Spinnaker Threshold ,
 [You'll need to amend the credit worksheet to reflect changes]

"Threshold" means with respect to Party A, unlimited; provided however, that 
the Threshold for Party A shall be U.S. $5,000,000 upon the occurrence and 
during the continuance of a Material Adverse Change, and the Threshold for 
Party A shall be zero upon the occurrence and during the continuance of an 
Event of Default or a Potential Event of Default with respect to Party A.

"Threshold" means with respect to Party B, unlimited; provided however, that 
the Threshold for Party B shall be U.S. $3,000,000 upon the occurrence and 
during the continuance of a Material Adverse Change; and the Threshold for 
Party B shall be zero upon the occurrence and during the continuance of an 
Event of Default or a Potential Event of Default with respect to Party B or 
upon execution of any Transaction pursuant to this Agreement having a term 
greater than or equal to one (1) year.
susan.flynn@enron.com