Please print on letterhead.

Kay
---------------------- Forwarded by Kay Mann/Corp/Enron on 01/08/2001 03:36 
PM ---------------------------


"Campbell, Carolyn" <CCampbell@KSLAW.com> on 01/08/2001 03:30:43 PM
To: "'kay.mann@enron.com'" <kay.mann@enron.com>
cc: "Keffer, John" <JKeffer@KSLAW.com> 

Subject: Ltr to SEL enclosing Facility Agreements



 <<2TCV01!.DOC>>
Kay:

Per your request, enclosed is a proposed letter to SEL enclosing the final
facility agreements.  I have included a "receipt acknowledged" signature in
the proposed letter, although I believe this is optional as long as our
courier, upon delivery, obtains a signature acknowledging receipt.  Please
advise of any comments.  Thank you.

Carolyn M. Campbell
King & Spalding
713-276-7307 (phone)
713-751-3280 (fax)
ccampbell@kslaw.com <mailto:ccampbell@kslaw.com>

Enclosure: 131359v1




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 - 2TCV01!.DOC