We have received an executed Consent to Assignment and Amendment to ISDA 
Master Agreement (this "Assignment/Amendment"), dated effective as of 
February 9, 2001, among UtiliCorp United Inc. ("UCU"), Aquila Risk Management 
Corporation ("ARM"), and Enron North America Corp. ("ENA").   Under this 
Assignment/Amendment: (a)  UCU assigned their rights and obligations under 
their ISDA Master Agreement (the "Master Agreement")  with ENA dated May 3, 
2000 to ARM, (b) ARM assumed all of UCU's rights and obligations under the 
Master Agreement with ENA, and (c) ENA consented to the UCU's assignment to 
ARM.

As a result, ARM is now the Counterparty under the Master Agreement with ENA 
dated May 3, 2000.    Therefore, effective today -- February 9, 2001, any and 
all EOL and offline financial transactions will be confirmed under the Master 
Agreement dated May 3, 2000.    

Cordially,
Susan S. Bailey
Enron North America Corp.
1400 Smith Street, Suite 3806A
Houston, Texas 77002
Phone: (713) 853-4737
Fax: (713) 646-3490
E:mail:  Susan.Bailey@enron.com