i think this is the latest so lets work off this....i will call after i
talk with legal
----- Forwarded by Greg A. Swidensky/Houston/PEFS/PEC on 03/26/02 02:29 PM
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                    Michael S.                                                                                     
                    Richards             To:     sproctor@akllp.com                                                
                                         cc:     Greg A. Swidensky/Houston/PEFS/PEC@PEC, kamclendon@stblaw.com     
                    03/13/02 02:49       Subject:     CIPCO Storage Letter Agreement                               
                    PM                                                                                             
                                                                                                                   
                                                                                                                   



Shemin, attached below is your last draft of the letter agreement with our
additional comments.  Some of the comments we previously discussed on the
phone.  I understand my business person is having discussions with Enron
management to try and resolve a number of issues with Enron.  Therefore,
the results of those discussions may cause additional comments from us to
this Letter Agreement..  In addition, my business person is currently out
of the office, so these comments are subject to his review and additional
changes.  We are fine with the Escrow Agreement as long as it is understood
that Enron will pay all costs associated with the Escrow Agreement.

(See attached file: StorageLeaseLetterAgreement3-13-02.DOC)