Your request for Schedule M

I have asked my assistant, Jan King to schedule a dial in conference call
with you all tomorrow morning to go over the Palo Alto situation. I am
trying to understand the history of the ISDA and Gas negotiations over
authority so that, as the late comer to the party, I don't tromp all over
their sensibilities (which I think I may have already done) In the physical
power group, we approach the issue of getting proper authorizations from
cities along the lines set forth in the documentation below. This is the
perspective I will be bringing to the conversation and look forward to
efficiently deciding on how to procede with all agreements with you all
tomorrow.

----cgy
---------------------- Forwarded by Christian Yoder/HOU/ECT on 03/06/2001
12:53 PM ---------------------------

SHARI STACK
03/06/2001 09:40 AM
To: Christian Yoder/HOU/ECT@ECT
cc:
Subject: Your request for Schedule M

C-

The Schedule M I sent the group yesterday is the one that contains mine and
Pat's revisions. I will attach it again for ease of reference.

The one we did for City of Azusa is based on the revised form above except
that we plugged in the relevant Act relating to City of Azusa as well as
their funds. Also - Azusa did not want to get an external legal opinion so we
changed that in their Schedule M. Otherwise though, the Schedule M w/ them is
identical to the revised Schedule M above. Having said that - you are
certainly welcome to see the Schedule M we signed with City of Azusa and here
it is:

Take care,

Shari