Chapter 12
International Ambitions

Global energy projects—big or small, integrated or stand alone, even natural gas or not—were integral to Enron’s vision of becoming a new energy major. Ken Lay’s model for a natural gas major looked to the example of the so-called oil majors, which he defined as “integrated companies that are able technically and financially to do virtually any and all aspects of the oil business anywhere in the world.”

By the mid-1990s, Enron pointed to its power and pipeline projects in Western Europe, South America, and India as “beachheads” for further development. Upstream integration could involve Enron Oil & Gas Company (EOG), then in Trinidad and India, with negotiations to drill in Venezuela, Mozambique, Qatar, Uzbekistan, and China. Enron Capital & Trade Resources (ECT) could develop a merchant business of buying and selling spot and term gas. And Enron Engineering & Construction (EEC) was ready to design, build, and operate anywhere. Enron Renewable Energy Company, first offering solar and then wind, could participate too.

Enron International (EI) was by all appearances a successful new business line for Enron. Income before interest and taxes (IBIT) increased from $33 million in 1992 to $132 million in 1993, $148 million in 1994, $142 million in 1995, and $152 million in 1996. Compared to 1989, when approximately 2 percent of Enron’s earnings came outside of North America, International in 1996 accounted for 12 percent. But asset selldowns and spin-offs, not profit from continuing operations, were maintaining the numbers. Large profitable new projects were required.

Twenty percent annual earnings growth was expected from EI in the next years, a key component of Enron’s aggressive promise to Wall Street of 15 percent growth for the corporation as a whole. With ECT’s growth under stress from previous years of mark-to-market accounting, negotiated high-margin deals with developing countries were sought by Lay, although less so by Richard Kinder.1

Enron International, which had “a portfolio of development projects … valued at $20 billion,” was a large part of Enron’s first-quarter 1995 declaration as “the world’s first natural gas major.” EI’s major asset (completed in first-quarter 1993) was a 1,875 MW cogeneration plant (the world’s largest) located in Teesside, in northwest England (called Teesside I to distinguish it from a planned venture in the same locale). Somewhat earlier, in mid-December 1992, Enron acquired a stake in the southern half of Argentina’s newly privatized natural gas pipelines: the 3,800-mile, 1.7 Bcf/d pipeline of Transportadora de Gas del Sur (TGS), Argentina’s largest. In 1993, both Teesside and TGS were fully operational and profitable.2

In 1993, EI also operated a half-dozen electric-generation facilities totaling 484 MW, three-fourths of which it owned.3 A bevy of other projects were in advanced negotiations—and none greater than the two-phased, 2,014 MW power plant in Dabhol, India, the work of EI’s “strongest product line” Enron Development, headed by Rebecca Mark.

As it turned out, EI’s first-generation projects—entering service in 1993–94—would be the high-water mark for EI. Teesside I and several other power plants exceeding 2,300 megawatts, combined with Enron’s winning bid for TGS, was a solid and profitable beginning. But it would not be replicated. Large disappointments lay ahead with regions, business lines, and individual projects.

Behind International’s big numbers and happy talk at mid-decade lay a somber story. Teesside’s second phase (Teesside II) was a big bet going awry. The Dabhol megaproject was contractually solid but a political tinderbox, with a fragile government entity as the sole counterparty. And despite liberal taxpayer aid, many projects in developing (undeveloped) countries—all hostile toward capitalist institutions and suffering from statism and corruption—would either not reach commercialization or would underperform after completion. Enron’s high-return deals were threatened by high risk, which Ken Lay attempted to ameliorate through the political means.

Figure 12.1 Enron International projects ranged from the moneymaking Batangas power plant in the Philippines (upper left) to the non-revenue-generating Dabhol plant in India (lower left). Half of the 10 projects in “final development” in Enron’s 1996 annual report would not be completed.

Apart from Teesside, taxpayer help was needed for virtually all of Enron’s international ventures, including Enron Oil & Gas’s Trinidad project (1992).4 Loan commitments and/or loan guarantees from the Overseas Private Investment Corporation (OPIC) and the Export-Import Bank (Ex-Im) were increasingly necessary to finance Enron’s power plants and pipelines. There was a reason that the oil majors, with very strong balance sheets, were much slower to venture into the countries where Enron saw gold. But Ken Lay, the inveterate optimist in a big hurry, went where the competition was the thinnest in order to get the highest rates of return: “somewhere in the twenties,” Rebecca Mark testified at a US Senate hearing in 1995. Lay even bragged that Enron went where the analysts said not to go.

While assuring investors about prudence for the long haul, EI was fixated on making its current-year number to help Enron please the Street. As much as possible, income was recorded during construction. The costs of failed efforts were not written off but rolled into the capital accounts of still-viable projects. This produced an ever-increasing “snowball,” as it was called, which began in the tens of millions ($90 million) and reached as high as $200 million, attracting dissent inside the walls of Enron. But ENE had become a momentum stock; the show had to go on.

EI’s future-is-now philosophy was akin to Jeff Skilling’s mark-to-market accounting treatment of long-term contracts. EI was quite unlike Forrest Hoglund’s Enron Oil & Gas and Stan Horton’s interstate gas pipelines, where each earnings period stood on its own (accrual accounting), and major asset selldowns were absent.

Early Successes

In spring 1994, a Wall Street Journal front-page article was headlined “Natural-Gas Industry Is Reinventing Itself by Going International.” The subtitle: “Enron Is Racing British Gas in a Global Expansion Aimed at Big Oil’s Empire,” and a third line: “Pitching Clean Air in Asia.” In the feature, Daniel Yergin commented about how Ken Lay had presciently challenged him about how the Age of Oil was giving way to a new age of natural gas. “And he’s proving himself right by creating a new gas industry as he goes along,” Yergin stated.

“Enron and British Gas are the new paradigm of the surging, $120 billion-a-year global gas market, racing across five continents to plant their corporate flags in a flurry of ambition that had been unheard of in their stay-at-home industry,” the article explained. “They are reinventing themselves as the first international gas utilities.” The article’s authors added that ENE had outperformed the stock price of the world’s top seven oil companies, not only the stocks of natural gas companies back home.

Great press about flashy high-risk plays was a public relations coup. Enron painted its international forays as pioneering and humanitarian (“to bring electricity to … children and schools and hospitals”); well managed for risk (“solid legal contracts”); synergistic (“turnkey construction operator agreements, fuel supply, and fuel management contracts”); “geographically diverse”; “integrated market-led”; increasingly selective; and profitable.

Enron Development Corp. described its mission as “selecting projects that have the greatest chance of succeeding” and “pursuing projects that will offer the highest long-term value to shareholders.” To this end, “risk analysis and management” were “key components of EDC’s development projects.”

