---------------------- Forwarded by Kay Mann/Corp/Enron on 05/01/2001 04:32 
PM ---------------------------


"Thompson, Peter J." <peterthompson@akllp.com> on 02/12/2001 09:04:20 AM
To: "Kent. Shoemaker (E-mail)" <kent.shoemaker@ae.ge.com>, "Lee. Johnson 
(E-mail)" <lee.johnson@ss.ps.ge.com>
cc: "Kay Mann (E-mail)" <kay.mann@enron.com>, "Pipitone, Paul" 
<paulpipitone@akllp.com>, "Cobb, Chris" <chriscobb@akllp.com> 

Subject: City of Austin Breakout Agreement



 Pursuant to Kay Mann's instructions, attached please find a
clean copy of the most recent version of the City of Austin Agreement
(the second document below), as well as a blackline showing changes from
the last version circulated on December 14.  The Agreement deletes
references to specific performance guarantees for combined cycle plants.
The Agreement now has the exhibits rolled in. To complete the agreement,
we need to include the date of execution, the addresses and contacts for
Sections 25.1 and 25.3, and Exhibit H-2.
 <<CRO- City of Austin/GE Facility Agreement Versions 3 to 4.DOC>>
<<Gas Turbine Agreement Draft of 12/13/00.DOC>> 
 - GE Facility Agreement Versions 3 to 4.DOC
 - 00.DOC