============= Page 1 of 3 ============= -- .1 1 , _...1 1-1---11 . Paue I Bank C¢yflJrut Pr ofit Center No. Efiective Date Ownership/Stock: NatinnsBank of Texas, N.A. Private Batik ing/Houston 3055 8/22194 Traded: NA Borrower Name & Address Ta x ID No./ Officer No. .. Customer No. SIC/NB Industry Code Kenneth L. Lay & Linda P. Lay SS No. , Houston, Texas 77010 49 0236/Shelton 8811 Principals/Guarantors Titlr Amount of Gry GTR ONW Treasury Management Exposure- CRA Code- I $ $ 2 Product Nature of Business Credit Exposure Borrower Risk Rating Company Revenues: - Strategy Existing Rating 4/5 S Chairman & CEO of Enron Corp. Inc. Dec. Proposed Rating 415 Main. X Out. New Credit Requests Projected Avg. Both Facilities Maturity Collateral Loan Basis of Risk Type Amount Outstanding Rate Date Description Value Loan Value Rating I CLN S 7,500;000 $ 3,420,000 LIBOR+175bp; 364 days Listed stock & $4,788,000 70% Mkt Value 4 2 S $ other investments 3 S S 4 $ $ 5 1 7,500,000 S 3,420,000 6 S 19,500,000 Existing Commitment Totals (from Page 2, Section 1) 000 Total Amount (sum lines 5 & 6) 000 7 527 Total Corporate Exposure 2.") )2. (7g0 pEO Seasonal Line Activity , , 8 'SO Less: Existing Credit Renewed/Replaced by New Request S 9 $27,000,000 Total Proposed Direct Exposure (This name only,this state only) Pre Authorized Limit ( PAL) Payout Req'd/# of days 10 $0 Plus: Indirect & Related Exposure (from Page 2, Section II) Amount Was it met? I 1 $0 Plus: Other NationsBank Exposure (from Page 2, Section 111) Effective Date When' 12 $27,000,000 Sum of lines 9, 10 & 11, Equals TCE Maturity Date 12 mo. avg, outsta Are Notes Cross Defaulted? Is Collateral Specifically Cross Pledged? Cr edit Quality Assessment (must check ow) Yes No Yes No X Yes No X L Exfsdng or Proposed Policy/Collateral D X Yes Except Nos. Yes Except Nos. Exceptions (Sm Pace2) 2. Proposed Loan Agreement Coverane, Attached'i X Loan/Commitment Fee Agreement(s) (By requested Facility No.) 3. Covenant Compliance Form Attached? X 4. Annual RevicwBeae Memo Prepared! X None 5. Is this to be Annual Term Loan Review? X 6. Borrower has subsidiaries/affiliate X our party m credit Purpose of Credit (it)- requested Facility No.) 7. Finarmias include results for other than X borower/guarantor 1) T •t purchase or carry margin securities. The subject credit facililry may he split into two seperate S. Is this an HLT transaction? e X .ciluies (one for purpose credit and one for nonpurpose credit) at a later date. .cil u ies I. 9. Doe borrower have foreign guarantor? X (Country of Risk ) Terms of Payment (I1), requested Facility No.) 10. Is Credit colored to a NattonsBank X Correspondent bank insider or related interest' Interest only payable the earlier of quarterly or at the maturity of each LIBOR contract. 11. is Credit related m a NatlonsbaN: Ex Principal due at maturity. Director or related interest! (Director Credit Limit S ) Sourer' of Repayment (lty Requested Facility No. - Primary & Alternate) (Dam Approved: _~ 12. Is loan Real Estate dependent? X Primary: Sale of marketable securities 13. Is this a Shared Naoonal Credit! X Alternate: Personal cash flow: exercise of in-the-money stock options 14. is tour, for the purpose of acquiring or X secured by NCMI Inelegible sceuriue? Loan Agreement Required: Drawn by: Bank Counsel X 15. Does this /oar, exceed FDICIA Supervisory X Yes X Nn Borrower Counsel Loan it) Value Limits? (CP Bulletin (X12-93) If Ye, which ore? (Cirdc) Line Officers (Concurred/Approved) Credit Policy (Concurred/Approved) Raw