The only points Mr. Priest wished to discuss concerning the Master Agreement are  Article 2 (i,ii) "Special Fund"  and  Article 8.6 regarding Security for the "Special Fund".   The Yazoo  City charter is prohibitive regarding "Special Funds".  Mr. Priest said he would provide a resolution and or minutes regarding authority to enter into this agreement and payment. 

			 
dp

Debra Perlingiere
Enron North America Legal
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron
713-853-7658
713-646-3490 Fax