Interoffice
								Memorandum

    To: MI BBS Eniployses

   ~ Dave Delalnoy, Chairman and CEO                               ~ Office of the Chairman

  Iu~   Various                                                   DeI~ March 13,2001


Efibctlve May 1,2001, Tom White will be retiring front BBS and Baron Corp after eleven years of service. We ill thank
Torn for his significant contnlrntion to the building of BBS and wish him all die bout In the future.

In light of this change and in the interest of clarifying roles, reducing ambiguity and increasing focus, I felt it neoessary to
sestructure the BBS Office of the Chajanan. Effective immediately, Marty Sunde, currontly Prosident - Global Markoting
Services will assume the office of Vice Chairman of BBS. Dan Leff, currently President - Energy Services wilt assume the
office of Chief Operating Officer of BBS. Janet Dictrich, currently COO, will assume the office of President.
Essentially, Janet and Dan will focus en the tactical day today operations of the company necessary to reaching our
financial and operadag objectives.

       a)     SpecIfically, Dan will manage:

	      * Our efforts towards reaching cur target cost stmucture
	      * Any coat appwvais such as customer  tainment; consultant contracts, etc. as per the earlier
		"approval" e.mail;
	      * The profit and less statement and progress towards quarterly targets In coordination with Janet;
	      * The day to day operations of our asset based groups including Delivery and Execution, NBPCO,
		BB&CC and BPS;
	      * Our tactical day to day legal aisd tannin resources issues,

       b)     Specifically, Janet will manage:

	      * Overall responsibility for meeting EES objectives with regards to profit and loss statemwrt balance
		sheet and other specific goals and ol~eetives;
	      * Overall responsibility for the deal pipeline and all tactical marketing efforts;
	      * The DASH process and deal approvals as per the earlier "approvals" e-mail.
	      * All BBS risk books, the Risk Management and Sourcing Group and general BBS risk policy;
  -           * Mlbackofflee functions;
	      * Aurrinitiatives;
	      * Our finance, credit and RAC initiatives and issues;
	      * Ourdaytodaytacticagulatoryinitlatlvesandlssues;and
	      * Our European operations with Matthew.

Marty and I will focus on the coninicrcialtruadwt &cing activities of the company and 8cneral strategy; however, I will be
involved via Janet and Dan in deal approvals, risk positions, progress towards corporate targets, overall legal, human
resource, general risk; regulatory and IT corporate policy. As Well, I will be taldag the lead In managing our Now Business
	      Respect              k~tqrlly                                 Excellence
Fqm OOO.4W.1 (?~


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       VarIous                        03113/01                      Page 2
       Ventures roup with Mark. I have asked Marty to become far more involved and to repmeat the BBS Office of the
       Chairman,      mer fac   ad sales process to help build evoumorcmom~tum inour deal pipelineforthe
I,  ~
     ) commodity and ONO business. I have also asked Maity, in co*nction with me, to take the lead in building commerciaj
       traotion niorc quickly in BBS'. now mazkct initiativos, such as our zuassutarkot opportunity.

       I look forward to discussing thcsc changes, plus nwucrous other stratcpcs and opportunIties theing BBS in 2001 at the All
       Employee Meeting on March 27n* See you there.

				    Integrity

						 Oonuutndoetlofl

								     .zce"ence

										     M-EX00091688
											ConfidentIaI~

FOfffl OOO.49.l (Sf92)     Respect