Carol:

I am not going to be able to finalize the agreement today because I have to
go to another meeting.

Please look for the final agreement first thing tomorrow morning.  Please
confirm that it is final with you after you receive it tomorrow morning.

Very truly yours,

BILLY
Billy D. Dixon
Attorney
BP America Inc.
501 Westlake Park Blvd., Rm 16.166
Houston, Texas 77079
Direct 281/366-4745
Fax 281/366-5901
billy.dixon@bp.com

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-----Original Message-----
From: Heard, Marie [mailto:Marie.Heard@enron.com]
Sent: Tuesday, October 30, 2001 9:44 AM
To: Dixon, Billy D
Cc: St. Clair, Carol; Jones, Tana
Subject: BP Master Netting Agreement


Mr. Dixon:

Pursuant to Carol St. Clair's request, I am attaching our preliminary
list of the agreements to be under the BP Master Netting Agreement.
Since we don't own 100% of EOTT, any master netting agreement involving
EOTT will not be under this master netting agreement.

Please let us know if you have any questions or need anything else.

Marie Heard
Senior Legal Specialist
Enron North America Corp.
Phone:  (713) 853-3907
Fax:  (713) 646-3490
marie.heard@enron.com


				 <<BP Master Netting Agreement File
Index.doc>>


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