Here is the Change Order number 4 that I should have sent out earlier.  Lee,
stated on the phone call today that there may be additional comments, so
please reply to all if there are so we can revise the Facility Agreements
accordingly.

Kent

-----Original Message-----
From: Shoemaker, Kent (GEAE)
Sent: Wednesday, November 01, 2000 4:21 PM
To: 'Kay.Mann@enron.com'
Subject: RE: GE Contract


Didn't I tell you - I love outside counsel!!!

See you tomorrow
Kent

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Wednesday, November 01, 2000 4:20 PM
To: Shoemaker, Kent (GEAE)
Subject: RE: GE Contract



CST.  That was right, right?

I'm going to have the outside lawyer involved for the purpose of turning
the revised draft, so long as you don't have an objection
(objecting=volunteering to turning the next draft!)

Kay






"Shoemaker, Kent (GEAE)" <kent.shoemaker@ae.ge.com> on 11/01/2000 03:11:13
PM

To:   "'Kay.Mann@enron.com'" <Kay.Mann@enron.com>
cc:

Subject:  RE: GE Contract

Is that 3:30 CST? If so, I'll be ready.

-----Original Message-----
From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com]
Sent: Wednesday, November 01, 2000 4:08 PM
To: Stuart.Zisman@enron.com; kent.shoemaker@ae.ge.com;
Ben.Jacoby@enron.com; lee.johnson@ss.ps.ge
Subject: GE Contract


Gentlemen:

Attached is a draft of the facility agreement, without reference to WestLB.
It just came in, so I haven't reviewed it.

It looks like 330 tomorrow will work for this group, unless you tell me
otherwise.  I'll get back to you with the location.

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 11/01/2000 03:04
PM ---------------------------


"Cope, Lori" <loricope@akllp.com> on 11/01/2000 03:00:50 PM

To:   "Kay Mann (E-mail)" <Kay.Mann@Enron.com>
cc:

Subject:  GE Contract


Enclosed please find clean and blacklined versions of the GE Contract.
The blackline of the Agreement identifies the changes from the draft I
sent you. Note that no blackline of the Exhibits was necessary because
it contained no references to WestLB.
Regards,
Paul

<<HOU_554886_3.DOC>>  <<BL554888.DOC>>  <<HOU_554888_4.DOC>>
Paul J. Pipitone
Andrews & Kurth L.L.P.
4200 Chase Tower
600 Travis
Houston, Texas  77002
Phone: 713-220-4101
Fax:  713-238-7176
ppipitone@andrews-kurth.com

The information contained in this e-mail message is legally privileged
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Thank you.



(See attached file: HOU_554886_3.DOC)
(See attached file: BL554888.DOC)
(See attached file: HOU_554888_4.DOC)