-----Original Message-----
From:  Mann, Kay  
Sent: Friday, May 18, 2001 5:30 PM
To: Manis, Herman; Bills, Lisa; Engeldorf, Roseann; Sole, Carlos; White, Ann 
Elizabeth; Jacoby, Ben; Carnahan, Kathleen; Krause, Greg
Subject: Rev option form

I have revised the option form consistent (except where noted) with comments 
sent by Herman and Lisa, and have attached a redline version.  Herman, I 
dealt with your comment regarding the defn of Optionee by tinkering a little 
with the 1st paragraph.  I also construed your comment regarding Enron's 
right to terminate the option to NOT preclude termination if our counterparty 
is in default.  Please confirm that this is acceptable. [Mark Hall]    That 
should be ok. 

Lisa, I did not change the notice info since the first entity will the the 
project co, with ENA Legal receiving a copy.

 << File: FORM - Option to Purchase Real Estate (May 18).doc >> 

Please advise if you have any comments.

Kay