All bases were covered, Enron assured investors. Project financing limited liabilities to a particular project without recourse to other corporate assets. Long-term contracts at known rates, denominated in US dollars, locked in margins. The creditworthiness of power purchasers and pipeline shippers was carefully vetted. Sovereign guarantees and letters of credit were executed, as needed. And political risk was mitigated via loans and loan guarantees from OPIC and Ex-Im (Department of Commerce), as well as the International Finance Corporation (World Bank).

Problems? Enron’s burgeoning liability with its J-Block (Teesside II) UK contracts “will not have a materially adverse effect” on earnings. Dabhol’s contract cancellation and construction halt in 1995 was a blessing in disguise as a renegotiation resulted in a larger project and restart the next year.

Kudos was common in the period under review. Yergin’s Cambridge Energy Research Associates (CERA) ranked Enron tied for first in global project development in the 1991–94 period. Ken Lay touted his company as “the market leader in creating energy solutions worldwide.” Rebecca Mark wowed her audiences with such zingers as, “We recreate ourselves, our definition, and our mission in the marketplace on a regular basis.” Enron International, in fact, was one reason that Fortune ranked Enron as America’s “Most Innovative” company in March 1996.

Developing Problems

EI emphasized its mission as creating sustainable value through careful vetting and taking the long view. Yet aggressiveness and risk taking were evident in most EI projects. Teesside II, Dabhol I, and Dabhol II were problematic from the start. A few projects encountered design and operational problems that never occurred at home. But high corporate overhead, beginning with EI’s lavish Houston headquarters across the street from the Enron Building, not to mention over-the-top events for employees, were just part of the optimism amid the imaging of a global Enron.5

Enron’s rent-seeking in the far corners of the world took on a macabre quality in April 1996 when Ron Brown, the Clinton administration’s Secretary of Commerce, died in a plane crash on an Enron-related trade mission in Croatia (formerly part of Yugoslavia).6 Brown was a top EI booster, reflecting the help that Enron received from his department’s lending agencies. He was present at some of Enron’s most high-profile contract signings, including at Dabhol.

Teesside II (J-Block)

Teesside I’s commercial launch was just weeks away in early 1993, with the power plant and liquids plant fully supplied with gas from the Everest and Lomond fields. Mission accomplished, Enron was thinking ahead to bigger, grandiose things. More gas and associated transportation could fuel new facilities that Enron would build and operate—and launch a gas-merchant business along the lines of Enron Gas Marketing in North America. A “mini-Enron” for the United Kingdom and Continental Europe was in the works.7

Enron believed that indigenous gas was limited and should be locked up if the company was to be in the driver’s seat. A bigger transportation contract was also needed to anchor a major transmission system that could get the offshore gas to Teesside. Negotiations were going along well, it seemed, for Enron to construct a second power plant and liquids facility at Teesside (Teesside II).

Enron in March 1993 entered into a life-of-field take-or-pay contract, estimated to be 15 years, for 300 MMcf/d of gas from the J-Block area in the Central North Sea (Judy and Joanne fields). A minimum physical take of 260 MMcf/d was intended to ensure that the associated oil and condensates were produced each and every day of commercial operation. One annual payment was stipulated for any take deficiency under the contract.

Enron also executed a 300 MMcf/d ship-or-pay contract with the Central Area Transmission System (CATS), operated by Amoco, to transport the gas from the offshore platforms to Teesside. The CATS agreement, one-half held by Enron and the other half with Imperial Chemical Industries (ICI), “had just as many issues and complications as the J-Block agreements.” In particular, the transportation contract’s commencement date was not lined up with the J-Block contract, with deficiency payments due quarterly for transportation rather than due annually as with J-Block production. Gaming and legal battles ensued.

All the contracts—11 agreements with 130 supporting documents—made Enron’s obligations “extremely firm.” There were no market outs or regulatory outs in the face of changed conditions; only acts of God could legally block contract performance.

“At the time Enron must have really wanted this gas supply,” thought Mike McConnell, tasked by Enron Europe CEO Geoff Roberts to renegotiate the problem contracts, “because not only was the price very high but also every paragraph in the agreements was in Phillips’ favor.” But Phillips Petroleum, British Gas, and Agip UK, equal partners in J-Block, needed such surety to underwrite a billion-dollar project, as much as Enron might like to have had more flexible terms. Iron-clad preconstruction contracts were basic protection in a thin market, akin to Enron pipelines inking firm shipper contracts before construction. It had been fair enough for the producers, but Enron got ahead of itself in the worst way.

“Additional natural gas supply from the North Sea,” Enron announced at the time of the agreements, will “supplement our supplies in 1996 and beyond for additional power projects and gas marketing activities in the U.K.” After all, the United Kingdom was in a “dash for gas.” But where were the markets? The magic moment for Teesside I was the simultaneous execution of multiple congruent gas-demand and gas-supply agreements. John Wing was no dummy, and Robert Kelly (who was now in charge of Enron Europe) knew the drill. But Kelly had been summoned back to Houston, and Claude Mullendore (late in his career and perhaps having too good a time between negotiations in London town) was up against the reputed King of Gas, Phillips Petroleum’s Bill Van der Lee. “Amazingly,” McConnell could only say, “the UK and US office didn’t communicate well.” But the communications might have been just fine; Enron’s long bet on gas was not unlike what it was repeatedly doing in other venues.

In first-quarter 1992, Enron reported an “agreement” to build a 380 MW power plant near Teesside. “Pending regulatory and governmental approvals,” construction was forecast to begin by early 1993. But a year later, there was no mention of this project or any other at Teesside, just the supply and transportation deals “for additional power projects and gas marketing activities in the U.K.”

Enron’s 1993 Annual Report, released in first-quarter 1994, was silent on any power plant but mentioned a second liquids plant at Teesside: “Phase II construction is expected to begin soon in order to be on line by 1996 when additional natural gas volumes from the J-Block field in the North Sea come on line.” Negotiations, however, were going on with a “half-baked” project named Park Lane, which was conceived to be 1,000 MW, even larger. But some parties to that project were taking less-than-loved Enron for a ride.

Enron’s 1994 Annual Report was completely silent on any projects that would either burn the gas or strip the liquids. The 300 MMcf/d J-Block and CATS commitments went unmentioned as well. The first required take nomination, by October 1, 1996, was still some time away. “The gas contracts were put in a drawer to be addressed later,” McConnell noted.

In fact, Enron was in trouble and scheming. There were virtually no markets for Enron’s gas in the receiving area, much less at Enron’s fixed, escalating, above-market price. New discoveries in the North Sea had foiled Enron’s lock-in strategy, and demand growth was not going Enron’s way. Open-access transmission of electricity, needed to jump-start Enron’s merchant services for the United Kingdom, was years away, too.

