Footnote 8

equity investment was not at risk. By its participation in the Nile Transaction, CSFB knowinglygave the Insiders substantial aid in breaching their fiduciary duties to, and defrauding, Enron.(b)Nikita587. Nikita was a FAS 140 transaction the Insiders used to monetize Enron’s ownershipinterest in EOTT Energy Partners, LP. The transaction contemplated a syndicate led by Barclays,which would agree to make up to $235 million available through an SPE called Besson Trust. TheNikita transaction closed on September 28, 2001.588. The Insiders’ original intent was that Barclays would provide the 3% equityinvestment necessary for Nikita to qualify for FAS 140 accounting treatment. But for allegedregulatory reasons, Barclays – at the last minute – was unable to provide the 3% equity piece. Atthe Insiders’ request, CSFB agreed to play Barclays’ role in the transaction. However, CSFB firstrequired Barclays to enter into a total return swap that guaranteed CSFB the return of CSFB’sinvestment in the Besson Trust. Thus, CSFB swapped back to Barclays the risk CSFB assumed bybecoming the equity participant. Before the transaction was completed, however, Barclays obtained“verbal assurances” from Fastow and Glisan that Enron would take Barclays out of the transaction.Without those assurances, Barclays was unwilling to enter into the total return swap CSFB required.And without the total return swap with Barclays, CSFB would not have agreed to hold the 3% equityin the Besson Trust.589. Barclays and CSFB knew that the total return swap between them removed CSFB’sequity risk, and that Fastow’s and Glisan’s verbal assurances removed Barclays’. As a result,neither had equity at risk, and FAS 140 treatment was improper. Despite that knowledge, bothBarclays and CSFB participated in the Nikita transaction, thus giving the Insiders the means to hide$235 million of Enron debt.604041v1/007457-199-