Attached is a revised version of the Posting Agreement that S&C provided to 
us.  I have tried to incorporate some additional provisions and inserted a 
few "place-savers" to mark some areas where we need to discuss the agreement 
further; for instance, under what circumstances has a party "defaulted" -- 
and should at least be liable for the other party's out-of-pocket expenses 
incurred in establishing the interfaces as well as give the other party the 
right to terminate the agreement -- and under what circumstances should 
either party be able to walk away (such as, it just doesn't work)?

Many of these provisions will be "fleshed out" more when the technical 
considerations are added, and when we sit down with the counterparty to 
negotiate this Agreement.  Hopefully the attached gives you something to meet 
with S&C on Wednesday.  Again, I can participate by phone if any of you think 
it would be helpful.  The best way to reach me is to leave me a voicemail.



Travis McCullough
Enron North America Corp.
1400 Smith Street EB 3817
Houston Texas 77002
Phone:  (713) 853-1575
Fax: (713) 646-3490