Negotiations began shortly after McConnell’s relocation to London in early 1995. The situation was bad—and worsening. J-Block’s locked-in price was the highest from the North Sea, which gave producers “a super incentive to develop technologies or find ways to put the maximum amount of gas into our contract and not have any decline rate at all,” remembered McConnell. And if Enron did not take the gas, send-or-pay liabilities would accumulate on CATS.

At $0.60/MMBtu, the J-Block stalemate accrued a quarterly liability of $15 million in transportation alone. CATS claimed readiness to set the contract commencement date at November 1994, later changed to May 1995, but still well ahead of J-Block’s readiness. Litigation was next.

It was ironic. This was the very scenario that had whipsawed the interstate pipelines in the 1980s in the United States. Had not Ken Lay and Claude Mullendore struggled with just this back at Transco? Enron had smartly settled its take-or-pay contracts ahead of the competition, vowing never to enter into market-insensitive agreements again. Richard Kinder, on watch from Houston, should not have approved such naked risk. But he did—and Lay, with board in tow, did. Enron now had a $1.2 billion problem on its hands, quite material for a company with total shareholder equity of $3.2 billion.

In June 1995, Enron made its first settlement proposal to J-Block (CATS would be on a different track). Enron would pay the producers $100 million upfront and commit to firm takes under six different “market based” indexed pricing structures, a novel concept imported from Enron’s US side.

Phillips summarily declined the offer. The continuing slide in the spot price by year end (by more than 50 percent) left Enron’s firm J-Block contract price at 18.50 pence per therm deeply out of the market, with no prospect for improvement.

The producers were less interested in renegotiation than in contract performance. “In this business, traditionally the producer takes the upfront risk of production and the purchaser takes the market risk,” stated Wayne Allen, CEO of Phillips Petroleum, the operator of J-Block. The contract Enron signed “was competitive,” he added. “We could have sold the gas to several other people.” Allen’s speech, widely reported in the trade press, signaled a long fight, “the World War II of the business world” to the Enron side.

Enron’s 1995 Annual Report discussed the problem contracts for the first time with some facts and little worry. Enron notified J-Block sellers in September 1995 that its nomination would be zero for the first contractual year (October 1996–September 1997) with no nomination for the next. Without markets for the gas and with “the contract price for such natural gas … in excess of current spot market prices in the United Kingdom,” settlement negotiations were under way to “develop mutually beneficial solutions regarding pricing terms so that production from J-Block can begin as soon as possible.”

Amid the legalese, Enron also mentioned “potential prepayments for gas to be taken in future years,” the “favorable” long-term demand for North Sea gas, and the immateriality of the dispute on its financial position. In any case, “there are alternative markets for such gas should the gas not be taken by Teesside.”

Enron was not going to take gas that could be sold only at a large loss. There was no room, given Enron’s commitment to 15 percent annual earnings growth for that. Meanwhile, J-Block—connected to CATS and ready to ship gas seven months ahead of Enron’s first nomination due date—installed gas-reinjection equipment for $82 million in order to produce and sell the associated crude oil and condensate without having to remove the natural gas.

A second proposal from Enron in early 1996 doubled the up-front payment to $200 million and offered free transportation on Enron’s CATS capacity, among other enticements, reducing Enron’s liability by $1 billion compared to the original contract obligation. This was going in the right direction—but not enough for closure. Even putting the economics aside, upstart, market-invading, contract-reneging Enron was not the favorite company of anyone on the other side of the table, particularly not British Gas, the former monopolist in the United Kingdom.

With J-Block in stalemate, Enron’s London team turned its attention to the transportation side of its North Sea imbroglio. CATS seized on loose language in the agreement, claiming that notification, not ability to physically deliver, activated the contract, triggering ship-or-pay. Enron filed suit against CATS, claiming nonperformance.

March 1996 was active on all fronts. Enron bought out ICI’s half-ownership in Teesside Gas Transportation Ltd., the holder of the capacity reservation and transportation agreement, and made its first settlement offer to CATS. Phillips asked a British court to interpret the terms of the General Sales Agreement to spur Enron to take or pay up.

Enron filed suit in hometown Harris County, alleging contract nonperformance by CATS because of leaks, mercury contamination, and other problems with the new capacity. “Can’t get the gas in and can’t get the gas out,” Enron argued. This argument would have legs compared to the producer contract.

Enron also sought to enjoin J-Block’s reinjection on grounds that the gas fields, dedicated entirely to Enron, could be harmed. Soon, six lawsuits were in motion between Enron on one side and the producers and CATS on the other.

Enron Capital & Trade Resources, and Jeff Skilling personally, entered the negotiations. Vince Kaminski’s high analytics were behind the scenario analysis that ended as proposals from McConnell’s team, combining price, volumes, transportation, and cash.

A third proposal to J-Block was made in late 1996, offering $350 million up front. Some lawsuits were finally going Enron’s way. The final resolution, for $675 million, coming the next year, required Enron to take its worst earnings charge of all, eclipsing the write-offs of Peru ($218 million) and Valhalla ($142 million) combined.8 (CATS played out longer, until a UK court ruled against Enron in 2001, resulting in a payment from Teesside Gas Transportation to British Gas et al. of $140 million.)

Rich Kinder never wanted to take a hit like that. It ruined the year and laid waste to the Enron 2000 goal of 15 percent annual earnings increases. Of course, in accounting terms, it was extraordinary. But that was no longer his problem; Kinder resigned from Enron at year-end 1996. A new regime, headed by Jeff Skilling, would lead Enron alongside founder and chairman Ken Lay.

Dabhol I, II

In the same year that Teesside became operational, Rebecca Mark of Enron Development inked a $2.8 billion, 2,014 MW combined-cycle power project with India’s Maharashtra State Electricity Board (MSEB).9 Years of laborious negotiations culminated in financing in early 1995, and construction began that March on the 695 MW, oil-fired first phase—with more than 2,000 workers soon on site.

“Financing for Indian Plant Secured,” the Houston Chronicle told Enron’s hometown. “Two federal agencies have agreed to lend nearly $400 million to an Enron Corp.–led group to build a $920 million electric power plant in India,” the article began. The Clinton administration’s Secretary of Commerce, Ron Brown, was quoted from India, where he, Ken Lay, and other business leaders were on a trade mission.

This was a big government play. OPIC had come on board with $100 million in loans and then thrown in another $200 million for political-risk insurance. But Ex-Im officials, aware that the project had been turned down by the World Bank, had to be browbeaten into putting up $302 million in direct loans. Wrote one staffer in an email: “I have been involved in a lot of transactions and come in contact with any number of poorly behaved people, but I think that Enron’s attitude and demeanor in this transaction has been extraordinarily bad and very counterproductive.” But Enron got its way, and the Commerce Department was involved in more than 40 percent of the total financing, versus Enron’s equity contribution of $270 million as 80 percent owner (builder Bechtel and turbine maker GE owned 10 percent each). Ron Brown’s agency’s commitment was also larger than the combined capital from US banks ($150 million) and Indian banks ($100 million).

