Fed Board yesterday voted 7-0 to approve
the report. It's making slow but steady progress at the SEC.

Also, how many copies of the report will the CFTC require?
Please let me know. Thanks.

Peter Nickoloff

Office of Federal Finance Policy Analysis
U.S. Department of the Treasury

Room 5011 MT

Washington, D.C. 20220

t. 202/622-1692

f. 202/622-0974
e.  peter.nickoloffedo.treas.gov

22

01639

01200000000295


for which your agency is responsible in order to determine that they agree
to have their names listed in an appendix to this report.

Norman Carleton

01200000000834


CONFIDENTIAL

Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions.)

1. What do you see as the potential uses of retail swaps?

((b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (6)(5)]

© What types of underlying assets?

01617

01200000000273


Carleton, Norman

From: Zwirb, Robert S. [bzwirb@CFTC.gov)
Sent: Tuesday, June 19, 2001 2:35 PM
To: ‘Norman.Carleton@do.treas.gov'
Subject: Suggested Interviewees

Here is our list of organizations/individuals that we propose to interview
for the retail swaps study:

National Grain Trade Council

Enron

FIA

Managed Funds Assn

Refco

Bob MacKay (former chief of staff at CFTC)

1 02700

01300000001309


{()(4) , (b)(5)]

© What types of contracts?

¢ In what notional amounts?

{(b)(4) , (b)(5)]

© What types of retail counterparties? Individuals? Small businesses? Other?

{()(4) , (b)(5)]

© What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(S)]

. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

01610

01200000000265


{(b)(4)]

01254

01200000000610


ONFIDENTI

Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions. ]

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5))

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

What types of underlying assets?

01251

01200000000607


3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)()]

¢ Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

01607

01200000000262


{(b)(4) , (b)(5)]

© What types of contracts?

{(b)(4) , (b)(5)]

« In what notional amounts?

{(b)(4) , (b)(5)]

« What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(S)]

e What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

01606

01200000000261


{(b)(4) , (b)(5)]

¢ What types of contracts?

{(b)(4) , (b)(5)]

¢ In what notional amounts?

((b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

e What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

01618

01200000000274


Retail Swaps Interview with Blackbird on August 1, 2001.
Mark Brickell and Shawn Dorsch represented Blackbird.

In an attempt to organize Blackbird’s comments and responses, I have placed their
comments under the most suitable question.

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

¢ What types of underlying assets?

{(b)(4) , (b)(5)]

01609

01200000000264


Retail Swaps Interview with Enron on August 2, 2001.
Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions.]

1, What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

e What types of underlying assets?

{(b)(4) , (b)(5)]

01246

01200000000602


Sutton, Gary

From: Fox, Elizabeth L. R. [efox@CFTC.gov]
Sent: Wednesday, December 05, 2001 1:45 PM
To: ‘Norman.Carleton@do.treas.gov'; Alexander_M._Brill@cea.eop.gov; nazaretha@sec.gov;

blaineb@sec.gov; colbyr@sec.gov; Zwirb, Robert S.; dwall@fdic.gov; Dow, De'ana H.;
diane.virzera@ny. frb.org; donald.lamson@occ.treas.gov, Matthew.Eichner@do.treas.gov,
Fox, Elizabeth L. ric.hirschhorn@ots.treas.gov; Viva. Hammer@do.treas.gov;
polisej@sec gov; joyce.hansen@ny .frb.org; kathryn.dick@occ.treas.gov,
kurt.wilhelm@occ treas.gov; Isantamorena@bpd.treas.gov; mbrowne@fdic.gov;
Peter Nickoloff@do.treas.gov; Michael. Novey@do.treas.gov; dombalagiano@sec.gov;
m1pmp00@frb.gov; m1apw00@frb.gov; Heidilynne.Schultheiss@do.treas.gov

Ce: Sheila Bair@do.treas.gov; Timothy.Bitsberger@do.treas.gov; Martha.Ellett@do.treas.gov;
Jose.Gabilondo@do.treas.gov; Jared.Gross@do.treas.gov; Brian.Roseboro@do.treas.gov;
Gary.Sutton@do.treas.gov; Mark. Wiedman@do.treas.gov

Subject: RE: New Draft of the Retail Swaps Report

I have contacted both Enron and Blackbird--Enron is fine with being named as
an interviewee, have not yet heard from Blackbird.

