ENA/Sweetgum Amendment Letters

Sounds good to me.

We really need to get this amendment signed today. Please do what you can to
expedite.

Thanks,

Kay

---------------------- Forwarded by Kay Mann/Corp/Enron on 01/05/2001 08:28
AM ---------------------------

"George Kutzschbach" <gkutzschbach@fulbright.com< on 01/04/2001 07:23:30 PM
To: CCampbell@KSLAW.com
cc: Kay.Mann@enron.com, DPedigo@INTERGEN.com

Subject: ENA/Sweetgum Amendment Letters

Carolyn,

It has been brought to may attention that Section 3.2 of both of the
LLC Agreement forms that were initialed on December 27 incorrectly
states that SEL is a Delaware limited liability company rather than a
Delaware limited partnership. Since the amendment letters purport to be
all inclusive, they should be further amended by inserting the following
sentence in an appropriate place in the two amendment letters for the
turbine generator sets:

"The Parties further agree that Section 3.2 of the LLC Agreement to
which reference is made in the Original Agreement will be amended as
appropriate to reflect that SEL is a Delaware limited partnership and
not a Delaware limited liability company."

George