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1227. The Challenged Transaction Obligations are avoidable as fraudulent transfers undersection 548(a)(1)(B) of the Bankruptcy Code. Accordingly, any and all proofs of claim asserted bya Defendant based on Challenged Transaction Obligations are subject to disallowance asunenforceable obligations. With respect to the JPMC L/C and Reimbursement Agreement: (a) anyand all claims asserted by, for or through JPMC in any capacity are unenforceable and should bedisallowed; (b) any and all claims of purported subrogees of Mahonia are unenforceable and shouldbe disallowed; and (c) to the extent that any Defendants in this proceeding were syndicate membersin privity with Enron that hold direct claims against it under the JPMC L/C or ReimbursementAgreement, those claims are unenforceable and should be disallowed. With respect to the West LBMahonia L/C and the Mahonia Reimbursement Agreement, Plaintiff seeks recovery of any amountPlaintiff may pay on account of the West LB Claim. Any payment by Plaintiff to JPMC or Mahoniain connection with the Chase XII prepay is subject to avoidance as a fraudulent transfer orconveyance, including any payment made indirectly through West LB London.COUNT 66(Avoidance of the Challenged Transaction Obligations Under Section 544of the Bankruptcy Code and Applicable State Fraudulent Conveyanceor Fraudulent Transfer Law)1228. The allegations in paragraphs 1 through 1227 of this Complaint are incorporatedherein by reference.1229. Pursuant to Bankruptcy Code section 544(b), Plaintiff has the rights of an existingunsecured creditor of Plaintiff. Section 544(b) permits Plaintiff to assert claims and causes of actionthat such a creditor could assert under applicable state law.1230. To the extent that the Challenged Transaction Obligations are included in Count 65as avoidable fraudulent transfers under section 548 of the Bankruptcy Code, those obligations are604041v1/007457-403-