** Proprietary **

Sara,

I hope that you have now received the fax of my memo addressing the questions 
whether the Southern Ute Indian Tribe qualifies as an "eligible swap 
participant" and whether the swap agreement will have to be reviewed and 
approved by the Secretary of the Interior.  That memo was faxed to your 
office last evening.  Please feel free to call with any questions you may 
have.

We will now work on proposed language for the ISDA  Agreement to address the 
Indian law issues and the enforceability of the agreement.  As we discussed 
earlier, we will get that language to you by no later than the end of next 
week.

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