Dan ---

Sithe had one last change to make under their signature block.  Could you add 
to our document
and initial 2 originals again.  I will pick up the originals as soon as you 
are done.

Thanks,
Ruth
---------------------- Forwarded by Ruth Concannon/HOU/ECT on 12/05/2000 
12:15 PM ---------------------------


"Oliver, Jason" <joliver@Sithe.com> on 12/05/2000 11:00:46 AM
To: "'Ruth.Concannon@enron.com'" <Ruth.Concannon@enron.com>
cc: "'Jeff.Donahue@enron.com'" <Jeff.Donahue@enron.com>, 
"'Todd.Busby@enron.com'" <Todd.Busby@enron.com> 
Subject: RE: Transaction agreement




I have attached a corrected version.? The only difference is having the 
correct date in the header of pages 2 and 3 and adding "By:? 
Sithe/Independence, Inc. its General Partner" in the signature section under 
"SITHE/INDEPENDENCE POWER PATNERS, L.P."

Regards,

Jason


-----Original Message-----
From: Oliver, Jason 
Sent: Tuesday, December 05, 2000 10:42 AM
To: 'Ruth.Concannon@enron.com'
Cc: Jeff.Donahue@enron.com; Todd.Busby@enron.com
Subject: Transaction agreement

Here is the Transaction Agreement which reflects yesterday's deal.

? 
 - Sithe Resale Dec Off 12-4-00.doc