“In a place like India, you never know,” one analyst told the Houston Chronicle. As if to shrug, Larry Crowley figured that some “new sort of economic, business understanding” came out of “the political hoopla.” Projects there, he warned, “had a way of getting bogged down in the bureaucracy, to the detriment of what is good for the economy and the business environment of the emerging economy.” This explained why so much government risk insurance was required.

Forbes asked, “Is India a risk-free investment?” only to answer, “Not on your life.” The article explained how most private-sector firms were “leery about the ability of [state-run electricity] boards to pay their bills,” given that one-half of their distributed power was “lost in transmission, stolen, or given away as subsidies to farmers.” Indeed, the World Bank had removed a $750 million line of credit for Indian power projects because of this very problem.

Why worry? With strong equity partners (Bechtel, GE), major government risk insurance, and a rate of return estimated at 25 percent, Rebecca Mark’s project on the west coast of India was Enron’s new Teesside, on paper at least. Chickens counted, Enron awarded Mark and team a $20 million bonus pool upon Dabhol’s financial close.10

But India was hostile to Western corporations and capitalism. The Indira Gandhi era (1966–77, 1980–84) was one of extreme nationalism, just the opposite of the internationalism that Adam Smith saw as the wealth of nations. Companies had been asked to leave or simply prohibited from coming in the first place. The December 1984 Union Carbide Bhopal disaster, moreover, in which a gas leak turned into the worst industrial accident on record, was just a decade removed from Enron’s negotiations.

Most important regarding Dabhol, the MSEB was an impoverished socialist entity with a chronic account-receivables problem. Need and want were quite different from ability to pay. The “excruciatingly slow” negotiations, with days spent on a single item, reflected a Third World understanding of contacts, incentives, obligations, and outcomes on the part of the buyer. (A key Indian negotiator likened the process to “learning to play a violin solo in public” where “every dissonant note gets heard.”)

Dabhol’s phased-in rate increases, starting at around $0.075/kWh, and for such large quantities, would surely inflame the masses—despite Enron’s efforts to beautify the area and underwrite local social services. The contract allowed Enron to pass through fuel costs and be reimbursed for operating-cost increases. Payments were denominated in US dollars, eliminating the rupee’s currency risk. “It is astounding, in retrospect,” one analysis concluded, “that no one on the Enron side could envision the kind of resentment and backlash such a one-sided agreement would engender.”

Enron’s “can’t-lose” agreement also bypassed an obvious issue: Why were oil and gas chosen over the least-expensive indigenous fuel, imported coal? The World Bank asked the same question in declining to join with the Commerce Department in financing.11 But Enron was all about gas (or oil), including LNG, not coal.

Enron became a political target in Maharashtra. A Hindu nationalist coalition promising to “push Enron into the Arabian Sea” defeated the ruling Congress Party in March 1995, a surprise for India’s Prime Minister Narasimha Rao, who championed modernization, foreign capital, and Enron’s project. Phase I of Dabhol was immediately placed under review. Tensions were high, and a riot between villagers and workers at the site two months later made world news. Enron was becoming internationally known in a unique way.

Claiming “fraud and misrepresentation,” the MSEB, now under the coalition BJP–Shiv Sena Party, cancelled its contracts for Phase I and Phase II. Allegations against Enron included a lack of transparency, unnecessary costs, and environmental risks. Enron’s $20 million effort to educate Indians about capitalism and electricity was seen as worse than indoctrination. “The country would certainly like to discover the names of the politicians and officials who thus ‘graduated’ from the Enron School of Business,” one political foe testified.12

Construction ceased three days later, August 8. More than a dozen lawsuits from the buyer side alleged bribes, corruption, and other misdeeds. ENE’s price sagged and then languished with EI’s white elephant. It was “the disaster that many people have feared.” India was being India, at least where it mattered to the Enron-led Dabhol Power Company.

Enron filed for arbitration in London to recover incurred costs and foregone profits, calculated at $300 million. The ongoing cost of delay was estimated at $250,000 per day. “I’m in grief,” Rebecca Mark told the press. The “Empress of Energy”—praised by Ken Lay, Daniel Yergin, and the dean of the Yale School of Management, among others—was looking quite pedestrian.

Mark and negotiators camped in India, reporting each day’s progress to Rich Kinder on 8:00 a.m. conference calls in Houston. Clinton administration officials from Treasury, Commerce, and Energy lobbied Indian politicos to negotiate a solution to win back world confidence for their country.

“Enron came to India because it was invited to come to India,” Ken Lay stated. “We are committed to be good, long-term corporate citizens of Maharashtra.” There were no bribes, corruptions, or other irregularities, he stressed. “We only ask that the review be fair and objective, based on merit and not politics.” But politics it had to be with the government as buyer, not to mention the public financing from the US side.

As stated by Manohar Joshi, the chief minister of Maharashtra, the cancellation “is not against the U.S. It is against the Dabhol Project.” Actually, Enron-as-scapegoat was a winning political issue for the antireform party. But with Enron pushing arbitration and befriending the new political majority (new ground for Mark et al.), Joshi let it be known that a changed project with more favorable terms was doable.

Serious negotiations began in November. Rumors began to swirl, even enough to result in an ENE buy recommendation from Salomon Brothers, based in part on Dabhol’s resurrection. Sure enough, a deal emerged the next month. A 20 percent electricity rate reduction from falling turbine costs and a better-scaled project (in terms of supply, not demand) was enough for Joshi’s government. Phase II was now mandatory, unlike before. Enron also offered to reduce its share of the project to give the state of Maharashtra as much as a 30 percent interest.13

Nevertheless, pushback among radical groups continued. A second rate reduction, less than 2 percent, was agreed upon in January 1996 to seal the new deal—on paper. Arbitration proceedings continued in London, with the plant’s restart awaiting both court rulings and a coming election.

Back home, Enron was all smiles. “While project review and renegotiation created delays,” Enron’s 1995 Annual Report stated, “this project exemplifies the extent to which Enron shareholders benefit from solid contracts that protect Enron’s investment and from the company’s ability to work with its customers to create mutually beneficial solutions.”

“I enjoy being a world-class problem solver,” Rebecca Mark told the press after the renegotiation. “I’m constantly asking ‘How far can I go? How much can I do?’”

Such celebration was premature. Financing was redone, but a 600-page final order from the Bombay High Court did not come until December 1996, marking 16 months of suspension. Construction then resumed on Phase I with a new completion date of late 1998. Phase II, to bring the total to 2,450 MW, was set to use LNG from Qatar’s North Dome Field (another Enron stretch project) in the year 2000.

Was the redo a savior or a still more perilous bet? The new rate, just under $0.06 per kWh, was still pricey for the locals—if they paid for electricity at all. The $30 billion (lifetime) commitment by MSEB was a prodigious sum for a fragile government entity to demand from the populace, even if the government was now a partial owner of the project.

