re: Raptor Swaps: LDC's

Sara,

Here is my attempt at the proposed language for the Final Price Definition in
the LDC Swaps:

Final Price shall include the following amounts resulting from Ponderosa
Assets L.P.'s investment in Enron International Brazil Investments 1997 Ltd.,
Enron International Brazil 1997 Ltd., and Enron International Brazil Gas
Holdings Ltd.: (a) all amounts of equity earnings and losses and (b)
dividends or distributions.

Let me know if you need anything else.

Ryan