1.  At the end of the "Notice of Exercise" clause, ass"(but not both)"

2.  Instead of "Additional Provisions", insert the following:

Special Provisions:  Notwithstanding the foregoing, the exercise by the Buyer 
of the option to enter into either Underlying Transaction I or Underlying 
Transaction II is conditioned upon (i) the execution by the parties on or 
before the Expiration Date of an ISDA Master Agreement and (ii) Enron Corp. 
Risk Assessment and Control approval [of what?].  In the event that 
either/both (?) condition is not satisfied prior to the Expiration Date, this 
Transaction shall terminate on such date without further action or payment 
required by either party.