Lin:
Yes, that's right the Confirmation Reply per your earloier request remains as 
is.  My fax number is 713-646-3393.
Carol St. Clair
EB 3892
713-853-3989 (Phone)
713-646-3393 (Fax)



	"Reece, Lin" <Lin.Reece@SouthernEnergy.Com>
	06/14/2000 04:12 PM
		 
		 To: "'Carol.St.Clair@enron.com'" <Carol.St.Clair@enron.com>
		 cc: "McGough, Scott" <Scott.McGough@SouthernEnergy.Com>
		 Subject: RE: CONFIRMATION COVERSHEET PROCESS LTR.DOC


Thanks so much.  I'm sending your revisions to Scott for review.  The
Confirmation Reply has been totally red lined out of these attachments, but
I am assuming that it remains as we originally designed it.  Please advise
if this is not correct.  If your changes are accepted, I will print a copy
and have Scott McGough execute it.  Please give me your fax number so that I
can fax it to you.  Regards, Lin Reece

-----Original Message-----
From: Carol.St.Clair@enron.com [mailto:Carol.St.Clair@enron.com]
Sent: Wednesday, June 14, 2000 4:13 PM
To: Lin.Reece@SouthernEnergy.Com
Cc: Larry.Joe.Hunter@enron.com
Subject: RE: CONFIRMATION COVERSHEET PROCESS LTR.DOC



Lin:
Enclosed is a revised letter.

(See attached file: Southern Confirm Letter 2 RED.DOC)(See attached file:
Southern Confirm Letter 2.DOC)

Carol St. Clair
EB 3892
713-853-3989 (Phone)
713-646-3393 (Fax)




                    "Reece, Lin"

                    <Lin.Reece@SouthernE        To:
"'Carol.St.Clair@enron.com'" <Carol.St.Clair@enron.com>
                    nergy.Com>                  cc:     "McGough, Scott"
<Scott.McGough@SouthernEnergy.Com>,

"'larry.joe.hunter@enron.com'" <larry.joe.hunter@enron.com>
                    06/14/2000 11:21 AM         Subject:     RE:
CONFIRMATION COVERSHEET PROCESS LTR.DOC








Dear Carol,    We do not want to create an agreement specfic coversheet for
each counterparty.  Is there some way to put language in the body of the
letter agreement to address your concerns.  The procedure we are proposing
is intended to supplement current requirements in the ISDA, not replace
them.  If you feel that additional definition needs to be added to the
confirmation process, shouldn't we put that definition in the letter
agreement rather than on the cover sheet?

Our goal is to be able to expedite our response to counterparty confirms.
In order to do this we need to have the same cover sheet in place for each
counterparty.  Please call me at 678-579-3378 so that we may discuss
possible solutions.  Thanks, Lin



-----Original Message-----
From: Carol.St.Clair@enron.com [mailto:Carol.St.Clair@enron.com]
Sent: Wednesday, June 14, 2000 11:12 AM
To: Lin.Reece@SouthernEnergy.Com
Cc: Larry.Joe.Hunter@enron.com
Subject: Re: CONFIRMATION COVERSHEET PROCESS LTR.DOC



Lin:
Enclosed are clean and marked  versions of my redo of the reply letter.


(See attached file: Southern Confirm Letter 2 RED.DOC)(See attached file:
Southern Confirm Letter 2.DOC)
Carol St. Clair
EB 3892
713-853-3989 (Phone)
713-646-3393 (Fax)




                    "Reece, Lin"

                    <Lin.Reece@SouthernE        To:
"'carol.st.clair@enron.com'" <carol.st.clair@enron.com>
                    nergy.Com>                  cc:

                                                Subject:     CONFIRMATION
COVERSHEET PROCESS LTR.DOC
                    06/13/2000 02:25 PM









 <<CONFIRMATION COVERSHEET PROCESS LTR.DOC>>

Carol,  Please feel free to change the letter agreement.  The coversheet
needs to remain as it is, because we are using this same sheet for all
counterparties.  Thanks, Lin

(See attached file: CONFIRMATION COVERSHEET PROCESS LTR.DOC)