It would not turn out well. Phase I would enter service in 1999 to the usual huzzahs (“We feel extremely proud to have proven them all wrong,” Mark said) only to find the buyer unwilling to pay after less than two years of the twenty-year contract. Phase I became idle, while Phase II, with taxpayer support, began construction. All told, for $900 million in costs, Dabhol would never generate steady income during Enron’s solvent life. But write-offs were precluded, partly because of earnings pressure and partly because Enron’s board would have been irked, having been promised no more write-offs post-1997 (J-Block, MTBE).

The end would come only after Enron’s own demise. A court document summed up the carnage:

The Dabhol power plant sits idle; the Project operating company (‘Dabhol Power Company’ or ‘DPC’) is in receivership; the Project investors (‘General Electric, Bechtel and Enron, collectively, the Investors’) have lost their entire multi-billion dollar investment; the Project lenders (including the Bank of America) hold nearly $2 billion in worthless, non-performing loans, including direct loans totaling over $190 million with accrued interest and costs made by the Overseas Private Investment Corporation (‘OPIC’), a U.S. Government agency; and OPIC, as Project insurer, has paid out over $110 million on political risk insurance policies covering the Investors and the Bank of America against the risk of expropriation of their interests in the Project.

Enron’s estate would receive just $20.4 million, in 2004.

“You have to stay in touch with the politics in the country, and we didn’t,” lamented Joe Sutton of Enron Development about his problem child. Rebecca Mark felt that more personal attention when Phase I came on line would have helped ensure the commercialization phase. But another Sutton observation was probably best: “You have to be very careful about ending up trying to do a deal that shouldn’t be done, or can’t be done.”

San Juan Gas Company

Enron had some small Caribbean businesses inherited from InterNorth dating from when Sam Segnar purchased Belco Petroleum in 1983. Marginally profitable, these stragglers were not sold by Mike Muckleroy after the 1985 merger between HNG and InterNorth. The same assets were not divested in the early 1990s either.

The thinking was that a far greater South American presence would emerge. “Enron Americas plans to capitalize on its historic presence in the Caribbean area to take advantage of significant potential power generation opportunities in the area,” Enron told investors. But there was another reason that Enron remained in this distant mom-and-pop arena: Rich Kinder reputedly did not want to take a small write-off from a sale, estimated to be $1 million or $2 million.

Enron Americas had two businesses in Venezuela. Industrias Ventane (Ventane, also known as Vengas), founded in 1953, was the leading transporter and distributer of natural gas liquids in Venezuela (bottled propane, mainly). Enron was also part owner (with General Electric and locals) of the leading manufacturer and distributor of washing machines in the country, a business that just needed, so the joke went, a second Mother’s Day to improve profitability.

In Jamaica, as in Venezuela, Enron Americas had a bottled-gas presence. But a third similar business in San Juan, Puerto Rico, would be much more consequential. San Juan Gas Company became notorious in November 1996 when a massive explosion destroyed a six-story building in the commercial section of Rio Piedras. Thirty-three were killed and 80 injured in what was one of the worst industrial accidents in the history of the region.

San Juan Gas did not serve the building, but a propane leak from a nearby underground line of the company was eventually implicated. “San Juan Gas Company’s Inadequate Training of Employees and Government Deficiencies led to Building Explosion,” concluded a study by the US National Transportation Safety Board (NTSB) in 1997. “Contributing to the loss of life was the failure of San Juan Gas Company, Inc. to inform adequately citizens and businesses of the dangers of propane gas and the safety steps to take when a gas leak is suspected or detected,” the full accident report found. Eight hundred plaintiffs filed 500 lawsuits against six different Enron subsidiaries.

Enron denied its involvement until 2000. In what would be its final annual report, Enron stated that “numerous claims have been settled,” a fund had been established to cover future settlements and awards, and the final outcome “will not have a material adverse effect on its financial position or results of operations.” At the time of Enron’s bankruptcy, about $60 million had been paid, covered by indemnity insurance. Another $50 million in payments were expected. All this from a meager asset with small profits in the best of times.

Expertise could have prevented the accident; as it was, numerous visits to the building by San Juan employees failed to pinpoint the leak because of a lack of proper training. Best practices by Enron in North America were not in place in Puerto Rico. Enron knew that San Juan’s operations had been out of compliance since 1985, the NTSB concluded, but a correction of deficiencies “was neither timely nor sufficient.” In fact, 40 percent of San Juan’s service lines were inactive, a reason behind the company’s unaccounted-for gas problem, Enron’s affiliate was told in a year before the explosion.

Figure 12.2 Enron Americas, led by Mike Dahlke, was a little-known part of Enron until a gas leak from a pipeline in San Juan caused a human disaster. Only a lack of immediate linkage to San Juan Gas Company and Enron’s later implosion saved Ken Lay from a great embarrassment.

“The pipeline was in terrible condition,” said Enron’s top infrastructure executive, Tom White, in 2001. “We had done leak surveys and were working hard to fix it up.” But the unthinkable happened. “Every once in a while, we get too clever by half by ignoring operational risk,” he added.

Unfulfilled Aspirations

Enron International brought home a string of successful first-generation projects. But the next wave would prove to be a step back from the Teesside-led successes of 1993–94. Whole business lines did not materialize (global liquid marketing; global LNG). Major regions did not produce profits, despite early-in years of effort: Russia, Mexico, the Middle East, Africa, and China. The same proved true for the developing nation of Enron’s greatest aspirations, despite Lay’s assurance that “we’re planning to be in India for the long term.” In these and other nations, many touted projects would quietly fade away.

“Execution to date has been difficult,” Rebecca Mark told the Senate Committee on Foreign Relations in 1995. Privatization was “politically unpopular” where “the government uses the infrastructure bureaucracy to create thousands of jobs,” she added. Developing countries’ “fleeting” interest in privatization and “see-saw politics” were barriers, as was unstable currencies. What Daniel Yergin and Joseph Stanislaw’s The Commanding Heights termed (in its subtitle) The Battle Between Government and the Marketplace that Is Remaking the Modern World was a struggle for Enron in some of the most inhospitable areas of the world.

Risk mitigation was key. Mark stressed government funding and guarantees as a difference maker: “One of the big issues that helps us and/or can hurt us is the access to capital, particularly from US EXIM and OPIC.” Indeed, for India’s Dabhol project alone, $400 million in direct funding and $200 million in equity insurance got the financing done—and to everyone’s detriment.

Many well-announced projects would terminate with nary a mention. These included proposals to build power plants in East Java, Indonesia (500 MW, $525 million, 50 percent owned), and in Poland (116 MW, $120 million, 97 percent owned). In the Republic of Croatia, where Ron Brown’s Enron-related trade mission had ended tragically, a 180 MW, $160 million project, scheduled to begin construction in 1997 with completion two years later, did not get off the ground.

