revised merger agreement amendment

---------------------- Forwarded by Susan Gardenfeld/NY/WGM/US on
11/27/2001 08:58 AM ---------------------------

david.kirkland@bakerbotts.com on 11/26/2001 09:49:33 PM

To: ken.randolph@dynegy.com, keith.fullenweider@dynegy.com, Thomas
Roberts/NY/WGM/US@WGM, Marita Makinen/NY/WGM/US@WGM
cc: Joel.Swanson@bakerbotts.com, Sarah.Cooper@bakerbotts.com,
Tull.Florey@bakerbotts.com
Subject: revised merger agreement amendment

As I just discussed with Tom, attached is a revised copy of the amendment.
<<Amendment to Agreement and Plan of Merger.DOC<< <<Redline.rtf<<

(See attached file: Amendment to Agreement and Plan of Merger.DOC)
(See attached file: Redline.rtf)

**********NOTE**********
The information contained in this email message is intended only
for use of the individual or entity named above. If the reader
of this message is not the intended recipient, or the employee or
agent responsible to deliver it to the intended recipient, you
are hereby notified that any dissemination, distribution or
copying of this communication is strictly prohibited. If you
have received this communication in error, please immediately
notify us by telephone (212-310-8000), and destroy the original
message. Thank you.