Direct examination:

            Q.      It has been suggested  that you pled  guilty  but you aren't really guilty of anything. . . Do you agree with that?

            A.           That I wasn't guilty?

            Q.        Yes.

            A.           No. I wish I could agree with it. But I was guilty....
            Q.      Mr. Koenig, what is the purpose of Exhibit A?

            A.       Exhibit A is a factual statement that provides... a factual basis for my plea of guilty.

            Q.        And does that factual basis list out every lie or misleading statement that you made to investors while you worked at Enron?

            A.       No.

Cross examination:

            Q.       Now, when you entered into this plea of guilty, had you been informed that there was a substantial amount of incriminating evidence against you?

            A.        I knew there - nobody had to have the other evidence. I knew it myself.

            Q.        Other than what you personally thought in your own mind, did someone show you any incriminating e-mails that showed that you were guilty?  

            A.       I reviewed my conduct for many years after I left Enron as I was defending myself in the civil cases. Yes, I was guilty of aiding and abetting securities fraud....I didn't plead guilty to one statement on this conference call. That's not petty or whatever you called it – thin?

            BY MR. PETROCELLI: Thin.

            A.        I don't think it's thin or I wouldn't have pled guilty to it. You have three Q and A items there-

            A.          No. That's not-

            Q.       -cited there.

            A.           They're cited here, yes.  I wished that was all I did.

            Q.           So, back to my question, then. You're still in the mode of protecting yourself, aren't you?

            A.        I don't  know what you mean by "protecting"  myself, but I don't  feel that in the last three days I've  protected myself in any way.

            Q.        What does it mean to say "the Department's assessment of the value of your assistance and your cooperation"?

            A.           The fullness. The – staying on the right track, not-not concentrating on little issues or avoiding the questions. I would put that in the value category.

            Q.        Might it also include how helpful you were to the cause of the Government?

            A.        No.

            Q.        Are you sure of that?

            A.        I'm sure of that, because I don't know  that I will, by all means and everything I say, help the Government....

            Q.         And at the time you pled guilty, how old were your three children?

            A.          Two of them. . .

            [The witness pauses.  He is offered a tissue to wipe his eyes, but declines the offer.]

           Q.        Would you like to take a break, sir?

            THE COURT: Why don't we take about a ten-minute break?

            THE WITNESS: I'm fine. I'm fine…

            Q.        Are you afraid, sir, as you sit here now? Do you have a fear of giving an answer that might alienate the Government because of the control they have over the rest of your life?

            A.        No.

            Q.        You have no fear at all?

            A.        I'm  past that....If I can answer your earlier question, my children, two are in college and one in high school.

            Q.        I appreciate that.

            A.       And entering into this guilty plea, it's not hard to tell them that. And I'm over the big fear.