Original Message-----
From: Norman.Carleton@do.treas.gov [mailto:Norman.Carleton@do.treas.gov]
Sent: Wednesday, December 0S, 2001 1:38 PM
To: Alexander _M. Brill@cea.eop.gov; nazaretha@sec.gov; blaineb9sec.gov;
colbyr@sec.gov; bzwirb@cftc.gov; dwall@fdic.gov; ddowécfte.gov;
diane.virzeragny.frb.org; donald. lamson@oce.treas.gov;
Matthew.Eichner$do.treas.gov; efox@cftc.gov;
eric. hirschhorn@ots.treas.gov; Viva.Hammer@do.treas.gov;
polisej@sec.gov; joyce.hansengny.frb.org; kathryn.dick@occ.treas.gov;
kurt.wilhelm@occ.treas.gov; lsantamorena@bpd.treas.gov;
mbrowne@fdic.gov; Peter .Nickoloff@do.treas.gov;
Michael.Novey@do.treas.gov; dombalagiano@sec.gov; mipmp00@frb.gov;
miapwoo0@frb.gov; Heidilynne.Schultheiss@do.treas.gov
Cc: Sheila.Bair@do.treas.gov; Timothy.Bitsbergerédo.treas.gov;
Martha.Ellett@do.treas.gov; Jose.Gabilondo@do.treas.gov;
Jared.Gross@do.treas.gov; Brian.RoseboroSdo.treas.gov;
Gary.Suttonedo.treas.gov; Mark.wWiedman@do.treas.gov
Subject: New Draft of the Retail Swaps Report

<<Retail Swap St -- (12-05 draft)1.doc>> <<12-05 draft
redlinel.doc>>

To the Retail Swaps Study Group:

Attached is a new draft of the retail swaps report. One of the attachments
is a clean document; the other shows changes made to the December 3 draft.

((b)(5)]

Please send around any comments you have as soon as possible.

Also, for those who have not done it yet, please contact the interviewees
for which your agency is responsible in order to determine that they agree

z

“00200000000082


{(b)(4) , (b)(5)]

What types of contracts?

{(b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

02445

01300000001054


{(b)(4)]

01200000000267


{(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

© Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

((b)(4)]

01611

01200000000266


{(b)(4) , (b)(5)]

02469

01300000001078


{(b)(4) , (b)(5)]

What types of contracts?

{(b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

02441

01300000001050


{(b)(4) , (b)(5)]

3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

e Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

e Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

01253

01200000000609


3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{((b)(5)]

e Is there a need for regulation to protect customers?

[(6)(5)]

« Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

((b)(5)]

4, What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

02446

01300000001055


{(b)(4) , (b)(5)]

« What types of contracts?

{(b)(4) , (b)(5)]

¢ In what notional amounts?

{(b)(4) , (b)(5)]

«What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

© What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , ()(5)]

01252

01200000000608


[(b)(4)]

01200000000263


Nickoloff, Peter

From: Fox, Elizabeth L. R. [efox@CFTC.gov]

Sent: Thursday, December 13, 2001 11:48 AM

To: 'Peter.Nickoloff@do.treas.gov'

Subject: RE: Retail Swaps Study -- Complete with Appendix 3

Enron should be listed as "Enron Energy Services, Inc."

Amoi Original Message-----

From: Peter.Nickoloff@do.treas.gov [mailto:Peter.Nickoloff@do.treas.gov)
Sent: Thursday, December 13, 2001 10:38 AM

To: Peter.Nickoloff@do.treas.gov; Norman.Carleton@do.treas.gov;
nazaretha@sec.gov; blaineb@sec.gov; colbyr@sec.gov; ddow@cftc.gov;
efox@cftc.gov; polisej@sec.gov; dombalagiano@sec.gov; mlpmp00@frb.gov;
mlapw00@frb.gov; Heidilynne.Schultheiss@do.treas.gov

Cc: Sheila.Bair@do.treas.gov; Timothy.Bitsberger@do.treas.gov;
Martha.Ellett@do.treas.gov; Jose.Gabilondo@do.treas.gov;
Jared.Gross@do.treas.gov; Brian.Roseboroédo.treas.gov;
Gary.Sutton@do.treas.gov; Mark.Wiedmanédo.treas.gov;

Michael .Novey@do.treas.gov; Matthew.Eichner@do.treas.gov;
Viva.Hammer@do.treas.gov

Subject: Retail Swaps Study -- Complete with Appendix 3

Attached is the final draft of the retail swaps study, complete with
Appendix 3 (tax treatment) .

