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This looks fine to me.
Thanks
Isabel

-----Original Message-----
From: Campbell, Carolyn [mailto:CCampbell@KSLAW.com]
Sent: Friday, April 27, 2001 11:30 AM
To: 'gregorylang@paulhastings.com'; 'iparker@freshfields.com'
Cc: 'kay.mann@enron.com'
Subject: Salmon LLC Agreement



<<2XFNRED.DOC>>  <<2XFN08!.DOC>>

Greg and Isabel:

Enclosed are clean and blacklined copies of the final draft of the First
Amended and Restated Limited Liability Company Agreement.  The blackline
reflects changes from the 4-04-01 draft which was attached as Exhibit A to
the letter agreement.  The only outstanding matter is to fill in three blank
dates on pages 1, 2 and A-3.  Please review and advise of any comments.
Thanks.

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>

Enclosures 136643v8
136643vR8/7



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