Attached please find the execution copies of both O&M Agreements.  The only 
change I have made is the one we discussed at the end of Section 8.4.  Please 
let me know if you wish to discuss.

Jay, unfortunately, I would just print out these documents in lieu of the 
hard copies I previously gave you. However, keep and use the budget schedules 
I gave you.

Best regards.

David W. Locascio
Bracewell & Patterson, L.L.P.
711 Louisiana, Suite 2900
Houston, Texas  77002-2781
phone: 713.221.1396
fax:      713.221.2134
email: dlocascio@bracepatt.com

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 - Execution Copy of O&M AGREEMENT for LUMBERTON.doc
 - Execution Copy of O&M Agreement for Elizabethtown.doc