I would like to have a chance to read it, which I haven't.  I still finishing 
up the Intergen docs.

The reason we were using a summary is that we don't know how GE is going to 
react, which might result in some changes to the contract.  In the case of 
the LM's we had already agreed with GE concerning the terms applicable to the 
equipment after assignment.

Kay


   
	
	
	From:  Ben F Jacoby @ ECT                           01/10/2001 10:42 AM
	

Sent by: Ben Jacoby@ECT
To: Kay Mann/Corp/Enron@Enron
cc: f_mitro@hotmail.com 

Subject: Prototype Letter Agreement

Kay:

Is there any reason we would attach a summary of the master 7EA facility 
agreement rather than a redacted copy? Other than that, it looks good to me. 
Are you OK with us sending this out?

Also, it would be helpful to have all exhibits to send with the letter (i.e., 
LLC Agreement, Facility Agreement summary, escrow agreement, etc.) Please let 
me know the status of these.

Thanks,

Ben
---------------------- Forwarded by Ben Jacoby/HOU/ECT on 01/10/2001 09:28 AM 
---------------------------
From: Suzanne Adams on 01/09/2001 02:54 PM
To: Fred Mitro/HOU/ECT@ECT, Ben Jacoby/HOU/ECT@ECT
cc:  
Subject: Prototype Letter Agreement

I'm forwarding this per Kay's request.
----- Forwarded by Suzanne Adams/HOU/ECT on 01/09/2001 02:53 PM -----


"Campbell, Carolyn" <CCampbell@KSLAW.com> on 01/08/2001 05:18:16 PM
To: "'kay.mann@enron.com'" <kay.mann@enron.com>
cc: "Keffer, John" <JKeffer@KSLAW.com> 

Subject: Prototype Letter Agreement


 <<2rz503!.DOC>>  <<2RZ5RED.DOC>>  <<2R6LRED.DOC>>

Kay:

Enclosed is a revised draft of the proposed letter agreement for the 7EA
turbines reflecting Ben's business points and the matters discussed in our
telephone conference earlier today.  Also enclosed is a blacklined copy
reflecting revisions from the December 15, 2000 draft of the prototype
letter agreement.  Although we have enclosed a blacklined draft reflecting
revisions from the final draft of the CA/ED-I letter agreement, this is
difficult to read due to our re-arrangement of the reps and warranties.  If
you have any questions or comments, please advise.  (I have received the
courier package with the GE Facility Agreements).

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>

Enclosures: 129569v3
  129569vR3/2
  129569v3 R 128541v18



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 - 2rz503!.DOC
 - 2RZ5RED.DOC
 - 2R6LRED.DOC