Revised

Mark, Attached is their proposed language.

----- Forwarded by Gerald Nemec/HOU/ECT on 08/11/2000 10:28 AM -----

Eva Neufeld@ENRON
08/10/2000 02:37 PM

To: Gerald Nemec, Shonnie Daniel
cc: Paul Miller, Gaye Lynn Schaffart/NPNG/Enron@Enron, Janet
Place/NPNG/Enron@ENRON, Robert Hill
Subject: Revised

Gerald,

I received your voice-mail regarding the LOU.

Paul Miller requested that I add some definition to the term "I-80
corridor". The following is my language for that.

"(ii) any gas transportation pipeline or transmission system in the I-80
corridor, which corridor is defined as being three (3) miles wide on each
side of I-80,"

Paul also left me a garbled voice mail regarding another point related to the
Participation Rights section. I haven't been able to reach him to get
clarification on that. I don't know whether this will turn out to be a
revision or not at this time.

As you mentioned there may be revisions required in the "Employee Matters"
section to comport with the offer of employment that will actually take place.