I've redlined the document against the previous version, but I don't think I 
picked up all the changes.  In addition to the marked changes, there are 
these changes:

D.  third line, added "Original" before LM6000.  This change is made 
throughout the document.
D. pentultimate line, replaced EECC with ENA.
Dated everything December 15; added "with respect to the Subject LM6000 
Turbines after "Original Turbine Contract" throughout
E.  Added "and" between rights obligations in (iii)
2 (c) Added the Pastoria One-Train Turbine Contract in (ii) and (iii).



Kay






Kay Mann
12/08/2000 12:15 PM
To: michael.barnas@ps.ge.com, kent.shoemaker@ae.ge.com
cc: Roseann Engeldorf/Corp/Enron@ENRON 

Subject: Winston & Strawn Comment: Consents to Assignment

OK with you guys for me to add this?
---------------------- Forwarded by Kay Mann/Corp/Enron on 12/08/2000 12:13 
PM ---------------------------


"Taylor, Rob" <robtaylor@akllp.com> on 12/08/2000 12:12:37 PM
To: "Roseann M Engeldorf (E-mail)" <Roseann.Engeldorf@enron.com>, "Kay Mann 
(E-mail)" <kay.mann@enron.com>, "Sheila Tweed (E-mail)" 
<Sheila.Tweed@enron.com>, "Lisa Bills (E-mail)" <Lisa.Bills@enron.com>
cc: "Bunk, Sean" <seanbunk@akllp.com> 

Subject: Winston & Strawn Comment: Consents to Assignment

Winston & Strawn has asked that the following be added to the Consents
to Assignment (e.g., in the "Successors and Assigns" paragraph):

"WestLB is an express third-party beneficiary of this Consent."

Please forward the revised draft of the GE Consent to Winston & Strawn
(toxley@winston.com).

Regards,

Rob Taylor
Andrews & Kurth L.L.P.
600 Travis Street
Suite 4200
Houston, Texas  77002

Tel: (713) 220-4436
Fax: (713) 238-7273
e-mail: robtaylor@andrews-kurth.com

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