RE: Enron/GISB Contract ,
 Beth,

Thanks for your e-mail.  This will put us in agreement.  I have incorporate=
d=20
our changes as discussed in the following revised Section 13.  If you are i=
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agreement,  I will prepare execution documents.

Section 13 is further modified by inserting the following new Section 13.10=
:

Enron recognizes that, when NEGM is acting as Buyer hereunder, NEGM is=20
purchasing gas on behalf of certain gas companies (the =01&Repurchasers=018=
) to=20
whom it immediately resells such gas at the Delivery Point(s).  The parties=
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further agree that the term =01&Transporter=018 when used in this Contract,=
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including, but not limited to, in Sections 4 and 11., shall include any=20
company acting in the capacity of a transporter for any Repurchaser and agr=
ee=20
that Section 4.3 of the Contract will apply to invoices from such=20
Transporters for Imbalance Charges received from such Transporters to the=
=20
same extent as if such invoices were received by NEGM provided, that all=20
parties scheduled and nominated the same volumes as Enron and NEGM schedule=
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and nominated on hehalf  of  such Repurchaser at the Delivery Point(s). =20

Many thanks for your assistance with this matter.=20
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Regards,
Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490
webbb@dsmo.com