thanks!

-----Original Message-----
From: <Sara.Shackleton@enron.com>
Sent: Monday, March 19, 2001 4:22 PM
To: Teigland, Lauren
Subject: Re: Allegheny/Enron side letter re: ISDA Agreement


Lauren:

(1)  Par. 3(xiii)  second and fourth lines:  the word "Guaranty" should be
replaced by the word "guaranty" and  the words "the Guaranty"  should be
replaced with "that guaranty", respectively.

(2)  Exhibit B Guaranty, first and final paragraphs:  change the date to
"March 19, 2001"

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com



                                                        TeiglandL@sul

             lcrom.com            To:     Sshackl@enron.com
                                                                      cc:

      03/19/2001           Subject:     Allegheny/Enron side letter re: ISDA
Agreement                                   01:21 PM











Sara, attached is a blackline which shows some minor changes we have made
to
the above to fix some nits/clarify exhibit references.  Let me know if you
have any questions or comments.


 <<Allegheny  ENRON ISDA SIDE LETTER(v4).DOC>>

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(See attached file: Allegheny  ENRON ISDA SIDE LETTER(v4).DOC)



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