In connection with the proposed ISDA Master Agreement between Valentis 
Investors, LLC and Enron North America Corp., attached are the Letter of 
Credit Provisions and a form of Letter of Credit.

Stephanie Panus
Sr. Legal Specialist
Enron North America Corp.
1400 Smith Street, EB3806
Houston, Texas  77002
ph:  713.345.3249
fax:  713.646.3490