I am assuming that this will not be utilized now, as we are moving toward another direction.

 -----Original Message-----
From: 	Nettelton, Marcus  
Sent:	Friday, October 05, 2001 9:22 AM
To:	Mellencamp, Lisa
Cc:	Sager, Elizabeth; Cook, Mary
Subject:	Draft Termination Letters
Importance:	High
Sensitivity:	Confidential

Attached is a draft termination letter for the respective Master Agreements, including the ISDA. The assignment documentation in respect of the Enfolio Master Firm Purchase/Sale Agreement, Master Purchase & Sale Agreement and the Master Energy Purchase & Sale Agreement does not address the notice address, however the Master Netting Agreement is clear in that if there are any inconsistencies notice shall be effective if given in accordance with the Master Netting Agreement.
	
The termination of the Underlying Agreements is based upon a failure to provide Collateral.
	
Also attached is a draft termination letter in respect of the Qualified Scheduling Entity Services Agreement, which provides that either party can terminate on provision of 60 days prior written notice delivered during the first 180 days commencing June 1, 2001.

Regards,
	
Marcus
	
 << File: Event of Default Master Netting New Power.DOC >>  << File: QS. Agreement .doc >>