Scope of Work Clarification

Jeff and Kayne,

Attached are the contract Exhibits for Asset Management Services and
Scheduling Services. Please look at each bullet item and write some specific
detail about what it is exactly we are committing to. The driver behind this
is the legal position Mississippi law puts us in with respect to
consequential damages--we need to be very clear about what it is we are going
to do. For example, it is not enough to say that we will do "load
forecasting."

We need to put the detail behind "load forecasting." For example ..."EPMI
will create a load forecasting model and perform load forecasting for MDEA
using historic energy load data and corresponding historic ambient
temperature data provided by Clarksdale and Yazoo City. The model will be
based on the highly positively correlated realtionship between energy load
and ambient temperature. Energy load will be forecasted using the National
Weather Service forecasted temperatures for the Clarksdale and Yazoo CIty
areas. The energy load at each city will be forecasted seperately and
aggregated as the MDEA energy load. The MDEA energy load forecast will be
calcualted weekly and revised daily."

Let me know what items you cant ake and I'll get help on the rest.

Thanks,

Reagan