For your review.
---------------------- Forwarded by Kay Mann/Corp/Enron on 01/03/2001 06:40
PM ---------------------------


Kay Mann
01/03/2001 05:30 PM
To: Lisa Bills/Corp/Enron@ENRON, Catherine Clark/HOU/ECT@ECT, Roseann
Engeldorf/Corp/Enron@ENRON
cc: Ben Jacoby/HOU/ECT@ECT, Rebecca Walker/NA/Enron@Enron, Fred
Mitro/HOU/ECT@ECT

Subject: CA Development agreements

Attached please find drafts of the following:

Notice
Assignment and assumption agreement (with GE acknowledgement)
Bill of sale
Exhibits for bill of sale and for the notice

I expect that there will be sets of documents for CA Energy Development I and
CA Energy Development II. CA Energy Development II will include a
transformer as well as a turbine generator set.

Please let me know if you have any comments.



Kay