Doug -

Pursuant to our discussions, attached is a copy of the revised letter for 
Peoples.  I have modified it to fit the current proposal and added some 
language believed to be necessary at this time.  You will also note that 
there is language indicating an assignment of this receivable to 
CommodityLogic.  There will need to be a document between ENA and CL to 
reflect this on an internal basis.  I will work on something later today so 
that we can properly document this matter.

Please look over the attached and let me know your comments.  I have copies 
Kay since she was responsible for reviewing the first letter and welcome her 
comments also.




Mark
Senior Counsel, ENA
Phone:     713-345-8897
Facsimile: 713-646-3940
E-Mail:      Mark.Greenberg@enron.com