Merrill Lynch Capital - Alternate Deal Structure

Enclosed are those documents I believe would be impacted if we elect to use
separate Credit Support Annexes, one for the new EPMI ISDA and one for the
Power Master (already in existence ("Old CSA")).

1. New Credit Support Annex - to be attached to EPMI/ML ISDA ("New CSA").
Draft enclosed, including one marked to show changes from CSA currently in
place between ENA and ML.

2. Schedule to ISDA - Part 4(F) would reflect New CSA rather than Old CSA.
Revised Schedule attached.

3. No Amendment to Power Agreement would be required. (Delete document
named "Power Amendment 1).

(black-line version)