We have received an executed Master Agreement:

Type of Contract:  ISDA Master Agreement (Multicurrency-Cross Border)

Effective Date:   February 22, 2001

Enron Entity:   Enron North America Corp.

Counterparty:   Grupo IMSA, S.A. de C.V.

Transactions Covered:  Approved for all products with the exception of:  
Foreign Exchange
          
Confirming Entity:  Enron North America Corp.

Governing Law:   Texas

Copies will be distributed.

Stephanie Panus