Azurix Receives Consents From One Series of Noteholders, Extends Consent Payment Deadline On Other Two Series; Enron Bankruptcy Court Hearing Scheduled.

Business Editors

HOUSTON--(BUSINESS WIRE)--April 15, 2002

Azurix Corp. announced today that it has received tenders and consents from holders of a majority of its outstanding 10-3/8% Series A and Series B Senior Sterling Notes due 2007 in its pending cash tender offer and solicitation of consents and waivers. Azurix stated that it has not yet received tenders and consents from holders of a majority of the holders of its 10-3/8% Series B Senior Dollar Notes due 2007 and 10-3/4% Series B Senior Dollar Notes due 2010 and therefore is extending to 5:00 p.m. New York time on April 17, 2002, unless further extended, the deadline by which noteholders must tender and consent to receive the consent amount of 1.5% of par. The tender offer and the consent solicitation will continue to expire at 5:00 p.m., New York time on May 3, 2002, unless extended.

Azurix also confirmed that Enron Corp. has filed a motion with the United States Bankruptcy Court before which its chapter 11 proceeding is pending to approve votes by its subsidiaries and employees in favor of Azurix's proposed sale of Wessex Water Ltd. A hearing on this motion is scheduled for May 2, 2002.

Azurix previously announced its tender for all its outstanding Senior Notes at 88% of par, including the consent amount, and solicitation of consents from the holders of these notes to amendments to the indenture governing these notes to permit the sale of Wessex without complying with the existing provisions and to eliminate certain covenants, restrictions and events of default, and a waiver from those holders of the timely filing of certain financial and other information. Registered holders of at least a majority of the aggregate principal amount outstanding of each series of the notes must consent to each action described above for its approval, with Series A and Series B Senior Sterling Notes together constituting one series. If the tender offer is consummated, the amount paid to holders of 10-3/8% Series B Senior Dollar Notes due 2007 and its 10-3/4% Series B Senior Dollar Notes due 2010 who tender and consent, and do not withdraw their tenders and revoke their consents, before the April 17 deadline, as it may be extended, and to holders of 10-3/8% Series A and Series B Senior Sterling Notes who tendered and consented, and did not withdraw their tenders and revoke their consents before the April 15 deadline, will include the 1.5% of par consent payment. Those who tender and consent after these deadlines will receive the tender offer price minus this consent payment.

Salomon Smith Barney is acting as dealer manager of the tender offer and consent solicitation. Questions regarding the tender offer and consent solicitation may be directed to Salomon Smith Barney at 800/558-3745. An Offer to Purchase and Consent Solicitation, dated April 1, 2002, and related Letter of Transmittal and Consent describing the tender offer and consent solicitation have been distributed to holders of notes. Requests for additional copies of documentation can be made to Mellon Investor Services at 866/293-6625.

This announcement does not constitute an offer with respect to any securities. The tender offer and the consent solicitation are subject to the terms and conditions set forth in the Offer to Purchase and Consent Solicitation and the related Letter of Transmittal and Consent. Except for the historical information, the matters discussed in this press release are forward-looking statements, the accuracy of which is necessarily subject to risks and uncertainties. Actual results may differ significantly from the discussion of certain matters in forward-looking statements. Factors that may cause such differences include Azurix's ability to obtain on a timely basis consents required from noteholders and the bankruptcy court order approving the proposed sale of Wessex; YTL Power International Berhad's ability to obtain on a timely basis consent of its shareholders to the purchase of Wessex; effects of Enron's bankruptcy, including the possible involvement of Enron's creditors or the bankruptcy court in the management of Azurix, including the Wessex sale; changes in exchange rates between other currencies and U.S. dollars; Azurix's ability to retain key personnel to manage the sale and tender offer process; and other factors discussed in the consent solicitation and offer to purchase and in Azurix's filings with the United States Securities and Exchange Commission.