The By-Laws are the ones we sent by fax to Barry L. ??  And yes, these are 
the latest that the company has.? The other question  that you have about 
having 2 people executing the agreements.? Yes it is  necessary that 2 of 
those will need to sign.? One of them will be Genaro  Larrea Mota Velazco and 
I believe that the other one will be Daniel Tellechea  Salido (this I will 
have to confirm)
?
Which is your phone number ?? I may be calling you  between?the next couple 
of hours.

Saludos,
?
Armando Lanz Oliver
Lanz Consultores en Energia  S.C.
Rodolfo Gaona # 6 Despacho 103, Col. Lomas de Sotelo
Naucalpan, Edo  de Mex CP 53390
Tel: 555 757 88
Fax: 555 757 95
Cel: 044 5502  0308
Biper: 5447 1111 cve 801  9581
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----- Original Message ----- 
From:  Gerald.Nemec@enron.com 
To: arlanz@mexis.com 
Cc: Barry.Tycholiz@enron.com 
Sent: Wednesday, May 30, 2001 2:10  PM
Subject: Agency Agreement

Per Barry's request, attached is the Agency and  Management Services
Agreement to be executed between Enron North America  Corp. and Mexicana De
Cobre.? Also attached is the form of agency  agreement to be attached as
Exhibit B to the Agency and Management Services  Agreement.? This agency
agreement is El Paso's form and must be  executed by ENA, Mexicana, and El
Paso.? The El Paso form requires  that you open as a read only file.
Please review.

(See attached  file: Agency & Management Agreement2.doc)(See attached file:
EPNG  Agency Agr.doc)

We are working on the gas purchase agreement and should  forward shortly.

We received the power of attorney and bylaws you  emailed.? I had a Spanish
speaking attorney in our office assist me  with their review.? The bylaws
look fine. We would like you to follow  up with a certified copy in the
mail.?? For now can you confirm  via a response to this email, that these
are the latest bylaws on  file?

?He noted that under the Power of Attorney, it would be  required that two
of the gentlemen listed on page 2 of the power of  attorney documentation,
execute our agreements.? Can you  confirm?? Would be happy to discuss this
with you.

Thank you  for your cooperation.

Gerald Nemec
Attorney
ENA  Legal