Ms. Luthans:

Attached are drafts of the Schedule to the ISDA Master Agreement, together with Paragraph 13 to the ISDA Credit Support Annex.  I will forward a hard copy of the complete ISDA Master Agreement to you via overnight courier.  Please do not hesitate to contact us with any questions or comments.  We look forward to hearing your comments.

Marie Heard
Senior Legal Specialist
Enron North America Corp.
Phone:  (713) 853-3907
Fax:  (713) 646-3490
marie.heard@enron.com