Ben, don't do anything at this point. It is not needed.

Regards
Delainey
---------------------- Forwarded by David W Delainey/HOU/ECT on 06/09/2000
06:16 PM ---------------------------

Benjamin Rogers
06/09/2000 09:33 AM
To: David W Delainey/HOU/ECT@ECT
cc:
Subject:

Dave:
I talked with the legal guys at Cinergy and after further discussions with
Mike Cyrus, they felt that since these discussions were at a high level and
very early in discussions that a "CA" at this time was not needed. There
were two sticking points that I was trying to get them to backdown from: 1) a
stand-still agreement and 2) a solicitation agreement. They were not willing
to back down from these, thus they concluded with suggesting no "CA". Let me
know if this is your thoughts as well. Thanks!
Ben