Kay and Gregg,

Attached for your review are the revised (and redlines) of the (i) CA for 
enovate empolyees; and (ii) Financial Services Agreement.

As for the CA, I have given it a term from the date of execution until 
October 4, 2004.  It would be best for Peoples to provide their own form of 
CA for the information they want to be subject to a confidentiality.;

As for the Financial Services Agreement, I have incorporated the duties of 
the Managing Member from the LLC Agreement.  It is my understanding that 
Gregg has requested assistance from Enron Tax to complete Paragraph 2(a) and 
2(d) and will touch base with Travis regarding Paragraph 3 to identify the 
nature of the expenses that would be incurred by Enron Corp.

These drafts are subject to Kay's review and approval, but we are one step 
closer.

Please let me know your comments and I will incorporate accordingly.

Kathleen