((b)(5)]

Please let us know as soon as possible today if this proposal is acceptable.

Thank you.

<<Retail Swap St -- (12-10 draft)3.doc>>

21

01638

01200000000294


{(b)(4) , (b)(5)]

What types of contracts?

{(b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

[(b)(4) , (b)(5)]

02467

01300000001076


((b)(4)]

3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

« Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

« Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

((b)(4)]

02922

01300000001531


{(b)(4) , (b)(5)]

What types of contracts?

[(b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

[(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

02436

01300000001045


[(b)(4)]

. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

((b)(5)]

¢ Is there a need for regulation to protect customers?

{((b)(5)]

¢ Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

((b)(4)]

02437

01300000001046


{(b)(4)]

3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

¢ Is there a need for regulation to protect customers?

((b)(5)]

e Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

© Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

{(b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

[(b)(4)]

02452

01300000001061


{(b)(4)]

01249

01200000000605


CONFIDENTIAL

Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions.]

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

e What types of underlying assets?

02466

01300000001075


[(b)(4)]

02923

01300000001532


Nickoloff, Peter

From:
Sent:
To:

Ce:
Subject:

Enron - rela swans
interview

Enron and

Blackbird.

Remy, Christine [cremy@CFTC.gov]

Monday, August 13, 2001 11:11 AM

‘vlaineb@sec.gov’; ‘kurt.wilhelm@occ.treas.gov’; 'matthew.eichner@do.treas.gov';
'mbrowne@fdic.gov’; ‘norman.carleton@do.treas.gov’; ‘polise|@sec.gov’; ‘pwhite@frb.gov’;
‘patrick.parkinson@frb.gov’; 'dombalagiano@sec.gov’; ‘Joyce. Hansen@ny.frb.org’;

‘Diane. Virzera@ny.frb.org’; ‘Adelina.Bonanno@ny.frb.org’; ‘Bob.Gasperini@ny.frb.
‘Heidilynne.Schultheiss@do.treas.gov’; 'Peter.Nickoloff@do.treas.gov'

Fox, Elizabeth L. R.

Retail Swaps Study

al

Biackoird-revsed DOC
Attached please find notes from the interviews conducted with

<<Enron - retail swaps interview-not highlighted_.doc>>
<<Blackbird-revised.DOC>>

01604

01200000000259


Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions.]

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

¢ What types of underlying assets?
{(b)(4) , (b)(5)]

02444

01300000001053


3. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{(b)(5)]

¢ Is there a need for regulation to protect customers?

{(b)()}

e Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

((b)(5)]

4, What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

02442

01300000001051


{(b)(4) , (b)(5)]

© What types of contracts?

e In what notional amounts?

{()(4) , (b)(5)]

¢ What types of retail counterparties? Individuals? Small businesses? Other?

((b)(4) , (b)(5)]

e What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

. What is the appropriate regulatory structure to address customer protection issues that
may arise in connection with the offering of retail swaps?

{((b)(5)]

01614

01200000000270


Carleton, Norman

From: Carleton, Norman
Sent: Friday, September 07, 2001 11:55 AM
To: Alexander M. Brill (E-mail)
Subject: FW: Retail Swaps Study-Blackbird & Enron Interviews
Blackie s terview Enron interview -
-FINAL DOG FINAL oe

aiid Original Message-----

From: Remy, Christine [mailto:cremy@CFTC.gov]

Sent: Wednesday, August 15, 2001 9:39 AM

To: 'blaineb@sec.gov'; 'kurt.wilhelm@occ.treas.gov';
‘matthew.eichner@do.treas.gov'; 'mbrowne@fdic.gov';
‘norman.carleton@do.treas.gov'; 'polisej@sec.gov'; ‘pwhite@frb.gov';
‘patrick.parkinson@frb.gov'; 'dombalagiano@sec.gov';

'Joyce.Hansen@ny.frb.org'; 'Diane.Virzera@ny.frb.org';
‘Adelina.Bonanno@ny.frb.org'; 'Bob.Gasperini@ny.frb.org';
‘Heidilynne.Schultheiss@do.treas.gov'; 'Peter.Nickoloff@do.treas.gov'

Cc: Fox, Elizabeth L. R.
Subject: Retail Swaps Study-Blackbird & Enron Interviews

