Gene,

Further to our conversation,  please see the attach draft of a Master Firm 
Purchase/ Sale Agreement between ENA and Cenex Harvest Sates.  Upon your 
review please give me a call to discuss and issues you may have.



Very truly yours,
Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490