re: my prior email.  When you print these, please attach the email to the 
attachment (hard copy).

thanks
---------------------- Forwarded by Kay Mann/Corp/Enron on 04/19/2001 11:32 
AM ---------------------------


"PARKER, Isabel" <isabel.parker@freshfields.com> on 04/19/2001 11:17:46 AM
To: "Kent Shoemaker (E-mail)" <kent.shoemaker@ae.ge.com>
cc: "Kay Mann (E-mail)" <kay.mann@enron.com>, "Carolyn Campbell (E-mail)" 
<CCampbell@KSLAW.com>, "John Tisdale (E-mail)" <jtisdale@jhancock.com>, "Jack 
Wallace (E-mail)" <jwallace@jhancock.com>, "John Anderson (E-mail)" 
<jcsanderson@jhancock.com>, "Gregory F. Lang (E-mail)" 
<gregorylang@paulhastings.com>, "O'BRIEN, Lisa" <lisa.obrien@freshfields.com> 

Subject: Pegasus - GE Documents


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Kent

I attach the following:

(a) a clean and blacklined copy of the GE opinion, marked to show the
changes from the version circulated yesterday; and
(ii) a clean and blacklined copy of the GE Consent, marked to show the
changes from the version circulated yesterday.

The opinion has been amended to cover the parent guarantee by General
Electric Company of GE Packaged Power's obligations under the Turbine
Contract.  The Consent has a minor amendment reflecting a change to the
credit documentation.

I would be grateful if you could confirm that the changes are acceptable.

Regards
Isabel


 - COMPARE002.DOC
 - NY003699615.DOC
 - COMPARE001.DOC
 - COMPARE001.DOC