Sorry for the delay - my e-mail has been down all day.
---------------------- Forwarded by Mark Taylor/HOU/ECT on 10/13/99 02:24 PM 
---------------------------


Edmund Cooper
10/08/99 11:55 AM
To: David Grevelle/LON/ECT@ECT, Mark E Taylor/HOU/ECT@ECT
cc: Viatcheslav Danilov/LON/ECT@ECT, Paul Sharp/LON/ECT@ECT, Zuzana 
Strmenova/LON/ECT@ECT, Michael R Brown/LON/ECT@ECT 
Subject: eClearinghouse - confidentiality and exclusivity agreement letter

Dear David,

Here is the version of the above document that Michael and I have drawn up 
for you.  Please note that the English law version of the document needs to 
be printed on Enron Europe Limited letterhead.

Mark - David has also asked for a Texas law version of this document.  Would 
you be able to arrange for one of the Houston lawyers to take a look at the 
document and make any necessary changes which would be required as a matter 
of Texas law.  Please feel free to give Michael Brown or myself a call if you 
need to have a chat about. Thanks.

Kind regards, Edmund.