OK.  DF




Christine Stokes
06/05/2000 02:17 PM
To: Lorraine Lindberg, Steven Harris/ET&S/Enron@ENRON, Susan 
Scott/ET&S/Enron@ENRON, Drew Fossum/ET&S/Enron@ENRON, Mary Kay 
Miller/ET&S/Enron@ENRON, Mary Darveaux/ET&S/Enron@ENRON, Glen 
Hass/ET&S/Enron@ENRON, Bill Cordes/ET&S/Enron@ENRON
cc: Kevin Hyatt/ET&S/Enron@Enron 

Subject: Revised Contract Approval Request

REVISED CONTRACT APPROVAL REQUEST

Attached is a revised non-standard discount letter for Southwest Gas 
Corporation (SWG).  SWG shall enter into a 10 year agreement for 14,000 Dth/d 
of seasonal (November through March  period) capacity from Transwestern's  
East of Thoreau (EOT) Area to the Southwest Interconnect located in the East 
of California Area.  The $.10/Dth/d transportation rate shall increase 
annually by $.005/Dth/d for the term of the agreement.  Alternate receipt 
point rights shall be from Transwestern's EOT Area and from the Bloomfield 
Compressor.  SWG ROFR rights shall be waived.

Paragragh 6 has been revised.  Transwestern is proposing the ability to 
retain any capacity release revenues which SWG may realize for capacity 
released at rates above the applicable discounted transportation rated 
provided by Transwestern to SWG.  This paragraph now stipulates that in the 
event that the FERC does not grant Transwestern the ability to retain these 
defined revenues, then this provision, provided in Paragragh 6, shall be 
deleted and the remaining contractual agreement and applicable discount 
provisions agreed upon between Shipper and Transwestern shall be kept in 
place.

Please indicate your approval via REPLY WITH HISTORY.  All Officer approvals 
shall be faxed to Bill Cordes for final Officer approval.