Gary,

I have reviewed your GISB and Special Provisions my remarks are as follows:

Concerning the first page,  Section 2.5 Enron prefers to be the confirming 
party; Section 3.2 we will agree to Spot Standard, and Section 13.5 Choice of 
Law we will agree to  New York or Texas.

Special Provisions:

1. We would agree to this provision with minor changes in wording.
2. Agree to netting again with changes to language as follows:
   In the event that Buyer and Seller are each required to pay an amount in 
the same Month hereunder, then such amounts with respect to each Party may be 
aggregated and the Parties may discharge their obligations to pay through 
netting, in which case the Party, if any, owing the greater aggregate amount 
may pay to the other Party the difference between the amounts owed.

We do not agree with purposed revisions to the remaining sections.   

As previously stated,  ENA will  consider use of  the GISB for firm delivery 
for 30 days or less.   This of course does not apply to interruptible 
service.   If you intent is for greater that 30 days of firm delivery,  I 
suggest we explore use of our Master Agreement in combination with a GISB or 
alone.  The  Master  cannot be used for interruptible service  thus the need 
for the GISB.

Please let me have your thoughts regarding these issues and how you would 
like to proceed.   


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