Rob:
I'll do my best to get back to you tomorrow although I still have not heard 
from my credit person.  Other than the credit issue, I do want to talk to you 
about the following:

1. Deletion of the Termination Event in Section (j)(c).  If we have to choose 
between this and the covenant that you inserted in Part 5, I would much 
rather have this but I don't understand why we can't have both.

2. In the new language that you added in the "Recording" section, I don't 
think that I can agree to the reasonable expectation language unless we make 
it clear here that it would be reasonable to expect that any call that is 
made to or from our trading floor will be recorded.  Also, at the very 
beginning where it says "that originates from and" the word "and" needs to be 
"or" to cover the situation in our case where someone from your side that is 
not on the trading floor calls our trading floor.

3. In Part 5, Section (o) the last sentence, please change the word "herein" 
to "this Agreement" and please change the last reference to "the Existing 
Transactions" to "this Agreement" as I thought that this is what we agreed to.

4. In the definition of MAC, in clauses (a)(ii) and (b)(ii), please change 
the word "either" to "both" and the word "or" to "and", as I thought this is 
what we agreed to.

5. In the form of LC, our credit group has asked us to add language that 
amends Section 13(b) of the UCP to shorten the time frame from 7 to 3 days 
and I will fax that to you.

I will be tied up until late morning but otherwise available.

Carol 



	"Robert J. Rieth" <rjr@houston.rr.com>
	05/16/2000 04:38 PM
		 
		 To: "Susan Flynn" <Susan.Flynn@enron.com>
		 cc: <Carol.St.Clair@enron.com>
		 Subject: Re: Re-Draft of IDACORP/Enron ISDA Documents


Thanks Susan  - I'll include the wire transfer information that you sent.

Carol/Susan  - I will be leaving on vacation Thursday PM. If possible I'd
like to wrap up this agreement and get it signed before I leave. We don't
seem to have much left. Please get back to me when you can.

Thanks

Rob Rieth

----- Original Message -----
From: "Susan Flynn" <Susan.Flynn@enron.com>
To: <rjr@houston.rr.com>
Sent: Tuesday, May 16, 2000 3:49 PM
Subject: Re-Draft of IDACORP/Enron ISDA Documents





Rob - Here is wire transfer information.

     With  respect  to  all  payments hereunder to Party A, Party B shall
comply
     with the following payment instructions:

               Payment by Wire Transfer:

               Bank of America, N.A. - Houston
               P.O. Box 2518
               Houston, Texas 77252-2518
               Account Number /Route Code:   3750494727
               Bank ABA No.:   111000012






----- Forwarded by Susan Flynn/HOU/ECT on 05/16/2000 03:26 PM -----
|--------+----------------------->
|        |          "Robert J.   |
|        |          Rieth"       |
|        |          <rjr@houston.|
|        |          rr.com>      |
|        |                       |
|        |          05/16/2000   |
|        |          10:03 AM     |
|        |                       |
|--------+----------------------->

>---------------------------------------------------------------------------
-|
  |
|
  |       To:     <Carol.St.Clair@enron.com>
|
  |       cc:     <Susan.Flynn@enron.com>
|
  |       Subject:     Re-Draft of IDACORP/Enron ISDA Documents
|

>---------------------------------------------------------------------------
-|





Carol/Susan - Attached is the latest re-draft of  the above documents
highlighted to show the changes from the May 4, 2000 draft.  Also, my
comments
are included in the yellow highlighted areas and can be viewed  by placing
your
cursor n these areas if your using Word 2000. I'm also faxing a  re-draft
and
comments to you.

Please give me a call after you have had an  opportunity to review them.

Thanks

Rob Rieth


Robert J. Rieth
Attorney at Law
Phone: (713)  984-2023
Fax: (713) 984-8973
e-mail: rjr@houston.rr.com
(See attached file: Re-Draft IDACORP - Enron ISDA  May 16,2000.doc)