To be added at the end of our insert regarding Transfers:

Party B may transfer its rights and obligations under this Agreement, in 
whole but not in part, to any Affiliate provided that no such assignment 
shall relieve Party B of its obligations hereunder and Party B shall be 
continue to be responsible for such Affiliate's obligations hereunder unless 
Party A approves of such Affiliate in writing, which approval may be withheld 
by Party A at Party A's sole discretion.

Let me know what you think.  Also, we may want to think about adding a 
provision to our form that states that ENA would be released of any 
obligations under the ISDA in the event it assigns the ISDA to an Affiliate 
so long as the Enron Corp. Guaranty stays in place.

Jason