This is the content of an email: At the request of Will Zamer, I am attaching our proposed form of Non-Disclosure Agreement for each of Morningstar Systems Inc. and Insource Technology Corporation. If the enclosed meets with your approval, please execute each of the agreements and return them to me via fax no. (713) 646-3490. I will then have them executed by Enron. If you have any comments or questions please call Mark Greenberg, Senior Counsel, at (713) 345-8897 or me at (713) 853-3399. We look forward to hearing from you.

Subject: NDA's - Morningstar Systems and Insource Technology

This is the content of an email: Susan: Sara and I would like to meet with you sometime on Monday to go over all outstanding work items so we are aware of what can be accomplished before you leave and what may need to be given to the other paralegals. Can we do that at 10 and can you send to us before then an updated list of your outstanding work assignments? Thanks. Carol

Subject: Monday Meeting

This is the content of an email: Regards from Houston! I hope you are well and busy. I just wanted to follow up on our very productive meeting of September 21, 1999. Enron North America and Enron South America are still quite anxious to continue our analysis of the various components of financial trading. I believe that you were going to prepare some type of matrix to help identify the various legal issues and practical aspects associated with financially transacting in Brazil. We would then add tax and regulatory analyses to the possibilities. If my memory serves me correctly, we had identified transactions by the Enron entity ("ENE") as follows: 1. cross-border swaps (a) ENE offshore FINANCIAL INSTITUTION and Brazilian entity (b) ENE offshore (not financial institution) through CC-5 Account with authorized Brazilian bank and Brazilian entity NOTE: enforceability issues with 1(b) 2. local swaps (a) ENE onshore entity and Brazilian FINANCIAL INSTITUTION (or ENE onshore FINANCIAL INSTITUTION and Brazilian resident) (b) ENE onshore entity and Brazilian entity (not financial institution) registered with the BM&F or CETIP through intermediary NOTE: compliance with existing regulations as to specific reference products is required as to 2(a) and 2(b) 3. "pure" OTC swaps (a) ENE onshore entity and Brazilian onshore entity (b) ENE offshore entity and Brazilian offshore entity NOTE: 3(a) presents enforceability issues under Brazilian law and 3(b) presents no issues whatsoever We look forward to your response as soon as possible and would also like to know when we may hear from you. In connection with your response, please note that we are interested in the recent changes to the laws for acquiring banks (bankrupt or otherwise). Regards to Marcelo and Jose Emilio. Sara

Subject: Financial Trading in Brazil

This is the content of an email: At the request of John Allario, I am attaching our proposed form of Non-Disclosure Agreement. If the enclosed meets with your approval, please execute the agreement and return it to me via fax no. (713) 646-3490. I will then have it executed by Enron. If you have any comments or questions please call Mark Greenberg, Senior Counsel, at (713) 345-8897 or me at (713) 853-3399. We look forward to hearing from you.
Subject: NDA - Ajilon LLC