I took the Mike Barnas language and added in all the "unreasonable to 
withhold consent" language from GenPower, to which I added the "financing 
structure" language.


I have attached a red-line, which you will need to "view" rather than 
"launch."  Please let me know asap if you think that this will fly with GE, 
or if the language needs to be softened at all.


Rose