In Mozambique, reputedly the poorest country in the world, Enron garnered great press for its proposed 560-mile gas pipeline project that would market gas from the country’s Pande Field (a potential EOG project). DOE Secretary Hazel O’Leary, who led a trade mission to South Africa in 1995, was present for the $700 million signing. Enron’s half-owned project, however, would not materialize.14

The Middle East was also part of Enron’s ambitions. Rebecca Mark wanted to sell liquefied natural gas to Israel from Qatar, breaking what otherwise was an impasse between the two countries. (There was irony in Enron’s attempt to do business in the very region of the world whose instability Lay cited as a reason for the United States to move from oil to natural gas.) The $4 billion megadeal (“so big that it will raise us to a new plateau when it comes on stream,” Lay told the press) never got done.

There was a proposed $161 million natural gas processing plant in Vietnam that did not reach fruition. All told, 5 out of 10 projects listed as “in final development” in Enron’s 1996 Annual Report would be terminated.

The ones that made it had their own issues. On the island of Sardinia, for example, a 551 MW power plant that would turn residue from Italy’s largest refinery into electricity, described over two pages in Enron’s 1996 Annual Report, was way late. The $1.35 billion project, 45 percent owned by Enron, began construction in August 1997, with commercial operation set for two years later. In 1998, Enron postponed the in-service date to first-quarter 2000. Finally, in 2001, in Enron’s last months of solvency, the refigured integrated gasification combined-cycle plant began operations.

The problem went beyond individual projects to whole divisions, business lines, and regions. A division of Enron International, Enron LNG, formed in early 1993, never got a deal done despite numerous well-publicized project negotiations. The cover story of a 1996 issue of Enron Business, “EDC Takes LNG to the Middle East and Beyond,” touted the prospects of the “proven” technology being “the fuel of choice in developing nations that have no indigenous gas supplies or limited pipeline import capacities.” Africa, Middle East, Russia—whole regions where Enron rolled the dice in the quest to become “the premier international global” resulted in snake eyes. Same for an LNG import terminal in Puerto Rico with Kenetech Corp., a soon-to-be bankrupt wind developer.

International liquids marketing reflected Enron’s own liquids and petrochemical production. But finding a “market niche to provide us with some competitive advantage,” as stated by EI head Robert Kelly in 1993, was never solved. This would require becoming the low-cost provider à la Enron Oil & Gas, added Kelly. That did not and probably could not happen; asset-rich incumbents, including the oil majors, were ensconced in that field.

Big plans for China, begun in 1990, produced one project that Enron would have been better off without. A purchased power agreement for the $130 million, 150 MW Hainan Island, completed in 1996, was a “debacle,” remembered one principal. “The economy turned south, didn’t need the power, and they stopped paying us,” said Jim Hughes, who was assigned the cleanup.

Russia was another mega-target for Enron and Ken Lay. On the “historic morning” of August 30, 1993, Gazprom Chairman Rem Viakhirev signed a “major agreement” to supply natural gas to prospective Enron power plants in Greece, Italy, Turkey, and Germany. Along for the signing were Russian Prime Minister Viktor Chernomyrdin and US Energy Secretary Hazel O’Leary. Lots of press resulted from the highly choreographed event.

Figure 12.3 Seven years of effort in China resulted in one (problematic) project, Hainan Island (1996), signed and celebrated by Ken Lay. An earlier agreement signed by Enron to develop an LNG project in China (lower left) did not reach fulfillment.

Actually, this was a second beginning between the two parties. Gazprom had just nixed a several-year effort by Enron to enter into a contract to rehabilitate Russian pipelines. And as it turned out, Gazprom did not want to enable a competitor, and a capitalist one at that. Why would the world’s largest gas company with reserves of 1,700 TCF—nearly a thousandfold that of EOG—want to give a hyperaggressive US company a beachhead in Europe and in Russia itself?

Enron got some scraps. Fifty-four Russian pipeliners had been trained at Northern Natural Gas’s facilities in Nebraska. Also in 1994, Enron Operations helped Gazprom with document management. The next year, Gazprom turned to EOG to jointly develop and market gas reserves in Uzbekistan with Uzbekneftegaz. In neighboring Latvia, the former Soviet republic utilized Enron’s expertise in storage field equipment and operation. A compressor station was refurbished in St. Petersburg.

But the bigger things midstream or downstream—with transmission, marketing, or sales—were no-gos. “Gazprom did not want to liberalize markets,” one Enron principal remembered. “They truly believed that letting Enron into this particular spot was a taste of something they didn’t want.”

Figure 12.4 A framework agreement was signed with Gazprom in 1993 in Enron’s 50th-floor boardroom. Witnessed by dignitaries from both countries, the signing did not result in major projects. The world’s largest gas entity was not interested in enabling a capitalist competitor on its home turf.

The off-limits country just to the south of Enron—rich in minerals, people, and climate—stood ready to be a Canada or even a new Texas with private ownership, voluntary exchange, stable money, and the rule of law. But Mexico, lurching between crisis and recovery (euphemistically referred to as “a transition period”), kept Enron on the sidelines, as it did the whole of US industry.

There was always hope. The North American Free Trade Agreement (NAFTA) was seen as a wedge capable of increasing gas exports from the United States to Mexico sixfold by 2000—not to mention increased Mexican demand for energy infrastructure. The American Gas Association and Interstate Natural Gas Association of America (INGAA), both with Mexican membership, made it their top legislative priority, and Ken Lay personally testified in favor of the trade bill. Another upside was that NAFTA, in the words of Natural Gas Week, “undoubtedly will serve as a model for other agreements throughout Central and Latin America.”

Mexico, meanwhile, talked a good game about opening up its natural gas market to imports, foreign capital, and even open access to transportation and storage facilities. “We’re aggressively looking for opportunities in Mexico,” stated Jeff Skilling in 1993. “NAFTA is obviously a plus from a long-term standpoint,” he added.

Hard-fought NAFTA became law on the first day of 1994. DOE Undersecretary Bill White directed a trade mission to Mexico in mid-1995 to “promot[e] U.S. energy, environmental, and technological interests in Mexico’s expanding and emerging markets,” inviting Enron representatives from various business units and from government affairs. It was such a natural with Houston Pipe Line reaching Mexico’s border.

Infrastructure opportunities were certainly there. At an INGAA-sponsored event, the head of the gas pipeline division of Petróleos Mexicanos (PEMEX) rejected any move toward privatization or open access. But he predicted that Mexico’s new Energy Regulatory Commission (enabled by November 1, 1995, legislation) would modernize what was currently a manually operated system, characterized by once-a-week readings instead of automatic metering controls and daily balancing.

