---------------------- Forwarded by Kay Mann/Corp/Enron on 12/08/2000 02:07 
PM ---------------------------


"George Kutzschbach" <gkutzschbach@fulbright.com> on 12/08/2000 01:55:51 PM
To: areynaud@coral-energy.com, dwhaley@coral-energy.com, 
TSeigler@coral-energy.com, Ben.F.Jacoby@enron.com, Kay.Mann@enron.com, 
CCampbell@KSLAW.com, JKeffer@KSLAW.com
cc:  

Subject: Section 17.4.4 of Facility Agreement

The second sentence of Section 17.4.1 of the Facility Agreement should
be revised to read as follows:

"If the Maximum Liability Amount (less any unpaid portion of the
Purchase Amount) is greater than the Proper Scope Value the difference
between such amount and the Proper Scope Value (the "Refund Amount")
shall be settled between the parties in accordance with Section 17.4.4
below."