Mr. Mitchell,

At the request of Phil DeMoes I am forwarding a draft of a GISB between Enron 
North America Corp. and Oglethorpe Exchange Place.   Upon your review,  
please give me a call to discuss any questions and or issues regarding the 
draft.   I may be reached at one of the locations listed below.



Regards,
Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490