----- Forwarded by Sara Shackleton/HOU/ECT on 05/31/2000 08:19 AM -----

	System Administrator <postmaster@Vitol.com>
	05/30/2000 11:31 AM
		 
		 To: Sara.Shackleton@enron.com
		 cc: 
		 Subject: Undeliverable: Master Agreement (financial) between Enron North A 
merica Corp. ( "ENA") and Vitol S.A. ("Vitol")


Your message

  To:      ddf@vitol.com
  Cc:      Tanya Rohauer
  Subject: Master Agreement (financial) between Enron North America Corp. (
"ENA") and Vitol S.A. ("Vitol")
  Sent:    Tue, 30 May 2000 17:27:07 +0100

did not reach the following recipient(s):

ddf@vitol.com on Tue, 30 May 2000 17:31:42 +0100
    The recipient name is not recognized
 The MTS-ID of the original message is: c=US;a=
;p=Vitol;l=LDN0040005301631L7L87HSX
    MSEXCH:IMS:Vitol:LONDON:LDN004 0 (000C05A6) Unknown Recipient



Message-ID: <862568EF.005A5FCD.00@notes.ect.enron.com>
From: Sara Shackleton <Sara.Shackleton@enron.com>
To: ddf@vitol.com
Cc: Tanya Rohauer <Tanya.Rohauer@enron.com>
Subject: Master Agreement (financial) between Enron North America Corp. (  
"ENA") and Vitol S.A. ("Vitol")
Date: Tue, 30 May 2000 17:27:07 +0100
Return-Receipt-To: Sara Shackleton <Sara.Shackleton@enron.com>
MIME-Version: 1.0
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I am a derivatives lawyer with ENA in Houston and obtained your name through
one
of my traders who is transacting with Jay Carr in Houston (please see
attached
message below).  When I spoke with Jay earlier this month, I asked him for
the
name of a lawyer but was advised that all Vitol lawyers were in New York and
that he would pass my message along to a lawyer.  I am assuming that you are
the
trading lawyer who can assist me with negotiating an ISDA Master Agreement
between our respective companies.  If not, please let me know and feel free
to
pass this message on to the appropriate attorney.  On April 12, 1995, Enron
Capital & Trade Resources Corp., predecessor in title to ENA, and Vitol
S.A.,
Inc. entered into a Master Agreement which is one of ENA's early energy
price
swap agreements.  Since our companies are currently trading weather
derivatives,
I think you would agree that it would be prudent to supersede the existing
agreement with an ISDA Master Agreement.  This relates to my conversation
with
Jay in that we confirmed our weather deals under the existing master but
incorporated the 1991 and 1993 ISDA definitions into the confirms of our
weather
trades.  Please let me hear from you.  You can reach me via email, phone
(713/853-5620) or fax (713/646-3490).
----- Forwarded by Sara Shackleton/HOU/ECT on 05/30/2000 11:14 AM -----
|--------+----------------------->
|        |          Sara         |
|        |          Shackleton   |
|        |                       |
|        |          05/05/2000   |
|        |          11:47 AM     |
|        |                       |
|--------+----------------------->

>---------------------------------------------------------------------------
-|
  |
|
  |       To:     jfc@vitol.com
|
  |       cc:
|
  |       Subject:     Master Agreement (financial) between Enron North
America|
  |       Corp. ("Enron") and Vitol S.A.
|

>---------------------------------------------------------------------------
-|



Jay:  I am a lawyer with Enron.  I called for you on Friday, you're out, and
no
one else could help.  I would like to speak with a Vitol lawyer about (1)
replacing our existing financial master with an ISDA (to accommodate a
broader
range of products) and (2) specifically incorporating the relevant ISDA
definitions into the recent weather transaction confirmations even though
the
master is an early master energy price swap agreement.  Please call me at
713
853-5620 with the information so that we can move quickly.  Thank you for
your
help.  Sara