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Press Release

ENRON OFFER TO PURCHASE AZURIX SHARES FOR $8.375 PER SHARE ACCEPTED BY AZURIX CORP. BOARD OF DIRECTORS

FOR IMMEDIATE RELEASE: Friday, December 15, 2000

HOUSTON -- Enron Corp. announced today that it has entered into an agreement and plan of merger with Azurix Corp. under which the holders of Azurix’s publicly traded shares would receive cash of $8.375 per share. Enron also announced that it has settled in principle certain shareholder litigation pending in Delaware and Texas that had challenged the Enron proposal as unfair. The settlement is contingent upon execution of a definitive settlement agreement, confirmatory discovery and court approval.

Enron is one of the world’s leading electricity, natural gas and communications companies. The company, with revenues of $40 billion in 1999 and $60 billion for the first nine months of 2000, produces electricity and natural gas, develops, constructs and operates energy facilities worldwide, delivers physical commodities and financial and risk management services to customers around the world, and is developing an intelligent network platform to facilitate online business. Fortune magazine has named Enron “America’s Most Innovative Company” for five consecutive years, the top company for “Quality of Management” and the second best company for “Employee Talent.” In addition, Enron ranks in the top quarter of Fortune's "Best 100 Companies to Work For in America.” Enron’s Internet address is www.enron.com. The stock is traded under the ticker symbol “ENE.”

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