Samantha,

Please note the one change to the credit worksheet:  the CP's collateral 
threshold to be changed from n/a to $0.00.

All other terms to remain the same.

Regards,
Tracy



---------------------- Forwarded by Tracy Ngo/PDX/ECT on 02/06/2001 09:30 AM 
---------------------------


Tracy Ngo
02/06/2001 08:40 AM
To: Samantha Boyd/NA/Enron@Enron
cc: Susan Bailey/HOU/ECT@ECT, Stephanie Panus/NA/Enron@Enron, Sara 
Shackleton/HOU/ECT@ECT, Christian Yoder/HOU/ECT@ECT, Steve C 
Hall/PDX/ECT@ECT, William S Bradford/HOU/ECT@ECT, Christopher F 
Calger/PDX/ECT@ECT, Michael Etringer/HOU/ECT@ECT, Dale Rasmussen/HOU/ECT@ECT 

Subject: Department of Water Resources, a div. of the State of CA - ISDA 
request

Samantha,

Per our conversation, attached please find a credit worksheet for a draft 
Master ISDA Agreement between ENA and Department of Water Resources, a 
division of The State of California.  I recently spoke with Christian Yoder, 
who has more insight on DWR from a legal reps/warranties perspective.  Given 
the short time frame that we're under, he indicated that the Swap Legal Group 
can just provide a draft ISDA based on the attached credit terms without the 
financial legal eligibility details.

Christian Yoder will work with Sara Shackleton at a later time to iron out 
any eligibility issues, etc.  Should the swap legal team have any further 
questions regarding the above, please contact Christian Yoder in Portland.

Please call w/any questions to the credit terms that I have provided.  Thanks 
for your immediate attention.

Regards,
Tracy
503-464-8755