[(b)(5)]

<<Blackbird interview -FINAL.DOC>> <<Enron interview - FINAL.doc>>

>

02465

01300000001074


Carleton, Norman

From: Carleton, Norman
Sent: friday, September 07, 2001 5:11 PM
To: Lori Sanatamorena (E-mail)
Subject: FW: Retail Swaps Study-Blackbird & Enron Interviews
Biackbed nieve Enron wercow -
-FINAL.OOC FINAL coe

~--~-Original Message-
From: Carleton, Norman
Sent: Friday, September 07, 2001 11:55 AM

To: Alexander M. Brill (E-mail)

Subject: FW: Retail Swaps Study-Blackbird & Enron Interviews

----- Original Message-----

From: Remy, Christine [mailto:cremy@CFTC.gov]

Sent: Wednesday, August 15, 2001 9:39 AM

To: 'blaineb@sec.gov'; 'kurt.wilhelm@occ.treas.gov';
‘matthew.eichner@do.treas.gov'; ‘mbrowne@fdic.gov';
*norman.carleton@do.trea: jov'; 'polisej@sec.gov'; ‘pwhite@frb.gov';
‘patrick.parkinson@frb.gov'; ‘dombalagiano@sec.gov';
‘Joyce.Hansen@ny.frb.org'; 'Diane.Virzera@ny.frb.org';
'Adelina.Bonanno@ny.frb.org'; 'Bob.Gasperini@ny.frb.org';
'Heidilynne.Schultheiss¢do.treas.gov'; 'Peter.Nickoloff@do.treas.gov'
Cc: Fox, Elizabeth L. R.

Subject: Retail Swaps Study-Blackbird & Enron Interviews

{(b)(5)]

<<Blackbird interview -FINAL.DOC>> <<Enron interview - FINAL.doc>>

, 02919

[ 01300000001528


{(b)(4)]

01616

01200000000272


Nickoloff, Peter

From: Carleton, Norman
Sent: Tuesday, June 19, 2001 2:42 PM
To: Annette Nazareth (E-mail); Belinda Blaine (E-mail); Bob Colby (E-mail); Bob Zwirb (E-mail);

David Wall; Diane Virzera; Eichner, Matthew; Elizabeth Fox (E-mail);
Hammer, Viva; John Polise (E-mail); Joyce Hansen; Kathryn Dick (E-mai
mail); Kurt Wilhelm (E-mail); Lori Sanatamorena (E-mail); Miguel Browne; Nickoloff, Peter;
Novey, Michael; Pat Parkinson (E-mail); Pat White; Schultheiss, Heidilynne
Ce: Gross, Jared; Ellett, Martha; Sutton, Gary; Gabilondo, Jose; DeMarco, Edward; Hughes, Gerry
Subject: FW: Suggested Interviewees

cocee Original Message-----

From: Zwirb, Robert S. [mailto:bzwirb@CFTC.gov]
Sent: Tuesday, June 19, 2001 2:35 PM

To: ‘Norman.Carleton@do.treas.gov'

Subject: Suggested Interviewees

Here is our list of organizations/individuals that we propose to interview
for the retail swaps study:

National Grain Trade Council

Enron

FIA

Managed Funds Assn

Refco

Bob MacKay (former chief of staff at CFTC)

1 01577

01200000000232


CONFIDENTIAL

Retail Swaps Interview with Enron on August 2, 2001.
Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented

Enron at the interview.
[For convenience, Enron's responses are condensed and have been reorganized such that

they appear under the relevant questions.)

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

{(b)(4) , (b)(5)]

* What types of underlying assets?

02435

01300000001044


{(b)(4) , (b)(5)]

What types of contracts?

{(b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

{(b)(4) , (b)(5)]

01247

01200000000603


to have their names listed in an appendix to this report.

