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not receive any commodity or monetary payments directly from an Enron affiliated entity. Instead,those payments were made directly to Chase and then forwarded to Fleet. Fleet received fees ofapproximately $1.1 million for its involvement in the Chase XI prepay transaction.378. In contrast to Chase VI through XI, the Chase XII prepay substituted purported swapsfor the prepaid forward contracts that were part of the prepay structure described in paragraph 374.Despite the substitution, the material price risk was eliminated from Chase XII as from the othertransactions. As a result, when viewed as a whole, Chase XII was, in substance, a $350 million termloan by JPMC to ENA, which Enron guaranteed. The parties’ contracts provided that Enron wouldprocure letters of credit to support its guaranty of Chase XII.378A. On or about October 9, 2001, Enron procured from JPMC an irrevocable transferablestandby letter of credit in the amount of $150 million for the benefit of Mahonia (the “JPMC L/C”).The JPMC L/C supported Enron’s guaranty of the Chase XII prepay. Enron procured the JPMC L/Cpursuant to a Letter of Credit and Reimbursement Agreement dated May 14, 2001 among certainbanks, JPMC and Citibank as co-administrative agents, and JPMC as paying and issuing bank (the“JPMC Reimbursement Agreement”).378B. On or about October 5, 2001, Enron procured from Westdeutsche LandesbankGirozentrale, London Branch (“West LB London”) an irrevocable transferable standby letter ofcredit in the amount of $165 million for the benefit of Mahonia (the “West LB Mahonia L/C”). TheWest LB Mahonia L/C, together with the JPMC L/C, supported Enron’s guaranty of the Chase XIIprepay. Enron procured the West LB Mahonia L/C pursuant to a Trade Finance and ReimbursementAgreement dated September 10, 2001 among certain banks and West LB London as issuing bank(the “West LB Mahonia Reimbursement Agreement”).378C. Mahonia secured certain of its obligations to JPMC in connection with Chase XII by,among other things, granting JPMC a security interest in the JPMC L/C and West LB L/C.604041v1/007457-126-

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