=============
Page 1 of 1
=============


1~9
0

Kenneth L. Lay
Chairman and
Chief Executive Officer

Enron Corp.
P.O. Box 1188
  Houston, TX 77251-1188
713-853-6773
October 25, 2001 Fax 713-853-5313
  kenneth.layc@eemmn.com

Elaine Overturf
Enron Corp.
1400 Smith Street
Houston, TX 77002

Re: Sale of 103,614 shares of Enron Corp. to Company for Repayment of
$1,700,000 LOC through October 24, 2001

Dear Elaine:

  Attached are stock certificates HC119322 in the amount of 7,690 shares
of Enron Corp., HC119285 in the amount of 22,052 shares of Enron Corp.,
HC119286 in the amount of 1,751 shares of Enron Corp., HC164652 in the
amount of 1,751 shares of Enron Corp., HC164653 in the amount of 4,521
shares of Enron Corp., HC119360 in the amount of 7,792 shares of Enron Corp.,
HC127094 in the amount of 9,440 shares of Enron Corp., HC225322 in the
amount of 20,000 shares of Enron Corp., HC164645 in the amount of 9,440
shares of Enron Corp., and HC115922 in the amount of 19,920 shares of Enron
Corp. totaling 104,357 matured shares. Please hold the 743 over delivered
shares of Enron Corp. for the next repayment.

  Please call Sherrie Gibson at 713/630-0103 should you have any
questions.

Sincerely,

CC: Pam Butler
Joanne Cortez
Sherrie Gibson

  00K, 0-

E03864880050087

Endless possibilities.'

EXH063-00299

GOVERNMENT
EXHIBIT
  4081
  Crim. No. H-04-25 (S-2)