Mexico business was not to be, despite much effort by Enron. The peso crisis in late 1994–95, remarked James Steele of Enron Development, was just the sort of political risk that made financing unavailable for the socialist, quasi-corrupt, impoverished country. “The experts don’t know what will happen; the equation is constantly changing,” he lamented.

Enron Global Power & Pipelines

The chairman and CEO of Enron International in 1994, Rod Gray, had the difficult task of presiding over a global start-up and, in particular, the whirlwind Rebecca Mark. Mark, head of EI’s Enron Development Corp., was a John Wing protégé turned Ken Lay confidante. Combining Wing’s drive and toughness with Lay’s incurable optimism, Mark saw few obstacles that she felt she could not overcome.

EI’s goals in 1994 went beyond finding markets for Teesside II’s gas and getting Dabhol to financial close. Gray saw a basic need to better coordinate EI’s far-flung operations in order to improve information flow and teamwork.

As Gray grappled with pulling the team together, Jeff Skilling and Rich Kinder worried about Enron Development. With Mark’s acquiescence, and to Gray’s relief, the Joint Venture Management Group was formed within ECT to compare actual performance to contractual obligations and financial projections. The auditors were led by Amanda Martin, a lawyer who had come to Enron in 1991 from Vinson & Elkins. Second in charge was Darrell Kinder, recently discharged from his troubled gas liquids and MTBE operations. With an eye for numbers, in addition to her other strengths, Martin would become ECT’s first female managing director in 1996.

“Our mandate is to look at each project from the perspective of the owner,” Martin explained to Enron employees. “We’re not looking at a deal as a developer or as a turnkey operator.” The goal was to have the legal foundation to ensure “that a good project is developed that is viable for the duration of the asset’s life cycle in this competitive marketplace,” she added. Only then, added Lou Pai, would developing-country projects “make a major contribution to Enron’s global expansion.”

But the horse was out of the barn. Martin uncovered operational issues that would have embarrassed Enron back home, from a leaky pipeline to an infested water intake at a power plant. Cost estimates, profit forecasts, and risk analyses were dicey. Because of the timing of their bonuses, the people in Mark’s deal shop turned out to be far more interested in financial closure than in actual operations.15

What was needed, Rich Kinder et al. concluded, was a new stand-alone organization dedicated to developing-country operations. Also, to the extent that a project’s market value (as revealed by the public offering) exceeded the project’s book value, Enron wanted to monetize the investment to keep earnings growth high, reduce debt for a strong credit rating (of great benefit to Skilling’s side), and capitalize other priorities. Investors, too, were more interested in operating projects than in taking development risks. A step toward a credit-rating upgrade, of great benefit to Skilling’s side, in particular, was welcomed too.

Four times already, Enron had taken a wholly owned subsidiary public: EOG (1989), Enron Liquids Pipeline LP (1992), Northern Border Partners LP (1993), and EOTT Energy Partners LP (March 1994). A fifth time would attract capital for emerging-market projects, while offering Enron investors a new play. The company could also bring dividend earnings to investors.

The result was Enron Global Power & Pipelines LLC (EPP), which went public in November 1994 with Rich Kinder as chairman, Rod Gray as CEO, and Jim Alexander as Chief Financial Officer (CFO). Just five months before, EI had been merged into ECT, with Gray joining Ron Burns and Jeff Skilling atop management. Now, Rebecca Mark of Enron Development reported to Kinder and Lay, with her projects designed to be turned over to EPP for operation. EI, meanwhile, a shell of its former self, was ECT-focused to create liquid markets for gas and electricity abroad.

Although EPP was a publicly traded company, Enron as majority owner created complications. “Enron will control the Company and will have extensive ongoing relationships with the company,” the prospectus read. “Certain conflicts of interest exist and may arise in the future as a result of these relationships.” To arbitrate, Enron-EPP deals would be reviewed by three independent members of the board of directors, two of them being George Slocum (the ousted head of Transco Energy and now a consultant) and General Brent Scowcroft (the former national security advisor to Presidents Ford and George H. W. Bush).

EPP would own and operate Enron’s power plants and pipelines located outside North America and Western Europe, that is, in the developing world. The new public company began with Transportadora de Gas del Sur, as well as ED’s two power plants in the Philippines and one in Guatemala, all of which were strong enough.16 Further assets would come from a Purchase Right Agreement whereby Enron promised to sell, “at prices lower than those available to third parties,” its developed interests in like assets through 2004. Similar commercial assets from outside parties could also be acquired in the same geographical region, investors were told.

Ten million shares, representing 48 percent of the company, were placed at $24 per share, raising $225 million for Enron. The year-end cash-out helped Enron make its 1994 numbers and provided an instant valuation for Enron’s remaining 52 percent share.

EPP would acquire new assets from Enron right after they had achieved commercialization. In second-quarter 1996, EPP purchased Enron’s 49 percent interest in Centragas, a 357-mile, 110 MMcf/d pipeline in Colombia, anchored by a 15-year shipper agreement with state-owned Ecopetrol. The next month, EPP purchased Enron’s 50 percent interest in a newly commercialized 185 MW barge-mounted power plant in the Dominican Republic, anchored by a 19-year power purchase agreement with the public utility of the country. (This project was a fiasco on many fronts, negating returns on its $95 million cost.) The missing asset, however, was the grandest one: Dabhol. Just the prospect of restarting the project in 1995 moved EPP’s stock.

Predictable problems developed as EPP management’s fiduciary duties to their minority shareholders bumped into the concerns of Enron, which was why the accounting rules discouraged such arrangements in the first place. Enron spent $2 million with lawyers and accountants to find a way to be in control, but technically not be, in order to book profits by taking EPP public.

Figure 12.5 Enron Global Power & Pipelines, under Rod Gray, was Enron’s attempt to monetize its investments in developing-country projects. EPP’s problems in navigating between majority-owner Enron and minority owners resulted in Enron’s taking the unit back after less than three years.

Selling high and buying low was a tough mix for two public companies committed to 15 percent earnings growth. It was a classic conflict of interest. And soon, EPP’s CFO Jim Alexander was at loggerheads with Rich Kinder over valuation. To Alexander, Enron’s assets were being sold to EPP at cost, not market, not good for EPP given Enron Development’s high-cost, low-value propositions.17

In addition to Kinder, Alexander fussed with his boss, Rod Gray, over Enron’s cost assignments, such as the snowball. Alexander met with Ken Lay to voice his concerns only to have Lay return the issue to Kinder. When Alexander’s accounting function was outsourced to ECT, it was a signal to resign. (ECT had assumed scaled-down EI in August 1994, five months before EPP went public.) He did, as did EPP’s general counsel Jennifer Vogel and controller Jeffrey Spiegel. “I am not going to sign any SEC documents unless I have control over the numbers,” Spiegel insisted.

