Comments on ISDA - from Jim Piccone

Please let me review final changes. Sara
----- Forwarded by Sara Shackleton/HOU/ECT on 06/23/2000 12:53 PM -----

"Linda Busk" <Lbusk@hsresources.com<
06/23/2000 11:17 AM

To: <Sara.shackleton@enron.com<, <Susan.Flynn@enron.com<
cc: "Jim Duffy" <Jduffy@hsresources.com<, "Jim Kincaid"
<Jkincaid@hsresources.com<, "Marc Peter" <Mpeter@hsresources.com<, "Pam
Smith" <Pasmith@hsresources.com<, "Theo Gazulis" <Theo@hsresources.com<
Subject: Comments on ISDA - from Jim Piccone

The documents are fine except that we agreed that the following language
would appear at the end of the sentence in the Cross Default section (part
1(b) of the Schedule to the Master Agreement):

; provided, however, the words ", or becoming capable at such time of being
declared," as they appear in Section 5(a)(vi) are hereby deleted.