Footnote 8

420. Upon information and belief, the Herzeleide September Payment was subsequentlytransferred to Barclays.421. As part of the September Transaction, ENA and Barclays then entered into whatpurported to be a swap confirmation under an existing ISDA Master Agreement (the “SeptemberSwap”). Enron provided a limited guarantee of ENA’s obligation under the September Swap. Inthe September Swap, ENA agreed to pay Barclays, at the end of the term, the amount by which theprice of the Emission Credits had declined from the price at which Colonnade had purchased theEmission Credits from ENA, and Barclays agreed to pay ENA the amount by which the price of theEmission Credits had increased from the price at which Colonnade had purchased the Emissioncredits from ENA. The price and vintage year of the Emission Credits referenced in the SeptemberSwap were identical to the price and vintage year of the Emission Credits ENA sold to Colonnadein the September Transaction.422. On or about September 28, 2001, Barclays and Colonnade entered into whatpurported to be a swap agreement whereby Barclays agreed to pay Colonnade the amount by whichthe price of the Emission Credits had declined below the price at which Colonnade had purchasedthe Emission Credits from ENA. Conversely, Colonnade agreed to pay Barclays the amount bywhich the price of the Emission Credits had increased above the price at which Colonnade hadpurchased the Emission Credits from ENA.423. The agreements referenced above had the net effect of eliminating the price risk ofthe Emission Credits from the put and call option arrangements under the September OptionAgreement.424. The agreements and the derivative transactions described above had the economiceffect of providing ENA with financing from Barclays equal to the purchase price that Colonnadepaid for the Emission Credits. Thus, while the September Transaction ostensibly involved a sale604041v1/007457-141-