Draft of Confidentiality Agreement between ENA and Cinergy

Ben,

Per your request, attached is a draft of the above-referenced confidentiality
agreement. Be advised that I do not have the authority to sign off on this
document unless and until I have received approval from Tim Detmering
(pursuant to his ability to sign off on standstill and non-solicitation
provisions on behalf of the President of ENA), Mark Metts and Lance Schuler.

Stuart