This looks fine.  However,  I wanted to let you know  we do not  sign the 
Appendix as it is incorporated into the agreement.  I will print and send to 
your for execution.


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