fyi
---------------------- Forwarded by Kay Mann/Corp/Enron on 12/11/2000 03:38 
PM ---------------------------


lee.johnson@ss.ps.ge.com on 12/11/2000 03:15:31 PM
To: lee.johnson@ss.ps.ge.com, peterthompson@akllp.com, kay.mann@enron.com, 
john.r.ayres@enron.com
cc: kent.shoemaker@ae.ge.com, Cheryl.Lipshutz@enron.com, 
roseann.engeldorf@enron.com, Brett.R.Wiggs@enron.com, Ben.Jacoby@enron.com, 
paulpipitone@akllp.com, robtaylor@akllp.com, chriscobb@akllp.com, 
michael.storm@ss.ps.ge.com 

Subject: RE: Exhibits to Enron South America Gas Turbine Purchase Agreemen t


Folks,

John Ayres and I went through the Facility Agreement and Exhibits for the
ESA Turbine Purchase Agreement.  There were a few edits needed on Guarantee
Basis (F-1) and Scope of Supply Exhibits (B and N-2).  Also, one change to
the Emissions Test Exhibit.

John and I believe other than adding in the other Exhibits B-1 and H-2, this
is ready for execution copy.  Kay, please add these in for the final
circulation.

Also, on the contract, a number of redlines were required to reflect scope
of supply (addition of interconnect piping to cooling tower, unit liability
amount, payment schedule adjustment and retention amount, guaranteed
performance levels net of all GE supplied equipment aux. loads, guaranteed
delivery schedule for purchased options.

This should be ready to go, subject to a final review of the entire contract
document.


Regards,

Lee

-----Original Message-----
From: Johnson, Lee L (PS, SSEP)
Sent: Saturday, December 09, 2000 11:15 AM
To: 'Thompson, Peter J.'; Kay Mann (E-mail); 'john.r.ayres@enron.com'
Cc: Johnson, Lee L (PS, SSEP); Shoemaker, Kent (GEAE); Cheryl. Lipshutz
(E-mail); Roseann Engeldorf (E-mail); Brett. R. Wiggs (E-mail); Ben.
Jacoby (E-mail); Pipitone, Paul; Taylor, Rob; Cobb, Chris
Subject: RE: Exhibits to Enron South America Gas Turbine Purchase
Agreement


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.



 - Enron South America Turbine Agreement (version 4 to 5)_GEredline121100.DOC
 - Exhibits to Gas Turbine Purchase Agreement - without 
notations_GEredline121100.DOC