Mark,

Attached please find a Confidential Agreement Amendment revised from the 
October 16 version presented to you earlier.  The revisions address the 
following for issues:

1.  Term-The AMI provision now extends for 2 years from the Confidentiality 
Agreement's effective date (September 6, 2000)
2.  Mariner-It is now clear that Mariner will not be bound by the AMI 
provision, even if ENA chooses to share Confidential Data with Mariner
3.  Contractual Relationships-Language has been added to clarify that ENA may 
enter into any contractual relationships with owners of Block 772 without     
triggering the AMI provision
4.  Repayment of Purchase Price-If Dominion were to exercise its AMI right, 
the provision is now clear that Dominion would have to repay ENA its 
acquisition costs.

Please review the attached, and if acceptable, you may choose to sign a hard 
copy of this e:mail to evidence compliance with Enron's Standstill, 
Noncompetition, and Non-Solicitation Provision Policy.

Steve Van Hooser





_______________________________
Mark Haedicke, General Counsel
Enron North America Corp.