Kay,

I edited the Termination Schedule replacing the term Purchase Amount per
unit to Unit Liability Amount for consistency with the new structure.

Lee

-----Original Message-----
From: Thompson, Peter J. [mailto:peterthompson@akllp.com]
Sent: Friday, December 08, 2000 10:30 AM
To: Kay Mann (E-mail)
Cc: Lee. Johnson (E-mail); Kent. Shoemaker (E-mail); Cheryl. Lipshutz
(E-mail); Roseann Engeldorf (E-mail); Brett. R. Wiggs (E-mail); Ben.
Jacoby (E-mail); Pipitone, Paul; Taylor, Rob; Cobb, Chris
Subject: Exhibits to Enron South America Gas Turbine Purchase Agreement


 <<Exhibits to Gas Turbine Purchase Agreement - without notations.DOC>>

This is the most recent draft of the exhibits.

The following items need to be added to complete the exhibits:

1. Exhibits B-1 and H-2 need to be added.

2. If one is warranted, a Seller Parent Guarantee should be
included as Exhibit C-1.

3. Does Exhibit F need to be updated and revised before signing?

4. In Section 3.1 of Exhibit K, the terms "Specific Date" and
"Recovery Schedule" are not defined.

5. For Exhibit T, please confirm that Enron has received all
documents that it should have received by now.



 - Exhibits to Gas Turbine Purchase Agreement - without 
notations_GEredline120900.DOC