Mr. Sill

Pursuant to your request, attached is the execution copy of the Master Agreement between Enron Broadband Services Asia/Pacific Pte. Ltd. and Uecomm Operations Pty Limited.

Please print two (2) copies of the document and have an authorized officer sign both copies on Page 6 of the agreement.

When executed, please forward both original signed copies by overnight courier to Mr. David Minns at Level 21, 9 Castlereagh St., Sydney, NSW  2000, Australia, Telephone No. (612) 9229 2310

I will process the Enron Corp. Guaranty and will forward it to you when completed.

Thank you for your assistance and, should you have any questions, please do not hesitate to contact me.

Marie Heard
Senior Legal Specialist
Enron North America Corp.
Phone:  (713) 853-3907
Fax:  (713) 646-3490
marie.heard@enron.com