Land ((S%): Land Dry (75%): Improved Prop (85%); Owner Oce 1.4 Family & Hume Equity (90%), Name initial Date Name- Initial Date Coast Cod, Multifamily & Other Noo-Re/ (80%)t Cons: 1.4 Family Rrsidcntial (85%) J. Shelton A. Prvde ~~ Approving Officer's Comments & Conditions ~p of ' (Ipihaled) (Continued on page 2 if necessary) ~G K. Wilson M. Reily `I Proposed credit facility was emmnitted to customer on 8/22/94 d 31'. Iiclms hosed on verbal approval of CFO & CPE. See attache I CAR Comments for details. ' _ Energy CFO Acknowledgement: _ Jo Tmnalis LBF002-00236 BOA/FBI/LAY: 30339 GOVERNMENT EXHIBIT 194 Crim. No. H-04-25 (S-2) ============= Page 2 of 3 ============= Borrower Name : Kenneth L. Lay d 3a P- lay ,tit Approval Repurt for die General and Private Banks Page 2 3LATIONSHIP SUMMARY (' - Facilities Being Renewed/Replaced) Existing Commitments Maturity Risk Collateral Loan Basis of Amount CFG Rate Type Outstandings Date Rating Description Value Loan Value 1 $500,000 Pit Prime CLN $ 383,939 12112194 5 Unsecured NA NA 2 $8;000;00(1 PB LIBOR+175bp CLN $ 5,270,000 12/12194 4 Listed.Stock 7,378,000 70% Mkt Value 3 $8,000,000 PB LIBOR+I75bp CLN $ 4,000,000 12/12/94 4 Listed Stock 5,600,000 70% Mkt Value 4 $3,000,000 PB Prime ARM IC/PBCM $ 0 16 years 5 Homestead 3,000,000 75% Appraised Value 5 $ $19.500.000 Total Section 1. (to page 1, line 6) Indirect and Related Exposure Included in TCE (This State Only - Use Second Page if Necessary) Maturity Risk Type of Borrower Name CFG Amount Rate Type Outstandings Date Bating G7Y 1 $ $ 2 $ $ 3 $ S 4 $ $ 5 $ $ $ (1 Total Section 11. (to page 1, line 10) Other NationsBank Exposure (Exposure Outside of this State or CFG) Risk Maturity Borrower Name CFG Amount Rating Type Outstandings Date 1 $ $ 2 $ $ 3 4 5 5 0 Total Section III. (to page 1, line 11) Material Documentation, Collateral Exception , and U Type nderwritin Waive g Exceptions Permanent Waiver Not Exception I Will not get annual Flt or other Doe/ 16 No vi-party agreement and/or required financial info Ud commiunent/sales agreement, if (023, 024, 023/1, C25/6c) req'd by CFG (023/14) 2 Will not get appraisal as inquired Doc/ 17 Hotel/Co o collateral; No does. as (1326, C2312, C25/6b) Ud req'd per CFG policy (023/15) 3 CAR nor dec. within 30 days (02313) Doc 18 No construction related dons per 4 Will nn: ge proper borrowing Doc/ "` CFG policy (023/16) authorization (C23/4, C25/bg) Ud 19 No environmental due diligence as 5 Will not gn note (C23/5) Doc ``." rcq'd 827, C23/17, C'S/6h) (. Will not get Gtys as req d by policy Dc (non-public borrowers) 822. 023/6, Ud C23/6a) 7 Will not get lien scorch (OCC-II) Doc (023rD 8 Will nor have Loan Agreement if Doc/ eeq'd by policy (1325, C23/8, 025161) Ud 9 Will not get A/R listing and aging Doc (023/9) 10 Wit, trot get inventory enniftcatrn Doc or rcporu (023/9) I I Will not have 9nrrnwing, Base Do, Ccniricatn (023/9) 12 Will not get Conrracmr Status Doc Reports (C23/10) 13 keg U-1(Stk. or Bond Sec.) (C23/I)) Doc 14 Will not lave Participation Cenii. Doe arxllo Agreement 816, 0'3/12) 15 No current bemndaryias-built survey Doc or olai as req'd by CFG (023/13) Approving Officer's Comments & Conditions (initialed) (Continued from Page I) I Security instruments will not be obtained (DR', S/A) (C24/1) 2 Tide err tide documentation will nor be obtained (0242) 3 Negotiable collateral will not be in possession or security interest will not be perfected (024/3) 4 Negotiable collaeral will cwt be endorsed (024/4) 5 Financing Statement expired