EESI Energy Sales Agreement

Gerald:

Attached please find a red-line fo the EESI/ECSC agreement with my proposed
revisions and comments. I focused my comments on the provisions relating to
the sale of energy by EESI and will defer to your review with regard to other
aspects of the contract (although I did make various comments throughout the
document for your consideration.)

Please give me a call tomorrow if you want to discuss any of my revisions.

Regards,

Leslie