Tom:

I'm trying to finalize the ISDA Master Agreement with these guys.  We have 
one issue:

If there is a long-term market disruption event (i.e. over 3 days), and we 
have no fallback price, then we negotiate a price and ENA would normally 
obtain 2 quotes and average them.  Our position is that we prefer to obtain 
the quotes because if a disruption were to occur, we would obtain quotes for 
hundreds of deals in the same manner (because our agreements will all have 
the same provisions) and it is possible that 4 quotes may not be available.

NYSEG would like for each of ENA and NYSEG to obtain 2 quotes and then 
average the 4 quotes.

Are you agreeable to this?

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