Re: Firm Purchase/Sale Agreement

Mike,
I have reviewed the requested changes to Exhibit D, I am okay with the
proposed changes so long as the same changes are made to Exhibit C. The
change to Suspension of performance on Appendix 1 is okay. The collateral
requirement language has been in the contract for some time so I am concerned
with bringing up changes at this late date; however, please let me know your
concern so that we can resolve the issue with the Enron Credit group.

"Mike Cesario" <MCesario@ormet.com<
12/08/2000 10:16 AM

To: <Craig.Breslau@enron.com<, <Dan.J.Hyvl@enron.com<
cc:
Subject: Firm Purchase/Sale Agreement

Attached is a copy of Ormet's mark-up to the Firm Purchase/Sale Agreement
post V.P. of Finance review. The changes are primarily to Exhibit D.
Additionally, there is one chage under Suspension of Performance on Appendix
1 page "1"-3. Finally, we need to address the collateral
requirment/termination payment threshhold in section 4.3.
Thanks,
Mike

- Enron_Agreement.doc