Debra,  I have reviewed Markwest's proposed changes to the Master, and given 
the fact that we have since amended the ISDA with Markwest I would like to 
maintain consistency between the two agreements with respect to the credit 
terms.  This being said, I have attached an amended credit worksheet that 
highlights in Red the changes I would like inserted in the Master.  Please 
make these changes.  You will notice that I have increased Markwest's 
collateral threshold to $1MM and have agreed to both of their proposals to 
amend the Third Party Debt and the Collateral Multiple amount.  Also, with 
respect to their request to amend Section 4.2, section (ix), I would like to 
know how they define 'borrowed money' and if this change is going to be 
representative of Markwest, then why is it not bi-lateral.

Thanks
Russell



 -----Original Message-----
From:  Perlingiere, Debra  
Sent: Thursday, March 22, 2001 1:32 PM
To: Diamond, Russell
Subject: Markwest Master Firm Purchase/Sale Agreement


Please look at the attached and advise as soon as possible.

Thanks! 


Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490

----- Forwarded by Debra Perlingiere/HOU/ECT on 03/22/2001 01:30 PM -----


	Debra Perlingiere 03/16/2001 11:00 AM 	   To: Russell 
Diamond/Enron@EnronXGate  cc:   Subject: Markwest Master Firm Purchase/Sale 
Agreement



Please take a look at the attachment "changes" regarding credit language for 
Articles 4.1 and 4.2  and advise.

Thanks!!!!!!!!



Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490

----- Forwarded by Debra Perlingiere/HOU/ECT on 03/16/2001 10:58 AM -----


	SRenken@markwest.com 03/01/2001 11:44 AM 	   To: dperlin@enron.com  cc:   
Subject: Master Firm Purchase/Sale Agreement



Debra,
Since my fax has not come through with either alternative number you
provided, attached please find the electronic version of my intended fax
and change requests.  Please feel free to contact me, as indicated in the
attachment, with any comments/questions.

Sarai Renken
MarkWest Hydrocarbon
Contract Administration

(See attached file: Enron NA 05-1146 - FAX.doc)(See attached file: Enron NA
05-1146 changes.doc)
 - Enron NA 05-1146 - FAX.doc << File: Enron NA 05-1146 - FAX.doc >> 
 - Enron NA 05-1146 changes.doc << File: Enron NA 05-1146 changes.doc >>