RE: Master Netting agmt.: AEP

Jason -- Please note that (1) there is a 1/1/98 GISB in effect between AEP =
Services, Inc and ENA following assignment of such GISB by Columbia Energy =
Marketing to ENA under a Nov. 22, 1999 Purchase and Sale Agreement. Such G=
ISB is referenced in the current draft Netting Agreement currently under AE=
P's review. (2) The wholesale power trading masters identified and referen=
ced in the current draft Netting Agreement are a Power Sales Agreement date=
d as of September 29, 1997 providing for sales of wholesale electric power=
by EPMI to AEP, and a Service Agreement dated as of March 30, 1998 under t=
he AEP Companies' Wholesale Market Tariff, providing for sales of wholesale=
electric power by AEP to EPMI. (3) You indicated below that ENA trades (u=
sing GTCs) physical coal and physical synfuel with American Electric Power =
Service Corporation. These relationships would be pulled in by the Master =
Netting Agreement's catch-all Recital defining "Other Agreements" unless C=
redit determines with AEP that these trading relationships are to be exclud=
ed, and language is added to that effect. - David =20

-----Original Message-----
From: =09Williams, Jason R (Credit) =20
Sent:=09Saturday, November 03, 2001 4:14 PM
To:=09Heard, Marie; Portz, David
Cc:=09Hodge, Jeffrey T.; Keohane, Peter
Subject:=09Master Netting agmt.: AEP

AEP relationship:

AEP Energy Services, Inc.
=09Financial trading with ENA (ISDA: 96021110)
=09Physical natural gas business with ENA (GTCs)
=09Physical natural gas business with ECC (GTCs)=20
=09Physical liquids business with EGLI (GTCs)
=09=09

=09Guaranties:=09Incoming
=09=09=09$150 MM incoming from American Electric Power Company Inc.
=09=09=09=09Covers physical and financial natural gas transactions with ENA=
, ENA Upstream, and ECC
=09=09=09$1 MM incoming from American Electric Power Company Inc.
=09=09=09=09Covers physical liquids transactions with EGLI
=09=09=0935 MM Pounds incoming from American Electric Power Company Inc.
=09=09=09=09Covers physical transactions of all commodities with ECTRIC, EC=
TRL, and Enron Coal Services Limited
=09=09=09
=09=09=09Outgoing
=09=09=09$15 MM outgoing from Enron Corp.
=09=09=09=09Covers financial trading with ENA
=09=09=09$5 MM outgoing from Enron Corp.
=09=09=09=09Covers physical trading of all commodities with ECTRL
=09=09=09$6 MM outgoing from Enron Corp.
=09=09=09=09Covers financial trading with ECTRIC
=09=09=09$20 MM outgoing from Enron Corp.
=09=09=09=09Covers physical natural gas trading with ENA Upstream Company, =
ECC and ENA
=09

American Electric Power Service Corporation
=09Financial power trading with ENA (GTCs)
=09Physical power trading with EPMI (???)
=09Physical coal trading with ENA (GTCs)
=09Physical synfuel trading with ENA (GTCs)

=09Guaranties:=09Incoming
=09=09=09None

=09=09=09Outgoing
=09=09=09$35 MM outgoing from Enron Corp.
=09=09=09=09Covers financial trading with ENA
=09=09=09$250 MM outgoing from Enron Corp.
=09=09=09=09Covers physical trading of power with EPMI
=09
=09=09=09

Credit terms to follow.

JRW