IN: Attached are redlined versions of an amended and restated LLC agreement and an amendment to the Administrative Services Agreement. I decided to simply amend the Admin. Agreement since the change was so minor. You will note that the changes in the LLC Agreement were solely to accommodate the revisions made in the Capacity Allocation Agreement which I forwarded earlier. Please call if you have any questions.

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OUT: LLC and Admin. Agreement Revisions

IN: This provision is an election which we have added to the Schedule for governmental entities. I believe that it is intended to eliminate any confusion that historically arose during the debate between "First Method" (one-way payments) and "Second Method" (two-way payments) for Early Termination purposes. Although I can't find a good reason to continue to use this provision with an ISDA (except that it emphasizes the point), I can understand why we may have added it to a pre-ISDA agreement with a governmental. The only example that I could locate was our September 21, 1995 Master Agreement with Reedy Creek Improvement District. For those of you who have never seen this form, it was one of the two types of master agreements developed by ECT before we became conversant with ISDA. Because these forms didn't contemplate municipal counterparties, we had to add many of the ISDA U.S. Municipal Counterparty Schedule provisions. The Part 5(b)(k) provision originally appeared in this early agreement. It was included in the "Event of Change" section [5F(4)] (which is tantamount to the ISDA concept of "Illegality", a "Termination Event"). I think it was probably included because in the ISDA, Second Method is the automatic payment method if the parties fail to make a specific designation for Early Termination purposes, but there isn't a comparable provision in the old ECT form.

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OUT: "Termination Payments" - Part 5 (b)(k) to the ISDA Master Agreement

IN: Please see the following summaries of 1) an interconnection agreement between Entergy Gulf States and BASF Fina Petrochemicals, filed July 5 and 2) revisions to an existing Entergy Arkansas agreement, accepted by FERC July 12. If you would like further information, please let me know. Susan Scott x30596

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OUT: Entergy interconnection agreements

IN: The EnronOnline Audit is scheduled to begin the week of June 4, 2001 and is expected to take approximately two months to complete. The audit will be executed by Arthur Andersen and led by Jennifer Stevenson and Russ Bouwhuis. We will schedule an opening meeting with you the week of June 4, 2001 to discuss audit scope and any concerns or suggestions you may have. The objective of the audit will be to determine whether procedures and controls exercised over activities are adequate and operating effectively. Results of the audit will be discussed with you and other appropriate personnel both during the audit and at the audit closing meeting. We will endeavor to conduct this audit in a manner that will minimize interruption of your normal business activities and we look forward to working with you and your personnel. Please call me at x5-4554 if have any questions. Mechelle Atwood Director, Enron Assurance Services Enron Wholesale Services

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OUT:
Enron OnLine Audit Notification