Winston & Strawn Comment: Consents to Assignment ,
 Winston & Strawn has asked that the following be added to the Consents
to Assignment (e.g., in the "Successors and Assigns" paragraph):

"WestLB is an express third-party beneficiary of this Consent."

Please forward the revised draft of the GE Consent to Winston & Strawn
(toxley@winston.com).

Regards,

Rob Taylor
Andrews & Kurth L.L.P.
600 Travis Street
Suite 4200
Houston, Texas  77002

Tel: (713) 220-4436
Fax: (713) 238-7273
e-mail: robtaylor@andrews-kurth.com

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roseann.engeldorf@enron.com, kay.mann@enron.com, sheila.tweed@enron.com, 