Dear Carissa:

Further to our conversation, attached is a redline draft of a Master Firm Gas 
Purchase/ Sale Agreement  between Enron North America Corp. and Aquila Canada 
Corp. for your review.

In response to your letter of May 9, 2000, all revisions as agreed  have been 
incorporated in this draft.  With regards to "#5" in your letter, you are 
correct, there are reciprocal guarantees in place.  Exhibits C and D as 
contained herein  will be copies of same.

Finally, concerning "# 4" in you letter,  Article 14  Force Majeure.  Please 
note the change to your suggested request.   Please do not hesitate to give 
me a call with any questions or comments regarding the agreement.

Thanks for your assistance.
    

Very truly yours,

Debra Perlingiere
Enron North America Corp.
1400 Smith Street, EB 3885
Houston, Texas 77002
Phone 713-853-7658
Fax  713-646-3490