Norman Carleton

00200000000083


[(b)(4)]

02447

01300000001056


Schultheiss, Heidilynne

From: Fox, Elizabeth L. R. [efox CFTC gov)
Sent: Wednesday, December 05, 2001 1:45 PM
To: 'Norman.Carleton@do.treas.gov’; Alexander_M._Brill@cea.eop.gov; nazaretha@sec. gov;

blaineb@sec.gov; Colbyr@sec.gov Zwirb, Robert S.; dwall@fdic.gov; Dow, De'ana H.;
diane.virzera@ny.frb.org; donaid.lamson@occ.treas.gov; Matthew.Eichner@do.treas.gov;
Fox, Elizabeth L. R.; eric.hirschhorn .treas.gov; Viva. Hammer@do.treas.gov;

sei @sec. ; joyce. hansen@ny .frb.org; kathryn.dick@occ.treas.gov;

Jose.Gabilondo@do.treas.gov; Jared.Gross .treas.gov; Brian.Roseboro@do .treas.gov;
Gary Sutton@do treas gov: Mark. Wiedman@do.treas.gov
Subject: RE: New Draft of the Retail Swaps Report

urt.wilhel .treas.gov; Isantamorena@bpd.treas.gov; mbrowne@fdic.gov;
Peter.Nickolot .treas.gov; Michael.Novey: foes Gee Gombalepianceyssc.gov;
pile ay cae IniapwO0@irb gov: Heidilynne.Schultheiss@do.treas.

Ce: Sheila. Bai . treas.gov; Timothy .Bitsberger@do.treas.gov; Martha.Ell jo.treas.gov;

I have contacted both Enron and Blackbird--Enron is fine with being named as
an interviewee, have not yet heard from Blackbird.

----~ Original Message-----

From: Norman.Carleton@do.treas.gov [mailto:Norman.Carieton@do,.treas.gov]
Sent: Wednesday, December 05, 2001 1:38 PM

To: Alexander _M. Brill@cea.eop.gov; nazaretha@sec.gov; blainebésec.qov;
colbyr@sec.gov; bzwirb@cftc.gov; dwall@fdic.gov; ddow@cftc.gov;
diane.virzera@ny.frb.org; donald. lamson@occ.treas.gov;
Matthew.Eichner@do.treas.gov; efox@cftc.gov;
eric.hirschhorn@ots.treas.gov; Viva.Hammer@do.treas.gov;
polisej@sec.gov; joyce.hansen@ny.frb.org; kathryn.dick@occ.treas.gov;
kurt.wilhelm@occ.treas.gov; lsantamorena@bpd.treas.gov;

ic.gov; Peter.Nickoloff@do.treas.gov;
Michael.Novey@do.treas.gov; dombalagiano@sec.gov; mlpmp00@frb.gov;
mlapw00@frb.gov; Heidilynne.Schultheiss@do.treas.gov

Ce: Sheila.Bair@do.treas.gov; Timothy.Bitsberger@do.treas.gov;
Martha.Ellett@do.treas.gov; Jose.Gabilondo@do.treas.gov;
Jared.Gross@do.treas.gov; Brian.Roseboro@do.treas.gov;
Gary.Sutton@do.treas.gov; Mark.Wiedman@édo.treas.gov

Subject: New Draft of the Retail Swaps Report

<<Retail Swap St -- (12-05 draft)1.doc>> <<12-05 draft
redlinel.doc>>
To the Retail Swaps Study Group:

Attached is a new draft of the retail swaps report. One of the attachments
is a clean document; the other shows changes made to the December 3 draft.

{(b)(5)]

Please send around any comments you have as soon as possible.

for those who have not done it yet, please contact the interviewees
ch your agency is responsible in order to determine that they agree
to have their names listed in an appendix to this report.

‘ 01265

01200000000621



Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions. ]

1. What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

[(b)(4) , (b)(5)]

¢ What types of underlying assets?

{(b)(4) , (b)(5)]

02440

01300000001049


Schultheiss, Heidilynne

From: Remy, Christine [cremy@CFTC.gov]
Sent: Wednesday, August 15, 2001 9:39 AM
To: 'blaineb@sec. gov’; ‘kurt wilhelm@occ.treas. gov’; 'matthew.eichner@do.treas.gov’,

*mbrown: ic.gov'’; ‘norman.carleton@do.treas.gov’; 'polisej|@sec.gov'; ‘pwhite@frb.gov';
spare oe inson@frb.gov’; 'dombalagiano@sec.gov’; ‘Joyce. Hansen@ny .frb.org’;
1 fane.Virzera@ay fb.o1 > ‘Adelina.Bonannot Yea ‘Bob.Gasperini@ny frb.org’;

ul

‘Heidilynne.Schultheiss@do.treas. gov’; ‘Peter. Nickoloff@do.treas.gov'
Cc: Fox, Elizabeth L. R.
Subject: Retail Swaps Study-Blackbird & Enron Interviews
Bigcabd interview Enron nleniew =
-FMALOOC. FRUAL toe Attached please find final versions of the notes from the
Blackbird & Enron
interviews. [(b)(5)]

