Mr. Kurzer -

At Dan's request, attached you will find the BETA Agreement and Fee Agreement 
for the BrokerClient products.  These agreements are the definitive 
agreements contemplated by the LOI recently signed between Enron and TFS.  

At your convenience, please review the attached.  If these agreements are 
acceptable, please have two originals of each signed and forwarded to me for 
countersignature by Enron.  If, however, you should have any comments or 
questions regarding the attached, please do not hesitate to call me.

    


Mark
Senior Counsel, EWS
Phone:     713-345-8897
Facsimile: 713-646-3490
E-Mail:      Mark.Greenberg@enron.com