Under FINANCIAL MATTERS: BILLING, INVOICE DATE, CHARGES AND PAYMENT in
Appendix 1, I propose the following revised wording since we are not able to
provide a purchase order number at this time:

"Invoices for payments and correspondence for this Agreement must reference
Buyer's Purchase Order Number if such has been provided to Seller prior to
the first (1st) Business Day following the month of Gas deliveries.  If the
Purchase Order Number has been timely provided to Seller, invoices which do
not reference Buyer's Purchase Order Number will be returned unpaid.  All
invoices shall include any supporting documentation necessary to verify the
charges billed."

-----Original Message-----
From: Pfister, Christian W.
Sent: Friday, December 15, 2000 5:49 PM
To: 'Dan.J.Hyvl@enron.com'
Subject: FW: FW: Enfolio Contract with CPS


Mr. Hyvl,

There was one change that you did not make that I requested.  It was
difficult to tell since only a single word was bolded.

APPENDIX "1"  FINANCIAL MATTERS  BILLING, INVOICE DATE, CHARGES AND PAYMENT

"Buyer shall remit any amounts due on the 25th day of the Month in which
Seller's statement was received.  If the due date for any payment to be made
under this Agreement is not a Customer's Business Day, the due date for such
payment shall be the following Customer's Business Day."

There are very few instances where our Business Day would be different from
your business day.  However, as an example, the day after Thanksgiving is a
CPS holiday.  This year, we had a gas payment due on that date which we sent
on the following Monday.  This is probably the only holiday CPS has that
your company may not have.

-----Original Message-----
From: Dan.J.Hyvl@enron.com [mailto:Dan.J.Hyvl@enron.com]
Sent: Friday, December 15, 2000 4:57 PM
To: CWPfister@cps-satx.com
Subject: RE: FW: Enfolio Contract with CPS



Christian,
     Attached is the modified contract with the changes you requested.
Please print off 2 originals and have them signed.  Please fill in the
purchase order number information on the invoices section of Exhibit A.  If
the number is not available, them please delete the information requiring
the number from the billing and payment provision.  Forward the signed
copies to me or Janet Wallis and we will proceed with execution by ENA.
(See attached file: CITYPublicServiceSanAntonio.doc)




                    "Pfister,

                    Christian W."         To:     "'Dan.J.Hyvl@enron.com'"

                    <CWPfister@cps        <Dan.J.Hyvl@enron.com>

                    -satx.com>            cc:

                                          Subject:     RE: FW: Enfolio
Contract with CPS
                    12/15/2000

                    04:16 PM









Unfortunately, we don't have a purchase order issued yet so I can't give
you
a number.  I know that would make it easier for you guys, but I don't think
we can issue one until right before the first gas purchase.  First, a
purchase requisition needs to be issued.  Then, a purchase order will be
released following approvals by the various individuals authorized to sign
off on them.

-----Original Message-----
From: Dan.J.Hyvl@enron.com [mailto:Dan.J.Hyvl@enron.com]
Sent: Friday, December 15, 2000 4:13 PM
To: CWPfister@cps-satx.com
Cc: Janet.H.Wallis@enron.com
Subject: RE: FW: Enfolio Contract with CPS



Christian,
     If the purchase order number will be the same for all deals under the
contract, can you give me the number so that I can include it as a part of
your address for Invoices.



 - CITYPublicServiceSanAntonio.doc