Attached is S&C's revised version of the Servicing Agreement, incorporating 
the comments that I provided to them last week.  I have not had an 
opportunity to review this yet, but wanted you to get it as quickly as 
possible.  Please give me a call with any comments or questions that you may 
have regarding the attached.

Travis McCullough
Enron North America Corp.
1400 Smith Street EB 3882A
Houston Texas 77002
Phone:  (713) 853-1575
Fax: (713) 646-3393/3490      
----- Forwarded by Travis McCullough/HOU/ECT on 05/30/2001 10:49 AM -----

	Shermanj@sullcrom.com
	05/30/2001 10:18 AM
		 
		 To: travis.McCullough@enron.com
		 cc: GilbergD@sullcrom.com
		 Subject: EnronOnline Servicing Agreement


Attached please find a revised version of the EnronOnline Servicing
Agreement between Enron and NGPL.  We have included a clean copy of the
document as well as a blacklined copy showing the changes from the draft
dated May 16, 2001.

Please do not hesitate to call David Gilberg at 212-558-4680 or me at
212-558-4252 if we can be of further assistance.

Regards,

Jenny J. Sherman


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