Hi Kent,

These are some requested changes to the Salmon a/k/a Delta break out 
agreement.  I'm not comfortable that Lee has reviewed these, as the comments 
were previously forwarded in another email.  In any event, we are looking for 
GE's blessings on this addition.

It seems to me that we are approaching time to gather GE's signatures on the 
various docs.  I will forward separately the email I received from our 
outside counsel with the final forms of everything but the break out 
contract, the assignment and assumption agreement and the GE parent guaranty.

Thanks for your assistance.

The 
---------------------- Forwarded by Kay Mann/Corp/Enron on 04/24/2001 10:59 
AM ---------------------------


Kay Mann
04/23/2001 02:52 PM
To: lee.johnson@ss.ps.ge.com
cc:  

Subject: Delta requested language




Insert at p. 42 as ARTICLE XII.

ARTICLE XII.
ADJUSTMENTS REGARDING UNITS WITH
SERIAL NUMBERS LISTED IN EXHIBIT P

12.1 Adjustments in Performance Guarantees to Reflect Site Conditions.  
Seller recognizes that the Sites for the Units identified and listed by 
serial number in Exhibit P have not been identified by Purchaser.  When the 
Site for each such Unit has been identified and the corresponding Site 
conditions for each such Unit has been provided by Purchaser to Seller, 
Seller and Purchaser agree to amend the Guaranteed Levels and the Specific 
Performance Levels for each such Unit to reflect changes in the Basis 
Conditions made to reflect the Site conditions for each such Unit.  The 
Guaranteed Levels and Specific Performance Levels as so amended will be 
consistent with those customarily provided by Seller for other LM 6000 
Enhanced  Sprint combustion turbine generator units in the United States with 
comparable Site conditions.
12.2 Storage of Unit(s).  Seller and Purchaser recognize and agree that the 
period or periods during which any of the Units identified and listed by 
serial number in Exhibit P is placed in storage (a) by Seller pursuant to 
Section 10.2.7 or (b) by Purchaser, as agreed between Seller and Purchaser, 
shall not be considered, directly or indirectly, in determining the 
commencement of the Primary Warranty Period or the Extended Warranty Period, 
or both.
12.3 Maximum Period of Seller Liability.  To the extent any Unit identified 
and listed by serial number in Exhibit P is placed in storage as contemplated 
in Section 12.2, the duration of such storage period shall be added, in the 
case of each such Unit, to the six (6)-year period identified in the last 
sentence of Section 27.1 for purposes of calculating the maximum duration of 
Seller's liability with respect to any such Unit and with respect to this 
Agreement.
12.4 No Effect on Cost, Schedule or Scope of Work.  Seller and Purchaser 
agree that implementation of the provisions and agreements of this Article 
XII shall be at no additional cost or result in any other change or impact to 
or upon the Scope of Work, Purchase Amount or Guaranteed Unit Delivery Dates, 
or all of them.