Final Docs.

Attached are the final documents which includes

1. Agency and Management Agreement - Clean and Redlined copy which shows the
changes per my discussion with Jay Goleb at Baker & Botts
2. Gas Confirm for June 1 thru June 4, 2001
3. Gas Confirm for June 5 thru June 30, 2001
4. Gas Conform for July 1 thru October 31, 2001
5. GTC which applies to all three confirms
6. Agency Notice Letter - Mexicana to send to its Permian suppliers for
notice of Enron's agency.

Please print out and execute documents 1 thru 5 and fax to Barry Tycholiz.
We will follow up with duplicate originals for execution. Thanks for all
your cooperation.