Total Return Term Sheet

---------------------- Forwarded by Jeff Nogid/HOU/ECT on 05/24/2000 05:55 PM
---------------------------

From: David J Vitrella 05/24/2000 05:44 PM

To: Jeff Nogid, Tim Despain
cc: John Greene, Jeff Kinneman
Subject: Total Return Term Sheet

---------------------- Forwarded by David J Vitrella/HOU/ECT on 05/24/2000
05:43 PM ---------------------------

"Rosica, Paul" <prosica@lehman.com< on 05/24/2000 05:11:13 PM
To: "'david.j.vitrella@enron.com'" <david.j.vitrella@enron.com<
cc:
Subject: Total Return Term Sheet

David - Please find attached a copy of the term sheet as discussed. Please
give me a call to discuss further.

Best Regards,
Paul

<<Swap.ENE.05_24_00.doc<<

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< Lehman Brothers
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< 212-526-2755 Fax
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- Swap.ENE.05_24_00.doc