Dick:  

After our conversation, I spoke with our settlements people again who 
requested an EWEB invoice when Enron owes money to EWEB.  I propose that we 
add a section to the Schedule entitled "Accounts" (Part 3(h)) as follows:

"Prior to each payment date for any Transaction, Party A (ENA) shall provide 
Party B with an invoice reflecting the net payment owed by a party.  
Notwithstanding the foregoing, Party B shall provide Party A with an invoice 
prior to any payment date on which Party A owes a net payment to Party B.  
With respect to all payments hereunder, and except as otherwise directed in 
writing, the parties shall comply with the following payment instructions:

[bank, account no., ABA no.]"

Please provide me with EWEB's account data and let me know if you have any 
comments.  I'll send the blackline immediately after I hear from you.

Also, I have not received EXECUTED CONFIRMATIONS.  Have these been sent to 
anyone at Enron?  Sara



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