Financially Settled Transactions (Derivatives)

Marcello:

By way of introduction, I am a lawyer with Enron North America Corp.("ENA")
in the derivatives area. I have read your memorandum of March 17, 1997 which
was prepared for us and which addressed both physical and financial trading
issues.

I am also aware of the recent memo which you prepared for Brent Hendry re:
internet trading.

I have two (2) followup questions for you limited specifically to financial
trading (NOT VIA INTERNET):

(1) Do you have any changes to add to your memo of March 17, 1997 with
respect to financial trading?

(2) Would you modify ENA's Schedule to the ISDA Master Agreement (which I
believe Brent Hendry recently forwarded to your attention)?

I look forward to hearing from you. ENA is about to execute a trade with a
Chilean corporate and I will most likely see the trade confirmation in the
next day or so. You can reach me via email or by phone at (713) 853-5620.
Thank you very much.

Sara