Steve -

Bob asked me to forward the attached amendment to the Fee Agreement to your attention for review and comment.  The amendment deals with the addition of North American Emissions to the suite of products that Amerex can access on Broker Client.  As there is no fee being paid for this additional product, we are considering access to be on a "trial" basis.  When the Fee Agreement is renewed, fees for all products can be further disussed.

Please take a look at the attached and circulate as you deem appropriate.  If you should have any questions or need anything further, please let me know.

Mark
Senior Counsel
Ph: 713-345-8897
Fax: 713-646-4842
E-mail: mark.greenberg@enron.com