Chris:

We should chat.  Per the ISDA, ENA is the calc agent and we have already 
agreed to usual Market Disruption Events and fallbacks in the ISDA.  If you 
want to change the ISDA agreement, then we can consider the items which 
Merchant has included in the draft.

As calc agent, we should create a draft and send the form to you for review.  
However, I do need you to explain/verify Floating Price B.  And verify 
rounding convention which differs from our standard.

Please call to discuss. 


Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com



	Chris H Foster
	04/23/2001 06:49 PM
		 
		 To: Sara Shackleton/HOU/ECT@ECT
		 cc: 
		 Subject: Confimation Template

Sara:

I am looking at a transaction with MErchant Energy Group.  We have an ISDA 
with them.  It is a financial tolling deal where we will be a fixed price 
payor for power and gas and we will pay them an option premium.  They 
forwarded the attached pro forma to illustrate how the deal would be 
papered.  Can you please review the attached and let me know if it looks OK 
or what changes are required?  They indicated an interest to transact late 
this week or early next.

C
---------------------- Forwarded by Chris H Foster/HOU/ECT on 04/23/2001 
04:31 PM ---------------------------
   
	Enron Capital & Trade Resources Corp.
	
	From:  "Brock, Travis" <BrockT@merchantenergy.com>                           
04/23/2001 02:30 PM
	

To: "Chris Foster (E-mail)" <chris.h.foster@enron.com>
cc:  
Subject: Confimation Template


Attached is a sample confirmation template for 100 MW's Sep01-Nov01.  We can
use this as a starting point.

 <<Swap Confirm Template.doc>>




Travis J. Brock
Merchant Energy Group of the Americas
brockt@merchantenergy.com
Phone: (410) 295-1734
Fax: (410) 295-1705


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 - Swap Confirm Template.doc