Revised Online Collateral Arrangement Language

Mark,

Please let me know when you want this language included (i.e. when you and=
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others are happy with it)

Thanks,

Dave
---------------------- Forwarded by David Forster/LON/ECT on 05/10/99 18:47=
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=09Enron Capital & Trade Resources Corp.
=09
=09From: Tana Jones 04/10/99 16:55
=09

To: David Forster/LON/ECT@ECT, Debbie R Brackett/HOU/ECT@ECT
cc: Mark E Taylor/HOU/ECT@ECT=20
Subject: Revised Online Collateral Arrangement Language

At Mark's request, I am transmitting proposed changes to the collateral=20
arrangement language in the Online GTC's. Please let me know if it meets=
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with your approval.

8. Collateral Arrangements. Counterparty shall (at Enron=01,s request) fr=
om=20
time to time and at Enron=01,s option either: (i) within one Business Day =
of=20
such request by Enron, provide to Enron a letter of credit in respect of=20
Counterparty's obligations under any Transaction, in such form and for such=
=20
amount and from such issuer, as is acceptable to Enron in its absolute=20
discretion; or (ii) within such period as is specified by Enron, provide fo=
r=20
the benefit of Enron a guaranty from a party, in such form and for such=20
amount as is acceptable to Enron in its absolute discretion. Failure so to=
=20
provide such letter of credit or guaranty or any default under such letter =
of=20
credit or guaranty shall constitute a default hereunder giving rise to the=
=20
immediate right of termination by Enron under this Transaction. =20