Updated Merlin Term Sheet ,
 Attached is an updated Term Sheet.  For your convenience, I have attached
marked and unmarked copies.

> Alicia L. Curry
> Vinson & Elkins L.L.P.
> 2300 First City Tower
> 1001 Fannin Street
> Houston, Texas 77002-6760
> Phone:  713-758-4428
> Fax:  713-615-5688
> (Licensed in New York only)
>
>
>
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PRIVILEGED AND CONFIDENTIAL:
Contains attorney-client communications and/or attorney work product.

 <<Compare.DOC>>  <<Term Sheet for Merlin Put v8.DOC>>

 - Compare.DOC
 - Term Sheet for Merlin Put v8.DOC
andrea.v.reed@enron.com, anne.c.koehler@enron.com, mark.taylor@enron.com