Sara:

Apologies for the delay.  The changes in your previous email are fine.  If
there are no further issues, I will arrange for execution copies.

Regards,

Marcelo A. Cosma
Office of General Counsel--Canada
Tel.:  1-416-369-7478
Fax:  1-416-369-4551
E-mail:  marcelo_cosma@ca.ml.com

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-----Original Message-----
From: Sara.Shackleton@enron.com [mailto:Sara.Shackleton@enron.com]
Sent: Monday, April 30, 2001 6:57 PM
To: Marcelo_Cosma@ml.com
Subject: repo agreement


Marcelo:

When we last spoke on April 3, you told me that the blacklined agreement
would be sent in the next few days.  Can you please provide me with an
update?  I would like to finalize/execute before May 2 when I will be on
vacation.

Please advise.  Thank you.


Sara Shackleton
Enron North America Corp.
1400 Smith Street, EB 3801a
Houston, Texas  77002
713-853-5620 (phone)
713-646-3490 (fax)
sara.shackleton@enron.com