bond counsel opinion

Dick:

Sorry that I didn't have a chance to call you again today. After reviewing
the appendix (Board resolution summary), I would like to request an opinion
from EWEB's bond counsel that swap/other transaction payments are payable
from the Operating Fund (together and in parity with other operating costs)
and precede EWEB's debt service payments.

Also, can you please describe EWEB's Master Resolution (relevant to long term
bonded indebtedness) as this is to be referenced in Larry Cable's legal
opinion.

I will be back in the office on Tuesday, Jan. 2. Have a happy new year.

Thanks. Sara