Here's the revised draft.  I think it includes everything we discussed 
today.  (For the next revision, perhaps we can get all of Select's info 
inserted on the first page, but I've run out of steam just now).  The open 
items are as follows:
(1)  Select to send Ed Sacks an org chart so Ed can verify that the new 5.6 
language about Affiliates is satisfactory.
(2)  Select will discuss with its billing department the possibility of using 
the 5-day payment provision in Enron's amendment to section 6.2 and advise 
Carol St Clair.
(3)  Select and Bob Bruce (along w/ Carol St Clair) to coordinate the EEI 
language in sections 5.2 and 5.4 with the Select/ENA ISDA agreement language 
regarding termination payments.  
(4) When we get very close to execution, Select and Enron will reconcile an 
Attachment A, to include all outstanding transactions between the parties 
other than those that the parties agree should not be covered by the Master 
Agreement (no one could think of any today, but....).

Thanks so much, Phyllis and John and Valerie, for your help in keeping this 
moving (even tho we didn't get to home plate this week, we made lots of 
progress with your help), and I hope our paths will cross again.

Regards,
Janice

EB3811
Assistant General Counsel, Enron North America Corp.
713-853-1794 (Fax:  713-646-3490)



	lemelpe@NU.COM
	05/02/2001 02:03 PM
		 
		 To: janice.r.moore@enron.com
		 cc: morisjr@selectenergy.com
		 Subject: Enron - Select MPPSA


Janice - To follow up on this morning's phone call, I propose the following
language:

In the Cover Sheet, Article Five, 5.6 Closeout Setoff, we would check off
Option B, and specify that, for purposes of this section only, Affiliates
of Party B shall only include subsidiaries of Northeast Utilities
Enterprises, Inc.

In the Other Changes section dealing with Confidentiality, I suggest adding
a sentence before the last one in the paragraph, that states:  "For
purposes of this section only, Affiliates of Party B shall not include The
Connecticut Light and Power Company, Western Massachusetts Electric
Company, and Public Service Company of New Hampshire."

I look forward to reviewing the re-draft of the MPPSA.

Phyllis Lemell