or ml filed properly (024/5) 6 Title Insurancee will not be obtained (C24/6) 7 Hazard Insurance will not be obtained (0247/) S Flood letter/Boat insurance will not be obtained (024/7) 9 Bank, will not be shown as -party in interest- on insoane police(s) (024/1 ese Will Continue as Exception Until Obtained) Waive Exception 10 Landlord lien waiver will not be obtained (024/9) 11 Assignment of Lease will not be obtained and/or retarded (B28, 024/10) 12 No confirmation letter from Sr, lierrholder on Jr. lien collveral (024/11) I Loan is n authorised or discouraged facility including subordinated loans, demand loans, holding companies. (917, B16, 025/1, E17, 12.2, 031, 032) 2 TCE will exceed house limits (A13. C5. C14, C25/2) 3 Terms of credit exceed established limits (as defined) incl. mat., anion., int. rap., int. only period (B 11-13, B15, B29, 531, C25/3) 4 Cash Bow coverage ratios violated per CFG or General Policy Guides and Supplements (C25/4) 5 Credit advance exceeds maximum advance ratio allowed or req. margin not obtained (1321-A,C25/5) 6 Will not get admmvledgemem of collateral assignments (025/66) 7 No Commitment Lener on binding commitment (025/6e) 8 No real ware presale/prdeasc reouiwmcne, ocr CFG (C25TT) BOA/FBI/LAY: 30340 LBF002-00237 ============= Page 3 of 3 ============= "AR.COLLATERAL SECTION BORROWER: 'Kenneth L L v W'Linda'P. L - '.DATE: .8122/94_4 aw';Firm & :Attorney Preparing Coltatcrnl Documentation: Initial loann documentss based, on standard' bank docun rrts with Linda. Zimmerman review. Will likely be replaced witlirattoruev-prepared docuracnm'.(Sawell &,Riggs)-which will conjurer to termsiand:Sonditlons of the other SBMMM creditfaeillue,. COEL'ATERAL`DESCRIPTION i; - VALUATION METHOD ROSE ' -BOOKUALUE . . LOAN VALUE (()emotes New Collateral! -:(include boaowinl,'Base'Fern) OP ' :'.Date .of Appraisal/Fioencial Statement APPRAISAL. ~% Amount lntialadvanee will be secured by Enranstock price at8122was:$30/share. .$6,840,000' 70% $4,788,000 Enron'stock.based: on `50%-advance. Approximately.228,000:shares, .. ~' The.$7.5MM credit-facility will'be,governed.bya collaterall maintenance. agreement which will limit-advances on ed'' - stock to 50% and-will, include a: margin call'based on a 75%`LTV. '•. Collateral, coverage will +bebased on theoutstanding principal balance. Total Debt Secured Total Collateral Value $6,840,000 $4,788,000 By Above: Collateral. '$7,500,000 RESPOND (YIN) TO EACH QUESTION means not applicable to collateral listed above. If "N", please explain. below. ( N ) 1. Is all debt (direct and indirect) cross collateralized? ( - ) 2. Have UCC-I1 searches reported a perfected senior lien position for the bank? - ) 3. Have liens on real property (real estate, oil & gas, fixtures, etc.) indicating proper priority been conftimed by: ( ) title binder? - - ( ) title policy? ( ) attorney's opinion? ( Y ) 4. Has collateral requiring possession for perfection been received? ( Y ) 5. Have legal opinions been received (required for credits $250,000 or more and collateral outside of Texas)? L` planation: I Real estate collateral above is homestead property and cannot be crossed to other debt. Also, the margin stock facilities cannot be crossed under Regulation U. Names of Add'l Support Entity For This Capacity INDIRECT LIABILITY NET WORTH TOTAL (Guarantors, Endorsers, Request (Guarantor, Statement NATIONSBANK Cu-Makers, General Partners) (YIN) Co-Maker, etc.) (Limit./Date) Amount Date EXPOSURE APPROVAL AUTHORITIES BOA/FBI/LAY: 30341 LBF002-00238