Kathleen,

Here are two revised Master for your review.  We have agreed to $.05 for the 
penalty section, and I have made other changes to Article1.

Please let me know if you are ready to close. 



Best regards,
Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490