Gray remained as CEO, and Stan Horton was brought in along with other Enron-side executives in the makeover. Only Alexander’s resignation was announced. It was time for Enron to end the experiment and the conflict-of-interest imbroglio, by either selling its 52 percent to EPP or buying out EPP shareholders’ 48 percent.

The latter option was chosen in August 1997, with EPP’s owners receiving ENE at $35 per share of EPP, effective November 1. It had been less than three years from the partial spin-off. EPP shareholders exited with a 14 percent annual return on their investment. Enron admitted it paid a “premium price,” part of a bigger cause of assuring “Wall Street that its investments were stellar.” The assets were redeployed within Enron Capital & Trade Resources, which was already managing the commercial side of Enron’s domestic power plants.

Authors Bethany McLean and Peter Elkind described the short-lived arrangement as “a remarkably sleazy solution,” a paean to the present at the expense of the future, not unlike the all-in use of mark-to-market accounting elsewhere at Enron. “This story again reveals Lay’s (and Kinder’s) failure to address serious conflicts of interest,” noted Harvard Business School professor Malcolm Salter. In 2002, Alexander would tell the New York Times: “We were the dead canary in the coal mine.”

Enron Engineering & Construction

Formed on the fly to design and build the 1,725 MW Teesside cogeneration plant, Enron Power US was an immediate profit center that generated $100 million during 1991–93, a 7 percent margin on a $1.4 billion project.18 Originally housed within Enron Power Corp., this unit was “responsible for design and construction aspects of worldwide power development.” In addition to Teesside, the unit got busy on Enron International’s “fast-track and integrated projects,” several of which were completed in 1993–94.

With a track record of “high quality construction on time and under budget,” Enron Power US—now housed within Enron Operations Corp. (EOC)—was “building, managing and operating all of Enron’s assets around the world,” excepting those of EOG. The self-described “best in class builder and manager” sought third-party business as well to be “a growth area for EOC.” But how could this division grow beyond the captive business of its parent to help Enron become a new energy major?

In first-quarter 1994, EOC head Tom White announced Project Mid-1990s, “a bottom up review of [our] engineering and construction services.” McKinsey & Company, still Enron’s favorite, would facilitate and summarize the proceedings for 70 task force heads and members.

The result was a new division, Enron Engineering & Construction (EEC). Six months of feedback from “internal and external customers, benchmarking against competitors, and an in-depth review of current practices,” defined EEC’s purpose as undertaking “major construction projects in support of business developers in Enron International and Enron Gas Services [and] … major ‘rate base’ projects for our pipeline companies.” The leader of EEC was Linc Jones, at that time head of Enron Power Corp. Larry Izzo, the hero of Teesside, was vice president of project management—and soon to take Jones’s place as president of EEC.

“Through the end of the decade,” Enron’s 1995 Annual Report read, “EE&C is negotiating turnkey contractor and engineering services for approximately 30 projects throughout the United States, Asia, Latin America and Europe with total capital costs of approximately $15 billion.” With international starts slow, however, EEC turned to home projects, such as Northern Natural’s East Leg expansion and a small intrastate pipeline for a Midwest gas utility.

Net income of $47 million in 1994, driven by EI projects, flatlined at $44 million and $46 million in 1995 and 1996, respectively. Third-party work was the exception, and mixed results made Teesside’s triumph a fading star. Operational problems with several EI/ED projects—the 185 MW Puerto Plata project in the Dominican Republic being foremost—reflected design and building issues. Cost-plus contracting between affiliates created malincentives, and fiefdom-like problems grew over time. “Army mafia” was a term coined by critics of EEC, including Jim Alexander of EPP.

EEC pitched itself as “the low-cost provider” with “depth and breadth of experience, leading-edge technology and excellent safety and environmental records.” A backlog of $3–$4 billion was trumpeted in Enron’s 1996 annual report. But third-party business was going to Bechtel, Black & Veatch, and Foster Wheeler, among others. (Bechtel, in fact, was building Enron’s Dabhol power plant in India as part owner.) EEC did not even have a sales force to pursue outside projects, hardly a sign of confidence.

The growth strategy turned to acquisitions. Now housed in Enron Ventures (the expanded successor to Enron Operations), EEC bought National Energy Production Corp. (NEPCO) from Zurn Industries in 1997 to “help Enron meet its goal of becoming the world’s leading energy company.” NEPCO, headquartered in Washington State, had a full book of business to add to its 45 completed power plants. More business was envisioned from a restructured electric industry.

As it turned out, EEC’s appetite outraced its capabilities in the next years, as NEPCO accumulated a multibillion-dollar liability from violated performance agreements. NEPCO would file for bankruptcy six months after Enron. “The recklessness surrounding the acquisition and development of NEPCO is noteworthy because it shows the pervasiveness of Enron’s commercial naïveté, deal orientation, and lack of financial discipline,” wrote Malcolm Salter. Larry Izzo, meanwhile, on whose watch the unreported liabilities accumulated, was now CEO of Calpine Power Services.

Conclusion

Enron’s international effort failed to sustain its fast start. In 1992, income before interest and taxes was $33 million; in 1993, $132 million. But there it plateaued. The absolute level of IBIT remained high: $148 million (1994), $142 million (1995), $152 million (1996). But asset sales and one-time project bookings, not annual cash flow from operations, made these earnings transient.

In 1995, Rebecca Mark and Joe Sutton told investors: “By the year 2002, Enron’s international projects could total 14,000 megawatts of generating capacity and 6,000 miles of pipelines.” By the time Enron deemphasized international infrastructure development (in 1999), with less than 4,000 megawatts and with 10,000 miles of pipe (all in South America), the entire international portfolio was for sale. Rebecca Mark and Joe Sutton left Enron in 2000, and by the end of 2001, Enron was insolvent.

It began so promisingly with Teesside I. But that harrowing project was diminished by Teesside II and would not be replicated in countries and regions less capitalistic than the United Kingdom.

The mixed bag of International was, no doubt, plagued by a lack of capitalist institutions that kept country populations away from energy prosperity. Enron was ready with capital and expertise to perform around the world. But execution was marred by hubris (rather than humility); hope (rather than prudence); illusion (rather than substance); promise (rather than results); signings (rather than operations); postponements (rather than admissions); politics (rather than markets).

In this regard, contra-capitalist Enron International was not unlike its parent. In fact, the financial drain from EI contributed to the decision of capital-starved Enron to double down on financial shenanigans in the late 1990s.

Rebecca Mark, a “New Age corporate diva” to her critics, proved to be too confident in her ambition, too inattentive to the marketplace, too trusting in government. Heart-over-head, she was a Lay-like gambler. Talented, and with many successes in her earlier corporate life, her flameout would come with Azurix, a water company she founded at Enron in 1998.

..................Content has been hidden....................

You can't read the all page of ebook, please click here login for view all page.
Reset