Rhett:

I am negotiating with First Union National Bank (Party B below).  Is the 
following rep OK?

"Party B is a national banking association organized under the laws of the 
United States of America and is treated as a corporation for United States 
tax purposes."

Why does the bank see the need for the latter clause?

Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com