<<Blackbird interview -FINAL.DOC>> <<Enron interview - FINAL.doc>>

01250

01200000000606


Nickoloff, Peter

From: Remy, Christine [cremy@CFTC.gov]

Sent: Wednesday, August 15, 2001 9:39 AM

To: ‘blaineb@sec.gov’; ‘kurt.wilhelm@occ.treas.gov’; 'matthew.eichner@do.treas.gov';
‘mbrowne@fuic. gov’; 'norman.carleton@do.treas.gov’; ‘polisej|@sec.gov’; ‘pwhite@frb.gov’;
‘patrick.parkinson@frb.gov’; 'dombalagiano@sec.gov’; ‘Joyce. Hansen@ny.frb.org’,
"Diane. Virzera@ny.frb.org’; ‘Adelina, Bonanno@ny.frb.org’, ‘Bob.Gasperini@ny.frb.org’;
‘Heidilynne.Schultheiss@do.treas.gov’; 'Peter.Nickoloff@do.treas.gov’
Fox, Elizabeth L. R.

Ce:
Subject: Retail Swaps Study-Blackbird & Enron Interviews

©)

Blackbird interview ‘Enron interview -
-FINAL DOC. FINAL doc
Blackbird & Enron

interviews. [(b)(5)]

Attached please find final versions of the notes from the

01612

01200000000268


{(b)(4) , (b)(5)]

What types of contracts?

((b)(4) , (b)(5)]

In what notional amounts?

{(b)(4) , (b)(5)]

What types of retail counterparties? Individuals? Small businesses? Other?

{(b)(4) , (b)(5)]

What are the risks involved in offering these products? How would you (do you)
manage those risks?

[(b)(4) , (b)(5)]

02921

01300000001530


Carleton, Norman

—
From: Carleton, Norman
Sent: Thursday, August 30, 2001 9:34 AM
To: Schultheiss, Heidilynne; Nickoloff, Peter
Subject: FW: More on the Enron Issue
~---Original Message---—
From: McInerney, Roberta
Sent: Wednesday, August 29, 2001 6:48 PM
To: Carleton, Norman
Subject: RE: More on the Enron Issue
{(b)(5)]
Original Message-----

From: Carleton, Norman

Sent: Wednesday, August 29, 2001 2:41 PM

To: Fisher, Peter; Roseboro, Brian; Bair, Sheila; Nickoloff, Peter; Schultheiss, Heidilynne; DeMarco, Edward; Hughes, Gerry; Gross,

‘Jared; Smith, Amy; Sutton, Gary; Ellett, Martha; Gabilondo, Jose; McInemey, Roberta; Lori Sanatamorena (E-mail); Novey,
Michael; Eichner, Matthew; Hammer, Vive
Subject: More on the Enron Issue

{(b)(5)]
Thoughts?
Tracking: Recipient Delivery Read
Schultheiss, Heidilynne Delivered: 8/30/01 9:34 AM Read: 8/30/01 9:34 AM
Nickoloff, Peter Delivered: 8/30/01 9:34 AM Read: 8/30/01 9:38 AM

02448

01300000001057


CONFIDENTIAL

Retail Swaps Interview with Enron on August 2, 2001.

Christopher Long, Vicki Sharp, Ken Raisler, Scott Gahn, and Mark Taylor represented
Enron at the interview.

[For convenience, Enron’s responses are condensed and have been reorganized such that
they appear under the relevant questions.]

1, What do you see as the potential uses of retail swaps?

{(b)(4) , (b)(5)]

2. Are you willing to offer retail swaps (or currently doing so)? If not, why not?

[(b)(4) , (b)(5)]

¢ What types of underlying assets?
02450

01300000001059


{(b)(5)]

e Is there a need for regulation to protect customers?

{(b)(5)]

¢ Should the regulatory structure differ depending on whether the entity
offering/booking the swaps is otherwise regulated?

((b)(5)]

© Should the regulatory structure differ depending on whether the market for the
underlying asset is subject to regulation?

((b)(5)]

4. What other matters (for example, tax and other regulatory issues) are necessary or
appropriate for a study of retail swaps to address?

{(b)(4)]

01615

01200000000271